Quarterly report pursuant to Section 13 or 15(d)

Stock Options and Warrants

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Stock Options and Warrants
6 Months Ended
Nov. 30, 2019
Stock Options and Warrants
Note 6 – Stock Options and Warrants
The Company has one active stock-based equity plan at
November
 3
0
, 2019, the CytoDyn Inc. 2012 Equity Incentive Plan, as amended (the “2012 Plan”)
,
and one stock-based equity plan that is no longer active, but under which certain prior awards remain outstanding, the CytoDyn Inc. 2004 Stock Incentive Plan (the “2004 Plan” and, together with the 2012 Plan, the “Incentive Plans”). The 2012 Plan was approved by stockholders at the Company’s 2012 annual meeting to replace the 2004 Plan. The 2012 Plan was amended by stockholder approval in February 2015 to increase the number of shares available for issuance from 3,000,000 to 5,000,000 shares of common stock and in March 2016 to increase the number of shares available for issuance from 5,000,000 to 7,000,000 shares of common stock. At the annual meeting of stockholders held on August 24, 2017, the stockholders approved an amendment to the 2012 Plan to increase the number of shares available for issuance from 7,000,000 to 15,000,000 shares of common stock. At a special meeting of stockholders held on May 22, 2019, the stockholders approved an amendment to the 2012 Plan to increase the number of shares available for issuance from 15,000,000 to 25,000,000 shares of common stock. As of
Nov
ember
 3
0
, 2019, the Company had 8,171,644 shares available for future stock-based grants under the 2012 Plan, as amended.
Stock Options
During the
six
months ended
November
 3
0
, 2019, the Company granted annual stock option awards to directors to purchase a total of 1,975,000 shares of common stock. The exercise price
s
of the stock option awards
ranges between $0.385 and
$0.52 per share.
1,000,000 stock options vest immediately and the remaining
awards vest quarterly over
one
year and have
ten
-year term.
The grant date fair value related to these stock options was $413,774.
During the
six
months ended
November
 3
0
, 2019, the Company granted stock options, covering an aggregate of 1,787,500 shares of common stock, to executive management
,
employees
and consultants
 
with exercise prices ranging between $0.30 and $0.52 per share, except for one award of 50,000 shares which has an exercise price of $0.90 and represented a supplemental award related to a previous rescission, and which vested immediately.
The awards granted to the consultants totaled 400,000 stock options, 200,000 of which vested immediately, 100,000 of which vested on December 12, 2019 and 100,000 of which will vest on April 7, 2020. Stock option awards covering an additional 1,112,500 shares granted to executive management and employees vest in 12 equal monthly installments and
have a
ten
-year term.
The remaining stock option awards
granted to executive mana
g
e
ment and employees
vest annually over
three
years, with
ten
-year term
. The
grant date fair
valu
e
of
 related to these stock options was
$331,317.
On August 12, 2019, Gregory Gould, a member of the Company’s Board of Directors, resigned. On September 12,
2019
Carl Dockery, a member of the Company’s Board of Directors did not stand for
re-election.
90 days after the cessation of their service, any vested and unexercised options in their names
were
returned to the pool of shares available for future stock-based grants under the 2012 Plan.
Warrants
During the six months ended November 30
, 2019, in connection with registered direct offering
s
, as fully described in Note 11, the Company issued warrants covering 11,987,250 shares of common stock to investors. The investor warrants have a
 
five
-year term and an exercise price of $0.45 per share. In connection with the registered direct offering, the Company also issued warrants covering 655,305 shares of common stock to the placement agent. The placement agent warrants have a
five
-year term and an exercise
prices ranging between
of $0.40
 and $0.444
 
per share.
During the
six
months ended
November 30
, 2019, in connection with Series C convertible preferred
offerings
, as fully described in Note 4, the Company issued common stock warrants covering a total of 9,601,000 shares of common stock to investors. The investor warrants have a
five
-year term and exercise
prices ranging between $0.30 and
$0.50 per share.
 
During the six months ended November 30, 2019, in connection with extension and conversion of short-term convertible notes, the Company issued common stock warrants covering a total of 4,750,000 shares of common stock to investors. The investor warrants have a
five
-year term and exercise prices ranging between $0.30 and $0.45 per share.
Compensation expense related to stock options, compensatory warrants and common stock reserved for advisory services for the three
and six
months ended
November 30
, 2019 and
November 30
, 2018 was approximately $1.0
million
and $434,000
 and
 $1.5 million and
 
$
1.2 million
 respectively. The grant date fair value of options and compensatory warrants vested during the
six
-
month periods ended
November 30
, 2019 and
November 30
, 2018 was approximately $907,000 and $1.2 
million
respectively. As of
November 30
, 2019, there was approximately $1.1 million of unrecognized compensation expense related to share-based payments for unvested options, which is expected to be recognized over a weighted average period of 0.72 years.
The following table represents stock option and warrant activity as of and for the
six
months ended
November 30
, 2019:
 
     Number of
Shares
     Weighted
Average
Exercise Price
     Weighted
Average
Remaining
Contractual Life
in Years
     Aggregate
Intrinsic Value
 
Options and warrants outstanding—May 31, 2019
     178,591,849      $ 0.71        3.75      $ 896,400  
    
 
 
                            
Granted
     30,756,055        0.36        —          —    
Exercised
     (30,250,649      0.39        —          —    
Forfeited/expired/cancelled
     (1,640,000      0.74        —          —    
    
 
 
                            
Options and warrants outstanding
November 30, 2019
     177,457,255        0.65        3.67         
    
 
 
                            
Outstanding exercisable
November 30, 2019
     173,178,551      $ 0.66        3.56      $