Quarterly report pursuant to Section 13 or 15(d)

12. SUBSEQUENT EVENTS

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12. SUBSEQUENT EVENTS
9 Months Ended
Jan. 31, 2017
Subsequent Events [Abstract]  
SUBSEQUENT EVENTS

The Company has performed an evaluation of subsequent events in accordance with ASC Topic 855, noting no additional subsequent events other than those noted below.

 

On March 9, 2017, the Company appointed Carlos A. Trujillo to become the Company’s Chief Financial Officer and appointed him to become a director to fill a vacancy on the Board.

 

On March 10, 2017, effective as of January 1, 2017, the Company amended the Executive Compensation Agreement with Kenneth L. Waggoner, the Chief Executive Officer, President and General Counsel of the Company, pursuant to Amendment No. 2 to Executive Compensation Agreement (“Waggoner Compensation Agreement”). The Waggoner Compensation Agreement is for a term of two years with annual extensions thereof unless the Company or Mr. Waggoner provide 90-days written notice of termination. The Waggoner Compensation Agreement provides that Mr. Waggoner will serve as a member of the Board and will be employed as the Company’s Chief Executive Officer, President and General Counsel and as the Chief Executive Officer and General Counsel of Viridis Biotech, Inc., the Company’s subsidiary. Mr. Waggoner will be paid a base salary of $375,000, subject to annual increases at the discretion of the Compensation Committee of the Company (“Compensation Committee”), an annual grant of 3,600,000 shares of restricted Common Stock, vesting at the rate of 300,000 shares per month, and an annual stock option grant to purchase 4,500,000 shares of Common Stock exercisable over a five-year term at an exercise price per share equal to the closing price of the Common Stock on the date of grant, vesting at the rate of 375,000 option shares per month. 

 

On March 9, 2017, Mr. Waggoner was granted 3,600,000 shares of Common Stock, vesting at the rate of 300,000 shares per month. On March 9, 2017, Mr. Waggoner was also granted a stock option to purchase 4,500,000 shares of Common Stock exercisable over a five-year term at an exercise price per share of $0.1040, the closing price of the Common Stock on March 9, 2017, vesting at the rate of 375,000 option shares per month.

 

On March 10, 2017, effective as of January 1, 2017, the Company amended the Executive Compensation Agreement with Gerald W. Crabtree (“Crabtree Compensation Agreement”), the Company’s Chief Operating Officer. The Crabtree Compensation Agreement is for a term of two years with annual extensions thereof unless the Company or Dr. Crabtree provide 90-days written notice of termination. The Crabtree Compensation Agreement provides that Dr. Crabtree will serve as a member of the Board and will be employed as the Company’s Chief Operating Officer and as the Chief Operating Officer of Viridis Biotech, Inc., the Company’s subsidiary. Dr. Crabtree will be paid a base salary of $138,000, subject to annual increases at the discretion of the Compensation Committee, an annual grant of 600,000 shares of restricted Common Stock, vesting at the rate of 50,000 shares per month, and an annual stock option grant to purchase 1,500,000 shares of Common Stock on the date of grant, vesting at the rate of 125,000 option shares per month.

 

On March 9, 2017, Dr. Crabtree was granted 600,000 shares of Common Stock, vesting at the rate of 50,000 shares per month. On March 9, 2017, Dr. Crabtree was also granted a stock option to purchase 1,500,000 shares of Common Stock exercisable over a five-year term at an exercise price per share of $0.1040, the closing price of the Common Stock on March 9, 2017, vesting at the rate of 125,000 option shares per month. 

 

On March 10, 2017, effective as of January 1, 2017, the Company amended the Employment Compensation Agreement with Carlos A. Trujillo (“Trujillo Compensation Agreement”), the Company’s Chief Financial Officer. The Trujillo Compensation Agreement is for a term of two years with annual extensions thereof unless the Company or Mr. Trujillo provide 90-days written notice of termination. The Trujillo Compensation Agreement provides that Mr. Trujillo will serve as a member of the Board and will be employed as the Company’s Chief Financial Officer and as Chief Financial Officer of Viridis Biotech, Inc., the Company’s subsidiary. Mr. Trujillo will be paid a base salary of $275,000, subject to annual increases at the discretion of the Compensation Committee, an annual grant of 2,400,000 shares of restricted Common Stock, vesting at the rate of 200,000 shares per month, and an annual stock option grant to purchase 3,000,000 shares of Common Stock exercisable over a five-year term at an exercise price per share equal to the closing price of the Common Stock on the date of grant, vesting at the rate of 250,000 option shares per month. 

 

On March 9, 2017, Mr. Trujillo was granted 2,400,000 shares of Common Stock, vesting at the rate of 200,000 shares per month. On March 9, 2017, Mr. Trujillo was also granted a stock option to purchase 3,000,000 shares of Common Stock exercisable over a five-year term at an exercise price per share of $0.1040, the closing price of the Common Stock on March 9, 2017, vesting at the rate of 250,000 option shares per month.

 

On March 10, 2017, the Company amended its letter agreement with Board member Thomas Liquard (“Liquard Compensation Agreement”) pursuant to which the Company amended the compensation Mr. Liquard receives to serve as a Board member. The Liquard Compensation Agreement was immediately effective and continues in effect so long as Mr. Liquard remains a director of the Company. Pursuant to the Liquard Compensation Agreement, Mr. Liquard will be paid $12,500 in cash for each calendar quarter of service on the Board, and the Company will grant him annually 250,000 shares of restricted Common Stock and grant him a stock option to purchase 250,000 shares of Common Stock exercisable over a five-year term at an exercise price per share equal to the closing price of the Common Stock on the date of grant, both of which shall be fully vested at the time of grant.  

 

On March 9, 2017, Mr. Liquard was granted 250,000 shares of Common Stock and a stock option to purchase 250,000 shares of Common Stock exercisable over a five-year term at an exercise price per share of $0.1040, the closing price of the Common Stock on March 9, 2017.

 

On March 9, 2017, a consultant was granted a stock option to purchase 1,200,000 shares of Common Stock exercisable over a five-year term at an exercise price per share of $0.1040, the closing price of the Common Stock on March 9, 2017, vesting at a rate of 100,000 option shares per month.

 

From February 1, 2017 to March 3, 2017, the Company sold 2,566,589 shares of Common Stock pursuant to block trades under the S-3 Registration Statement. The issuance of the shares resulted in gross proceeds to the Company of approximately $277,996.