ChronoScale Holdings Corporation Quarterly report [Sections 13 or 15(d)]

Quarterly report [Sections 13 or 15(d)]

Stock-Based Compensation Plans

Stock-Based Compensation Plans

3 Months Ended

Aug. 31, 2026

Share-Based Payment Arrangement [Abstract]

2014 Equity Incentive Plan

In 2014, Ekso Bionics Holdings, Inc.'s Board of Directors and a majority of the stockholders adopted Ekso Bionics Holdings, Inc.'s Amended and Restated 2014 Equity Incentive Plan (the "2014 Plan"), which expired on January 31, 2024. Following such expiration and prior to the 2024 Annual Meeting of Stockholders (the "Annual Meeting"), no grants were made under the 2014 Plan. On June 6, 2024, Ekso Bionics Holdings, Inc. held its Annual Meeting, whereby the Board of

Directors and a majority of the stockholders adopted, amended, and restated the 2014 Plan (the "Restated 2014 Plan") to extend the term of the 2014 Plan until April 15, 2034, and to increase the total number of shares of common stock authorized for issuance by 66,667 shares relative to the amount available for issuance at the time the 2014 Plan expired. Immediately prior to the Business Combination Closing, the Restated 2014 Plan was terminated but any outstanding equity awards made thereunder continue to be governed by their existing terms.

2026 Omnibus Equity Incentive Plan

Effective upon the Business Combination Closing, the Company adopted the 2026 Omnibus Equity Incentive Plan, as amended and as adopted by ChronoScale Holdings following the Holding Company Transaction (“2026 Plan”). The 2026 Plan was approved by the Board on February 14, 2026, and by the Principal Stockholders on February 20, 2026.

The purpose of the 2026 Plan is to provide a means whereby eligible employees, officers, non-employee directors and other service providers develop a sense of proprietorship and personal involvement in the development and financial success of the Company and to encourage them to devote their best efforts to the business of the Company, thereby advancing the interests of the Company and its stockholders. The key provisions, among others, of the 2026 Plan are as follows:

•The 2026 Plan will continue until terminated by the Board, but no awards shall be granted on or after the 10th anniversary of the date of the 2026 Plan’s initial adoption by the Board.

•The 2026 Plan provides for the grant of stock options, stock appreciation rights, restricted stock, restricted stock units, performance shares, and performance stock units, incentive bonus awards, other cash-based awards and other stock-based awards to eligible employees, non-employee directors and other service providers, to be granted from time to time as determined by the Board or its designees.

•An aggregate of 22,500,000 shares of the Company's common stock is authorized for issuance pursuant to awards under the 2026 Plan.

In connection with the consummation of the Business Combination, Ekso Bionics Holdings, Inc. 2017 Employee Stock Purchase Plan and the Restated 2014 Plan were terminated immediately prior to the Closing, provided that outstanding awards under the Restated 2014 Plan continued to be governed by their existing terms. Subsequently, in connection with the Holding Company Transaction, where ChronoScale Holdings became the successor issuer of ChronoScale, all outstanding equity awards under the Restated 2014 Plan and the 2026 Plan were converted into a right to receive a number of shares of common stock of ChronoScale Holdings.

As of August 31, 2026, the total number of shares authorized for grant under the 2026 Plan is shown in the table below:


Available Shares
Original share pool of the 2026 Plan						22,500,000
Total shares authorized for grant as of August 31, 2026						22,500,000

Shares available for future grant as of August 31, 2026 under the 2026 Plan were as follows:


						Shares Available For Grant
Available as of June 1, 2026						21,500,000
Share pool increase						—
Granted						(7,642,846)
Forfeited						—
Expired						889
Available as of August 31, 2026						13,858,043

Restricted Stock Awards

The Company issues time-based restricted stock awards (“RSAs”) to its Board of Directors. Each RSA represents a share of the Company’s common stock, subject to forfeiture unless time-based vesting is satisfied. The fair values of the RSAs are determined based on the closing price of the Company’s common stock on the date of grant.

RSA activity for the three months ended August 31, 2026 is summarized below:


	Number of Shares	Weighted-Average Grant Date Fair Value
Unvested as of June 1, 2026	1,000,000	$	17.92
Granted	200,000	22.86
Vested	—	—
Forfeited	—	—
Unvested as of August 31, 2026	1,200,000	$	18.74

As of August 31, 2026, $19.4 million of total unrecognized compensation expense related to unvested RSAs was expected to be recognized over a weighted-average period of 1.73 years.

Restricted Stock Units

The Company issues time-based restricted stock units (“RSUs”) to employees. Each RSU represents the right to receive one share of the Company’s common stock upon vesting and subsequent settlement. The fair values of the RSUs are determined based on the closing price of the Company’s common stock on the date of grant.

RSU activity for the three months ended August 31, 2026 is summarized below:


	Number of Shares	Weighted-Average Grant Date Fair Value
Unvested as of June 1, 2026	17,208	$	10.02
Granted	7,442,846	20.86
Vested	(2,500)	4.72
Forfeited	(889)	14.70
Unvested as of August 31, 2026	7,455,665	$	20.84

The total grant-date fair value of RSUs that vested during the three months ended August 31, 2026 was de minimis. As of August 31, 2026, $147.5 million of total unrecognized compensation expense related to unvested RSUs was expected to be recognized over a weighted-average period of 2.71 years.

Stock Options

In connection with the Business Combination, Ekso Bionics Holdings, Inc.'s outstanding stock options remained outstanding under the Restated 2014 Plan, and in connection with the Holding Company Transaction, such stock options were converted into a right to purchase a number of shares of common stock of ChronoScale Holdings.

As of August 31, 2026, there were 7,591 stock options outstanding, with a weighted-average exercise price of $285.32 and a weighted-average remaining contractual life of 2.42 years. Stock option activity during the three months ended August 31, 2026 was de minimis.

No stock options were granted or exercised during the three months ended August 31, 2026.

As of August 31, 2026, total unrecognized compensation cost related to unvested stock options was $0.

Compensation Expense

Stock-based compensation expense is included in the condensed consolidated statements of operations in cost of revenues or selling, general and administrative expenses, depending on the nature of the services provided. Stock-based compensation expense related to RSAs and RSUs was recorded as follows (in thousands):


	Three Months Ended
	August 31, 2026		August 31, 2025
Cost of revenues	$	31	$	90
Selling, general and administrative	10,097		—
Total stock-based compensation	$	10,128	$	90

The cost of revenues component of stock-based compensation expense for the three months ended August 31, 2026, as presented in the table above, represents de minimis of stock-based compensation costs incurred directly by Applied Parent for the benefit of two of the Company's employees. The Company reimburses Applied Parent for such costs, as further described in Note 7. Related Party Transactions.