Annual report pursuant to Section 13 and 15(d)

STOCK OPTIONS AND WARRANTS

v3.24.1
STOCK OPTIONS AND WARRANTS
12 Months Ended
Dec. 31, 2023
ECONOMIC INJURY DISASTER LOAN  
STOCK OPTIONS AND WARRANTS

NOTE 14 - STOCK OPTIONS AND WARRANTS

 

Options

 

On November 13, 2014, our Board of Directors authorized and approved the adoption of the Plan effective November 13, 2014 (2014 Stock Option Plan) under which an aggregate of 20% (290,879 shares) of the issued and outstanding shares may be issued. The plan shall terminate ten years after the plan’s adoption by the board of directors. We granted an aggregate 145,000 stock options. As of December 31, 2023, an aggregate total of 145,879 can still be granted under the plan.

 

On June 15, 2016, our board of Directors authorized and approved the adoption of the Equity Incentive Plan effective June 15, 2016 (2016 Equity Incentive Plan) under which an aggregate of 656,250 shares may be issued. The plan shall terminate ten years after the plan’s adoption by the board of directors. We granted an aggregate of 330,350 stock options. As December 31, 2023, an aggregate total of 325,900 options can still be granted under the plan.

 

On May 15, 2018, the Board of Directors approved and adopted the BioCorRx Inc. 2018 Equity Incentive Plan (2018 Stock Option Plan) under which an aggregate of 450,000 shares may be issued. The plan shall terminate ten years after the plan’s adoption by the board of directors. The Company has granted an aggregate of 380,008 stock options. As of December 31, 2023, an aggregate total of 69,992 options can still be granted under the plan.

 

On April 22, 2022, the Board of Directors approved and adopted the BioCorRx Inc. 2022 Equity Incentive Plan (2022 Stock Option Plan) under which an aggregate of 695,000 shares may be issued. The plan shall terminate ten years after the plan’s adoption by the board of directors. The Company has granted an aggregate of 68,049 stock options. As of December 31, 2023, an aggregate total of 626,951 options can still be granted under the plan.

 

During the year ended December 31, 2023, the Company approved the grant of 25,719 stock options to one director valued at $41,145. The term of the options was five years, and the options vested immediately.

 

Option valuation models require the input of highly subjective assumptions. The fair value of stock-based payment awards was estimated using the Black-Scholes option model with a volatility figure derived from using the Company’s historical stock prices. The Company accounts for the expected life of options based on the contractual life of options for non-employees. For employees, the Company accounts for the expected life of options in accordance with the “simplified” method, which is used for “plain-vanilla” options, as defined in the accounting standards codification. The risk-free interest rate was determined from the implied yields of U.S. Treasury zero-coupon bonds with a remaining life consistent with the expected term of the options.

 

In applying the Black-Scholes option pricing model, the Company used the following assumptions in 2023 and 2022: 

 +

 

 

2023

 

 

2022

 

Risk-free interest rate

 

3.60%-4.60

 

0.91%-4.06

Expected term (years)

 

 

5.00

 

 

3.00 - 5.00

 

Expected volatility

 

150.62%-152.22

 

129.95%-148.85

Expected dividends

 

 

0.00

 

 

 

0.00

 

The following table summarizes the stock option activity for the year ended December 31, 2023 and 2022:

 

 

 

Shares

 

 

Weighted-

Average

Exercise

Price

 

 

Weighted-

Average

Remaining

Contractual

Term

 

 

Aggregate

Intrinsic

Value

 

Outstanding at January 1, 2022

 

 

815,351

 

 

$ 7.85

 

 

 

4.9

 

 

$ 795,115

 

Expired

 

 

(350 )

 

 

1.60

 

 

 

-

 

 

 

-

 

Grants

 

 

59,057

 

 

 

3.07

 

 

 

4.1

 

 

 

-

 

Outstanding at December 31, 2022

 

 

874,058

 

 

$ 7.53

 

 

 

3.9

 

 

$ 559

 

Expired

 

 

(8,334 )

 

 

3.00

 

 

 

-

 

 

 

-

 

Grants

 

 

25,719

 

 

 

1.75

 

 

 

4.5

 

 

 

-

 

Outstanding at December 31, 2023

 

 

891,443

 

 

 

7.41

 

 

 

3.0

 

 

 

-

 

Exercisable at December 31, 2023

 

 

889,151

 

 

$ 7.41

 

 

 

3.0

 

 

$ -

 

 

The aggregate intrinsic value in the preceding tables represents the total pretax intrinsic value, based on options with an exercise price less than the Company’s stock price of $0.78 as of December 31, 2023, which would have been received by the option holders had those option holders exercised their options as of that date.

 

The following table presents information related to stock options at December 31, 2023:

 

Options Outstanding

 

 

Options Exercisable

 

 

 

 

 

 

Weighted

 

 

 

 

 

Weighted

 

 

 

 

 

 

Average

 

 

Exercisable

 

 

Average

 

Exercise

 

Number of

 

 

Remaining Life

 

 

Number of

 

 

Remaining Life

 

Price

 

Options

 

 

In Years

 

 

Options

 

 

In Years

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

0.01-2.50

 

 

392,802

 

 

 

2.7

 

 

 

392,802

 

 

 

2.7

 

 

2.51-5.00

 

 

54,474

 

 

 

2.0

 

 

 

54,474

 

 

 

2.0

 

 

5.01 and up

 

 

444,167

 

 

 

3.4

 

 

 

441,875

 

 

 

3.4

 

 

 

 

 

891,443

 

 

 

3.0

 

 

 

889,151

 

 

 

3.0

 

 

The stock-based compensation expense related to option grants were $63,941 and $111,079 during the year ended December 31, 2023 and 2022, respectively.

 

As of December 31, 2023, stock-based compensation related to options of $3,796 remains unamortized and is expected to be amortized over the weighted average remaining period of 5 months. 

 

Warrants

 

On May 5, 2022, the Company entered into a Subscription Agreement (the “DeCsepel 2022 Subscription Agreement”) with David DeCsepel, a consultant of the Company. The Company issued a warrant that entitles David DeCsepel to purchase 165,929 common stock at an exercise price of $6.00, expiring 3 years from the date of issuance in connection with the sale of common stock.

During the year ended December 31, 2022, the Company issued warrants that entitle the holders to purchase an aggregate of 167,926 common shares due to loan default. The exercise price is $4.14 and the expiration date is 3 years from the date of issuance. The aggregate fair value of the warrants was $301,796.

 

During the year ended December 31, 2023, the Company entered into several subscription agreements and issued warrants that entitle the holders to purchase an aggregate of 532,001 common stock in connection with the sale of common stock. The exercise price ranges from $2.00 to $4.00. The expiration dates range from 3 years to 4 years from the date of issuance. The relative fair value of the warrants was $420,055.

 

During the year ended December 31, 2023, the Company issued several promissory notes to related parties and third parties and issued warrants that entitle the holders to purchase an aggregate of 700,000 common stock in connection with the issuance of the promissory notes. The exercise price is $2.00. The expiration dates range from 3 years to 4 years from the date of issuance. The aggregate fair value of the warrants was $373,127.

 

The fair value of warrants issued was estimated using the Black-Scholes option model with a volatility figure derived from using the Company’s historical stock prices. The Company accounts for the expected life of warrants based on the contractual life of warrants. The risk-free interest rate was determined from the implied yields of U.S. Treasury zero-coupon bonds with a remaining life consistent with the expected term of the warrants.

 

In applying the Black-Scholes option pricing model, the Company used the following assumptions in 2023 and 2022:

 

 

 

2023

 

 

2022

 

Risk-free interest rate

 

3.60–4.73

 

 

2.94 %

Expected term (years)

 

3.00 – 4.00

 

 

 

3.00

 

Expected volatility

 

158.00–174.29%

 

 

139.37 %

Expected dividends

 

 

0.00

 

 

 

0.00

 

 

The following table summarizes the changes in warrants outstanding and the related prices for the shares of the Company’s common stock:

 

Warrants Outstanding

 

 

Warrants Exercisable

 

 

 

 

 

 

Weighted

 

 

 

 

 

 

 

 

Weighted

 

Weighted

 

 

 

 

 

Average

 

 

Weighted

 

 

 

 

 

Average

 

Average

 

 

 

 

 

Remaining

 

 

Average

 

 

 

 

 

Remaining

 

Exercise

 

 

Number

 

 

Contractual

 

 

Exercise

 

 

Number

 

 

Contractual

 

Price

 

 

Outstanding

 

 

Life (Years)

 

 

Price

 

 

Exercisable

 

 

Life (Years)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

3.31

 

 

 

1,565,856

 

 

 

2.6

 

 

$

3.31

 

 

 

1,565,856

 

 

 

2.6

 

3.31

 

 

 

1,565,856

 

 

 

2.6

 

 

$

3.31

 

 

 

1,565,856

 

 

 

2.6

 

 

The following table summarizes the warrant activity for the year ended December 31, 2023 and 2022:

 

 

 

Number of

Shares

 

 

Weighted

Average

Exercise

Price Per

Share

 

Outstanding at January 1, 2022

 

 

-

 

 

$ -

 

Grants

 

 

333,855

 

 

 

5.06

 

Outstanding at December 31, 2022

 

 

333,855

 

 

$ 5.06

 

Grants

 

 

1,232,001

 

 

 

2.84

 

Outstanding at December 31, 2023

 

 

1,565,856

 

 

$ 3.31

 

Exercisable at December 31, 2023

 

 

1,565,856

 

 

$ 3.31