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Stockholders’ Equity
 3 Months Ended
Mar. 31, 2025
Stockholders’ Equity [Abstract]  
STOCKHOLDERS’ EQUITY

NOTE 9 – STOCKHOLDERS’ EQUITY

 

Common Stock – At the Market Offering

 

During August 2024, the Company entered into an amended and restated at-the-market sales agreement with RBC Capital Markets LLC and BTIG (together, the “Sales Agents”) relating to the offer and sale of shares of our common stock with an aggregate offering price of up to $75.0 million. The Company is required to pay the Sales Agents a commission of 3% of the gross proceeds from the sale of shares. During the three months ended March 31, 2025, the Company issued and sold 649,860 shares of common stock at an average price of $8.37 per share under the ATM program. The aggregate net proceeds were approximately $5.3 million after commission expenses. At March 31, 2025, the Company had $69.4 million of common stock available under the amended and restated at-the-market agreement.

 

Stock options

 

The following table summarizes stock option activity during the three months ended March 31, 2025:

 

(in thousands, except share and per share amounts)  Number of
Shares		   Weighted-
average
Exercise
Price		   Weighted-
average
Remaining
Contractual
Term
(years)		   Aggregate
Intrinsic
Value		 
Outstanding at January 1, 2025   7,203,307   $8.29    6.49   $1,218 
Options granted   100,000   $7.88    10.0    
-
 
Options exercised   
-
   $
-
    -    
-
 
Options cancelled   
-
   $
-
    -    
-
 
Outstanding at March 31, 2025   7,303,307   $8.28    6.29   $9,372 
Exercisable at March 31, 2025   5,124,039   $8.71    5.01   $6,248 

 

During the three months ended March 31, 2025 and 2024, the Company recognized stock-based compensation expense of approximately $2.1 million and $1.8 million, respectively, related to the vesting of stock options. As of March 31, 2025, there was approximately $10.8 million of total unrecognized compensation cost related to non-vested stock options which is expected to be recognized over a weighted-average period of 2.59 years.

Warrants

 

The Company issued warrants to the Company’s lenders upon obtaining a loan in June 2021. The warrants have a 10-year term and an exercise price of $14.05. At March 31, 2025, respectively, 45,386 of these warrants are outstanding and the intrinsic value of these warrants is $0.

 

During April 2024, the Company issued 1,557,592 warrants to investors in connection with the sale of common stock. At March 31, 2025, 1,557,592 of these warrants are outstanding and are exercisable for cash at a weighted average price of $9.59 per share. The intrinsic value of these warrants was $0 as of March 31, 2025.

 

During September 2024, the Company issued 2,341,260 warrants to investors in connection with the sale of common stock. At March 31, 2025, 2,341,160 of these warrants are outstanding and are exercisable for cash at a weighted average price of $6.40 per share. The intrinsic value of these warrants was $3,301,036 as of March 31, 2025.

 

Stock-based Compensation by Class of Expense

 

The following summarizes the components of stock-based compensation expense in the consolidated statements of operations for the three months ended March 31, 2025 and 2024 respectively:

 

(in thousands)  Three Months
Ended
March 31,
2025		   Three Months
Ended
March 31,
2024		 
Research and development  $830   $702 
General and administrative   1,246    1,077 
Total  $2,076   $1,779 

 

Shareholder Rights Agreement

 

On December 30, 2020, the Board of Directors (the “Board”) of the Company approved and adopted a Rights Agreement, dated as of December 30, 2020, by and between the Company and VStock Transfer, LLC, as rights agent, pursuant to which the Board declared a dividend of one preferred share purchase right (each, a “Right”) for each outstanding share of the Company’s common stock held by stockholders as of the close of business on January 11, 2021. When exercisable, each right initially would represent the right to purchase from the Company one one-thousandth of a share of a newly designated series of preferred stock, Series A Junior Participating Preferred Stock, par value $0.001 per share, of the Company, at an exercise price of $300.00 per one one-thousandth of a Series A Junior Participating Preferred Share, subject to adjustment. Subject to various exceptions, the Rights become exercisable in the event any person (excluding certain exempted or grandfathered persons) becomes the beneficial owner of twenty percent or more of the Company’s common stock without the approval of the Board. The Rights Agreement was amended in 2021, 2022, 2023 and 2024 to extend the expiration date and shall expire on December 30, 2025.