3 unchanged sentences
for the periods indicated, the high and low bid prices per share of our Common Stock as by OTCQB.
−Removed: Over-the-counter market
−Removed: quotations reflect inter-dealer prices, without retail mark-up, mark-down or commission and may not necessarily represent actual transactions.
+Added: Over-the-counter market quotations
+Added: reflect inter-dealer prices, without retail mark-up, mark-down or commission and may not necessarily represent actual transactions.
Quarter Ended
10 unchanged sentences
of June 26, 2024, the last reported sale price of our Common Stock, as reported by the OTCQB, was $0.18.
−Removed: of June 20, 2023, there were, respectively, approximately 111 holders of record of our Common Stock.
+Added: of June 26, 2024 , there were approximately 105 holders of record of our Common Stock.
have never paid cash dividends on our Common Stock.
5 unchanged sentences
Plan Category
−Removed: securities to
−Removed: be issued upon
+Added: Number of securities to be
+Added: exercise of outstanding
options, warrants,
Weighted-average
−Removed: exercise price
−Removed: options, warrants,
−Removed: available for
−Removed: future issuance
−Removed: plans (excluding
−Removed: securities reflected
−Removed: in column (a))
+Added: exercise price per share
+Added: of outstanding options,
+Added: warrants, and rights
+Added: Number of securities
+Added: remaining available
+Added: for future issuance
+Added: compensation plans
+Added: (excluding securities
+Added: reflected in column
Equity compensation plans approved by security holders (1)
+Added: Equity compensation plans not approved by security holders (2)
securities reserved and available for grant under the 2014 Equity Incentive Plan
+Added: securities reserved and available for grant under the 2024 Equity Incentive Plan
Equity Incentive Plan
5 unchanged sentences
future success of Company operations.
−Removed: An aggregate of 3,000,000 shares of Common Stock were initially reserved for grant and issuance pursuant to
−Removed: the 2014 Plan.
+Added: An aggregate of 3,000,000 shares of Common Stock were initially reserved for grant and issuance
+Added: pursuant to the 2014 Plan.
The 2014 Plan is administered and interpreted by our Compensation Committee (the “Administrator”).
−Removed: under the 2014 Plan may be granted in any one or all of the following forms:
−Removed: (i) incentive stock options (“ISOs”) intended
−Removed: to qualify under Section 422 of the Internal Revenue Code of 1986, as amended (the “Code”);
−Removed: (ii) non-qualified stock options
+Added: Awards under the 2014 Plan may be granted in any one or all of the following forms:
+Added: (i) incentive stock options (“ISOs”)
+Added: intended to qualify under Section 422 of the Internal Revenue Code of 1986, as amended (the “Code”);
+Added: (ii) non-qualified stock
+Added: options (“NSOs”);
(iii) stock appreciation rights, which may be granted in tandem with options or on a stand-alone basis;
−Removed: of restricted stock;
+Added: (iv) shares of restricted stock;
(v) shares of unrestricted stock;
38 unchanged sentences
means of payment, as may be determined by the Administrator.
+Added: 2014 Plan expired on March 17, 2024.
+Added: Equity Incentive Plan
+Added: 2024 Equity Incentive Plan (the “2024 Plan”) was adopted by the Board on March 27, 2024, to enhance the Company’s and
+Added: its Affiliates’ ability to attract and retain highly qualified employees, officers, Non-Employee Directors, and Consultants, and
+Added: to motivate such employees, officers, Non-Employee Directors, and Consultants to serve the Company and its Affiliates and to expend maximum
+Added: effort to improve the business results and earnings of the Company, by providing to such persons an opportunity to acquire or increase
+Added: a direct proprietary interest in the operations and future success of the Company.
+Added: To this end, the 2024 Plan provides for the grant
+Added: of Options, Stock Appreciation Rights (“SAR”), Restricted Stock, Restricted Stock Units, and Other Stock-based Awards.
+Added: of these Awards may, but need not, be made as performance incentives to reward attainment of performance goals in accordance with the
+Added: terms hereof.
+Added: Options may only be granted as NSOs and will not qualify as ISOs.
+Added: Upon becoming effective, the Plan replaces, and no further
+Added: awards shall be made under, the 2014 Plan.
+Added: option granted under the 2024 Plan shall be a NSO, with such being defined as an option to purchase shares of Common Stock that does
+Added: not meet the criteria of an incentive stock option within the meaning of Section 422 of Code.
+Added: The exercise price for share of Common
+Added: Stock subject to an option shall be fixed by the Board and shall be at least the fair market value of a share of Common Stock on the
+Added: grant date, provided that in no case shale the option price be less than the par value of a share of Common Stock.
+Added: SAR shall confer on the participant a right to receive, upon exercise thereof, the excess of the fair market value of one share of Common
+Added: Stock on the date of exercise over the SAR exercise price, as determined by the Board.
+Added: The award agreement for a SAR shall specify the
+Added: SAR exercise price, which shall be fixed on the grant date as not less than the fair market value of a share of Common Stock on that
+Added: date, provided, however that the SAR’s grant price may not be less than the fair market value of a share of Common Stock on the
+Added: grant date of the SAR to the extent required by Section 409A of the Code.
+Added: the restricted stock and restricted stock units component of the 2024 Plan, the Board may award grants of share of Common Stock or bookkeeping
+Added: entries representing the equivalent shares of Common Stock with restrictions determined by the Board, which include, without limitation,
+Added: a restricted period of time and the satisfaction of corporate or individual performance objectives.
+Added: of the option price for shares purchased pursuant to the exercise of an option, or the purchase price for restricted stock shall be made
+Added: in cash or in cash equivalents acceptable to the Company, except that with respect to an option only, to the extent permitted by law
+Added: and to the extent the option award agreement so provides, payment of the option price may be made all or in part by delivery (on a form
+Added: acceptable to the Company) of an irrevocable direction to a licensed securities broker acceptable to the Company to sell shares of Common
+Added: Stock and to deliver all or part of the sales proceeds to the Company in payment of the option price and any withholding taxes required
+Added: under applicable laws.
+Added: 2024 Plan provides for the Board’s granting of other stock based awards in addition to or in conjunction with other awards under
+Added: the 2024 Plan.
+Added: Such other stock based awards may be used in the settlement of amounts payable in shares of Common Stock under any other
+Added: compensation plan or arrangement of the Company.
Purchases of Equity Securities
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.