STOCKHOLDERS’ EQUITY | NOTE 8 – STOCKHOLDERS’ EQUITY Description of Preferred and Common Stock Preferred Stock The preferred stock may be issued in one or more series. The Company’s board of directors are authorized to issue the shares of preferred stock in such series and to fix from time to time before issuance thereof the number of shares to be included in any such series and the designation, powers, preferences and relative, participating, optional or other rights, and the qualifications, limitations or restrictions thereof, of such series. Common Stock The rights of each share of common are the same with respect to dividends, distributions and rights upon liquidation. Holders of common stock each have one vote per share in the election of directors and other matters submitted to a vote of the stockholders. Issuances of Common Stock Common Stock Issued for Services and Stock Appreciation Rights On March 2, 2021, we issued an aggregate of 37,890 0.95 36,000 Sales of Common Stock and Derivative Equity Securities On March 2, 2021, the Company sold to Magic Growth 2 LLC, 769,231 961,539 769,225 38,461 2.00 On March 17, 2021, the Company sold to Magic Growth 2 LLC, 385,231 481,539 385,225 19,260 2.00 On January 7, 2022, and again on February 14, 2022, the Company sold to several investors an aggregate of $ 200,000 March 31, 2025 8 1.75 On January 11, 2022, the Company sold to Magic Growth 3 LLC 222,223 388,890 222,195 11,110 four years 2.25 On February 22, 2022, the Company sold to Magic Growth 3 LLC 152,778 267,362 152,770 7,638 four years 2.25 On April 14, 2022, the Company sold to Magic Growth 3 LLC 69,445 121,529 69,425 3,471 four years 2.25 On May 27, 2022, the Company sold to Magic Growth 3 LLC 213,889 374,305 213,885 10,694 four years 2.25 In total for the six months ended June 30, 2022, 658,335 1,152,086 658,275 32,914 200,000 Stock Options Stock options to purchase common stock outstanding at June 30, 2022 include the 130,700 SCHEDULE OF STOCK OPTION PLAN ACTIVITY Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value Outstanding December 31, 2021 2,133,702 $ 0.77 4.93 - Exercised - - - - Issued 130,700 $ 0.80 - - Expired & forfeited (128,264 ) 1.87 - - Outstanding June 30, 2022 2,136,138 $ 0.71 2.98 $ - Exercisable June 30, 2022 1,139,196 $ 0.68 2.78 $ - SCHEDULE OF STOCK OPTIONS AND WARRANTS June 30, 2022 December 31, 2021 Stock options 2,136,138 2,133,702 Stock warrants 7,255,453 6,597,178 Total 9,391,591 8,730,880 Total Stock options and stock warrants 9,391,591 8,730,880 Warrants As of June 30, 2022, there were outstanding and exercisable warrants to purchase 7,255,453 shares of common stock. On May 26, 2022, the Board acted to extend the term of warrants that were issued in 2018, 2019, or the first quarter of 2020, adding an additional two years to the term of each of the 4,052,003 warrants issued in that period. The outstanding warrants have a weighted average exercise price of $ 1.72 per share and a weighted average remaining contractual term of 61.5 months. As of June 30, 2022, there was no intrinsic value for the warrants. No warrants have been included in diluted earnings per share as they would be anti-dilutive. 2015 Equity Incentive Plan On November 30, 2015, the Board of Directors authorized the 2015 Equity Incentive Plan. On December 31, 2019, we issued an aggregate of 102,500 66,615 100,000 2021 Equity Incentive Plan On March 2, 2021, our Board adopted the 2021 Nano Magic 2021 Equity Incentive Plan (the “Plan”) to allow equity compensation for those who provide services to the Company and to encourage ownership in the Company by personnel whose service to the Company is important to its continued progress, to encourage recipients to act as owners and thereby in the stockholders’ interest and to enable recipients to share in the Company’s success. Initially, 85,000 2,500 2,500 100,000 130,700 0.80 0.60 |