Definitive proxy statements

Pay vs Performance Disclosure

v3.25.0.1
Pay vs Performance Disclosure
12 Months Ended
Oct. 31, 2024
USD ($)
Oct. 31, 2023
USD ($)
Oct. 31, 2022
USD ($)
Pay vs Performance Disclosure [Table]      
Pay vs Performance [Table Text Block]
  Year     $ PEO Total Compensation Amount (1)     $ PEO Actually Paid Compensation Amount (2)   $ Non-PEO NEO Average Total Compensation Amount (1)     $ Non-PEO NEO Average Compensation Actually Paid Amount (2)     $ Total Shareholder Return Amount (3)     $ Peer Group Total Shareholder Return Amount (3)     $ Net Income (Loss) Attributable to Parent (4)       Company Selected Measure Amount (5)  
      Summary
Compensation
    Compensation
Actually
    Average Summary
Compensation
    Average Compensation Actually
    Value of Initial
Fixed $100
Investment
Based On (3):
           
Year     Table Total for
PEO (1)
    Paid
to
PEO (2)
    Table
Total for Non-PEO
NEOs (1)
    Paid
to Non-PEO
NEOs (2)
    TSR     Peer Group
TSR
    Net Loss
(millions) (4)
    Company
Selected
Measure (5)
 
  2024     $ 3,476,037     $ 3,129,297     $                            1,760,002     $                        1,493,234     $           73.38     $ 77.75     $ 12.7                           -  
  2023     $ 3,639,651     $ (2,620,710 )   $ 1,965,876     $ 134,096     $ 66.25     $ 53.07     $ 9.9       -  
  2022     $ 2,159,033     $ 4,767,747     $ 1,848,558     $ 3,213,742     $ 117.40     $ 65.81     $ 13.8       -  
   
Named Executive Officers, Footnote [Text Block]

 

(1) For each fiscal year presented, Dr. Kumar was our Principal Executive Officer (“PEO”) and Mr. Catelani was our only Non-PEO NEO.
(2) The CAP amounts presented reflect the following adjustments to compensation reported within the Summary Compensation Table as required by the SEC:
(3) Total Shareholder Return (“TSR”) represents cumulative total shareholder return on a fixed investment of $100 in our common stock for the period beginning on the last trading day of the fiscal year ended October 31, 2021 through the last trading day of the applicable fiscal year. Peer Group TSR represents cumulative total shareholder return on a fixed investment of $100 in the S&P Biotechnology Select Industry Index for the period beginning on the last trading day of the fiscal year ended October 31, 2021 through the last trading day of the applicable fiscal year.
(4) The dollar amounts reported represent the amount of net loss reflected in our audited financial statements for the applicable year. While we are a pre-revenue biotechnology company and no portion of NEO compensation is dependent upon our net loss, SEC rules require that net income/loss be presented as a performance measure in this table.
(5) As a pre-revenue biotechnology company, we have implemented a business model that conserves funds by collaborating with third parties to develop our technologies. As a result, at this stage in our corporate life-cycle, there is no single financial performance measure that our Compensation Committee uses when considering annual compensation for our NEOs. Instead, the Compensation Committee focuses on a variety of factors including the progress of development of our various technologies, our level of operating expenses and our cash position. After discussion with our Compensation Committee, and given the relative weight that the Compensation Committee affords each of these factors and our unique business model, we have elected not to include a “Company-Selected Measure” at this time. We will continue to assess this decision in consultation with our Compensation Committee on a forward looking basis and will include a “Company-Selected Measure” when our Compensation Committee deems it appropriate.
   
PEO Total Compensation Amount [1] $ 3,476,037 $ 3,639,651 $ 2,159,033
PEO Actually Paid Compensation Amount [2] 3,129,297 (2,620,710) 4,767,747
Non-PEO NEO Average Total Compensation Amount [1] 1,760,002 1,965,876 1,848,558
Non-PEO NEO Average Compensation Actually Paid Amount [2] $ 1,493,234 134,096 3,213,742
Adjustment to Non-PEO NEO Compensation Footnote [Text Block]

(2) The CAP amounts presented reflect the following adjustments to compensation reported within the Summary Compensation Table as required by the SEC:

 

 

    2024     2023     2022  
Adjustments to Summary Compensation Table amounts to CAP amounts   PEO     Average
Non-PEO
NEOs
    PEO     Average
Non-PEO
NEOs
    PEO     Average
Non-PEO
NEOs
 
Summary Compensation Table   $ 3,476,037     $ 1,760,002     $ 3,639,651     $ 1,965,876     $ 2,159,033     $ 1,848,558  
Grant Date FV of option awards granted in fiscal year     (2,093,000 )     (1,046,500 )     (2,354,100 )     (1,177,050 )     (1,088,000 )     (1,297,600 )
FV at year-end of outstanding and unvested option awards granted in fiscal year     1,104,143       552,072       1,013,134       506,567       1,843,723       2,229,667  
Vesting date FV of awards granted in fiscal year and vested in fiscal year     385,700       192,850       510,047       255,024       358,778       424,947  
Change in FV of awards granted in prior years that are outstanding and unvested as of the end of the fiscal year     244,489       25,943       (4,284,013 )     (926,354 )     2,335,311       133,389  
Change in FV of awards granted in prior years and vested in fiscal year     11,928       8,867       (1,145,429 )     (489,967 )     (841,098 )     (125,219 )
Total Compensation Actually Paid   $ 3,129,297     $ 1,493,234     $ (2,620,710 )   $ 134,096     $ 4,767,747     $ 3,213,742  
   
Equity Valuation Assumption Difference, Footnote [Text Block]

 

(3) Total Shareholder Return (“TSR”) represents cumulative total shareholder return on a fixed investment of $100 in our common stock for the period beginning on the last trading day of the fiscal year ended October 31, 2021 through the last trading day of the applicable fiscal year. Peer Group TSR represents cumulative total shareholder return on a fixed investment of $100 in the S&P Biotechnology Select Industry Index for the period beginning on the last trading day of the fiscal year ended October 31, 2021 through the last trading day of the applicable fiscal year.
   
Compensation Actually Paid vs. Total Shareholder Return [Text Block]

 

Chart 1: Compensation Actually Paid versus TSR

 

   
Compensation Actually Paid vs. Net Income [Text Block]

Chart 2: Compensation Actually Paid versus Net Loss

 

   
Total Shareholder Return Amount [3] $ 73.38 66.25 117.40
Peer Group Total Shareholder Return Amount [3] 77.75 53.07 65.81
Net Income (Loss) Attributable to Parent [4] $ 12,700,000 $ 9,900,000 $ 13,800,000
Company Selected Measure Amount [5]
PEO Name Dr. Kumar Dr. Kumar Dr. Kumar
Additional 402(v) Disclosure [Text Block]
(4) The dollar amounts reported represent the amount of net loss reflected in our audited financial statements for the applicable year. While we are a pre-revenue biotechnology company and no portion of NEO compensation is dependent upon our net loss, SEC rules require that net income/loss be presented as a performance measure in this table.
   
Grant Date FV of Option Awards Granted in Fiscal Year [Member] | PEO [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount $ (2,093,000) $ (2,354,100) $ (1,088,000)
Grant Date FV of Option Awards Granted in Fiscal Year [Member] | Non-PEO NEO [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount (1,046,500) (1,177,050) (1,297,600)
FV at Year-end of Outstanding and Unvested Option Awards Granted in Fiscal Year [Member] | PEO [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount 1,104,143 1,013,134 1,843,723
FV at Year-end of Outstanding and Unvested Option Awards Granted in Fiscal Year [Member] | Non-PEO NEO [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount 552,072 506,567 2,229,667
Vesting date FV of Awards Granted in Fiscal Year and Vested in Fiscal Year [Member] | PEO [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount 385,700 510,047 358,778
Vesting date FV of Awards Granted in Fiscal Year and Vested in Fiscal Year [Member] | Non-PEO NEO [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount 192,850 255,024 424,947
Change in FV of Awards Granted in Prior Years that are Outstanding and Unvested as of the End of the Fiscal Year [Member] | PEO [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount 244,489 (4,284,013) 2,335,311
Change in FV of Awards Granted in Prior Years that are Outstanding and Unvested as of the End of the Fiscal Year [Member] | Non-PEO NEO [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount 25,943 (926,354) 133,389
Change in FV of Awards Granted in Prior Years and Vested in Fiscal Year [Member] | PEO [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount 11,928 (1,145,429) (841,098)
Change in FV of Awards Granted in Prior Years and Vested in Fiscal Year [Member] | Non-PEO NEO [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount $ 8,867 $ (489,967) $ (125,219)
[1] For each fiscal year presented, Dr. Kumar was our Principal Executive Officer (“PEO”) and Mr. Catelani was our only Non-PEO NEO.
[2] The CAP amounts presented reflect the following adjustments to compensation reported within the Summary Compensation Table as required by the SEC:
[3] Total Shareholder Return (“TSR”) represents cumulative total shareholder return on a fixed investment of $100 in our common stock for the period beginning on the last trading day of the fiscal year ended October 31, 2021 through the last trading day of the applicable fiscal year. Peer Group TSR represents cumulative total shareholder return on a fixed investment of $100 in the S&P Biotechnology Select Industry Index for the period beginning on the last trading day of the fiscal year ended October 31, 2021 through the last trading day of the applicable fiscal year.
[4] The dollar amounts reported represent the amount of net loss reflected in our audited financial statements for the applicable year. While we are a pre-revenue biotechnology company and no portion of NEO compensation is dependent upon our net loss, SEC rules require that net income/loss be presented as a performance measure in this table.
[5] As a pre-revenue biotechnology company, we have implemented a business model that conserves funds by collaborating with third parties to develop our technologies. As a result, at this stage in our corporate life-cycle, there is no single financial performance measure that our Compensation Committee uses when considering annual compensation for our NEOs. Instead, the Compensation Committee focuses on a variety of factors including the progress of development of our various technologies, our level of operating expenses and our cash position. After discussion with our Compensation Committee, and given the relative weight that the Compensation Committee affords each of these factors and our unique business model, we have elected not to include a “Company-Selected Measure” at this time. We will continue to assess this decision in consultation with our Compensation Committee on a forward looking basis and will include a “Company-Selected Measure” when our Compensation Committee deems it appropriate.