8.Stock-Based Compensation

2018 Long Term Stock Incentive Plan

On January 30, 2018, the Company’s board of directors approved the establishment of the Company’s 2018 Long-Term Stock Incentive Plan (the “LTIP”) and termination of its Carve-Out Plan. Under the LTIP, the aggregate maximum number of shares of common stock (including shares underlying options) that may be issued under the LTIP pursuant to awards of Restricted Shares or Options will be limited to 15% of the outstanding shares of common stock, which calculation shall be made on the first trading day of each new fiscal year; provided that, in any year no more than 8% of the common stock or derivative securitization with common stock underlying 8% of the common stock may be issued in any fiscal year. At a Special Meeting of Stockholders on January 24, 2023, the Company’s stockholders approved certain amendments to the LTIP to: (i) increase the annual share limit of common stock that may be issued in any single fiscal year only for the 2023 fiscal year under the LTIP from 8% of the shares of common stock outstanding to 15% of the shares of common stock outstanding (which amount equates to the maximum amount that may be issued in the aggregate under the LTIP), and (ii) permit immediately quarterly calculations based on the number of shares of common stock outstanding as of the first trading day of each fiscal quarter, rather than solely as of the first trading day of the fiscal year. At a Special Meeting of Stockholders on March 15, 2024, the Company’s stockholders further approved an amendment to the LTIP to increase the annual share limit of common stock that may be issued only for the 2024 fiscal year under the LTIP from 8% of the shares of common stock outstanding to 15% of the shares of common stock outstanding (which amount equates to the maximum amount that may be issued in the aggregate under the LTIP). At the annual meeting of stockholders held on December 20, 2024 stockholders voted to remove the annual share limit of common stock that may be issued for a certain fiscal year under the LTIP. As a result of this change, the maximum number of shares of common stock that may be subject to equity awards is limited to 15% of the shares of common stock outstanding, which calculation is made using the number of common stock outstanding as of the first trading day of each fiscal quarter. As of March 31, 2025, up to 3,303,983 shares of common stock are available for grants to participants under the LTIP.

A summary of activity related to restricted stock awards with service-based vesting conditions for the three months ended March 31, 2025 is presented below:

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A summary of activity related to restricted stock awards with performance-based vesting conditions for the three months ended March 31, 2025 is presented below:

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8.Stock-Based Compensation, continued

As of March 31, 2025, the unamortized compensation costs related to the unvested restricted stock awards with service based vesting conditions was approximately $5,609,000 which is to be amortized on a straight-line basis over a weighted-average period of approximately 2.8 years. As of March 31, 2025, the unamortized compensation costs related to the unvested restricted stock awards with performance based vesting criteria was $1,930,000 which is to be amortized on a straight-line basis over a weighted-average period of approximately 1.7 years. These performance awards vest upon the achievement of the Company’s aggregate revenue equaling or exceeding $40,000,000 over a trailing 12 calendar month period ending on or prior to the date that is 5 years from the grant date. The performance awards are assigned a 100% probability to achieve the performance conditions.

For the three months ended March 31, 2025, no shares of restricted stock units were released under the LTIP. For the three months ended March 31, 2024, 20 shares of restricted stock issued under the LTIP, were released.

Inducement Grants

On September 13, 2021, Eric Almgren joined the Company as Chief Strategist and was issued 21 shares of restricted common stock as an inducement grant (“September 2021 Inducement Grant”). As of March 31, 2025, all compensation cost related to the September 2021 Inducement Grant was expensed. As of March 31, 2025, 16 shares are unvested.

On September 30, 2024, the Company issued 70,000 shares of restricted common stock at a fair value per share of $1.77, to Stanley Mbugua, the Company’s Chief Accounting Officer, as an inducement grant (“September 2024 Inducement Grant”) pursuant to an inducement award agreement dated as of the same date. Due to the Company closing the acquisition of Data Vault on December 31, 2024, the September 2024 Inducement Grant vesting was fully accelerated due to the change in control that occurred. As of March 31, 2025, there is no unamortized compensation cost related to the September 2024 Inducement Grant.

On January 2, 2025, the Company issued 1,200,000 units of restricted stock at a fair value per share of $2.04, to Nathaniel Bradley, Chief Executive Officer, as an inducement grant (the “Bradley Inducement Grant”) pursuant to an inducement award agreement dated December 31, 2024. Of this grant, 600,000 units have service-based conditions and vest in 3-month equal installments over a 36-month period, while the other 600,000 units have performance based condition and vest upon the Company’s aggregate revenue equaling or exceeding $40,000,000 over trailing 12 calendar month period ending on or prior to the date that is 5 years from the grant date. As of March 31, 2025, the unamortized compensation cost related to the Bradley Inducement Grant was approximately $2,255,000 which is being amortized on a straight-line basis over a period of 2.25 years.

2022 Plan

A summary of activity related to restricted stock units under the Company’s Technical Team Retention Plan of 2022 (the “2022 Plan”) for the three months ended March 31, 2025 is presented below:

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As of March 31, 2025, the unamortized compensation cost related to the unvested restricted stock units was approximately $58,000 which is to be amortized on a straight-line basis over a weighted-average period of approximately 1.2 years.

For the three months ended March 31, 2025, no shares of restricted stock units were released under the 2022 Plan. For the three months ended March 31, 2024, 3 shares of restricted stock units were released under the 2022 Plan.