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Stockholders’ Equity
 12 Months Ended
Dec. 31, 2023
Equity [Abstract]  
Stockholders’ Equity

Note 6 – Stockholders’ Equity

 

Common Stock

 

During the year ended December 31, 2023, the Company issued:

 

  ● 2,380,996 shares of common stock to settle $1,925,700 of principal and $294,927 of interest on a Convertible Note and incurred $477,221 of loss on settlement.
  ● 85,195 shares of common stock issued for vesting of restricted stock units.

 

 

During the year ended December 31, 2022, the Company issued:

 

  ● 839 shares of common stock for conversion of $16,340 of accrued interest and 147,500 shares of common stock upon settlement of notes payable for $588,524.
  ● 27,989 shares of common stock upon vesting of restricted stock units.
  ● 1,409,771 shares of common stock upon completion of the Company’s initial public offering for $10,008,095.
  ● 1,409,771 shares of common stock upon completion of the Company’s initial public offering for exercise of warrants $14,098.
  ● 857,780 shares of common stock upon exercise of warrants to settle notes payable for $576,476.
  ● 336,810 shares of common stock upon conversion of preferred shares and 100,517 to settle dividends payable for $402,068.

 

Warrants

 

In connection with the January 2023 Alto Convertible Note, Boustead was granted warrants to purchase 71,266 shares of common stock, at an exercise price of $2.35 per share (Note 5). In addition, Alto was granted warrants to purchase 1,018,079 shares of common stock, at an exercise price of $2.35 per share (Note 5, 7).

 

A summary of activity regarding all warrants issued for the year ended December 31, 2023 and 2022 were as follows:

 

   Number of   Weighted Average   Weighted Average 
   warrants   Exercise Price   Life (years) 
Outstanding, December 31, 2021   -   $-    - 
Granted(1)   2,641,354    0.75    4.75 
Exercised(2)   (2,284,544)   0.26    - 
Outstanding, December 31, 2022   356,810   $3.92    2.79 
Granted - Boustead   71,266    2.35    5.00 
Granted - Ayrton   1,018,079    2.35    4.00 
Outstanding, December 31, 2023   1,446,155   $2.74    2.77 

 

  (1) Granted warrants include those granted on conversion of Notes Payable - 677,500, Notes Payable – Related Parties – 20,000, Series A Preferred Shares - 336,810 and issued during the IPO - 1,607,044.
  (2) Includes 197,273 warrants exercised on a cashless basis for 180,280 shares of common stock.

 

The intrinsic value of the warrants as of December 31, 2023 is $0. All of the outstanding warrants are exercisable as of December 31, 2023.

 

Equity Incentive Plan

 

Our 2018 Equity Incentive Plan (the “2018 Plan”) provides for equity incentives to be granted to our employees, executive officers, directors and key advisers and consultants. Equity incentive grants may be made in the form of stock options with an exercise price of not less than the fair market value of the underlying shares as determined pursuant to the 2018 Equity Incentive Plan, restricted stock awards, other stock-based awards, or any combination of the foregoing. The 2018 Equity Incentive Plan is administered by the Company’s compensation committee. We have reserved 3,000,000 shares of our common stock for issuance under the 2018 Equity Incentive Plan. As of December 31, 2023, 678,180 shares have been granted under the 2018 Equity Incentive Plan, of which 480,325 shares have vested.

 

Restricted Stock Units

 

We may grant restricted stock units (“RSU”) under our 2018 Plan. RSUs are bookkeeping entries representing an amount equal to the fair market value of one share of our common stock. Subject to the provisions of our 2018 Plan, the administrator determines the terms and conditions of RSUs, including the vesting criteria and the form and timing of payment. Notwithstanding the foregoing, the administrator, in its sole discretion, may accelerate the time at which any restrictions will lapse or be removed. RSUs granted typically vest annually in one third increments from the date of appointment.

 

During the years ended December 31, 2023 and 2022, pursuant to agreements with directors, officers and consultants, 259,326 and 35,587 RSUs with a value of $352,400 and $100,000 were granted, respectively. Compensation expense for the vesting RSUs were as follows:

 

   Year ended December 31,
   2023  2022
Recognized in general and administrative expense  $115,000   $170,663 
Recognized in research and development expense   66,960    233,293 
Total  $181,960   $403,956 

 

As of December 31, 2023 and 2022, there was $231,550 and $61,111, respectively, of unrecognized stock-based compensation expense related to unvested RSUs, which is expected to be recognized over a weighted-average period of 1.06 years and 1.83 years, respectively.

 

 

A summary of activity regarding the Restricted Stock Units issued follows:

 

   Number of Shares   Weighted Average Grant Date Fair Value Per Share 
Outstanding, December 31, 2021   63,686   $23.87 
Granted   35,587    2.81 
Outstanding, December 31, 2022   99,273   $15.06 
Granted   259,326    1.36 
Vested   (160,744)   1.50 
Outstanding, December 31, 2023   197,855   $1.47