Bone Biologics Corp Stock Compensation Disclosure
2015 Equity Incentive Plan
The Company has shares of common stock authorized and reserved for issuance under its 2015 Equity Incentive Plan for option awards. This reserve may be increased by the Board each year by up to the number of shares of stock equal to 5% of the number of shares of stock issued and outstanding on the immediately preceding December 31. In September 2023, the Company’s stockholders approved an amendment to the 2015 Equity Incentive Plan that, among other items, increased the number of shares available under the 2015 Equity Incentive Plan by shares. Appropriate adjustments will be made in the number of authorized shares and other numerical limits in the Company’s 2015 Equity Incentive Plan and in outstanding awards to prevent dilution or enlargement of participants’ rights in the event of a stock split or other change in the Company’s capital structure. Shares subject to awards granted under the 2015 Equity Incentive Plan which expire, are repurchased or are cancelled or forfeited will again become available for issuance under the 2015 Equity Incentive Plan. The shares available will not be reduced by awards settled in cash. Shares withheld to satisfy tax withholding obligations will not again become available for grant. The gross number of shares issued upon the exercise of stock appreciation rights or options exercised by means of a net exercise or by tender of previously owned shares will be deducted from the shares available under the 2015 Equity Incentive Plan.
Awards may be granted under the 2015 Equity Incentive Plan to the Company’s employees, including officers, director or consultants, and its present or future affiliated entities. While the Company may grant incentive stock options only to employees, it may grant non-statutory stock options, stock appreciation rights, restricted stock purchase rights or bonuses, restricted stock units, performance shares, performance units and cash-based awards or other stock based awards to any eligible participant.
The 2015 Equity Incentive Plan is administered by the Company’s compensation committee. Subject to the provisions of the 2015 Equity Incentive Plan, the compensation committee determines, in its discretion, the persons to whom, and the times at which, awards are granted, as well as the size, terms and conditions of each award. All awards are evidenced by a written agreement between the Company and the holder of the award. The compensation committee has the authority to construe and interpret the terms of the 2015 Equity Incentive Plan and awards granted under the 2015 Equity Incentive Plan.
| Subject to Exercise | Number of Options | Weighted Average Exercise Price | Weighted Average Life (Years) | Aggregate Intrinsic Value | ||||||||||||
| Outstanding as of December 31, 2022 | 1,910 | $ | 4,041.60 | $ | ||||||||||||
| Granted – 2023 | 32,400 | 5.44 | - | |||||||||||||
| Forfeited/Expired – 2023 | - | - | ||||||||||||||
| Exercised – 2023 | - | - | ||||||||||||||
| Outstanding as of December 31, 2023 | 34,310 | $ | 236.70 | $ | ||||||||||||
| Granted – 2024 | 165,848 | 2.30 | - | |||||||||||||
| Forfeited/Expired – 2024 | (5,674 | ) | 54.24 | - | ||||||||||||
| Exercised – 2024 | - | - | ||||||||||||||
| Outstanding as of December 31, 2024 | 194,484 | $ | 42.14 | $ | ||||||||||||
| Options vested and exercisable at December 31, 2024 | 104,240 | $ | 77.09 | $ | ||||||||||||
| Date Issued | Exercise Price | Number of Options | Expiration date | |||||||
| August 2015 | $ | 9,540.00 | 174 | |||||||
| September 2015 | $ | 9,540.00 | 36 | |||||||
| November 2015 | $ | 9,540.00 | 205 | |||||||
| December 2015 | $ | 9,540.00 | 12 | |||||||
| January 2016 | $ | 9,540.00 | 213 | |||||||
| May 2016 | $ | 12,300.00 | 45 | |||||||
| September 2016 | $ | 12,300.00 | 21 | |||||||
| January 2017 | $ | 12,300.00 | 10 | |||||||
| January 2018 | $ | 11,820.00 | 8 | |||||||
| January 2019 | $ | 564.00 | 92 | |||||||
| October 2021 | $ | 1,260.00 | 207 | |||||||
| January 2022 | $ | 844.80 | 111 | |||||||
| August 2022 | $ | 387.26 | 462 | |||||||
| January 2023 | $ | 57.60 | 237 | |||||||
| September 2023 | $ | 5.12 | 26,803 | |||||||
| January 2024 | $ | 4.68 | 8,015 | |||||||
| January 2024 | $ | 3.61 | 37,500 | |||||||
| September 2024 | $ | 1.73 | 92,139 | |||||||
| October 2024 | $ | 1.88 | 28,194 | |||||||
| Total outstanding options at December 31, 2024 | 194,484 | |||||||||
Based on a fair value of $ per share on December 31, 2024, there was no intrinsic value attributed to exercisable but unexercised stock options at December 31, 2024.
There were options granted during the year ended December 31, 2024 with a fair value of $. Vesting of options differs based on the terms of each option. During the year ended December 31, 2024 and 2023, the Company had stock-based compensation expense of $ and $, respectively, related to the vesting of stock options granted to the Company’s employees and directors included in the Company’s reported net loss. The Company’s policy is to account for forfeitures of the unvested portion of option grants when they occur; therefore, these forfeitures are recorded as a reversal to expense, which can result in a credit balance in the statement of operations.
| December 31, 2024 | December 31, 2023 | |||||||
| Risk free interest rate | % | % | ||||||
| Expected Volatility | % | % | ||||||
| Expected life (in years) | ||||||||
| Expected dividend yield | % | % | ||||||
The expected volatility is a measure of the amount by which the Company stock price is expected to fluctuate during the expected term of options granted. The Company determines the expected volatility based upon the historical volatility of our common stock since listing on The Nasdaq Capital Market. The Company does not believe that the future volatility of its common stock over an option’s expected term is likely to differ significantly from the past. The risk-free interest rate used in the calculations is based on the implied yield available on U.S. Treasury issues with an equivalent term approximating the expected life of the options as calculated using the simplified method. The expected life of the options used was based on the contractual life of the option granted. Stock-based compensation is a non-cash expense because the Company settles these obligations by issuing shares of its common stock from its authorized shares instead of settling such obligations with cash payments.
As of December 31, 2024, total unrecognized compensation cost related to unvested stock options was $. The cost is expected to be recognized over a weighted average period of years.
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.