Stockholders' Equity

6 Months Ended

Jun. 30, 2021

(8) Stockholders’ Equity

(a) Overview

The Company’s Certificate of Incorporation, originally filed on January 11, 2016, was amended on April 15, 2020, to increase the number of shares of Common Stock authorized and to authorize the issuance of Preferred Stock. The Company’s Certificate of Incorporation was further amended and restated on April 27, 2021. The total number of shares which the Company is authorized to issue is 300,000,000, each with a par value of $0.0001 per share. Of these shares, 290,000,000 shall be Common Stock and 10,000,000 shall be Preferred Stock. Between January 2016 and October 2018, the Company issued 4,636,216 shares of restricted common stock subject to forfeiture until vested. As of June 30, 2021, and December 31, 2020, 4,598,357 shares and 4,489,738 shares, respectively, of restricted common stock had vested. Of the shares sold in 2018, an aggregate of 292,250 shares were issued to two purchasers in exchange for subscriptions receivable bearing interest at 4% per annum and secured by the underlying restricted shares. One subscription receivable in the principal amount of $3,290 and accumulated interest were repaid in April 2021. At June 30, 2021, and December 31, 2020, the principal balances of subscriptions receivable was $8,400 and $11,690, respectively, and accrued interest was $954 and $1,073, respectively. The Preferred Stock is undesignated; no shares of Preferred Stock have been issued.

At June 30, 2021, and December 31, 2020, the Company had reserved 1,080,858 shares and 1,050,694 shares, respectively, of common stock for the conversion of outstanding Convertible Promissory Notes (see Note 7) and the exercise of outstanding warrants to purchase shares of common stock (see Note 9).

The following table lists information about unvested restricted common stock.


Unvested restricted common stock at December 31, 2020		146,483
Shares issued		—
Shares vested		(108,624)
Unvested restricted common stock at June 30, 2021		37,859

(b) Common Stock

Dividends

Subject to the rights of holders of any Preferred Stock, holders of the Common Stock are entitled to receive dividends as may be declared from time to time by the Board. No cash dividends were declared or paid during the three and six months ended June 30, 2021 and 2020, or at any other time through the date of these financial statements.

ii.Liquidation

Subject to the rights of holders of any Preferred Stock as to liquidation, upon the liquidation, dissolution or winding up of the Company, the remaining assets of the Company will be distributed to holders of Common Stock.

iii.

Voting

Holders of Common Stock are entitled to one vote for each share of Common Stock held but shall not be entitled to vote on any amendment to the Certificate of Incorporation that relates solely to the terms of any series of Preferred Stock. There is no cumulative voting.