Quarterly report [Sections 13 or 15(d)]

Stockholders??? Equity

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Stockholders’ Equity
3 Months Ended
Mar. 31, 2026
Equity [Abstract]  
Stockholders’ Equity

Note 8 – Stockholders’ Equity

 

Common stock

 

On February 9, 2026, the Company effected a reverse stock split of its outstanding common stock on a 1-for-10 basis. No adjustment was made to the Company’s authorized shares of capital stock. All share and per share amounts have been retroactively restated to reflect the split as if it occurred at the beginning of the earliest period presented.

 

Treasury stock

 

During the three months ended March 31, 2026, the Company repurchased 16,890 shares of its common stock for $154,617 in the public market at average price of $9.15 and placed them in treasury. As of March 31, 2026 and December 31, 2025, 33,975 and 17,085 shares remain as treasury shares, respectively. These were all purchased as part of publicly announced plans or program and currently, as also noted in the previous 10-K filing.

 

Employee compensation

 

In prior years, the Company entered into several employment agreements that require the issuance of common shares for services that vest on a quarterly basis. During the period ended March 31, 2026, 5,772 shares with a fair value of $63,441 that previously vested were issued. During the period ended March 31, 2026, an aggregate of 4,232 shares with a fair value of $15,275 vested during the period and were recognized as compensation costs. As of March 31, 2026, 4,254 shares of common stock with a fair value of $19,443 remain vested but not issued.

 

On February 11, 2022 (the “Vesting Date”), the Company entered into a restricted stock award agreements (the “Award Agreement”) with eight employees for 2,800 shares of the Company’s common stock subject to the terms and to the fulfillment of the conditions set forth in the Company’s equity incentive plan. The first 20% of the restricted shares were granted and vested on February 11, 2022. An additional 20% of the restricted shares will vest on each anniversary of the Vesting Date until the fourth anniversary of the Vesting Date. The initial fair value of the awards on the date of grant was determined to be $2,942,800 which is being amortized over the 5 year vesting period. During the year ended December 31, 2025, the Company amortized $357,340 of this amount leaving an unamortized balance of $357,340 at December 31, 2025. During the period ended March 31, 2026, 510 shares of common stock vested and the Company amortized $89,335 of this amount leaving an unamortized balance of $268,005 at March 31, 2026. As of March 31, 2026, 2,800 of the shares had been vested.

 

Stock options

 

On January 2, 2026, each member of the Board was granted 225 options to purchase shares at $8.5 per share with a fair value of $1,721. On March 27, 2026, one new member of the Board was granted 225 options to purchase shares at $3.83 per share with a fair value of $775. The options vest monthly over one (1) year, and may be exercised during a 10-year term. In the aggregate, 1,350 options were granted with a fair value of $9,380. During the three months ended March 31, 2026, the Company recognized $2,159 of compensation cost relating to the vesting of these options and $7,221 remained unvested which will be amortized over the remainder of 2026.

 

For the three months ended March 31, 2026 and 2025, the Company’s stock option compensation expenses amounted to $2,159 and $10,284, respectively.

 

The fair value of the stock options issued during the periods was determined using the Black-Scholes option pricing model with the following assumptions:

   
    March 31, 2026
Risk-free interest rate   3.79% and 3.83%  
Expected life of the options   5.5 years  
Expected volatility   135.83% and 134.99%  
Expected dividend yield   0%  

 

The following is a summary of the option activity from December 31, 2025 to March 31, 2026:

                       
    Number of Options     Weighted average exercise price     Weighted Average Remaining Contractual Life    

Aggregate

Intrinsic Value

 
Outstanding at December 31, 2025     7,614     $ 302.00       6.32        
Granted     1,350     $ 7.72              
Exercised                        
Cancelled or forfeited                        
Outstanding at March 31, 2026     8,964     $ 257.35       6.14        
Exercisable as of March 31, 2026     7,896     $ 291.50       6.21