Quarterly report pursuant to Section 13 or 15(d)

Stockholders Equity

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Stockholders Equity
6 Months Ended
Jul. 31, 2024
Stockholders Equity  
Stockholders' Equity

Note 11. Stockholders’ Equity

 

Common Stock

 

As of July 31, 2024 and January 31, 2024, the Company had 200 million common shares authorized. As of July 31, 2024, the Company had 22,193,616 shares issued and outstanding. As of January 31, 2024, the Company had 16,902,546 common shares issued and outstanding. 

 

On April 9, 2024, we sold 50,000 shares of common stock to a third party for $28,500.

 

On May 15, 2024, ACES elected to convert 1,052,632 shares of Series C Preferred Stock into 4,095,948 shares of common stock.

 

During the six months ended July 31, 2024, the Company issued 241,735 shares of common stock for services that totaled $0.2 million.

 

During the six months ended July 31, 2024, in a series of transactions, the Company sold a total of 903,387 shares of common stock for $0.5 million to ACES.

 

During the three and six months ended July 31, 2024, stock-based compensation expense related to stock grants was $0 and $37,000, respectively, from a grant to an employee. During the three and six months ended July 31, 2023, stock-based compensation expense related to stock grants was $75,000 and $150,000, respectively, from a grant to an employee.

 

Preferred Stock

 

Series A Preferred Stock

 

As of July 31, 2024 and January 31, 2024, the Company had one million Series A Preferred shares, par value $0.0001, authorized, with 150,000 Series A Preferred shares issued and outstanding. The Series A Preferred stock converts into common stock at the option of the holder of the Series A Preferred. The conversion rate for every one share of Series A Preferred stock is 50 shares of common stock. Each share of Series A Preferred stock entitles the holder to 1,000 votes. Holders of Series A Preferred are entitled to share ratably in dividends, if any are declared. There are no redemption rights. In the event of dissolution, the holders of Series A Preferred are entitled to share pro rata all assets remaining after payment in full of all liabilities. 

Series C Preferred Stock

 

As of July 31, 2024 and January 31, 2024, the Company had 10 million Series C Preferred shares, par value $0.0001, authorized. As of July 31, 2024, the Company had 300,000 shares issued and outstanding. As of January 31, 2024, the Company had 1,352,632 shares issued and outstanding. The Series C Preferred Stock shall rank senior to the Company’s common stock and Series A Preferred Stock. Each holder of Series C Preferred Stock is entitled to one (1) vote for each share of Series C Preferred Stock held on all matters submitted to a vote of stockholders. Each share of Series C Preferred Stock shall be convertible, at the discretion of the holders, into shares of common stock. The number of common shares issued shall be at the rate of 30% less than the volume-weighted average price or $5.00 per share whichever is less.

 

On May 15, 2024, ACES elected to convert 1,052,632 shares of Series C Preferred Stock into 4,095,948 shares of common stock.