What changed in this filing

/stocks — the workspaceLOADING

Item 1. Business

2025-03-19 compared with 2024-03-21 · 88 added, 105 removed, 221 unchanged (47% of the section changed)

5 unchanged sentences

At December 31, 2024, Epsilon’s total estimated net proved reserves were 69,401 million cubic feet of natural gas reserves, 876,808 barrels of NGL reserves, and 1,572,465 barrels of oil and other liquids.

Epsilon holds leasehold rights to approximately 84,684 gross (15,463 net) acres, excluding the Texas acreage acquired in February 2024.

The Company has natural gas production in the Marcellus Shale in Pennsylvania and oil, natural gas liquids and natural gas production in the Permian Basin in Texas and New Mexico and in the Anadarko Basin in Oklahoma.

Epsilon holds leasehold rights to approximately 102,506 gross (23,602 net) acres.

The Company has natural gas production in the Marcellus Shale in Pennsylvania;

oil, natural gas liquids and natural gas production in the Permian Basin in Texas and New Mexico, the NW Anadarko Basin in Oklahoma;

and oil production in the Western Canadian Sedimentary Basin in Alberta, Canada.

We conduct operations in the United States through our wholly owned subsidiaries Epsilon Energy USA Inc., an Ohio corporation, or Epsilon Energy USA;

4 unchanged sentences

and Altolisa Holdings, LLC, a Delaware limited liability company.

Substantially all the production from our Pennsylvania acreage (4,807 net) is dedicated to the Auburn Gas Gathering System, or the Auburn GGS, located in Susquehanna County, Pennsylvania for a 15-year term expiring in 2026 under an operating agreement whereby the Auburn GGS owners receive a fixed percentage rate of return on the total capital invested in the construction and maintenance of the system.

Substantially all the Pennsylvania acreage (4,807 net) is dedicated to the Auburn Gas Gathering System, or the Auburn GGS, located in Susquehanna County, Pennsylvania for a 10-year term expiring in 2033 under an operating agreement whereby the Auburn GGS owners charge a fixed gathering and compression rate which is adjusted annually by the CPI-U All Urban Consumer Price Index published by the US Bureau of Labor Statistics.

We own a 35% interest in the Auburn GGS which is operated by a subsidiary of Williams Partners, LP.

5 unchanged sentences

Marcellus Shale—Pennsylvania

● During the year ended December 31, 2023, Epsilon’s realized natural gas price was $1.74 per Mcf, excluding the impact of hedges, a 71% decrease from $5.96 for the year ended December 31, 2022.

● Total year ended December 31, 2023, natural gas sales were 7.9 Bcf, as compared to 9.0 Bcf during 2022.

● During the year ended December 31, 2024, Epsilon’s realized natural gas price was $1.80 per Mcf, excluding the impact of hedges, a 4% increase from $1.74 for the year ended December 31, 2023.

● Total natural gas sales for the year ended December 31, 2024 were 5.7 Bcf, a 28% decrease from the 7.9 Bcf for the year ended December 31, 2023, driven by curtailed production volumes.

● Gathered and delivered 36.9 Bcf gross (12.9 Bcf net to Epsilon’s interest) during the year, or 101 MMcf/d through the Auburn GGS.

● We participated in the drilling of 7 gross (0.74 net) and completion of 2 gross (0.02 net) Marcellus wells in 2023.

The completed wells went into production in January 2023.

● At year end, the Company had 1 gross (0.01 net) well being drilled and 6 gross (0.73 net) wells waiting on completion.

Permian Basin—New Mexico and Texas

● During the year ended December 31, 2023, Epsilon’s realized price for all Permian Basin production was

$52.49 per BOE, excluding the impact of hedges .

● Total sales for 2023 including oil, natural gas, and other liquids was 75.7 MBOE .

● In 2023, the Company acquired 12,373 gross (3,093 net) of undeveloped leasehold acres in Ector County, Texas.

● In 2023, the Company participated in the drilling and completion of 4 gross (0.7 net) wells.

These wells went into production in April 2023 (1 – New Mexico), May 2023 (1 – New Mexico) and October 2023 (2 – Texas).

● We participated in the drilling of 3 gross (0.04 net) and the completion of 10 gross (0.82 net) Marcellus wells in 2024.

Three completed wells went into production in October 2024.

● At year end, the Company had 7 gross (0.27 net) wells waiting to turn on line.

Permian Basin—Texas and New Mexico

● During the year ended December 31, 2024, Epsilon’s realized price for all Permian Basin production was $53.52 per BOE, excluding the impact of hedges, a 2% increase from the $52.49 for the year ended December 31, 2023 .

● Total sales for the year ended December 31, 2024, including oil, natural gas, and other liquids, were 259 MBOE, a 242% increase from the 75.7 MBOE for the year ended December 31, 2023.

● In 2024, the Company acquired a 25% working interest in three producing wells and 3,246 gross undeveloped acres in Ector County, Texas.

● In 2024, the Company participated in the drilling and completion of 2 gross (0.5 net) wells in Texas.

These wells went into production in May 2024 and July 2024.

Anadarko, NW STACK Trend—Oklahoma

● During the year ended December 31, 2024, Epsilon’s realized price for all Oklahoma production was $4.34 per Mcfe, excluding the impact of hedges, a 19% decrease from $5.35 for the year ended December 31, 2023.

● Total sales for 2023 including natural gas, oil, and other liquids was 0.60 Bcfe, as compared to 0.93 Bcfe during 2022.

● In 2023, the Company participated in the completion of 1 gross (0.11 net) well.

The well went into production in May 2023.

As of December 31, 2023, Epsilon’s 84,684 gross (15,463 net) acres are all located in the United States and include 362 gross (37.47 net) wells.

● Total sales for the year ended December 31, 2024, including natural gas, oil, and other liquids, were 0.41 Bcfe, a 32% decrease from 0.60 Bcfe for the year ended December 31, 2023.

Western Canadian Sedimentary Basin—Alberta, Canada

● During the year ended December 31, 2024, Epsilon’s realized price for Canada oil production was $46.04 per Bbl.

● Total oil sales for the year ended December 31, 2024 were 2.5 M Bbl.

● In 2024, the Company participated in the drilling of 4 gross (1.5 net) wells in Canada.

One well went into production in September 2024.

As of December 31, 2024, one well was deemed non-commercial, one well was still being drilled, and one well was waiting on completion.

As of December 31, 2024, Epsilon’s 102,506 gross (23,602 net) acres are located in the United States and Canada and include 368 gross (37.90 net) wells.

Producing Wells

1 unchanged sentence

Non-Producing Wells

As of December 31, 2023, our leasehold inventory consisted of the following acreage amounts, rounded to the nearest acre:

As of December 31, 2024, our leasehold inventory consisted of the following acreage amounts, rounded to the

nearest acre:

Developed Acres

3 unchanged sentences

(3) “Net Undeveloped” means the Company’s fractional working interest share in each leasehold tract of land where productive wells have yet to be drilled.

All of Epsilon’s Oklahoma undeveloped properties are deep rights acreage which is held by production of developed properties.

Business Segments

Our operations are conducted by three operating segments for which information is provided in our consolidated financial statements for the years ended December 31, 2023 and 2022.

The three segments are as follows:

Activities include acquisition, exploration, development and production of oil and natural gas reserves on properties within the United States.

Our operations are conducted by two operating segments for which information is provided in our consolidated financial statements for the years ended December 31, 2024 and 2023.

The two segments are as follows:

Activities include interest in the acquisition, exploration, development and production of oil and natural gas reserves.

Gathering System:

We partner with two other companies to operate a natural gas gathering system.

Activities include our corporate and governance functions.

Interest in a natural gas gathering system.

For information about our segment’s revenues, profits and losses, total assets, and total liabilities, see Note 14 “Operating Segments” in the Notes to Consolidated Financial Statements.

13 unchanged sentences

Total (Mmcfe)

Oil & other liquids (MBbl)

Total (Mmcfe)

Company Total

22 unchanged sentences

Total OK Revenues

Oil and condensate revenue

Price ($/Bbl)

Total Canada Revenues

Total Company Revenues

1 unchanged sentence

Epsilon Energy USA is the 100% owner of Epsilon Midstream, which owns a 35% undivided interest in the Auburn GGS, located in Susquehanna County, Pennsylvania, with partners Appalachia Midstream Services, LLC (43.875%) and Equinor Pipelines, LLC (21.125%).

The Anchor Shippers, consisting of Epsilon Energy USA, Equinor USA Onshore Properties, Inc., and Chesapeake Energy Corporation, dedicated approximately 18,000 mineral acres to the Auburn GGS for an initial term of 15 years under an operating agreement whereby the Auburn GGS owners receive a fixed percentage rate of return on the total capital invested in the construction of the system.

During 2023, the gathering rate of the Auburn GGS was determined by a cost of service model whereby the Anchor Shippers dedicate acreage and reserves to the gas gathering system in exchange for the Auburn GGS owners agreeing to an 18% contractual rate of return on invested capital.

The term of this arrangement is 15 years commencing January 1, 2012 and expiring December 31, 2026.

Each year, the Auburn GGS historical and forecast throughput, revenue, operating expenses and capital expenditures are entered into the cost of service model.

The model then computes the new gathering rate that will yield the contractual rate of return to the Auburn GGS owners.

In January 2027, the Auburn GGS will transition to a fixed gathering rate.

Revenues from the Auburn GGS are earned primarily from the Anchor Shippers.

Revenues are also earned from third-party customers of the system to transport gas from the wellhead to the compression facility, and then to the delivery meter at Tennessee Gas Pipeline.

The relative mix of Anchor Shipper gas and third-party gas is critical to the revenue and earnings of the Auburn GGS because the third-party gathering rate is only 25% of the Anchor Shipper rate.

Third-party shippers must pay the gathering rate of the originating gathering system plus 25% of the Auburn GGS gathering rate.

The Anchor Shippers, consisting of Epsilon Energy USA, Equinor USA Onshore Properties, Inc., and Expand Energy Corporation, dedicated approximately 18,000 mineral acres to the Auburn GGS on January 1, 2012 for an initial term of 15 years under an Anchor Shopper Gas Gathering Agreement for Northern Pennsylvania whereby the Auburn GGS owners receive a fixed percentage rate of return on the total capital invested in the construction of the system.

On May 17, 2024, Epsilon Energy USA, Inc.

(“Epsilon”) executed a new Anchor Shipper Gas Gathering Agreement for Northern Pennsylvania (the “ASGGA”) with operator Appalachia Midstream Services, LLC for a primary term of ten years and an effective date of January 1, 2024.

Epsilon simultaneously terminated the prior agreement.

The new ASGGA establishes fixed gathering, compression and cross-flow rates for all shippers on each system into which Epsilon produces natural gas.

These rates will be adjusted annually by the Consumer Price Index for All Urban Consumers (“CPI-U”) commencing January 2025.

Notably, the gathering rates in Auburn GGS, Rome GGS & Overfield GGS will no longer be subject to a cost-of-service redetermination annually;

however, acreage dedications, service priority levels, required shipper approvals and shipper voting procedures are all substantially consistent with the prior agreement.

Revenues from the Auburn GGS are earned primarily from the Anchor Shippers with well pads located within the Auburn GGS system boundary.

Revenues are also earned when natural gas originating in adjacent gathering systems flow into the Auburn GGS (“cross-flow gas”) to the compression facility, and then to the delivery meter at Tennessee Gas Pipeline.

The relative mix of Anchor Shipper gas and cross-flow gas is critical to the revenue and earnings of the Auburn GGS because the cross-flow gathering rate is only 25% of the Anchor Shipper rate.

Shippers cross-flowing gas must pay

the gathering rate of the originating gathering system plus 25% of the Auburn GGS gathering rate.

The purpose of the reduced rate is to attract additional volumes that require delivery to Tennessee Gas Pipeline when there is spare capacity at the Auburn compression facility, or the “Auburn CF”.

Throughput at the Auburn CF has declined from 100.1 Bcf in 2018 to 66.2 Bcf in 2023, a decrease of 34%.

However, Anchor Shipper gas as a percentage of total throughput has increased from 57% in 2018 to 74% in 2023.

As a result of this shift toward a higher percentage of Anchor Shipper gas, as well as higher gathering rates charged, revenues for the gathering system have only declined 2% from 2018 to 2023.

The Auburn GGS consists of approximately 44 miles of gathering pipelines, a small auxiliary compression facility and a main compression facility with three dehydration units and three Caterpillar 3612 compression units.

2 unchanged sentences

This request served to minimize throughput decline during a period of low pricing in which the drilling of new wells was undesirable.

Operating at the lower design suction pressure also has the benefit of reducing hydrate occurrences in the system which can pose an operational hazard.

The design suction pressure at the Auburn compression facility was reduced further from 550 psig to 450 psig in January 2025.

Operating at the lower design suction pressure has the benefit of reducing hydrate occurrences in the system which can pose an operational hazard.

The current system capacity of the Auburn CF at this lower design pressure is approximately 220,000 Mcf per day.

16 unchanged sentences

Proved undeveloped reserves at December 31, 2024

Revisions to previous estimates for total proved undeveloped reserves for 2023 include additions of 14,867 MMcfe related to changes to the previously adopted development plan and reductions of 8,265 MMcfe related to commodity pricing.

Transfers to proved developed relates to the development of one well in Oklahoma.

We did not engage in any exploration capital spending in 2023 or 2022.

Revisions to previous estimates for total proved undeveloped reserves for 2024 include additions of 10,244 MMcfe related to changes to the previously adopted development plan and reductions of 182 MMcfe related to well performance and reductions of 61 MMcfe related to commodity pricing.

Acquisitions of 6,268 MMcfe relates to acreage acquired in Texas.

Transfers to proved developed of 16,625 MMcfe relates to the development of wells in Pennsylvania and the Permian Basin.

Our development capital spending to convert proved undeveloped reserves to proved developed reserves for the periods indicated is as follows:

● In 2024 in Pennsylvania, we drilled 3 gross (0.04 net) wells and participated in the completion of 10 gross (0.82 net) wells.

The three wells turned online in October 2024.

● In 2023 in Pennsylvania, we drilled 7 gross (0.74 net) wells and completed 2 gross (0.02 net) wells.

(Net development capital $2.5 million).

The two wells turned online in January 2023.

● In 2022 in Pennsylvania, we drilled 5 gross (0.05 net) wells and completed 4 gross (0.21 net) wells.

(Net development capital $2.5 million).

Reserves of 5.4 Bcf for the 1 well with proved undeveloped reserves were reclassified as proved developed producing as this well was turned online in August 2022.

Additionally, 2 gross (0.02 net) wells were drilled in 2022, but not completed (development capital $0.1 million).

They were completed and turned online in January 2023.

● In 2024 in the Permian Basin, the Company participated in the drilling and completion of 2 gross (0.5 net) wells.

These wells went into production in Texas in May 2024 and July 2024.

● In 2023 in the Permian Basin, The Company participated in the drilling and completion of 4 gross (0.7 net) wells.

These wells went into production in April 2023 (1 – New Mexico), May 2023 (1 – New Mexico) and October 2023 (2 – Texas).

● In 2024 in Oklahoma, there was no development activity.

● In 2023 in Oklahoma, we completed 1 gross (0.11 net) well.

(Net development capital $0.7 million).

well turned online in May 2023.

● In 2022 in Oklahoma, we drilled 2 gross (0.26 net) wells and completed 3 gross (0.7 net) wells.

(Net development capital $5.4 million).

Reserves of 2.9 Bcfe for the 3 wells were reclassified as proved developed producing as these wells were turned online at various times beginning in March 2022 and going through October 2022.

One gross (0.11 net) well was drilled in 2022, but not completed.

It was completed in May 2023.

The well turned online in May 2023.

Internal Controls Over Reserves Estimation Process and Qualifications of Technical Persons with Oversight for the Company’s Overall Reserve Estimation Process

16 unchanged sentences

Marketing and Major Customers

Natural gas marketing is competitive in northeast Pennsylvania because of the limited interstate transportation capacity and ample natural gas supply.

Natural gas marketing is competitive in northeast Pennsylvania because of the limited interstate transportation

capacity and ample natural gas supply.

We do not currently own any firm transportation on interstate pipelines that would enable us to diversify our natural gas sales to downstream locations.

As a result, all of our Pennsylvania gas sales occur in Zone 4 of the Tennessee Gas Pipeline at the Shoemaker Dehy meter, which is the receipt point from the Auburn CF.

Epsilon uses a third-party service, ARM Energy Management LLC (“ARM”) for its natural gas marketing.

Epsilon uses a third-party service, ARM Energy Management LLC (“ARM”) for its Pennsylvania natural gas marketing.

In this capacity, ARM is responsible for carrying out marketing activities such as submission of nominations, receipt of payments, and submission of invoices.

For the year ended December 31, 2024, we sold natural gas through ARM to 34 unique customers.

Direct Energy Business Marketing, LLC and EQT Energy, LLC each accounted for 10% or more of our total revenue.

SWN Energy Services Company, LLC accounted for 10% or more of our total revenue.

For the year ended December 31, 2023, we sold natural gas through ARM to 33 unique customers.

Direct Energy Business Marketing, LLC and SWN Energy Services Company, LLC each accounted for 10% or more of our total revenue.

Direct Energy Business Marketing, LLC and EQT Energy, LLC each accounted for 10% or more of our total revenue.

Geographic Locations of Operations

Approximately 50% and 77% of our revenue during fiscal years 2024 and 2023, respectively, was derived from natural gas production and gathering system revenues in the state of Pennsylvania.

As a result of prolonged weak pricing in Zone 4 of the Tennessee Gas Pipeline and, therefore, a reduced pace of development, Epsilon’s management is striving to allocate capital to additional upstream opportunities outside of the Marcellus Shale.

More specifically, the Company has allocated capital to the Permian Basin through its investments in New Mexico and Texas.

Epsilon’s management expects to continue to seek opportunities outside of the Marcellus Shale in order to provide the Company the flexibility to respond to market conditions by allocating capital across multiple basins and commodities.

Approximately 40% and 6% of our revenue during fiscal years 2024 and 2023, respectively, was derived from oil, natural gas, and natural gas liquids revenues in the state of Texas.

Epsilon’s management expects to continue to seek opportunities in other North American basins to provide the Company the flexibility to respond to market conditions by allocating capital across multiple basins and commodities.

As a result of the geographic concentration, we may be disproportionately exposed to the effect of regional supply and demand factors, delays or interruptions of production from wells in this area caused by governmental regulation, processing or transportation capacity constraints, market limitations, weather events or interruption of the processing or transportation of crude oil or natural gas.

1 unchanged sentence

We are exposed to the risk of industry competition for drilling rigs, completion rigs and availability of related equipment and services, among other goods and services required in our business.

Our Status as an Emerging Growth Company

We are an “emerging growth company,” as defined in the Jumpstart Our Business Startups Act of 2012, or the “JOBS Act”.

Certain specified reduced reporting and other regulatory requirements are available to public companies that are emerging growth companies.

These provisions include:

● an exemption from the auditor attestation requirement in the assessment of our internal controls over financial reporting required by Section 404 of the Sarbanes—Oxley Act of 2002 (provided that this exemption will continue for such time as we are a “non-accelerated filer”);

● an exemption from the adoption of new or revised financial accounting standards until they would apply to private companies;

● an exemption from compliance with any new requirements adopted by the Public Company Accounting Oversight Board, or the PCAOB, requiring mandatory audit firm rotation or a supplement to the auditor’s report in which the auditor would be required to provide additional information about our audit and our financial statements;

● reduced disclosure about our executive compensation arrangements.

We have elected to take advantage of the exemption from the adoption of new or revised financial accounting standards until they would apply to private companies.

We will continue to be an emerging growth company not later than December 31, 2024.

As of December 31, 2024, we had ten full-time employees (including executive officers) in Houston, Texas.

of our employees are subject to a collective bargaining agreement or represented by a union.

None of our employees are subject to a collective bargaining agreement or represented by a union.

The foundation of our Company is our employees and our success begins with a values-driven culture and commitment to developing a skilled, agile, diverse and engaged workforce where every employee understands that they can and do make a difference.

2 unchanged sentences

Our core values include inclusion and diversity, and we believe in equity and the value and voice of every employee.

Legal Proceedings

On March 10, 2021, Epsilon filed a complaint against Chesapeake Appalachia, LLC (“Chesapeake”) in the United States District Court for the Middle District of Pennsylvania, Scranton, Pennsylvania (“Middle District”).

Epsilon claimed that Chesapeake had breached a settlement agreement and several operating agreements (“JOAs”) to which Epsilon and Chesapeake are parties.

Epsilon asserted that Chesapeake had failed to cooperate with Epsilon’s efforts to develop resources in the Auburn Development, located in North-Central Pennsylvania, as required under both the settlement agreement and JOAs.

Epsilon requested a preliminary injunction but was unsuccessful in obtaining that injunction.

Epsilon filed a motion to amend its original Complaint.

Chesapeake opposed.

The Court ruled in Epsilon’s favor and allowed Epsilon’s amendment.

Chesapeake moved to dismiss the amended Complaint.

The Court granted the motion to dismiss on a narrow issue without prejudice to Epsilon’s right to file a new lawsuit based on new proposals made after the Court’s decision.

Epsilon filed a motion for reconsideration of that decision, but the court denied the motion for reconsideration on January 18, 2022.

Epsilon filed a notice of appeal on February 15, 2022 challenging the District Court's rulings in the case.

Following the Third Circuit's ruling to remand the case back to District court, Epsilon sought and was granted a dismissal of the case without prejudice in September 2023.

Environmental Regulation

1 unchanged sentence

Numerous governmental agencies, such as the U.S.

Environmental Protection Agency, or the EPA, issue regulations to implement and enforce such laws, which often require difficult and costly compliance measures that carry substantial administrative, civil and criminal penalties or that may result in injunctive relief for failure to comply.

Environmental Protection Agency, or the EPA, issue regulations to implement and enforce such laws, which often require difficult and costly compliance measures that

carry substantial administrative, civil and criminal penalties or that may result in injunctive relief for failure to comply.

These laws and regulations may:

4 unchanged sentences

Compliance with environmental laws and regulations increases Epsilon’s overall cost of business, but has not had, to date, a material adverse effect on Epsilon’s operations, financial condition or results of operations.

In addition, it is not anticipated, based on current laws and regulations, that Epsilon will be required in the near future to expend amounts (whether for environmental control facilities or otherwise) that are material in relation to its total exploration and

development expenditure program in order to comply with such laws and regulations.

However, given that such laws and regulations are subject to change, Epsilon is unable to predict the ultimate cost of compliance or the ultimate effect on Epsilon’s operations, financial condition and results of operations.

16 unchanged sentences

However, on January 20, 2021, President Biden issued an Executive Order directing EPA to consider suspending, revising or rescinding the September 15, 2020 amendments and also to consider proposing new regulations governing methane and volatile organic compound emissions from existing oil and gas sector operations.

In November 2016, the Bureau of Land Management (“BLM”) published a final rule to reduce methane emissions by regulating venting, flaring, and leaking from oil and natural gas operations on public lands.

In November 2016, the Bureau of Land Management (“BLM”) published a final rule to reduce methane emissions

by regulating venting, flaring, and leaking from oil and natural gas operations on public lands.

A federal district court vacated much of that rule in October 2020 and that decision is now subject to an appeal.

5 unchanged sentences

Any limits on GHG emissions, however, could adversely affect demand for the oil and natural gas that production operators produce, some of whom are our customers, which could thereby reduce demand for our gas gathering services.

We are currently unable to calculate or predict the direct and indirect costs of GHG or climate change related laws, regulations and treaties, and accordingly, we cannot assure you that any such

efforts will not have a material impact on our operations, financial condition and results.

We are currently unable to calculate or predict the direct and indirect costs of GHG or climate change related laws, regulations and treaties, and accordingly, we cannot assure you that any such efforts will not have a material impact on our operations, financial condition and results.

Hydraulic Fracturing

16 unchanged sentences

The FERC regulates interstate natural gas transportation rates, terms and conditions of service, which affects the marketing of natural gas produced by Epsilon, as well as the revenues received for sales of Epsilon’s natural gas.

The transportation and sale for resale of natural gas in interstate commerce is regulated primarily under the Natural Gas Act, or the NGA, and by regulations and orders promulgated under the NGA by the FERC.

The transportation and sale for resale of natural gas in interstate commerce is regulated primarily under the

Natural Gas Act, or the NGA, and by regulations and orders promulgated under the NGA by the FERC.

In certain limited circumstances, intrastate transportation, gathering, and wholesale sales of natural gas may also be affected directly or indirectly by laws enacted by the U.S.

8 unchanged sentences

Securities Authorized for Issuance under Equity Incentive Plans.

The following tables set out the number of common shares available to be issued upon exercise of outstanding options issued and the changes to the options outstanding for the year pursuant to our equity compensation plans and the weighted average exercise price of outstanding options for the periods indicated:

The following tables set out the number of common shares available to be issued upon exercise of outstanding securities and the changes to the securities outstanding for the year pursuant to our equity compensation plans and the weighted average exercise price of outstanding securities for the periods indicated:

Number of Shares to be

Weighted Average

Issued Upon Exercise or

Exercise or Vesting Price

Number of Shares Remaining

Vesting of Outstanding

of Outstanding Options

Issued Upon Exercise

Exercise Price of

Available for Future Issuance

Plan Category

Options or Shares

of Outstanding Options,

Outstanding Options,

Under Equity Compensation Plans

Equity share options under Amended and Restated 2017 Stock Option Plan

Plan Category

Warrants and Rights

(excluding shares in column (a))

Common shares under 2020 Equity Incentive Plan

At December 31, 2024, under the 2020 Equity Incentive Plan (the “2020 Plan”) (See Note 7, “Shareholders’ Equity” of the Notes to the Consolidated Financial Statements), we are authorized to issue 2,000,000 common shares to employees and directors of the Company.

As of that date, we had 1,323,663 common shares granted under the 2020 Plan.

December 31, 2024

5 unchanged sentences

For the years ended December 31, 2024 and 2023, we had no warrants or other common share related rights outstanding.

At December 31, 2023, under the 2020 Equity Incentive Plan (the “2020 Plan”) (See Note 7, “Shareholders’ Equity” of the Notes to the Consolidated Financial Statements), we are authorized to issue 2,000,000 common shares to employees and directors of the Company.

As of that date, we had 1,042,511 common shares granted under the 2020 Plan.

No more shares are authorized to be issued under our predecessor plan.

The following table sets out the number of time restricted common shares available to be issued upon vesting over the next three years and the changes during the year pursuant to our share compensation plans and the weighted average market price at date of issue for outstanding shares for the periods indicated:

9 unchanged sentences

Recent Developments

On January 30, 2024, the Company repurchased 248,700 shares at $4.82 per share (excluding commissions) under the existing share repurchase plan.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business