XML 31 R22.htm IDEA: XBRL DOCUMENT
v3.26.1

Net Loss Per Share | 3 Months Ended
--- | ---
Mar. 31, 2026
Earnings Per Share [Abstract] |
Net Loss Per Share | 14. 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, 2026 and 2025 (in thousands except per share data):
|  | Three Months Ended March 31, |
|  | 2026 |  |  | 2025 |
Net loss |  | $ | (45,650 | ) |  | $ | (26,080 | )
Net loss attributable to noncontrolling interest |  | $ | (2,380 | ) |  | $ | — |
Net loss for basic and diluted loss per share available to common stockholders |  | $ | (43,270 | ) |  | $ | (26,080 | )
Weighted average number of shares outstanding |  |  | 6,891 |  |  |  | 5,065 |
Weighted average Common Stock warrants exercisable for nominal consideration |  |  | — |  |  |  | 6,500 |
Weighted average number of shares, basic |  |  | 6,891 |  |  |  | 11,565 |
Weighted average number of shares, diluted |  |  | 6,891 |  |  |  | 11,565 |
Basic |  | $ | (6.28 | ) |  | $ | (2.26 | )
Diluted |  | $ | (6.28 | ) |  | $ | (2.26 | )
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 on October 27, 2024 and not yet distributed as of March 31, 2026 and 2025, 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. On February 2, 2026, the Board approved revocation of the declaration of the Dividend Stock. No shares of Series 1 Mandatory Exchangeable Preferred Stock had ever been issued or outstanding as of February 2, 2026. On February 3, 2026, in connection with the Dividend Revocation, the Company filed the Certificate of Elimination of Dividend Stock with the Secretary of State of the State of Delaware. The Certificate of Elimination, which became effective immediately upon filing, eliminated the previously designated 5,000,000 shares of Dividend Stock and caused such shares to resume their status as undesignated shares of preferred stock of the Company. No shares of Dividend Stock were issued or outstanding upon the filing of the Certificate of Elimination. 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), therefore are included in the computation for basic and diluted net income per share once all other exercise contingencies were 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, |  |  | March 31, |
|  | 2026 |  |  | 2025 |
Stock options |  |  | 1,494,241 |  |  |  | 1,022,353 |
Retainer Shares |  |  | 399,999 |  |  |  | 399,999 |
Public Warrants |  |  | 156,115 |  |  |  | 156,220 |
Private Warrants |  |  | 28,572 |  |  |  | 28,572 |
Shares issuable under the ESPP |  |  | 3,875 |  |  |  | 9,557 |
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 |  |  |  | 3,250,000 |
October 2024 Noteholder Warrants |  |  | 107,142 |  |  |  | 214,284 |
October 2024 Placement Agent Warrants |  |  | 104,848 |  |  |  | 104,848 |
December 2024 RDO Common Warrants |  |  | 537,298 |  |  |  | 1,642,871 |
StockBlock Warrants |  |  | 131,472 |  |  |  | 131,472 |
Shares issuable under Tranche B Notes |  |  | 329,671 |  |  |  | 1,114,770 |
Exchange Warrants |  |  | 500,000 |  |  |  | — |
September 2025 Warrants |  |  | 275,000 |  |  |  | — |
November 2025 Warrants |  |  | 1,356,594 |  |  |  | — |
November 2025 Placement Agent Warrants |  |  | 72,352 |  |  |  | — |
February 2026 Warrants |  |  | 100,000 |  |  |  | — |
Total |  |  | 9,012,168 |  |  |  | 8,668,507 |

X
- References No definition available. + Details
Name: | us-gaap_EarningsPerShareAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration

X
- Definition The entire disclosure for earnings per share. + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 260 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482662/260-10-50-1 Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 260 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/260/tableOfContent Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 260 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Publisher FASB -URI https://asc.fasb.org/1943274/2147482662/260-10-50-2 Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 260 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 3 -Publisher FASB -URI https://asc.fasb.org/1943274/2147482662/260-10-50-3 + Details
Name: | us-gaap_EarningsPerShareTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration