Comstock Inc. (LODE) Establishes 2026 Equity Incentive Plan

This summary was generated by AI from the company's SEC filing and may contain errors — always verify against the primary source on SEC.gov.

The short version

Comstock Inc. has granted performance share units (PSUs) to employees under its new 2026 Equity Incentive Plan, filed June 17, 2026. Employees can earn target and enhanced awards if the company's stock price hits specified thresholds—ranging from 150% to 250% of the grant price—over three one-year performance periods ending June 2029. Earned shares vest after the final determination date if the employee remains with the company or experiences a qualifying termination.

Comstock Inc. (LODE) has adopted a performance share unit award under its 2026 Equity Incentive Plan, according to an 8-K filing June 17, 2026.

How the Awards Work

The company will grant employees performance share units (PSUs)—a form of compensation that converts into actual shares if certain conditions are met. Each award consists of "target" PSUs plus "enhanced opportunity" PSUs equal to 25% of the target amount.

Employees can earn these units by hitting stock price targets during three separate one-year performance periods:

First period (June 15, 2026 through June 30, 2027): Target award earned if stock reaches 150% of its grant price; enhanced award earned at 175%
Second period (July 1, 2027 through June 30, 2028): Target award at 200% of grant price; enhanced at 225%
Third period (July 1, 2028 through June 30, 2029): Target award at 250%; enhanced at 275%

The "grant price" is the average stock price over the 20 trading days before the award grant date (June 15, 2026).

When Shares Are Actually Delivered

If an employee remains employed through a final determination date (within 90 days after the third period ends), any earned PSUs will be converted into actual company shares. The company will issue certificates or book entries for earned units within two and a half months of the determination date.

What Happens If Employment Ends

If an employee voluntarily quits or is fired for cause before the final date, all unearned PSUs are immediately forfeited. However, if the employee is laid off without cause, dies, or becomes disabled, any PSUs for which the stock price target has already been hit are treated as earned regardless of which performance period is active. Any targets not yet met are still forfeited.

Restrictions on Selling

Employees cannot sell shares acquired through this award during any underwritten public stock offering by the company—a standard "lock-up" restriction that typically lasts up to 180 days after the offering concludes. They are also responsible for their own federal, state, and local taxes resulting from the award.

Amendment Rights

The company reserves the right to modify or amend the award without employee consent if needed to comply with securities laws, stock exchange rules, maintain favorable tax treatment, or if the change does not materially reduce the award's value.

Why it matters

This filing reveals the company's compensation structure for retaining and incentivizing employees through equity ownership. The steep stock price targets (ranging from 150% to 250% above grant price) suggest management's confidence in growth but also carry execution risk—awards will vest only if the stock price more than doubles to triples over the next three years. For investors, this shows the company is willing to tie employee pay to shareholder returns, aligning incentives, but the vesting conditions are aggressive enough that employees face significant forfeiture risk if growth targets are not met.

Frequently asked

What are performance share units, and how do they differ from regular stock?

Performance share units (PSUs) are a form of deferred compensation that convert into actual company shares only if the employee meets specified goals and remains employed through a vesting date. Unlike regular stock grants, PSUs have no voting rights or dividend payments until they are earned and converted into shares.

What stock price targets must be hit for employees to earn shares?

For target awards: 150% of the grant price in the first year, 200% in the second year, and 250% in the third year. For enhanced awards (25% more units): 175%, 225%, and 275%, respectively. The grant price is the average stock price over the 20 trading days before June 15, 2026.

What happens to unvested PSUs if an employee is laid off?

If an employee is laid off without cause, dies, or becomes disabled, any PSUs for which the stock price target has been achieved are treated as earned, regardless of the performance period. However, PSUs for unmet targets are forfeited.

When will employees receive actual shares if they earn the PSUs?

If earned, shares will be issued within two and a half months after the final determination date, which occurs within 90 days of the end of the third performance period (June 30, 2029). The latest shares would be delivered by approximately September 30, 2029.

What the filing reported

5.02 Departure/Election of Directors or Officers

9.01 Financial Statements & Exhibits