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 Through the nine months ended September 30, 2024, no In February 2023, we reached an agreement with the landlord of our Michigan facility to accept 52,800 1.25 partial payment of rent for the nine-month period from October 2022 through March 2023. Those shares were issued in March, 2023 0.75 On May 30, 2023, the Company issued 76,922 4,273 4,273 4,277 3,205 3,206 In August 2023, the Company issued to each of three individuals who are serving on its advisory committee a total of 38,460 Sales of Common Stock and Derivative Equity Securities During the quarter ended September 30, 2024, the Company sold 699,999 525,000 983,333 737,500 During the quarter ended September 30, 2023, the Company sold 533,331 400,000 250,000 0.75 136,482 196,813 Stock Options Stock options to purchase common stock outstanding at September 30, 2024 include those described below. No options were exercised during the period. No options have been included in diluted earnings per share as they would be anti-dilutive. During the three- and nine-month periods ending September 31, 2024, stock compensation expense totaled $ 771,495 787,830 119,999 410,392 SCHEDULE OF STOCK OPTION PLAN ACTIVITY Number of Weighted Weighted Aggregate Intrinsic Value Outstanding December 31, 2023 2,270,483 $ 0.67 2.72 $ 76,725 Exercised - - - - Issued 1,106,268 0.31 - - Expired & forfeited (55,297 ) 0.65 - - Outstanding September 30, 2024 3,321,454 $ 0.55 3.55 $ 738,666 Exercisable September 30, 2024 2,903,540 $ 0.58 3.37 $ 550,834 SCHEDULE OF ANTIDILUTIVE SECURITIES EXCLUDED FROM COMPUTATION OF EARNINGS SHARE September 30, 2024 December 31, 2023 Stock options 3,321,454 2,270,483 Stock warrants 7,525,265 7,525,265 Convertible debt (on an as converted basis) 368,624 349,824 Total 11,215,343 10,145,572 Warrants As of September 30, 2024 and September 30, 2023, there were outstanding and exercisable warrants to purchase 7,525,265 shares of common stock. The outstanding warrants have a weighted average exercise price of $ 1.72 per share and a weighted average remaining contractual term of 31.72 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. On July 29, 2024, the Company granted 426,268 0.31 Other Options See Note 7 Related Parties for other options granted to officers and directors in 2023 and 2024. |