Note 8 - Stockholders' Equity

3 Months Ended

12 Months Ended

Mar. 31, 2017

Dec. 31, 2016

Notes to Financial Statements

Stockholders' Equity Note Disclosure [Text Block]

Stockholders’ Equity

Common Stock Transactions

During

March 2017,

we issued an aggregate of

983,334

shares of common stock related to the exercise of stock purchase warrants, resulting in total net proceeds of

$49,167.

Stock Options

The following table presents a summary of our stock option transactions during the

three months ended

March 31, 2017:

	Number of Shares			Weighted Average Exercise Price
Outstanding at December 31, 2016		3,499,475		$	1.21
Granted		--			--
Exercised		--			--
Forfeited or expired		(115,200	)		17.75
Outstanding at March 31, 2017		3,384,275		$	0.64
Exercisable at March 31, 2017		2,191,281		$	1.69

Stock Purchase Warrants

The following table presents a summary of stock purchase warrant transactions during the

three months ended

March

31,

2017:

	Number of Shares			Weighted Average Exercise Price
Outstanding at December 31, 2016		32,751,578		$	0.07
Granted		--			--
Exercised		(983,334	)		0.05
Forfeited or expired		(1,112,001	)		0.57
Outstanding at March 31, 2017		30,656,243		$	0.05
Exercisable at March 31, 2017		30,656,243		$	0.05

Stock-Based Compensation Expense

Stock-based compensation expense related to our stock option plans was

$14,580

and

$13,686

during the three-month periods ended

March 31, 2017

and

2016,

respectively. Stock-based compensation expense related to stock options is recognized on a straight-line basis over the requisite service period for the award and is allocated to research and development expense or general and administrative expense based upon the related employee classification. As of

March 31, 2017,

there was

$117,404

of unrecognized compensation expense related to stock options, which is expected to be recognized over a weighted average period of

2.3

years.

In addition to the expense associated with our stock option plans, during the three-month period ended

March 31, 2016

we recorded stock-based compensation expense of

$469,799

(allocated to general and administrative expense) related to modifications made to certain stock purchase warrants.

Common Stock Reserved

A summary of our common stock reserved for future issuance as of

March 31, 2017

is as follows:

Series B Convertible Preferred Stock			285,714
Series C Convertible Preferred Stock			57,363,520
Common Stock Purchase Warrants			30,656,243
Equity Incentive Plans			4,590,300
Total			92,895,777

Common Stock

Increase in Authorized Shares of Common Stock

At our annual meeting of stockholders held on

June 14, 2016,

our stockholders approved an amendment to our certificate of incorporation to increase our authorized shares of common stock from

150,000,000

shares to

300,000,000

shares. The amendment to our certificate of incorporation was filed with the Delaware Secretary of State on

June 14, 2016.

Common Stock Transactions

During

July

and

November 2014,

we issued an aggregate of

378,205

shares of our common stock to a consultant in exchange for services and recorded stock-based compensation expense of

$100,000

related to the issuances (see Note

During

October 2014,

we issued

3,176,000

shares of our common stock pursuant to the exercise of certain stock purchase warrants, resulting in total net proceeds of

$873,400.

At various times during

2016,

we issued an aggregate of

21,884,420

shares of our common stock pursuant to the exercise of certain stock purchase warrants, resulting in total net proceeds of

$1,339,801.

We issued shares of our common stock related to conversions of our Series A, Series B and Series C Convertible Preferred Stock (see Note

) as follows:

	2016		2015		2014
Conversions of Series A Preferred Stock		-0-		-0-		202,857
Conversions of Series B Preferred Stock		-0-		-0-		4,428,571
Conversions of Series C Preferred Stock		1,400,000		-0-		-0-

Stock Option Plans

2006

we adopted the GeoVax Labs, Inc.

2006

Equity Incentive Plan (the

“2006

Plan”) and at our annual stockholders meeting on

June 14, 2016,

our stockholders approved the GeoVax Labs, Inc.

2016

Stock Incentive Plan (the

“2016

Plan”) which provides our Board of Directors broad discretion in creating equity incentives for employees, officers, directors and consultants. We have reserved

1,705,500

shares of our common stock for currently outstanding stock options under the

2006

Plan, and

3,000,000

shares for outstanding stock options and future issuances under the

2016

Plan. The

2016

Plan replaces the

2006

Plan, which expired

September 28, 2016,

and

further grants

may

be made under the

2006

Plan. As such, the

2016

Plan will serve as the sole equity incentive compensation plan for the Company

. The exercise price for any option granted

may

not

be less than fair value (

110%

of fair value for ISO’s granted to certain employees). Options have a maximum

ten

-year term and generally vest over

three

years.

Certain information concerning our stock option plans as of

December 31, 2016,

and a summary of activity during the year then ended is presented below:

	Number of Shares		Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (yrs)		Aggregate Intrinsic Value
Outstanding at December 31, 2015		1,705,500	$	2.41
Granted		1,793,975		0.07
Exercised		-		-
Forfeited or expired		-		-
Outstanding at December 31, 2016		3,499,475	$	1.21		8.2	$	-0-
Exercisable at December 31, 2016		1,299,394	$	3.12		5.5	$	-0-

Stock Purchase

Warrants

As of

December 31, 2016,

we have the following common stock purchase warrants outstanding:

Expiration Date	Number of Shares		Weighted Average Exercise Price
January 16, 2017		45,000		1.00
January 31, 2017		567,001		1.00
March 21, 2017		1,483,334		0.05
February 27, 2020		30,656,243		0.05
Outstanding and exercisable at December 31, 2016		32,751,578	$	0.07

The following table presents a summary of stock purchase warrant activity during the year ended

December 31, 2016:

	Number of Shares			Weighted Average Exercise Price
Outstanding at December 31, 2015		56,442,157		$	0.14
Issued		--			--
Exercised		(21,884,420	)		0.06
Forfeited or expired		(1,806,159	)		1.00
Outstanding and exercisable at December 31, 2016		32,751,578		$	0.07

Common Stock Reserved

A summary of common stock reserved for future issuance as of

December 31, 2016

is as follows:

Stock Purchase Warrants			32,751,578
Stock Option Plans			4,705,500
Series B Convertible Preferred Stock			285,714
Series C Convertible Preferred Stock			57,363,520
Total			95,106,312