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Equity Incentive Plan

3 Months Ended

Mar. 31, 2021

Share-based Payment Arrangement [Abstract]

Note 8 – Equity Incentive Plan

2017 Equity Incentive Plan

Under the Company’s 2017 Equity Incentive Plan, as may be modified and amended by the Company from time to time (the “2017 Equity Plan”), the Board of Directors (the “Board”) (or the compensation committee of the Board, if one is established) may award stock options, stock appreciation rights (“SARs”), restricted stock awards (“RSAs”), restricted stock unit awards (“RSUs”), shares granted as a bonus or in lieu of another award, and other stock-based performance awards. The 2017 Equity Plan allocates 50,000,000 shares of the Company’s common stock (“Plan Shares”) for issuance of equity awards under the 2017 Equity Plan. If any shares subject to an award are forfeited, expire, or otherwise terminate without issuance of such shares, the shares will, to the extent of such forfeiture, expiration, or termination, again be available for awards under the 2017 Equity Plan.

During the three months ended March 31, 2021, the Company issued no shares of its common stock under the 2017 Equity Plan.

As of March 31, 2021, awards related to 22,686,800 shares remain outstanding.

There was no unrecognized compensation expense for unvested non-qualified stock options and RSUs at March 31, 2021.

2021 Equity Incentive Plan

On March 22, 2021, the Board approved the 2021 Equity Incentive Plan (the “2021 Plan”), which permits the Board to grant awards of up to 100,000,000 shares of common stock, subject to and effective upon stockholder approval. The 2021 Plan provides for the grant of incentive stock options intended to qualify under Section 422 of the Internal Revenue Code of 1986, as amended (the “Code”), non-qualified stock options, stock appreciation rights (“SARs”), restricted stock awards and restricted stock unit awards and other equity linked awards.to our employees, consultants and directors. If an equity award (i) expires or otherwise terminates without having been exercised in full or (ii) is settled in cash (i.e., the holder of the award receives cash rather than stock), such expiration, termination or settlement will not reduce (or otherwise offset) the number of shares of common stock that may be issued pursuant to this Plan.

Approval of the 2021 Plan will be considered by stockholders at the Annual General Meeting of Stockholders to be held on May 28, 2021. If the 2021 Plan is not approved, it may be continued as an equity plan by the Board, but it will not be able to provide for tax qualified incentive options or satisfy exchange requirements. If not approved by the stockholders, the current intention of the Board is to continue the 2021 Plan and issue awards as appropriate thereunder.

Non-Qualified Stock Options

A summary of the non-qualified stock options granted to employees and consultants under the 2017 Equity Plan during the three months ended March 31, 2021, are presented in the table below:

	Number of Options		Weighted Average Exercise Price		Weighted Average Remaining Contractual Term		Aggregate Intrinsic Value

Outstanding, December 31, 2020		14,251,000	$	0.083		8.3	$	-
Granted		1,035,800	$	0.130		10.0	$	-
Exercised		-
Forfeited		-
Expired		-
Outstanding, March 31, 2021		15,286,800	$	0.084		8.2	$	-
Exercisable, March 31, 2021		15,286,800	$	0.084		8.2	$	-

A summary of non-vested non-qualified stock options activity for employees and consultants under the 2017 Equity Plan for the three months ended March 31, 2021, are presented in the table below:

	Number of Options			Weighted Average Grant-Date Fair Value		Aggregate Intrinsic Value		Grant-Date Fair Value

Nonvested, December 31, 2020		-		$	-	$	-	$	-
Granted		1,035,800		$	0.124	$	-	$	128,543
Vested		(1,035,800	)	$	0.124	$	-	$	128,543
Forfeited		-						$	-
Expired		-						$	-
Nonvested, March 31, 2021		-		$	-	$	-	$	-

For the three months ended March 31, 2021 and March 31, 2020, the Company recorded $0 and $106,288 as compensation expense related to vested options issued to employees and consultants, net of forfeitures, respectively.

A summary of the non-qualified stock options granted to directors under the 2017 Equity Plan during the three months ended March 31, 2021, are presented in the table below:

	Number of Options		Weighted Average Exercise Price		Weighted Average Remaining Contractual Term		Aggregate Intrinsic Value ($000)

Outstanding, December 31, 2020		7,400,000	$	0.067		7.5	$	2,780
Granted		-
Exercised		-
Forfeited/Cancelled		-
Expired		-
Outstanding, March 31, 2021		7,400,000	$	0.067		7.2	$	2,780
Exerciseable, March 31, 2021		6,400,000	$	0.073		7.7	$	-

A summary of non-vested non-qualified stock options activity for directors under the 2017 Equity Plan for the three months ended March 31, 2021, are presented in the table below:

	Number of Options		Weighted Average Grant-Date Fair Value		Aggregate Intrinsic Value		Grant-Date Fair Value

Nonvested, December 31, 2020		1,000,000		0.029	$	29,000	$	38,200
Granted		-
Vested		-
Forfeited		-
Expired		-
Nonvested, March 31, 2021		1,000,000		0.029	$	29,000	$	38,200

During the three months ended March 31, 2021 and 2020, the Company incurred $6,342 and $29,266, respectively, as compensation expense related to 500,000 and 500,000 vested options, respectively, issued to directors.

Effective June 24, 2020, the Company issued 2 million non-qualified stock options under the 2017 Equity Plan to newly appointed directors. The options vested 50% upon grant and 50% on April 1, 2021, if the Director remained on the Board up to that time. The options have a term of 5 years and have an exercise price equal to the closing price of the Company’s common stock on The OTC Markets on the day immediately preceding the grant date.

As further discussed in Note 11 Subsequent Events below, 1,000,000 stock options issued to directors effective June 24, 2020 vested on April 1, 2021.

Restricted Stock Units

A summary of the RSUs awarded to employees, directors and consultants under the 2017 Equity Plan during the three months ended March 31, 2021, are presented in the table below:

Number of Units

Weighted Average Grant-Date

Fair Value

Aggregate Intrinsic

Value

Outstanding, December 31, 2020

Granted

Vested and settled with share issuance

Forfeited/canceled

Outstanding, March 31, 2021

For the three months ended March 31, 2021 and 2020, the Company recorded $0 and $18,872, respectively, as compensation expense related to vested RSUs issued to employees, directors and consultants.

Effective April 30, 2020, 800,000 RSUs vested. However, the holder elected to cancel the RSUs.