Stock Plan | Note 10 – Stock Plan 2016 Stock Option and Stock Award On December 14, 2016, the Board adopted the Company's 2016 Stock Option and Stock Award Plan (the "Plan"). The Plan provides for the award of stock options (incentive and non-qualified), stock awards and stock appreciation rights to officers, directors, employees and consultants who provide services to the Company. The terms of awards under the Plan are made by the Administrator of the Plan appointed by the Company's Board of Directors (the "Board"), or in the absence of an Administrator, by the Board. The Company has reserved 10 million shares for issuance under the Plan. Stock Awards: On December 14, 2016, the Board awarded to each of Prof. Danny Baranes, a Science Advisor, and Dr. Liat Hammer, a former Science Advisor, a total of 440,000 shares of common stock of which 150,000 shares vested on December 14, 2016 and 145,000 shares vested on December 14, 2017. The balance of 145,000 shares did not vest as the nature of such services in such capacities were no longer provided to the Company. The value of the vested awards had been recorded as research and development expenses in the respective periods. A total of 290,000 stock awards did not vest during the fourth quarter of fiscal 2018. On January 23, 2018, the Company awarded 10,000 shares of its common stock to Mr. Hilman under its 2016 Stock Option and Stock Award Plan, which shares were fully vested and recorded as advisory services on issuance. On January 28, 2019, the Company issued 30,000 shares of common stock to Pavel Hilman for his continuing service on the Company's Board of Advisors. In connection with the Term Sheet, on July 1, 2019, Dr. Bonfiglio was granted (i) 50,000 shares of common stock of the Company, 37,500 of which shares vested upon issuance on July 1, 2019 and 12,500 of which shares will vest on the earlier of (i) January 1, 2020 and (ii) the date the Company raises equity capital of $500,000, provided Dr. Bonfiglio is in the employ of the Company on such date. On September 18, 2019, the Company awarded 25,000 shares of common stock to Derrick Chambers, a member of its advisory board, under its 2016 Stock Option and Stock Award Plan, which shares were fully vested and recorded as advisory services on issuance. September 30, September 30, 2019 2018 Number of shares vested in period 92,500 10,000 Weighted average fair market value per share $ 1.37 $ 2.8 Stock based compensation recognized $ 126,875 $ 28,000 Stock Options: (a) Stock Options granted to Science Advisors: On November 15, 2017, under the 2016 Stock Option and Award Plan, the Board awarded two of its Science Advisors the following three-year stock options: (i) an immediately exercisable option to purchase 6,667 shares of common stock at an exercise price of $2.00 per share, (ii) an option to purchase 6,667 shares of common stock exercisable on November 15, 2018 at an exercise price of $2.00 per share and (iii) an option to purchase 6,666 shares of common stock exercisable on November 15, 2019 at an exercise price of $2.00 per share, provided the advisors are still providing services to the Company. On November 15, 2017, under the 2016 Stock Option and Award Plan, the Board awarded a Science Advisor, the following three-year stock options: (i) an option to purchase 15,000 shares of common stock, exercisable on November 15, 2018 at an exercise price of $0.40 per share and (ii) an option to purchase 15,000 shares of common stock exercisable on November 15, 2019 at an exercise price of $0.40 per share, provided the advisor is still providing services to the Company. On April 16, 2018, under the 2016 Stock Option and Award Plan, the Board awarded a Science Advisor, the following three-year stock options: (i) an option to purchase 10,000 shares of common stock, exercisable on April 16, 2018 at an exercise price of $2.00 per share (ii) an option to purchase 10,000 shares of common stock exercisable on April 16, 2019 at an exercise price of $2.00 per share, and (iii) an option to purchase 10,000 shares of common stock exercisable on April 16, 2020 at an exercise price of $2.00 per share, provided the advisor is still providing services to the Company. On August 15, 2018, under the 2016 Stock Option and Award Plan, the Board awarded a Science Advisor, the following three-year stock options: (i) an option to purchase 6,667 shares of common stock, exercisable on August 15, 2018 at an exercise price of $2.00 per share (ii) an option to purchase 6,667 shares of common stock exercisable on August 15, 2019 at an exercise price of $2.00 per share, and (iii) an option to purchase 6,666 shares of common stock exercisable on August 15, 2020 at an exercise price of $2.00 per share, provided the advisor is still providing services to the Company. (b) Stock Options granted to Employees: On December 10, 2018, under the 2016 Stock Option and Award Plan, the Board granted an immediately exercisable five-year option purchase an aggregate of 145,000 shares of common stock at an exercise price of $2.00 per share to as a "replacement award" for the same number of shares which did not vest as described in Note 7-Stock Awards. Applying the On December 10, 2018, under the 2016 Stock Option and Award Plan, the Board awarded an employee the following three-year stock options: (i) an option to purchase 33,334 shares of common stock, exercisable on December 10, 2018 at an exercise price of $2.00 per share (ii) an option to purchase 33,333 shares of common stock exercisable on December 10, 2019 at an exercise price of $2.00 per share, and (iii) an option to purchase 33,333 shares of common stock exercisable on December 10, 2020 at an exercise price of $2.00 per share, provided the advisor is still providing services to the Company. The following table is the recognized compensation in respect of the above stock option compensation ((a) and (b)) which amount has been allocated as below: Three Months ended Nine Months ended September 30, September 30, 2019 2018 2019 2018 Research and development expenses $ 38,753 $ 48,078 $ 126,686 $ 122,816 A s of September 30, 2019, total unrecognized compensation remaining to be recognized in future periods totaled $71,402. (c) Stock Options granted to Officers: On December 4, 2017, the Board granted five-year options to each of its two officers for the purchase of 300,000 shares of the common stock of the Company . The options have an exercise price of $2.00 and vest and become exercisable on December 4, 2018. On December 10, 2018, the Board granted five-year options to each of its two officers . The options have an exercise price of $2.00 and are immediately exercisable. On June 25, 2019, the Company entered appointed John N. Bonfiglio, PhD as its chief operating officer, effective July 1, 2019. As compensation Dr. Bonfiglio was granted a three-year stock option to purchase 100,000 shares of common stock at an exercise price of $2.00 per share, 50,000 of which shares will vest upon grant and 25,000 shares will vest on each of July 1, 2020 and July 1, 2021, provided Dr. Bonfiglio is in the employ of the Company on such dates and further provided that if the Company raises equity capital of $1.5 million before December 31, 2019, unvested shares subject to the option will immediately vest and become exercisable, so long as Dr. Bonfiglio is in the Company's employ on such date. The following table is the recognized compensation in respect of the above stock option compensation, which amounts have been allocated as general and administrative expenses Three Months ended Nine Months ended September 30, September 30, 2019 2018 2019 2018 General and administrative expenses $ 53,307 $ 353,430 $ 53,307 $ 1,060,290 As of September 30, 2019, total unrecognized compensation remaining to be recognized in future periods totaled $36,473. The fair value of each option award referenced above is estimated on the date of grant using the Black-Scholes option-pricing model with the following assumptions at the measurement date(s): Measurement date Dividend yield 0% Expected volatility 114.69 ~ 129.08% Risk-free interest rate 1.79% ~ 2.68% Expected life (years) 3 ~ 5 Stock Price $ 1.31 ~ 2.80 Exercise Price $ 0.40 ~ 2.00 A summary of the activity for the Company's stock options at September 30, 2019 and December 31, 2018, is as follows: September 30, 2019 December 31, 2018 Weighted Average Weighted Average Shares Exercise Price Shares Exercise Price Outstanding, beginning of period 1,615,000 $ 1.97 670,000 $ 1.93 Granted 100,000 $ 2 945,000 $ 2.00 Exercised - $ - - $ - Canceled - $ - - $ - Outstanding, end of period 1,715,000 $ 1.97 1,615,000 $ 1.97 Options exercisable, end of period 1,553,336 $ 1.98 1,486,670 $ 1.98 Options expected to vest, end of period 161,664 $ 1.85 128,330 $ 1.81 Weighted average fair value of options granted $ 2.12 $ 2.19 |