STOCKHOLDERS’ EQUITY | NOTE 8 — STOCKHOLDERS’ EQUITY Preferred Stock 10,000,000 0.0001 0 Common Stock 100,000,000 0.0001 63,698,144 53,007,082 Voting — Dividends — Liquidation Rights — Purchase Agreement with Lincoln Park Capital On July 8, 2020, the Company entered into a purchase agreement (the “2020 Purchase Agreement”) with Lincoln Park Capital Fund, LLC (“Lincoln Park”), pursuant to which the Company may sell and issue to Lincoln Park, and Lincoln Park is obligated to purchase, up to $ 20,000,000 August 1, 2023 In consideration for entering into the 2020 Purchase Agreement, the Company issued 139,567 As of October 17, 2022, the Company no longer had access to the 2020 Purchase Agreement as the Company is no longer able to use the registration statement on Form S-3 that registered the shares issuable to Lincoln Park under the Purchase Agreement. On June 20, 2023, the Company entered into a purchase agreement (the “2023 Purchase Agreement”) with Lincoln Park, pursuant to which the Company may sell and issue to Lincoln Park, and Lincoln Park is obligated to purchase, up to $ 20,000,000 In consideration for entering into the 2023 Purchase Agreement, the Company issued 696,021 During the years ended June 30, 2023 and June 30, 2022 we issued zero 0 497,340 0 4,676,399 March 2023 Private Placement In March 2023, the Company issued 2,378,070 1,189,036 2,711,000 1.14 1.14 June 2023 Private Placement Pursuant to a private placement offering, on June 26, 2023, the Company issued 4,718,532 2,359,266 shares of Common Stock resulting in proceeds of $ 1,300,823 0.53 per share. The combined purchase price for one share of Common Stock and one warrant was $ 0.53 per share. The private placement was made directly by the Company to persons who are not U.S. persons in reliance upon Regulation S of the Securities Act of 1933. No underwriter or placement agent was engaged by the Company for this private placement. Common Stock Issuances On June 26, 2023, all outstanding $ 1,200,000 2,264,150 1,132,075 One June 26, 2023, the Company issued 4,718,532 shares of Common Stock and warrants to purchase 2,359,266 shares of common stock resulting in proceeds of $ 1,300,823 1,200,000 5 0.53 0.53 On June 20, 2023, the Company issued 696,021 On April 27, 2023, there were 100,000 120,000 During March 2023, the Company issued 2,378,070 1,189,036 2,711,000 5 1.14 1.14 On February 10, 2023, there were 100,000 108,000 On December 30, 2022, the Company issued 198,439 204,392 On July 14, 2022, certain of our warrant holders exercised warrants to purchase 1,250,000 1,625,000 2.21 2,762,500 2.21 On June 17, 2022, the Company issued 47,115 299,178 During the period ending June 30, 2022, the Company issued 497,340 9.25 4,676,399 On April 4, 2022, the Company issued 1,700 2.89 4,913 On January 11, 2022, the Company issued 6,266 40,561 On December 28, 2021, there were 35,000 252,350 On December 24, 2021, the Company issued 100,000 1.30 130,000 7.98 798,000 2017 Warrants On July 14, 2022, certain of our warrant holders exercised warrants to purchase 1,250,000 1,625,000 This non-cash earn-out distribution impacted stockholders’ equity in the amount of $ 2,762,500 2.21 419,182 Acquisition of Renovaro Biopharma / Contingently issuable shares On February 16, 2018, the acquisition of Renovaro Biopharma was completed. As part of the acquisition, the stockholders of Renovaro Biopharma received (i) 18,081,962 shares of Common Stock, and (ii) the right to receive Contingent Shares of Common Stock pro rata upon the exercise or conversion of warrants, which were outstanding at closing. As of June 30, 2023, no Acquisition of Renovaro Denmark At June 30, 2023 and 2022, the Company maintained a reserve of 17,414 167,639 no Stock-based Compensation The Company recognizes compensation costs for stock option awards to employees based on their grant-date fair value. The value of each stock option is estimated on the date of grant using the Black-Scholes option-pricing model. In the year ended June 30, 2023, the weighted-average assumptions used to estimate the grant date fair values of the stock options granted using the Black-Scholes option-pricing model are as follows: Schedule of weighted-average assumptions used to estimate the fair values of the stock options granted Renovaro Biosciences Inc. Expected term (in years) 5.3 6.5 Volatility 84.66 92.36 % Risk free interest rate 2.70 4.24 % Dividend yield 0 % The Company recognized stock-based compensation expense related to all equity instruments of $ 3,535,051 5,490,602 1,462,866 Plan Options On February 6, 2014, the Board adopted the Company’s 2014 Equity Incentive Plan (the “2014 Plan”), and the Company reserved 1,206,000 On October 30, 2019, the Board approved and on October 31, 2019, the Company’s stockholders adopted Renovaro’s 2019 Equity Incentive Plan (the “2019 Plan”), which replaced the 2014 Plan. The 2019 Plan authorized options to be awarded to not exceed the sum of (1) 6,000,000 new shares, and (2) the number of shares available for the grant of awards as of the effective date under the 2014 Plan plus any options related to awards that expire, are terminated, surrendered, or forfeited for any reason without issuance of shares under the 2014 Plan after the effective date of the 2019 Plan. Pursuant to the 2019 Plan, the Company granted options to purchase 193,000 3,219,200 During the year ended June 30, 2023 and 2022, the Company granted options to purchase 184,800 issued, 18,960 0 0 0 During the year ended June 30, 2023 and 2022, the Company granted options to purchase 73,200 issued, 12,640 65,000 shares of Common stock, respectively, to employees with a one-year vesting period. During the years ended June 30, 2023 and 2022, the Company granted options to purchase 355,359 103,668 During the years ended June 30, 2023, and 2022, the Company granted options to purchase zero 0 60,000 During the years ended June 30, 2023, and 2022, the Company granted options to purchase 75,000 29,642 During the years ended June 30, 2023 and 2022, the Company granted options to purchase zero 0 21,979 All of the above options are exercisable at the market price of the Company’s Common Stock on the date of the grant. To date the Company has granted options under the Plan (“Plan Options”) to purchase 5,710,001 A summary of the Plan Options outstanding at June 30, 2023 is presented below: Schedule of stock options outstanding Options Outstanding Options Exercisable Exercise Number Outstanding Weighted Average Remaining Contractual Life (years) Weighted Average Exercise Price Number Exercisable Weighted Average Remaining Contractual Life (years) Weighted Average Exercise Price $ 0.94 4.50 1,094,715 8.74 $ 2.14 405,296 7.57 $ 2.92 $ 4.51 6.50 2,503,102 7.62 $ 4.89 1,168,102 7.11 $ 5.26 $ 6.51 12.00 803,393 7.20 $ 8.02 694,016 7.00 $ 7.98 Total 4,401,211 7.82 $ 4.78 2,267,415 7.16 $ 5.68 A summary of changes since July 1, 2022 are presented below: Schedule of stock option activity Weighted Average Weighted Average Weighted Average Shares Exercise Price Remaining Life Intrinsic Value Outstanding at July 1, 2022 4,307,820 $ 5.37 8.55 $ — Granted 881,359 1.83 Exercised — — Forfeited (787,968 ) 4.68 Expired/Canceled — Outstanding at June 30, 2023 4,401,211 $ 4.78 7.82 $ — Exercisable at June 30, 2023 2,267,415 $ 5.68 7.16 $ — At June 30, 2023, the Company has 2,267,415 Common Stock Purchase Warrants A summary of the warrants outstanding at June 30, 2023, and changes in the warrants in the year ended June 30, 2023 are presented below: Schedule of common stock purchase warrants outstanding Weighted Average Weighted Average Underlying Shares Exercise Price Remaining Life Outstanding at July 1, 2022 1,250,000 $ 1.30 0.03 Granted 3,548,302 0.73 4.80 Exercised (1,250,000 ) 1.30 — Cancelled/Expired — — — Outstanding and exercisable at June 30, 2023 3,548,302 $ 0.73 4.80 Schedule of common stock purchase warrants Outstanding Equivalent Shares Exercisable Exercise Prices Underlying Shares Weighted Average Remaining Contractual Life (years) Weighted Average Exercise Price Number Exercisable Weighted Average Exercise Price $ 0.53 1.14 3,548,302 4.80 $ 0.73 3,548,302 $ 0.73 Restricted Stock Units (RSUs) The Company recognized stock-based compensation expense related to RSUs of zero 0 258,559 Restricted Stock Awards (RSA) The Company recognized stock-based compensation expense related to RSAs of $ 108,000 0 a grant of 100,000 |