Quarterly report pursuant to Section 13 or 15(d)

STOCKHOLDERS??? EQUITY

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STOCKHOLDERS’ EQUITY
3 Months Ended
Jul. 31, 2023
Equity [Abstract]  
STOCKHOLDERS’ EQUITY

NOTE 10 — STOCKHOLDERS’ EQUITY

 

As of July 31, 2023, authorized capital stock consisted of 200,000,000 shares of common stock, par value $0.001 per share, and 50,000,000 shares of “blank check” preferred stock, par value $0.001 per share, of which 1,300,000 shares are designated as Series A Convertible Preferred Stock, 400,000 shares are designated as Series B Convertible Preferred Stock, 45,002 shares are designated as Series C Convertible Preferred Stock, 7,402 shares are designated as Series D Convertible Preferred Stock, 2,500 shares are designated as Series E Convertible Preferred Stock, 1,250 shares are designated as Series F Preferred Stock, 127 shares are designated as Series G Preferred Stock, 106,894 shares are designated as Series H Preferred Stock, and 921,666 shares are designated as Series I Preferred Stock. The Company’s Board has the authority, without further action by the stockholders, to issue shares of preferred stock in one or more series and to fix the rights, preferences, privileges and restrictions granted to or imposed upon the preferred stock.

 

There were no shares of Preferred Stock outstanding as of July 31, 2023 and April 30, 2023.

 

Common Stock Issued, Restricted Stock Awards, and RSU’s Granted for Services

 

Total stock compensation expense for awards issued for services of $184,531 was expensed for both the three months ended July 31, 2023 and 2022. There are 86,329 unvested restricted stock units with unvested compensation expense of $477,042 at July 31, 2023 remaining to be expensed over future vesting periods of a weighted average period of 0.39 years. There were 347,146 vested restricted stock units awarded but unissued into common stock as of July 31, 2023. A total of 433,475 restricted stock units are outstanding, vested and unvested, as of July 31, 2023.

 

A summary of the changes in restricted stock units outstanding during the three months ended July 31, 2023 follows:

 

      Restricted
Stock Units
    Weighted
Average
Grant-Date
Fair Value
Per Share
 
Balance at April 30, 2023     433,475     $ 9.57  
Balance at July 31, 2023       433,475     $ 10.31  

 

Equity Incentive Plan

 

In August 2017, the Board approved the Company’s 2017 Equity Incentive Plan (the “2017 Plan”) including the reservation of 165,000 shares of common stock thereunder.

 

On August 6, 2019, the Board approved and adopted, subject to stockholder approval, the 2020 Stock Incentive Plan (the “2020 Plan”). The 2020 Plan initially reserved 330,710 shares for future issuance to officers, directors, employees and contractors as directed from time to time by the Compensation Committee of the Board. The 2020 Plan was approved by a vote of stockholders at the 2019 annual meeting. With the approval and effectivity of the 2020 Plan, no further grants will be made under the 2017 Plan. On August 31, 2020, the Board approved and adopted, subject to stockholder approval, an amendment (the “2020 Plan Amendment”) to the 2020 Plan. The 2020 Plan Amendment increased the number of shares of common stock available for issuance pursuant to awards under the 2020 Plan by an additional 836,385, to a total of 1,167,095 shares of the Company’s common stock. The 2020 Plan Amendment was approved by the Company’s stockholders on November 9, 2020. On December 16, 2022, the Company’s stockholders approved another amendment to the 2020 plan increasing the number of shares of common stock available for issuance pursuant to awards under the 2020 Plan by an additional 1,252,476 shares, to a total of 2,419,571 shares of the Company’s common stock.

 

 

U.S. GOLD CORP. AND SUBSIDIARIES

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JULY 31, 2023

 

Stock options

 

The following is a summary of the Company’s stock option activity during the three months ended July 31, 2023:

 

    Number of Options     Weighted Average Exercise Price     Weighted Average Remaining Contractual Life (Years)  
Balance at April 30, 2023     192,750     $ 5.54       4.44  
 Granted                  
 Exercised                  
 Forfeited                  
 Cancelled                  
Balance at July 31, 2023     192,750       5.54       4.19  
                         
Options exercisable at end of period     179,650     $ 5.44          
Options expected to vest     13,100     $ 6.93          
Weighted average fair value of options granted during the period           $          

 

 

At July 31, 2023 and April 30, 2023, the aggregate intrinsic value of options outstanding and exercisable were de minimis for each period.

 

Stock-based compensation for stock options recorded in the unaudited consolidated statements of operations totaled $7,402 for both the three months ended July 31, 2023 and 2022. A balance of $41,940 remains to be expensed over future vesting periods related to unvested stock options issued for services to be expensed over a weighted average period of 1.48 years.

 

Stock Warrants

 

A summary of the Company’s outstanding warrants to purchase shares of common stock as of July 31, 2023, and changes during the period ended as presented below:

 

    Number of Warrants     Weighted Average Exercise Price     Weighted Average Remaining Contractual Life (Years)  
Warrants with no Class designation:                        
Balance at April 30, 2023     2,779,262     $ 7.76       4.27  
Granted                  
Exercised                  
Forfeited                  
Canceled                  
Balance at July 31, 2023     2,779,262       7.76       4.02  
Class A Warrants:                        
Balance at April 30, 2023     109,687       11.40       1.22  
Granted                  
Exercised                  
Forfeited                  
Canceled                  
Balance at July 31, 2023     109,687       11.40       0.97  
Total Warrants Outstanding at July 31, 2023     2,888,949     $ 7.90       3.90  
Warrants exercisable at end of period     2,018,949     $ 8.65          
Weighted average fair value of warrants granted during the period           $          

 

As of July 31, 2023, the aggregate intrinsic value of warrants outstanding and exercisable was $0.

 

 

U.S. GOLD CORP. AND SUBSIDIARIES

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JULY 31, 2023