Neuraxis, INC Stock Compensation Disclosure
Restricted Stock Units
| Number of RSUs | Weighted Average Fair Value | |||||||
| Outstanding as of December 31, 2024 | $ | |||||||
| Granted | 852,214 | 2.32 | ||||||
| Vested | (20,868) | 2.31 | ||||||
| Outstanding as of December 31, 2025 | 831,346 | $ | 2.32 | |||||
| Vested as of December 31, 2025 | 20,868 | $ | 2.31 | |||||
The RSUs are subject to a three-year cliff-vesting period and are payable in shares of the Company’s common stock. The RSUs fully vest upon (i) death or disability or (ii) change of control. Dividend equivalents accrue on RSUs and are paid upon vesting; there were no accrued dividends on unvested RSUs as of December 31, 2025. On August 19, 2025, RSUs were accelerated and issued as shares of common stock, net of taxes. On October 29, 2025, RSU vested into an equivalent number of common shares. No RSUs were granted during the year ended December 31, 2024.
Total stock-based compensation expense is classified in the Company’s Statements of Operations as general and administrative expense and amounted to $, of which $ relates to the Employee Stock Purchase Plan, and $ for the years ended December 31, 2025 and 2024, respectively. As of December 31, 2025, total unrecognized stock-compensation expense relating to unvested stock units granted under the Company’s share-based compensation plans amounted to $1,130,970.
Neuraxis, Inc.
Notes to Financial Statements
Stock Options
| Number of Options | Weighted Avg. Remaining Contractual Life (in years) | Weighted Avg. Exercise Price | Aggregate Intrinsic Value | |||||||||||||
| Outstanding as of December 31, 2024 | 1,319,394 | $ | 6.94 | $ | ||||||||||||
| Outstanding as of December 31, 2025 | 1,319,394 | $ | 6.94 | $ | ||||||||||||
| Vested and Exercisable as of December 31, 2025 | 1,319,394 | $ | 6.94 | $ | ||||||||||||
There was stock-based compensation expense related to stock options recorded during the years ended December 31, 2025 and 2024.
Employee Stock Purchase Plan
On July 1, 2025, the Compensation Committee of the Board of Directors (“Board”) of the Company adopted the NeurAxis, Inc. 2025 Employee Stock Purchase Plan (the “ESPP”), effective as of the same date and subject to Shareholder approval by July 1, 2026. The purpose of the ESPP is to provide eligible employees an opportunity to acquire common stock of the Company at a 15% discount using payroll deductions. The maximum number of shares of the Company’s common stock that may be issued under the ESPP is 100,000, subject to an annual increase on January 1st of each year from 2026 through 2035 by the lesser of (i) 1% of the Company’s outstanding capital stock as of the prior December 31st or (ii) 100,000 shares. The Board may reduce or eliminate this annual increase before February 1st of any given year. Total stock-based compensation expense includes $ relating to the Employee Stock Purchase Plan for the year ended December 31, 2025.
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Mar 19, 2026 | Showing above |
| 2024 | Mar 20, 2025 | |
| 2023 | Apr 16, 2024 | |
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.