Quarterly report pursuant to Section 13 or 15(d)

Stockholders??? Equity

v3.8.0.1
Stockholders’ Equity
3 Months Ended
Mar. 31, 2018
Stockholders’ Equity [Abstract]  
Stockholders' Equity





7.  Stockholders’ Equity



Common Stock



2017



On June 27, 2017, the Company issued 61,980 shares of our common stock, at a price of $0.48 per share, for the gross proceeds of $29,750 in conjunction with one employee that exercised vested stock options.



On July 17, 2017, the Company issued 263,731 shares of our common stock to four board members in accordance with their restricted stock unit agreements.



On August 22, 2017, the Company issued 4,688 shares of our common stock, at a price of $0.41 per share, for the gross proceeds of $1,922 in conjunction with one employee that exercised vested stock options.



On August 30, 2017, the Company issued 37,500 shares of our common stock, at a price of $0.75 per share, for the gross proceeds of $28,125 in conjunction with one employee that exercised vested stock options.



On November 30, 2017, we issued 220,327 shares of our common stock to two former board members in accordance with their restricted stock unit agreements.



On December 21, 2017, we issued 47,917 shares of our common stock, at a price of $0.48 per share, for the gross proceeds of $23,000 in conjunction with one employee that exercised vested stock options.



2018



On February 7, 2018, the Company issued 12,500 shares of our common stock, at a price of $0.78 per share, for the gross proceeds of $9,595 in conjunction with one employee that exercised vested stock options.



On February 23, 2018, the Company issued 1,808 shares of our common stock in a cashless transaction related to a 25,000 warrant exercise.



During the three months ended March 31, 2018, the Company issued 2,018,125 shares of common stock for $2,018,125 related to the exercise of certain warrants.



As of March 31, 2018, and December 31, 2017 we had an equity payable balance of $100,862 and $100,862, respectively.





Stock-based Plans



Stock Option Activity



The following table summarizes stock option activity for the year ended December 31, 2017 and for the three months ended March 31, 2018:







 



 

   

Options

Outstanding at December 31, 2016

5,757,880 

Granted

3,027,500 

Exercised

(152,085)

Forfeit/canceled

(1,451,053)

Expired

(363,294)

Outstanding at December 31, 2017

6,818,948 

Granted

300,000 

Exercised

(12,500)

Forfeit/canceled

(666,227)

Expired

(26,043)

Outstanding at March 31, 2018

6,414,178 



 



The weighted average exercise price of stock options granted during the period was $0.72 and the related weighted average grant date fair value was $0.52 per share.





2017



On March 23, 2017, the Company granted seven employees a total of 322,500 options to purchase shares of the Company common stock at the closing price as of March 23, 2017 of $0.72 per share. The options vest 25% on the first anniversary of the grant, then equally in 36 monthly installments thereafter and are exercisable until March 23, 2027. The total estimated value using the Black-Scholes Model, based on a volatility rate of 86% and an option value of $0.52 was $167,700.



On May 15, 2017, the Company granted eight employees a total of 2,105,000 options to purchase shares of the Company common stock at the closing price as of May 15, 2017 of $0.60 per share. The options vest 25% on the first anniversary of the grant, then equally in 36 monthly installments thereafter and are exercisable until May 15, 2027. The total estimated value using the Black-Scholes Model, based on a volatility rate of 85% and an option value of $0.43 was $905,150.



On June 28, 2017, the Company granted two employees a total of 150,000 options to purchase shares of the Company common stock at the closing price as of June 28, 2017 of $0.76 per share. The options vest 25% on the first anniversary of the grant, then equally in 36 monthly installments thereafter and are exercisable until June 28, 2027. The total estimated value using the Black-Scholes Model, based on a volatility rate of 86% and an option value of $0.55 was $82,500.



On August 14, 2017, the Company granted two employees a total of 165,000 options to purchase shares of the Company common stock at the closing price as of August 14, 2017 of $0.895 per share. The options vest 25% on the first anniversary of the grant, then equally in 36 monthly installments thereafter and are exercisable until August 14, 2027. The total estimated value using the Black-Scholes Model, based on a volatility rate of 86% and an option value of $0.65 was $107,250.



On November 30, 2017, the Company granted fifteen employees a total of 285,000 options to purchase shares of the Company common stock at the closing price as of November 30, 2017 of $1.15 per share. The options vest 25% on the first anniversary of the grant, then equally in 36 monthly installments thereafter and are exercisable until November 30, 2027. The total estimated value using the Black-Scholes Model, based on a volatility rate of 84% and an option value of $0.82 was $235,452.



2018



On March 26, 2018, the Company granted one employee a total of 300,000 options to purchase shares of the Company common stock at the closing price as of March 26, 2018 of $1.10 per share. The Option Shares will vest ratably over forty-eight (48) months. and are exercisable until March 26, 2028.  The total estimated value using the Black-Scholes Model, based on a volatility rate of 102% and an option fair value of $.88 was $265,575.



On February 7, 2018, the Company issued 12,500 shares of our common stock, at a price of $0.78 per share, for the gross proceeds of $9,595 in conjunction with one employee that exercised vested stock options.



Stock-Based Compensation Expense from Stock Options and Warrants



The impact on our results of operations of recording stock-based compensation expense for the three months ended March 31, 2018 and 2017 were as follows:



 

 

 

 

 

 

 

 

 

 

 

 

 



 

Three Months Ended



 

March 31,



 

2018

 

2017

General and administrative

 

$

125,118 

 

$

222,543 

Sales and marketing

 

 

68,480 

 

 

59,822 

Engineering, research, and development

 

 

28,699 

 

 

(7,472)



 

$

222,296 

 

$

274,893 



Valuation Assumptions



The fair value of each stock option award was calculated on the date of grant using the Black-Scholes option pricing model. The following weighted average assumptions were used for the three months ended March 31, 2018 and 2017.







 

 

 

 



 

 

 

 

   

   

Three Months Ended



 

March 31,

   

   

2018

 

2017

Risk-free interest rate

   

2.68% 

 

2.04% 

Expected life (years)

   

6.00 

 

6.00 

Expected dividend yield

   

 -

 

 -

Expected volatility

   

101.94% 

 

85.63% 



The risk-free interest rate assumption is based upon published interest rates appropriate for the expected life of our employee stock options.



The expected life of the stock options represents the weighted-average period that the stock options are expected to remain outstanding and was determined based on historical experience of similar awards, giving consideration to the contractual terms of the stock-based awards, vesting schedules and expectations of future employee behavior as influenced by changes to the terms of its stock-based awards.



The dividend yield assumption is based on our history of not paying dividends and no future expectations of dividend payouts.



The expected volatility in 2018 and 2017 is based on the historical publicly traded price of our common stock.



Restricted stock units



The following table summarizes restricted stock unit activity under our stock-based plans for the year ended December 31, 2017 and for the three months ended March 31, 2018:



 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 

   

 

Shares

 

Weighted Average
Grant Date Fair Value

 

Weighted Average
Remaining
Contractual Term
(Years)

 

Aggregate
Intrinsic Value

Outstanding at December 31, 2016

 

 

994,417 

 

$

0.72 

 

 

0.08 

 

$

731,845 

Awarded

 

 

199,513 

 

$

0.73 

 

 

0.70 

 

$

 -

Released

 

 

(484,058)

 

$

 -

 

 

 -

 

$

 -

Canceled/forfeited/expired

 

 

(47,072)

 

$

0.72 

 

 

 -

 

$

 -

Outstanding at December 31, 2017

 

 

662,800 

 

$

0.72 

 

 

0.70 

 

$

795,360 

Awarded

 

 

 -

 

$

 -

 

 

 -

 

$

 -

Released

 

 

 -

 

$

 -

 

 

 -

 

$

 -

Canceled/forfeited/expired

 

 

 -

 

$

 -

 

 

 -

 

$

 -

Outstanding at March 31, 2018

 

 

662,800 

 

$

0.33 

 

 

0.75 

 

$

516,984 



 

 

 

 

 

 

 

 

 

 

 

 

Expected to vest at March 31, 2018

 

 

662,800 

 

$

 -

 

 

 -

 

$

516,984 

Vested at March 31, 2018

 

 

417,770 

 

$

 -

 

 

 -

 

$

325,861 

Unvested at March 31, 2018

 

 

245,030 

 

$

 -

 

 

 -

 

$

191,123 

Unrecognized expense at March 31, 2018

 

$

162,687 

 

 

 

 

 

 

 

 

 



2017



On March 23, 2017 the Company granted five independent directors a total of 112,845 restricted stock units.  The units were valued at $81,248, or $0.72 per share, based on the closing stock price on the date of grant. All units vest equally in 12 monthly installments beginning March 23,2017. The shares of Common Stock associated with the Restricted Stock Unit evidenced by this Agreement will be issued to the director upon the earliest to occur of (A) March 23, 2020, (B) a change in control of the Company, and (C) the termination of the director’s service with the Company.



On May 15, 2017 the Company granted the Chairman of the Board 1,000,000 performance stock units. The units were valued at $600,000 or $0.60 per share, based on the closing stock price on the date of grant. These units vest upon meeting certain performance criteria. The Company expects that these units will be fully vested by December 31, 2017.



On May 19, 2017 the Company granted four independent directors a total of 86,668 restricted stock units. The units were valued at $65,001 or $0.75 per share, based on the closing stock price on the date of grant. All units vest equally in 12 monthly installments beginning May 19, 2017. The shares of Common Stock associated with the Restricted Stock Unit evidenced by this Agreement will be issued to the director upon the earliest to occur of (A) May 19, 2020, (B) a change in control of the Company, and (C) the termination of the director’s service with the Company.



Stock Based Compensation from Restricted Stock



The impact on our results of operations of recording stock-based compensation expense for restricted stock units for the three months ended March 31, 2018 and 2017 was as follows: 





 

 

 

 

 

 



 

 

 

 

 

 



 

Three Months Ended



 

March 31,



 

2018

 

2017

General and administrative

 

$

30,546 

 

$

62,524 



 

$

30,546 

 

$

62,524 



As of March 31, 2018, there was unearned restricted stock unit compensation as described in the tables above. If there are any modifications or cancellations of the underlying unvested awards, we may be required to accelerate, increase or cancel all or a portion of the remaining unearned restricted unit compensation expense. Future unearned restricted unit compensation will increase to the extent we grant additional equity awards.











Warrants Issued to Investors and Placement Agents



At March 31, 2018, we have warrants to purchase 2,511,039 shares of common stock at $1.20 per share and 605,185 at $1.00 per share, respectively, which are outstanding. Of this amount, warrants to purchase 964,789 shares expire in 2018, warrants to purchase 1,558,356 shares expire in 2019, and warrants to purchase 813,125 shares expire in 2020.