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Equity Transactions
 9 Months Ended
Mar. 31, 2023
Equity Transactions  
Equity Transactions

Note 8 - Equity Transactions

On September 14, 2022 the Company’s Board of Directors approved the employment extension of Dr. Anil Diwan, President and Chairman of the Board. On October 6, 2022, the Company and Dr. Anil Diwan executed an extension of his employment agreement for a period of one year from July 1, 2022 through June 30, 2023 under the same general terms and conditions. The Company granted Dr. Anil Diwan an award of 10,204 shares of the Company’s Series A preferred stock. The shares shall be vested in quarterly installments of 2,551 shares on September 30, 2022, December 31, 2022, March 31, 2023 and June 30, 2023 and are subject to forfeiture. The Company recognized non-cash compensation expense related to the issuance of the Series A preferred stock of $10,930 and $32,790 for the three and nine months ended March 31, 2023, respectively. The balance of $10,931 will be recognized as the remaining 2,551 shares vest and service is rendered for the three months ended June 30, 2023.

For the three and nine months ended March 31, 2023, the Company’s Board of Directors authorized the issuance of 1,727 and 2,501, respectively of fully vested shares of its Series A preferred stock for employee compensation. The Company recorded expense of $6,303 and $11,362, respectively for the three and nine months ended March 31, 2023 related to these issuances.

There is currently no market for the shares of Series A preferred stock and they can only be converted into shares of common stock upon a change of control of the Company as more fully described in the Certificate of Designation. The Company, therefore, estimated the fair value of the Series A preferred stock granted to various employees and others on the date of grant. The conversion of the shares is triggered by a change of control. The fair value of the Series A Convertible preferred stock at each issuance was estimated based upon the price of the Company’s common stock after an application for a reasonable discount for lack of marketability.

The Scientific Advisory Board was granted in August 2022 fully vested warrants to purchase 286 shares of common stock with an exercise price of $3.40 per share expiring in August 2026 and in November 2022 fully vested warrants to purchase 286 shares of common stock with an exercise price of $2.09 per share expiring in November 2026 and in February 2023 fully vested warrants to purchase 286 shares of common stock with an exercise price of $1.79 per share expiring in February 2027. The fair value of the warrants was $183 for the three months ended March 31, 2023 and $886 for the nine months ended March 31, 2023 and was recorded as consulting expense.

The Company estimated the fair value of the warrants granted to the Scientific Advisory Board on the date of grant using the Black-Scholes Option-Pricing Model with the following assumptions:

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Expected life (year)

    

4

 

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Expected volatility

 

57.19-85.12

%

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Expected annual rate of quarterly dividends

 

0.00

%

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Risk-free rate(s)

 

3.025-4.195

%

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For the three and nine months ended March 31, 2023, the Company’s Board of Directors authorized the issuance of 19,983 and 50,039, respectively, fully vested shares of the Company’s common stock with a restrictive legend for consulting services. The Company recorded expense of $27,000 and $81,000, respectively, for the three and nine months ended March 31, 2023, which is reflective of the fair value of the common stock on the dates of issuance.

For the three and nine months ended March 31, 2023, the Company’s Board of Directors authorized the issuance of 8,340 and 20,667, respectively, fully vested shares of its common stock with a restrictive legend for director services. The Company recorded an expense of $11,250 and $33,750 for the three and nine months ended March 31, 2023, which is reflective of the fair value of the common stock on the dates of issuance.