Quarterly report pursuant to Section 13 or 15(d)

STOCK-BASED COMPENSATION

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STOCK-BASED COMPENSATION
6 Months Ended
Apr. 30, 2024
Share-Based Payment Arrangement [Abstract]  
STOCK-BASED COMPENSATION

3. 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

 

We account for stock options granted to employees, directors and others using the accounting guidance in ASC 718, Stock Compensation (“ASC 718”). We estimate the fair value of service-based stock options on the date of grant, using the Black-Scholes pricing model, and recognize compensation expense over the requisite service period of the grant. We recorded stock-based compensation expense related to service-based stock options granted to employees and directors of approximately $1,238,000 and $1,155,000 during the three months ended April 30, 2024 and 2023, respectively, and approximately $2,346,000 and $2,112,000 during the six months ended April 30, 2024 and 2023, respectively.

 

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 $22,000 and $47,000 during the three months ended April 30, 2024 and 2023, respectively, and approximately $78,000 and $128,000 during the six months ended April 30, 2024 and 2023, respectively.

 

Stock Option Plans

 

During the three and six months ended April 30, 2024, 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, 2024 and 2023, we granted options to purchase 15,000 shares and 0 shares of common stock, respectively, and during the six months ended April 30, 2024 and 2023, we granted options to purchase 1,350,000 shares and 1,505,000 shares of common stock, respectively, to employees, directors and consultants, with exercise prices ranging from $3.17 to $4.39 per share, pursuant to the 2018 Share Plan. During the three months ended April 30, 2024 and 2023, stock options to purchase 19,999 and 27,818 shares of common stock, respectively, were exercised on a cash basis, with aggregate proceeds of approximately $57,000 and $75,000, respectively. During the six months ended April 30, 2024, stock options to purchase 43,999 shares of common stock were exercised on a cash basis, with aggregate proceeds of approximately $124,000. During the six months ended April 30, 2023 stock options to purchase 1,111 shares of common stock, of which 808 shares were withheld, were exercised on a cashless basis and stock options to purchase 29,079 shares of common stock were exercised on a cash basis, with aggregate proceeds of approximately $78,000

 

 

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, 2024 is as follows:

  

    Shares    

Weighted

Average

Exercise Price

Per Share

   

Aggregate

Intrinsic Value

(in thousands)

 
Options outstanding at October 31, 2023     1,189,000     $ 2.94          
Granted     1,350,000     $ 4.38          
Exercised     (13,000 )   $ 2.92          
Options outstanding and exercisable at April 30, 2024     1,176,000     $ 2.94     $ 643  

 

The following table summarizes information about stock options outstanding and exercisable under the 2010 Share Plan as of April 30, 2024:

 

Range of Exercise

Prices

   

Number

Outstanding and

Exercisable

   

Weighted

Average

Remaining

Contractual Life

(in years)

   

Weighted Average

Exercise Price

 
$ 0.67 - $2.27       366,000       3.1     $ 1.27  
$ 2.58 - $3.13       301,000       1.7     $ 2.91  
$ 3.46 - $5.30       509,000       4.0     $ 4.17  

 

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, 2024, the 2018 Share Plan had 938,907 shares available for future grants. Information regarding the 2018 Share Plan for the six months ended April 30, 2024 is as follows:

    Shares    

Weighted

Average

Exercise Price

Per Share

   

Aggregate

Intrinsic Value
(in thousands)

 
Options outstanding at October 31, 2023     10,241,000     $ 3.67          
Granted     1,350,000     $ 4.38          
Exercised     (30,999 )   $ 2.78          
Expirations     (313,907 )   $ 4.21          
Options outstanding at April 30, 2024     11,246,094     $ 3.74     $    582  
Options exercisable at April 30, 2024     7,363,587     $ 3.57     $ 505  

 

The following table summarizes information about stock options outstanding and exercisable under the 2018 Share Plan as of April 30, 2024:

 

      Options Outstanding     Options Exercisable  

Range of

Exercise Prices

   

Number

Outstanding

   

Weighted

Average

Remaining Contractual

Life

(in years)

   

Weighted

Average

Exercise Price

   

Number

Exercisable

   

Weighted

Average

Remaining

Contractual

Life

(in years)

   

Weighted

Average

Exercise Price

 
$ 2.09 - $3.87       5,383,879       6.0     $ 3.24       4,953,309       5.8     $ 3.27  
$ 3.96 - $5.30       5,862,215       7.9     $ 4.20       2,410,278       7.4     $ 4.21  

 

 

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 85% 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 ESPP was adopted by our Board of Directors on August 13, 2018 and approved by our shareholders on September 27, 2018. During the three and six months ended April 30, 2024 and 2023, employees purchased 2,616 and 1,903 shares, respectively, with aggregate proceeds of approximately $7,000 and $6,000, respectively.

 

Warrants

 

As of April 30, 2024, we 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.

 

Information regarding the Company’s warrants for the six months ended April 30, 2024 is as follows:

    Shares    

Weighted

Average

Exercise Price

Per Share

   

Aggregate

Intrinsic Value

 
Warrants outstanding at October 31, 2023     300,000     $ 6.56          
Warrants outstanding and exercisable at April 30, 2024     300,000     $ 6.56     $       0  

 

The following table summarizes information about the Company’s outstanding and exercisable warrants as of April 30, 2024:

Range of Exercise

Prices

   

Number

Outstanding and

Exercisable

   

Weighted

Average

Remaining

Contractual Life

(in years)

   

Weighted Average

Exercise Price

 
$ 6.56       300,000       1.9     $ 6.56