v3.26.1
STOCK OPTION PLAN AND STOCK-BASED COMPENSATION
 3 Months Ended
Mar. 31, 2026
Share-Based Payment Arrangement [Abstract]  
STOCK OPTION PLAN AND STOCK-BASED COMPENSATION

NOTE 12 – STOCK OPTION PLAN AND STOCK-BASED COMPENSATION

 

On January 15, 2021, the Company adopted a stock option plan entitled “The 2021 Employee, Director and Consultant Stock Plan” (the “2021 Plan”) under which the Company may grant Options to Purchase Stock, Stock Awards or Stock Appreciation Rights up to 15% of the then fully diluted number of shares of the Company’s Common Stock, automatically adjusted on January 1 each year. On January 1, 2026, the 2021 Plan was reset in accordance with its stipulations. After the reset on January 1, 2026, there were 51,787,524 shares of Common Stock awards available for grant.

 

Under the terms of the 2021 Plan, the Board of Directors shall specify the exercise price and vesting period of each stock option on the grant date. Vesting of the options is typically immediate and the options typically expire in five years. Stock Awards, which are fully and immediately vested upon issuance, may be directly issued under the Plan (without any intervening options).

 

Shares Awarded and Issued 2021 Plan:

 

As at March 31, 2026, there were 10,062,844 shares issued valued at a fair historic market value of $809,407 at the time of award and at March 31, 2025, there were 8,819,753 shares issued valued at a fair historic market value of $702,084 at the time of award.

 

The following table summarizes the Company’s granted and issued stock awards in the three months ended March 31, 2026, and 2025:

 

Issuances under the 2021 Stock Plan in the period January 1 and March 31, 2025

 

Date     # Shares     Amount    Price/Share  Type  Notice 
1/01/2025      5,520,101    $481,057   $0.087       
1/06/2025 *    634,921     43,045    0.067  stipend  affiliate 
1/06/2025      164,731     11,037    0.067  stipend    
1/06/2025 *    1,315,780     88,031    0.067  bonus  affiliate 
1/06/2025      1,184,220     78,914    0.067  bonus    
3/31/2025      8,819,753    $702,084   $0.080       

 

There has been no issuance under the 2021 Stock Plan in the period January 1 and March 31, 2026

 

Date  # Shares   Amount   Price/Share   Type  Notice
3/31/2026   10,062,844   $809,407   $0.080       

 

Shares awarded, but not yet issued, under the 2021 Stock Plan at March 31, 2026:

 

Date    # Shares   Amount   Price/Share  Type  Notice 
1/01/2026 *   1,081,875   $82,006   $0.076  stipend  affiliate 
1/01/2026     150,250    11,389    0.076  stipend    
1/30/2026 *†   30,000,000    1,278,600    0.043  performance grant  affiliate 
3/31/2026     254,240    11,415    0.045  stipend    
3/31/2026     31,486,365   $1,383,410   $0.044       

 

* The shares will be issued as shares of Preferred Stock, but are for comparison purposes expressed as Common share equivalents in this table.
†

The Board of Directors awarded the CEO 6,000,000 Preferred Shares, a 1:5 conversion, as a performance grant in recognition for his role in advancing capital funding initiatives and establishing a distribution agreement for dietary supplements.

The Board of Directors awarded the CEO 6,000,000 Preferred Shares, a 1:5 conversion, as a performance grant in recognition for his role in advancing capital funding initiatives and establishing a distribution agreement for dietary supplements.

   
  The Company claims an exemption from the registration requirements of the Securities Act for the compensatory benefit plan pursuant to Rule 701 of the Securities Act.

 

 

For the three months ended March 31, 2026, the Company recorded stock-based compensation expense of $1,290,015 ($1,278,600 to affiliates) in connection with share-based payment awards. For the three months ended March 31, 2025, the Company recorded stock-based compensation expense of $26,998 ($10,747 to affiliates) in connection with share-based payment awards.

 

Stock options granted and vested 2021 Plan:

 

As at March 31, 2026 and 2025, there was no unrecognized compensation expense related to non-vested stock option awards.

 

As at March 31, 2026, the Company has 20,301,159 options or stock awards available for grant under the 2021 Plan.