STOCKHOLDERS’ EQUITY

9 Months Ended

Jun. 30, 2022

Equity [Abstract]

STOCKHOLDERS’ EQUITY

NOTE 6 - STOCKHOLDERS’ EQUITY

The Company’s certificate of incorporation authorizes the issuance of up to 681,000,000 shares of common stock and 10,000,000 shares of blank check preferred stock, each with a par value of $0.001 per share. As of June 30, 2022, the Company had 88,445,832 shares of common stock outstanding, and had no shares of preferred stock outstanding.

Common Stock

During the nine months ended June 30, 2022, the Company issued 5,518,521 shares of its common stock as described below.

Beginning with the last quarter of the Company’s fiscal year ended September 30, 2021, the Company’s board of directors elected to have each of its members receive one-half of such member’s quarterly compensation in the form of shares of the Company’s common stock, instead of cash. At its meeting in April 2021, the Company’s board of directors also approved a one-time award of 100,000 shares of the Company’s common stock to each member of the board of directors, subject to the pending approval of the Company’s Equity Incentive Compensation Plan by the Company’s stockholders. The Company received that approval at the Company’s annual meeting of stockholders held in September 2021. As a result, the members of the Company’s board of directors have received a total of 744,448 shares of the Company’s common stock through the grants described above. The Company issued the shares for the one-time awards, and the fiscal year 2021 fourth quarter awards, totaling 411,112 shares, on January 13, 2022. The Company issued the remaining shares for the fiscal year 2022, totaling 111,112 shares, on each of January 31, 2022, March 28, 2022 and June 15, 2022.

On July 23, 2021, the Company entered into a four year financial advisory and consulting agreement with Paulson Investment Company, LLC (“Paulson”). Pursuant to that agreement, at the Company’s request, Paulson provides the following services: (a) familiarizing itself with the Company’s business, assets and financial condition; (b) assisting the Company in developing strategic and financial objectives; (c) assisting the Company in increasing its exposure in the software industry; (d) assisting the Company in increasing its profile in the investment and financial community through introductions to analysts and potential investors, participation in investment conferences and exploitation of reasonably available media opportunities; € identifying potentially attractive merger and acquisition opportunities; (f) reviewing possible innovative financing opportunities and (g) rendering other financial advisory services as may be reasonably requested by the Company. The Paulson agreement may be terminated prior to the end of the four year term by either party, as provided in the agreement with Paulson. As compensation for the services provided by Paulson under the agreement, on March 20, 2022, the Company issued to Paulson and three of its employees a total of 4,000,000 shares of the Company’s common stock. The shares of common stock issued to Paulson and its employees were valued at $720,000 as of the date of the consulting agreement. The Company capitalized the value of the common shares issued to Paulson as deferred contract costs, which the Company is amortizing to expense straight-line over the four year contract term.

On June 1, 2022, the Company issued a total of 574,073 shares of the Company’s common stock to four employees pursuant to the vesting of restricted stock units held by those employees.

On June 6, 2022, the Company entered into the mediated settlement agreement with Robert LeBlanc described above. Pursuant to that agreement, the Company issued a total of 200,000 shares of the Company’s common stock to Mr. LeBlanc.

Restricted Common Stock Units

On October 22, 2021, the Company entered into restricted stock unit award agreements with four employees and one contractor. Under those agreements, the Company granted a total of 2,000,001 shares of restricted stock. The restricted stock unit awards vest in three equal tranches on the next three anniversaries of the date of the applicable award agreements. The value of the issued shares of restricted stock was $260,000, based upon the $0.13 per share market price of the Company’s common stock on the date of grant.

On June 1, 2022, the Company entered into restricted stock unit award agreements with two employees. Under those agreements, the Company granted a total of 555,556 shares of restricted stock. The granted restricted stock vests in three equal tranches on the next three anniversaries of the date of the applicable award agreements. The value of the granted restricted stock was $53,889, based upon the $0.10 per share market price of the Company’s common stock on the date of grant. For the nine months ended June 30, 2022, the Company recorded $84,305 in stock compensation expense related to the restricted unit award agreements described above.