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Stockholders' Equity | 12 Months Ended
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Jun. 30, 2016
Stockholders' Equity [Abstract] |
STOCKHOLDERS' EQUITY | NOTE 8 - STOCKHOLDERS’ EQUITY Class A Convertible Preferred Stock (“Class A Stock”) The Class A Stock has dividend rights to two times the amount of any dividend granted by the Board of Directors of the Company to the holders of common stock. In the event of any dissolution, liquidation or winding up of the Company, whether voluntary or involuntary, the holders of Class A Stock shall be entitled to participate in any distribution out of the assets of the Corporation on an equal basis per share with the holders of the Company’s common stock. The holders of Class A Stock shall have no right to vote on any matter submitted to a vote of the holders of the Company’s common stock, including the election of directors. The Class A Stock is automatically converted on a monthly basis into common stock on a one-for-one basis by action of the Corporation, in the event the total of all shares of common stock and Class A Stock held by the shareholder do not exceed 9.9% of the issued and outstanding shares of common stock of the Company. In no event can Class A Stock be converted into common stock of the Corporation if such conversion would cause the holder to own, beneficially or otherwise, more than 9.9% of the Company’s stock. During the years ended June 30, 2016 and 2015, 71,672 and 595,790 shares of Class A Stock were converted to common stock, respectively. Common Stock Common stock issued for services During the years ended June 30, 2016 and 2015, the Company issued 63,329 and 83,333 shares of common stock for consulting services, respectively, that had a fair market of approximately $204,500 and approximately $1,180,400, respectively, based upon the stock price at the date of issuances. The Company recorded the stock-based compensation expense to general and administrative expense. Exercise of warrants for non-cash During the year ended June 30, 2016, the Company issued approximately 1,094,000 shares of common stock for cashless exercise of approximately 1,138,000 warrants. Common stock issued in connection with exercise of warrants During the year ended June 30, 2015, shareholders from the May and June 2014 equity offerings exercised Series A warrants to purchase 2,033,915 shares of common stock at an exercise price of $7.50 per share that resulted in net proceeds of approximately $13,423,800 to the Company, net of approximately $1,830,500 of offering costs. During the year ended June 30, 2015, three consultants exercised their warrants and also a Series A preferred warrant holder exercised warrants aggregating 6,512 shares of common stock. The Company received approximately $25,500. Options and warrants In December 2014, the Board of Directors adopted and the shareholders approved Relmada’s 2014 Stock Option and Equity Incentive Plan, as amended (the “Plan”), which allows for the granting of common stock awards, stock appreciation rights, and incentive and nonqualified stock options to purchase shares of the Company’s common stock to designated employees, non-employee directors, and consultants and advisors. The Plan allows for the granting of 1,611,769 options or stock awards. In August 2015, the board approved an amendment to the Plan. Among other things, the Plan Amendment updates the definition of “change of control” and provides for accelerated vesting of all awards granted under the plan in the event of a change of control of the Company. At June 30, 2016, no stock appreciation rights have been issued. Stock options are exercisable generally for a period of 10 years from the date of grant and generally vest over four years. As of June 30, 2016, 919,943 shares were available for future grants under the Plan. The Company utilizes the Black-Scholes option pricing model to estimate the fair value of stock options and warrants. The price of common stock prior to the Company being public was determined from a third party valuation. The risk-free interest rate assumptions were based upon the observed interest rates appropriate for the expected term of the equity instruments. The expected dividend yield was assumed to be zero as the Company has not paid any dividends since its inception and does not anticipate paying dividends in the foreseeable future. The expected volatility was based upon its peer group. The Company routinely reviews its calculation of volatility changes in future volatility, the Company’s life cycle, its peer group, and other factors. The Company uses the simplified method for share-based compensation to estimate the expected term for employee option awards for share-based compensation in its option-pricing model. The Company uses the contractual term for non-employee options to estimate the expected term, for share-based compensation in its option-pricing model. Stock-based compensation - options During the year ended June 30, 2015, the Company granted to its current officers options to purchase 55,000 shares of common stock. Each option has a ten-year term and an exercise price of $13.50 per share. 6.25% of the options vest each quarter over the following four years. The fair value of the options at the grant date was $9.08 per share using the Black-Scholes Option pricing model. During the year ended June 30, 2015, the Company granted various employees options to purchase 256,100 shares of common stock. Each option has a ten-year term and has an exercise price ranging from $8.60 to $13.50 per share. A total of 135,400 options vest as follows: 25% on the one year anniversary of the grant date and the remaining options vest quarterly over the following 3 years. The remaining 120,700 options vest at a rate of 6.25% each quarter over 4 years. The fair value of the options on the grant date ranges from $3.59 to $9.96 per share using the Black-Scholes Option pricing model. During the year ended June 30, 2016, the Company granted various employees options to purchase 106,795 shares of common stock. Each option has a ten-year term and has an exercise price ranging from $1.55 to $8.45 per share. A total of 77,295 options vest as follows: 25% on the one year anniversary of the grant date and the remaining options vest quarterly over the following 3 years. The remaining 29,500 options vest at a rate of 6.25% each quarter over 4 years. The fair value of the options on the grant date ranges from $1.08 to $5.59 per share using the Black-Scholes Option pricing model. A summary of the changes in options outstanding for the period from July 1, 2014 to June 30, 2016 is as follows:
|  | Number of Shares |  |  | Weighted Average Exercise Price Per Share |  |  | Weighted Average Remaining Contractual Term (Years) |  |  | Aggregate Intrinsic Value |
Outstanding and expected to vest at July 1, 2014 |  |  | 673,034 |  |  | $ | 5.56 |  |  |  | 9.2 |  |  | $ | 2,988,000 |
Granted |  |  | 311,100 |  |  | $ | 12.63 |  |  |  | 9.6 |  |  |  |  |
Forfeited |  |  | (206,504 | ) |  | $ | 9.12 |  |  |  | - |  |  |  |  |
Outstanding and expected to vest at June 30, 2015 |  |  | 777,630 |  |  | $ | 7.44 |  |  |  | 8.6 |  |  | $ | 2,787,000 |
Granted |  |  | 106,795 |  |  | $ | 4.13 |  |  |  | 9.4 |  |  |  |  |
Forfeited |  |  | (242,221 | ) |  | $ | 8.70 |  |  |  | - |  |  |  |  |
Outstanding and expected to vest at June 30, 2016 |  |  | 642,204 |  |  | $ | 6.41 |  |  |  | 7.7 |  |  | $ | 21,500 |
Options exercisable at June 30, 2016 |  |  | 349,953 |  |  | $ | 5.69 |  |  |  | 7.0 |  |  | $ | 1,300 |
At June 30, 2016, the Company has unrecognized stock-based compensation expense of approximately $1,257,500 related to unvested stock options over the weighted average remaining service period of 2.5 years. The weighted average fair value of options granted during the years ended June 30, 2016 and 2015 was approximately $2.67 and $8.35 per share, respectively, on the date of grant using the Black-Scholes option pricing model with the following assumptions:
|  | Year Ended June 30, 2016 |  |  | Year Ended June 30, 2015 |
Risk free interest rate |  |  | 0.87% to 1.7 | % |  |  | 1.5% to 1.8 | %
Dividend yield |  |  | 0 | % |  |  | 0 | %
Volatility |  |  | 71% to 80 | % |  |  | 71% to 76 | %
Expected term (in years) |  |  | 6.25 |  |  |  | 6.25 |
The following summarizes the components of stock-based compensation expense which includes stock options, warrants and restricted stock in the consolidated statements of operations for the years ended June 30, 2016 and 2015, respectively:
|  | Year Ended June 30, 2016 |  |  | Year ended June 30, 2015 |
Research and development |  | $ | 210,100 |  |  | $ | 321,900 |
General and administrative |  |  | 792,500 |  |  |  | 475,100 |
Total |  | $ | 1,002,600 |  |  | $ | 797,000 |
Stock-based compensation – restricted common stock A summary of the changes in outstanding restricted stocks during the years ended June 30, 2016 and 2015 is as follows:
|  | Number of Shares |  |  | Weighted Average Fair Value Per Share |
Outstanding and expected to issue at July 1, 2014 |  |  | - |  |  | $ | - |
Granted |  |  | 104,000 |  |  | $ | 13.79 |
Forfeited |  |  | (10,000 | ) |  | $ | 14.65 |
Outstanding and expected to issue at June 30, 2015 |  |  | 94,000 |  |  | $ | 13.80 |
Forfeited |  |  | (44,375 | ) |  | $ | 13.24 |
Outstanding and vested at June 30, 2016 |  |  | 49,625 |  |  | $ | 14.10 |
The restricted stock grants vest over four years. The Company had an unrecognized expense at June 30, 2016 and 2015 of approximately $281,023 and $1,179,300, respectively, related to unvested restricted stock grants which will be recognized over the remaining weighted average service periods of 2.3 and 3.7 years, respectively. During the year ended June 30, 2016, the Company issued 27,750 shares in relation to vested restricted stocks. At June 30, 2016, 20,375 shares of restricted stocks were not vested and 1,500 shares were vested and to be issued. Stock-based compensation – warrants A summary of the changes in outstanding warrants during the years ended June 30, 2016 and 2015 is as follows:
|  | Number of Shares |  |  | Weighted Average Exercise Price Per Share |
Outstanding and vested at July 1, 2014 |  |  | 8,628,911 |  |  | $ | 6.40 |
Granted |  |  | 173,643 |  |  | $ | 4.00 |
Exercised |  |  | (2,040,277 | ) |  | $ | 7.50 |
Forfeited |  |  | (1,400,094 | ) |  | $ | 7.50 |
Outstanding and vested at June 30, 2015 |  |  | 5,362,183 |  |  | $ | 5.60 |
Exercised |  |  | (1,137,610 | ) |  | $ | 0.27 |
Outstanding and vested at June 30, 2016 |  |  | 4,224,573 |  |  | $ | 7.04 |
At June 30, 2016 and 2015, the Company does not have any unrecognized stock based compensation expense related to outstanding warrants. At June 30, 2016 and 2015, the aggregate intrinsic value of warrants vested and outstanding is approximately $1,526,000 and $26,270,000, respectively. There were no common stock warrants granted by the Company during the years ended June 30, 2016 and 2015 other than the reissuance of 173,643 warrants to the founder.

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- Definition The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income. + References Reference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 310 -SubTopic 10 -Section S99 -Paragraph 4 -Subparagraph (SAB Topic 4.E) -URI http://asc.fasb.org/extlink&oid=27010918&loc=d3e74567-122707 Reference 2: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section 50 -Paragraph 4 -URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21484-112644 Reference 3: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 210 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(29)) -URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682 Reference 4: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section 50 -Paragraph 5 -URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21488-112644 Reference 5: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 235 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.4-08(e)) -URI http://asc.fasb.org/extlink&oid=26873400&loc=d3e23780-122690 Reference 6: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 210 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(31)) -URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682 Reference 7: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section S99 -Paragraph 4 -Subparagraph (SAB Topic 4.C) -URI http://asc.fasb.org/extlink&oid=27012166&loc=d3e187143-122770 Reference 8: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 210 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(30)) -URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682 Reference 9: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section 50 -Paragraph 6 -URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21506-112644 Reference 10: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 235 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.4-08(d)) -URI http://asc.fasb.org/extlink&oid=26873400&loc=d3e23780-122690 Reference 11: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.3-04) -URI http://asc.fasb.org/extlink&oid=27012166&loc=d3e187085-122770 Reference 12: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 30 -Section 50 -Paragraph 2 -URI http://asc.fasb.org/extlink&oid=6405834&loc=d3e23285-112656 Reference 13: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section 50 -Paragraph 3 -URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21475-112644 Reference 14: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Glossary Preferred Stock -URI http://asc.fasb.org/extlink&oid=6521494 Reference 15: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section 50 -Paragraph 2 -URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21463-112644 Reference 16: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section 50 -Paragraph 11 -URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21564-112644 + Details
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