Sintx Technologies, Inc.

The following discussion relates to the compensation of our “named executive officers.”

Summary Compensation Table

The following table sets forth information about certain compensation awarded or paid to our named executive officers for the 2025 and 2024 fiscal years.

Narrative Disclosure to Summary Compensation Table. The base salaries for our named executive officers were determined by our compensation committee after reviewing a number of factors, including: the responsibilities associated with the position, the seniority of the executive’s position, the base salary level in prior years, and our financial position; and for executive officers other than our Chief Executive Officer, recommendations made by our Chief Executive Officer. The Board, on an annual basis, adopts an executive bonus payment plan that is designed to provide executive officers with annual incentive compensation based on the achievement of certain pre-established performance objectives. By utilizing a combination of objective and subjective performance factors critical to our success, this program incentivizes our executive officers to achieve results that benefit them and the Company. Performance factors include the achievement of predetermined financial performance objectives, adherence to financial discipline measures and achievement of business development, product development and long-term business stability. The Board may modify or re-weight the objectives during the course of the fiscal year, if necessary, to reflect changes in our business plan.

Employment Agreements

On May 5, 2025, the Company entered into new Executive Employment Agreements with Eric Olson, Chief Executive Officer and President, and Gregg Honigblum, Chief Investment Officer (each, an “Executive”), which superseded and replaced their prior employment and change-in-control agreements.

Each agreement provides for an initial two-year term beginning May 5, 2025, with automatic one-year renewals unless either party provides at least 90 days’ prior written notice of non-renewal.

Base Salary and Annual Bonus

Pursuant to his employment agreement, Mr. Olson receives an annual base salary of $375,000, subject to annual review by the Compensation Committee. Mr. Olson is eligible for an annual target cash bonus opportunity equal to 40% of his base salary, based on performance criteria established by the Compensation Committee.

Pursuant to his employment agreement, Mr. Honigblum receives an annual base salary of $325,000, subject to annual review by the Compensation Committee. Mr. Honigblum is eligible for an annual target cash bonus opportunity equal to 35% of his base salary.

Annual bonuses are generally earned based on continued employment through the last day of the applicable fiscal year and are payable no later than March 15 of the following year.

Equity Awards

In connection with entering into their employment agreements, each of Mr. Olson and Mr. Honigblum was granted 55,000 restricted stock units (“RSUs”) effective May 2, 2025. Under the original terms of the awards:

In November 2025, the Board of Directors approved the acceleration of vesting of all unvested RSUs granted in May 2025 to the Company’s executives. As a result, all remaining unvested RSUs held by Messrs. Olson and Honigblum became fully vested during fiscal 2025. The incremental compensation expense associated with such acceleration is reflected in the “Stock Awards” column of the Summary Compensation Table for 2025.

All equity awards are subject to the terms of the Company’s Equity Incentive Plan and applicable award agreements.

Severance and Change-in-Control Provisions

Each Executive’s employment agreement provides for severance benefits upon certain terminations of employment.

If the Executive’s employment is terminated by the Company without “Cause” or by the Executive for “Good Reason” (each as defined in the applicable employment agreement), the Executive is entitled to:

If such termination occurs within one year following (or six months prior to) a Change in Control, the Executive is entitled to enhanced severance consisting of:

Severance payments are conditioned upon the Executive’s execution and non-revocation of a general mutual release of claims.

The agreements also contain customary definitions of “Cause,” “Good Reason,” and “Change in Control,” as well as provisions addressing indemnification, directors’ and officers’ insurance coverage, Section 409A compliance, and excise tax cutback under Section 280G of the Internal Revenue Code.

Other Compensation and Benefits

Each Executive is eligible to participate in employee benefit plans made available to senior executives, including health and welfare plans, 401(k) participation, and paid time off. The amounts reflected in the “All Other Compensation” column of the Summary Compensation Table include Company 401(k) matching contributions and other benefits described in footnote (1) to the table.

Outstanding Equity Awards at Fiscal Year-End

The following table shows information regarding equity awards held by our named executive officers as of December 31, 2025:

401(k) Plan

We offer our executive officers, including our named executive officers, retirement benefits, including participation in our tax-qualified profit-sharing plan that includes a “cash-or-deferred” (or 401(k)) feature in the same manner as other employees. The plan is intended to satisfy the requirements of Section 401 of the Internal Revenue Code. Our employees may elect to reduce their current compensation by up to the statutorily prescribed annual limit and have a like amount contributed to the plan. In addition, we may make discretionary and/or matching contributions to the plan in amounts determined annually by our Board. We currently match the contributions of our employees who participate in our 401(k) plan as follows: a match of 100% on the first 3% of compensation contributed by a plan participant and a match of 50% on amounts above 3%, up to 5%, of compensation contributed by a plan participant.

Potential Payments upon Termination or Change in Control

We have entered into certain agreements and maintained certain plans that may have required us to make certain payments and/or provide certain benefits to the executive officers named in the Summary Compensation Table in the event of termination of employment or change in control.

The following summarizes the material terms of the severance and change in control provisions applicable to Mr. Olson or Mr. Honigblum pursuant to their respective employment agreements in effect as of December 31, 2025. The amounts payable depend on the circumstances of termination and satisfaction of certain conditions, including the execution and non-revocation of a general release of claims in favor of the Company.

Termination Without Cause or for Good Reason (Not in Connection with a Change in Control)

If the employment of Mr. Olson or Mr. Honigblum is terminated by the Company without “Cause” or by the executive for “Good Reason” (each as defined in the applicable employment agreement), and such termination is not in connection with a Change in Control, the executive would be entitled to:

Equity awards would be treated in accordance with the applicable equity incentive plan and award agreements.

Termination in Connection with a Change in Control

If the executive’s employment is terminated by the Company without Cause or by the executive for Good Reason within one year following, or six months prior to, a Change in Control (as defined in the employment agreement), the executive would be entitled to enhanced severance benefits consisting of:

The employment agreements include a “best net” excise tax provision under Section 280G of the Internal Revenue Code, pursuant to which payments may be reduced if such reduction would result in a greater after-tax benefit to the executive.

Termination for Cause, Death, Disability, or Voluntary Resignation Without Good Reason

If the executive’s employment is terminated:

Equity Awards

Equity awards, if any, will be governed by the terms of the applicable equity incentive plan and award agreements.

Code of Business Conduct Violations

It is our policy under our Code of Business Conduct to take appropriate action against any executive officer whose actions are found to violate the Code or any other policy of SINTX. Disciplinary actions may include immediate termination of employment and, where SINTX has suffered a loss, pursuing its remedies against the executive officer responsible. SINTX will cooperate fully with the appropriate authorities where laws have been violated.

Role of the Board in Risk Oversight

Our Board of Directors has overall responsibility for risk oversight. The Board oversees the Company’s risk management framework, including strategic, operational, financial, regulatory, compliance, information technology security, and governance risks. Management is responsible for the day-to-day identification, assessment, and management of risks and reports regularly to the Board and its committees regarding significant risk exposures and mitigation efforts. The Board administers its oversight function both directly and through its standing committees, in accordance with their respective charters.

The Audit Committee assists the Board in overseeing risks relating to financial reporting, internal control over financial reporting, accounting policies, liquidity, legal and regulatory compliance, and related party transactions. Consistent with its charter, the Audit Committee also oversees matters relating to information technology security and control and receives periodic reports from management regarding compliance processes and risk exposures.

The Compensation Committee oversees risks relating to executive and employee compensation policies and practices. As provided in its charter, the Compensation Committee reviews compensation programs to determine whether such policies and practices create risks that are reasonably likely to have a material adverse effect on the Company and evaluates whether incentive structures appropriately align management interests with long-term stockholder value.

The Nominating and Governance Committee oversees risks relating to corporate governance, Board composition and independence, succession planning for the Chief Executive Officer (in coordination with the Compensation Committee), and the implementation and monitoring of the Company’s Code of Business Conduct and Ethics. The Committee also oversees compliance with Nasdaq listing standards and applicable governance requirements.

While each committee focuses on specific risk areas within its mandate, the full Board receives reports from its committees and considers significant risks in the context of the Company’s overall business strategy and long-term objectives.

Board Compensation

The following table shows the total compensation paid or accrued during the fiscal year ended December 31, 2025 to each of our non-employee directors.

The following compensation schedule sets forth calendar year 2026 compensation for non-employee directors (paid on a monthly basis) as approved by the Board:

A new Board appointee receives an option award upon appointment. Further, each non-employee member of the Board is awarded an option award on an annual basis.

Equity Compensation Plan Information

The following table sets forth information as of December 31, 2025 relating to all of our equity compensation plans:

Equity Incentive Plan

2025 Equity Incentive Plan

The 2025 Equity Incentive Plan (the “2025 Plan”), as approved by the Company’s shareholders on September 4, 2025, provides for the grant of stock options (including incentive stock options and nonqualified stock options), stock appreciation rights (“SARs”), restricted stock, restricted stock units, performance awards, and other stock-based awards to employees, officers, non-employee directors, consultants, and other service providers selected by the Compensation Committee of the Board of Directors (the “Committee”) or, if applicable, the Board of Directors.

Share Reserve

The maximum number of shares of common stock available for issuance under the 2025 Plan is 700,000 shares, plus any shares that become available in connection with the cancellation or forfeiture of awards issued under the Company’s 2020 Equity Incentive Plan. The number of shares available for issuance under the Plan is subject to adjustment for stock splits, recapitalizations, and other customary capital structure changes. Beginning January 1, 2026, and on each January 1 thereafter for ten years, the number of shares available under the 2025 Plan will automatically increase by the lesser of (i) 10% of the Company’s outstanding shares (calculated on a fully diluted basis as described in the Plan) as of the preceding December 31, or (ii) such lesser number of shares as determined by the Board of Directors . The Board may elect to provide for no increase for any year.

Share Counting and Recycling

Shares subject to awards under the 2025 Plan count against the share reserve only to the extent they are actually issued and delivered. Shares forfeited, cancelled, or returned to the Company may again become available for issuance under the Plan in accordance with its terms. Shares withheld or tendered to satisfy tax withholding obligations or exercise price requirements are treated in accordance with the Plan’s share counting provisions. Awards granted in connection with corporate acquisitions or mergers that qualify under Nasdaq Listing Rule 5635 do not count against the share reserve. No further awards may be granted under the Company’s 2020 Equity Incentive Plan.

Administration

The 2025 Plan is administered by the Compensation Committee, which must consist of at least two directors meeting applicable independence requirements under Nasdaq and Rule 16b-3 of the Exchange Act. The Committee has broad authority to interpret the Plan, determine eligibility, select recipients, establish award terms and conditions, accelerate vesting, and adopt administrative rules. The Committee may delegate certain authority consistent with the terms of the Plan and applicable law. The Plan prohibits repricing of stock options or cash buyouts of underwater options without shareholder approval in accordance with Nasdaq Listing Rule 5635.

Options

Options granted under the 2025 Plan may be either incentive stock options or nonqualified stock options. The exercise price of any option may not be less than 100% of the fair market value of the Company’s common stock on the grant date (subject to limited exceptions for corporate transactions). Options may not have a term longer than ten years (or five years in the case of certain 10% stockholders receiving incentive stock options).

Change in Control

The 2025 Plan includes provisions governing the treatment of awards in the event of a Change in Control, as defined in the Plan. In general:

Amendment and Termination

The Board of Directors may amend, suspend, or terminate the 2025 Plan at any time, subject to shareholder approval where required by applicable law, tax rules, or Nasdaq listing standards. No amendment may materially impair outstanding awards without the consent of the affected participant, except as provided in the Plan.

No awards may be granted under the 2025 Plan after the tenth anniversary of its shareholder approval.