Dare Bioscience, Inc.DARE
Dare Bioscience, Inc. Stock Compensation Disclosure
STOCK-BASED COMPENSATION
2014 Employee Stock Purchase Plan
The Company’s 2014 Employee Stock Purchase Plan, or the ESPP, was suspended in June 2024. There was no stock-based compensation related to the ESPP for the years ended December 31, 2025 or December 31, 2024.
Amended and Restated 2014 Stock Incentive Plan
The Amended and Restated 2014 Stock Incentive Plan, or the Amended 2014 Plan, provided for the grant of stock-based awards to employees, directors, consultants and advisors. As a result of the approval of the 2022 Plan (as defined below) by the Company's stockholders in June 2022, no further awards have been or will be granted under the Amended 2014 Plan since such approval. Outstanding awards previously granted under the Amended 2014 Plan continue to remain outstanding in accordance with their terms.
2022 Stock Incentive Plan
In April 2022, the Company's board of directors approved the Daré Bioscience, Inc. 2022 Stock Incentive Plan, or the 2022 Plan, which was subsequently approved by the Company's stockholders in June 2022, and became effective as of such approval. In April 2025, the Company's board of directors approved an amendment to the 2022 Plan to increase the number of shares of common stock available for issuance thereunder by 600,000, which was subsequently approved by the Company's stockholders on July 9, 2025. The 2022 Plan provides for the grant of stock-based incentive awards to employees, directors, consultants, and advisors.
As of December 31, 2025, the number of shares of common stock authorized for issuance under the 2022 Plan was 1,949,085, which is the sum of:
(a) 540,043 shares available for awards that may be granted under the 2022 Plan; plus
(b) 1,015,783 shares underlying awards granted under the 2022 Plan, plus
(c) 393,259 shares underlying awards granted under the Amended 2014 Plan, which if they expire, terminate or are otherwise forfeited will become available for issuance under the 2022 Plan.
Options granted are exercisable at various dates as determined upon grant and will expire no more than ten years from their date of grant. Stock options generally vest over a four-year term. The exercise price of each option is determined by the Company's board of directors or its compensation committee based on the estimated fair value of the Company's stock on the date of grant.
Summary of Stock Option Activity
The table below summarizes stock option activity under the Company's stock incentive plans and related information for the years ended December 31, 2025 and 2024. The exercise price of all options granted during the years ended December 31, 2025 and 2024 was equal to the market value of the Company’s common stock on the date of grant. As of December 31, 2025, unamortized stock-based compensation expense of approximately $1.8 million will be amortized over the weighted average period of 1.2 years. The number of shares of common stock available for future awards granted under the 2022 Plan as of December 31, 2025 was 540,043.
Number of Shares | Weighted- Average Exercise Price | Weighted- Average Remaining Contractual Life (Years) | Aggregate Intrinsic Value * | ||||||||||||||||||||
| Outstanding at December 31, 2024 | 883,334 | $ | 14.58 | ||||||||||||||||||||
| Granted | 583,890 | 2.72 | |||||||||||||||||||||
| Exercised | — | — | |||||||||||||||||||||
| Canceled/forfeited | (765) | 3.18 | |||||||||||||||||||||
| Expired | (57,417) | 20.90 | |||||||||||||||||||||
| Outstanding at December 31, 2025 | 1,409,042 | $ | 9.41 | 7.51 | $ | — | |||||||||||||||||
| Options exercisable at December 31, 2025 | 870,141 | $ | 12.57 | 6.64 | $ | — | |||||||||||||||||
| Options vested and expected to vest at December 31, 2025 | 870,141 | $ | 12.57 | 6.64 | $ | — | |||||||||||||||||
*The aggregate intrinsic value is the sum of the amounts by which the quoted market price of the Company's common stock exceeded the exercise price of the stock options at December 31, 2025 for those stock options for which the quoted market price was in excess of the exercise price.
The weighted average grant-date fair value of stock options granted during the years ended December 31, 2025 and 2024 was $2.02 and $4.10, respectively. The total fair value of stock options vested during the years ended December 31, 2025 and 2024, was approximately $1.5 million and $2.2 million, respectively.
Stock-Based Compensation Expense
Total stock-based compensation expense related to stock options granted to employees and directors recognized in the consolidated statements of operations and comprehensive loss is as follows:
| Years Ended December 31, | |||||||||||
| 2025 | 2024 | ||||||||||
| Research and development | $ | 636,303 | $ | 833,689 | |||||||
Selling, general and administrative | 860,259 | 1,369,567 | |||||||||
| Total | $ | 1,496,562 | $ | 2,203,256 | |||||||
The weighted-average assumptions used in the Black-Scholes option-pricing model for stock options granted to employees and to directors in respect of their service on the Company's board of directors during the years ended December 31, 2025 and 2024 is as follows:
| 2025 | 2024 | ||||||||||
| Expected life in years | 5.8 | 6.0 | |||||||||
| Risk-free interest rate | 4.07 | % | 4.13 | % | |||||||
| Expected volatility | 86 | % | 90 | % | |||||||
| Dividend yield | 0.0 | % | 0.0 | % | |||||||
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Mar 26, 2026 | Showing above |
| 2024 | Mar 31, 2025 | |
| 2023 | Mar 28, 2024 | |
| 2022 | Mar 30, 2023 | |
| 2016 | Mar 31, 2017 | |
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.