Stockholders’ Equity | NOTE 5 - Stockholders’ Equity Common Stock On May 24, 2021, at a Special Stockholders Meeting, our stockholders approved an increase in the authorized shares of common stock from 12,000,000 24,000,000 In January 2021, the Company closed a public offering of its securities in which it issued 1,711,783 3.00 4,532,445 136,943 five years 3.75 In February 2021, the Company issued 263,200 In March 2021, the Company issued 119,000 250 19,000 191,204 21,591 In March 2021, the Company closed a public offering in which it issued 2,190,000 4.445 8,736,487 12,000,000 24,000,000 2,190,000 4.32 May 24, 2021 175,200 8 125 5.55625 8 In March 2021, Company issued 1,500 4.99 Preferred Stock The Company is authorized to issue 10,000,000 0.001 465 In January 2020, the Company entered into a Securities Purchase Agreement with certain institutional investors (the “Institutional Private Placement”), pursuant to which the Company issued and sold 1,640 1,000 9% 2.50 Alternatively, a holder may at any time convert all, or any part, of its Series D Preferred Shares at an alternative conversion price equal to the lower of the applicable conversion price then in effect, and the greater of (x) $1.80 and (y) 85% of the average volume weighted average price (“VWAP”) of the Common Stock for a five-trading day period prior to such conversion. Upon the occurrence of certain triggering events, described in the Certificate of Designations, including, but not limited to payment defaults, breaches of transaction documents, failure to maintain listing on the Nasdaq Capital Market, and other defaults set forth therein, the Series D Preferred Shares would become subject to redemption, at the option of a holder, at a 125% premium to the underlying value of the Series D Preferred Stock being redeemed At September 30, 2022, there were 132 87,267 Concurrent with the Institutional Private Placement, the Company entered into a Securities Purchase Agreement pursuant to which the Company issued and sold to certain of its directors and the Company’s then largest stockholder 333 1,000 9% 48,544 At September 30, 2022, 333 61,651 Stock Options As of September 30, 2022, an aggregate of 450,617 In March 2022, the Company granted options to its non-employee directors to purchase up to an aggregate of 56,000 2.50 75% 25% During the nine months ended September 30, 2022, the Company granted twelve employees options to purchase up to an aggregate of 228,973 2.50 135,000 2.50 Also, during the nine months ended September 30, 2022, the Company granted two consultants options to purchase up to an aggregate of 14,000 2.50 The Company generally grants stock options to employees and directors at exercise prices equal to the fair market value of the Company’s stock on the grant date, The exercise prices will not be less than 100% of the fair market value of a share on the date of grant of the option. Stock options are typically granted throughout the year and generally vest over a period from one to three years of service and expire five years from the grant date, unless otherwise specified. The Company recognizes compensation expense for the fair value of the stock options over the requisite service period for each stock option award. Total stock-based compensation expense included in the statements of operations for the nine months ended September 30, 2022 and 2021 was $ 613,833 893,431 The fair value of stock-based awards was estimated using the Black-Scholes model with the following weighted average assumptions for the nine months ended September 30, 2022 and 2021: Schedule of Share Based Payments Award Stock Options Valuation Assumptions 2022 2021 Dividend yield 0.00 % 0.00 % Risk-free interest rate 0.95 3.23 % 0.19 0.70 % Expected volatility 106.40 109.97 % 116.8 123.8 % Expected life (in years) 5 5 Option activity for the nine months ended September 30, 2022 and the year ended December 31, 2021 was as follows: Schedule of Stock Option Activity Options Weighted Weighted Aggregate Options outstanding at December 31, 2020 713,010 5.15 4.40 477,802 Granted 698,831 3.29 4.39 46,800 Exercised (5,204 ) 2.50 - - Forfeited or cancelled (10,755 ) 3.49 - - Options outstanding at December 31, 2021 1,395,882 4.24 3.89 - Granted 433,973 2.50 4.64 - Exercised - - - - Forfeited or cancelled (44,913 ) 4.21 - - Options outstanding September 30, 2022 1,784,942 3.82 3.50 - Options expected to vest in the future as of September 30, 2022 534,242 2.91 4.08 - Options exercisable at September 30, 2022 1,250,700 4.21 3.25 - Options vested, exercisable, and options expected to vest at September 30, 2022 1,784,942 3.82 3.50 - The aggregate intrinsic value is calculated as the difference between the exercise price of the underlying awards and the market price of our common stock for those awards that have an exercise price below the 0.815 At September 30, 2022, there was $ 908,588 2.0 Stock Appreciation Rights On June 23, 2020, the board of directors (the “Board”) of the Company adopted the 2020 Stock Appreciation Rights Plan (the “Plan”). The purposes of the Plan are to: (i) enable the Company to attract and retain the types of employees, consultants, and directors (collectively, “Service Providers”) who will contribute to the Company’s long-range success; (ii) provide incentives that align the interests of Service Providers with those of the stockholders of the Company; and (iii) promote the success of the Company’s business. The Plan provides for incentive awards only in the form of stock appreciation rights payable in cash (“SARs”) and no shares of common stock are reserved or will be issued pursuant to the Plan. SARs may be granted to any Service Provider. A SAR is the right to receive an amount equal to the Spread with respect to a share of the Company’s common stock (“Share”) upon the exercise of the SAR. The “Spread” is the difference between the exercise price per share specified in a SAR agreement on the date of grant and the fair market value per share on the date of exercise of the SAR. The exercise price per share will not be less than 100% of the fair market value of a share on the date of grant of the SAR. The administrator of the Plan will have the authority to, among other things, prescribe the terms and conditions of each SAR, including, without limitation, the exercise price and vesting provisions, and to specify the provisions of the SAR Agreement relating to such grant. During the nine months ended September 30, 2022, the Company granted a total of 404,975 1.30 2.50 Also, during the nine months ended September 30, 2022, the Company granted 406,887 1.30 2.50 30,000 194,940 181,947 On March 31, 2022, the Company granted 3,000 2.50 The Company recognizes compensation expense and a corresponding liability for the fair value of the SARs over the requisite service period for each SAR award. The SARs are revalued at each reporting date in accordance with ASC 718 “Compensation-Stock Compensation”, and any changes in fair value are reflected in the Statement of Operations as of the applicable reporting date. The fair value of SAR awards was estimated using the Black-Scholes model with the following weighted-average assumptions for the nine months ended September 30, 2022 and the year ended December 31, 2021: Schedule of Share Based Payments Award Stock Options Valuation Assumptions 2022 2021 Dividend yield 0.00 % 0.00 % Risk-free interest rate 0.82 2.79 % 0.39 0.40 % Expected volatility 108.38 119.02 % 123.0 % Expected life (in years) 5 5 SARs activity for the nine months ended September 30, 2022 and the year ended December 31, 2021 was as follows: Schedule of Stock Option Activity Options Weighted Weighted Aggregate - SARs outstanding at December 31, 2020 127,679 2.61 4.52 97,919 Granted 242,945 3.43 4.61 - Exercised - - - - Forfeited or cancelled - - - - SARs outstanding at December 31, 2021 370,624 3.15 4.24 - Granted 814,862 1.81 4.73 - Exercised - - - - Forfeited or cancelled - - - - SARs outstanding September 30, 2022 1,185,486 2.23 4.34 - SARs expected to vest in the future as of September 30, 2022 897,970 2.05 4.50 - SARs exercisable at September 30, 2022 287,516 2.80 3.84 - SARs vested, exercisable, and SARs expected to vest at September 30, 2022 1,185,486 2.23 4.34 - The aggregate intrinsic value is calculated as the difference between the exercise price of the underlying awards and the market price of our common stock for those awards that have an exercise price below the 0.815 closing price of our common stock as reported on The Nasdaq Capital Market At September 30, 2022, there was $ 1,128,615 2.38 Warrants Warrant activity for the nine months ended September 30, 2022 and the year ended December 31, 2021 was as follows: Schedule of Warranty Activity Warrants Weighted Weighted Warrants outstanding at December 31, 2020 1,881,429 7.57 4.16 Granted 2,602,143 4.36 1.63 Exercised (495,641 ) 2.59 - Forfeited or cancelled - - - Warrants outstanding at December 31, 2021 3,987,931 6.10 2.10 Granted - - - Exercised - - - Forfeited or cancelled (162,150 ) 40.00 - Warrants outstanding at September 30, 2022 3,825,781 4.66 2.10 |