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Stockholders’ Equity

3 Months Ended

Dec. 31, 2024

Stockholders’ Equity [Abstract]

Stockholders’ Equity

NOTE 9 – Stockholders’ Equity

August 2024 Private Placement

On August 1, 2024, the Company entered into a Securities Purchase Agreement (the “Purchase Agreement”) with certain accredited investors (the “Purchasers”), pursuant to which the Company, in a private placement (the “2024 Private Placement”), agreed to issue and sell an aggregate of (i) 2,944,446 shares of the Company’s common stock and (ii) warrants to purchase an aggregate of 2,208,333 shares of common stock (the “PIPE Warrants”) at a purchase price of $0.90 per unit, consisting of one share and a PIPE Warrant to purchase 0.75 shares of common stock, resulting in total gross proceeds of approximately $2.65 million before deducting expenses. Issuance costs attributed to 2024 Private Placement amounted to approximately $0.2 million. The 2024 Private Placement closed on August 2, 2024.

The PIPE Warrants are exercisable beginning on the date of issuance, have an exercise price of $1.19 per share, subject to adjustment, and will expire on the third anniversary of the date of issuance. One of the Purchasers in the 2024 Private Placement included Paul Buckman, a director on the Company’s Board of Directors.

The PIPE Warrants were accounted for and classified as liabilities on the accompanying condensed balance sheets given certain price reset provisions not used for a fair valuation under a fixed for fixed settlement scenario as required for equity balance sheet classification. A Monte Carlo simulation model was used to estimate the aggregate fair value of the PIPE Warrants. Input assumptions used were as follows on December 31, 2024 and September 30, 2024: risk-free interest rate 4.17% and 3.53%, respectively; expected volatility of 110.20% and 115.7%; respectively; expected life of 2.59 years and 2.84 years, respectively; and expected dividend yield zero percent for both dates. The underlying stock price used was the market price as quoted on Nasdaq as of December 31, 2024 and September 30, 2024. The Company recorded the fair value change of the PIPE Warrants in the amount of $389,445 the fair value change in warrant liability line item on the accompanying condensed statements of operations for the three months ended December 31, 2024.

At-The-Market Offering

On December 21, 2022, the Company entered into a Capital on Demand^TM Sales Agreement (the “Sales Agreement”) with JonesTrading Institutional Services LLC (“JonesTrading”) that created an at-the-market offering program (“ATM”) under which the Company may offer and sell common stock having an aggregate offering price of up to $14.5 million. JonesTrading is entitled to a commission at a fixed commission rate of up to 3% of the gross proceeds. On July 24, 2023, the Company decreased the amount of common stock that can be sold pursuant to the Sales Agreement, such that the Company was offering up to an aggregate of $2.6 million of its common stock for sale under the Sales Agreement, including the shares of common stock previously sold. Subsequently on December 1, 2023, however, the Company increased the amount of common stock that can be sold pursuant to the Sales Agreement, such that the Company was offering up to an aggregate of $4.8 million of its common stock for sale under the Sales Agreement, including the shares of common stock previously sold. On January 5, 2024, the Company further increased the amount of common stock that can be sold pursuant to the Sales Agreement, such that the Company was offering up to an aggregate of $9.3 million of its common stock for sale under the Sales Agreement, including the shares of common stock previously sold. On August 16, 2024, the Company increased the amount of common stock that can be sold pursuant to the Sales Agreement by $3.0 million.

During the three months ended December 31, 2023, 868,243 shares of common stock were issued under the ATM for an aggregate offering price of $1,256,271.

There were no shares issued out of the ATM during the three months ending December 31, 2024. Lastly, the Company incurred deferred offering costs related to the ATM during the three months ended December 31, 2024 of $41,657.

The total aggregate offering price and common stock issued since the inception of the ATM though December 31, 2024 was $7,586,562 and 5,188,590 shares, respectively. Cumulative issuance costs incurred under the ATM through December 31, 2024 was $554,285 of which $82,962 was included as a deferred cost on the condensed balance sheets as of December 31, 2024.

Warrant Activity and Summary

		Warrants				Exercise Price Per Warrant				Weighted Average Exercise Price				Weighted Average Term (Years)
Outstanding and exercisable at September 30, 2024			7,045,875			$	0.66-5.61			$	3.81				1.98
Issued			—			$	—			$	—				—
Exercised			—			$	—			$	—				—
Expired			—			$	—			$	—				—
Outstanding and exercisable at December 31, 2024			7,045,875			$	0.66-5.61			$	3.81				1.73

The following table summarizes information about warrants outstanding at December 31, 2024:

Exercise Price				Number Outstanding				Weighted Average Remaining Contractual life (Years)				Number Exercisable at December 31, 2024
$	0.66				100,000				4.59				100,000
$	1.19				2,208,338				2.59				2,208,338
$	3.00				350,000				2.58				350,000
$	5.25				4,166,682				1.04				4,166,682
$	5.61				220,855				3.50				220,855
Total					7,045,875								7,045,875