NOTE 12 - STOCKHOLDERS' EQUITY

12 Months Ended

Dec. 31, 2024

Notes

NOTE 12 - STOCKHOLDERS' EQUITY

NOTE 12 – STOCKHOLDERS’ EQUITY

Options and Warrants

The Company has no warrants outstanding.

On April 14, 2023, options to purchase 720,000 shares of common Stock expired.

On February 9, 2024, options to purchase 855,556 shares of common stock expired.

During the years ended December 31, 2024, and 2023, the Company granted 450,000 and 150,000 options for services, respectively. During the years ended December 31, 2024, and 2023, the Company recognized expenses of $5,363 and $15,776 related to options that vested during the years, pursuant to ASC Topic 718. The total remaining amount of compensation expense to be recognized in future periods is $3,268.

On September 11, 2015, the Board of Directors adopted the Omnitek Engineering Corp. 2015, Long Term Incentive Plan (the “2015 Plan”), under which 2,500,000 shares of the Company’s Common Stock were reserved for issuance of both Incentive Stock Options to employees only and Non-Qualified Stock Options to employees and consultants at its discretion. As of December 31, 2024, the Company has a total of 290,000 options issued under the 2015 plan.

On October 2017, the Company’s shareholders approved its 2017 Long-Term Incentive Plan (the “2017 Plan”). Under the 2017 plan, the Company may issue up to 5,000,000 shares of both Incentive Stock Options to employees only and Non-Qualified Stock Options to employees and consultants at its discretion. As of December 31, 2024, the Company had a total of 1,600,000 options issued under the plan.

The Company recognizes compensation expense for stock-based awards expected to vest on a straight-line basis over the requisite service period of the award based on their grant date fair value. The Company estimates the fair value of stock options using a Black-Scholes option pricing model which requires management to make estimates for certain assumptions regarding risk-free interest rate, expected life of options, expected volatility of stock and expected dividend yield of stock. When determining expected volatility, the Company considers the historical performance of the Company’s stock, as well as implied volatility. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant, based on the options’ expected term. The expected term of the options is based on the Company’s evaluation of option holders’ exercise patterns and represents the period of time that options are expected to remain unexercised. The Company uses historical data to estimate the timing and amount of forfeitures.

NOTE 12 – STOCKHOLDERS’ EQUITY (continued)

The following table presents the assumptions used to estimate the fair values of the stock options granted:

	December 31, 2024	December 31, 2023
Expected volatility	210%	206%
Expected dividends	0%	0%
Expected term	7 Years	7 Years
Risk-free interest rate	4.66%	3.63%

A summary of the status of the options granted at December 31, 2024 and December 31, 2023 and changes during the years then ended is presented below:  

	December 31, 2024			December 31, 2023
			Weighted-Average			Weighted-Average
	Shares		Exercise Price	Shares		Exercise Price
Outstanding at beginning of year	2,745,556	$	0.11	3,265,556	$	0.15
Granted	450,000		0.02	150,000		0.04
Exercised	-		-	-		-
Expired or cancelled	(855,556)		0.18	(670,000)		0.28
Outstanding at end of year	2,340,000		0.06	2,745,556		0.11
Exercisable	2,106,667	$	0.07	2,720,556	$	0.11

A summary of the status of the options outstanding at December 31, 2024 is presented below:

Range of Exercise Prices	Number Outstanding	Weighted-Average Remaining Contractual Life	Number Exercisable	Weighted-Average Exercise Price
$0.01-1.00	2,340,000	2.76 years	2,106,667	$0.07

A summary of the status of the options outstanding at December 31, 2023 is presented below:

Range of Exercise Prices	Number Outstanding	Weighted-Average Remaining Contractual Life	Number Exercisable	Weighted-Average Exercise Price
$0.01-1.00	2,745,556	2.04 years	2,720,556	$0.11