Quarterly report pursuant to Section 13 or 15(d)

Stockholders' Equity

Stockholders' Equity
6 Months Ended
Jun. 30, 2019
Stockholders' equity:  
Stockholders' Equity
7. Stockholders’ Equity


2019 Private Placement


On May 9, 2019, the Company entered into a Securities Purchase Agreement (the “Purchase Agreement”) with certain accredited investors (collectively, the “Investors”) for the private placement of 2,426,455 shares of the Company’s common stock at $3.10 per share (the “2019 PIPE”). The Company received aggregate gross proceeds of approximately $7.5 million, before deducting offering expenses aggregating approximately $94,000.


The Purchase Agreement also contains representations and warranties by the Company and the Investors and covenants of the Company and the Investors (including indemnification from the Company in the event of breaches of its representations and warranties), certain information rights and other rights, obligations and restrictions, which the Company believes are customary for transactions of this type.


Issuance of Common Stock in Lieu of Cash Payments


Under the terms of the Amended and Restated Non-Employee Director Compensation Plan, each non-employee member of the Company’s Board of Directors may elect to receive all or part of his or her director fees in shares of the Company’s common stock. Director fees, whether paid in cash or in shares of common stock, are payable quarterly on the last day of each fiscal quarter. The number of shares of common stock issued to directors is determined by dividing the product of: (i)(a) the fees otherwise payable to each director in cash, times (b) the percentage of fees the director elected to receive in shares of common stock, by (ii) the volume weighted average price per share of common stock over the last five trading days of the quarter. Following is information regarding the amounts of shares issued to directors as payment for director fees in lieu of cash:


Three Months Ended June 30,
2019   2018
8,841   13,110


Six Months Ended June 30,
2019   2018
17,739   22,408


Stock Incentive Plans


The Company has various share-based compensation plans and share-based compensatory contracts (collectively, the “Plans”) under which it has granted share-based awards, such as stock grants, and incentive and non-qualified stock options, to employees, directors, consultants and advisors. Awards may be subject to a vesting schedule as set forth in individual award agreements. Certain of the Plans also have provided for cash-based performance bonus awards.


Since October 2017, the Company has granted share-based awards under the MRI Interventions, Inc. Second Amended and Restated 2013 Incentive Compensation Plan (the “2013 Plan”). Under the 2013 Plan, a total of 1,956,250 shares of the Company’s common stock are reserved for issuance. Of this amount, stock grants of 225,216 shares have been awarded and option grants, net of options terminated, expired or forfeited, of 978,820 shares were outstanding as of June 30, 2019. Accordingly, 752,214 shares remained available for grants under the 2013 Plan as of that date.


Stock option activity under all of the Company’s Plans during the six months ended June 30, 2019 is summarized below:



Weighted -


Outstanding at January 1, 2019     1,386,396     $ 11.09  
Granted     75,000       3.25  
Expired / forfeited     (12 )     385.60  
Outstanding at June 30, 2019     1,461,384     $ 10.68  


As of June 30, 2019, there was unrecognized compensation expense of $619,230 related to outstanding stock options, which is expected to be recognized over a weighted average period of 1.5 years.




Warrants have generally been issued for terms of up to five years. Common stock warrant activity for the six months ended June 30, 2019 was as follows:


    Shares     Weighted -
Outstanding at January 1, 2019     8,676,481     $ 4.17  
Issued     -       -  
Exercised     (315,745 )     2.20  
Expired / Terminated     (29,754 )     41.55  
Outstanding at June 30, 2019     8,330,982     $ 4.12