Equity | Note 16 – Equity Common Stock The authorized capital stock of the Company consists of 500,000,000 0.001 Dividend Rights Subject to the prior or equal rights of holders of all classes of stock at the time outstanding having prior or equal rights as to dividends, the holders of the Company’s Common Stock may receive dividends out of funds legally available therefor if the Board, in its discretion, determines to issue dividends and then only at the times and in the amounts that the Board may determine. The Company has not paid any dividends on the Company’s Common Stock and do not contemplate doing so in the foreseeable future. Voting Rights Each holder of the Common Stock is entitled to one vote for each share of Common Stock held by such stockholder. No Preemptive or Similar Rights The Company’s Common Stock is not entitled to preemptive rights, and is not subject to conversion, redemption or sinking fund provisions. Liquidation Upon the dissolution, liquidation or winding up of the Company, after payment or provision for payment of the debts and other liabilities of the Company and subject to the rights, if any, of the holders of any outstanding series of Preferred Stock or any class or series of stock having a preference over or the right to participate with the Common Stock with respect to the distribution of assets of the Company upon such dissolution, liquidation or winding up of the Company, the holders of Common Stock shall be entitled to receive the remaining assets of the Company available for distribution to its stockholders ratably in proportion to the number of shares held by them. The following is a summary of common stock issuances for the year ended June 30, 2023: ● During the year ended June 30, 2023, as part of the September 2022 Offering, the Company sold 300,000 25.00 25.00 7,536,000 1,568,130 6,854,418 681,582 5,286,288 2,778,427 2,265,927 50 2,000,000 7 512,500 ● During the year ended June 30, 2023, on December 21, 2022, the Company closed an offering (the “Registered Direct Offering”) in which it sold: (a) 70,650 178,500 9.37 0.10 2,316,686 2,316,686 170,001 2,146,685 1,073,343 1,073,343 178,500 17,850 ● During the year ended June 30, 2023, the Company and the Holder of our Senior Convertible Note effected debt for equity exchanges under the Senior Convertible Note of $ 19,261,583 2,242,143 3,616,372 ● During the year ended June 30, 2023, in connection with his appointment as Chief Executive Officer, the Company granted the Chief Executive Officer, Mr. Igelman, an award of 25,000 7.36 ● During the year ended June 30, 2023, the Company issued 111,391 131,330 ● During the year ended June 30, 2023, in connection with the Reverse Stock Split, the Company issued 36,781 The following is a summary of Common Stock issuances for the year ended June 30, 2022: ● During the year ended June 30, 2022, as part of the March 2022 Offering, the Company sold 150,000 100.00 100.00 15,020,925 3,449,925 13,625,925 1,395,000 9,553,500 607,500 35,000,000 ● During the year ended June 30, 2022, the Company issued 3,325 224.84 748,149 ● During the year ended June 30, 2022, the Company issued 140 481.95 67,479 ● During the year ended June 30, 2022, the Company issued 11,658 4,005,267 3,885,109 343.56 ● During the year ended June 30, 2022, the holder of the Senior Convertible Note converted an aggregate conversion value of $ 10,652,648 25,145 423.57 At-the Market Equity Offering Program On September 3, 2021, the Company entered “at the market” equity offering program to sell up to an aggregate of $ 20,000,000 11,658 4,005,267 Subsequent to year ended June 30, 2023, on September 15, 2023, the Company entered into a new “at the market” equity offering program to sell up to an aggregate of $ 7,186,257 Common Stock Warrants On May 22, 2023, closed the issuance of the Series D Preferred Stock, that included the issuance of (i) 4,300 1,000 1,433,333 1.96 4,300 1,000 4,300,000 341,000 3,959,000 On December 21, 2022, the Company entered into a securities purchase agreement with an institutional investor. The offering included (a) 70,650 178,500 9.37 0.10 0.10 178,500 17,850 On September 19, 2022, the Company closed the September 2022 Offering, in which it sold 300,000 25.00 300,000 25.00 36,000 1.00 36,000 September 19, 2027 On March 2, 2022, the Company closed the March 2022 Offering, in which it sold 150,000 100.00 150,000 100.00 22,500 1.00 20,925 March 2, 2027 On June 2, 2021, the Company issued 20,000 20,000 1,750.00 June 2, 2025 June 2, 2023 On April 16, 2020, the Company closed an offering, (the “April 2020 Offering”), in which it sold 19,800 39,600 425 2,094 2,094 1.00 11,368 April 14, 2025 no In connection with the April 2020 Offering the Company also issued 12,172 24,345 425 4,138,585 406 Subsequent to year end, on August 15, 2023, the Company closed August RD SPA agreement with the Holder. The August RD SPA relates to the offering of (i) 1,000,000 0.001 0.1935 4,167,959 0.1935 0.001 0.001 A summary of the warrant activity follows: Schedule of Warrant Activity Number of Warrants Weighted Average Exercise Price Weighted Average Remaining Life (Years) Intrinsic Value Outstanding, July 1, 2021 53,506 1,418.98 3.14 8,743,588 Issued 172,500 100.00 Exercised — — Forfeited or cancelled — — Outstanding, June 30, 2022 226,006 412.26 4.07 — Issued 1,947,833 7.83 Exercised (178,500 ) 0.10 Forfeited or cancelled (20,000 ) 1,750.00 Outstanding June 30, 2023 1,975,339 1.76 4.63 — Common Stock Options On September 10, 2020, the Board adopted the 2020 Equity and Incentive Plan (the “2020 Plan”) that provides for the issuance of incentive and non-qualified stock options, restricted stock, restricted stock units and stock appreciation rights to officers, employees, directors, consultants, and other key persons. Under the 2020 Plan, the maximum number of shares of Common Stock authorized for issuance was 15,000 Each year on January 1, for a period of up to nine years, the maximum number of shares authorized for issuance under the 2020 Plan is automatically increased by 2,340 shares 22,019 16,398 25,000 7.70 A summary of the Company’s stock option activity is as follows: Schedule of Stock Option Activity Number of Options Weighted Average Exercise Price Outstanding, June 30, 2021 4,747 $ 549.29 Granted 11,202 671.00 Exercised (140 ) 482.00 Cancelled (4,704 ) 653.64 Outstanding, June 30, 2022 11,105 628.71 Granted 25,000 7.36 Exercised - - Cancelled (5,484 ) 616.54 Outstanding, June 30, 2023 30,621 $ 123.88. As of June 30, 2023, the weighted average remaining life of the options outstanding was 8.35 18,121 706.40 42,156 six months Stock Based Compensation During the years ended June 30, 2023 and 2022, the Company recorded stock-based compensation expense of $ 964,147 5,165,653 As of June 30, 2023, other than the amounts related to the Chief Executive Officer’s stock options of $ 42,156 0.5 25,000 Schedule of Weighted Average Assumptions Valued Using Black-Scholes Option Pricing Model Year ended Expected term, in years 5 Expected volatility 164.62 % Risk-free interest rate 4.09 % Dividend yield — Grant date fair value $ 3.68 As of June 30, 2022, unamortized stock compensation for stock options was $ 1,074,485 0.25 Year ended Expected term, in years 2.81 Expected volatility 150.82 % Risk-free interest rate 0.45 % Dividend yield — Grant date fair value $ 534.00 Preferred Stock The Company is authorized to issue 10,000,000 Series C Convertible Preferred Stock On April 19, 2023, the Company entered into an agreement with the Holder (the “Note to Preferred Stock Exchange Agreement”) to convert the $ 15,230,024 20,000 15,230 0.001 1,000 The terms and provisions of the Series C Preferred Stock were set forth in a Series C Convertible Preferred Stock Certificate of Designations (the “Series C Certificate of Designations”), filed and effective with the Secretary of State of the State of Nevada in connection with the closing on April 28, 2023. The transactions contemplated by the Note to Preferred Stock Exchange Agreement and the Series C Certificate of Designations were approved by our Board. Ranking The Series C Preferred Stock, with respect to the payment of dividends, distributions and payments upon the liquidation, dissolution and winding up of the Company, ranks equal to the 10 Adjustments In the event that the Company grants, issues or sells (or enters into any agreement to grant, issue or sell), or is deemed to have granted, issued or sold, any shares of common stock, but excluding certain excluded issuances as described in the Series C Certificate of Designation, for a consideration per share (the “New Issuance Price”) less than a price equal to the Conversion Price in effect immediately prior to such granting, issuance or sale or deemed granting, issuance or sale (the foregoing a “Dilutive Issuance”), then, immediately after such Dilutive Issuance, the Conversion Price then in effect shall be reduced to an amount equal to the New Issuance Price, subject to certain exceptions described in the Series C Certificate of Designations. If the Company effects any stock split, stock dividend, recapitalization or otherwise or any combination, reverse stock split or otherwise then in each such case the calculations with respect to the Conversion Price and similar terms shall be adjusted accordingly, all as more fully described in the Series C Certificate of Designations. If there occurs any stock split, stock dividend, stock combination recapitalization or other similar transaction involving the common stock (each, a “Stock Combination Event”, and such date thereof, the “Stock Combination Event Date”) and the Event Market Price (as defined below) is less than the Conversion Price then in effect (after giving effect to the automatic adjustment above), then on the sixteenth (16th) trading day immediately following such Stock Combination Event Date, the Conversion Price then in effect on such sixteenth (16th) trading day (after giving effect to the automatic adjustment above) shall be reduced to the Event Market Price. “Event Market Price” means, with respect to any Stock Combination Event Date, 80 Purchase Rights If at any time the Company grants, issues or sells any options, convertible securities, or rights to purchase stock, warrants, securities or other property pro rata to all or substantially all of the record holders of any class of Common Stock (the “Purchase Rights”), then each holder of Series C Preferred Stock will be entitled to acquire, upon the terms applicable to such Purchase Rights, the aggregate Purchase Rights which such holder of Series C Preferred Stock could have acquired if such holder of Series C Preferred Stock had held the number of shares of common stock acquirable upon complete conversion of all the Series C Preferred Stock held by such holder of Series C Preferred Stock immediately prior to the date as of which the record holders of shares of common stock are to be determined for the grant, issue or sale of such Purchase Rights; subject to certain limitations on beneficial ownership. Conversion The Series C Certificate of Designations contemplates that the Series C Preferred Stock will be convertible into common stock (the “Conversion Shares”) at the option of the holder of Series C Preferred Stock at any time from time to time after the date of issuance thereof. The number of Conversion Shares issuable upon conversion of any share of Series C Preferred Stock shall be determined by dividing (x) the Conversion Amount (as defined below) of a share of Series C Preferred Stock by (y) the lower of (i) the Conversion Price (as defined below); and (ii) the Alternate Conversion Price (as defined below), subject to the Floor Price (as defined below). “Conversion Amount” shall mean, with respect to each share of Series C Preferred Stock, the sum of (A) $ 1,000 2.50 90 0.44 Liquidation In the event of a liquidation, the holders of Series C Preferred Stock shall be entitled to receive in cash out of the assets of the Company, whether from capital or from earnings available for distribution to its shareholders (the “Liquidation Funds”), before any amount shall be paid to the holders of any of shares of common stock or other junior stock, but pari passu with any parity stock then outstanding, such as the Series A Preferred Stock, an amount per preferred share equal to the greater of (A) 125 In addition, the Company will provide the holders of Series C Preferred Stock with notice of certain triggering events as defined in the Series C Certificate of Designations (each a “Triggering Event”) or if a holder of Series C Preferred Stock holder of Series C Preferred Stock Mandatory Redemption on Bankruptcy Triggering Event Upon any Bankruptcy Triggering Event, the Company shall immediately redeem, in cash, each share of Series C Preferred Stock then outstanding at a redemption price equal to the greater of (i) the product of (A) the Conversion Amount to be redeemed multiplied by (B) 115 115 Dividends Dividends on the Series C Preferred Stock will accrue daily at a rate equal to 8.0 0.50 Beneficial Ownership Limitation The Series C Preferred Stock cannot be converted into common stock if the holder of Series C Preferred Stock 9.99 holder of Series C Preferred Stock 9.99 Voting Rights The holders of the Series C Preferred Stock shall have no voting power and no right to vote on any matter at any time, either as a separate series or class or together with any other series or class of shares of capital stock, and shall not be entitled to call a meeting of such holders of Series C Preferred Stock Without first obtaining the affirmative vote of the Holder, voting together as a single class, the Company shall not: (a) amend or repeal any provision of, or add any provision to, its Certificate of Incorporation or Bylaws, or file any Certificate of Designations or articles of amendment of any series of shares of preferred stock, if such action would adversely alter or change in any respect the preferences, rights, privileges or powers, or restrictions provided for the benefit of the Series C Preferred Stock hereunder, regardless of whether any such action shall be by means of amendment to the Certificate of Incorporation or by merger, consolidation or otherwise; (b) increase or decrease (other than by conversion) the authorized number of Series C Convertible Preferred Stock; (c) create or authorize (by reclassification or otherwise) any new class or series of Senior Preferred Stock or Parity Stock; (d) purchase, repurchase or redeem any shares of Junior Stock (other than pursuant to the terms of the Company’s equity incentive plans and options and other equity awards granted under such plans (that have in good faith been approved by the Board)); (e) pay dividends or make any other distribution on any shares of any Junior Stock; (f) issue any preferred stock other than as contemplated hereby or pursuant to the Exchange Agreement; or (g) whether or not prohibited by the terms of the Series C Preferred Stock, circumvent a right of the Series C Preferred Stock under the Certificate of Series C Certificate of Designations. Other Terms The terms of the Series C Preferred Stock prohibit the Company from subsequent financings at a price below the Conversion Price, unless approved by the holder of Series C Preferred Stock The Holder has the option to require the Company to use 50 The holder of Series C Preferred Stock The Conversion price has been subsequently impacted by the August 2023 Settlement Agreement, dated August 15, 2023 and the October 2023 Settlement Agreement, dated October 6, 2023 (Note 21). Series D Convertible Preferred Stock On April 30, 2023, the Company entered into and on May 22, 2023 subsequently closed the Securities Purchase Agreement (the “Series D SPA”) with the Holder. The Company designated 10,000 shares of preferred stock Series D Convertible Preferred Stock. The Series D SPA direct offering to the Holder included (i) 4,300 shares of new Series D Preferred Stock, $0.001 par value per share, for a price of $1,000 per share, (ii) common warrants to purchase 1,433,333 shares of our Common Stock at a price of $1.96 per share (the “Series D Preferred Common Warrants”), and (iii) preferred warrants to purchase 4,300 shares of our Series D Preferred Stock at a price of $1,000 per share 4,300,000 341,000 3,959,000 2,548,758 32,364 1,718,878 Schedule of Warrants Outstanding Fair Value Assumption May 22, 2023 Expected term, in years 2.00 Expected volatility 141.66 % Risk-free interest rate 4.18 % Discount rate 20.00 % Stock price $ 2.17 The Series D Preferred Warrants were valued by subtracting the stated value of the Series D Preferred Stock from the fair value of the Series D Preferred Stock on May 22, 2023, |