Item 5. Market for Registrant’s Common Equity
Item 5. Market for Registrant’s Common Equity
and Related Stockholder Matters and Issuer Purchases of Equity Securities
Market Information
Our common stock is quoted under the symbol “SKVI”
on the OTCQB operated by OTC Markets Group, Inc.
The OTCQB is a quotation service that displays real-time
quotes, last-sale prices, and volume information in over-the-counter equity securities. Because our stock is traded on the OTCQB, these
quotations reflect inter-dealer prices, without retail markup, markdown or commission and may not represent actual transactions. Because
we are quoted on the OTCQB, our securities may be less liquid, receive less coverage by security analysts and news media, and generate
lower prices than might otherwise be obtained if they were listed on a national securities exchange.
Trading in stocks quoted on the OTCQB is often thin
and is characterized by wide fluctuations in trading prices due to many factors that may be unrelated to a company’s operations
or business prospects. We cannot assure you that there will be a market in the future for our common stock.
The following table sets forth, for the fiscal quarters
indicated, the high and low bid information for our common stock, as reported on the OTCQB. The following quotations reflect inter-dealer
prices, without retail mark-up, mark-down or commission and may not represent actual transactions.
High
Low
Fiscal Year Ended December 31, 2025
First Quarter
$
.58
$
.08
Second Quarter
$
.90
$
.35
Third Quarter
$
.85
$
.35
Fourth Quarter
$
.50
$
.23
Fiscal Year Ended December 31, 2024
First Quarter
$
.08
$
.08
Second Quarter
$
.10
$
.10
Third Quarter
$
.07
$
.07
Fourth Quarter
$
.08
$
.08
Penny Stock
The SEC has adopted rules that regulate broker-dealer
practices in connection with transactions in penny stocks. Penny stocks are generally equity securities with a market price of less than
$5.00, other than securities registered on certain national securities exchanges or quoted on the NASDAQ system, provided that current
price and volume information with respect to transactions in such securities is provided by the exchange or system. The penny stock rules
require a broker-dealer, prior to a transaction in a penny stock, to deliver a standardized risk disclosure document prepared by the SEC,
that: (a) contains a description of the nature and level of risk in the market for penny stocks in both public offerings and secondary
trading; (b) contains a description of the broker’s or dealer’s duties to the customer and of the rights and remedies available
to the customer with respect to a violation of such duties or other requirements of the securities laws; (c) contains a brief, clear,
narrative description of a dealer market, including bid and ask prices for penny stocks and the significance of the spread between the
bid and ask price; (d) contains a toll-free telephone number for inquiries on disciplinary actions; (e) defines significant terms in the
disclosure document or in the conduct of trading in penny stocks; and (f) contains such other information and is in such form, including
language, type size and format, as the SEC shall require by rule or regulation.
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The broker-dealer also must provide, prior to effecting
any transaction in a penny stock, the customer with (a) bid and offer quotations for the penny stock; (b) the compensation of the broker-dealer
and its salesperson in the transaction; (c) the number of shares to which such bid and ask prices apply, or other comparable information
relating to the depth and liquidity of the market for such stock; and (d) a monthly account statement showing the market value of each
penny stock held in the customer’s account.
In addition, the penny stock rules require that prior
to a transaction in a penny stock not otherwise exempt from those rules, the broker-dealer must make a special written determination that
the penny stock is a suitable investment for the purchaser and receive the purchaser’s written acknowledgment of the receipt of
a risk disclosure statement, a written agreement as to transactions involving penny stocks, and a signed and dated copy of a written suitability
statement.
These disclosure requirements may have the effect
of reducing the trading activity for our common stock. Therefore, stockholders may have difficulty selling our securities.
Holders of Our Common Stock
As of March 31, 2026, we had 5,403,843 shares of our
common stock issued and outstanding, held by 252 shareholders of record, other than those held in street name.
Dividends
There are no restrictions in our articles of incorporation
or bylaws that prevent us from declaring dividends. The Nevada Revised Statutes, however, do prohibit us from declaring dividends where
after giving effect to the distribution of the dividend:
1.
we would not be able to pay our debts as they become due in the usual course of business, or;
2.
our total assets would be less than the sum of our total liabilities plus the amount that would be needed to satisfy the rights of shareholders who have preferential rights superior to those receiving the distribution.
We have not declared any dividends and we do not plan
to declare any dividends in the foreseeable future.
Recent Sales of Unregistered Securities
The Company is authorized to issue 200,000,000
shares of $0.001 par value common stock. The Company had 5,403,843 and 5,316,843 issued and outstanding shares of common stock as of
December 31, 2025 and December 31, 2024, respectively.
On February 12, 2025, the Company sold 87,000 units
consisting of one share of common stock and one two-year warrant exercisable at $0.60 for $24,780, of which 25,000 shares sold for $10,000
was received during the year ended December 31, 2024 and was included in stock payable
These securities were issued pursuant to Section 4(2)
of the Securities Act and/or Rule 506 and/or Regulation S promulgated thereunder. The investor represented the intention to acquire the
securities for investment only and not with a view towards distribution. The investor was given adequate information about us to make
an informed investment decision. We did not engage in any general solicitation or advertising. We directed our transfer agent to issue
the stock certificates with the appropriate restrictive legend affixed to the restricted stock.
Securities Authorized for Issuance under Equity
Compensation Plans
The following table provides information about our
compensation plans under which shares of common stock may be issued upon the exercise of options as of December 31, 2025.
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In July 2006, we adopted the 2006 Skinvisible, Inc.
Stock Option Plan, which provides for the grant of incentive stock options, non-qualified stock options, stock appreciation rights, restricted
stock, performance shares and performance units, and stock awards our officers, directors or employees of, as well as advisers and consultants.
This plan was confirmed by our stockholders on August 7, 2006 at the annual shareholders meeting.
Under the 2006 Skinvisible, Inc. Stock Option Plan,
we reserved 200,000 shares of common stock for the granting of options and rights.
We currently have no shares under our Stock Option Plan.
Item 6. Selected Financial Data
A smaller reporting company is not required to provide
the information required by this Item.
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.