NOTE 5 – COMMON STOCK TRANSACTIONS

A summary of the Company’s compensatory stock activity and related weighted average grant date fair value information for the years ended April 30, 2020 and 2019 are as follows: 

During the year ended April 30, 2018, the Company issued 1,750,000 shares of common stock to four non-employee members of the Company’s Board of Directors (the “Board”) pursuant to Director Letter Agreements with the Company (“DLAs”). The shares vested upon issuance and the Company recorded a non-cash expense of $0 and $24,165 for the years ended April 30, 2020 and 2019, respectively.

During the year ended April 30, 2018, the Company issued 4,200,000 shares of common stock to three consultants. The terms of two of the agreements are for twelve months and one agreement is for eighteen months. The shares vest monthly over a twelve-month to eighteen-month period and are subject to the consultants providing services under the agreements. The Company recorded a non-cash consulting expense in the amount of $0 and $73,800 for the years ended April 30, 2020 and 2019, respectively. There were zero unvested shares as of April 30, 2020 and 2019, respectively.

The Company awarded 6,600,000 shares of common stock to officers as part of their compensation agreements for 2018. These shares vest monthly over a twelve-month period and are subject to them continuing service under the agreements. During the years ended April 30, 2020 and 2019, the Company recorded a non-cash compensation expense in the amount of $0 and $245,520. There were zero unvested shares as of April 30, 2020 and 2019, respectively.

During the year ended April 30, 2019, the Company issued 4,450,000 shares of common stock to four consultants. The terms of the agreements are for twelve months. The shares vest monthly over a twelve-month period and are subject to the consultants providing services under the agreements. The Company recorded a non-cash consulting expense in the amount of $24,726 and $230,829 for the year ended April 30, 2020 and 2019, respectively. There were zero and 408,333 unvested shares as of April 30, 2020 and 2019, respectively.

The Company awarded 6,600,000 shares of common stock to officers as part of their compensation agreements for 2019. These shares vest monthly over a twelve-month period and are subject to them continuing service under the agreements. During the years ended April 30, 2020 and 2019, the Company recorded a non-cash compensation expense in the amount of $278,891 and $47,809, respectively. There were zero and 4,400,000 unvested shares as of April 30, 2020 and 2019, respectively.

During the year ended April 30, 2020, the four non-employee members of the Board were issued 2,000,000 shares of common stock pursuant to their DLAs and relating to their services for the prior year. The shares were fully vested upon issuance. The Company recorded a non-cash expense of $19,212 and $101,288 for the years ended April 30, 2020 and 2019, respectively. There were zero unvested shares of Common Stock remaining related to these DLAs as of April 30, 2020.

During the year ended April 30, 2020, a consultant was issued 2,500,000 shares of common stock in respect of his services as the Chairman of the Company’s Medical and Scientific Advisory Board over a five-year period vested upon issuance are subject to the consultant providing services to the Company. The Company recorded a non-cash consulting expense in the amount of $22,584 and $107,749 for the years ended April 30, 2020 and 2019, respectively. There were zero unvested shares remaining related to his compensation agreements as of April 30, 2020.

During the year ended April 30, 2020, the four non-employee members of the Board were issued 2,000,000 shares of Common Stock pursuant to their DLAs in respect of their service during that year. The shares were fully vested upon issuance. The Company recorded a non-cash expense of $65,339 for the year ended April 30, 2020, respectively. There were zero unvested shares remaining related to a DLA as of April 30, 2020.

During the year ended April 30, 2020, five consultants were issued 3,200,000 shares of restricted Common Stock pursuant to their respective consulting agreement with the Company. The terms of the agreements are for twelve months. The share issuances covered current and prior years. The shares vest monthly over a twelve-month period and are subject to the consultants providing services under the consultant’s respective consulting agreement. The Company recorded a non-cash consulting expense in the amount of $108,575 and $17,350 for the years ended April 30, 2020 and 2019, respectively. There were 200,000 unvested shares remaining related to these consulting agreements as of April 30, 2020.

The Company awarded 6,600,000 shares of common stock to officers as part of their compensation agreements for 2020. These shares vest monthly over a twelve-month period and are subject to them continuing service under the agreements. During the year ended April 30, 2020, the Company recorded a non-cash compensation expense in the amount of $89,759. There were 4,400,000 unvested shares as of April 30, 2020.

During the year ended April 30, 2020, the Company entered into four stock subscription agreements resulting in the sale and issuance of one-hundred-three million (103 million) shares of restricted Common Stock. The Company received $515,000 from the sale of these shares.

All shares were issued without registration under the Securities Act in reliance upon the exemption afforded by Section 4(a)(2) of the Securities Act.

On September 28, 2017, the Second S-3 was declared effective by the Commission for a public offering of up to $50 million on a “shelf offering” basis. During the years ended April 30, 2020 and 2019, the Company sold and issued approximately 333.3 and 161.7 million shares of common stock, respectively, at prices ranging from $0.01 to $0.03 per share. Net of underwriting discounts, legal, accounting and other offering expenses, the Company received proceeds of approximately $2.1 and $2.3 million from the sale of these shares for the years ended April 30, 2020 and 2019, respectively. The Company has filed a prospectus supplement for an “at-the-market” offering with an investment bank as sales agent. The Company will not be eligible to use the S-3 once the 10-K is filed.

A summary of the Company’s non-vested restricted stock activity and related weighted average grant date fair value information for the last three years ended April 30, 2020 are as follows: