8. Share-Based Compensation

In April 2020, the Company adopted the 2020 Omnibus Equity Incentive Plan (the “Plan”). There were 302 shares available for issuance under the Plan as of September 30, 2025. The Plan increases the amount of shares issuable under the Plan by four percent of the outstanding shares of common stock at each January 1, each year. The Plan permits the granting of share-based awards, including stock options, restricted stock units and awards, stock appreciation rights and other types of awards as deemed appropriate, in each case, in accordance with the terms of the Plan. The terms of the awards are determined by the Company’s Board of Directors.

Restricted stock units and awards

On July 9, 2025, 120,000 restricted stock units (“RSUs”) were granted, 100% of which vest on January 8, 2026. On January 1, 2024, 9,175 RSUs and 7,977 restricted stock awards (“RSAs”) were granted, 100% of which vested on January 1, 2025. Any unvested RSUs or RSAs will be forfeited upon termination of services. The fair value of an RSU or RSA is equal to the fair market value of the Company’s common stock on the date of grant. RSU and RSA expense is amortized straight-line over the vesting period.

The Company recorded share-based compensation expense associated with the RSUs and RSAs in its accompanying consolidated statements of operations as follows:

 Schedule of Share-based Compensation Expense

Sonnet BioTherapeutics Holdings, Inc.

Notes to Consolidated Financial Statements

The following table summarizes RSU activity under the Plan:

 Schedule of Restricted Stock Units Activity

As of September 30, 2025, total unrecognized compensation expense relating to unvested RSUs granted was $0.4 million, which is expected to be recognized over a weighted-average period of 0.3 years.

The following table summarizes RSA activity under the Plan:

 Schedule of Restricted Stock Awards Activity

During the years ended September 30, 2025 and 2024, there were no RSAs forfeited. As of September 30, 2025, there was no unrecognized compensation expense relating to unvested RSAs granted.