Commitments and Contingencies | Note 6 Commitments and Contingencies Leases The Company leases office space under an operating lease with an initial term of 12 months or less. Under the terms of the office lease, the Company is required to pay its proportionate share of operating costs. During the three and nine months ended June 30, 2024 and 2023, operating lease costs were as follows (in thousands): Schedule of operating lease costs Three months ended June 30, Nine months ended June 30, 2024 2023 2024 2023 Operating lease costs $ 31 $ 25 $ 92 $ 85 Employee 401(k) Benefit Plan The Company has a defined-contribution savings plan under Section 401(k) of the Internal Revenue Code. The plan covers all United States based employees. United States based employees eligible to participate in the plan may contribute up to the current statutory limits under the Internal Revenue Service regulations. The 401(k) plan permits the Company to make additional matching contributions on behalf of contributing employees. During the three and nine months ended June 30, 2024 and 2023, the Company made matching contributions under the 401(k) plan as follows (in thousands): Schedule of contributions plan Three months ended June 30, Nine months ended June 30, 2024 2023 2024 2023 Contributions to 401(k) plan $ 56 $ 76 $ 223 $ 176 Litigation The Company is subject to claims and legal proceedings that arise in the ordinary course of business. Such matters are inherently uncertain, and there can be no guarantee that the outcome of any such matter will be decided favorably to the Company or that the resolution of any such matter will not have a material adverse effect upon the Company’s consolidated financial statements. The Company does not believe that any of such pending claims and legal proceedings will have a material adverse effect on its consolidated financial statements. On March 13, 2024, a shareholder class action complaint was filed in the United States District Court for the Southern District of New York. The complaint is captioned Blum v. Anavex Life Sciences, Corp. et al., case number 1:24-cv-01910, and names the Company and Christopher Missling as Defendants. The complaint alleges violations of the Securities and Exchange Act of 1934 resulting from disclosures and statements made about certain clinical trials for ANAVEX ® On May 8, 2024, another purported shareholder of the Company filed a similar lawsuit against the same defendants that raised similar allegations and in addition, raised allegations related to disclosures and statements made about the AVATAR trial. The shareholder sought to consolidate the cases and be appointed lead plaintiff of the consolidated action. The court denied the consolidation motion and lead plaintiff motion on June 13, 2024. The Company plans to vigorously defend the lawsuit. On May 13, 2024, a purported shareholder filed a derivative lawsuit on behalf of the Company against the board of directors. The complaint asserts various common law claims (including breach of fiduciary duty) and violation of Section 14(a) regarding the same allegations at issue in the two purported class action lawsuits related to disclosures and statements made about certain clinical trials. The Company is named as a Nominal Defendant. The defendants plan to vigorously defend the lawsuit. Share Purchase Warrants A summary of the status of the Company’s outstanding share purchase warrants is presented below: Schedule of warrants outstanding Number of Warrants Weighted Average Exercise Price Balance, September 30, 2022 160,000 3.72 — — Balance, September 30, 2022 and 2023 160,000 3.72 Expired (150,000 ) 3.17 Balance, June 30, 2024 10,000 12.00 At June 30, 2024, the Company had share purchase warrants outstanding as follows: Schedule of share purchase warrants outstanding Number Exercise Price Expiry Date 10,000 $ 12.00 April 21, 2026 Stock–based Compensation Plan 2015 Stock Option Plan On September 18, 2015, the Company’s Board approved a 2015 Omnibus Incentive Plan (the “2015 Plan”), which provided for the grant of stock options and restricted stock awards to directors, officers, employees and consultants of the Company. The maximum number of our common shares reserved for issue under the plan was 6,050,553 2019 Stock Option Plan On January 15, 2019, the Board approved the 2019 Omnibus Incentive Plan (the “2019 Plan”), which provides for the grant of stock options and restricted stock awards to directors, officers, employees, consultants and advisors of the Company. The maximum number of our common shares reserved for issue under the plan was 6,000,000 During the year ended September 30, 2022, 406,453 2022 Stock Option Plan On March 25, 2022, the Board approved the 2022 Omnibus Incentive Plan (the “2022 Plan”). The 2022 Plan was approved by stockholders on May 24, 2022. Under the terms of the 2022 Plan, 10,000,000 The 2022 Plan provides that it may be administered by the Board, or the Board may delegate such responsibility to a committee. The exercise price will be determined by the Board at the time of grant shall be at least equal to the fair market value on such date. If the grantee is a 10% stockholder on the grant date, then the exercise price shall not be less than 110% of fair market value of the Company’s shares of common stock on the grant date. Stock options may be granted under the 2022 Plan for an exercise period of up to ten years from the date of grant of the option or such lesser periods as may be determined by the Board, subject to earlier termination in accordance with the terms of the 2022 Plan. At June 30, 2024, 5,300,000 5,319,702 The following summarizes information about stock option activity during the year ended September 30, 2023 and nine months ended June 30, 2024: Schedule of stock option activity Number of Options Weighted Average Exercise Price Weighted Average Grant Date Fair Value Aggregate intrinsic value Outstanding, September 30, 2022 13,169,616 6.61 4.96 62,267,309 Granted 1,959,000 9.30 6.60 — Exercised (759,753 ) 2.34 0.95 4,629,026 Forfeited (257,083 ) 12.00 6.74 — Outstanding, September 30, 2023 14,111,780 7.12 5.27 22,290,069 Granted 1,815,500 5.48 3.96 — Exercised (273,360 ) 2.53 1.11 601,407 Forfeited (473,666 ) 11.78 8.17 — Outstanding, June 30, 2024 15,180,254 6.86 7,471,069 Exercisable, June 30, 2024 9,826,089 5.50 7,452,002 The following summarizes information about stock options at June 30, 2024 by a range of exercise prices: Schedule of stock options exercise prices Range of exercises prices Number of Weighted average remaining Weighted Number of Weighted From To outstanding options contractual life (in years) average exercise price vested options average exercise price $ 0.92 $ 3.00 3,015,700 4.04 $ 2.39 3,015,700 $ 2.39 $ 3.01 $ 5.00 2,232,500 4.17 $ 3.41 2,035,416 $ 3.29 $ 5.01 $ 9.00 6,660,554 6.32 $ 6.57 3,469,639 $ 6.20 $ 9.01 $ 13.00 1,806,500 7.57 $ 10.46 729,917 $ 11.05 $ 13.01 $ 25.00 1,465,000 6.70 $ 18.18 575,417 $ 18.41 15,180,254 5.73 $ 6.86 9,826,089 $ 5.50 The weighted average grant date fair value of options vested at June 30, 2024 was $ 4.34 3.94 5.7 6.0 4.2 4.75 The aggregate intrinsic value is calculated as the difference between the exercise price of the underlying awards and the quoted market price of the Company’s stock for the options that were in-the-money at June 30, 2024. During the three and nine months ended June 30, 2024, the Company recognized stock-based compensation expense of $ 2.5 7.4 3.9 13.2 Schedule of stock-based compensation Three months ended June 30, Nine months ended June 30, 2024 2023 2024 2023 General and administrative $ 997 $ 1,451 $ 2,901 $ 4,451 Research and development 1,491 2,415 4,524 8,732 Total stock-based compensation $ 2,488 $ 3,866 $ 7,425 $ 13,183 An amount of approximately $ 10.6 The fair value of each option award granted during the three and nine months ended June 30, 2024 and 2023 is estimated on the date of grant using the Black Scholes option pricing model based on the following weighted average assumptions: Schedule of weighted average assumptions 2024 2023 Risk-free interest rate 4.29 % 3.69 % Expected life of options (years) 5.77 5.63 Annualized volatility 84.82 % 85.16 % Dividend rate 0.00 % 0.00 % The fair value of stock compensation charges recognized during the three and nine months ended June 30, 2024 and 2023 was determined with reference to the quoted market price of the Company’s shares on the grant date. |