Note 14 - Warrants and Options

 

Warrants

 

During the year ended December 31, 2024, the Company reached a settlement with Bigger Capital Fund LP, (“Bigger”) for a resolution to all issues and claims that relate to the previously filed action against the Company in the Supreme Court of the State of New York, New York County, Index No. 65018/2024 (see Note 14). Under the terms of the Settlement the Company agreed to cancel 1,656,050 original warrants with an exercise price of $1.40 held by Bigger in exchange for 5,332,889 “exchange” warrants with an exercise price of $0.4348. The fair value of the exchange warrants is $2,732,329 which is offset by the unamortized value of $439,028 of the original warrants.

               Market         
   Relative   Term   Exercise   Price on   Volatility   Risk-free 
Reporting Date  Fair Value   (Years)   Price   Grant Date   Percentage   Rate 
1/17/25  $  2,732,329    5   $0,4348   $       0,5435    161%   0.0442 

 

On August 30, 2024, the Company entered into a Securities Purchase Agreement with an affiliate for the purchase of 3,370,787 shares of the Company’s common stock for a purchase price of $3,000,000 (market price of $0.89 per share) and 3,370,787 Common warrants for a purchase price of $421,348 (priced at $0.125 per share). The warrants have a 5five-year term and an exercise price of $0.89 per share.

 

The following tables summarize all warrants outstanding as of December 31, 2025 and 2024, and the related changes during the period. Exercise price is the weighted average for the respective warrants at end of period. Both the amount of warrants and their weighted average exercise price reflect the 35 for 1 split that was effected during December of 2025.

 

 

   Number of Warrants   Weighted Average Exercise Price 
Balance at December 31, 2024   615,904   $63.00 
Yerbaé replacement warrants   60,589    31.37 
Warrant purchase agreement with Core4   114,286    14.35 
Warrants issued in connections with Series A preferred stock   656,957    16.10 
Warrants issued in connections with Series B preferred stock   656,957    16.10 
Warrants issued in private placement   52,557    16.10 
Warrants exercised   (1,471,996)   15.98 
Outstanding at December 31, 2025   685,254   $59.57 
           
Exercisable at December 31, 2025   685,254   $59.57 

 

Stock Options

 

The following tables summarize all stock options outstanding as of December 31, 2025 and 2024, and the related changes during the period. Exercise price is the weighted average for the respective stock options at end of period. Both the amount of stock options and their weighted average exercise price reflect the 35 for 1 split that was effected during December of 2025.

   Number of Shares   Weighted Average Exercise Price 
Outstanding at January 1, 2025   529,176   $57.75 
Granted   111,309    31.49 
Exercised   -    - 
Forfeited or expired   (109,286)  $(80.31)
Outstanding at December 31, 2025   531,199   $48.19 

 

During the year ended December 31, 2025, the Company granted a total of 111,309 five-year options to employees of the Company of which 16,142 have vesting schedule from one to three years with an exercise price between $12.95, $22.02 and 28,535 which vested immediately upon grant with exercise prices between $11.55 and $17.15, 7,143 options which vest over varying schedules through 2026 at an exercise prices of $15.75. Additionally, the Company granted 52,346 options with exercise prices ranging from $12.59 to $241.09 which vested immediately.

 

During the year ended December 31, 2024, the Company granted a total of 158,714 five-year options to employees of the Company of which 41,000 have vesting schedule from one to three years with an exercise price between $37.10 and $70.35 and 117,714 which vested immediately upon grant with an exercise price of $62.65. During the same period, the Company also granted a total of 146,286 5five-year options to consultants to the Company, which have vesting schedule from six months to one year with an exercise price between $35.00 and $81.20. The total fair value of the options is $17,372,444. The fair value of the options is being amortized over the vesting period. The Company recognized $14,735,228 expense related to the options for the year ended December 31, 2024.

 

 

The fair value of these options was measured using the Black-Scholes valuation model at the grant date. The table below sets forth the assumptions for Black-Scholes valuation model on the respective reporting date. For options granted to employes, we use a plain vanilla Black-Scholes calculation to calculate fair value with standard market inputs.

 

   2025   2024 
Expected volatility   121%-162%   119%-162%
Expected dividends   -    - 
Expected term (in years)   2.5-5    2.5-10 
Risk-free rate   3.59%-4.89%   3.59%-4.89%

 

On December 31, 2025 the Company had 531,199 options outstanding.

 

Historical Timeline

Fiscal YearFiled
2025Mar 31, 2026Showing above
2024Mar 28, 2025
2022Apr 3, 2023

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.