Quarterly report pursuant to Section 13 or 15(d)

Stock-Based Compensation

Stock-Based Compensation
9 Months Ended
Sep. 30, 2022
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation Stock-Based Compensation
Stock Incentive Plan
On October 31, 2014, the Board of Directors approved the Company’s 2014 Omnibus Incentive Plan (the “2014 Plan”).
On June 14, 2022, in connection with the Acquisition, the Board approved the 2014 Amended and Restated Omnibus Incentive Plan (the “2014 Amended and Restated Plan”) which replaced the 2014 Plan in its entirety. The 2014 Amended and Restated Plan, among other things, fixed the number of shares that can be issued under the plan to 91,219,570, provided that each January 1 beginning in 2023 and ending on (and including) January 1, 2032 the number of shares will increase by 5% of the outstanding shares of Common Stock as of the prior December 31, unless the Board of Directors of the Company decides to a lesser increase.
On September 30, 2022, the Amended and Restated 2014 Plan was approved by the shareholders. The 2014 Amended and Restated Plan authorizes the issuance of awards including stock options, stock appreciation rights, restricted stock, stock units and performance units to employees, directors, and consultants of the Company. As of September 30, 2022, the Company had 47,514,820 shares available for future grant under the 2014 Plan.
Stock Options
The following is a summary of option activities under the Company’s 2014 Plan for the nine months ended September 30, 2022:
Number of
Exercise Price
Term (Years)
Aggregate Intrinsic Value
Outstanding, December 31, 2021 35,405,000  $ 0.07  9.08 $ 134,750 
Granted 4,350,000  0.04 
Exercised —  — 
Cancelled (321,250) 0.06 
Forfeited (1,678,750) 0.08 
Outstanding, September 30, 2022 37,755,000  $ 0.07  8.45 $  
Exercisable, September 30, 2022 14,782,500  $ 0.08  7.81 $  
The weighted-average grant-date fair value of stock options granted during the nine months ended September 30, 2022 was $0.04.
The fair value of the Company's stock option grants were estimated on the date of grant using the Black-Scholes option-pricing model under the following assumptions:
Nine Months Ended
September 30, 2022
Dividend yield —  %
Volatility factor
126.3 - 132.6%
Risk-free interest rate
2.89 - 3.60%
Expected term (years)
5.00 - 6.08
Stock Option Awards with Performance and Other Conditions
During the nine months ended September 30, 2022, the Company granted 4,000,000 stock options with an exercise price of $0.04 which include a combination of performance vesting conditions and other vesting conditions pursuant to a consulting agreement entered with Mr. Jim Heppell, a former director of Skye and related party of the Company (Note 9). The vesting conditions of the stock option award provide that 50% of the options are vested upon grant and the remaining 50% will vest upon the sale of a real estate asset held by EHT at an amount greater than or equal to an amount specified in the agreement. None of the options are exercisable until the Acquisition is consummated, which was not deemed probable for accounting purposes as of September 30, 2022, (Note 3). The conditions related to the sale of EHT's real estate are considered other conditions and the condition related to the closing of the Acquisition is considered a performance condition. When a performance condition is deemed to be probable of achievement, time-based vesting and recognition of stock-based compensation expense commences.
As a result, no share-based compensation expense will be recognized for these stock options until the performance condition is considered to be probable. As of September 30, 2022, the Company has determined that the closing of the Acquisition is not deemed probable, as the consummation of the Acquisition is not solely within the control of the Company.
As of September 30, 2022, the Company has included $73,368 related to the first tranche of these awards in total unrecognized stock-based compensation expense below. The Company has evaluated the second tranche and has determined that due to the other conditions contained in these awards that they will be recorded as liability options once the Acquisition is deemed probable and will be remeasured through their settlement date or cancellation.
Restricted Stock Units
On December 14, 2021, the Company granted restricted stock units (“RSUs”) to its executive management team. The RSUs cliff vest 33% per year on the anniversary of the grant date over a three year period. As of September 30, 2022, 4,000,000 RSUs with a weighted average grant date fair value of $0.06 per share remain unvested.
Awards Granted Outside the 2014 Plan
The following is a summary of restricted stock activity outside of the 2014 Amended and Restated Plan during the nine months ended September 30, 2022:
Number of
Date Fair
Unvested, December 31, 2021 150,000  $ 0.13 
Released (150,000) 0.13 
Unvested, September 30, 2022   $  
Stock-Based Compensation Expense
The Company recognizes stock-based compensation expense using the straight-line method over the requisite service period. The Company recognized stock-based compensation expense, including compensation expense for warrants with vesting provisions issued to a service provider (Note 4), and the RSUs discussed above, in its Condensed Consolidated Statements of Operations and Comprehensive Loss as follows:
Three Months Ended September 30, Nine Months Ended
September 30,
2022 2021 2022 2021
Research and development $ 23,966  $ 17,986  $ 64,507  $ 37,350 
General and administrative 120,158  470,987  361,339  709,902 
$ 144,124  $ 488,973  $ 425,846  $ 747,252 
The total amount of unrecognized compensation cost was $1,217,236 as of September 30, 2022. This amount will be recognized over a weighted average period of 3.65 years.
2022 Employee Stock Purchase PlanIn June 2022, the Company's board of directors approved the 2022 Employee Stock Purchase Plan (the "ESPP"). Under which the Company will offer eligible employees the option to purchase common stock at a 15% discount to the lower of the market value of the stock at the beginning or end of each participation period under the terms of the ESPP. Total individual purchases in any year are limited to 15% of compensation. The ESPP was approved by the Company's stockholders on September 30, 2022.