Annual report pursuant to Section 13 and 15(d)

Stock Options

v3.23.1
Stock Options
12 Months Ended
Dec. 31, 2022
Share-Based Payment Arrangement [Abstract]  
STOCK OPTIONS

NOTE 9 – STOCK OPTIONS

 

During the year ended December 31, 2022, the Company issued stock options under the 2021 Plan to employees, to purchase an aggregate of 400,000 shares of Common Stock with strike prices ranging from $0.96 to $1.01 per share and a term of ten years. One-third of these options vest on the one-year anniversary of the issuance date and then the remaining stock options vest in equal quarterly installments over the remaining two years. These options had a total fair value of approximately $180,000, as calculated using the Black-Scholes model.

 

During the year ended December 31, 2022, the Company issued stock options under the 2021 Plan to its current chief financial officer, to purchase an aggregate of 300,000 shares of Common Stock with a strike prices of $1.26 per share and a term of ten years. One-third of these options vest on the one-year anniversary of the issuance date, one-third of these options vest on the two-year anniversary of the issuance date and one-third of these options vest on the three-year anniversary of the issuance date. These options had a total fair value of approximately $174,000, as calculated using the Black-Scholes model.

 

During the year ended December 31, 2022, the Company issued stock options under the 2021 Plan to a non-executive Board member, to purchase an aggregate of 100,000 shares of Common Stock with strike prices ranging from $1.06 per share and a term of ten years. One-half of these options vest on the one-year anniversary of the issuance date and one-half of these options vest on the two-year anniversary of the issuance date. These options had a total fair value of approximately $49,000, as calculated using the Black-Scholes model.

 

During the year ended December 31, 2022, stock options to purchase an aggregate of 100,000 shares of Common Stock under our 2021 Plan were cancelled with a strike price of $5.00 per share.

 

During the year ended December 31, 2022, stock options to purchase an aggregate of 216,667 shares of Common Stock, subject to time-based milestone vesting conditions, vested.

 

During the year ended December 31, 2022, the Company recorded approximately $440,000 of stock-based compensation which was included as part of general and administrative expense.

 

During the year ended December 31, 2021, the Company issued stock options under the 2021 Plan to three non-executive Board members, to purchase an aggregate of 100,000 shares of Common Stock each with a strike price of $5.00 per share and a term of ten years. One-half of these options vest on the one-year anniversary of the issuance date and one-half of these options vest on the two-year anniversary of the issuance date. These 300,000 options had a total fair value of approximately $680,000, as calculated using the Black-Scholes model.

 

During the year ended December 31, 2021, the Company recorded approximately $142,000 of stock-based compensation which was included as part of general and administrative expense.

 

Stock option activity for the years ended December 31, 2022 and 2021 was as follows:

 

   

Number of

Options

    Weighted average
exercise price
per share
    Weighted-average
remaining
contractual term
(years)
    Aggregate
intrinsic
value
(in thousands)
 
Outstanding, January 1, 2021     -     $ -                  -     $               -  
Granted     600,000     $ 4.31       -     $ -  
Expired/Cancelled     -     $ -       -     $ -  
Exercised     -     $ -       -     $ -  
Outstanding, December 31, 2021     600,000     $ 4.31       9.74     $ -  
                                 
Exercisable, December 31, 2021     100,000     $ 5.00       9.71     $ -  
                                 
Outstanding, January 1, 2022     600,000     $ 4.31       9.74     $ -  
Granted     800,000     $ 1.10       -     $ -  
Expired/Cancelled     (100,000 )   $ 5.00       -     $ -  
Exercised     -     $ -       -     $ -  
Outstanding, December 31, 2022     1,300,000     $ 2.28       9.12     $ -  
                                 
Exercisable, December 31, 2022     216,667     $ 4.60       8.71     $ -  

 

As of December 31, 2022, remaining unamortized stock-based compensation expense related to the stock options was $641,181.

 

The Company estimates the fair value of each stock option on the date of grant using the Black-Scholes option pricing model, which requires various assumptions including fair value of the underlying share, volatility, expected option life, risk-free interest rate and expected dividends. The fair value of the underlying share was based on the fair value on the grant date. The expected term was based on the expected exercise behavior of grantees. Expected volatility was calculated based on the volatilities of a peer group of companies. The risk-free rate of the option is based on the U.S. Treasury rate for the expected term of the option. The following weighted-average assumptions were used in the Black-Scholes calculations:

 

    Year ended December 31,  
    2022     2021  
Expected volatility     40.5 %     48.3 %
Expected term (in years)     6.5       6.3  
Weighted-average risk-free interest rate     3.3 %     1.3 %
Weighted average fair value of underlying interest   $ 1.10     $ 3.47  
Expected dividends     -       -  

 

The weighted average grant date fair value of options granted during the years ended December 31, 2022 and 2021 was $0.50 per option and $1.37 per option, respectively.