Item 5. Market for Registrant’s Common Equity
ITEM 5. MARKET FOR REGISTRANT’S COMMON
EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.
Market Information
Our shares of common stock are listed on the Nasdaq
Capital Market (“Nasdaq”), where they have traded under ticker symbol “PMCB” since initial listing on August 10,
2021. Prior to that, shares of our common stock were quoted on the OTC Link™ quotation platform of OTC Markets Group, Inc. (“OTCQB”)
as an Over-The-Counter Bulletin Board company under the classification of OTCQB utilizing the trading symbol “PMCB.”
The following table sets forth the post reverse
stock split (1:1500) high and low bid quotations reported on the OTCQB through August 9, 2021 and Nasdaq through April 30, 2023 for our
shares for each quarter during the two fiscal years (“FYs”) ended April 30, 2023 and 2022. The prices reflect inter-dealer
prices, without retail mark-up, mark-down or commission and may not necessarily represent actual transactions.
Bid Price
FY 2023
HIGH
LOW
First Quarter
$
2.51
1.95
Second Quarter
$
3.02
2.33
Third Quarter
$
3.10
2.70
Fourth Quarter
$
3.04
2.78
FY 2022
First Quarter
$
27.16
5.56
Second Quarter
$
12.01
2.25
Third Quarter
$
3.05
1.89
Fourth Quarter
$
2.51
1.79
As of July 25, 2023, there were approximately
1,400 stockholders of record of our common stock. The number of stockholders of record does not include beneficial owners of our securities
whose shares are held in the name of various security brokers, dealers and registered clearing agencies.
Dividend Policy
We have not paid and do not plan to pay cash dividends
in the foreseeable future. In addition, the terms of the certificate of designations governing our Series B convertible preferred stock
presently restricts our ability to pay dividends. Our Board will decide any future payment of dividends, depending on the results of operations,
financial condition, capital requirements and other relevant factors.
Securities Authorized for Issuance under Equity
Compensation Plans
See Item 12 of Part III of this Report regarding
information about securities authorized for issuance under our equity compensation plans.
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Recent Sales of Unregistered Securities
On May 2, 2022, we issued options to purchase
an aggregate of 334 unregistered shares of common stock to one of our directors pursuant to their letter agreements with us. The options
are exercisable for $2.29 per share and vest immediately upon issuance. The non-cash expense for the share issuances totaled $765.
On May 16, 2022, we issued options to purchase
an aggregate of 334 unregistered shares of common stock to one of our directors pursuant to their letter agreements with us. The options
are exercisable for $2.29 per share and vest immediately upon issuance. The non-cash expense for the share issuances totaled $765.
On July 1, 2022, we
issued options to purchase an aggregate of 334 unregistered shares of common stock to one of our directors pursuant to their letter agreements
with us. The options are exercisable for $2.24 per share and vest immediately upon issuance. The non-cash expense for the share issuances
totaled $748.
The foregoing transactions
did not involve any underwriters or any public offering. The sale of the above securities was deemed to be exempt from registration under
the Securities Act in reliance on Section 4(a)(2) of the Securities Act (and Regulation D promulgated thereunder) or Rule 701 promulgated
under Section 3(b) of the Securities Act as transactions by an issuer not involving any public offering. The recipients of the securities
in the transaction represented their intentions to acquire the securities for investment only and not with a view to, or for sale in connection
with, any distribution thereof, and appropriate legends were affixed to the securities issued in these transactions. All recipients received
or had, through their relationships with us, adequate access to information about us.
Issuer Purchases of Equity Securities
The table below summarizes information about the
Company’s purchases of its equity securities during the three months ended April 30, 2023.
Period
Total Number of Shares Purchased
Average Price Paid per Share
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs
Maximum Number (or Approximate Dollar Value) of Shares That May Yet Be Purchased Under the Plans or Programs
February 1, 2023 – February 28, 2023
711,131
$ 2.9905
711,131
$ 8,615,102
March 1, 2023 – March 31, 2023
94,433
$ 2.9205
94,433
$ 8,337,421
April 1, 2023 – April 30, 2023
609,474
$ 2.9989
609,474
$ 6,497,474
Total
1,415,038
$ 2.9895
1,415,038
$ 6,497,474
On June 2, 2022, the Company announced that the
Board had authorized a share repurchase program to acquire up to $10 million of the Company’s outstanding common stock (the “First
Repurchase Program”). The number of shares of common stock repurchased on any given trading day is determined by a formula, which
is based on the market price of the common stock and average daily volumes. The First Repurchase Program expires on May 30, 2024. On January
31, 2023, the Board authorized a share repurchase program to repurchase up to an additional $10 million of the Company’s outstanding
common stock (the “Second Repurchase Program” and together with the First Repurchase Program, the “Repurchase Programs”).
Under the Second Repurchase Program, the shares may be repurchased from time to time in open market transactions, privately negotiated
block transactions or other means in accordance with applicable securities laws. For more information on the Repurchase Programs, see
“Note 12 – Treasury Stock.”
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ITEM 6. [RESERVED]
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.