Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
−Removed: Our common shares are quoted on the OTCQX under the symbol “LXRP.” Our common shares are also quoted on the Canadian Securities Exchange under the symbol “LXX”.
−Removed: The following quotations, obtained from Yahoo Finance, reflect the high and low bids for our common shares as quoted on the OTCQX based on inter-dealer prices, without retail mark-up, mark-down or commission and may not represent actual transactions.
−Removed: The high and low bid prices of our common stock for the periods indicated below are as follows:
−Removed: OTC Bulletin Board (1)
−Removed: Quarter Ended
−Removed: November 30, 2016
−Removed: February 28, 2017
−Removed: August 31, 2017
−Removed: November 30, 2017
−Removed: February 28, 2018
−Removed: August 31, 2018
−Removed: November 30, 2018
−Removed: February 28, 2019
−Removed: August 31, 2019
−Removed: November 30, 2019
−Removed: February 28, 2020
−Removed: August 31, 2020
−Removed: (1) Over-the-counter market quotations reflect inter-dealer prices without retail mark-up, mark-down or commission, and may not represent actual transactions
−Removed: As of October 14, 2020, there were 78 holders of record of our common stock.As of such date, 90,044,312 shares of common stock were issued and outstanding.
+Added: Effective January 12, 2021, the Company’s common stock and warrants began trading on the Nasdaq Capital Markets under the symbols “LEXX” and “LEXXW”, respectively.
+Added: Prior to this date the Company’s common stock was quoted on the OTCQX under the symbol “LXRP.” Our common shares were also quoted on the Canadian Securities Exchange under the symbol “LXX” until July 8, 2021.
+Added: Since Lexaria's shares began trading on the Nasdaq, the overwhelming majority of trading has moved to Nasdaq, providing greater liquidity for shareholders.
+Added: The Company expects to realize savings in fees and managerial time and effort that were required to maintain a dual listing that can now be redirected into the Company's applied research and development programs, further advancing the business of the Company.
+Added: For these reasons, Lexaria's management team and Board of directors have made the decision to voluntarily delist from the CSE, consolidating the trading of its shares to Nasdaq.
+Added: The stock market in general has experienced extreme stock price fluctuations in the past few years.
+Added: In some cases, these fluctuations have been unrelated to the operating performance of the affected companies.
+Added: Many companies have experienced dramatic volatility in the market prices of their common stock.
+Added: The Company believes that several factors, both within and outside of its control, could cause the price of the Company’s common stock to fluctuate.
+Added: The following quotations, obtained from Yahoo Finance , reflect the high and low bids, up to the first quarter of our 2021 fiscal year, for our common shares as quoted on the OTCQX and Nasdaq stock markets, based on inter-dealer prices, without retail mark-up, mark-down or commission and may not represent actual transactions.
+Added: Thereafter, the high and low bids for the balance of the 2021 fiscal year represent trades of our common shares on the Nasdaq Capital Markets.
+Added: All share and per-share amounts presented have been retroactively adjusted for all periods represented to reflect the 1-for-30 reverse stock split effected January 11, 2021.
+Added: First quarter
+Added: Second quarter
+Added: Third quarter
+Added: Fourth quarter
+Added: First quarter
+Added: Second quarter
+Added: Third quarter
+Added: Fourth quarter
+Added: There were 5,726,699 common shares issued and outstanding as of August 31, 2021 (3,001,476 at August 31, 2020).
+Added: As of November 25, 2021 there were approximately [49] shareholders of record.
Dividend Policy
−Removed: We have not paid any cash dividends on our common stock and have no present intention of paying any dividends on the shares of our common stock.
+Added: We have not paid any and have no present intention of paying any dividends on our capital stock.
Our current policy is to retain earnings, if any, for use in our operations and in the development of our business.
−Removed: Our future dividend policy will be determined from time to time by our board of directors.
−Removed: Page 46 of 96
+Added: As a result, we anticipate that only appreciation of the price of our common stock, if any, will provide a return to investors for at least the foreseeable future.
Recent Sales of Unregistered Securities
4 unchanged sentences
Total Value $
−Removed: Option exercise
−Removed: Private placement (1)
Per agreements (1)
−Removed: (1) Total fees of $221,889 were paid for total net receipt of $2,638,025.
(1) The Company awarded the restricted common shares as required by consulting contracts.
−Removed: There were no warrants exercised during the year ended August 31, 2020.
+Added: Page 40 of 90
+Added: There were 610,189 warrants at a strike price of $6.58 exercised during the year ended August 31, 2021.
Equity Compensation Plan Information
−Removed: We have no long-term incentive plans other than the stock option plans described below updated for issuable options as at August 31, 2020:
−Removed: 2014 Stock Option Plan
−Removed: On June 11, 2014, our shareholders approved and adopted our 2014 Stock Option Plan which permits our company to grant up to an aggregate of the remaining 1,887,500 options to acquire shares of our common stock, to directors, officers, employees and consultants of our company.
+Added: We have no long-term incentive plans other than the equity incentive plan described below.
Equity Incentive Plan
−Removed: On June 20, 2019 our shareholders approved and adopted our Equity Incentive Plan whereby the board of directors may, from time to time, grant up to the remaining 7,838,713 stock options to directors, officers, employees, and consultants.
−Removed: The Board may amend, subject to the approval of any regulatory authority whose approval is required, suspend or terminate this Plan or any portion thereof.
+Added: During the year ended August 31, 2021, the Company cancelled its 2014 Stock Option Plan.
+Added: The 2007 and 2010 option plans were cancelled during the year ended August 2020.
+Added: All future option issuances shall be made under the Equity Incentive Plan.
+Added: The Board may, subject to the approval of any regulatory authority whose approval is required, amend, suspend or terminate this Plan or any portion thereof.
No such amendment, suspension or termination shall alter or impair any outstanding unexercised Options or any rights without the consent of such Participant.
If this Plan is suspended or terminated, the provisions of this Plan and any administrative guidelines, rules and regulations relating to this Plan shall continue in effect for the duration of such time as any Option remains outstanding.
−Removed: During the year end August 31, 2020, the company cancelled the 2007 and 2010 option plans.
−Removed: It is the Company’s intent to terminate the 2014 Plan upon the expiration of all options currently issued and outstanding under such plans.
−Removed: All future option issuances shall be made under the Equity Incentive Plan.
−Removed: Page 47 of 96
Securities authorized for issuance under equity compensation plans
5 unchanged sentences
Equity compensation plans approved by shareholders
−Removed: 2014 Stock Option Plan approved by security holders
−Removed: Equity Incentive Plan
Convertible Securities
−Removed: As of August 31, 2020, we had outstanding options to purchase 5,148,000 shares of our common stock with a weighted average exercise price of $0.37.
−Removed: During the year ended August 31, 2020, the Company pursuant to existing stock option plans, granted stock options to directors, officers, employees and consultants that enable the option holders to purchase an aggregate of up to 4,848,000 common shares of the Company at a prices of:
−Removed: 300,000 at $0.55, 20,000 at $0.43, 550,000 at $0.47, 2,392,000 at $0.32, and 700,000 at $0.34 vesting immediately;
−Removed: 700,000 at $0.55 vesting at milestones;
−Removed: 40,000 at $0.43 and 146,000 vesting over two years, for a period of five years.
−Removed: The 3,962,000 options vested as at August 31, 2020, were valued at $1,139,270 and included in consulting expense and wages.
+Added: During the year ended August 31, 2021, pursuant to the Equity Incentive Plan the Company granted stock options to directors, officers, employees, and consultants that enable the option holders to purchase an aggregate of up to 84,900 common shares of the Company at prices of:
+Added: 3,400 at $4.80, 38,500 at $5.31, 26,000 at $5.83, 5,000 at $5.31 vesting after one year and 12,000 at $5.04 vesting over three years.
+Added: All options have a 5-year term.
+Added: The 159,835 options vested have a fair value of $328,801 using the Black Scholes valuation method and were included in consulting and wages expense during the year.
+Added: Page 41 of 90
Purchases of Equity Securities by the Issuer and Affiliated Purchasers
1 unchanged sentence
Selected Financial Data
−Removed: Not applicable.
−Removed: The Company qualifies as a “Smaller Reporting Company” and, accordingly, this Item and the related disclosure is not required.
+Added: As a “Smaller Reporting Company”, this Item and the related disclosure is not required.
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.