Annual report pursuant to Section 13 and 15(d)

SHAREHOLDERS??? EQUITY

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SHAREHOLDERS’ EQUITY
12 Months Ended
Oct. 31, 2024
Equity [Abstract]  
SHAREHOLDERS’ EQUITY

4. SHAREHOLDERS’ EQUITY

 

Stock Option Plans

 

During the year ended October 31, 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. In accordance with the provisions of the 2010 Share Plan, the plan terminated with respect to the grant of future securities on July 14, 2020.

 

During the years ended October 31, 2024 and 2023, stock options to purchase 173,031 and 157,761 shares of common stock, respectively, were exercised on a cash basis, with aggregate proceeds of approximately $456,000 and $353,000, respectively. During the year ended October 31, 2023, stock options to purchase 161,111 shares of common stock, of which 116,225 shares were withheld, were exercised on a cashless basis, respectively. During the year ended October 31, 2024, no stock options were exercised on a cashless basis.

 

 

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. On the first business day of each calendar year the aggregate number of shares available for future issuance was replenished such that 800,000 shares were available. The exercise price with respect to all of the options granted under the 2010 Share Plan was equal to the fair market value of the underlying common stock at the grant date. Information regarding the 2010 Share Plan for the two years ended October 31, 2024 is as follows:

 

    Shares     Weighted Average
Exercise Price
Per Share
    Aggregate Intrinsic Value  
Options Outstanding at October 31, 2022     1,501,500     $ 2.83          
Exercised     (312,500 )   $ 2.41          
Options Outstanding at October 31, 2023     1,189,000     $ 2.94          
Exercised     (112,032 )   $ 2.58          
Expired     (90,000 )   $ 5.29          
Options Outstanding and Exercisable at October 31, 2024     986,968     $ 2.77     $ 911,362  

 

The following table summarizes information about stock options outstanding under the 2010 Share Plan as of October 31, 2024:

 

SCHEDULE OF OUTSTANDING AND EXERCISABLE

Range of Exercise Prices   Number
Outstanding and
Exercisable
    Weighted Average
Remaining
Contractual Life
(in years)
    Weighted
Average
Exercise Price
 
$0.67 - $2.27     316,000       2.75     $ 1.11  
$2.58 - $3.13     251,968       1.32     $ 2.93  
$3.46 - $5.30     419,000       3.45     $ 3.93  

 

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. On the first business day of each calendar year the maximum aggregate number of shares available for future issuance is replenished such that 2,000,000 shares are available. The exercise price with respect to all of the options granted under the 2018 Share Plan was equal to the fair market value of the underlying common stock at the grant date. As of October 31, 2024, the 2018 Share Plan had 983,907 shares available for future grants. Information regarding the 2018 Share Plan for the two years ended October 31, 2024 is as follows:

 

    Shares     Weighted Average
Exercise Price
Per Share
    Aggregate Intrinsic Value  
Options Outstanding at October 31, 2022     8,817,372     $ 3.60          
Granted     1,640,000     $ 3.97          
Exercised     (6,372 )   $ 2.89          
Forfeited/Expired     (210,000 )   $ 5.10          
Options Outstanding at October 31, 2023     10,241,000     $ 3.67          
Granted     1,415,000     $ 4.33          
Exercised     (60,999 )   $ 2.73          
Forfeited/Expired     (423,907 )   $ 4.12          
Options Outstanding at October 31, 2024     11,171,094     $ 3.74     $ 2,016,259  
Options Exercisable at October 31, 2024     7,921,567     $ 3.56     $ 1,904,173  

 

 

The following table summarizes information about stock options outstanding under the 2018 Share Plan as of October 31, 2024:

 

SCHEDULE OF OUTSTANDING AND EXERCISABLE

    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     5,308,879       5.60     $ 3.23       5,023,213       5.44     $ 3.24  
$ 3.96 - $5.30     5,862,215       7.41     $ 4.20       2,898,354       6.98     $ 4.11  

 

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 years ended October 31, 2024 and 2023, employees purchased 3,986 and 4,360 shares, respectively, with aggregate proceeds of approximately $10,000 and $13,000, respectively.

 

Common Stock Purchase Warrants

 

In connection with a public offering in March 2021, we issued to certain designees of the underwriter, as compensation, warrants to purchase 300,000 shares of common stock at $6.5625 per share, expiring on March 22, 2026.

 

Information regarding the Company’s warrants for the two years ended October 31, 2024 is as follows:

 

SCHEDULE OF WARRANTS ACTIVITY

    Shares     Weighted Average
Exercise Price
Per Share
    Aggregate
Intrinsic
Value
 
Warrants Outstanding and Exercisable at October 31, 2023 and October 31, 2024     300,000     $ 6.56     $          0  

 

The following table summarizes information about the Company’s outstanding and exercisable warrants as of October 31, 2024:

 

SCHEDULE OF OUTSTANDING AND EXERCISABLE

Exercise Price     Number
Outstanding and
Exercisable
    Weighted Average
Remaining
Contractual Life
(in years)
    Weighted
Average
Exercise Price
 
$ 6.56       300,000       1.39     $ 6.56  

 

Stock Awards

 

During the years ended October 31, 2024 and 2023, we issued 89,336 shares and 24,310 shares of common stock, respectively, to consultants providing investor relations services and recorded expense of approximately $237,000 and $92,000, respectively. As of October 31, 2024 and 2023, approximately $18,000 and $0, respectively, was recorded as a prepaid expense.

 

 

Treasury stock

 

As of October 31, 2024, the Company held 2,000 shares of its common stock as treasury stock. These shares were repurchased at an average cost of $3.17 per share for a total cost of approximately $6,000. The repurchases were made as part of a stock buyback program approved by our Board of Directors on July 11, 2024. The treasury shares are accounted for under the cost method and are recorded as a reduction in shareholders’ equity in the consolidated balance sheet. The Company may reissue treasury shares for stock option exercises, acquisitions, or other corporate purposes.