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STOCKHOLDERS’ EQUITY
12 Months Ended
Apr. 30, 2026
Equity [Abstract]  
STOCKHOLDERS’ EQUITY

NOTE 10 — STOCKHOLDERS’ EQUITY

 

As of April 30, 2026, 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, 127 shares are designated as Series G Preferred Stock, 106,894 shares are designated as Series H Preferred Stock, and 921,666 shares are designated as Series I 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.

 

There were no shares of Preferred Stock outstanding as of April 30, 2026 and 2025.

 

 

Common Stock issued for cash

 

On November 27, 2024, the Company entered into a Securities Purchase Agreement with certain investors providing for the issuance and sale by the Company in a registered direct offering (the “Offering”) an aggregate of 1,457,700 shares of the Company’s common stock at a purchase price of $7.00 per share and warrants to purchase up to 728,850 shares of common stock at an exercise price of $9.50 per share (the “November 2024 Warrants”). Each of the November 2024 Warrants are exercisable six months from their date of issuance and have a term expiring three years after their initial issuance date. The aggregate gross proceeds from the Offering were $10,203,858, before deducting legal and related offering expenses of $58,235. The Offering closed on December 6, 2024.

 

During August and September 2025, the Company issued 38,541 shares of its common stock pursuant to the Controlled Equity OfferingSM Sales Agreement, dated June 9, 2025, with Cantor Fitzgerald & Co., for gross proceeds of approximately $523,276.

 

On December 23, 2025, the Company entered into a Securities Purchase Agreement with certain investors providing for the issuance and sale by the Company in a non-brokered private placement (the “Offering”) of an aggregate of 1,922,159 shares of the Company’s common stock, at a purchase price of $16.25 per share, and warrants to purchase up to 961,079 shares of common stock, at an exercise price of $23 per share (the “December 2025 Warrants”). Each of the December 2025 Warrants are exercisable from their date of issuance and have a term expiring two years after the issuance date. The aggregate gross proceeds from the Offering were $31,235,084, before deducting legal and related offering expenses of $62,947. The Offering closed on December 23, 2025.

 

Common Stock Issued for Exercise and Cashless Exercise of Stock Warrants

 

In October 2024, the Company issued an aggregate of 15,000 shares of common stock upon the exercise of 15,000 common stock purchase warrants and received proceeds of approximately $67,200.

 

Between November 2024 and January 2025, the Company issued an aggregate of 105,000 shares of common stock upon the exercise of 105,000 common stock purchase warrants and received proceeds of approximately $508,400.

 

Between February 2025 and April 2025, the Company issued an aggregate of 344,668 shares of common stock upon the exercise of 344,668 common stock purchase warrants and received proceeds of approximately $1,751,848.

 

In May 2025, the Company issued an aggregate of 910,384 shares of common stock upon the exercise of 910,384 common stock purchase warrants and received proceeds of approximately $5,682,272. Out of the 910,384 warrants exercised, 870,000 warrants were accounted for under warrant liability accounting (see Note 9).

 

Additionally, in May 2025, the Company issued an aggregate of 260,071 shares of common stock upon the cashless exercise of 625,000 common stock purchase warrants which were accounted for under warrant liability accounting (see Note 9).

 

In June 2025 and July 2025, the Company issued an aggregate of 128,000 shares of common stock upon the exercise of 128,000 common stock purchase warrants and received proceeds of approximately $800,740.

 

Between August 2025 and October 2025, the Company issued an aggregate of 266,665 shares of common stock upon the exercise of 266,665 common stock purchase warrants and received proceeds of approximately $1,864,970.

 

Additionally, between August 2025 and October 2025, the Company issued an aggregate of 52,240 shares of common stock upon the cashless exercise of 105,000 common stock purchase warrants.

 

Between November 2025 and January 2026, the Company issued an aggregate of 146,034 shares of common stock upon the exercise of 146,034 common stock purchase warrants and received proceeds of $1,892,193.

 

Between February 2026 and April 2026, the Company issued an aggregate of 57,857 shares of common stock upon the exercise of 57,857 common stock purchase warrants and received proceeds of $616,912.

 

Common Stock Issued for Exercise and Cashless Exercise of Stock Options

 

In May 2025, the Company issued 1,726 shares of common stock upon the exercise of 1,726 stock options and received proceeds of approximately $13,204. Additionally in May 2025, the Company issued 1,016 shares of common stock upon the cashless exercise of 3,453 stock options.

 

In September 2025, the Company issued 1,726 shares of common stock upon the exercise of 1,726 stock options and received proceeds of approximately $13,204.

 

In January 2026, the Company issued 1,726 shares of common stock upon the exercise of 1,726 stock options and received proceeds of approximately $13,204.

 

In February 2026, the Company issued 7,000 shares of common stock upon the exercise of 7,000 stock options and received proceeds of approximately $35,140. Additionally in February 2026, the Company issued 1,093 shares of common stock upon the cashless exercise of 2,071 stock options.

 

 

Common Stock Issuances, Restricted Stock Awards, and RSUs/DSUs Granted for Services

 

On September 26, 2024, the Company issued 16,216 shares of common stock to a consultant in connection with a consulting agreement for services to be rendered from March 2024 to March 2025. The 16,216 shares of common stock had a fair value of $60,000, or $3.70 per share, based on the quoted trading price on the starting date of the consulting agreement. The Company reduced accrued liabilities by $7,500 and recognized stock-based compensation of $52,500 during the year ended April 30, 2025.

 

On September 26, 2024, the Company issued 7,927 shares of common stock to a former director in connection with vested restricted stock units (RSUs).

 

On September 30, 2024, the Company issued an aggregate of 13,996 shares of common stock to a consultant in connection with a consulting agreement for services rendered from October 2023 to September 2024. The 13,996 shares of common stock had a fair value of $60,000, or $4.29 per share, based on the quoted trading prices on the respective monthly valuation dates, which was fully vested and expensed over each monthly service period from October 2023 to September 2024. In connection with this issuance, the Company reduced accrued liabilities by $35,000 and recognized stock-based compensation of $25,000 during the year ended April 30, 2025.

 

On November 25, 2024, the Company issued an aggregate of 60,645 RSUs to certain officers and 6,272 RSUs to a director of the Company for services rendered. The aggregate of 66,917 RSUs had a fair value of $511,917, or $7.65 per share, based on the quoted trading price on the date of grants, which was fully vested and expensed immediately.

 

On November 25, 2024, the Company issued an aggregate of 43,459 RSUs to certain officers and 6,272 RSUs to a consultant for services already rendered and future services. The aggregate of 49,731 RSUs had a fair value of $380,444 or $7.65 per share of common stock based on the quoted trading price on the date of grant. The RSUs vested 25% on the date of issuance, and the remaining shall vest 25% every six months thereafter.

 

On November 25, 2024, the Company issued an aggregate of 36,200 deferred stock units (DSUs) to three directors of the Company for services rendered. The 36,200 DSUs had a fair value of $276,931 or $7.65 per share, based on the quoted trading price on the date of grants, which was fully vested and expensed immediately.

 

On November 25, 2024, the Company issued 8,065 DSUs to a consultant for services already rendered and future services. The 8,065 DSUs had a fair value of $61,698 or $7.65 per share of common stock based on the quoted trading price on the date of grant. The DSUs vested 25% on the date of issuance, and the remaining shall vest 25% every six months thereafter.

 

On June 26, 2025, the Company issued an aggregate of 4,998 shares of common stock to a consultant in connection with a consulting agreement for services rendered from October 2024 to May 2025. The 4,998 shares of common stock had a fair value of approximately $40,000, or $8 per share, based on the quoted trading prices on the respective monthly valuation dates, which was fully vested and expensed over each monthly service period from October 2024 to May 2025. In connection with this issuance, the Company reduced accrued liabilities by $35,000 and recognized stock-based compensation of $5,000 during the year ended April 30, 2026.

 

On June 26, 2025, the Company issued 7,272 shares of common stock to a consultant in connection with a consulting agreement for services to be rendered from March 2025 to March 2026. The 7,272 shares of common stock had a fair value of approximately $60,000, or $8.25 per share, based on the quoted trading price on the starting date of the consulting agreement. The Company reduced accrued liabilities by $7,500 and recognized stock-based compensation of $52,500 during the year ended April 30, 2026.

 

On June 26, 2025, the Company issued 19,779 shares of common stock to a director of the Company for his past consulting services from March 2024 to October 2024 (see Note 8). Accordingly, the Company reduced accrued liabilities by $151,309 at January 31, 2026.

 

On January 21, 2026, the Company issued an aggregate of 28,440 restricted stock units (RSUs) to certain officers and 7,673 RSUs to a director of the Company for future services. The aggregate of 36,113 RSUs had a fair value of $694,816, or $19.24 per share, based on the quoted trading price on the date of grants. The RSUs vests one year from the date of issuance.

 

On January 21, 2026, the Company issued an aggregate of 17,137 RSUs to various consultants for future services. The RSUs had a fair value of $329,720 or $19.24 per share of common stock based on the quoted trading price on the date of grant. The RSUs vests one year from the date of issuance.

 

On January 21, 2026, the Company issued an aggregate of 24,937 deferred stock units (DSUs) to three directors and 6,138 DSUs to a consultant of the Company for future services. The aggregate of 31,075 DSUs had a fair value of $597,885 or $19.24 per share, based on the quoted trading price on the date of grants, which was fully vested and expensed immediately.

 

On February 19, 2026, the Company issued an aggregate of 2,745 shares of common stock to a consultant in connection with a consulting agreement for services rendered from June 2025 to January 2026. The 2,745 shares of common stock had a fair value of $40,000, or $14.57 per share, based on the quoted trading prices on the respective monthly valuation dates, which was fully vested and expensed over each monthly service period from June 2025 to January 2026. In connection with this issuance, the Company recognized stock-based compensation of $40,000 during the year ended April 30, 2025.

 

On February 19, 2026, the Company issued an aggregate of 2,347 shares of common stock to a consultant in connection with a consulting agreement for services rendered from January 2025 to June 2025. The 2,347 shares of common stock had a fair value of $22,500, or $9.59 per share, based on the quoted trading prices on the respective monthly valuation dates, which was fully vested and expensed over each monthly service period from January 2025 to June 2025. In connection with this issuance, the Company reduced accrued liabilities by $15,000 and recognized stock-based compensation of $7,500 during the year ended April 30, 2025.

 

Total stock compensation expense for awards issued for services of $661,125 and $1,000,871 was expensed for the years ended April 30, 2026 and 2025, respectively. As of April 30, 2026, there were 85,683 unvested RSUs and 33,091 unvested DSUs outstanding, with a total unvested compensation expense of $1,406,790 remaining to be expensed, which will vest upon the occurrence of certain conditions and related vesting terms. Additionally, there were 509,763 vested RSUs and 42,249 vested DSUs that had been awarded but had not yet been converted into common stock. In total, 670,786 RSUs and DSUs, both vested and unvested, remained outstanding as of April 30, 2026.

 

 

A summary of the changes in RSUs and DSUs outstanding during the years ended April 30, 2026 and 2025, is as follows:

 

   Restricted and Deferred
Stock Units
   Weighted
Average
Grant-Date
Fair Value
Per Share
 
Balance at April 30, 2024   433,475   $10.31 
Granted   160,913    7.62 
Vested and converted into common stock   (7,927)   9.34 
Balance at April 30, 2025   586,461   $9.60 
Granted   84,325    19.24 
Balance at April 30, 2026   670,786   $10.81 

 

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 2020 Stock Incentive Plan (the “2020 Plan”). The 2020 Plan initially reserved 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 2020 Plan was approved by a vote of stockholders at the 2019 annual meeting. With the approval and effectivity of the 2020 Plan, no further grants will be made under the 2017 Plan. On August 31, 2020, the Board approved and adopted, subject to stockholder approval, an amendment (the “2020 Plan Amendment”) to the 2020 Plan. The 2020 Plan Amendment increased the number of shares of common stock available for issuance pursuant to awards under the 2020 Plan by an additional 836,385, to a total of 1,167,095 shares of the Company’s common stock. The 2020 Plan Amendment was approved by the Company’s stockholders on November 9, 2020. On December 16, 2022, the Company’s stockholders approved another amendment to the 2020 Plan increasing the number of shares of common stock available for issuance pursuant to awards under the 2020 Plan by an additional 1,252,476 shares, to a total of 2,419,571 shares of the Company’s common stock.

 

Stock options

 

The following is a summary of the Company’s stock option activity during the years ended April 30, 2026 and 2025:

 

   Number of
Options
   Weighted
Average
Exercise
Price
   Weighted
Average
Remaining
Contractual
Life
(Years)
 
Balance at April 30, 2024   192,750   $5.54    3.44 
Granted   293,730    7.65    5.00 
Exercised            
Forfeited   (27,810)   6.06     
Cancelled            
Balance at April 30, 2025   458,670   $6.86    3.77 
Granted   109,588    19.24    5.00 
Exercised   (17,702)   6.61    3.42 
Forfeited            
Cancelled   (2,500)   7.52    4.79 
Balance at April 30, 2026   548,056   $9.34    3.16 
                
Options exercisable at end of year   406,195   $6.80      
Options expected to vest   141,861   $16.60      
Weighted average fair value of options granted during the year       $10.73      

 

As of April 30, 2026 and 2025, the aggregate intrinsic value of options outstanding and exercisable were $4,189,861 and $1,886,016, respectively.

 

On November 25, 2024, the Company granted an aggregate of 104,587 options to purchase the Company’s common stock to certain officers and directors of the Company. The options have a term of 5 years from the date of grant and are exercisable at an exercise price of $7.65 (see table below for the assumptions used). The options are fully vested and were expensed immediately.

 

On November 25, 2024, the Company granted an aggregate of 79,420 options to purchase the Company’s common stock to certain officers and a director of the Company. The options have a term of 5 years from the date of grant and are exercisable at an exercise price of $7.65. The options vested 25% on the date of grant and the remaining options shall vest 25% every six months thereafter.

 

 

On November 25, 2024, the Company granted 50,000 options to purchase the Company’s common stock to a consultant of the Company. The options have a term of 5 years from the date of grant and are exercisable at an exercise price of $7.65. The options are fully vested and were expensed immediately.

 

Between November 25, 2024 and January 25, 2025, the Company granted an aggregate of 59,723 options to purchase the Company’s common stock to an employee and various consultants of the Company. The options have a term of 5 years from the date of grant and are exercisable at an exercise price ranging from $7.36 to $7.65. The options vested 25% on the date of grant and the remaining options shall vest 25% every six months thereafter.

 

On January 21, 2026, the Company granted an aggregate of 38,813 options to purchase the Company’s common stock to certain officers and an employee of the Company. The options have a term of 5 years from the date of grant and are exercisable at an exercise price of $19.24. The options vests one year from the date of issuance.

 

On January 21, 2026, the Company granted an aggregate of 57,079 options to purchase the Company’s common stock to certain directors of the Company. The options have a term of 5 years from the date of grant and are exercisable at an exercise price of $19.24. The options vest one year from the date of issuance.

 

On January 21, 2026, the Company granted 13,696 options to purchase the Company’s common stock to various consultants of the Company. The options have a term of 5 years from the date of grant and are exercisable at an exercise price of $19.24. The options vest one year from the date of issuance.

 

The Company used the Black-Scholes model to determine the fair value of stock options granted during the years ended April 30, 2026 and 2025. In applying the Black-Scholes option pricing model to options granted, the Company used the following assumptions:

 

   For the Year
Ended
April 30, 2026
   For the Year
Ended
April 30, 2025
 
Risk-free interest rate   3.83%   4.17% to 4.43%
Dividend yield   0.00%   0.00%
Expected volatility   62%   76% to 77%
Contractual and expected term (in years)   5.0    5.0 
Forfeiture rate   0.00%   0.00%

 

Stock-based compensation for stock options recorded in the consolidated statements of operations totaled $637,921 and $1,091,032 for the years ended April 30, 2026 and 2025, respectively. A balance of $883,520 remains to be expensed over future vesting periods related to unvested stock options issued for services to be expensed over a weighted average period of 0.58 years.

 

Stock-based expense for stock options were recorded in the following as reflected in the consolidated statements of operations:

 

   For the Year Ended
April 30, 2026
   For the Year Ended
April 30, 2025
 
Compensation and related taxes – general and administrative  $285,244   $485,528 
Professional and consulting fees   352,677    605,504 
Total  $637,921   $1,091,032 

 

 

Stock Warrants

 

The following is a summary of the Company’s stock warrant activity during the years ended April 30, 2026 and 2025:

 

   Number of Warrants   Weighted Average
Exercise
Price
   Weighted Average Remaining Contractual
Life
(Years)
 
             
Balance at April 30, 2024   4,179,262   $6.66    4.01 
Granted   728,850    9.50    10.00 
Exercised   (464,668)   5.01    3.02 
Forfeited            
Canceled            
Balance at April 30, 2025   4,443,444   $7.30    2.93 
Granted   961,079    23.00    2.00 
Exercised   (2,238,940)   6.86    1.64 
Forfeited            
Canceled            
Balance at April 30, 2026   3,165,583   $12.38    2.05 
Warrants exercisable at end of year   3,165,583   $12.38      
Weighted average fair value of warrants granted during the year       $23.00      

 

As of April 30, 2026 and 2025, the aggregate intrinsic value of warrants outstanding and exercisable were $19,104,178 and $17,002,347, respectively.

 

Concurrent with the sales of common stock on November 27, 2024, the Company issued warrants to purchase 728,850 shares of the Company’s common stock at an exercise price of $9.50 per share. The warrants are exercisable on May 27, 2025 and will expire on November 27, 2027.

 

In October 2024, the Company issued an aggregate of 15,000 shares of common stock upon the exercise of 15,000 common stock purchase warrants and received proceeds of approximately $67,200.

 

Between November 2024 and January 2025, the Company issued an aggregate of 105,000 shares of common stock upon the exercise of 105,000 common stock purchase warrants and received proceeds of approximately $508,400.

 

Between February 2025 and April 2025, the Company issued an aggregate of 344,668 shares of common stock upon the exercise of 344,668 common stock purchase warrants and received proceeds of approximately $1,751,848.

 

On December 23, 2025, the Company granted warrants to purchase up to 961,079 shares of common stock at an exercise price of $23 per share in connection with a Securities Purchase Agreement with certain investors providing for the issuance and sale by the Company in a non-brokered private placement (see Note 10 – Common Stock Issued for Cash).