Net Loss Per Share

3 Months Ended

12 Months Ended

Mar. 31, 2025

Dec. 31, 2024

12. Net Loss Per Share

The following table sets forth the reconciliation of basic and diluted loss per share for the three months ended March 31, 2025 and 2023 (in thousands except per share data):


	Three Months Ended March 31,
	2025			2024
Net loss	$	(26,080	)	$	(24,377	)

Weighted average number of shares outstanding		5,065			2,926
Weighted average common stock warrants exercisable for nominal consideration		6,500			—

Weighted average number of shares, basic		11,565			2,926
Effect of dilutive securities		—			—

Weighted average number of shares, diluted		11,565			2,926
Loss per share
Basic and diluted	$	(2.26	)	$	(8.33	)

Basic net loss per share is computed by dividing net loss by the weighted average number of shares of Common Stock outstanding during the period. Diluted earnings per share is computed using the weighted average number of Common Stock and, if dilutive, potential Common Stock outstanding during the period. Potential Common Stock consists of the incremental Common Stock issuable upon the exercise of stock options and warrants (using the treasury stock method or the reverse treasury stock method, as applicable).

In the computation of net loss per share, treasury shares are not included as part of the outstanding shares.

In accordance with FASB ASC 260,

Earnings Per Share,

Penny Warrants are warrants that would be exercised for no or little consideration and therefore should be included in the calculation of weighted average shares outstanding for purposes of calculating basic and diluted net income (loss) per share. The Closing Penny Warrants become exercisable upon the passage of time and are included in basic and diluted net income (loss) per share from the closing date of September 21, 2023. The Subsequent Penny Warrants to purchase up to an aggregate of 8,500,000 shares of Common Stock are not vested as of the closing date of September 21, 2023 and the vesting is based on the passage of time, the Company’s repayment of the Oramed Note or the occurrence of the Management Sale Trigger Date (as defined therein). Therefore, these Subsequent Penny Warrants are included in the computation for diluted net income per share once all other exercise contingencies are removed except for the passage of time.

The following potentially dilutive outstanding securities were excluded from the computation of diluted net loss per share because their effect would have been anti-dilutive for the periods presented:


	March 31, 2025		December 31, 2024
Stock options		1,022,353		1,027,977
Retainer Shares		399,999		399,999
Shares issuable under Tranche B Notes		1,114,770		1,158,617
Public Warrants		156,220		156,220
Private Warrants		28,572		28,572
Shares issuable under ESPP		9,557		2,204
Shares issuable under the SIPA		8,571		8,571
February 2024 BDO Firm Warrants		108,686		108,686
February 2024 BDO Representative Warrants		13,446		13,446
April 2024 RDO Common Warrants		428,572		—
April 2024 RDO Placement Agent Warrants		34,286		34,286
Deposit Warrants		3,250,000		—
October 2024 Noteholder Warrants		214,284		—
October 2024 Placement Agent Warrants		104,848		104,848
December 2024 RDO Common Warrants		1,642,871		1,642,871
StockBlock Warrants		131,472		131,472

Total		8,668,507		4,817,769

13. Net Loss Per Share

The following table sets forth the reconciliation of basic and diluted loss per share for the years ended December 31, 2024 and 2023 (in thousands except per share data):


	Year Ended December 31,
	2024			2023
Net loss	$	(72,807	)	$	(114,331	)
Premium on redemption of Series A Preferred Stock		—			(52,645	)

Net loss for basic loss per share available to common stockholders	$	(72,807	)	$	(166,976	)

Reversal of mark-to-market adjustment for liability classified warrants		(8,895	)		—

Net loss for diluted loss per share available to common stockholders	$	(81,702	)	$	(166,976	)

Weighted average number of shares outstanding		3,561			3,722
Weighted average common stock warrants exercisable for nominal consideration		6,500			—

Weighted average number of shares, basic		10,061			3,722
Effect of dilutive securities		84			—

Weighted average number of shares, diluted		10,145			3,722
Loss per share
Basic	$	(7.24	)	$	(44.86	)
Diluted	$	(8.05	)	$	(44.86	)

Basic net loss per share is computed by dividing net loss by the weighted average number of shares of Common Stock outstanding during the period. Premium paid on redemption of Series A Preferred Stock was added to the net loss to arrive at loss available for common stockholders as it represents a dividend to the Series A preferred stockholder. Diluted earnings per share is computed using the weighted average number of Common Stock and, if dilutive, potential Common Stock outstanding during the period. Potential Common Stock consists of the incremental Common Stock issuable upon the exercise of stock options and warrants (using the treasury stock method or the reverse treasury stock method, as applicable).

In the computation of net loss per share, treasury shares are not included as part of the outstanding shares. Shares of the Dividend Stock, as declared by the Board of Directors of the Company on October 27, 2024 and not yet distributed as of December 31, 2024, are also excluded from the computation of net loss per share because the associated Series 1 Preferred Stock is not considered to be a participating security.

In accordance with FASB ASC 260,

Earnings Per Share,

Penny Warrants are warrants that would be exercised for no or little consideration and therefore should be included in the calculation of weighted average shares outstanding for purposes of calculating basic and diluted net income (loss) per share. The Closing Penny Warrants become exercisable upon the passage of time and are included in basic and diluted net income (loss) per share from the closing date of September 21, 2023. The Subsequent Penny Warrants to purchase up to an aggregate of 8,500,000 shares of Common Stock were not vested as of the closing date of September 21, 2023 and the vesting was based on the passage of time, the Company’s repayment of the Oramed Note or the occurrence of the Management Sale Trigger Date (as defined therein). The Subsequent Penny Warrants became vested during the year ended December 31, 2024, and therefore are included in the computation for basic and diluted net income per share as of December 31, 2024, since all other exercise contingencies were removed except for the passage of

time.


	December 31, 2024		December 31, 2023
Stock options		1,027,977		946,275
Public Warrants		156,220		195,838
February 2024 BDO Firm Warrants		108,686		—
April 2024 RDO Placement Agent Warrants		34,286		—
Retainer Shares		399,999		114,285
Private Warrants		28,572		103,240
February 2024 BDO Representative Warrants		13,446		—
Shares Issuable pursuant to the ESPP		2,204		851
Shares issuable under the SIPA		8,571		—
Convertible Debentures		—		15,626
October 2024 Placement Agent Warrants		104,848		—
December 2024 RDO Common Warrants		1,642,871		—
StockBlock Warrants		131,472		—
Shares issuable under Tranche B Notes		1,158,617		—

Total		4,817,769		1,376,115