STOCK BASED COMPENSATION |
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Share-Based Payment Arrangement [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
STOCK BASED COMPENSATION |
The Company maintains stock equity incentive plans under which the Company grants incentive stock options, non-qualified stock options, stock appreciation rights, stock awards, performance awards, or stock units to employees, directors and consultants.
Stock Option Compensation Expense
The compensation cost for service-based stock options granted to employees and directors is measured at the grant date, based on the fair value of the award using the Black-Scholes pricing model, and is expensed on a straight-line basis over the requisite service period (the vesting period of the stock option) which is 875,000 and $881,000 during the three months ended April 30, 2022 and 2021, respectively, and approximately $1,605,000 and $1,756,000 during the six months ended April 30, 2022 and 2021, respectively. to . We recorded stock-based compensation expense related to service-based stock options granted to employees and directors of approximately $
For stock options granted to employees and directors that vest based on market conditions, such as the trading price of the Company’s common stock exceeding certain price targets, we use a Monte Carlo Simulation in estimating the fair value at grant date and recognize compensation cost over the implied service period (median time to vest). On June 1, 2021, our Chairman and Chief Executive Officer and our President, Chief Operating Officer and Chief Financial Officer were awarded market condition stock options for 587,000 and $0, respectively, and approximately $1,993,000 and $0 during the six months ended April 30, 2022 and 2021, respectively. shares and shares of common stock, respectively, that vest in four equal installments upon the Company’s share price achieving targets ranging from $ to $ per share, with implied service periods of three to fifteen months. We recorded market condition stock-based compensation expense during the three months ended April 30, 2022 and 2021 of approximately $
The compensation cost for service-based stock options granted to consultants is measured at the grant date, based on the fair value of the award using the Black-Scholes pricing model, and is expensed on a straight-line basis over the requisite service period (the vesting period of the stock option) which is one to three years. We recorded stock-based consulting expense related to stock options granted to consultants of approximately $109,000 and $132,000 during the three months ended April 30, 2022 and 2021, respectively, and approximately $218,000 and $186,000 during the six months ended April 30, 2022 and 2021, respectively.
Stock Option Plans
During the three months ended April 30, 2022, we had two stock option plans: the Anixa Biosciences, Inc. 2010 Share Incentive Plan (the “2010 Share Plan”) and the Anixa Biosciences, Inc. 2018 Share Incentive Plan (the “2018 Share Plan”), which were adopted by our Board of Directors on July 14, 2010 and January 25, 2018, respectively. The 2018 Share Plan was approved by our shareholders on March 29, 2018.
Stock Option Activity
During the three months ended April 30, 2022 and 2021, we granted options to purchase shares and shares of common stock, respectively, and during the six months ended April 30, 2022 and 2021, we granted options to purchase shares and shares of common stock, respectively, to employees and consultants, with exercise prices ranging from $to $per share, pursuant to the 2018 Share Plan. During the three months ended April 30, 2022 and 2021, stock options to purchase shares of common stock and shares of common stock, net of shares withheld on a cashless exercise, respectively, were exercised with aggregate proceeds of $0 and $0, respectively. During the six months ended April 30, 2022 and 2021, stock options to purchase shares of common stock, net of shares withheld on a cashless exercise and shares of common stock, net of shares withheld on a cashless exercise, respectively, were exercised with aggregate proceeds of $0 and $0, respectively.
2010 Share Plan
The 2010 Share Plan provided for the grant of nonqualified stock options, stock appreciation rights, stock awards, performance awards and stock units to employees, directors and consultants. In accordance with the provisions of the 2010 Share Plan, the plan terminated with respect to the ability to grant future awards on July 14, 2020. Information regarding the 2010 Share Plan for the six months ended April 30, 2022 is as follows:
2018 Share Plan
The 2018 Share Plan provides for the grant of incentive stock options, nonqualified stock options, stock appreciation rights, stock awards, performance awards and stock units to employees, directors and consultants. As of April 30, 2022, the 2018 Share Plan had shares available for future grants. Information regarding the 2018 Share Plan for the six months ended April 30, 2022 is as follows:
Non-Plan Options
In addition to options granted under stock option plans, during the years ended October 31, 2012 and 2013, the Board of Directors approved the grant of stock options to certain employees and directors. Information regarding stock options that were granted outside of share plans for the six months ended April 30, 2022 is as follows:
Stock Awards
For stock awards granted to employees, directors and consultants that vest upon grant, we recognize expense at the date of grant based on the grant date closing price of the underlying common stock. We did not grant any stock awards that vested upon grant during the six months ended April 30, 2022 or 2021.
Employee Stock Purchase Plan
The Company maintains the Anixa Biosciences, Inc. Employee Stock Purchase Plan (the “ESPP”) which permits eligible employees to purchase shares at not less than % of the market value of the Company’s common stock on the offering date or the purchase date of the applicable offering period, whichever is lower. The plan was adopted by our Board of Directors on August 13, 2018 and approved by our shareholders on September 27, 2018. During the six months ended April 30, 2022 and 2021, employees purchased and shares, respectively, with aggregate proceeds of approximately $ and $ , respectively.
Warrants
On October 30, 2020, we issued a warrant, expiring on October 30, 2025, to purchase 60,000 shares of common stock at $2.06 per share, vesting over , to a consultant for investor relations services. We recorded consulting expense of approximately $38,000 and $96,000, respectively, during the three and six months ended April 30, 2021, based on the fair value of the warrant on the date of grant recognized on a straight-line basis over the vesting period. On November 16, 2021, the warrant was exercised on a cashless basis and 25,484 shares were withheld as payment.
On November 1, 2021 we issued a warrant, expiring on October 30, 2026, to purchase 60,000 shares of common stock at $4.77 per share, vesting over , to a consultant for investor relations services. We recorded consulting expense of approximately $110,000 and $220,000, respectively, during the three and six months ended April 30, 2022, based on the fair value of the warrant on the date of grant recognized on a straight-line basis over the vesting period.
As of April 30, 2022, we also had warrants outstanding to purchase 300,000 shares of common stock at $6.56 per share, issued during fiscal year 2021 and expiring on March 22, 2026.
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