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Stockholders' (Deficit) Equity
 12 Months Ended
Dec. 31, 2023
Stockholders' (Deficit) Equity  
Stockholders' (Deficit) Equity

(7)  Stockholders’ (Deficit) Equity

(a) Common Stock

1.           Dividends

Subject to the rights of holders of all classes of Company stock outstanding having rights that are senior to or equivalent to holders of common stock, the holders of the common stock are entitled to receive dividends when and as declared by the Board of Directors (“Board”).

2.           Liquidation

Subject to the rights of holders of all classes of stock outstanding having rights that are senior to or equivalent to holders of common stock as to liquidation, upon the liquidation, dissolution or winding up of the Company, the assets of the Company will be distributed to the holders of common stock.

3.           Voting

The holders of common stock are entitled to one vote for each share of common stock held. There is no cumulative voting.

(b) Preferred Stock

Preferred stock may be issued from time to time by the Board in one or more series.

(c) IPO Warrants

In conjunction with the Company’s Initial Public Offering (“IPO”), the Company granted the underwriters 100,000 warrants to purchase shares of Company common stock (“IPO Warrants”) at an exercise price of $7.50 per share, which is 125% of the initial public offering price. The warrants have a five-year term and were exercisable as of January 29, 2021. Warrants outstanding as of December 31, 2023 and 2022, were 2,400 and 2,400, respectively. The Company accounts for the warrants as a component of stockholders’ equity.

(d) March 2023 ATM

On March 31, 2023, the Company, entered into an At the Market (“ATM”) Equity Offering Sales Agreement SM (the “Sales Agreement” or “March 2023 ATM”) with BofA Securities, Inc. (“BofA”) and ThinkEquity LLC (“ThinkEquity” and, together with BofA, the “Sales Agents”), as sales agents, pursuant to which the Company may offer and sell, from time to time through the Sales Agents, shares of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), having an aggregate offering price of up to $50.0 million.

On April 4, 2023, the Company delivered written notice to BofA and ThinkEquity to terminate the Sales Agreement, effective April 9, 2023, pursuant to Section 9(a) of the Sales Agreement. The Company is not subject to any termination penalties related to the termination of the Sales Agreement.

Prior to termination of the Sales Agreement, the Company sold 704,000 shares of Common Stock pursuant to the Sales Agreement at a price of $10.88 per share, for gross proceeds of $7.60 million before commissions. As a result of the termination of the Sales Agreement, the Company will not offer or sell any additional shares of Common Stock under the Sales Agreement.

(e) April 2023 Private Placement

On April 7, 2023, the Company sold 84,453 shares of its common stock in a private placement to individual members of its Board of Directors and management at a price of $12.61 per share, for aggregate proceeds of $1.06 million.

(f) November 2023 Equity Offering and Warrant Issuance

On October 31, 2023, the Company completed an underwritten offering with a Canaccord Genuity LLC whereby the Company sold (i) 1,250,000 shares of common stock and (ii) warrants (“Canaccord Warrants”) to purchase an aggregate of 1,250,000 shares of common stock at an exercise price of $9.00 per share. The warrants are exercisable immediately on the date of issuance and will expire five years after the date of issuance. The Company received $6.83 million in net cash proceeds after deducting underwriter discount and fees, as well as other third-party costs. The warrants are liability classified as they contain certain cash settlement adjustment features that are outside of the Company’s control or not deemed to be indexed to the Company’s stock, respectively.

The following is a roll forward of the Common Stock Warrant Liability from the date of issuance to December 31, 2023:

​

​

​

Issuance of Canaccord Warrants

    

2,449,001

Exercise of 50,000 warrants – December 28, 2023

 

(606,201)

Change in fair value of warrant liabilities

 

11,837,200

Warrant liability at December 31, 2023

 

13,680,000

​

(g) Warrant Summary

As of December 31, 2023, the Company had the following common stock warrants outstanding:

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​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

    

​

    

Outstanding 

    

​

    

​

    

Outstanding 

    

Exercise 

    

​

​

​

​

​

December 31,

​

​

​

Exercised or

​

December 31,

​

price per

​

Expiration

​

​

Classification

​

2022

​

Granted

​

Expired

​

2023

​

share

​

date

IPO Warrants

 

Equity

 

2,400

 

—

 

—

 

2,400

​

$

7.50

​

January 29, 2026

Canaccord Warrants

 

Liability

 

—

 

1,250,000

 

(50,000)

 

1,200,000

​

$

9.00

​

October 31, 2028

​

(h) November 2023 Private Placement

On November 27, 2023, the Company sold 207,660 shares of its common stock in a private placement to individual members of its Board of Directors and management at a price of $6.10 per share, for aggregate proceeds of $1.27 million.