Stockholders’ Equity |
11. Stockholders’ Equity
Twin Vee
Common Stock Warrants
As of December 31, 2024, the Company had outstanding
warrants to purchase an aggregate of 56,237 shares of common stock:
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warrants to purchase 15,000 shares of common stock at an exercise price of $75.00 per share that were issued to the representative of the underwriters on July 23, 2021, in connection with the Company’s IPO. The representative’s warrants are exercisable at any time and from time to time, in whole or in part, and expire on July 20, 2026. |
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warrants to purchase 14,375 shares of common stock at an exercise price of $34.38 were issued to the representative of the underwriters on October 3, 2022, in connection with an underwritten public offering. These representative’s warrants are exercisable at any time and from time to time, in whole or in part, and expire on September 28, 2027. |
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warrants to purchase 10,550 shares of common stock at an exercise price of $102.20. These warrants were assumed by the Company on November 26, 2024 in connection with the Merger and were converted into a warrant to purchase the number of shares of Company common stock that the holder would have received if such holder had exercised such warrant to purchase shares of Forza common stock prior to the Merger . These representative’s warrants were originally issued in connection with Forza X1, Inc.’s initial public offering that closed on August 16, 2022, and are exercisable at any time and from time to time, in whole or in part, and expire on August 11, 2027. |
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warrants to purchase 16,312 shares of common stock at an exercise price of $30.70. These warrants were assumed by the Company on November 26, 2024 in connection with the Merger and were converted into a warrant to purchase the number of shares of Company common stock that the holder would have received if such holder had exercised such warrant to purchase shares of Forza common stock prior to the Merger These representative’s warrants were originally issued in connection with Forza X1, Inc.’s public offering that closed on June 14, 2023, and are exercisable at any time and from time to time, in whole or in part, and expire on June 12, 2028. |
There was no warrant activity during the quarter ended
March 31, 2025.
Equity Compensation Plan
The Company maintains an
equity compensation plan (the “Plan”) under which it may award employees, directors and consultants’ incentive and non-qualified
stock options, restricted stock, stock appreciation rights and other stock-based awards with terms established by the Compensation Committee
of the Board of Directors which has been appointed by the Board of Directors to administer the Plan. As of March 31, 2025, there were
156,592 shares remaining available for grant under this Plan.
Accounting for Stock -Based Compensation
Stock Compensation Expense
For the three months ended March 31, 2025 and 2024,
the Company recorded $55,968 and $426,283, respectively, of stock-based compensation expense. Stock-based compensation expense is included
in salaries and wages on the accompanying condensed consolidated statement of operations.
Stock Options
Under the Company’s
2021 Stock Incentive Plan (the Twin Vee Plan) the Company has issued stock options. A stock option grant gives the holder the right, but
not the obligation, to purchase a certain number of shares at a predetermined price for a specific period of time. The Company typically
issues options that vest pro rata on a monthly basis over various periods. Under the terms of the Twin Vee Plan, the contractual life
of the option grants may not exceed ten years.
The Company utilizes the
Black-Scholes model to determine fair value of stock option awards on the date of grant. No options were granted during the three months
ended March 31, 2025. The Company utilized the following assumptions for option grants during the three months ended March 31,
2024:
Schedule of assumptions |
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Three months ended |
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March 31, |
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2024 |
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Expected term |
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5 years |
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Expected average volatility |
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27
- 46 |
% |
Expected dividend yield |
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— |
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Risk-free interest rate |
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1.50 4.45 |
% |
The expected volatility of
the option is determined using historical volatilities based on historical stock price of comparable boat manufacturing companies. The
Company estimated the expected life of the options granted based upon historical weighted average of comparable boat manufacturing companies.
The risk-free interest rate is determined using the St. Louis Federal Reserve yield curve rates with a remaining term equal to the expected
life of the option. The Company has never paid a dividend, and as such the dividend yield is 0.0%
Schedule of option activity |
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Options Outstanding |
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Weighted |
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Number of |
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Weighted Average |
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Average Remaining life |
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Fair value of |
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Options |
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Exercise Price |
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(years) |
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option |
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Outstanding, January 1, 2025 |
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213,904 |
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$ |
29.30 |
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5.04 |
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1,708,693 |
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Granted |
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— |
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— |
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— |
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— |
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Exercised |
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— |
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— |
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— |
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Expired |
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(3,327 |
) |
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(23.65 |
) |
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— |
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(34,761 |
) |
Forfeited/canceled |
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— |
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— |
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— |
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— |
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Outstanding, March 31, 2025 |
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210,577 |
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$ |
29.39 |
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5.04 |
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1,673,932 |
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Exercisable options, March 31, 2025 |
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128,902 |
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$ |
41.16 |
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7.28 |
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Options Outstanding |
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Weighted |
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Number of Options |
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Weighted Average Exercise Price |
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Average Remaining life (years) |
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Grant Date Fair value of option |
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Outstanding, January 1, 2024 |
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127,102 |
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$ |
39.90 |
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8.04 |
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2,213,147 |
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Granted |
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— |
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— |
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— |
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— |
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Exercised |
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— |
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— |
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— |
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— |
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Expired |
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(891 |
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(27.30 |
) |
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— |
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(11,109 |
) |
Forfeited/canceled |
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(2,570 |
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(17.80 |
) |
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— |
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(18,929 |
) |
Outstanding, March 31, 2024 |
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123,641 |
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$ |
40.4 |
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3.75 |
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2,183,109 |
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Exercisable options, March 31, 2024 |
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93,153 |
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$ |
43.90 |
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7.31 |
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At March 31, 2025, 81,675 Twin Vee options are
unvested and expected to vest over the next four years.
Restricted Stock Units
Under the Company’s
2021 Stock Incentive Plan the Company has issued restricted stock units (“RSUs”). RSUs are granted with fair value equal to
the closing market price of the Company’s common stock on the business day of the grant date. An award may vest completely at a
point in time (cliff-vest) or in increments over time (graded-vest). Generally, RSUs vest over three years. There were 3,088 RSU’s
exercisable at March 31, 2025.
Schedule of restricted stock options |
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Restricted Stock Units Outstanding |
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Number of |
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Weighted Average Grant – Date |
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Weighted Average Remaining life |
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Aggregate Intrinsic |
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Units |
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Fair Value Price |
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(years) |
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Value |
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Outstanding, January 1, 2025 |
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8,046 |
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$ |
15.75 |
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1.58 |
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$ |
26,793 |
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Granted |
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8,900 |
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4.40 |
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— |
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29,637 |
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Exercised |
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— |
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— |
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— |
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— |
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Forfeited/canceled |
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— |
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— |
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— |
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— |
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Outstanding, March 31, 2025 |
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16,946 |
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$ |
9.79 |
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2.16 |
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$ |
56,430 |
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Restricted Stock Units Outstanding |
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Number of |
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Weighted Average Grant – Date |
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Weighted Average Remaining life |
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Aggregate Intrinsic |
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Units |
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Fair Value Price |
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(years) |
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Value |
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Outstanding, January 1, 2024 |
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6,725 |
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$ |
22.50 |
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2.07 |
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$ |
57,842 |
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Granted |
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— |
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— |
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— |
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— |
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Exercised |
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— |
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— |
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— |
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— |
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Forfeited/canceled |
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(1,109 |
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(22.50 |
) |
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(9,535 |
) |
Outstanding, March 31, 2024 |
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5,616 |
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$ |
22.50 |
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2.35 |
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$ |
48,307 |
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