Quarterly report pursuant to Section 13 or 15(d)

Stockholders' Equity

Stockholders' Equity
9 Months Ended
Jan. 31, 2017
Equity [Abstract]  
Stockholders' Equity

Note 4: Stockholder’s Equity


Series B preferred shares


For the nine months ended January 31, 2017, holders of Series B Preferred Stock (the “Series B Preferred Stock”) converted 331,559 shares of Series B Preferred Stock into 2,210,392 shares of common stock. The converted value for each share Series B Preferred Stock is approximately $12.20 or an aggregate of $4,045,007. As of January 31, 2017, all shares of Series B Preferred Stock outstanding have been converted in common stock.


Series D preferred shares


On August 3, 2016, the Company entered into separate securities purchase agreements with accredited investors for the issuance and sale of the Company’s newly designated 0% Series D Convertible Preferred Stock (the “Series D Preferred Stock”) which are convertible into shares of the Company’s common stock, par value $0.001 per share. The Series D Preferred Stock is governed by a Certificate of Designations, Preferences and Rights of the 0% Series D Convertible Preferred Stock. Each share of Series D Preferred Stock was sold at a per share purchase price of $136.00 and converts into 100 shares of common stock, subject to adjustment for dividends and stock splits. On August 5, 2016, the Company closed the private placement and sold 3,699 shares of Series D Preferred Stock convertible into an aggregate of approximately 369,900 shares of common stock with gross proceeds to the Company of $503,000.


Bonus Shares


Bonus shares (the “Bonus Shares”) are an award to an eligible person of shares for services to be rendered or for past services already rendered to the Company. The Board of Directors of the Company (the “Board”) will determine the number of shares to be awarded to the eligible individual, in accordance with any restrictions thereon. These restrictions may be based upon completion of a specified number of years of service with the Company or upon satisfaction of performance goals based on performance factors. Payment for the Bonus Shares may be made in the form of cash, whole shares, or a combination thereof, based on the fair market value of the shares on the date of payment, as determined in the sole discretion of the Board.


Between May 1, 2016 and January 31, 2017 the Company awarded 188,333 restricted shares of the Company’s common stock to employees, executive officers and directors. The Company’s condensed consolidated statements of operations for the nine months ended January 31, 2017 includes approximately $429,000 of stock-based compensation expense.




At January 31, 2017 the Company had 133,667 warrants outstanding with exercise prices between $7.50 and $10.50. A summary of warrant activity for the nine months ended January 31, 2017 is as follows:


    Shares     Weighted
contractual life years
value (1)
Balance May 1, 2016     207,625     $ 19.74       1.24        
Expired     (73,958 )   $ 40.68                  
Balance January 31, 2017     133,667     $ 8.15       1.82        


  (1) This amount represents the difference between the exercise price and $1.43, the closing price of Dataram common stock on January 31, 2017 as reported on the NASDAQ Stock Market, for all in-the-money warrants outstanding.