STOCK-BASED COMPENSATION | 7. STOCK-BASED COMPENSATION 2016 Stock Incentive Plan On April 30, 2016, the Company’s stockholders approved the Company’s 2016 Stock Incentive Plan (the “Plan”). The Plan provides for the issuance of a maximum of 12,500,000 7,500,000 five 10 2021 Stock Incentive Plan In February 2021, the Company’s board of directors (the “Board”) adopted, and the stockholders approved, the Alzamend Neuro, Inc. 2021 Stock Incentive Plan (the “2021 Plan”). The 2021 Plan authorizes the grant to eligible individuals of (1) stock options (incentive and non-statutory), (2) restricted stock, (3) stock appreciation rights, or SARs, (4) restricted stock units, and (5) other stock-based compensation. Stock Subject to the 2021 Plan. Restricted Stock. the Company issued restricted stock awards pursuant to the 2021 Plan to one employee and four independent Board members. The restricted stock awards vest over 48 months for the employee and 12 months for the independent Board members. Stock Options. A summary of stock option activity for the period May 1, 2020 to April 30, 2022, is presented below: Outstanding Options Shares Number of Weighted Weighted Aggregate Balance at April 30, 2020 575,000 19,425,000 $ 0.6964 6.89 $ 15,609,500 Increase to plan shares 10,000,000 Options granted (125,000 ) 125,000 $ 1.5000 Balance at April 30, 2021 10,450,000 19,550,000 $ 0.7195 5.92 $ 35,159,500 Options granted (1,950,000 ) 1,950,000 $ 2.7195 Options exercised - (5,500,000 ) $ 0.0004 Options cancelled/forfeited 300,000 (300,000 ) $ 1.5000 Balance at April 30, 2022 8,800,000 15,700,000 $ 1.2017 6.10 $ 2,219,700 Options vested and expected to vest at April 30, 2022 13,700,000 $ 1.2311 6.62 $ 2,179,700 Options exercisable at April 30, 2022 13,460,519 $ 1.0345 6.15 $ 2,155,022 The aggregate intrinsic value in the table above represents the total pretax intrinsic value (i.e., the difference between the estimated fair value on the respective date and the exercise price, times the number of shares) that would have been received by the option holders had all option holders exercised their options. Stock Options Granted to Employees and Consultants The estimated fair value of stock options granted to employees and consultants during the years ended April 30, 2022 and 2021 were calculated using the Black-Scholes option-pricing model using the following assumptions: For the Year Ended April 30, 2022 2021 Expected term (in years) 6.25 3.50 6.25 Volatility 88.94 85.53 100.1 Risk-free interest rate 2.20 0.31 0.51 Dividend yield 0.0 0.0 Expected Term: Expected Volatility: Risk-Free Interest Rate: Expected Dividend: Stock-based compensation related to restricted stock grants and stock options were $ 1.1 million 2.9 million 383,000 4.4 million 2.4 million Performance Contingent Stock Options Granted to Employee In November 2018, the Board granted 2,000,000 1.00 These options have two separate performance triggers for vesting based upon the therapies achieving certain FDA approval milestones within a specified timeframe. By definition, the performance condition in these options can only be achieved after the performance condition of FDA approval has been achieved. As such, the requisite service period is based on the estimated period over which the market condition can be achieved. When a performance goal is deemed to be probable of achievement, time-based vesting and recognition of stock-based compensation expense commences. In the event any of the milestones are not achieved by the specified timelines, such vesting award will terminate and no longer be exercisable with respect to that portion of the shares. The maximum potential expense associated with the performance-contingent awards is $ 1.2 million On November 26, 2019, the Board granted 4,250,000 In the event any of the stock price milestones are not achieved within three Performance Contingent Stock Options Granted to Consultants - TAMM Net On March 23, 2021, the Company issued performance-based stock options to certain team members at TAMM Net, Inc. to purchase an aggregate of 450,000 As of April 30, 2022, the Company has completed the Phase I clinical trial of AL001. The Company recognized stock-based compensation related to the completion of the Phase I clinical trial of AL001 by March 31, 2022. Due to the significant risks and uncertainties associated with achieving the completion of Phase I for AL002, as of April 30, 2022, the Company believed that the achievement of the requisite performance conditions was not probable and, as a result, no compensation cost has been recognized for these awards related to AL002. Performance Contingent Stock Options Granted to Consultants - Other Consultants On October 14, 2021, the Company issued performance-based stock options to two consultants to purchase an aggregate of 200,000 shares of common stock with an exercise price of $2.42 per share, of which 50,000 vest upon completion of each of the Phase II clinical trials of AL001 for a bipolar indication, AL001 for a PTSD indication, AL001 for a MDD indication and AL002 for an Alzheimer’s indication. As of April 30, 2022, the Company believed that the achievement of the requisite performance conditions was not probable and, as a result, no compensation cost has been recognized for these awards related to Phase II of AL001 and AL002. Stock-Based Compensation Expense The Company’s results of operations include expenses relating to stock-based compensation for the years ended April 30, 2022 and 2021, were comprised as follows: For the Year Ended April 30, 2022 2021 Research and development $ 423,167 $ 87,252 General and administrative 3,985,402 2,323,811 Total $ 4,408,569 $ 2,411,063 As of April 30, 2022, total unamortized stock-based compensation expense related to unvested employee and non-employee awards that are expected to vest was $ 4.5 million 1.8 |