NOTE 14 – SUBSEQUENT EVENTS

Securities Purchase Agreement

On November 14, 2023, the Company entered into a Securities Purchase Agreement (the “Femasys Purchase Agreement”) with Femasys (“Femasys”)pursuant to which the Company purchased (i) senior unsecured convertible notes in an aggregate principal amount of $5 million, convertible into shares of Femasys common stock at a conversion price of $1.18 per share, (ii) Series A warrants to purchase up to an aggregate of 4,237,288 shares of Femasys common stock at an exercise price of $1.18 and (iii) Series B warrants to purchase an aggregate of 4,237,288 shares of Femasys common stock at an exercise price $1.475 per share.

Cash and Stock Options Granted

On November 20, 2023, the Company’s Board approved (i) one-time cash grants to Joshua Silverman and Carlos Trujillo in the amounts of $100,000 and $50,000, respectively, and (ii) options to purchase up to 170,000 shares and 85,000 shares, respectively, at an exercise price of $2.18 per share. The options vested 50% immediately, and the remaining 50% will vest on the one-year anniversary of the grant date.

On November 20, 2023, the Board granted to each non-employee director (i) a cash retainer fee of $60,000 and (ii) options to purchase 61,248 shares at an exercise price of $2.18 per share, vesting in full on the first business day after the Company’s next annual meeting of stockholders. Additionally, the Board granted each non-employee director who chairs the audit, compensation or nominating and corporate governance committees an additional cash retainer fee of $10,000.

On November 20, 2023, the Board adopted a non-employee director compensation policy, which provides for the automatic annual grant of nonqualified stock options with a grant date fair value of $60,000 to each non-employee director. Such grants shall occur annually on the first business day after the Company’s annual meeting of stockholders and shall vest on the one-year anniversary of the grant date, subject to the director’s continued service on the Board on the vesting date. The policy also provides for the payment of an annual $60,000 cash retainer fee to each non-employee director, plus, for each non-employee director who chairs the audit, compensation or nominating and corporate governance committees, an additional annual $10,000 cash retainer fee. Finally, the policy provides for the automatic grant of nonqualified stock options with a grant date fair value of $50,000 to each new non-employee director upon joining the Board.

On November 20, 2023, the Company Board established a Strategic Scientific Committee. The committee will initially consist of two members. The Chair of the committee will be Dr. Michael Abecassis. Dr. Abecassis will receive a monthly retainer fee of $3,500.

Stock Repurchase

From November 1, 2023 to December 13, 2023, the Company repurchased 84,352 shares of common stock through the stock repurchase program for $187,363.