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STOCKHOLDERS EQUITY DEFICIT
 12 Months Ended
Dec. 31, 2023
STOCKHOLDERS EQUITY DEFICIT  
STOCKHOLDERS' EQUITY/DEFICIT

NOTE 4 – STOCKHOLDERS’ EQUITY/DEFICIT

 

General

 

The following description of our securities and certain provisions of our amended and restated certificate of incorporation and amended and restated bylaws are summaries and are qualified by reference to the amended and restated certificate of incorporation and our bylaws that will be in effect on the closing of this offering. Copies of these documents have been filed with the SEC as exhibits to our registration statement, of which this prospectus forms a part. The descriptions of the Shares, and preferred stock reflect changes to our capital structure that will be in effect on the closing of this offering.

 

Preferred Stock

 

●

Par value: $0.001

●

Authorized: 10,000,000

●

Issued: There were no preferred  shares issued and outstanding as of December 31, 2022 and 2023

 

Common Stock

 

●

Par value: $0.001

●

Authorized: 100,000,000

●

Issued: 7,878,417 shares are outstanding as at December 31, 2022 and 9,253,417 as of December 31, 2023

 

On February 2nd 2024 17,000 Shares of Common stock were issued to Jade Barnwell, the former Laser Photonics CFO, under the terms of employment.

 

Warrants

 

As of December 31 2023 there were 180,000 Warrants Outstanding

 

Preferred Stock

Shares of preferred stock may be issued from time to time in one or more series as may be determined by the board of directors. The board of directors may fix the designation, powers, preferences, and rights of the shares of each such series and the qualifications, limitations or restrictions thereof without any further vote or action by the stockholders of the Company, except that no holder of preferred stock shall have pre-emptive rights. Any shares of preferred stock so issued would typically have priority over the common stock concerning dividend or liquidation rights. The board of directors does not at present intend to seek stockholder approval prior to any issuance of currently authorized stock unless otherwise required by law.

 

Common Stock

Holders of shares of common stock are entitled to one vote for each share on all matters to be voted on by the stockholders. Holders of common stock do not have cumulative voting rights.

 

Subject to preferences that may be applicable to any outstanding shares of preferred stock, the holders of common stock are entitled to share ratable in dividends, if any, as may be declared from time to time by the board of directors in its discretion from funds legally available therefore.

 

Holders of common stock have no pre-emptive rights to purchase the Company’s common stock. There are no conversion or redemption rights or sinking fund provisions with respect to the common stock. The Company may issue additional shares of common stock which could dilute its current shareholder’s share value.

 

2023

 

During the quarter ended June 30, 2023, the Company issued 350,000 shares of common stock were issued as compensation for services to TraDigital. These were recorded at a fair value based on the market price of the Company’s stock on the date of the agreement.

 

During the quarter ended June 30, 2023, the Company issued 25,000 shares of common stock were issued as compensation for services to Company former Vice President of Finance Tim Schick. These were recorded at a fair value based on the market price of the Company’s stock on the date of the agreement.

 

During the quarter ended December 31, 2023, the Company issued 1,000,000 shares of common stock as consideration of the license agreement granted by Fonon Technologies, Inc. These were recorded at a fair value based on the market price of the Company’s stock on the date of the agreement.

 

2022

 

On October 4, 2022, we entered into a marketing agreement with TraDigital Marketing Group. In accordance with the contract we will issue to TraDigital in 2023 350,000 shares of our common stock in full satisfaction of the balance due on our agreement, reflected in Accrued Expenses at December 31, 2022 in the amount of $829,500 ($2.37 per share, the company’s closing stock price on the contract date).

 

During the quarter ended December 31, 2022, the Company issued 3,000,000 shares of common stock as a public float resalted from Company IPO. These were recorded as a paid in capital of the Company’s stock on the date of IPO..

 

As of December 31, 2023, and 2022, Stockholders’ Equity was $13,481,492 and $17,131,488, respectively.

 

Treasury Stock repurchase

 

In October 2023 there were 24,937 shares of treasury stock repurchased totaling $33,560 for the stocks with an additional service charge expense of $250 for a total cost of $33,810

 

Warrants

 

On December 12, 2022: 180,000 warrants were issued to the following members of Alexander Capital, the Underwriter of the IPO. The warrants are exercisable at $6.00 per share, between March 28, 2023, and September 29, 2027:

 

 

 

Execution price

 

 

Amount

 

 

Total value

 

Warrants as at December 31, 2022

 

$6

 

 

 

180,000

 

 

 

1,080,000

 

Issued

 

 

 

 

 

 

-

 

 

 

 

 

Expired

 

 

 

 

 

 

-

 

 

 

 

 

Warrants as at December 31, 2023

 

$6

 

 

 

180,000

 

 

 

1,080,000

 

 

There has been no activity as of the end of December 31, 2023

 

Options

 

Set forth below is information regarding shares of common stock issued, and options granted, from January 1, 2022, to March 15, 2024:On July 24, 2022: 25,000 Incentive Stock Options (‘ISOs’) were issued to Tim Schick, CFA. The options vest over four (4) years and are exercisable at $5.00 per share. These options were cancelled when Tim Schick was terminated as our CFO on March 27, 2023.