Note 5 - Stock Incentive Plan

In April 2016, the Company’s Board of Directors and stockholders representing a majority of the Company’s outstanding stock at that time, approved the Monopar Therapeutics Inc. 2016 Stock Incentive Plan, as amended (the “Plan”), allowing the Company to grant up to an aggregate 140,000 shares of stock-based awards in the form of stock options, restricted stock units, stock appreciation rights and other stock-based awards to employees, non-employee directors and consultants. In October 2017, the Company’s Board of Directors voted to increase the stock award pool to 320,000 shares of common stock, which subsequently was approved by the Company’s stockholders. In April 2020, the Company’s Board of Directors voted to increase the stock award pool to 620,000 (an increase of 300,000 shares of common stock), which was approved by the Company’s stockholders in June 2020. In April 2021, the Company’s Board of Directors voted to approve an amendment to the 2016 Stock Incentive Plan to remove certain individual award limits and other provisions related to I.R.C. Section 162(m) and to update the limit on Incentive Stock Options to no more that 100% of the maximum aggregate number of shares which may be granted under the plan, which was approved by the Company’s stockholders in June 2021. In March 2022, the Company’s Board of Directors voted to increase the stock award pool to 1,020,000 (an increase of 400,000 shares of common stock), which was approved by the Company’s stockholders in June 2022.  On August 5, 2024, the Company's Stockholders approved a proposal to amend the 2016 Stock Incentive Plan and a Reverse Stock Split.  As a result of the proposal to amend the 2016 Stock Incentive Plan the total number of shares reserved for issuance under the Amended 2016 Plan would increase from 1,020,000 to 1,420,000. In August 2024 the Company’s Board of Directors voted to approve the Reverse Stock Split at a ratio of 1-for-5.

During the nine months ended September 30, 2024, the Board of Directors granted to a consultant aggregate stock options for the purchase of 2,000 shares of the Company’s common stock with an exercise price of $1.271 per share vesting monthly over 12 months and to officers aggregate stock options for the purchase of 30,001 shares of the Company's common stock with exercise prices ranging from $2.450 to $2.956 per share vesting over 4 years. In addition, during the nine months ended September 30, 2024, the Company’s Plan Administrator Committee granted to non-officer employees and a new employee aggregate stock options for the purchase of 11,522 shares of the Company’s common stock with exercise prices ranging from $1.899 to $2.751 per share which vest over 4 years. All stock option grants have a 10-year term.

Under the Plan, the per share exercise price for the shares to be issued upon exercise of an option shall be determined by the Plan Administrator, except that the per share exercise price shall be no less than 100% of the fair market value per share on the grant date. Fair market value is the Company’s closing price on the grant date on Nasdaq. Stock options generally expire after 10 years.

Stock option activity under the Plan was as follows: 

A summary of options outstanding as of September 30, 2024, is shown below:

Restricted stock unit activity under the Plan was as follows:

(1) There were 5,997 restricted stock units granted during the nine months ended September 30, 2024.  These units vest 6/48ths on the six-month anniversary of vesting commencement date and 3/48ths per quarter thereafter.

Stock option grants and fair values under the Plan were as follows:

As of  September 30, 2024, the aggregate intrinsic value of outstanding vested and unvested stock options was approximately $553,205 and $131,509 respectively. The weighted-average exercise price in aggregate was $19.35 which includes $21.92 for fully vested stock options and $11.38 for stock options expected to vest. As of  September 30, 2024, unamortized unvested balance of stock-based compensation was $1.4 million, to be amortized over the following 2 years.

During the three months ended  September 30, 2024 and 2023, the Company recognized $13,512 and $256,670 of employee, non-employee director and consultant stock-based compensation expense as general and administrative expenses, respectively, and $185,609 and $217,468 as research and development expenses, respectively. During the nine months ended  September 30, 2024 and 2023, the Company recognized $325,589 and $757,303 of employee, non-employee director and consultant stock-based compensation expense as general and administrative expenses, respectively, and $536,584 and $666,340 as research and development expenses, respectively.  The stock-based compensation expense is allocated on a departmental basis, based on the classification of the stock-based award holder. No income tax benefits have been recognized in the condensed consolidated statements of operations and comprehensive loss for stock-based compensation arrangements.