Stockholders' Equity | 8. Stockholders’ Equity Common Stock January 2021 and February 2021 At the Market Offerings On January 8, 2021, the Company entered into a sales agreement with Maxim Group LLC and filed a prospectus supplement pursuant to which the Company could sell up to $10,000,000 worth of shares of our common stock in an “at the market” offering through the distribution agent (the “January 2021 1st ATM Offering”). The offer and sale of the shares was made pursuant to a shelf registration statement on Form S-3 and the related prospectus filed by the Company with the Securities and Exchange Commission and declared effective by the SEC on September 24, 2020. The Company agreed to pay Maxim a commission equal to 3.0% of the aggregate gross proceeds from each sale of shares. On January 15, 2021, the Company completed the January 2021 1st ATM Offering, pursuant to which the Company sold an aggregate of 2,559,834 shares of its common stock and raised net proceeds (after deduction for sales commissions) of approximately $9,700,000. On January 28, 2021, the Company entered into a sales agreement with Maxim Group LLC and filed a prospectus supplement pursuant to which the Company could sell up to $25,000,000 worth of shares of our common stock in an “at the market” offering through the distribution agent (the “January 2021 2nd ATM Offering”). On February 10, 2021, the Company completed the January 2021 2nd ATM Offering, pursuant to which the Company sold an aggregate of 5,006,900 shares of its common stock and raised net proceeds (after deduction for sales commissions) of approximately $24,250,000. The Company incurred costs related to these financings of approximately $327,000 which is reflected as a reduction to the proceeds from the shares issued. The net cash received from both offerings after all expenses were approximately $33,623,000. Nasdaq Compliance As previously noted in the Company’s Form 10-K for the fiscal year ended December 31, 2020, on September 20, 2019, the Company received notice from the Listing Qualifications staff (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) indicating that, based upon the closing bid price of the Company’s common stock for the previous 30 consecutive business days, the Company no longer satisfied the requirement to maintain a minimum bid price of $1.00 per share, as required by Nasdaq Listing Rule 5550(a)(2) (the “Bid Price Rule”). The Company originally had until March 18, 2020, to regain compliance with the Bid Price Rule; however, Nasdaq granted an extension until November 30, 2020. The Company was unable to regain compliance with the Bid Price Rule by November 30, 2020. Accordingly, on December 1, 2020, the Company received a letter from the Staff notifying it that its Common Stock would be subject to delisting from Nasdaq unless the Company timely appealed Nasdaq’s determination to a Nasdaq Listing Qualifications Panel (the “Panel”). The Company timely appealed Nasdaq’s determination to the Panel. On January 26, 2021, the Company received written notification that the Panel granted the Company an extension for continued listing through March 15, 2021. On March 1, 2021, the Company implemented the Reverse Stock Split (see Note 1) in an effort to regain compliance with the Bid Price Rule. Following the Reverse Stock Split mentioned above, on March 15, 2021, the Company received a letter from the Staff notifying it that it had regained compliance with the Bid Price Rule. The letter stated the staff had determined that for the prior 10 consecutive business days, from March 1, 2021 to March 12, 2021, the closing bid price of the Company’s common stock had been at $1.00 per share or greater and that accordingly, the Company had regained compliance with the Bid Price Rule, and that the matter was closed. Warrants A summary of the Company’s warrant activity is as follows: Shares Weighted Weighted December 31, 2020 2,132,758 $ 2.48 3.81 Granted - - - Forfeitures - - - Expirations - - - Exercised (1,647,691 ) 2.26 - March 31, 2021, all exercisable 485,067 $ 2.71 3.56 The exercise prices of warrants outstanding and exercisable as of March 31, 2021 are as follows: Warrants Outstanding and Exercisable (Shares) Exercise Prices 160,108 $ 2.05 146,667 2.67 112,001 3.30 37,700 3.51 28,591 17.25 485,067 During the three months ended March 31, 2021, investors exercised a total of 1,647,691 warrants for 1,647,691 shares of common stock. The warrants were exercisable for an average price of $2.17 per share, which resulted in cash proceeds to the Company of $3,568,415. As of March 31, 2021, the Company had an aggregate of 485,067 outstanding warrants to purchase shares of its common stock with a weighted average exercise price of $2.71 and a weighted average remaining life of 3.56 years. Stock Options A summary of the Company’s stock option activity is as follows: Shares Weighted Weighted December 31, 2020 778,196 9.48 6.38 Granted 152,671 3.95 9.80 Forfeitures - - - Expirations - - - Exercised - - - March 31, 2021, outstanding 930,867 $ 8.48 6.60 March 31, 2021, exercisable 479,932 $ 10.92 4.70 The exercise prices of options outstanding and exercisable as of March 31, 2021 are as follows: Options Outstanding (Shares) Exercise Prices 41,667 $ 1.48 5,001 1.91 41,667 2.33 1,667 2.46 16,667 3.25 152,671 3.95 375,000 6.00 104,167 12.00 69,445 13.20 10,415 13.80 112,500 15.00 930,867 During the three months ended March 31, 2021, the Company granted options to purchase 152,671 shares of common stock to the Company’s CEO with a grant date fair value of $514,171 using a Black-Scholes option pricing model based on the following assumptions: (i) volatility rate of 119%, (ii) discount rate of 0.38%, (iii) zero expected dividend yield, and (iv) expected life of 6 years. The options have an exercise price of $3.95 per share. 50,891 of the options will vest on the one-year anniversary of the grant date and the remaining options will vest on monthly basis over two years. The Company’s volatility is based on an average volatility of similar companies in the same industry. The risk-free interest rate was based on rates established by the Federal Reserve Bank. The expected dividend yield was based on the fact that the Company has not paid dividends to its common stockholders in the past and does not expect to pay dividends to its common stockholders in the future. The expected life of the stock options granted is estimated using the “simplified” method, whereby the expected term equals the average of the vesting term and the original contract. During the three months ended March 31, 2021 and 2020, we recognized stock-compensation expense related to the fair value of vested stock options of $205,772 and $491,568, respectively, which was recorded in general and administrative expense. As of March 31, 2021, the Company had an aggregate of 450,935 remaining unvested options outstanding, with a remaining fair value of $911,444, to be amortized over a weighted average remaining life of 9.34 years. The aggregate intrinsic value of options outstanding as of March 31, 2021 was $43,293. Restricted Common Stock In January 2021, the Company granted 152,671 shares of the Company’s common stock with vesting terms to the Company’s CEO. The shares vest on the first anniversary of the award. If the CEO’s employment with the Company is terminated for any reason, any shares not then vested will be forfeited. Also effective in January 2021, the Company granted 41,667 shares of the Company’s common stock with vesting terms to a consultant for services. 4,167 of the shares vested immediately and the balance of 37,500 shares vesting through August 15, 2021. In the event the consultant’s service with the Company terminates, any shares not then vested will be forfeited. The total fair value of the 194,338 shares was determined to be $662,412 based on the price per shares of the Company’s common stock on the dates granted. The Company accounts for the share awards using the straight-line attribution or graded vesting method over the requisite service period provided that the amount of compensation cost recognized at any date is no less than the portion of the grant-date fair value of the award that is vested at that date. During the three months ended March 31, 2021, total share-based expense recognized related to vested restricted shares totaled $181,843. At March 31, 2021, there was $480,569 of unvested compensation related to these awards that will be amortized over a remaining vesting period of 3.7 years. The following table summarizes restricted common stock activity for the three months ended March 31, 2021: Number of shares Non-vested shares, December 31, 2020 - $ - Granted 194,338 662,412 Vested (22,917 ) (181,843 ) Forfeited - - Non-vested shares, March 31, 2021 171,421 $ 480,569 |