AMERICAN BATTERY TECHNOLOGY Co Stock Compensation Disclosure
| 16. | Equity Compensation Awards |
The Company established the 2021 Retention Plan (“the Retention Plan”) to issue shares in the effort to retain key executives, directors, and employees. The Retention Plan allows for several different types of awards to be granted, including but not limited to, warrants, restricted share units and restricted share awards, collectively referred to as “share awards”. Share awards generally have the same expense characteristics under US GAAP and generally vest over a four-year period at a rate of % per annum.
Under the Retention Plan, the Company is authorized to issue shares of common stock to employees and non-employees up to ten percent (%) of the total number of shares of common stock outstanding as of December 31, 2022, on a fully diluted basis. The Company adjusts the authorized shares under the plan each December 31, while the Retention Plan remains in effect. During the fiscal year ended June 30, 2025 and 2024, the Company granted million and million share awards, respectively, under the Retention Plan.
| Units | Weighted- Average Grant Date Fair Value per Unit | |||||||
| Unvested share awards at June 30, 2023 | 1,736,376 | 8.25 | ||||||
| Granted | 3,290,268 | 3.51 | ||||||
| Vested | (1,306,480 | ) | 5.29 | |||||
| Forfeitures | (291,560 | ) | 5.94 | |||||
| Unvested share awards at June 30, 2024 | 3,428,604 | 5.02 | ||||||
| Granted | 9,454,729 | 1.03 | ||||||
| Vested | (3,135,227 | ) | 2.59 | |||||
| Forfeitures | (1,164,640 | ) | 1.94 | |||||
| Unvested awards at June 30, 2025 | 8,583,466 | $ | 1.93 | |||||
As awards are granted, stock-based compensation equivalent to the fair market value of the underlying common stock on the date of grant is expensed over the requisite service period, generally four years with a maximum contractual term of ten years, using the graded vesting attribution method as acceptable under ASC 718, “Stock-Based Compensation.” The Company accounts for forfeitures as they occur. The fair value of share awards that vested during the fiscal year ended June 30, 2025 and 2024, totaled $ and $ million, respectively.
The Company recognized stock-based compensation expense of $ million and $ million for the fiscal years ended June 30, 2025 and 2024, respectively. Of these amounts, $ million and $ million, respectively, were related to officers and directors of the Company. For the fiscal years ended June 30, 2025 and 2024, total stock-based compensation expense included $ million and $ million, respectively, related to warrants awarded to officers of the Company. As of June 30, 2025 and 2024, the equity compensation liability totaled and $ million related to warrants awarded to officers of the Company, respectively. As of June 30, 2024 several grant performance targets for the fiscal year ended June 30, 2024 were defined via employee and retention agreements. These performance targets were yet achieved by employees and officers; thus, the Company deferred recognition of stock-based compensation expense of $ million until such achievements until they were deemed probable and achievement and approval by the board of directors occurred. The expense was recognized during fiscal year 2025.
As of June 30, 2025, there were approximately $ million of unamortized expenses relating to outstanding equity compensation awards to be recognized over a remaining weighted-average period of years.
| 2025 | 2024 | |||||||
| Cost of goods sold | $ | 810,924 | $ | 196,829 | ||||
| General and administrative | 9,317,883 | 7,372,695 | ||||||
| Research and development | 4,333,983 | 5,852,392 | ||||||
| Exploration | 191,017 | 1,144,402 | ||||||
| Total stock-based compensation | $ | 14,653,807 | $ | 14,566,318 | ||||
Executive officers and selected other key employees are eligible to receive common share performance-based awards, as determined by the board of directors. The payouts, in the form of share awards, vary based on the degree to which corporate operating objectives are met. These performance-based awards typically include a service-based requirement, which is generally four years.
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Sep 18, 2025 | Showing above |
| 2024 | Sep 23, 2024 | |
About Stock Compensation Disclosures
Stock-based compensation disclosures detail the equity awards granted to employees and executives — including stock options, restricted stock units (RSUs), and performance shares — along with the valuation methods and assumptions used to expense them. This section reveals the true cost of talent retention and the alignment between management incentives and shareholder interests.
Key signals: total unrecognized compensation expense and its expected recognition period signal future earnings headwinds from already-granted awards. For stock options, examine Black-Scholes assumptions — expected volatility, risk-free rate, and expected term — as understating any of these reduces reported compensation expense. Compare stock compensation expense as a percentage of revenue against peers to assess dilution cost. Watch vesting schedules for acceleration clauses tied to change-of-control events. Performance-based awards with undemanding targets may indicate weak governance. Add back stock compensation to operating cash flow to calculate a more conservative free cash flow figure.