C. STOCKHOLDERS' EQUITY | C. STOCKHOLDERS’ EQUITY Proceeds from the Sale of Common Stock In December 2020, the Company sold 1,000,000 shares of common stock at a public offering price of $14.65 per share and received aggregate proceeds of approximately $13.6 million. In March 2020, the Company sold 630,500 shares of common stock at a public offering price of $12.22 per share and received aggregate net proceeds of approximately $7.1 million. Under the terms of the Underwriting Agreement the Company granted the Underwriters a 45-day option to purchase up to an additional 94,575 shares of common stock solely to cover over-allotments. The underwriter fully exercised this option in May 2020 resulting in additional net proceeds to the Company of approximately $1.1 million. In December 2019, the Company sold 606,395 shares of common stock at a public offering price of $9.07 per share and received aggregate net proceeds of approximately $5.0 million. In January 2020, the underwriters of that offering fully exercised the option to purchase 90,959 additional shares of common stock at the public offering price of $9.07 per share for aggregate net proceeds to the Company of approximately $0.8 million. Equity Compensation Underlying share information for equity compensation plans as of March 31, 2021 is as follows: Name of Plan Total Shares Reserved Shares Reserved for Outstanding Options Shares Remaining Options/Shares Under Plans Incentive Stock Options Plans 138,400 85,895 N/A 213 Non-Qualified Stock Option Plans 9,987,200 8,479,430 N/A 1,200,326 Stock Bonus Plans 783,760 N/A 352,007 431,720 Stock Compensation Plans 634,000 N/A 150,695 464,895 Incentive Stock Bonus Plan 640,000 N/A 614,500 25,500 Stock option activity Six Months Ended March 31, 2021 2020 Options granted 8,000 2,500 Options exercised 54,145 20,480 Options forfeited 42,165 1,000 Options expired 67 1,168 Three Months Ended March 31, 2021 2020 Options granted 500 1,500 Options exercised 48,845 20,480 Options forfeited - 1,000 Options expired 12 1,132 Stock-Based Compensation Expense Six months Ended March 31, 2021 2020 Employees $ 6,579,051 $ 3,581,204 Non-employees $ 552,664 $ 347,227 Three months Ended March 31, 2021 2020 Employees $ 3,282,742 $ 1,780,979 Non-employees $ 304,004 $ 191,487 Employee compensation expense includes the expense related to options and restricted stock expensed over their vesting period. Non-employee expense includes the expense related to options and stock issued to consultants expensed over the period of the related service contracts. Warrants and Non-Employee Options The following chart represents the warrants and non-employee options outstanding at March 31, 2021: Warrant/Options Issue Date Shares Issuable upon Exercise of Warrants/ Options Exercise Price Expiration Date Reference Series N 8/18/2008 85,339 $ 3.00 8/18/2021 * Series UU 6/11/2018 93,603 $ 2.80 6/30/2021 * Series X 1/13/2016 120,000 $ 9.25 7/13/2021 * Series Y 2/15/2016 26,000 $ 12.00 8/15/2021 * Series ZZ 5/23/2016 19,200 $ 13.75 5/18/2021 1 Series BB 8/26/2016 16,000 $ 13.75 8/22/2021 * Series Z 5/23/2016 184,800 $ 13.75 11/23/2021 1 Series FF 12/8/2016 68,048 $ 3.91 12/1/2021 * Series CC 12/8/2016 46,345 $ 5.00 12/8/2021 1 Series HH 2/23/2017 200 $ 3.13 2/16/2022 * Series AA 8/26/2016 100,000 $ 13.75 2/22/2022 1 Series MM 6/22/2017 481,361 $ 1.86 6/22/2022 2 Series NN 7/24/2017 327,008 $ 2.52 7/24/2022 2 Series RR 10/30/2017 347,560 $ 1.65 10/30/2022 2 Series SS 12/19/2017 220,800 $ 2.09 12/18/2022 2 Series TT 2/5/2018 161,082 $ 2.24 2/5/2023 2 Consultants 7/28/2017 – 11/18/2020 15,000 $ 2.18 - $11.61 11/17/2022 - 7/27/2027 3 * No current period changes to these warrants 1. Derivative Liabilities The table below presents the fair value of the warrant liabilities at the balance sheet dates: March 31, 2021 September 30, 2020 Series W warrants $ - $ 73,570 Series Z warrants 1,013,400 1,207,902 Series ZZ warrants 77,574 75,044 Series AA warrants 619,033 1,082,212 Series BB warrants 81,374 65,173 Series CC warrants 488,784 1,259,712 Series HH warrants 2,444 2,000 Total warrant liabilities $ 2,282,609 $ 3,765,613 The table below presents the losses on the warrant liabilities for the six months ended March 31: 2021 2020 Series V warrants $ - $ 78,461 Series W warrants 73,570 (367,369 ) Series Z warrants (696,498 ) (311,876 ) Series ZZ warrants (11,530 ) (4,585 ) Series AA warrants (661,821 ) (326,623 ) Series BB warrants (16,201 ) (7,028 ) Series CC warrants (795,257 ) (826,277 ) Series FF warrants - (319,706 ) Series HH warrants (444 ) (34,457 ) Series JJ warrants - (64,992 ) Series LL warrants - (98,066 ) Net loss on warrant liabilities $ (2,108,181 ) $ (2,282,518 ) The table below presents the losses on the warrant liabilities for the three months ended March 31: 2021 2020 Series V warrants $ - $ (476,570 ) Series W warrants - (518,743 ) Series Z warrants (974,861 ) (322,425 ) Series ZZ warrants (63,397 ) (19,432 ) Series AA warrants (995,629 ) (391,601 ) Series BB warrants (46,833 ) (6,597 ) Series CC warrants (959,602 ) (803,596 ) Series FF warrants - (312,517 ) Series HH warrants (695 ) (34,375 ) Series JJ warrants - (64,862 ) Series LL warrants - (98,309 ) Net loss on warrant liabilities $ (3,041,017 ) $ (3,049,027 ) The Company reviews all outstanding warrants in accordance with the requirements of ASC 815. This topic provides that an entity should use a two-step approach to evaluate whether an equity-linked financial instrument (or embedded feature) is indexed to its own stock, including evaluating the instrument’s contingent exercise and settlement provisions. The warrant agreements provide for adjustments to the exercise price for certain dilutive events. Under the provisions of ASC 815, the warrants are not considered indexed to the Company’s stock because future equity offerings or sales of the Company’s stock are not an input to the fair value of a “fixed-for-fixed” option on equity shares, and equity classification is therefore precluded. In accordance with ASC 815, derivative liabilities must be measured at fair value upon issuance and re-valued at the end of each reporting period through expiration. Any change in fair value between the respective reporting dates is recognized as a gain or loss. Changes in Warrant Liabilities On October 28, 2020, 688,930 Series W warrants, with an exercise price of $16.75 expired. Exercise of Warrant Liabilities The following warrants recorded as liabilities were exercised during the periods ended March 31, 2021. Three Months Six Months Warrants Warrants Exercised Exercise Price Proceeds Warrants Exercised Exercise Price Proceeds Series Z 79,200 $ 13.75 $ 1,089,000 79,200 $ 13.75 $ 1,089,000 Series ZZ 800 $ 13.75 11,000 800 $ 13.75 11,000 Series AA 100,000 $ 13.75 1,375,000 100,000 $ 13.75 1,375,000 Series CC 97,298 $ 5.00 486,490 102,298 $ 5.00 511,490 277,298 $ 2,961,490 282,298 $ 2,986,490 The following warrants recorded as liabilities were exercised during the periods ended March 31, 2020. Three Months Six Months Warrants Warrants Exercised Exercise Price Proceeds Warrants Exercised Exercise Price Proceeds Series CC 123,820 $ 5.00 $ 619,100 123,820 $ 5.00 $ 619,100 Series FF 68,048 $ 3.91 265,812 68,048 $ 3.91 265,812 Series HH 6,300 $ 3.13 19,687 6,300 $ 3.13 19,687 Series JJ 9,450 $ 3.13 29,531 9,450 $ 3.13 29,531 Series LL 26,398 $ 3.59 94,867 26,398 $ 3.59 94,867 234,016 $ 1,028,997 234,016 $ 1,028,997 3. Options and Shares Issued to Consultants During the six months ended March 31, 2021 and 2020, the Company issued 28,530 and 32,939 shares, respectively, of restricted common stock to consultants for services. The weighted average grant date fair value of the shares issued to consultants was $17.66 and $9.44 during the six months ended March 31, 2021 and 2020, respectively. During the three months ended March 31, 2021 and 2020, the Company issued 13,486 and 17,120 shares, respectively, of restricted common stock to consultants for services. The weighted average grant date fair value of the shares issued to consultants was $23.47 and $11.53, respectively, during the three months ended March 31, 2021 and 2020.The aggregate values of the issuances of restricted common stock and common stock options are recorded as prepaid expenses and are charged to general and administrative expenses over the periods of service. Additionally, during the six months ended March 31, 2021, the Company issued to a consultant 5,000 options to purchase common stock with an exercise price of $11.61. The options are exercisable beginning May 18, 2021 and expire on November 17, 2022. The options are being expensed on a straight-line basis over the six-month vesting period at a fair value of approximately $28,000 or $5.65 per option. No options were issued to consultants during the three months ended March 31, 2021. No options were issued to consultants during the six and three months ended March 31, 2020. As of March 31, 2021 and September 30, 2020, respectively, 15,000 and 10,000 options issued to consultants remained outstanding, all of which were issued from the Non-Qualified Stock Option plans and of which 10,000 are vested as of the balance sheet dates. During the six months ended March 31, 2021 and 2020, the Company recorded total expense of approximately $553,000 and $347,000, respectively, relating to these consulting agreements. At March 31, 2021 and September 30, 2020, consulting fees of approximately $484,000 and $395,000, respectively, are included in prepaid expenses. 4. Securities Purchase Agreement The Company entered into a Securities Purchase Agreement (SPA) with Ergomed plc, one of the Company’s Clinical Research Organizations responsible for managing the Company’s Phase 3 clinical trial, to facilitate payment of amounts due to Ergomed. Under the Agreement, the Company issued Ergomed shares of common stock and the net proceeds from the sales of those shares reduces outstanding amounts due Ergomed. Upon issuance, the Company expenses the full value of the shares as Other non-operating gain/loss and subsequently offsets the expense as amounts are realized through the sale by Ergomed and reduces accounts payable to Ergomed. No shares were issued during the periods presented. The following amounts were realized through the resale of shares and are included in Other non-operating gains for the periods noted. Six Months Ended Three Months Ended 3/31/2021 3/31/2020 3/31/2021 3/31/2020 Amount realized through the resale of shares $ 675,236 $ 1,720,680 $ 553,630 $ 934,511 As of March 31, 2021, Ergomed held 63,021 shares for resale. |