Definitive proxy statements

Award Timing Disclosure

v3.26.1
Award Timing Disclosure
12 Months Ended
Dec. 31, 2025
Jun. 14, 2025
USD ($)
item
$ / shares
Award Timing Disclosures [Line Items]    
Award Timing MNPI Disclosure

We do not have a formal written policy in place with regard to the timing of stock option awards or other similar awards in relation to material nonpublic information.  Mr. Lee’s and Mr. Fanger’s employment agreements require their annual equity awards under the agreements to be granted within thirty days after the conclusion of our annual meeting of stockholders. For other individuals that receive equity awards, the compensation committee typically grants such awards in connection with our annual meeting of stockholders. On limited occasions, we may grant equity awards outside of our annual grant period for new hires, promotions or other purposes.

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While we do not grant stock options in anticipation of, or immediately following, the release of material nonpublic information about us, Item 402(x) of Regulation S-K requires companies to disclose certain information in the event stock options were granted within the four-business-day period before or the one-business-day period after the filing of any Form 10-K, 10-Q, or 8-K containing material nonpublic information. We granted stock options to Mr. Lee on June 14, 2025 in connection with the execution of his new employment agreement dated June 14, 2025.  This grant occurred two business days before our Current Report on Form 8-K reporting the new employment agreement with Mr. Lee. Information for the grant is provided below pursuant to Item 402(x)(2) of Regulation S-K:

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Percentage change in the closing

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market price of the securities

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underlying the award between the

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trading day ending immediately prior

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to the disclosure of material

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Number of

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Exercise

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Grant date

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nonpublic information and the

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securities

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price of the

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fair value

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trading date beginning immediately

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underlying

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award

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of the

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following the disclosure of material

Grantee Name

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Grant date

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the award

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($/share)

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award

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nonpublic information

Daniel R. Lee

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6/14/2025

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24,696

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$

3.03

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$

50,000

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21.1

%

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Award Timing Method While we do not grant stock options in anticipation of, or immediately following, the release of material nonpublic information about us, Item 402(x) of Regulation S-K requires companies to disclose certain information in the event stock options were granted within the four-business-day period before or the one-business-day period after the filing of any Form 10-K, 10-Q, or 8-K containing material nonpublic information. We granted stock options to Mr. Lee on June 14, 2025 in connection with the execution of his new employment agreement dated June 14, 2025.  
Award Timing Predetermined true  
Award Timing MNPI Considered false  
Award Timing, How MNPI Considered We do not have a formal written policy in place with regard to the timing of stock option awards or other similar awards in relation to material nonpublic information.  
Awards Close in Time to MNPI Disclosures, Table

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Percentage change in the closing

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market price of the securities

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underlying the award between the

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trading day ending immediately prior

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to the disclosure of material

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Number of

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Exercise

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Grant date

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nonpublic information and the

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securities

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price of the

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fair value

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trading date beginning immediately

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underlying

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award

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of the

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following the disclosure of material

Grantee Name

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Grant date

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the award

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($/share)

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award

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nonpublic information

Daniel R. Lee

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6/14/2025

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24,696

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$

3.03

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$

50,000

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21.1

%

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Awards Close in Time to MNPI Disclosures    
Name   Daniel R. Lee
Underlying Securities | item   24,696
Exercise Price | $ / shares   $ 3.03
Fair Value as of Grant Date | $   $ 50,000
Underlying Security Market Price Change   21.1