T Stamp IncIDAI
T Stamp Inc Stock Compensation Disclosure
Stock Awards and Stock-Based Compensation
From time to time, the Company may issue stock awards in the form of Class A Common Stock grants, Restricted Stock Units (RSUs), or Class A Common Stock options with vesting/service terms. Stock awards are valued on the grant date using the Company’s common stock share price quoted on an active market. Stock options are valued using the Black-Scholes-Merton pricing model to determine the fair value of the options. We generally issue our awards in terms of a fixed monthly value, resulting in a variable number of shares being issued, or in terms of a fixed monthly share number.
During the year ended December 31, 2025 and 2024, the Company entered into agreements with advisory board members and other external advisors to issue cash payments and stock awards in exchange for services rendered to the Company monthly. The total granted stock-based awards to advisory board members and other external advisors during the year ended December 31, 2025 and 2024 included grants totaling, $119 thousand and $55 thousand, respectively, and RSUs totaling $36 thousand and $6 thousand, respectively.
In addition to issuing stock awards to advisory board members and other external advisors, during the year ended December 31, 2025 and 2024, the Company granted stock-based awards to multiple employees. The total granted stock-based awards to employees during the year ended December 31, 2025 and 2024 included grants totaling, $76 thousand and $32 thousand, respectively, options totaling $9 thousand and $6 thousand respectively and RSUs totaling $863 thousand and $1.22 million, respectively.
The following table summarizes stock option activity for the year ended December 31, 2025 and 2024:
| Options Outstanding | Weighted Average Exercise Price Per Share | Weighted Average Remaining Contractual Life (years) | Aggregate Intrinsic Value | ||||||||||||||||||||
| Balance as of January 1, 2025 | 22,665 | $ | 84.28 | 1.27 | $ | — | |||||||||||||||||
| Options granted | 4,924 | 5.32 | |||||||||||||||||||||
| Options exercised | — | — | |||||||||||||||||||||
| Options canceled and forfeited | (19,198) | 89.07 | |||||||||||||||||||||
| Balance as of December 31, 2025 | 8,391 | 34.83 | 2.57 | — | |||||||||||||||||||
| Options vested and exercisable as of December 31, 2025 | 8,391 | $ | 34.83 | 2.57 | — | ||||||||||||||||||
The aggregate intrinsic value of options outstanding, exercisable, and vested is calculated as the difference between the exercise price of the underlying options and the fair value of the Company’s common stock. The aggregate intrinsic value of options exercised during the year ended December 31, 2025 and 2024 was $0.
The weighted average grant-date fair value of options granted during the year ended December 31, 2025 and 2024 was $1.91 and $3.88 per share, respectively. The total grant-date fair value of options that vested during the year ended December 31, 2025 and 2024 was $9 thousand and $6 thousand, respectively.
The following assumptions were used to calculate the fair value of options granted during the year ended December 31, 2025 and 2024:
| For the years ended December 31, | |||||||||||
| 2025 | 2024 | ||||||||||
| Fair value of Class A Common Stock | $1.27 — $4.48 | $0.75 — $10.81 | |||||||||
| Exercise price | $2.86 — $6.85 | $8.18 — $24.60 | |||||||||
| Risk free interest rate | 3.55 — 4.33% | 3.51% — 4.71% | |||||||||
| Expected dividend yield | 0.00 | % | 0.00 | % | |||||||
| Expected volatility | 150.13% — 166.59% | 79.19% — 164.97% | |||||||||
| Expected term | 3 Years | 3 Years | |||||||||
As of December 31, 2025, the Company had 8,391 stock options outstanding of which all are fully vested options.
As of December 31, 2025, the Company has 25,041 common stock grants outstanding of which 20,107 were vested but not issued and 4,934 were not yet vested. All fully vest by December 31, 2026. The Company had unrecognized stock-based compensation related to common stock grants of $9 thousand as of December 31, 2025.
As of December 31, 2025, the Company had 477,897 RSUs outstanding of which 4,070 were vested but not issued and 473,827 were not yet vested. All granted and outstanding RSUs will fully vest by January 1, 2027. The Company had unrecognized stock-based compensation related to RSUs of $158 thousand as of December 31, 2025.
A summary of outstanding RSU activity as of December 31, 2025 and 2024 is as follows:
| RSU Outstanding Number of Shares | |||||
| Balance as of January 1, 2024 | 29,740 | ||||
| Granted | 69,539 | ||||
| Vested (issued) | (22,146) | ||||
| Forfeited | (5,059) | ||||
| Balance as of December 31, 2024 | 72,074 | ||||
| Granted | 478,027 | ||||
| Vested (issued) | (51,771) | ||||
| Forfeited | (20,433) | ||||
| Balance as of December 31, 2025 | 477,897 | ||||
Stock-based compensation expense
Our consolidated statements of operations include stock-based compensation expense as follows:
| For the years ended December 31, | ||||||||||||||
| 2025 | 2024 | |||||||||||||
| Cost of services | $ | 29,735 | $ | 6,476 | ||||||||||
| Research and development | 147,511 | 60,686 | ||||||||||||
| Selling, general, and administrative | 924,899 | 1,248,761 | ||||||||||||
| Total stock-based compensation expense | $ | 1,102,145 | $ | 1,315,923 | ||||||||||
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Mar 31, 2026 | Showing above |
| 2024 | Mar 31, 2025 | |
| 2023 | Apr 1, 2024 | |
| 2022 | Mar 30, 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.