XML 41 R17.htm IDEA: XBRL DOCUMENT

Stockholders’ Equity and Stock-Based Compensation

12 Months Ended

Dec. 28, 2024

Equity [Abstract]

Stockholders’ Equity and Stock-Based Compensation

6. Stockholders’ Equity and Stock-Based Compensation

Registered Sale of Equity Securities

In the second quarter of 2022, the Company sold 1.5 million shares of common stock and 0.2 million shares of treasury stock for gross proceeds of $2.1 million (average of $1.26 per share) before deducting broker expenses paid by the Company of less than $0.1 million and in the third quarter of 2022, the Company sold 675,000 shares of common stock for gross proceeds of approximately $0.9 million (average of $1.27 per share) before deducting broker expenses paid by the Company of less than $0.1 million, pursuant to the At-The-Market Equity Offering Sales Agreement (the “ATM Agreement”) with Stifel, Nicolaus & Company, Incorporated, (“Stifel”) as agent. The net proceeds from the sale of common shares were used for general corporate purposes, including working capital.

In the first quarter of 2024, the Company sold 3,080,000 shares of common stock for gross proceeds of $7,466,755 (average of $2.42 per share) before deducting broker expenses paid by the Company of approximately $0.2 million, pursuant to the Company’s then effective ATM Agreement with Stifel, as agent. The ATM Agreement terminated in the three months ended March 30, 2024.

On January 27, 2023, the Company sold 17 million shares of registered common stock and issued pre-funded warrants to purchase up to 6,000,000 shares of common stock at a public offering price of $0.99 per pre-funded warrant, for gross proceeds of $22.9 million before deducting underwriting discounts and offering expenses paid by the Company of $1.5 million. The offering price of the pre-funded warrant equals the public offering price per share of the common stock less the $0.01 per share exercise price of each pre-funded warrant.

On September 23, 2024, the Company sold 37,550,000 shares of common stock and pre-funded warrants to purchase up to 4,000,000 shares of common stock at a public offering price of $0.64 per pre-funded warrant and received gross proceeds of $27.0 million before deducting underwriting discounts and offering expenses paid by the Company of $1.8 million. The offering price of the pre-funded warrant equals the public offering price per share of the common stock less the $0.01 per share exercise price of each pre-funded warrant. On September 30, 2024, the Company sold 2,405,000 shares of common stock and received gross proceeds of $1.6 million.

On June 6, 2024, the Company’s shareholders approved an amendment to the Company’s Amended and Restated Certificate of Incorporation (the “Charter”) to increase the number of authorized shares of the Company’s common stock, par value $0.01 per share, from 150,000,000 shares to 200,000,000 shares.

The issued pre-funded warrants were classified as a component of permanent equity in the Company’s Consolidated Balance Sheets as they are freestanding financial instruments that are immediately exercisable, do not embody an obligation for the Company to repurchase its own shares, and permit the holders to receive a fixed number of shares of common stock upon exercise. All of the shares underlying the pre-funded warrants have been included in the weighted-average number of shares of common stock used to calculate net loss per share, basic and diluted, attributable to common stockholders as the shares may be issued for little or no consideration, are fully vested, and are exercisable after the original issuance date of the pre-funded warrants. As of December 28, 2024, none of the pre-funded warrants had been exercised.

The table below summarizes pre-funded warrants activity:

		Pre-funded warrants
As of December 31, 2022			—
Issuance of pre-funded warrants			6,000,000
As of December 30, 2023			6,000,000
Issuance of pre-funded warrants			4,000,000
As of December 28, 2024			10,000,000

Sale of Treasury Stock

During the year ended December 31, 2022, the Company sold 126,389 shares of its common stock held in treasury for approximately $0.2 million through the sale of shares under its ATM Agreement, dated March 5, 2021. Commissions paid were less than $10,000.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Restricted Stock Awards

In 2020, the Company adopted the 2020 Equity Incentive Plan (“2020 Equity Plan”) which authorized the issuance of shares of common stock to employees, certain consultants and advisors who perform services for the Company, and non-employee members of the Board. The 2020 Equity Plan is a successor to the Company’s 2010 Equity Incentive Plan (“2010 Equity Plan”). The number of shares authorized under the 2020 Equity Plan was 4,000,000 shares of common stock, which has since been amended to authorize the issuance of 11,000,000 shares of common stock. In addition, shares of common stock underlying any outstanding award granted under the 2010 Equity Plan that expires, or is terminated, surrendered or forfeited for any reason without issuance of such shares shall be available for the award of new grants under the 2020 Plan. As of December 28, 2024, the Company has approximately 4.9 million shares of common stock authorized and available for issuance under the Company’s 2020 Equity Plan.

The fair value of non-vested restricted common stock awards is generally the market value of the Company’s common stock on the date of grant. The non-vested restricted common stock awards require the employee to fulfil certain obligations, including remaining employed by the Company for periods ranging from one to five years (the vesting period) and in certain cases also require meeting either performance criteria. For non-vested restricted common stock awards that solely require the recipient to remain employed with the Company, the stock compensation expense is amortized over the requisite service period. For non-vested restricted common stock awards that require the achievement of performance criteria, the Company reviews the probability of achieving the performance goals on a periodic basis. If the Company determines that it is probable that the performance criteria will be achieved, the amount of compensation cost derived for the performance goal is amortized over the anticipated service period. If the performance criteria are not met, no compensation cost is recognized and any previously recognized compensation cost is reversed.

		Shares				Weighted Average Grant Fair Value				Fair Value				Intrinsic Value
Non-vested at December 30, 2023			1,931,767			$	1.65			$	3,187,416			$	3,921,487
Granted			4,388,090				1.23			$	5,397,351				-
Forfeited			(491,801	)			2.17			$	(1,067,209	)			-
Vested			(994,445	)			1.77			$	(1,760,167	)			-
Non-vested at December 28, 2024			4,833,611			$	1.19			$	5,757,391			$	6,718,720
Expected to vest			4,833,611

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Stock-Based Compensation

The following table summarizes stock-based compensation expense within each of the categories below as it relates to non-vested restricted common stock awards for the fiscal years 2024, 2023 and 2022 (no tax benefits were recognized):

		2024				2023				2022
Cost of product revenues		$	1,034,422			$	1,210,453			$	94,634
Research and development			724,993				861,324				435,842
Selling, general and administrative			1,575,256				1,803,496				737,229
Total		$	3,334,671			$	3,875,273			$	1,267,705

Unrecognized compensation expense for non-vested restricted common stock as of December 28, 2024 totaled $5.7 million and is expected to be recognized over a weighted average period of approximately 2 years.