Common Stock and Warrants | NOTE 13 - COMMON STOCK AND WARRANTS On October 23, 2020, the Company approved and declared a reverse stock split of all its outstanding common stock at a ratio of 1-for-4 shares; this reverse stock split was made effective on December 29, 2020. All references to number of shares and price per share data have been retroactively adjusted for this reverse stock split for all periods presented. Equity Incentive Plan On July 10, 2020, our Board of Directors unanimously approved the PetVivo Holdings, Inc “2020 Equity Incentive Plan” (the “2020 Plan”), subject to approval by our stockholders at the Regular Meeting of Stockholders held on September 22, 2020, when it was approved by our stockholders and became effective. The number of shares of our common stock available and that may be issued as awards under the 2020 Plan is 1,000,000 shares. Unless sooner terminated by the Board, the 2020 Plan will terminate at midnight on July 10, 2030. Eligible Participants Administration Shares Available for Awards ● the maximum aggregate number of shares of Common Stock granted as an Award to any Non-Employee Director in any one Plan Year will be 10,000 shares; provided that such limit will not apply to any election of a Non-Employee Director to receive shares of Common Stock in lieu of all or a portion of any annual Board, committee, chair or other retainer, or any meeting fees otherwise payable in cash. Types of Awards The 2020 Plan permits the following types of awards: stock options, stock appreciation rights, restricted stock awards, restricted stock units, deferred stock units, performance awards, non-employee director awards, other stock-based awards, and dividend equivalents. As of December 31, 2020, the Company has not awarded any shares pursuant to the 2020 Plan. Common Stock On December 29, 2020, the Company effected a reverse stock split of all its outstanding common stock at a ratio of 1-for-4 shares. Pursuant to this reverse stock split, each four (4) shares of PetVivo’s outstanding common stock, $.001 par value per share, was combined and converted into one (1) post-split outstanding shares of common stock, $.001 par value per share. This reverse stock split affected all PetVivo shareholders uniformly and accordingly did not alter any shareholder’s percentage interest or ownership of PetVivo equity. Through the date of this filing, 724 shares of common stock have been issued due to rounding up of fractional shares. During the nine-month period ended December 31, 2020 the Company issued 991,014 shares of common stock as follows: i) 30,000 shares valued at $40,680 and recorded in Stock-based compensation to a service provider for video marketing services over a 6-month term; ii) 20,000 shares with a relative value of $34,709 pursuant to a purchase of 20,000 units whereby a unit is made up of 1 share of common stock and ½ warrant. The value of $34,709 along with the relative value of the warrants associated with this transaction of $17,291 ($52,000 total) was recorded during the quarter ended March 31, 2020 to Common Stock Subscribed and moved to Additional Paid in Capital and Capital Stock upon receipt of funds and issuance of shares of common stock during the quarter ended June 30, 2020; iii) 12,500 shares valued at $22,000 on July 1, 2020 to two service providers as follows: a) 10,000 to a marketing and investor relations service provider valued at $17,600 that was recorded to stock-based compensation; and b) 2,500 to a legal service provider valued at $4,400 that was recorded to stock-based compensation; iv) 15,257 shares valued at $12,053 on July 24, 2020 to one warrant holder whereby this warrant holder converted on a cashless basis 25,000 warrants into 15,257 shares of common stock and the warrant had an exercise price of $1.20 per share; v) 226,071 shares during August and September of 2020 in exchange for $316,500 in cash to four accredited investors; vi) 162,252 shares valued at $486,755 to directors and officers on September 14, 2020 as bonuses for work over the past two years and recorded to stock-based compensation as follows: a. 33,619 to John Lai b. 26,217 to John Carruth c. 22,993 to John Dolan d. 10,789 to Gregory Cash e. 10,711 to David Deming f. 10,627 to Robert Rudelius g. 10,550 to Randy Meyer h. 9,302 to Jim Martin i. 9,300 to Scott Johnson j. 9,209 to Joseph Jasper k. 8,935 to David Masters vii) 25,003 shares valued at $25,383 to three directors on August 14, 2020, pursuant to their conversions of notes in the total outstanding balance amount of $25,382 made up of $25,000 in principal and $382 in accrued interest; these notes had a set conversion price of $1.02 per share. viii) 263,568 shares in October of 2020 pursuant to conversion of $368,995 in principal and accrued interest of the RDCN valued at $1,729,005 as outlined in this Form 10-Q’s Note 8; ix) 32,347 shares in October of 2020 pursuant to John Lai’s cashless exercise of a warrant for purchase of 42,188 shares of common stock at a strike price of $1.33/sh; x) 202,499 shares in October, November and December to 20 accredited investors pursuant to their exercising of warrants with strike prices of $2.22 for cash proceeds of $449,993 recorded to cash paid to exercise warrants; and xi) 793 shares in October of 2020 pursuant to a warrant holder’s cashless exercise of a warrant for purchase of 6,750 shares of common stock at a strike price of $4.44/sh. During the nine months ended December 31, 2019, the Company issued 652,466 shares of common stock as follows: i) 87,000 shares to John Lai pursuant to a Settlement Agreement whereby Mr. Lai agreed to release the Company of all claims through the date of the agreement, September 11, 2019, including accrued compensation he had earned in the amount of $116,000 and hold the shares for a period of at least 3 years; ii) 143,952 shares to Randall Meyer pursuant to a Settlement Agreement whereby Mr. Meyer agreed to release the Company of all claims through the date of the agreement, September 11, 2019, including accrued compensation he had earned in the amount of $191,936 and hold the shares for a period of at least 3 years; iii) 51,000 shares to John Dolan pursuant to a Settlement Agreement whereby Mr. Dolan agreed to release the Company of all claims through the date of the agreement, September 11, 2019, including accrued compensation he had earned in the amount of $68,000 and hold the shares for a period of at least 3 years; and iv) 42,014 shares to a former employee pursuant to a Settlement Agreement dated August 29, 2019, whereby this individual agreed to release the Company of all claims, including compensation earned in the amount of $80,029; and v) 27,000 shares valued at $120,000 to a service provider for production services provided during the one-year period ended July 13, 2019 and recognized over that period on a pro-rata basis; and vi) 90,000 shares on September 13, 2019, to one shareholder that the Company sold in exchange for $100,000; vii) 67,500 shares valued at $102,000 to a service provider on September 18, 2019, in exchange for 12 months of video production and marketing services; viii) 121,500 shares to various accredited investors in exchange for $135,000 in cash, which equates to a price per share of $.28/share; ix) 22,500 shares to service providers for investor relations services to be performed by Barry Kaplan Associates during the six-month period ending in April 2020; x) On December 9, 2019, the Company entered into an agreement whereby we agreed to issue 37,500 shares of common stock to a service provider, Launchpad IR, at $1.68/share for total consideration of $70,500, for investor relations services. These shares remained unissued at the balance sheet date, December 31, 2019; xi) On December 31, 2019, the Company received $104,000 in exchange for 40,000 units, which equates to $2.60/unit, whereby a unit is made up of one share of common stock and ½ warrant share wherein the common stock was recorded at its relative fair value of $69,391 and the warrants are described below in this Note 13’s “Warrants” subsection. These shares remained unissued at the balance sheet date, December 31, 2019. On October 31, 2019, the Company’s Board of Directors also approved a compensation plan for John Lai that included his retention of 150,000 escrowed shares that he never returned to the Company’s Treasury. John Lai (CEO, President & Director), Randall Meyer (Director), and John Dolan (Secretary & Director) are all related parties, and the reduction of $375,936 as outlined in the above Roman numerals i through iii was included in Accrued Expenses – Related Party. The settlement of $80,029 for a former employee’s accrued salary as outlined in the above Roman numeral iv was accounted for as a reduction of Accounts Payable and Accrued Expenses. A loss on extinguishment of debt was recorded in the amount of $81,738 related to these transactions as indicated in Roman numerals i through iv above. Warrants During the nine-month period ended December 31, 2020, the Company granted warrants to purchase a total of 240,632 shares of common stock valued at $443,098, including: i) warrants for 10,000 shares, valued at $17,291 using the Black-Scholes model, to one investor, whereby the value was recorded during the quarter ended March 31, 2020 to Common Stock Subscribed and moved to Additional Paid in Capital upon receipt of funds and issuance of warrants on April 6, 2020, and further whereas the warrants vested immediately upon issuance and are exercisable at $4.00 per share for 3 years from the grant date of April 6, 2020; ii) warrants for 72,596 shares, valued at $160,307 using the Black-Scholes model, to directors, officers and consultants at prices between $1.40 and 1.60 per share with a weighted average price per share of $1.52 per share; and iii) warrants for 158,036 shares, valued at $265,500 using the Black-Scholes model, to an investor and broker, whereby the relative value as described in Note 9 of $91,500 was recorded to Warrants issued in conjunction with convertible debt on the statement of equity; the warrants have a cashless warrant exercise feature, are exercisable at $1.40 per share for a term of five years from the date of the grant of June 15, 2020 and vested immediately. These warrants’ values were arrived at by using the Black-Scholes valuation model with the following assumptions: i) an expected volatility of the Company’s shares on the date of the grants of between approximately 350% and 433%, based on historical volatility. ii) risk-free rates identical to the U.S. Treasury 3-year and 5-year treasury bill rates on the date of the grants between 0.29% and 1.16%. During the nine months ended December 31, 2019, the Company granted warrants to purchase a total of 433,633 shares of common stock valued at $914,730 including: i) warrants for 413,633 shares, valued at $880,121 to directors and officers that vested immediately and over terms ending October 2022, and are exercisable over five-year terms between $1.33 and 2.22 per share; and viii) warrants for 20,000 shares, issued as a detachable warrant in purchased units with a relative fair value of $34,609, whereby an accredited investor purchased 40,000 units for $104,000 at a rate of $2.60/unit and a unit equates to one share of common stock and one-half warrant, and furthermore where the warrants are exercisable for a term of 3 years, have a strike price of $4.00/share and vested immediately. These warrants’ values were arrived at by using the Black-Scholes valuation model with the following assumptions: i) an expected volatility of the Company’s shares on the date of the grants ranging between approximately 313% and 361%, which was arrived at by taking the number of trading days during the year ended on the date of the grant multiplied by the standard deviation of the percentage change in the closing market price on a day-by-day basis; and ii) a risk-free rate identical to the U.S. Treasury 13-week treasury bill rate on the date of the grants between 2.30% and 1.51%. During the nine months ended December 31, 2019, the Company cancelled 81,000 warrants to purchase a total of 81,000 shares of common stock including: i) warrants for 67,500 shares, valued at $300,770 using the Black-Scholes model, $117,144 in expense of which had yet to be taken at the time of cancellation were cancelled pursuant to the terms of such warrants dictating cancellation upon the two-month anniversary of a cease of service; and ii) warrants for13,500 shares that were never originally valued, were to be vested upon billing from service providers, and were cancelled due to termination of these relationships. A summary of warrant activity for the year ending March 31, 2020 and nine-month period ending December 31, 2020 is as follows: Number of Weighted- Warrants Weighted- Outstanding, March 31, 2019 954,745 2.20 758,759 2.16 Granted 476,425 2.07 Cashless warrant exercises (84,375 ) 1.27 Expired (22,500 ) 2.22 Canceled (99,000 ) 2.32 Outstanding, March 31, 2020 1,225,295 2.12 1,018,092 2.13 Issued in conjunction with convertible debt 158,036 1.40 Sold for cash 10,000 4.00 Issued and granted 72,596 1.52 Exercised for cash (202,499 ) 2.22 Cashless warrant exercises (116,125 ) 1.49 Expired (22,500 ) 7.56 Outstanding, December 31, 2020 1,124,803 1.99 1,100,306 1.87 At December 31, 2020, the range of warrant prices for shares under warrants and the weighted-average remaining contractual life is as follows: Warrants Outstanding Warrants Exercisable Range of Warrant Exercise Price Number of Warrants Weighted- Average Exercise Price Weighted- Average Remaining Contractual Life (Years) Number of Warrants Weighted- Average Exercise Price 1.20-2.00 696,190 1.36 4.61 850,568 1.34 2.01-4.00 320,438 2.39 3.67 134,813 2.62 4.01-10.00 108,175 4.94 1.75 114,925 4.91 Total 1,124,803 1.99 4.07 1,100,306 1.87 For the nine-month periods ended December 31, 2020 and 2019, the total stock-based compensation on all instruments was $889,597 and $791,256, respectively. It is expected that the Company will recognize expense after December 31, 2020 related to warrants issued, outstanding, and valued using the Black Scholes pricing model as of December 31, 2020 in the amount of approximately $287,000. |