NOTE 15 – SUBSEQUENT EVENTS

The Company has evaluated events and transactions subsequent to December 31, 2023 through the date these consolidated financial statements were included on Form 10-K and filed with the SEC. Other than the below, there are no subsequent events identified that would require disclosure in these consolidated financial statements.

Reverse Stock Split

On January 2, 2024, the Company implemented a one-for-twenty reverse stock split (“Reverse Stock Split”) of the Company’s issued and outstanding shares of common stock, par value $0.0001.

As a result of the Reverse Stock Split, every twenty shares of Common Stock issued and outstanding was converted into one share of Common Stock, with a corresponding reduction in the number of authorized shares of Common Stock from 495,000,000 to 100,000,000. The Reverse Stock Split affected all stockholders uniformly and did not alter any stockholder’s percentage interest in the Company’s equity, except to the extent that the Reverse Stock Split resulted in some stockholders owning a fractional share. No fractional shares were issued in connection with the Reverse Stock Split. Stockholders who would have otherwise been entitled to receive a fractional share instead received a cash payment (without interest) equal to such fraction multiplied by the average of the closing sales prices of Common Stock on The Nasdaq Capital Market for the five consecutive trading days immediately preceding the effective date of the Reverse Stock Split (with such average closing sales prices being adjusted to give effect to the Reverse Stock Split).

The Reverse Stock Split did not change the par value of the Common Stock. All outstanding securities entitling their holders to purchase shares of Common Stock or acquire shares of Common Stock, including stock options, convertible debt and warrants, have been adjusted as a result of the Reverse Stock Split, as required by the terms of those securities.

On January 17, 2024, after effecting the Reverse Stock Split, the Company received a letter from the Listing Qualifications Department of The Nasdaq Stock Market stating that the Common Stock had maintained a closing bid price at or above $1.00 per share for a sufficient number of consecutive business days to regain compliance with the minimum bid price requirement, and that the matter is now closed.

As of March 23, 2024, there were 1,042,415 common shares outstanding.

Issuance of Stock Options

On March 1, 2024, the Company issued stock options under the 2023 Plan to purchase an aggregate of 104,433 shares of Common Stock to certain employees and directors of the Company. These stock options had a strike price of $8.13 per share. Of the shares granted, 37,433 shares were fully vested at issuance and the remaining options vest over a term of one to three years.