What changed in this filing

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Item 5. Market for Registrant’s Common Equity

2024-11-13 compared with 2023-10-30 · 31 added, 86 removed, 29 unchanged (80% of the section changed)

1 unchanged sentence

Market Information

Our stock trades on the OTC Markets under the

symbol “ODYY.” The following table sets forth the bid prices quoted for our common stock during each quarter, as reported

by the OTCQB in the last two fiscal years.

Our stock trades on the OTC Markets under the symbol

“ODYY.” The following table sets forth the bid prices quoted for our common stock during each quarter, as reported by the

OTCQB in the last two fiscal years.

The following quotations reflect inter-dealer prices, without retail mark-up, markdown or commission

14 unchanged sentences

Holders of our Common Stock

As of October 30, 2023, 81,495,269 shares of our

As of November 13, 2024, 96,709,763 shares of our

common stock were outstanding.

There are approximately 2,500 stockholders of record.

We have never paid dividends with respect to our

common stock and cannot provide any assurance that we will declare or pay cash dividends on our common stock.

Any future determination

to declare cash dividends will be made at the discretion of our board of directors, subject to applicable laws, and will depend on our

financial condition, results of operations, capital requirements, general business conditions and other factors that our board of directors

may deem relevant.

We have never paid dividends with respect to our common

stock and cannot provide any assurance that we will declare or pay cash dividends on our common stock.

Any future determination to declare

cash dividends will be made at the discretion of our board of directors, subject to applicable laws, and will depend on our financial

condition, results of operations, capital requirements, general business conditions and other factors that our board of directors may

deem relevant.

Our board of directors expects to retain future earnings (if any) to finance our growth.

See “Management’s

Discussion and Analysis of Financial Condition and Results of Operations.”

See “ Management’s Discussion and Analysis of Financial Condition and Results of Operations .”

Securities Authorized for Issuance Under Equity

3 unchanged sentences

Recent Sales of Unregistered Securities

Unreported sales of unregistered securities were

In fiscal 2023 and 2022,

the Board granted the following stock options and restricted stock units (“RSUs”):

Stock Options

stock options

exercise price

stock options

exercise price

Military advisory board

Scientific advisory board

Sports advisory board

Restricted Stock Units

exercise price

Stock options and RSUs granted to directors, officers

and employees were in exchange for ongoing services in their respective capacities.

The stock options and RSUs granted to others were

in exchange for services provided in an amount equal to the fair value of awards granted.

In June 2021, we sold 500,000 shares of our common

stock at $0.59 per share along with a five-year share purchase warrant exercisable for 500,000 shares of our common stock at a price of

$1.00 per share, for a total aggregate purchase price of $295,000 to Tysadco, an accredited investor, which also provided certain consulting

services to us.

The purchase price was paid with $250,000 cash and the satisfaction of $45,000 of amounts due to Tysadco for its consulting

In August 2021, in connection with Tysadco convertible

debt financing, we issued Tysadco 200,000 shares of our common stock with a value of $17,718.

In October 2021, in connection with an equity

financing with LPC, to which we received $250,000 in cash from LPC and LPC received (i) 1,500,000 restricted shares of our common stock,

and (ii) 833,333 warrants exercisable at $0.50 per common share expiring in five years.

In October 2021, in connection with an equity

financing with Tysadco, to which we received $250,000 in cash from Tysadco and Tysadco received (i) 1,500,000 restricted shares of our

common stock, and (ii) 833,333 warrants exercisable at $0.50 per common share expiring in five years.

In February 2022, in connection with an amendment

to the LGH Note, we issued LGH 100,000 shares of our common stock with a value of $51,000.

In February 2022, in

connection with an investor relations consulting agreement with Tysadco, we issued Tysadco 3,000,000 restricted shares of our common stock

valued at $0.53 per share.

The agreement includes a leak out provision until the shares have been sold.

In May and July 2022, we entered into consulting

agreements for investor relations services.

We granted the investor relations firms a total of 745,000 shares of our common stock valued

at an average price of $0.23 per share for a total value of $171,650.

In June 2022, in connection

with our agreement with Prevacus entered into on March 1, 2021, we issued Prevacus 1,000,000 shares of our common stock with a value of

$77,800 related to the successful first dosing in our Phase I clinical trial related to our ONP-002 neurosteroid concussion treatment.

In September and October 2022 and March 2023,

in connection with entering into consulting agreements, we issued consultants 2,300,000 shares of our common stock valued at an average

price of $0.19 per share for a total value of $433,800.

In September 2022, we

entered into a promissory note for $30,000 with a consultant for investor relations services with an interest rate of 8% per annum and

a due date of December 31, 2022.

On December 30, 2022, this promissory note was amended to extend the maturity date to January 31, 2023.

On January 31, 2023, the note was extended to June 30, 2023.

As consideration, the consultant was granted a five-year stock option for

50,000 shares of common stock at $0.17 per share with a value of $7,700.

On June 9, 2023, we entered into Amendment No.

2 to this promissory

note pursuant to which we converted the loan into 300,000 shares of our common stock with a value of $36,000.

In November 2022, in connection with the Option

Agreement with Prevacus, we issued 1,000,000 shares of our common stock with a value of $0.17 per share for a total value of $170,000.

In December 2022, we entered into a Securities

Purchase Agreement (the “SPA”) with Mast Hill Fund, L.P.

(“Mast Hill”).

We issued a five-year share purchase warrant

entitling Mast Hill to acquire 2,000,000 shares of our common stock at $0.20 per share with a value of $274,000 and a five-year warrant

for 4,000,000 shares of our common stock at $0.20 per share with a value of $548,000 issuable in the event of default.

In connection with

the agreement, we issued Carter Terry & Company, Inc.

213,725 shares of our common stock valued at $13,443.

In June 2023, we entered into Amendment No.

to the SPA dated December 13, 2022.

Pursuant to the Amendment, we issued a five-year common stock purchase warrant to Mast Hill Fund L.P.

for the purchase of 1,000,000 shares of our common stock at $0.20 per share with a fair value of $28,448.

In June 2023, Mast Hill converted $40,250 of accrued

interest and $1,750 of fees for a total of $42,000 into 560,000 shares of our common stock.

Unreported sales of unregistered securities were as

On September 29, 2023, we granted a non-employee consultant

250,000 stock options at $0.078 per share.

These options expire September 24, 2028.

On December 20, 2023, ClearThink Capital Partners,

LLC (“ClearThink”) exercised their option to convert their convertible note payable of $175,000 plus $20,000 interest into

975,000 shares of common stock at $0.20 per share.

On January 18, 2024, Mast Hill converted $44,266 together

with $4,024 interest, and $1,750 for fees totaling $50,040 into 695,000 shares of common stock at a conversion price of $0.072 per share.

On January 31, 2024, we issued 12,444,445 warrants

exercisable at $0.072 per share having a total value of $63,455.

These warrants expire December 13, 2027.

On April 30, 2024, we granted two non-employee consultants

a total of 2,250,000 stock options at $0.10 per share.

These options expire April 29, 2029.

On June 28, 2024, we granted a non-employee consultant

2,500,000 stock options at $0.10 per share.

These options expire June 27, 2029.

The stock options granted to non-employee consultants

were in exchange for services provided in an amount equal to the fair value of awards granted.

In issuing these shares, we relied on an exemption

2 unchanged sentences

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-K

Item 5. Market for Registrant’s Common Equity