Stockholders’ Equity | 8. Stockholders’ Equity Common Stock February 2022 Offering On February 18, 2022, the Company entered into a Securities Purchase Agreement with certain institutional investors, pursuant to which the Company issued and sold, (i) 32,550,000 0.30 0.37 0.37 4,450,000 0.2999 0.0001 The exercise prices of the Series A Warrants and Series B Warrants are subject to appropriate adjustment in the event of recapitalization events, stock dividends, stock splits, stock combinations, reclassifications, reorganizations or similar events affecting the Company’s common stock. In addition, in the event the Company effects a reverse stock split during the term of the Series A Warrants and Series B Warrants, the exercise price of such warrants following such reverse split will be subject to further adjustment in the event the trading price of our common stock following such reverse stock split is lower than the exercise price of such warrants. Also, subject to customary exceptions, the exercise price of the Series A Warrants is subject to adjustment in the event of issuances of the Company’s common stock or common stock equivalents at a price below the exercise price of the Series A Warrants. In such event, the exercise price of the Series A Warrants will be reduced to the price of the securities issued in such transactions. In the event of a fundamental transaction, the holder of a warrant shall have the option, exercisable at any time concurrently with, or within 30 days after, the consummation of the fundamental transaction to cause the Company to purchase such warrant from the holder for cash in an amount equal to the Black Scholes value of such warrant calculated in accordance with the terms of warrant. On February 18, 2022, the Company entered into a Placement Agency Agreement (the “Placement Agency Agreement”) with Roth Capital Partners LLC (“Roth”) and Maxim Group LLC, as co agents (collectively, the “Agents”), pursuant to which the Company paid the Agents an aggregate fee equal to 7.0 100,000 1,850,000 0.37 On February 23, 2022, the Company closed the February 2022 Offering, and issued (i) 32,550,000 37,000,000 37,000,000 4,450,000 11,100,000 9,969,000 1,134,000 January 2021 At the Market Offerings In January 2021, the Company entered into two sales agreements pursuant to which the Company could sell up to $ 35,000,000 3.0 7,608,674 35,000,000 33,662,597 Warrants A summary of the Company’s warrant activity is as follows: Schedule of Warrants Activity Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) December 31, 2021 485,067 $ 2.71 2.46 Granted 78,450,000 0.37 2.75 Forfeitures - - - Expirations - - - Exercised (4,450,000 ) - - September 30, 2022, all exercisable 74,485,067 $ 0.38 2.74 The exercise prices of warrants outstanding and exercisable as of September 30, 2022 are as follows: Schedule of Exercise Price of Warrants Outstanding and Exercisable Warrants Outstanding and Exercisable (Shares) Exercise Prices 74,000,000 $ 0.37 160.108 2.05 146,667 2.67 112,001 3.30 37,700 3.51 18,174 17.25 10,417 30.00 74,485,067 During the nine months ended September 30, 2022, and in connection with the February 2022 Offering described above, investors exercised warrants to purchase 4,450,000 0.2999 1,334,555 1,134,040 Stock Options A summary of the Company’s stock option activity is as follows: Schedule of Share-based Compensation, Stock Options, Activity Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) December 31, 2021 853,088 $ 6.34 6.5 Granted 66,668 0.15 5 Forfeitures (100,102 ) - Expirations (96,144 ) 12.00 - Exercised - - - September 30, 2022, outstanding 723,510 5.26 6.2 September 30, 2022, exercisable 540,552 - = The exercise prices of options outstanding and exercisable as of September 30, 2022 are as follows: Schedule of Exercise Price of Options Outstanding and Exercisable Options Outstanding (Shares) Options Exercisable (Shares) Exercise Prices 66,668 16,672 $ 0.15 41,667 28,645 0.91 50,000 16,667 1.61 50,000 31,245 1.76 41,667 41,667 2.33 16,667 16,667 3.25 152,671 84,819 3.95 191,670 191,670 6.00 112,500 112,500 15.00 723,510 540,552 During the nine months ended September 30, 2022, the Company granted options to purchase an aggregate of 66,668 7,793 146 0 zero 3 0.15 8,336 two years During the nine months ended September 30, 2021, the Company granted options to purchase 269,339 shares of common stock to the Company’s employees and to the independent members of the Board of Directors with a grant date fair value of $ 652,360 using a Black-Scholes option pricing model based on the following assumptions: (i) volatility rates of 117 % to 119 %, (ii) a discount rate of 0.38 % to 1.28 %, (iii) zero expected dividend yield, and (iv) an expected life of 6 years. The options have an exercise price of $ 1.61 to $ 3.95 per share. 67,558 of the options vested on the one-year anniversary of the grant date, 135,113 of the options will vest on monthly basis over two years , and 66,668 of the options will , subject to continued service As described above, as 16,333 shares of the Company’s common stock on June 30, 2021. The Company computes stock price volatility over expected terms based on its historical common stock trading prices. 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 contractual term of the stock option. For the nine months ended September 30, 2022 and 2021, the Company recognized aggregate stock-compensation expense of $ 191,882 589,229 As of September 30, 2022, the Company had an aggregate of 182,958 321,331 5 0.14 0 Restricted Common Stock During the nine months ended September 30, 2022, there were no grants of restricted shares of Company common stock. During the nine months ended September 30, 2022, approximately 211,005 37,145 24,011 During the nine months ended September 30, 2021, the Company granted 244,338 152,671 41,667 50,000 three years The total fair value of the 244,338 742,911 76,938 505,926 24,892 1.75 The following table summarizes restricted common stock activity for the nine months ended September 30, 2022: Schedule of Non Vested Restricted Common Stock Activity Number of shares Fair value of shares Non-vested shares, December 31, 2021 202,671 $ 3.37 Granted - - Vested (169,338 ) 3.72 Forfeited - - Non-vested shares, September 30, 2022 33,333 1.61 2018 Equity Incentive Plan In 2018, the Company’s stockholders originally approved the 2018 Equity Incentive Plan (as amended, the “2018 Plan”). Under the 2018 Plan (as amended, as described below), up to 10,000,000 1,666,666 10,000,000 10,000,000 66,668 202,671 152,671 50,000 66,668 202,671 152,671 50,000 As of September 30, 2022, the Company has granted 611,007 202,671 9,186,322 |