Stock-Based Compensation | Note 12 — Stock-Based Compensation PAVmed Inc. 2014 Long-Term Incentive Equity Plan The PAVmed Inc. 2014 Long-Term Incentive Equity Plan (the “PAVmed Inc. 2014 Equity Plan”) is designed to enable PAVmed Inc. to offer employees, officers, directors, and consultants, as defined, an opportunity to acquire shares of common stock of PAVmed Inc. The types of awards that may be granted under the PAVmed Inc. 2014 Equity Plan include stock options, stock appreciation rights, restricted stock, and other stock-based awards subject to limitations under applicable law. All awards are subject to approval by the PAVmed Inc. board of directors. A total of 16,352,807 2,830,092 600,854 PAVmed Inc. Stock Options PAVmed Inc. stock options granted under the PAVmed Inc. Inc. 2014 Equity Plan and stock options granted outside such plan are summarized as follows: Schedule of Summarizes Information About Stock Options Number of Stock Options Weighted Average Exercise Price Remaining Contractual Term (Years) Intrinsic Value (2) Outstanding stock options at December 31, 2021 8,720,198 $ 3.39 6.8 $ 3,516 Granted (1) 4,219,350 $ 1.49 Exercised (299,999 ) $ 1.01 Forfeited (1,437,143 ) $ 3.04 Outstanding stock options at June 30, 2022 (3) 11,202,406 $ 2.79 7.9 $ 8 Vested and exercisable stock options at June 30, 2022 5,994,046 $ 3.07 6.5 $ 1 (1) Stock options granted under the PAVmed Inc. 2014 Equity Plan and those granted outside such plan generally vest ratably over twelve quarters, with the vesting commencing with the grant date quarter-end, and have a ten-year contractual term from date-of-grant. (2) The intrinsic value is computed as the difference between the quoted price of the PAVmed Inc. common stock on each of June 30, 2022 and December 31, 2021 and the exercise price of the underlying PAVmed Inc. stock options, to the extent such quoted price is greater than the exercise price. (3) The outstanding stock options presented in the table above, are inclusive of 500,854 PAVmed Inc. Restricted Stock Awards PAVmed Inc. restricted stock awards granted under the PAVmed Inc. 2014 Equity Plan and restricted stock awards granted outside such plan are summarized as follows: Schedule of Restricted Stock Award Activity Number of Restricted Stock Awards Weighted Average Grant Date Fair Value Unvested restricted stock awards as of December 31, 2021 1,666,666 $ 2.36 Granted — — Vested (541,666 ) 1.20 Forfeited (150,000 ) 2.04 Unvested restricted stock awards as of June 30, 2022 (1) 975,000 $ 3.05 (1) The unvested restricted stock awards presented in the table above, are inclusive of 100,000 Note 12 — Stock-Based Compensation Lucid Diagnostics Inc. 2018 Long-Term Incentive Equity Plan The Lucid Diagnostics Inc. 2018 Long-Term Incentive Equity Plan (“Lucid Diagnostics Inc. 2018 Equity Plan”) is separate and apart from the PAVmed Inc. 2014 Equity Plan discussed above. The Lucid Diagnostics Inc. 2018 Equity Plan is designed to enable Lucid Diagnostics Inc. to offer employees, officers, directors, and consultants, as defined, an opportunity to acquire shares of common stock of Lucid Diagnostics Inc. The types of awards that may be granted under the Lucid Diagnostics Inc. 2018 Equity Plan include stock options, stock appreciation rights, restricted stock, and other stock-based awards subject to limitations under applicable law. All awards are subject to approval by the Lucid Diagnostics Inc. board of directors. A total of 9,144,000 3,932,802 473,300 Lucid Diagnostics Inc. Stock Options Lucid Diagnostics Inc. stock options granted under the Lucid Diagnostics Inc. 2018 Equity Plan and stock options granted outside such plan are summarized as follows: Schedule of Summarizes Information About Stock Options Number of Stock Options Weighted Average Exercise Price Remaining Contractual Term (Years) Outstanding stock options at December 31, 2021 1,419,242 $ 0.73 7.0 Granted (1) 2,107,500 $ 3.82 Exercised (959,389 ) $ 0.72 Forfeited (107,687 ) $ 4.45 Outstanding stock options at June 30, 2022 (2) 2,459,666 $ 3.22 9.0 Vested and exercisable stock options at June 30, 2022 741,869 $ 1.90 7.4 (1) Stock options granted under the Lucid Diagnostics Inc. 2018 Equity Plan and those granted outside such plan generally vest ratably over twelve quarters, with the vesting commencing with the grant date quarter, and have a ten-year contractual term from date-of-grant. (2) The outstanding stock options presented in the table above, are inclusive of 423,300 Lucid Diagnostics Inc. Restricted Stock Awards Lucid Diagnostics Inc. restricted stock awards granted under the Lucid Diagnostics Inc. 2018 Equity Plan and restricted stock awards granted outside such plan are summarized as follows: Schedule of Restricted Stock Award Activity Number of Restricted Stock Awards Weighted Average Grant Date Fair Value Unvested restricted stock awards as of December 31, 2021 1,940,740 $ 12.76 Granted 320,000 4.53 Vested — — Forfeited — — Unvested restricted stock awards as of June 30, 2022 (1) 2,260,740 $ 11.59 (1) The unvested restricted stock awards presented in the table above, are inclusive of 50,000 On January 7, 2022, 320,000 restricted stock awards having a single vesting date on January 7, 2025 1.4 Note 12 — Stock-Based Compensation Consolidated Stock-Based Compensation Expense The consolidated stock-based compensation expense recognized by each of PAVmed Inc. and Lucid Diagnostics Inc. for both the PAVmed Inc. 2014 Equity Plan and the Lucid Diagnostics Inc. 2018 Equity Plan, with respect to stock options and restricted stock awards as discussed above, for the periods indicated, was as follows: Schedule of Stock-Based Compensation Awards Granted Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Sales and marketing expenses $ 591 $ 298 $ 1,216 $ 500 General and administrative expenses 4,162 4,599 8,164 5,722 Research and development expenses 254 306 440 417 Total stock-based compensation expense $ 5,007 $ 5,203 $ 9,820 $ 6,639 Stock-Based Compensation Expense Recognized by Lucid Diagnostics Inc. As noted, the consolidated stock-based compensation expense presented above is inclusive of stock-based compensation expense recognized by Lucid Diagnostics Inc., inclusive of each of: stock options granted under the PAVmed Inc. 2014 Equity Plan to the three physician inventors of the intellectual property underlying the CWRU License Agreement (“Physician Inventors”) (as discussed above in Note 4, Related Party Transactions Schedule of Stock-Based Compensation Expense Classified in Research and Development Expenses Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Lucid Diagnostics Inc 2018 Equity Plan – sales and marketing expenses $ 215 $ — $ 480 $ — Lucid Diagnostics Inc 2018 Equity Plan – general and administrative expenses 3,313 2,505 6,514 3,295 Lucid Diagnostics Inc 2018 Equity Plan – research and development expenses 26 22 97 34 PAVmed Inc 2014 Equity Plan - sales and marketing expenses 161 — 336 — PAVmed Inc 2014 Equity Plan - general and administrative expenses 77 — 145 — PAVmed Inc 2014 Equity Plan - research and development expenses 52 53 107 56 Total stock-based compensation expense – recognized by Lucid Diagnostics Inc $ 3,844 $ 2,580 $ 7,679 $ 3,385 The consolidated unrecognized stock-based compensation expense and weighted average remaining requisite service period with respect to stock options and restricted stock awards issued under each of the PAVmed Inc. 2014 Equity Plan and the Lucid Diagnostics Inc. 2018 Equity Plan, as discussed above, is as follows: Schedule of Unrecognized Compensation Expense Unrecognized Expense Weighted Average Remaining Service Period (Years) PAVmed Inc. 2014 Equity Plan Stock Options $ 9,127 2.3 Restricted Stock Awards $ 1,510 1.2 Lucid Diagnostics Inc. 2018 Equity Plan Stock Options $ 4,030 2.6 Restricted Stock Awards $ 10,873 1.0 Note 12 — Stock-Based Compensation Stock-based compensation expense recognized with respect to stock options granted under the PAVmed Inc. 2014 Equity Plan was based on a weighted average estimated fair value of such stock options of $0.74 per share and $3.32 per share during the periods ended June 30, 2022 and 2021, respectively, calculated using the following weighted average Black-Scholes valuation model assumptions: Schedule of Fair Values of Stock Options Granted Using Black-scholes Valuation Model Assumptions Six Months Ended June 30, 2022 2021 Expected term of stock options (in years) 5.8 5.6 Expected stock price volatility 84.0 % 75.0 % Risk free interest rate 3.0 % 1.0 % Expected dividend yield — % — % Stock-based compensation expense recognized with respect to stock options granted under the Lucid Diagnostics Inc. 2018 Equity Plan was based on a weighted average estimated fair value of such stock options of $ 1.48 Schedule of Fair Values of Stock Options Granted Using Black-scholes Valuation Model Assumptions Six Months Ended June 30, 2022 Expected term of stock options (in years) 5.7 Expected stock price volatility 71.0 % Risk free interest rate 3.0 % Expected dividend yield — % PAVmed Inc. Employee Stock Purchase Plan (“ESPP”) A total of 194,240 203,480 217 304 1,750,000 931,841 Lucid Diagnostics, Inc Employee Stock Purchase Plan (“ESPP”) The Lucid Diagnostics Inc Employee Stock Purchase Plan (“Lucid Diagnostics Inc ESPP”), initial six-month stock purchase period is April 1, 2022 to September 30, 2022. The Lucid Diagnostics Inc. ESPP share purchase dates are March 31 and September 30. The Lucid Diagnostics Inc. ESPP has a total reservation of 500,000 |