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Stockholders’ Equity
 9 Months Ended
Dec. 31, 2024
Stockholders’ Equity [Abstract]  
STOCKHOLDERS’ EQUITY

NOTE 4 – STOCKHOLDERS’ EQUITY

 

November 2024 Public Offering

 

In November 2024, the Company entered into an Underwriting Agreement (the “Agreement”) with Titan Partners Group LLC, a division of American Capital Partners, LLC (the “Underwriter”), relating to a firm commitment underwritten offering (the “Offering”) of 5,450,573 shares (the “Shares”) of common stock of the Company, at a public offering price of $1.50 per share. The Offering closed on November 25, 2024 (the “Closing Date”), resulting in gross proceeds to the Company of approximately $8.2 million, before deducting underwriting discounts, commissions and offering expenses. The Offering was made pursuant to an effective registration statement on Form S-3 (Registration Statement No. 333-264193) previously filed with the Securities and Exchange Commission on April 8, 2022, subsequently amended on April 15, 2022, and declared effective by the SEC on April 19, 2022, and a preliminary prospectus supplement relating to the Offering dated November 21, 2024.

Pursuant to the Agreement, as partial compensation for its services, the Company issued to the Underwriter on the Closing Date, warrants (the “Underwriter Warrants”) to purchase an aggregate of 381,540 shares of common stock, representing 7% of the Shares issued on the Closing Date. The Underwriter Warrants will be exercisable, in whole or in part, commencing on May 21, 2025 and expiring on November 25, 2029, at an exercise price per share of $1.875.

 

Pursuant to the Agreement, each of the Company’s directors and executive officers entered into “lock-up” agreements with the Underwriter that, subject to certain exceptions, prohibit, without the prior written consent of the Underwriter, the sale, transfer or other disposition of securities of the Company for a period of 60 days after the Closing Date (the “Lock-Up Period”). In addition, pursuant to the Agreement, except with respect to certain exempt issuances, the Company is prohibited from issuing common stock or common stock equivalents during the Lock-Up Period and from engaging in certain variable rate transactions for a period of one year from the Closing Date.

 

ATM Offering

 

In November 2023, the Company entered into a Sales Agreement (the “ATM Agreement”) with Leerink Partners LLC (“Leerink”) under which the Company may offer and sell, from time to time at its sole discretion, shares of its common stock through an “at the market offering” program under which Leerink will act as sales agent or principal. The ATM Agreement provides that Leerink will be entitled to compensation for its services equal to 3.0% of the gross proceeds from sales of any shares of common stock under the ATM Agreement. The Company has no obligation to sell any shares under the ATM Agreement and may, at any time, suspend solicitation and offers under the ATM Agreement. During the three and nine months ended December 31, 2024, under the ATM Agreement, the Company sold 95,685 and 920,199 shares of common stock, respectively, for gross proceeds of $218,449 and $2,224,440. During the three and nine months ended December 31, 2024, the Company incurred commissions and legal fees of $27,760 and $110,440, respectively.

 

Common Stock Purchase Warrants

 

As of December 31, 2024, the Company had the following warrants outstanding (share amounts in thousands):

 

   Number of
Shares		   Exercise
Price ($)		   Expiration 
Balance as of March 31, 2024   12,521           
Warrants exercised   (55)   1.22    May 2028 
Balance as of June 30, 2024   12,466           
Warrants exercised   (252)   0.01    — 
Warrants exercised   (649)   1.22    May 2028 
Warrants exercised   (39)   1.32    May 2027 
Balance as of September 30, 2024   11,526           
Issuance of warrants   382    1.875    Nov 2029 
Warrants exercised   (565)   0.01    — 
Warrants exercised   (152)   1.22    May 2028 
Warrants exercised   (12)   1.32    May 2027 
Balance as of December 31, 2024   11,179           

 

As of March 31, 2024, the Company had the following warrants outstanding (share amounts in thousands):

 

Type  Number of
Shares		   Exercise
Price ($)		   Expiration 
Common stock   1,348    0.01    — 
Common stock   4,421    1.22    May 2028 
Common stock   535    1.32    May 2027 
Common stock   768    6.00    January 2027 - February 2027 
Common stock   4,011    6.60    February 2027 
Common stock   1,438    6.60    November 2027 
Total   12,521           

 

The outstanding pre-funded warrants with an exercise price of $0.01 per share were included in the weighted average shares outstanding calculation for each of the three and nine month periods ended December 31, 2024 and 2023. At March 31, 2024, the Company had a receivable from its transfer agent for approximately $142,000 for the proceeds from warrants exercised prior to March 31, 2024. The receivable was recorded in the prepaid and other line in the consolidated balance sheet at March 31, 2024 and was collected during the three months ended June 30, 2024.

 

Other

 

During the nine months ended December 31, 2024 and 2023, the Company issued 30,000 and 1,429 shares of common stock with fair values of approximately $51,000 and $1,400, respectively, to service providers.