STOCK OPTIONS, RESTRICTED STOCK AND WARRANTS | NOTE 6– STOCK OPTIONS, RESTRICTED STOCK AND WARRANTS During 2013, the Company adopted a new incentive compensation plan (the “2013 Plan”). Under the 2013 Plan, the Company is authorized to grant awards of stock options, restricted stock, restricted stock units and other stock-based awards of up to an aggregate of 20,000,000 shares of common stock. The 2013 Plan is intended to permit stock options granted to employees under the 2013 Plan to qualify as Incentive Stock Options. All options granted under the 2013 Plan, which are not intended to qualify as Incentive Stock Options are deemed to be Non-Statutory Stock Options. On November 14, 2017, the Executive Committee of the Company’s Board of Directors (the “Executive Committee”) adopted the 2017 Equity Incentive Plan (the “Plan”) which covers the potential issuance of 13 million shares of common stock. The Plan provides that directors, officers, employees, and consultants of the Company will be eligible to receive equity incentives under the Plan at the discretion of the Board or the Compensation Committee. The Compensation Committee may adopt rules and regulations to carry out the terms of the Plan. The Plan terminates on November 14, 2027 unless sooner terminated. The Plan is administered by a committee of the Board (“Compensation Committee”) which determines the persons to whom awards will be granted, the number of awards to be granted and the specific terms of each grant, including the vesting thereof, subject to the provisions of the Plan. In connection with Incentive Stock Options, the exercise price of each option may not be less than 100% of the fair market value of the common stock on the date of the grant (or 110% of the fair market value in the case of a grantee holding more than 10% of the outstanding stock of the Company). The aggregate fair market value (determined at the time of the grant) of stock for which an employee may exercise. Incentive Stock Options under all plans of the Company shall not exceed $1,000,000 per calendar year. If any employee shall have the right to exercise any options in excess of $100,000 during any calendar year, the options in excess of $100,000 shall be deemed to be Non-Statutory Stock Options, including prices, duration, transferability and limitations on exercise. The Company issued Non-Statutory Stock Options pursuant to contractual agreements with non-employees. Options granted under the agreements are expensed when the related service or product is provided. Determining the appropriate fair value of stock-based awards requires the input of subjective assumptions. The Company uses the Black-Scholes option pricing model to value its stock option awards. The assumptions used in calculating the fair value represent management’s best estimates and involve inherent uncertainties and judgments. During the three and six months ended June 30, 2018 the Company expensed $20,219 and $226,188 with respect to options. For the three and six months ended June 30, 2017, the Company expensed $284,373 and $335,970 with respect to the options. The following table presents the weighted-average assumptions used to estimate the fair value of the stock options granted during the six months ended June 30, 2018: Risk Free Interest Rate 2.39 % Expected Volatility 201.48 % Expected Life (in years) 5.0 Dividend Yield 0 % Weighted average estimated fair value of options during the period $ 0.18 Options Outstanding Weighted - Average Remaining Aggregate Weighted- Contractual Intrinsic Number of Average Term Value Shares Exercise Price (in years) (1) Balance as of December 31, 2017 22,013,529 $ 0.11 Granted 1,000,000 0.21 Exercised (5,000,000 ) 0.07 Balance June 30, 2018 18,013,529 $ 0.13 Exercisable at June 30, 2018 15,513,529 $ 0.14 4.4 $ 1,838,287 (1) The aggregate intrinsic value is calculated as the difference between the exercise price of the underlying awards and the quoted price of the Company’s common stock for options that were in-the-money at each respective period. As of June 30, 2018, the aggregate intrinsic value of options exercised under the Company’s stock option plans was $1,838,287. In the six months ended June 30, 2018, the Company amended the consulting agreement held with its Chief Operating Officer and granted 1,000,000 stock options with an exercise price of $0.2102 with 500,000 stock options vesting immediately and the remaining 500,000 stock options vesting on February 28, 2019 subject to continuing to provide consulting services. In January 2018, the Chairman of the Board made a cashless exercise of 5,000,000 options related to services in 2017, whereby the Chairman disposed of 972,222 shares to the Company as part of his exercise, amounting to an issuance of 4,027,778 shares, see Note 6. The following table summarizes the activities for the Company’s unvested stock options for the six months ended June 30 Unvested Options Weighted - Average Grant Number of Unvested Date Exercise Price Options Balance December 31, 2017 2,666,666 $ 0.06 Granted 1,000,000 0.21 Vested (1,166,666 ) 0.11 Balance June 30, 2018 2,500,000 $ 0.10 The following table summarizes the activities for the Company’s warrants for the six months Warrants Outstanding Number of Weighted- Average Exercise Price Weighted - Average Remaining Contractual Term in years) Aggregate Intrinsic Value (in 000's) Balance, December 31, 2017 32,292,580 $ 0.30 Granted 18,262,994 0.15 Exercised (20, 969,737 ) 0.10 Expired (627,451 ) 0.07 Cancelled/Forfeited (4,950,000 ) 0.40 Balance, June 30, 2018 24,008,386 $ 0. 25 4. 2 Exercisable at June 30, 2018 24,008,386 $ 0. 25 4. 2 $ 2,620 (1) The aggregate intrinsic value is calculated as the difference between the exercise price of the underlying warrants and the closing stock price of $0.2101 for our common stock on June 30, 2018. For the six months ended June 30, 2018, the Company has raised gross proceeds of $1,154,211 for the purchase of 16,513,311 shares of common stock and 16,513,311 warrants in relation to the private placement. See Note 5. In January 2018, the Company issued 1,749,683 shares of common stock and 1,749,683 warrants with an exercise price of $0.15 to Mr. Klapper relating to the Note payable conversion that took place in June 2017. Additionally, 3,700,000 warrants were forfeited. See Note 5. For the six months ended June 30, 2018, 20,764,860 shares of warrants were exercised and a total of 20,764,860 shares of common stock issued for gross proceeds of $2,076,486 pursuant to the warrant discount program. See Note 5. In January 2018, a member of the Board exercised 104,876 warrants with an exercise price of $0.15 and a total of 104,876 shares of common stock were issued for gross proceeds of $15,731, see Note 5. In April 2018, the former Chief Executive Officer of the Company exercised his warrants at an exercise price of $0.01 for gross proceeds of $1,000 resulting in an issuance of 100,000 shares. During the six months ended June 30, 2018 an additional 1,250,000 warrants were forfeited in relation to a note payable conversion occurring in the prior year. All warrants were vested on the date of grant. |