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Common, Preferred Stock and Warrants

3 Months Ended

Mar. 31, 2024

Common, Preferred Stock and Warrants

13. Common, Preferred Stock and Warrants

As of March 31, 2024 and December 31, 2023, the authorized capital stock of the Company included 50,000,000 shares of common stock, $0.0001 par value and 10,000,000 shares of preferred stock, $0.0001 par value. As of March 31, 2024 and December 31, 2023, there were 18,041,231 and 16,206,680 shares of common stock respectively, $0.0001 par value, issued and outstanding.

At the market offering

In May 2022, the Company entered into a Controlled Equity Offering^SMSales Agreement with Cantor Fitzgerald, Inc. (“Cantor”), pursuant to which the Company was able to sell from time to time, through the Agent, shares of common stock, having an aggregate offering price of up to $16.0 million (the “ATM Program”). Sales under the ATM Program are made by any method permitted by law that is deemed to be an “at the market” offering as defined in Rule 415 issued under the Securities Act, including, without limitation, sales made directly on the Nasdaq Capital Market, on any other existing trading market for the Company’s common stock, through a market maker or as otherwise agreed by the Company and Cantor. For the year ended December 31, 2023 the Company sold an aggregate of 862,535 shares of common stock under

the ATM Program at an average selling price of $4.60 per share for aggregate gross proceeds of $3.9 million (of which $0.4 million reflect sales commissions and other offering expenses). The Sales Agreement was terminated in conjunction with the public offering and concurrent private placement of shares of the Company’s common stock in November 2023 as described below.

Public Offering

In November 2023, we completed the public offering of 2,545,000 shares of our common stock and warrants to purchase 1,272,500 shares of our common stock (the “Public Warrants”). The warrants have been offered and sold at the rate of one warrant for every two shares of common stock purchased. The public offering price for each set of two shares of common stock and accompanying warrant to purchase one share of common stock was $4.01, yielding an effective price of $2.00 per share and $0.01 per warrant.

In connection with the public offering, we also issued 178,150 warrants to purchase an equal amount of our common stock at an exercise price of $2.75 per share to the Underwriter as a consideration for the services provided (the “Underwriter Warrants”). The Underwriter Warrants provide for cash-less exercise.

Private Placement

In a private placement completed concurrently with the public offering described above we also issued to accredited investors 744,026 shares of our common stock, 1,756,062 pre-funded warrants (the “Pre-Funded Warrants”) to purchase an equal amount of our common stock at the nominal exercise price of $0.0001 and private warrants to purchase 2,500,088 shares of our common stock (the “Private Warrants”). The “Private Warrants” have been offered and sold at the rate of one warrant for every share of common stock (or pre-funded warrant in lieu thereof) purchased in the private placement. The private placement price per share (or pre-funded warrant in lieu thereof) and accompanying private warrant to purchase one share of common stock was $2.00 per set of securities sold privately.

In connection with the private placement, we also issued 175,006 warrants to purchase an equal amount of our common stock at an exercise price of $2.75 to the Placement Agent as a consideration for the services provided (the “Placement Agent Warrants”). The Placement Agent Warrants provide for cash-less exercise.

The public offering and the concurrent private placement that were finalized in the fourth quarter of the year ended December 31, 2023, resulted in combined gross proceeds of $10.1 million, which includes $1.2 million of underwriting commissions, placement agent’s fees and other expenses connected with the financing round.

Below is a summary of the Company’s issued and outstanding warrants as of March 31, 2024:


				Warrants
	Weighted Average		Warrants	Exercisable
Expiration Date	Exercise Price		Outstanding	as of March 31, 2024
July 20, 2025	$	5.07	225,387	225,387
May 6, 2025	$	13.75	200,000	200,000
November 24, 2028	$	2.75	4,094,363	1,241,119
Outstanding as of March 31, 2024	$	3.35	4,519,750	1,666,506

The following table summarizes the Company’s warrants activity for the three months ended March 31, 2024:



		Weighted Average
	Warrants	Exercise Price
Outstanding as of December 31, 2023	6,307,193	2.42
Exercised:
Pre-funded Warrants	(1,756,062)	—
Public Warrants	(31,381)	2.75
Outstanding as of March 31, 2024	4,519,750	3.35