Stockholders' Equity

3 Months Ended

Jul. 31, 2020

Equity [Abstract]

Stockholders' Equity

NOTE 8 — STOCKHOLDERS’ EQUITY

As of July 31, 2020, 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 and 127 shares are designated as Series G 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.

Effective on March 19, 2020, the Company filed an amendment to the Articles of Incorporation to effect the Reverse Stock Split (see Note 1). All share and per share information in this Quarterly Report on Form 10-Q has been retroactively adjusted to reflect the Reverse Stock Split. As of July 31, 2020, there were 2,925,625 shares of common stock issued and outstanding, and no shares of preferred stock outstanding.

Series G Convertible Preferred Stock

During the quarter ended July 31, 2020, the Company issued an aggregate of 20,357 shares of the Company’s common stock in exchange for the conversion of 57 shares of Series G Preferred Stock. As of July 31, 2020, all Series G Preferred Stock had converted and there were no shares of Series G Preferred Stock outstanding.

Common Stock Issued, Restricted Stock Awards, and RSUs Granted for Services

On April 30, 2020, the Compensation Committee of the Board awarded four directors of the Company an aggregate of 1,875 shares of restricted stock pursuant to respective restricted stock award agreements. The shares of restricted stock vested immediately on the date of grant. The total 1,875 shares of restricted stock had a fair value of $9,581, or $5.11 per share, based on the quoted trading price on the date of grant, which was fully vested and expensed immediately. These shares were issued on May 5, 2020, subsequent to the close of the fiscal year 2020.

On July 31, 2020, the Compensation Committee of the Board awarded four directors of the Company an aggregate of 1,875 shares of restricted stock pursuant to respective restricted stock award agreements. The shares of restricted stock vested immediately on the date of grant. The total 1,875 shares of restricted stock had a fair value of $15,244, or $8.13 per share, based on the quoted trading price on the date of grant, which was fully vested and expensed immediately. These shares were issued subsequent to the close of the fiscal quarter ended July 31, 2020.

A total of $20,218 and $52,682 was expensed for the three-month periods ended July 31, 2020 and 2019, respectively. A balance of $334,750 remains to be expensed over future vesting periods.

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 U.S. Gold Corp. 2020 Stock Incentive Plan (the “2020 Plan”). The 2020 Plan reserves 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 Board directed that the 2020 Plan be submitted to the Company’s stockholders for their approval at the 2019 Annual Meeting of Stockholders of the Company (the “Annual Meeting”), which was held on September 18, 2019. The 2020 Plan was approved by a vote of stockholders at the Annual Meeting. With the approval and effectivity of the 2020 Plan, no further grants will be made under the 2017 Plan.

Stock options

The following is a summary of the Company’s stock option activity during the periods ended July 31, 2020 and April 30, 2020:

	Number of Options		Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (Years)
Balance at April 30, 2020		100,000	$	14.31		2.87
Granted		-		-		-
Exercised		—		—		—
Forfeited		-		-		—
Cancelled		—		—		—
Balance at July 31, 2020		100,000		14.31		2.63
Options exercisable at end of period		76,667	$	14.49
Options expected to vest		23,333	$	13.69
Weighted average fair value of options granted during the period			$	-

At July 31, 2020 and April 30, 2020, the aggregate intrinsic value of options outstanding and exercisable was $150 and $0 for each period.

Stock-based compensation for stock options recorded in the consolidated statements of operations totaled $51,262 and $52,214 for the three-month periods ended July 31, 2020 and 2019, respectively. A balance of $162,788 remains to be expensed over future vesting periods.

Stock Warrants

A summary of the Company’s outstanding warrants to purchase shares of common stock as of July 31, 2020 and changes during the three-month period then ended are presented below:

	Number of Warrants		Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (Years)
Warrants with no Class designation:
Balance at April 30, 2020		527,378	$	14.83		3.73
Granted		—		—		—
Exercised		—		—		—
Forfeited		—		—		—
Canceled		—		—		—
Balance at July 31, 2020		527,378		14.83		3.48
Class A Warrants:
Balance at April 30, 2020		219,375		11.40		4.22
Granted		—		—		—
Exercised		—		—		—
Forfeited		—		—		—
Canceled		—		—		—
Balance at July 31, 2020		219,375		11.40		3.97
Total Warrants Outstanding at July 31, 2020		746,753	$	13.82		3.62
Warrants exercisable at end of period		389,611	$	20.07
Weighted average fair value of warrants granted during the period			$	—

As of July 31, 2020, the aggregate intrinsic value of warrants outstanding and exercisable was $0.