Quarterly report pursuant to Section 13 or 15(d)

STOCK WARRANTS AND STOCK OPTIONS

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STOCK WARRANTS AND STOCK OPTIONS
9 Months Ended
Sep. 30, 2019
STOCK WARRANTS AND STOCK OPTIONS  
NOTE 6. STOCK WARRANTS AND STOCK OPTIONS
The Company accounts for employee stock options and non-employee stock warrants under ASC 718 and ASC 505, whereby option costs are recorded based on the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable, utilizing the Black Sholes pricing model. Unless otherwise provided for, the Company covers option exercises by issuing new shares.
 
Beginning on December 12, 2012, Michael A. Lanphere, a related party and non-employee, loaned the Company money for a variety of purposes, some for working capital and some to allow the Company to pay outstanding obligations. Each of these loans was made pursuant to the terms of a Loan Agreement with Promissory Note and Stock Fee (the “Agreements”). Under the terms of the Agreements, Mr. Lanphere was not only entitled to repayment of the principal amount loaned to us, with interest, but also what was termed in the Agreements as a “Stock Fee” that the parties are interpreting as a stock warrant, which permits Mr. Lanphere to acquire shares of our common stock in exchange for an exercise price that was estimated based on the date of the loan agreement. The number of shares to be issued to Mr. Lanphere as a Stock Fee under each Agreement was an estimate and varied based on the loan amount and the price of our common stock on the day of the loan and was calculated by this formula: sixty percent (60%) or eighty percent (80%) of the loan amount divided by the Company’s stock price on the day of the loan, but at a price per share no higher than two and one-half cents ($0.025). Each Stock Fee is fully vested immediately and expires five (5) years from the date of the loan. Although the Stock Fee could be taken by Mr. Lanphere as a stock grant or a stock warrant, due to the fully vested nature of the Stock Fee, Mr. Lanphere is deemed to beneficially own those shares on the date of each Agreement. The number of warrants outstanding to Mr. Lanphere at September 30, 2019 and December 31, 2018 were 15,103,261 and 10,818,583, respectively.
 
The total outstanding balance of all non-employee stock warrants in TransBiotec, Inc. is 15,103,261 and 24,003,003 at September 30, 2019 and December 31 2018, respectively. There were 25,685,423 non-employee detached free-standing stock warrants granted during the nine month period ended September 30, 2019 and 7,882,392 non-employee detached free-standing stock warrants granted during the nine month period ended September 30, 2018. The relative fair value of these non-employee stock warrants granted during the nine month period ended September 30, 2019 and 2018 totaled $54,535 and $29,701, respectively, and were determined using the Black-Sholes option pricing model based on the following assumptions:
 
 
Sept. 30,
2019
 
Sept. 30,
2018
 
Exercise Price
 
$
0.0018664652- $0.0062
 
$
0.0042 - $0.0043
 
Dividend Yield
 
0
%
 
0
%
Volatility
 
134% - 138
%
 
141% - 144
%
Risk-free Interest Rate
 
1.83% – 2.53
%
 
2.65% – 2.68
%
Expected Life of Options
 
5 Years
 
5 Years
 
The following table summarizes the changes in the Company’s outstanding warrants during the nine months ended September 30, 2019 and 2018 and as of September 30, 2019 and December 31, 2018:
 
 
Warrants
Outstanding
Number of
Shares
 
Exercise Price Per
Share
 
Weighted Average Remaining Contractual Life
 
Weighted Average
Exercise Price Per Share
 
Aggregate Intrinsic Value
 
Balance at December 31, 2017
 
16,120,611
 
$
0.0042 - 0.0190
 
4.06 Years
 
$
0.0066
 
$
-
 
Warrants Granted
 
7,882,392
 
$
0.0042- 0.0043
 
4.50 Years
 
$
0.0042
 
$
6,232
 
Warrants Exercised
 
-
 
-
 
Warrants Expired
 
-
 
-
 
Balance at September 30, 2018
 
24,003,003
 
$
0.0042-0.0190
 
3.70 Years
 
$
0.0058
 
$
-
 
 
Warrants
Outstanding
Number of
Shares
 
Exercise
Price
Per
Share
 
Weighted
Average Remaining Contractual Life
 
Weighted
Average
Exercise
Price Per
Share
 
Aggregate
Intrinsic
Value
 
Balance at December 31, 2018
 
24,003,003
 
$
0.0042 - 0.0190
 
3.45 Years
 
$
0.0058
 
$
-
 
Warrants Granted
 
25,685,423
 
$
0.0018664652- 0.062
 
4.50 Years
 
$
0.0037
 
$
161,129
 
Warrants Exercised
 
(34,535,165
)
 
$
0.00187 - $0.016
 
$
0.0049
 
Warrants Expired
 
(50,000
)
 
$
0.019
 
$
0.019
 
Balance at September 30, 2019
 
15,103,261
 
$
0.0040 - $0.0046
 
4.55 Years
 
$
0.0044
 
$
85,158
 
Exercisable at December 31, 2018
 
24,003,003
 
$
0.0042 - 0.0190
 
3.45 Years
 
$
0.0058
 
$
-
 
Exercisable at Sept. 30,2019
 
15,103,261
 
$
0.0040- $0.0046
 
4.55 Years
 
$
0.0044
 
$
85,158
 
On April 30, 2018, a related party exercised 450,000 of his stock options at an exercise price of $0.01 per share.
 
As of September 30, 2019 and December 31, 2018, there were two outstanding stock options to officers, directors, and consultants to purchase 275,000 shares of TransBiotec, Inc. common stock. The first outstanding stock option is dated October 1, 2014 and has an option price on that day of $0.0062, with an option exercise price of $0.25. The second outstanding option is dated October 27, 2014 at an option price on that day of $0.0066 with an option exercise price of $0.007. These stock options vested upon grant. There were no stock options granted during the nine months ended September 30, 2019 and 2018. 1,500,000 stock options were exercised, forfeited or expired during the nine month period ended September 30, 2019 and 450,000 stock options were exercised, forfeited or expired during the nine month period ended September 30. 2018.
 
The following table summarizes the changes in the Company’s outstanding stock options during the nine month period ended September 30, 2019 and 2018, and as of September 30, 2019 and December 31, 2018:
 
 
Options
Outstanding
Number of
Shares
 
Exercise
Price Per
Share
 
Weighted
Average Remaining Contractual Life
 
Weighted
Average
Exercise Price Per Share
 
Aggregate
Intrinsic
Value
 
Balance at December 31, 2017
 
2,225,000
 
$
0.0045 - 0.25
 
3.00 Years
 
$
0.0204
 
$
-
 
Options Granted
 
-
 
-
 
Options Exercised
 
450,000
 
$
0.01
 
Options Cancelled
 
-
 
-
 
Options Expired
 
-
 
-
 
Balance at September 30, 2018
 
1,775,000
 
$
0.0045 – 0.25
 
2.57 Years
 
$
0.0083
 
$
-
 
 
Options
Outstanding
Number of
Shares
 
Exercise
Price Per
Share
 
Weighted
Average Remaining Contractual
Life
 
Weighted
Average
Exercise
Price Per
Share
 
Aggregate
Intrinsic
Value
 
Balance at December 31, 2018
 
1,775,000
 
$
0.0045-0.25
 
2.32 Years
 
$
0.0083
 
$
-
 
Options Granted
 
-
 
-
 
Options Exercised
 
-
 
-
 
Options Cancelled
 
1,500,000
 
$
0.0045
 
$
0.0045
 
Options Expired
 
-
 
-
 
Balance at September 30, 2019
 
275,000
 
$
0.007–0.25
 
0.07 Years
 
$
0.0291
 
$
-
 
Exercisable at December 31, 2018
 
1,775,000
 
$
0.0045-0.25
 
2.32 Years
 
$
0.0083
 
$
-
 
Exercisable at Sept. 30, 2019
 
275,000
 
$
0.007-0.25
 
0.07 Years
 
$
0.0291
 
$
-
 
Executive Stock Options
 
The Company had 250,000 outstanding executive stock options exercisable at $0.007 per share as of September 30, 2019 and December 31, 2018.
 
Stock Subscriptions Payable
 
The Company had stock subscriptions payable due to a related party of $2,574 convertible into 508,686 of its common shares at September 30, 2019. The Company had stock subscriptions payable due to a related party of $1,271 convertible into 243,273 of its common shares at December 31, 2018. The Company recorded a related party gain of $22,585 and $21,266 related to the outstanding stock subscriptions payable during the nine month period ended September 30, 2019 and 2018, respectively.