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Vistagen Therapeutics Inc

For the period ended Aug 26, 2024. Filed Jul 17, 2024.

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About this filing

What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Aug 26, 2024 · Filed Jul 17, 2024

VTGN$0.16-0.8%Stored close · as of Nov 6, 2026
See the whole filing, with its images and exhibits
Contents

Pay Versus Performance Table

YearSummaryCompensationTableTotal forPEO(1)CompensationActuallyPaid toPEO(2)AverageSummaryCompensationTotal forNon-PEO NamedExecutiveOfficers(3)AverageCompensationActually Paidto Non-PEONamedExecutiveOfficers(4)Value ofInitial $100Investmentbased onTotalStockholderReturn(5)Net Income(Loss)AttributabletoCommonStockholders($)
Fiscal 2024$947,917$1,175,054$559,209$575,433$8.42$(29,362,000)
Fiscal 2023$600,000$225,350$493,409$304,160$5.85$(59,247,700)
Fiscal 2022$1,182,400$(371,529)$356,057$(67,169)$58.22$(48,707,500)
(1)Shawn K. Singh, J.D. served as our PEO for each of Fiscal 2024, Fiscal 2023 and Fiscal 2022.
(2)The following amounts were added to and deducted from the Summary Compensation Table (SCT) amount to determine the compensation actually paid to the PEO as determined in accordance with SEC regulations:
Adjustments to Determine Compensation “Actually Paid”Fiscal 2024Fiscal 2023Fiscal 2022
Deduction for amount reported under the “Stock Awards” column in the SCT$—$—$—
Deduction for amount reported under the “Option Awards” column in the SCT——(269,960)
Increase for the fair value of awards granted during year that remain unvested as of year-end——181,190
Increase for the fair value of awards granted during year that remain vested as of year-end——59,481
Increase/deduction for change in fair value from prior year-end to current year-end of awards granted prior to year-end that were outstanding and unvested as of year-end222,115(87,164)(666,398)
Increase/deduction for change in fair value from prior year-end to vesting date of awards granted prior to year-end that vested during year5,022(287,486)(858,242)
Deduction of fair value of awards granted prior to year-end that were forfeited during year———
Increase based upon incremental fair value of awards modified during year———
Increase based on dividends or other earnings paid during year prior to vesting date of award.———
Total Adjustments$227,137$(374,650)$(1,553,929)

Fair values used in the determination of compensation actually paid (CAP) are determined using the same methodology as used for determining grant date fair values in our financial statements. Specifically, the fair value of option awards was calculated in accordance with the Financial Accounting Standards Board’s Accounting Standards Codification Topic 718, Compensation - Stock Compensation, and does not reflect any amounts actually paid to or actually realized by Mr. Singh. The fair value of the option awards used in the determination of CAP was estimated using the Black-Scholes option pricing model and valuation assumptions reflecting the closing price of our common stock and related assumptions on the respective valuation dates. The grant date valuation assumptions used in the valuation of option awards may be found in the applicable footnotes to the SCT on page 24 above.

(3)For Fiscal 2024, our other NEOs consisted of Cynthia L. Anderson, Reid G. Adler and Joshua S. Prince. For Fiscal 2023 and Fiscal 2022, Jerrold D. Dotson, CPA, our former Chief Financial Officer, and Mr. Adler, J.D. were our other NEOs.
(4)For our other NEOs, the following amounts were added and deducted to the SCT amount to determine the average compensation “actually paid” as determined in accordance with SEC regulations.
Adjustments to Determine Compensation “Actually Paid”Fiscal 2024Fiscal 2023Fiscal 2022
Deduction for amount reported under the “Stock Awards” column in the SCT$—$—$—
Deduction for amount reported under the “Option Awards” column in the SCT(14,331)(90,284)(67,307)
Increase for the fair value of awards granted during year that remain unvested as of year-end14,3314,30668,438
Increase for the fair value of awards granted during year that remain vested as of year-end——27,795
Increase/deduction for change in fair value from prior year-end to current year-end of awards granted prior to year-end that were outstanding and unvested as of year-end7,945(19,664)(188,332)
Increase/deduction for change in fair value from prior year-end to vesting date of awards granted prior to year-end that vested during year8,279(83,607)(263,846)
Deduction of fair value of awards granted prior to year-end that were forfeited during year———
Increase based upon incremental fair value of awards modified during year———
Increase based on dividends or other earnings paid during year prior to vesting date of award.———
Total Adjustments$16,224$(189,249)$(423,252)

Fair values used in the determination of CAP are determined using the same methodology as used for determining grant date fair values in our financial statements. Specifically, the fair value of option awards was calculated in accordance with the Financial Accounting Standards Board’s Accounting Standards Codification Topic 718, Compensation - Stock Compensation, and does not reflect any amounts actually paid to or actually realized by Messrs. Dotson or Adler. The fair value of the option awards used in the determination of CAP was estimated using the Black-Scholes option pricing model and valuation assumptions reflecting the closing price of our common stock and related assumptions on the respective valuation dates. The grant date valuation assumptions used in the valuation of option awards may be found in the applicable footnotes to the SCT on page 24 above.

(5)Assumes $100 invested in our common stock on March 31, 2021, and calculated based on the difference between the closing price of our common stock, as reported on The Nasdaq Capital Market, on March 31, 2024, March 31, 2023 and 2022, the end and beginning of the measurement period, respectively, and adjusted to give effect to the Reverse Split completed in June 2023.
ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.