v3.26.1
Note 12 - Share Based Compensation
12 Months Ended
Dec. 31, 2025
Notes to Financial Statements  
Share-Based Payment Arrangement [Text Block]

12. Share based compensation

 

At the 2023 Annual General and Special Meeting, the shareholders of Planet 13 voted to approve and adopt the 2023 Equity Plan, which was contingent upon the completion of the Company's domestication, and became effective on September 15, 2023. As of September 15, 2023, the Company may not grant any new awards under the Planet 13 Holdings Inc. 2018 Stock Option Plan and Planet 13 Holdings Inc. 2018 Share Unit Plan (collectively, the “Prior Plans”), and the Prior Plans will continue to
govern awards previously granted under them. 

 

On July 22, 2025, the Company authorized an additional 10,000,000 reserve shares for a total of 32,000,000 shares of Common Stock available for grants under the 2023 Equity Plan and all other security based compensation arrangements of the Company, including the Prior Plans (the “Total Share Reserve”). As of December 31, 2025, after taking into account the 23,930,635 RSUs granted in the year ended December 31, 2025, a maximum number of 5,657,319 shares of Common Stock are available for issuance under the 2023 Equity Plan, subject to adjustment pursuant to the terms of the 2023 Equity Plan.

 

 

(a) Stock options

 

During the years ended December 31, 2025 and 2024

 

No incentive stock options were granted during the years ended December 31, 2025 and 2024

 

The following table summarizes information about stock options outstanding at December 31, 2025 and 2024: 

 

  

Exercise price

  

December 31, 2025

  

December 31, 2025

  

December 31, 2024

  

December 31, 2024

 

Expiry Date

  CAD$  

Outstanding

  

Exercisable

  

Outstanding

  

Exercisable

 
                     

February 27, 2025

 $1.31   -   -   51,525   51,525 

December 15, 2025

 $3.06   -   -   269,075   269,075 

September 30, 2026

 $4.37   97,322   97,322   97,322   97,322 
      97,322   97,322   417,922   417,922 

 

The following assumptions were used to arrive at the value ascribed to the options issued using a Black Scholes Option Pricing model:

 

 

Share-based compensation expense attributable to employee options was $nil for the year ended December 31, 2025 (2024 - $nil). 

 

  

December 31,

 
  

2025

  

2024

 
         

The outstanding options have a weighted average CAD$ exercise price of:

 $4.37  $3.15 
         

Weighted average remaining life in years of outstanding options:

  0.75   1.04 

 

  

December 31, 2025

  

Weighted Average Exercise Price - CAD

  

December 31, 2024

  

Weighted Average Exercise Price - CAD

 
                 

Balance - beginning of year

  417,922  $3.15   603,125  $2.58 

Issued

  -   -   -   - 

Exercised

  -   -   -   - 

Expired

  (320,600)  2.78   (185,203)  1.31 

Balance - end of year

  97,322  $4.37   417,922  $3.15 

 

The total intrinsic value of stock options exercised, outstanding and exercisable as of December 31, 2025 and 2024 was $nil.

 

(b) Restricted Share Units

 

The following table summarizes the RSUs that are outstanding as at December 31, 2025 and 2024:

 

  

December 31, 2025

  

December 31, 2024

 
         

Balance - beginning of year

  300,000   1,122,429 

Issued

  23,930,635   485,185 

Exercised

  (507,000)  (1,224,278)

Surrendered for taxes

  -   (83,333)

Forfeited

  (1,780,931)  - 

Rounding adjustment

  -   (3)

Balance - end of year

  21,942,704   300,000 

 

The Company recognized $2,336,487 in share-based compensation expense attributable to RSUs vesting during the year ended December 31, 2025 ($180,308 for the year ended December 31, 2024).

 

During the year ended December 31, 2025

 

23,930,635 RSU's were granted, and 507,000 RSUs vested and were issued. The Company did not receive any cash proceeds from the settlement of the RSUs.

 

During the year ended  December 31, 2025, 1,780,931 RSUs were forfeited.

 

During the year ended December 31, 2024

 

485,185 RSU's were granted, and 185,185 RSUs vested and were issued, of which 83,333 were surrendered in exchange for payment of tax withholdings. The Company did not receive any cash proceeds from the settlement of the RSUs.

 

During the year ended  December 31, 2024, no RSUs were forfeited.