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EQUITY
 9 Months Ended
Oct. 31, 2024
EQUITY  
EQUITY

Note 5 – EQUITY

 

Common Stock

 

The number of authorized shares of common stock under the Certificate of Incorporation is 500,000,000, $0.0001 par value.

 

During the three and nine months ended October 31, 2024, and 2023, the Company did not issue any shares of common stock.

 

Stock-based compensation

 

The Company’s stock-based compensation programs are long-term retention programs that are intended to attract, retain and provide incentives for employees, officers and directors, and to align stockholder and employee interests.

 

Under the stock-based compensation plan, the Company may grant Incentive Stock Options (“ISO”), Non-statutory Stock Options (“NSO”), Restricted Stock (“RS”) and Restricted Stock Units (“RSU”).  ISO and NSO are granted under service conditions.  RS and RSU are granted under vesting criteria set by the Administrator and could be based upon the achievement of Company-wide, business unit, or individual goals (including, but not limited to, continued employment or service), or any other basis determined by the Administrator in its discretion.  Stock options granted to employees generally vest over a four-year period, although certain grants may vest over a longer or shorter period.  Stock options granted to non-employees generally vest over a one-year period. The fair value of stock-based awards is based on historical third-party transactions involving the Company’s common stock. Management believes these transactions represent arm’s-length pricing; however, no independent valuation was obtained

 

Valuation of Stock-Based Compensation

 

Stock-based compensation cost is measured at the grant date based on the fair value of the award. The fair value of the awards is fixed at the grant date and amortized over the longer of the remaining performance or service period.  The fair value of stock-based grant awards is estimated using the fair value of the Company’s most recent historical transaction with third parties.

 

Compensation costs

 

The Company recognizes the estimated compensation cost of all stock-based awards generally on a straight-line basis over the requisite service period of the entire award, which is generally the vesting period. The estimated compensation cost is based on the fair value of the common stock on the date of the grant. The Company accounts for forfeitures as they occur.

 

131,901,600 restricted common shares, granted on October 4, 2020, at a fair value of $0.005 per share, are vested over 4 fiscal years equally (vesting period) commencing on October 4, 2020.  

 

Common stock activities for the nine months ended October 31, 2024, are summarized as follows:

 

 

 

 

 

 

Weighted

 

 

 

 

 

 

 

 

 

Average 

Remaining

 

 

Weighted Average

 

 

 

Number of Shares

 

 

Contractual Life (Years)

 

 

Grant Date Fair Value

 

 

 

 

 

 

 

 

 

 

 

January 31, 2024

 

 

32,972,900

 

 

 

0.7

 

 

$0.005

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Vested

 

 

32,972,900

 

 

 

-

 

 

 

0.005

 

 

 

 

 

 

 

 

 

 

 

 

 

 

October 31, 2024 - Expected to Vest

 

 

-

 

 

 

-

 

 

$-

 

 

As of October 31, 2024, all stock-based compensation cost related to non-vested awards had been fully recognized, and there was no remaining unrecognized compensation cost.

 

Stock-based compensation recognized for the three months ended October 31, 2024, and 2023 amounted to $27,478 and $41,216, respectively.

 

Stock-based compensation recognized for the nine months ended October 31, 2024, and 2023 amounted to $109,911 and $123,648, respectively.