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CAPITAL STOCK
 6 Months Ended
Sep. 30, 2025
Equity [Abstract]  
CAPITAL STOCK

NOTE 8 – CAPITAL STOCK

Our authorized capital consists of 200,000,000 shares of common stock with a par value of $0.001 per share.

2017 Equity Incentive Plan

In October 2017, our Board of Directors approved the 2017 Equity Incentive Plan (the "2017 Plan"). The 2017 Plan initially permitted the issuance of equity-based instruments covering up to a total of 485,000 shares of common stock. Our Board of Directors and stockholders approved an increase of 4,515,000 shares in October 2020, an additional increase of 1,000,000 shares in March 2023, and an additional increase of 3,000,000 shares in February 2024, bringing the total shares allowed under the 2017 Plan to 9,000,000. The 2017 Plan was terminated with respect to future awards on August 29, 2025.

2025 Long-Term Incentive Plan

On July 2, 2025, our Board of Directors approved the 2025 Long-Term Incentive Plan (the "2025 Plan") and our stockholders adopted the 2025 Plan at our Annual Meeting of Stockholders on August 29, 2025. The 2025 Plan permits the issuance of equity-based awards to plan participants representing up to a total of 10,000,000 shares of common stock.

Warrants

On September 17, 2025, we issued a warrant to purchase 13.0 million shares of common stock at an exercise price of $1.00 per share with a 5-year term. Please see Note 12, "Related Party Transactions," for more information.

On May 30, 2025, we issued a warrant to purchase 7.0 million shares of common stock at an exercise price of $1.81 per share and a 5-year term. Please see Note 12, "Related Party Transactions," for more information.

At September 30, 2025, outstanding and exercisable stock purchase warrants consisted of the following:

 

Number of
Shares

 

 

Weighted
Average
Exercise
Price

 

 

Weighted
Average Life
Remaining
(Years)

 

Outstanding at April 1, 2025

 

 

1,721,256

 

 

$

2.03

 

 

 

0.84

 

Granted

 

 

20,000,000

 

 

 

1.28

 

 

 

4.86

 

Exercised

 

 

—

 

 

 

—

 

 

 

—

 

Forfeited or cancelled

 

 

(911

)

 

 

1.65

 

 

 

—

 

Outstanding at September 30, 2025

 

 

21,720,345

 

 

$

1.34

 

 

 

4.50

 

Exercisable at September 30, 2025

 

 

1,720,345

 

 

$

2.03

 

 

 

0.28

 

 

As of September 30, 2025, we had 21,720,345 warrants outstanding. Each warrant provides the holder the right to purchase one share of our common stock at a predetermined exercise price. The outstanding warrants consist of (1) warrants to purchase 100,000 shares of common stock at an exercise price of $0.01 per share until December 2026; (2) warrants to purchase 59,034 shares of our Common Stock at an exercise price of $2.00 per share until October 2025; (3) warrants to purchase 675,000 shares of our Common Stock at an exercise price of $2.00 per share until February 2026; (4) warrants to purchase 500,000 shares of Common Stock at an exercise price of $2.00 per share until December 2025; (5) warrants to purchase 386,311 shares of Common Stock at an exercise price

of $2.63 until November 2025; (6) warrants to purchase 7,000,000 shares of common stock at an exercise price of $1.81 until May 2030; and (7) warrants to purchase 13,000,000 shares of common stock at an exercise price of $1.00 until September 2030.

Options Granted

During the year ended March 31, 2024, we granted stock options (“Options”) to purchase 400,000 shares of our common stock. The Options have a term of ten years. The vesting of the Options was accelerated to be fully vested on May 30, 2025 upon the execution of a separation agreement with our former Chief Executive Officer. As such, we recognized the remaining expense of $48,725 related to the Options during the three months ended June 30, 2025. We recognized expense of $33,568 and $74,623 related to the Options during the three and six months ended September 30, 2024, respectively.

The following is a summary of our stock option activity during the six months ended September 30, 2025:

 

Number of Options

 

 

Weighted Average Exercise Price

 

 

Weighted Average Grant Date Fair Value

 

 

Weighted Average Remaining Life in Years

 

Outstanding, April 1, 2025

 

 

 

400,000

 

 

$

 

2.08

 

 

$

 

1.50

 

 

 

 

8.32

 

Granted

 

 

 

-

 

 

 

 

-

 

 

 

 

-

 

 

 

 

-

 

Exercised

 

 

 

-

 

 

 

 

-

 

 

 

 

-

 

 

 

 

-

 

Canceled/Forfeited

 

 

 

-

 

 

 

 

-

 

 

 

 

-

 

 

 

 

-

 

Outstanding, September 30, 2025

 

 

 

400,000

 

 

$

2.08

 

 

$

 

1.50

 

 

 

 

7.81

 

As of September 30, 2025, there was no unrecognized compensation expense related to unvested stock options.

Stock Awards

A summary of stock award activity for the six months ended September 30, 2025 is as follows:

 

 

Number of Shares

 

 

Weighted-Average Grant-Date Fair Value Per Share

 

Outstanding at April 1, 2025

 

 

215,196

 

 

$

 

2.24

 

Granted

 

 

377,498

 

 

 

 

2.02

 

Vested

 

 

(426,027

)

 

 

 

1.73

 

Forfeited

 

 

(166,667

)

 

 

 

2.08

 

Outstanding at September 30, 2025

 

 

-

 

 

$

 

-

 

As of September 30, 2025, there was no unrecognized compensation expense and were no unvested stock awards.