What changed in this filing

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Item 1. Financial Statements

2024-07-12 compared with 2024-04-09 · 126 added, 88 removed, 411 unchanged (34% of the section changed)

2 unchanged sentences

CONSOLIDATED BALANCE SHEETS

(Expressed in US Dollars except share amounts)

(Expressed in US Dollars except shares amount)

Marketable securities

6 unchanged sentences

Intellectual property, net

Property and equipment, net

Property & equipment, net

Total Non-current Assets

10 unchanged sentences

Common shares issued and outstanding:

12,387,673 and 8,091,650 at February 29, 2024 and August 31, 2023, respectively

15,810,205 and 8,091,650 at May 31, 2024, and August 31, 2023, respectively.

Additional paid-in capital

7 unchanged sentences

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY

The accompanying notes are an integral part of these unaudited consolidated interim financial statements.

The accompanying notes are an integral part of these unaudited interim consolidated financial statements.

LEXARIA BIOSCIENCE CORP.

2 unchanged sentences

Three Months Ended

Six Months Ended

Nine Months Ended

Cost of goods sold

7 unchanged sentences

( 3,550,066 )

( 5,419,909 )

Other income (loss)

Interest income (expense)

Interest income

Unrealized gain (loss) on marketable securities

10 unchanged sentences

$ ( 5,425,580 )

Other comprehensive loss

Other comprehensive income

Foreign currency translation adjustment

10 unchanged sentences

CONSOLIDATED STATEMENTS OF CASH FLOWS

For the Six Months Ended February 29, 2024 and February 28, 2023

For the Nine Months Ended May 31, 2024 and 2023

(Expressed in US Dollars)

9 unchanged sentences

Lease accretion

Change in operating assets and liabilities

Change in operating assets and liabilites

Accounts receivable

1 unchanged sentence

Accounts payable and accrued liabilities

Long-term receivables

Operating lease liability

Deferred revenue

Long-term receivables

Net cash used in operating activities

5 unchanged sentences

Net cash used in investing activities

$ ( 119,018 )

$ ( 101,173 )

Cash flows from financing activities

Proceeds from shares sold for cash

Proceeds from exercise of warrants

Proceeds from exercise of stock options and warrants

Net cash from financing activities

4 unchanged sentences

Cash at end of period

The accompanying notes are an integral part of these unaudited consolidated interim financial statements.

Supplemental information of cash flows:

Income taxes paid in cash

Remeasurement of operating lease right of use assets and liabilities

The accompanying notes are an integral part of these unaudited interim consolidated financial statements.

LEXARIA BIOSCIENCE CORP.

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY

For the Six Months Ended February 29, 2024, and February 28, 2023

For the Nine Months Ended May 31, 2024, and 2023

(Expressed in US Dollars except share amounts)

Comprehensive

Non-controlling

Stockholders'

Income (Loss)

18 unchanged sentences

( 47,592,289 )

Stock issued from exercise of warrants

Stock issued from exercise of options

Foreign currency translation adjustment

Stock based compensation

( 1,781,693 )

Non-controlling interest

Balance May 31, 2024

( 49,373,982 )

Balance August 31, 2022

15 unchanged sentences

$ ( 342,283 )

The accompanying notes are an integral part of these unaudited consolidated interim financial statements.

At The Market financing

S-1 financing

Stock based compensation

( 2,371,505 )

Non-controlling interest

Balance May 31, 2023

$ ( 44,524,108 )

$ ( 354,344 )

The accompanying notes are an integral part of these unaudited interim consolidated financial statements.

LEXARIA BIOSCIENCE CORP.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

February 29, 2024

(Expressed in U.S.

3 unchanged sentences

(“Lexaria”, “we”, “our” or “the Company”) is a biotechnology company pursuing the enhancement of the bioavailability of a diverse and broad range of active pharmaceutical ingredients (“API”) using DehydraTECH TM , our patented proprietary drug delivery technology.

Revenues are generated from licensing contracts for the Company’s patented DehydraTECH technology based on the terms of use and defined geographic and licencing arrangements.

Revenues are generated from licensing contracts for the Company’s patented DehydraTECH technology based on the terms of use and defined geographic and licensing arrangements.

We derive income from our third party contracted manufacturing of B2B DehydraTECH enhanced products made to customer specifications that are sold online and in-store in the US and Canada.

We also perform contract services in R&D for customer specific formulations that are used in comparison testing to customers’ existing products.

Liquidity and Going Concern

Going Concern

The Company’s consolidated financial statements included herein have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) and in accordance with accounting principles generally accepted in the United States (“US GAAP”) applicable to a going concern, which assumes the Company will have sufficient funds to meet its financial obligations for a period of at least 12 months from the date of this report.

Since inception, the Company has incurred significant operating and net losses.

Net losses attributable to shareholders were $ 1.8 million and $ 3.1 million for the six months ended February 29, 2024, and February 28, 2023, respectively.

As of February 29, 2024, we had an accumulated deficit of $ 47.6 million.

Net losses attributable to shareholders were $ 3.6 million and $ 5.5 million for the nine-months ended May 31, 2024, and 2023, respectively.

As of May 31, 2024, we had an accumulated deficit of $ 49.4 million.

We expect to continue to incur significant operational expenses and net losses in the upcoming 12 months.

1 unchanged sentence

The recurring losses and negative net cash flows raise substantial doubt as to the Company’s ability to continue as a going concern.

During the six months ended February 29, 2024, the Company has completed the following:

During the nine-months ended May 31, 2024, the Company has completed the following:

Entered into Securities Purchase Agreements whereby on February 16, 2024, the Company issued 1,444,741 shares of common stock and 113,702 pre-funded warrants in a registered direct offering.

10 unchanged sentences

The net proceeds to the Company from the registered direct offering and concurrent private placement totaled $ 1.25 million, after deducting placement agent fees and other offering expenses payable by the Company.

To date all of the pre-funded warrants have been exercised, resulting in an issuance by the Company of an aggregate 729,058 common shares for gross proceeds of $ 73 .

Issued an aggregate of 1,119,250 in common shares pursuant to the exercise of warrants that were issued under our May 11, 2023, financing, at an exercise price of $ 0.95 per share for the gross proceeds of $ 1,063,475 .

To date all of the pre-funded warrants have been exercised, resulting in the issuance by the Company of an aggregate 729,058 common shares for gross proceeds of $ 73 .

Issued common shares pursuant to the exercise of the following warrants:

1,622,250 common shares pursuant to the exercise of warrants that were issued under our May 11, 2023, financing, at an exercise price of $ 0.95 per share for gross proceeds of $ 1,541,137 ;

1,618,330 common shares pursuant to the exercise of warrants that were issued under our October 3, 2023, financing, at an exercise price of $ 0.97 per share for gross proceeds of $ 1,569,780 ;

729,058 common shares pursuant to the exercise of pre-funded warrants that were issued under our October 3, 2023, financing, at an exercise price of $ 0.0001 per share for gross proceeds of $ 73 dollars;

1,298,702 common shares pursuant to the exercise of warrants that were issued under our February 16, 2024, financing, at an exercise price of $ 2.185 per share for gross proceeds of $ 2,837,664 ;

113,702 common shares pursuant to the exercise of pre-funded warrants that were issued under our February 16, 2024, financing, at an exercise price of $ 0.0001 per share for gross proceeds of $ 11 dollars.

We may offer securities in response to market conditions or other circumstances if we believe such a plan of financing is required to advance the Company’s business plans.

3 unchanged sentences

The sale of additional equity may result in additional dilution to our stockholders.

Entering into additional licencing agreements, collaborations, partnerships, alliances marketing, distribution, or licensing arrangements with third parties to increase our capital resources is also possible.

Entering into additional licensing agreements, collaborations, partnerships, alliances marketing, distribution, or licensing arrangements with third parties to increase our capital resources is also possible.

If we do so, we may have to relinquish valuable rights to our technologies, future revenue streams, research programs or product candidates or grant licenses on terms that may not be favorable to us.

4 unchanged sentences

Basis of Consolidation

These interim consolidated financial statements include the financial statements of the Company and its wholly owned subsidiaries;

Lexaria CanPharm ULC, Lexaria CanPharm Holdings Corp., PoViva Corp., Lexaria Hemp Corp., Kelowna Management Services Corp., Lexaria Nutraceutical Corp., and Lexaria Pharmaceutical Corp., and our 83.333% owned subsidiary Lexaria Nicotine LLC with the remaining 16.667% owned by Altria Ventures Inc.

These unaudited interim consolidated financial statements include the financial statements of the Company and its wholly owned subsidiaries;

Lexaria CanPharm ULC, Lexaria CanPharm Holding Corp., PoViva Corp., Lexaria Hemp Corp., Kelowna Management Services Corp., Lexaria Nutraceutical Corp., and Lexaria Pharmaceutical Corp., and our 83.33 3% owned subsidiary Lexaria Nicotine LLC with the remaining 16.6 67% owned by Altria Ventures Inc.

an indirect wholly owned subsidiary of Altria Group, Inc.

8 unchanged sentences

Cash and cash equivalents include cash-on-hand and demand deposits with financial institutions and other short-term investments with maturities of less than three months when acquired and readily convertible to known cash amounts.

The Company had no cash equivalents as of February 29, 2024, or February 28, 2023.

The Company had no cash equivalents as of May 31, 2024, or May 31, 2023.

Marketable Securities

41 unchanged sentences

Cost of sales includes all expenditures incurred in bringing the goods to the point of sale This includes third-party manufacturing and handling costs, direct costs of the raw material, inbound freight charges, warehousing costs, and applicable overhead expenses.

Page 10 of 34

Research and Development

2 unchanged sentences

Intellectual Property Expenses

Non-capitalizable costs associated with intellectual property-related matters are expensed as incurred and included in general and administrative expenses within the consolidated statements of operations.

Stock-Based Compensation

17 unchanged sentences

Under this method, deferred tax liabilities and assets are determined based on the temporary differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect in the year in which the differences are expected to reverse.

Page 11 of 34

Financial Instruments

A valuation allowance is established to reduce deferred tax assets to an amount whose realization is more likely than not.

Fair Value Measurements

When measuring fair value, the Company seeks to maximize the use of observable inputs and minimize the use of unobservable inputs.

10 unchanged sentences

Currently, the Company does not use derivative instruments to reduce its exposure to foreign currency risk as the impact of rate changes for USD or CAD dollars is not expected to be material.

The following table provides a summary of financial instruments that are measured at fair value on a recurring basis as of February 29, 2024.

The following table provides a summary of financial instruments that are measured at fair value on a recurring basis as of May 31, 2024.

Fair Value Measurement Using

7 unchanged sentences

The Company has not experienced losses on these accounts and management believes, based upon the quality of the financial institution, that the credit risk with regard to these deposits is not significant.

Page 12 of 34

In the six months ended February 29, 2024, two customers accounted for 97 % of consolidated revenues.

In the six months ended February 29, 2023, two customers accounted for 93 % of consolidated revenues.

In the nine-months ended May 31, 2024, two customers accounted for 98 % of consolidated revenues.

In the nine-months ended May 31, 2023, four customers accounted for 88 % of consolidated revenues.

Commitments and Contingencies

25 unchanged sentences

The Company adopted ASU 2016-13 effective September 1, 2023, and determined that its impact on the accompanying consolidated financial statements is immaterial.

Page 13 of 34

Accounting Pronouncements Not Yet Adopted

In March 2024, the FASB issued ASU 2024-02-Codification Improvements-Amendments to Remove References to the Concepts Statements, that contains amendments to the Codification that remove references to various FASB Concepts Statements.

This effort facilitates Codification updates for technical corrections such as conforming amendments, clarifications to guidance, simplifications to wording or the structure of guidance, and other minor improvements.

The amendments are effective for public business entities for fiscal years beginning after December 15, 2024, with early adoption permitted.

Early application of the amendments in this ASU is permitted for all entities, for any fiscal year or interim period for which financial statements have not yet been issued (or made available for issuance).

If an entity adopts the amendments in an interim period, it must adopt them as of the beginning of the fiscal year that includes that interim period.

The Company is currently assessing the effect of this ASU on its consolidated financial statements and related disclosures.

Accounts and Other Receivables

Accounts receivable at February 29, 2024 and August 31, 2023 consist of the following:

Accounts receivable at May 31, 2024 and August 31, 2023 consist of the following:

Amounts Receivable

Territory license fees

Other receivable

Long term receivable

Prepaid Expenses and Other Current Assets

Prepaid expenses consist of the following at February 29, 2024 and August 31, 2023:

February 29 ,

Prepaid expenses consist of the following at May 31, 2024 and August 31, 2023:

Licence, filing fees, dues

Advertising and conferences

Legal and accounting fees

License, filing fees, dues

Office and insurance

5 unchanged sentences

The Company evaluated its patent portfolio and determined that certain pending applications had been abandoned or will not be pursued.

As such, during the six months ended February 29, 2024, the Company recognized an impairment loss of $ 23,507 related to those abandoned applications.

The Company recognized $ 16,881 of amortization expense related to patents and licenses in the six-months ended February 29, 2024.

Page 14 of 34

As such, during the nine-months ended May 31, 2024, the Company recognized an impairment loss of $ 57,836 related to those abandoned applications.

The Company recognized $ 24,929 of amortization expense related to patents and licenses in the nine-months ended May 31, 2024.

Property & Equipment, net

Thursday, February 29, 2024

Period Amortization

Accumulated Amortization

Leasehold improvements

4 unchanged sentences

August 31, 2023

Period Amortization

Accumulated Amortization

Leasehold improvements

4 unchanged sentences

Accounts Payable and Accrued Liabilities

Accounts payable and accrued liabilities at February 29, 2024 and August 31, 2023 consist of the following:

Accounts payable and accrued liabilities at May 31, 2024 and August 31, 2023 consist of the following:

Accounts Payable

1 unchanged sentence

Sales tax payable

A breakdown of our revenues by type for the six-months ended February 29, 2024, and February 28, 2023, are as follows:

Six Months Ended February

During the six-month period ended February 29, 2024, and February 23, 2023, the Company recognized B2B product revenues of $ 5,388 and $ 30,300 , respectively, that relate to sales of our intermediate products for use by B2B customers in their products.

A breakdown of our revenues by type for the nine-months ended May 31, 2024, and May 31, 2023, are as follows:

Nine-Months Ended May 31

During the nine-month period ended May 31, 2024, and 2023, the Company recognized B2B product revenues of $ 5,388 and $ 44,167 , respectively, that relate to sales of our intermediate products for use by B2B customers in their products.

Licensing revenue consists of IP licensing fees for transfer of the DehydraTECH technology in line with definitive agreements and includes royalty fees.

The Company recognized $ 289,990 and $ 80,310 in licensing revenue in the six months ended February 29, 2024, and February 28, 2023, respectively.

Page 15 of 34

For the six months ended February 29, 2024, the Company did not recognize a provision or benefit for income taxes as it has incurred net losses.

The Company recognized $ 373,990 and $ 104,935 in licensing revenue in the nine-months ended May 31, 2024, and 2023, respectively.

For the nine-months ended May 31, 2024, the Company did not recognize a provision or benefit for income taxes as it has incurred net losses.

In addition, the net deferred tax assets are fully offset by a valuation allowance as the Company believes it is more likely than not that the benefit will not be realized.

Common Shares and Warrants

During the six months ended February 29, 2024, the Company entered into Securities Purchase Agreements whereby on February 16, 2024, the Company issued 1,444,741 shares of common stock and 113,702 pre-funded warrants in a registered direct offering.

Issuances of Common Shares and Warrants

During the nine-months ended May 31, 2024, the Company entered into Securities Purchase Agreements whereby on February 16, 2024, the Company issued 1,444,741 shares of common stock and 113,702 pre-funded warrants in a registered direct offering.

The Company also sold to investors, warrants to purchase up to 1,558,443 shares of common stock.

4 unchanged sentences

The net proceeds to the Company from the registered direct offering was $ 3 .0 million, after deducting placement agent fees and other offering expenses paid by the Company.

On October 3, 2023, the Company entered into a securities purchase agreement with a single healthcare-focused institutional investor to purchase 889,272 shares of common stock and 729,058 pre-funded warrants in a registered direct offering.

During the nine-months ended May 31, 2024, the Company also entered into a securities purchase agreement with a single healthcare-focused institutional investor to purchase 889,272 shares of common stock and 729,058 pre-funded warrants in a registered direct offering.

In a concurrent private placement, the Company also sold to the investor, warrants to purchase up to 1,618,330 shares of common stock.

2 unchanged sentences

The net proceeds to the Company from the registered direct offering and concurrent private placement were $ 1.25 million, after deducting placement agent fees and other offering expenses payable by the Company.

To date all of the pre-funded warrants have been exercised, resulting in an issuance by the Company of an aggregate 729,058 common shares for gross proceeds of $ 73 .

During the six months ended February 29, 2024, the Company issued an aggregate 1,119,250 common shares pursuant to the exercise of warrants that were issued under our May 11, 2023, financing, at an exercise price of $ 0.95 per share for gross proceeds of $ 1,063,475 of which $ 32,110 was being held in the Company’s trust account with the warrant agent at February 29, 2024.

Page 16 of 34

A continuity schedule for warrants for the six months ended February 29, 2024, is presented below:

To date all of the pre-funded warrants have been exercised, resulting in the issuance by the Company of an aggregate 729,058 common shares for gross proceeds of $ 73 .

On April 30 2024, the Company entered into a Warrant Exercise Agreement with an existing accredited investor (the “Investor”) to exercise in full outstanding Common Stock Purchase Warrants (the “Exercise”) to purchase up to an aggregate of 2,917,032 shares of the Company’s common stock (the “Existing Warrant”) for gross proceeds of $ 4,407,444 .

Immediately upon full exercise of the Existing Warrant, the Investor received a new unregistered Common Stock Purchase Warrant to purchase up to an aggregate of 2,917,032 shares of the Company’s common stock (the “New Warrant”).

The New Warrant was issued to the Investor for consideration of $ 0.125 per share for additional gross proceeds of $ 364,629 .

In addition, 102,097 warrants with an exercise price of $ 5.9375 were issued as part of a tail commission.

Placement agent fees and other offering expenses in the amount of $ 209,796 were netted against the proceeds.

During the nine-months ended May 31, 2024, the Company had warrant exercises resulting in the following share issuances:

1,622,250 common shares pursuant to the exercise of warrants that were issued under our May 11, 2023, financing, at an exercise price of $ 0.95 per share for gross proceeds of $ 1,541,137 ;

1,618,330 common shares pursuant to the exercise of warrants that were issued under our October 3, 2023, financing, at an exercise price of $ 0.97 per share for gross proceeds of $ 1,569,780 ;

1,298,702 common shares pursuant to the exercise of warrants that were issued under our February 16, 2024, financing, at an exercise price of $ 2.185 per share for gross proceeds of $ 2,837,664 ;

A continuity schedule for warrants for the nine-months ended May 31, 2024, is presented below:

Balance, August 31, 2023

( 5,382,042 )

Balance, February 29, 2024

A summary of warrants outstanding as of February 29, 2024, is presented below:

Balance, May 31, 2024

A summary of warrants outstanding as of May 31, 2024, is presented below:

Number of Warrants

Weighted Average

Exercise Price

Weighted Average

Remaining Contractual

Weighted Average Exercise Price

Weighted Average Remaining Contractual Life ~in years~

Stock Options

The Company has established an Equity Incentive Plan which was most recently amended by the Company’s shareholders on May 9, 2023.

Pursuant to the amendments which were effected on January 18, 2024 when the Company filed a Form S-8 Registration Statement, the Equity Incentive Plan now has an evergreen formula, whereby on January 1 each year commencing January 1, 2024, the number of shares issuable pursuant to the Equity Incentive Plan may be increased to a number equal to up to 10% of the issued share capital on December 31 of the previous year.

Pursuant to the amendments which were affected on January 18, 2024 when the Company filed a Form S-8 Registration Statement, the Equity Incentive Plan now has an evergreen formula, whereby on January 1 each year commencing January 1, 2024, the number of shares issuable pursuant to the Equity Incentive Plan may be increased to a number equal to up to 10% of the issued share capital on December 31 of the previous year .

The Company has registered an additional 527,111 common shares issuable pursuant to the Equity Incentive Plan, for an aggregate 1,037,544 common shares issuable under the Equity Incentive Plan.

4 unchanged sentences

As a result, option issuances are typically no more than two to three times per year.

While the Company does not have a formal policy regulating option issuances, the Company ensures that such option issuances do not occur when material information has not been disclosed to the public and no less than two weeks prior to any quarterly or annual financial statement filing.

Page 17 of 34

While the Company does not have a formal policy regulating option issuances, the Company attempts to ensure that such option issuances do not occur when material information has not been disclosed to the public and no less than two weeks prior to any quarterly or annual financial statement filing.

A continuity schedule for stock options is presented below:

4 unchanged sentences

Cancelled/expired

Balance February 29, 2024 (outstanding)

Balance February 29, 2024 (exercisable)

Balance May 31, 2024 (outstanding)

Balance May 31, 2024 (exercisable)

On October 26, 2023, the Company granted 85,000 options to its officers and employees with an exercise price of $ 1.15 and a term of 5 years.

No options were issued to the Company’s officers and employees during the quarter ended February 29, 2024.

The fair value of stock options granted in the six months ended February 29, 2024, were estimated as of the date of the grant by using the Black-Scholes option pricing model with the following assumptions:

Febr uary 29, 2024

On March 2, 2024, the Company granted 200,000 options to its new Chief Financial Officer with an exercise price of $ 2.93 and a term of 5 years, subject to the following vesting provisions:

50,000 vested on March 15, 2024, 50,000 will vest on March 15, 2025, 4,166 will vest monthly until March 15, 2027 at which time the balance of 4,182 options will vest.

On April 26, 2024, the Company granted 151,500 options to its officers, employees and directors with an exercise price of $ 2.36 and a term of 5 years.

The fair value of stock options granted in the nine-months ended May 31, 2024, were estimated as of the date of the grant by using the Black-Scholes option pricing model with the following assumptions:

Expected volatility

Risk-free interest rate

4.24 % - 5.03

Expected life

1 unchanged sentence

Estimated fair value per option

Stock-based compensation expense for the six-month period ended February 29, 2024, and February 28, 2023, was $ 53,953 and $ 79,302 , respectively.

On October 26,2023, the Company granted 85,000 options to its officers and employees with an exercise price of $ 1.15 and a term of 5 years.

As of February 29, 2024, the total unrecognized non-cash compensation costs are $ 39,117 related to 11,750 non-vested stock options with a $ 3.27 weighted average price.

$ 1.11 – 1.57

Stock-based compensation expense for the nine-month period ended May 31, 2024, and 2023, was $ 395,726 and $ 160,748 , respectively.

As of May 31, 2024, the total unrecognized non-cash compensation costs are $ 302,474 related to 150,000 non-vested stock options with a $ 2.93 weighted average price.

These costs are expected to be recognized over a weighted average period of 1.45 years.

All non-vested options are attributable to employees.

Page 18 of 34

Commitments, Significant Contracts and Contingencies

3 unchanged sentences

In addition to minimum lease payments, the lease requires us to pay property taxes and other operating costs which are subject to annual adjustments.

August 31, 2023

Right of use assets - operating leases

Extension-related remeasurement

Remeasurement related to lease extension

Total lease assets

Remeasurement related to lease extension

Lease payments

Interest accretion

Extension-related remeasurement

Total lease liabilities

3 unchanged sentences

Discount rate

Pursuant to the terms of the Company’s lease agreements in effect, the following table summarizes the Company’s maturities of operating lease liabilities as of February 29, 2024:

Pursuant to the terms of the Company’s lease agreements in effect, the following table summarizes the Company’s maturities of operating lease liabilities as of May 31, 2024:

Total lease payments

2 unchanged sentences

current obligations under leases

Page 19 of 34

Segment Information

4 unchanged sentences

Licensing revenues are significantly concentrated on three licensees.

Six Months Ended February 29, 2024

Nine Months Ended May 31, 2024

Consolidated Total

Cost of goods sold

2 unchanged sentences

( 2,531,745 )

( 3,925,522 )

Other Income(Expense)

Segment Income (Loss)

$ ( 1,392,459 )

1 unchanged sentence

$ ( 3,622,083 )

Six Months Ended February 28, 2023

Nine Months Ended May 31, 2023

Consolidated Total

Cost of goods sold

4 unchanged sentences

Other Income (Expense)

Segment Income (Loss)

$ ( 222,712 )

2 unchanged sentences

$ ( 5,463,510 )

Subsequent Events

Subsequent to the six months ended February 29, 2024, the Company issued an aggregate 498,000 common shares pursuant to the exercise of warrants that were issued under our May 11, 2023, financing, at an exercise price of $ 0.95 per share for gross proceeds of $ 473,100 .

On March 14, 2024, the Company appointed Nelson Cabatuan as its Chief Financial Officer and issued an aggregate of 200,000 stock options having an exercise price of $ 2.93 with vesting over a three-year period.

Page 20 of 34

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.

What changed 10-Q

Item 1. Financial Statements