Quarterly report pursuant to Section 13 or 15(d)

EQUITY

v3.23.1
EQUITY
 3 Months Ended
Mar. 31, 2023
EQUITY  
EQUITY

NOTE 4 - EQUITY

 

Preferred shares

 

The Company has authorized 416,667 shares of preferred stock with a par value of $0.001 per share.

 

As of March 31, 2023, there were no shares of preferred stock issued or outstanding.

 

Common Shares

 

The Company has authorized 50,000,000 shares of Common Stock with a par value of $0.001 per share. Each share of Common Stock entitles the holder to one vote, in person or proxy, on any matter on which an action of the stockholders of the Company is sought.

 

As of March 31, 2023, there were 2,855,688 shares of Common Stock issued and outstanding. 

Warrants

 

A summary of activity of the warrants during the three months ended March 31, 2023, is follows:

 

 

 

 

 

 

 

 

 

Weighted

 

 

 

Number of

 

 

Weighted Average

 

 

Average

 

 

 

shares

 

 

Exercise Price

 

 

Life (years)

 

Outstanding, December 31, 2022

 

 

 270,053

 

 

 $ 64.16

 

 

 

 2.05

 

Granted

 

 

 -

 

 

 

 -

 

 

 

 -

 

Expired

 

 

 (10,898 )

 

 

 180.00

 

 

 

 -

 

Exercised

 

 

 -

 

 

 

 -

 

 

 

 -

 

Outstanding, March 31, 2023

 

 

 259,155

 

 

 $ 64.16

 

 

 

 1.81

 

 

The intrinsic value of the warrants as of March 31, 2023, is $0. All of the outstanding warrants are exercisable as of March 31, 2023.

 

2018 Equity Incentive Plan, as amended

 

On January 1, 2023, the number of shares available under the Company’s 2018 Equity Incentive Plan, as amended (the “2018 Plan”) was increased by 428,353 shares of Common Stock, which increased the number of shares available for issuance pursuant to the 2018 Plan to a new total of 737,770 shares.

 

As of March 31, 2023, the 2018 Plan permits the Company to issue up to an aggregate of 1,050,879 shares of Common Stock of which 542,274 shares are available to be issued.

 

Options granted during the three months ended March 31, 2023

 

The following is a summary of stock option activity during the three months ended March 31, 2023:

 

 

 

Options Outstanding

 

 

Weighted Average

 

 

 

Number of

 

 

Weighted Average

 

 

Remaining life

 

 

 

Options

 

 

Exercise Price

 

 

(years)

 

 

 

 

 

 

 

 

 

 

 

Outstanding, December 31, 2022

 

 

 313,109

 

 

 $ 24.15

 

 

 

 8.41

 

Granted

 

 

 195,496

 

 

 

 3.15

 

 

 

 10.00

 

Exercised

 

 

 -

 

 

 

 -

 

 

 

 -

 

Forfeited/cancelled

 

 

 -

 

 

 

 -

 

 

 

 -

 

Outstanding, March 31, 2023

 

 

 508,605

 

 

 $ 16.08

 

 

 

 8.81

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Exercisable options, March 31, 2023

 

 

 191,088

 

 

 $ 31.03

 

 

 

 7.95

 

  

Valuation

 

The Company utilizes the Black-Scholes model to value its stock options. The Company utilized the following assumptions:

 

 

 

Three Months

Ended

 

 

 

March 31,

 

 

 

2023

 

Expected term

 

 5.50 - 6.25 years

 

Expected average volatility

 

136 - 150%

 

Expected dividend yield

 

 

 -

 

Risk-free interest rate

 

3.43 - 3.49%

 

 

During the three months ended March 31, 2023, the Company granted 195,496 options valued at $569. During the three months ended March 31, 2023, and 2022, the Company recognized stock-based compensation expense of $354 and $624, respectively, of which $281 and $563 was for related parties, respectively, and as of March 31, 2023, $1,963 remains unamortized, of which $1,347 is for related parties. The intrinsic value of options outstanding as of March 31, 2023, is $0.

 

The terms of the options granted during the three months ended March 31, 2023, are as follows:

 

On February 1, 2023, the Company granted an option to the Company’s president to purchase a total of 85,000 shares of the Company’s common stock with an exercise price of $3.15 and vesting as follows: 25% of the shares subject to the option shall vest on the one-year anniversary of the vesting commencement date, and 1/48th of the shares subject to the option shall vest each month thereafter on the same day of the month as the vesting commencement date for 36 months. The vesting commencement date is February 1, 2023.

 

On February 2, 2023, the Company granted options to certain employees and consultants to purchase a total of 90,000 shares of the Company’s common stock with an exercise price of $3.15 and vesting as follows: twenty-five percent (25%) of the shares subject to the option shall vest on the one (1) year anniversary of the vesting commencement date, and one forty-eighth (1/48th) of the shares subject to the option shall vest each month thereafter on the same day of the month as the vesting commencement date for 36 months. The vesting commencement date is February 1, 2023.

 

On February 2, 2023, the Company granted an option to certain employees and consultants to purchase a total of 19,750 shares of the Company’s common stock with an exercise price of $3.15 and vesting as follows: one hundred percent (100%) of the shares subject to the option shall vest on the one (1) year anniversary of the vesting commencement date on the same day of the month as the vesting commencement date. The vesting commencement date is February 1, 2023.

 

On February 2, 2023, the Company granted an option to an employee to purchase a total of 746 shares of the Company’s common stock with an exercise price of $3.15 and vesting as follows: 50% of the shares subject to the option shall vest on the one (1) year anniversary of the vesting commencement date, and one twenty-forth (1/24th) of the shares subject to the option shall vest each month thereafter on the same day of the month as the vesting commencement date for 12 months. The vesting commencement date is February 1, 2023.