Note 4. Common Stock Options | Approval of the 2013 Long-Term Incentive Plan On June 20, 2013, the Board of Directors (the Board) adopted, subject to receiving shareholder approval, the 2013 Long-Term Incentive Plan (the Incentive Plan). The Incentive Plan provides for the issuance of stock options of up to 20,000,000 shares (subject to adjustment) of the Companys common stock to officers, directors, key employees and consultants of the Company. Options granted to employees under the Incentive Plan, including directors and officers who are employees, may be incentive stock options or non-qualified stock options; options granted to others under the Incentive Plan are limited to non-qualified stock options. On November 15, 2013, shareholders owning a majority of the Companys issued and outstanding shares approved the Incentive Plan. The Incentive Plan is administered by the Board or a committee designated by the Board. Subject to the provisions of the Incentive Plan, the Board has the authority to determine the officers, employees and consultants to whom options will be granted, the number of shares covered by each option, vesting rights and the terms and conditions of each option that is granted to them; however, no person may be granted in any of the Companys fiscal year, options to purchase more than 2,000,000 shares under the Incentive Plan, and the aggregate fair market value (determined at the time the option is granted) of the shares with respect to which incentive stock options are exercisable for the first time by an optionee during any calendar year cannot exceed $100,000. Options granted pursuant to the Incentive Plan are exercisable no later than ten years after the date of grant. The exercise price per share of common stock for options granted under the Incentive Plan will be the fair market value of the Companys common stock on the date of grant, using the closing price of the Companys common stock on the last trading day prior to the date of grant, except for incentive stock options granted to a holder of ten percent or more of the Companys common stock, for whom the exercise price per share will not be less than 110% of the fair market value. No option can be granted under the Incentive Plan after June 20, 2023. On May 29, 2015, the Company appointed Patricia Jeanne Riley to its Scientific Advisory Board and issued Ms. Riley an option to purchase 7,500 shares of the Companys common stock at a price of $1.43 per share, the closing price of the Companys common stock as quoted on the OTCQB on May 28, 2015. On June 15, 2015, the Company appointed Dr. Steven Wang to its Scientific Advisory Board and issued Dr. Wang an option to purchase 7,500 shares of the Companys common stock at a price of $1.25 per share, the closing price of the Companys common stock as quoted on the OTCQB on June 12, 2015. The shares underlying the options may be exercised on a cashless basis using the formula contained therein and, subject to each individuals continued service with the Company. The shares underlying the options vest on November 30, 2015 and December 15, 2015, respectively. As of June 30, 2015, there were 19,800,000 shares available for grant. Stock Option Activity The following table summarizes stock option activity for the period ended June 30, 2015: Weighted Average Weighted Remaining Aggregate Options Average Contractual Intrinsic Outstanding Exercise Price Life (Years) Value Balance January 1, 2015 185,000 $ 0.83 9.12 $ 94,150 Options granted 15,000 1.34 10.00 $ 0 Balance June 30, 2015 200,000 $ 0.80 8.87 $ 94,150 Exercisable at June 30, 2015 100,000 $ 0.81 8.71 $ 53,250 The fair value of each stock option is estimated at the date of grant using the Black-Scholes option pricing model. There were 15,000 stock options granted during the three months ended June 30, 2015, 7,500 shares each to a member of the Companys Scientific Advisory Board. The weighted-average fair value of stock options granted in 2015 was approximately $1.00 per share. The weighted average fair value of stock options granted during 2014 was $1.05 per share. Assumptions regarding volatility, expected term, dividend yield and risk-free interest rate are required for the Black-Scholes model. The volatility assumption is based on the Companys historical experience. The risk-free interest rate is based on a U.S. treasury note with maturity similar to the option awards expected life. The expected life represents the average period of time that options granted are expected to be outstanding. The assumptions for volatility, expected life, dividend yield and risk-free interest rate for options granted are presented in the table below: 2015 2014 Weighted average risk-free interest rate 1.49 1.71% 1.43 1.62% Expected life in years 5.50 4.50 5.50 Weighted avg. expected volatility 94.4% 99.5 105.3% Expected dividend yield $0 $0 Stock option expense reflected in the consolidated statements of operations related to stock options issued to our non-employee scientific advisory board members and consultants are recognized at fair value using the Black-Scholes option-pricing model with weighted average assumptions described above. For the three months ended June 30, 2015 and 2014, stock-based compensation expense recognized from stock option awards granted to non-employees included in total stock-based compensation expense amounted to $1,896 and $0, respectively. For the six months ended June 30, 2015 and 2014, stock-based compensation expense recognized from stock option awards granted to non-employees included in total stock-based compensation expense amounted to $1,896 and $0, respectively. During the three months ended June 30, 2015, total stock-based compensation expense of $9,719 was recognized as general and administrative expenses. During the three months ended June 30, 2014, total stock-based compensation expense of $12,573 was recognized as general and administrative expenses. During the six months ended June 30, 2015, total stock-based compensation expense of $20,663 was recognized as general and administrative expenses. During the six months ended June 30, 2014, total stock-based compensation expense of $19,355 was recognized as general and administrative expenses. There were 100,000 stock options vested and 100,000 stock options unvested as of June 30, 2015. As of June 30, 2015, the Company had $13,046 of total unrecognized compensation cost related to unvested stock options, which is expected to be recognized by June 15, 2020. The Company issues new shares when options are exercised. |