Pressure BioSciences, Inc. Quarterly report pursuant to Section 13 or 15(d)

Quarterly report pursuant to Section 13 or 15(d)

Stockholders' (Deficit)

Stockholders' (Deficit)

3 Months Ended

Mar. 31, 2017

Equity [Abstract]

Stockholders' (Deficit)

Stockholders’ Deficit

Preferred Stock

We are authorized to issue 1,000,000 shares of preferred stock with a par value of $0.01. Of the 1,000,000 shares of preferred stock:

	1)	20,000 shares have been designated as Series A Junior Participating Preferred Stock (“Junior A”)

	2)	313,960 shares have been designated as Series A Convertible Preferred Stock (“Series A”)

	3)	279,256 shares have been designated as Series B Convertible Preferred Stock (“Series B”)

	4)	88,098 shares have been designated as Series C Convertible Preferred Stock (“Series C”)

	5)	850 shares have been designated as Series D Convertible Preferred Stock (“Series D”)

	6)	500 shares have been designated as Series E Convertible Preferred Stock (“Series E”)

	7)	240,000 shares have been designated as Series G Convertible Preferred Stock (“Series G”)

	8)	10,000 shares have been designated as Series H Convertible Preferred Stock (“Series H”)

	9)	21 shares have been designated as Series H2 Convertible Preferred Stock (“Series H2”)

	10)	6,250 shares have been designated as Series J Convertible Preferred Stock (“Series J”)

	11)	15,000 shares have been designated as Series K Convertible Preferred Stock (“Series K”)

As of March 31, 2017, there were no shares of Junior A, and Series A, B, C and E issued and outstanding. See our Annual Report on Form 10-K for the year ended December 31, 2016 for the pertinent disclosures of preferred stock.

Stock Options and Warrants

Our stockholders approved our amended 2005 Equity Incentive Plan (the “Plan”) pursuant to which an aggregate of 1,800,000 shares of our common stock were reserved for issuance upon exercise of stock options or other equity awards made under the Plan. Under the Plan, we may award stock options, shares of common stock, and other equity interests in the Company to employees, officers, directors, consultants, and advisors, and to any other persons the Board of Directors deems appropriate. As of March 31, 2017, options to acquire 1,083,750 shares were outstanding under the Plan.

On December 12, 2013 at the Company’s special meeting the shareholders approved the 2013 Equity Incentive Plan (the “2013 Plan”) pursuant to which 3,000,000 shares of our common stock were reserved for issuance upon exercise of stock options or other equity awards. Under the 2013 Plan, we may award stock options, shares of common stock, and other equity interests in the Company to employees, officers, directors, consultants, and advisors, and to any other persons the Board of Directors deems appropriate. As of March 31, 2017, options to acquire 2,707,500 shares were outstanding under the Plan with 292,500 shares available for future grants under the 2013 Plan.

On November 29, 2015 the Company’s Board of Directors adopted the 2015 Nonqualified Stock Option Plan (the “2015 Plan”) pursuant to which 5,000,000 shares of our common stock were reserved for issuance upon exercise of non-qualified stock options. Under the 2015 Plan, we may award non-qualified stock options in the Company to employees, officers, directors, consultants, and advisors, and to any other persons the Board of Directors deems appropriate. As of March 31, 2017, non-qualified options to acquire 4,023,000 shares were outstanding under the Plan with 977,000 shares available for future grants under the 2015 Plan.

All of the outstanding non-qualified options had an exercise price that was at or above the Company’s common stock share price at time of issuance.

The following tables summarize information concerning options and warrants outstanding and exercisable:

	Stock Options					Warrants
	Weighted					Weighted
	Average					Average								Total
	Shares			Price per share		Shares			Price per share		Shares			Exercisable
Balance outstanding, 12/31/16		5,269,250		$	0.42		26,459,695		$	0.40		31,728,945			29,730,959
Granted		2,615,000			0.28		2,600,000			0.40		5,215,000
Exercised		—					—			—		—
Expired		(70,000	)		1.00		(3,660,500	)		0.35		(3,730,500	)
Forfeited		—			—		—			—		—
Balance outstanding, 3/31/2017		7,814,250		$	0.37		25,399,195		$	0.41		33,213,445			29,245,037

	Options Outstanding						Options Exercisable
	Weighted Average						Weighted Average
Range of Exercise Prices	Number of Options		Remaining Contractual Life (Years)		Exercise Price		Number of Options		Remaining Contractual Life (Years)		Exercise Price
$0.25 - $0.39		4,240,500		9.0	$	0.29		1,437,007		7.5	$	0.30
0.40 - 0.49		2,786,000		8.5		0.40		1,621,085		8.3		0.40
0.50 - 0.59		226,250		5.4		0.50		226,250		5.4		0.50
0.60 - 0.69		385,500		2.9		0.60		385,500		2.9		0.60
1.00 - 1.25		176,000		3.0		1.00		176,000		3.0		1.00
$0.25 - $1.25		7,814,250		8.3	$	0.37		3,845,842		7.0	$	0.42

As of March 31, 2017, the total estimated fair value of unvested stock options to be amortized over their remaining vesting period was $730,174. The non-cash, stock-based compensation expense associated with the vesting of these options is expected to be $309,911 in 2017, $286,355 in 2018, $110,522 in 2019 and $23,386 in 2020. The fair value of options granted in 2017 was $487,914.

The aggregate intrinsic value associated with the options outstanding and exercisable as of March 31, 2017 was $28,740. The aggregate intrinsic value associated with the warrants outstanding and exercisable as of March 31, 2017 was $79,092.

Common Stock Issuances

On various dates from January to March 2017 the Company issued 810,000 shares of restricted common stock to investors as compensation for loans provided to us.