OPTIONS, RESTRICTED STOCK UNITS AND WARRANTS | NOTE 9 OPTIONS, RESTRICTED STOCK UNITS AND WARRANTS BioSig Technologies, Inc. 2023 Long-Term Incentive Plan On December 27, 2022, the Board of Directors of BioSig (the “Board”) approved the 2023 Long-Term Incentive Plan (the “Plan”) and on February 7, 2023 it was approved by the Company’s shareholders. The Plan provides for the issuance of options, stock appreciation rights, restricted stock, restricted stock units, performance awards, dividend equivalent rights, other awards, performance goals, and tandem awards which may be granted singly or in combination, or in tandem, to purchase up to 5,265,945 BIOSIG TECHNOLOGIES, INC. NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS SEPTEMBER 30, 2023 (unaudited) However, the exercise price of an Incentive Stock Option should not be less than 110% of fair value of the common stock at the date of the grant for a 10% or more stockholder and 100% of fair value for a grantee who is not 10% stockholder. The fair value of the common stock is determined based on the quoted market price or in absence of such quoted market price, by the Administrator in good faith. Additionally, the vesting period of the grants under the Plan will be determined by the Administrator, in its sole discretion, with an expiration period of not more than ten years. There are 626,099 Options Option valuation models require the input of highly subjective assumptions. The fair value of stock-based payment awards was estimated using the Black-Scholes option model with a volatility figure derived from historical stock prices of the Company. The Company accounts for the expected life of options using the based on the contractual life of options for non-employees. For employees, the Company accounts for the expected life of options in accordance with the “simplified” method, which is used for “plain-vanilla” options, as defined in the accounting standards codification. The risk-free interest rate was determined from the implied yields of U.S. Treasury zero-coupon bonds with a remaining life consistent with the expected term of the options. During the nine months ended September 30, 2023, the Company granted an aggregate of 1,229,500 The following table presents information related to stock options at September 30, 2023: SCHEDULE OF STOCK OPTIONS Options Outstanding Options Exercisable Weighted Average Exercisable Exercise Number of Remaining Life Number of Price Options In Years Options $ Under 1.00 351,000 8.9 288,247 1.00 1.99 2,076,500 9.1 592,485 2.00 2.99 855,375 8.1 709,121 3.00 3.99 367,466 3.0 367,466 4.00 4.99 975,916 4.9 940,055 5.00 5.99 144,132 5.9 139,538 6.00 6.99 336,542 4.0 336,542 7.00 7.99 157,720 5.0 157,720 Over 8.00 40,000 6.6 40,000 5,304,651 7.2 3,571,174 BIOSIG TECHNOLOGIES, INC. NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS SEPTEMBER 30, 2023 (unaudited) A summary of the stock option activity and related information for the Plan for the nine months ended September 30, 2023 is as follows: SCHEDULE OF STOCK OPTION ACTIVITY Shares Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term Aggregate Intrinsic Value Outstanding at December 31, 2022 4,555,484 $ 3.49 6.7 $ 3,000 Grants 1,229,500 $ 1.33 10.0 $ - Forfeited/expired (480,333 ) $ 4.47 Outstanding at September 30, 2023 5,304,651 $ 2.90 7.2 $ 13,395 Exercisable at September 30, 2023 3,571,174 $ 3.59 6.2 $ 13,395 The aggregate intrinsic value in the preceding tables represents the total pretax intrinsic value, based on options with an exercise price less than the stock price of BioSig of $ 0.4893 During the nine months ended September 30, 2023, the Company granted an aggregate of 1,229,500 1.33 ten years one three years The following assumptions were used in determining the fair value of options during the nine months ended September 30, 2023: SCHEDULE OF FAIR VALUE OF OPTIONS Risk-free interest rate 3.32 4.06 % Dividend yield 0 % Stock price volatility 94.44 97.56 % Expected life 5.5 6.0 Weighted average grant date fair value $ 1.03 The fair value of all options vesting during the three and nine months ended September 30, 2023 of $ 502,662 1,142,185 416,906 1,423,292 1,391,743 0.61 BIOSIG TECHNOLOGIES, INC. NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS SEPTEMBER 30, 2023 (unaudited) Warrants The following table summarizes information with respect to outstanding warrants to purchase common stock of BioSig at September 30, 2023: SCHEDULE OF OUTSTANDING WARRANTS Exercise Number Expiration Price Outstanding Date $ 0.4066 250,000 November 2032 $ 0.4455 1,130,012 June 2028 $ 0.4925 563,042 March 2029 $ 0.4929 769,896 March 2029 $ 0.5136 1,160,372 July 2028 $ 0.7181 957,596 July 2028 $ 0.7502 98,436 July 2028 $ 0.7963 883,206 August 2028 $ 0.9000 217,083 June 2027 $ 0.9596 843,884 January 2029 $ 1.0099 191,154 August 2028 $ 1.0260 517,030 September 2028 $ 1.0468 842,881 September 2028 $ 1.1300 404,089 October 2028 $ 1.3280 961,924 November 2028 $ 1.4000 1,740,130 September 2025 $ 4.8000 250,000 February 2025 to July 2026 $ 6.1600 568,910 November 2027 12,349,645 During the nine months ended September 30, 2023, the Company issued warrants to purchase an aggregate of 7,504,277 689,233 0.8381 During the nine months ended September 30, 2023, the Company issued 43,601 60,976 A summary of the warrant activity for the nine months ended September 30, 2023 is as follows: SCHEDULE OF WARRANT ACTIVITY Shares Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term Aggregate Intrinsic Value Outstanding at December 31, 2022 4,217,111 $ 1.89 4.3 $ 3,960 Issued 8,193,510 $ 0.84 5.2 - Exercised (60,976 ) $ 0.41 - - Outstanding at September 30, 2023 12,349,645 $ 1.20 4.6 $ - Vested and expected to vest at September 30, 2023 12,349,645 $ 1.20 4.6 $ 70,170 Exercisable at September 30, 2023 8,806,810 $ 1.32 4.3 $ 70,170 BIOSIG TECHNOLOGIES, INC. NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS SEPTEMBER 30, 2023 (unaudited) The aggregate intrinsic value in the preceding tables represents the total pretax intrinsic value, based on options with an exercise price less than the company’s stock price of $ 0.4893 Restricted Stock Units The following table summarizes the restricted stock activity for the nine months ended September 30, 2023: SCHEDULE OF RESTRICTED STOCK ACTIVITY Restricted shares issued as of January 1, 2023 239,584 Granted 872,500 Vested and issued (299,584 ) Vested restricted shares as of September 30, 2023 - Unvested restricted shares as of September 30, 2023 812,500 On January 29, 2023, in connection with a separation agreement, the Company granted 125,000 92,500 On March 27, 2023, the Company granted an aggregate of 187,500 223,125 On June 26, 2023, the Company granted an aggregate of 260,000 vesting quarterly over one year 301,600 On August 15, 2023, the Company granted an aggregate of 300,000 vesting quarterly over one year 190,920 Stock based compensation expense related to restricted stock grants was $ 172,717 379,243 105,092 246,633 536,557 ViralClear Pharmaceuticals, Inc. 2019 Long-Term Incentive Plan On September 24, 2019, ViralClear’s Board of Directors approved the 2019 Long-Term Incentive Plan (as subsequently amended, the “ViralClear Plan”). The ViralClear Plan was approved by BioSig as ViralClear’s majority stockholder. The ViralClear Plan provides for the issuance of options, stock appreciation rights, restricted stock and restricted stock units to purchase up to 4,000,000 However, the exercise price of an Incentive Stock Option should not be less than 110% of fair market value of the common stock at the date of the grant for a 10% or more stockholder and 100% of fair market value for a grantee who is not 10% stockholder. Additionally, the vesting period of the grants under the ViralClear Plan will be determined by the Administrator, in its sole discretion, with an expiration period of not more than ten years 2,650,071 BIOSIG TECHNOLOGIES, INC. NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS SEPTEMBER 30, 2023 (unaudited) ViralClear Options The following table presents information related to stock options at September 30, 2023: Options Outstanding Options Exercisable Weighted Average Exercisable Exercise Number of Remaining Life Number of Price Options In Years Options $ 5.00 25,000 0.75 25,000 The fair value of all options vesting during the three and nine months ended September 30, 2023 of $ 0 0 36,520 0 Warrants (ViralClear) The following table presents information related to warrants (ViralClear) at September 30, 2023: SCHEDULE OF INFORMATION RELATED TO WARRANTS Exercise Number Expiration Price Outstanding Date $ 5.00 473,772 November 2027 10.00 6,575 May 2025 480,347 Restricted stock units (ViralClear) The following table summarizes the restricted stock activity for the nine months ended September 30, 2023: SCHEDULE OF RESTRICTED STOCK ACTIVITY Total restricted shares outstanding at September 30, 2023: 1,078,679 Comprised of: Vested restricted shares as of September 30, 2023 678,679 Unvested restricted shares as of September 30, 2023 400,000 Total 1,078,679 Stock based compensation expense related to restricted stock unit grants of ViralClear was $ (1,970,931) (1,941,861) 14,535 (1,086,628) no BIOSIG TECHNOLOGIES, INC. NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS SEPTEMBER 30, 2023 (unaudited) BioSig AI Sciences, Inc. Warrants (BioSig AI) The following table summarizes information with respect to outstanding warrants to purchase common stock of BioSig AI at September 30, 2023: SCHEDULE OF INFORMATION RELATED TO WARRANTS Exercise Number Expiration Price Outstanding Date $ 1.00 130,500 June-July 2028 In June and July 2023, the BioSig AI issued warrants to purchase an aggregate of 130,500 1.00 five years A summary of the warrant activity for the nine months ended September 30, 2023 is as follows: SCHEDULE OF WARRANT ACTIVITY Shares Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term Outstanding at December 31, 2022 - - - Issued 130,500 $ 1.00 5.0 Outstanding at September 30, 2023 130,500 $ 1.00 5.0 Vested and expected to vest at September 30, 2023 130,500 $ 1.00 5.0 Exercisable at September 30, 2023 130,500 $ 1.00 5.0 |