Bogota Financial Corp. Stock Compensation Disclosure

NOTE 11 – STOCK BASED COMPENSATION

 

The Company maintains the Bogota Financial Corp. 2021 Equity Incentive Plan (the "2021 Plan"), which provides for the issuance of up to 902,602 shares (257,887 restricted stock awards and 644,718 stock options) of Bogota Financial Corp. common stock.

 

On September 2, 2021, 226,519 shares of restricted stock were awarded, with a grant date fair value of $10.45 per share. On February 28, 2024, 10,000 shares of restricted stock were awarded, with a grant date fair value of $7.80 per share. To fund the grant of restricted common stock, the Company issued shares from authorized but unissued shares. Restricted shares granted under the 2021 Plan vest in equal installments, over the service period of five years, beginning one year from the date of grant. Management recognizes compensation expense for the fair value of restricted shares on a straight-line basis over the requisite service period. During the twelve months ended December 31, 2025 and December 31, 2024, $453,000 and $507,000 of expense was recognized in regard to these awards, respectively. The expected future compensation expense related to the 50,503 non-vested restricted shares outstanding at December 31, 2025 was approximately $344,000 over a weighted average period of 1.28 years.

 

 

 

 

The following is a summary of the Company's restricted stock activity during the twelve months ended December 31, 2025:

 

		Number of Restricted Shares				Weighted Average Grant Date Fair Value
Outstanding, January 1, 2025			94,607			$	10.45
Granted			-				-
Vested			(44,304	)			10.45
Forfeited			-				10.45
Outstanding, December 31, 2025			50,303			$	10.45

 

On September 2, 2021, options to purchase 523,619 shares of Company common stock were awarded, with a grant date fair value of $4.37 per option. Stock options granted under the 2021 Plan vest in equal installments over the service period of five years beginning one year from the date of grant. Stock options were granted at an exercise price of $10.45, which represents the fair value of the Company's common stock price on the grant date based on the closing market price, and have an expiration period of 10 years.

 

Management recognizes expense for the fair value of these awards on a straight-line basis over the requisite service period. During the twelve months ended December 31, 2025 and December 31, 2024 approximately $444,000 and $445,000 in expense was recognized in regard to these awards, respectively. The expected future compensation expense related to the 101,743 non-vested options outstanding at December 31, 2025 was $779,000 over the weighted average remaining vesting period of 0.67 years.

 

The following is a summary of the Company's option activity during the twelve months ended December 31, 2025:

 

		Number of Stock Options				Weighted Average Exercise Price				Weighted Average Remaining Contractual Term (in years)				Aggregate Intrinsic Value
Outstanding, January 1, 2025			510,119			$	10.45				7.7			$	—
Granted			-
Forfeited			-				10.45
Outstanding, December 31, 2025			510,119				10.45				7.7				-
Options exercisable at December 31, 2025			496,619											$	—

 

The aggregate intrinsic value in the table above represents the total pre-tax intrinsic value, the difference between the Company's closing stock price on the last trading day of the period and the exercise price, multiplied by the number of in-the-money options.