Beta Bionics, Inc. Stock Compensation Disclosure

2016 Stock Incentive Plan

The Company’s 2016 Stock Incentive Plan, as amended (the “2016 Plan”), provides for the Company to grant stock options and restricted stock awards to employees, officers, directors and consultants of the Company. The 2016 Plan is administered by the Board or, at the discretion of the Board, by a committee of the Board. The exercise prices, vesting and other restrictions are determined at the discretion of the Board, or its committee if so delegated. The exercise prices, vesting conditions, and other terms of awards granted under the 2016 Plan are determined by the Board or its designated committee.

Following the Company’s IPO in January 2025 and the conversion of all outstanding shares of Class A, Class B, and Class C common stock into a single class of common stock, the Company grants equity classified stock options for the purchase of shares of the Company’s common stock. Stock options granted under the 2016 Plan with service-based vesting conditions typically vest over four years based on continuous service and expire after ten years. As of December 31, 2025, 4,768,461 shares of common stock were available for issuance under the 2016 Plan. Shares that are expired, terminated, surrendered or canceled without having been fully exercised will be available for future grant under the 2016 Plan. The exercise price for stock options granted under the 2016 Plan may not be less than the fair value of the Company’s common stock on the date of grant.

2025 Equity Incentive Plan

On January 21, 2025, the Company’s board of directors adopted and the Company’s stockholders approved the 2025 Equity Incentive Plan (the “2025 Plan”), which became effective on the date immediately preceding the date on which the Company’s registration statement was declared effective by the U.S. Securities and Exchange Commission (“SEC”). The 2025 Plan replaced the 2016 Plan, as the Company’s board of directors has determined to not make additional grants under the 2016 Plan following the closing of the IPO. However, the 2016 Plan will continue to govern outstanding equity awards granted under the 2016 Plan. The 2025 Plan allows the Company to grant incentive stock options, nonstatutory stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards (“RSUs”), performance awards and other awards. The number of shares initially available for issuance under awards granted pursuant to the 2025 Plan is 12,016,744.

Stock Options

The aggregate intrinsic value of stock options is calculated as the difference between the exercise price of the stock options and the fair value of the Company’s Class B common stock for those stock options that had exercise prices lower than the fair value of the Company’s Class B common stock. The total intrinsic value of options exercised during the twelve months ended December 31, 2025 and 2024 were $12.1 million and not significant, respectively.

The weighted-average grant-date fair value of stock options granted during the years ended December 31, 2025 and 2024 was $14.38 per share and $6.92 per share, respectively. The total fair value of shares vested during the years ended December 31, 2025 and 2024 was $6.7 million and $3.1 million, respectively.

Restricted Stock Units

Stock-Based Compensation Expense

As of December 31, 2025, total unrecognized stock-based compensation expense related to the unvested stock-based awards was $25.8 million, which is expected to be recognized over a weighted-average period of 2.5 years. As of December 31, 2025, total unrecognized stock-based compensation expense related to the unvested RSUs was $10.7 million, which is expected to be recognized over a weighted-average period of 2.3 years.

Employee Stock Purchase Plan

The Company’s Employee Stock Purchase Plan (“ESPP”) was approved by the Board in January 2025. The ESPP enables eligible employees to purchase shares of the Company’s common stock using their after-tax payroll deductions, subject to certain conditions. The ESPP is intended to qualify as an “employee stock purchase plan” within the meaning of Section 423 of the Code. Eligible employees may contribute, through payroll deductions, up to 15% of their earnings for the purchase of common stock under the ESPP. The purchase price of common stock under the ESPP is the lesser of: (a) 85% of the fair market value of a share of the Company’s common stock on the first date of an offering or (b) 85% of the fair market value of a share of the Company’s common stock on the last date of the offering, limited to the maximum number of shares that may be purchased on any single purchase date. Each offering under the ESPP has a six-month duration, beginning on January 1 and July 1 of each year, with purchases occurring on June 30 and December 31, respectively. The Company has not conducted any offerings under the ESPP as of December 31, 2025. The first offering under the ESPP commenced on January 1, 2026.