v3.25.4

Common Stock Reverse Split (Tables)

9 Months Ended

12 Months Ended

Sep. 30, 2025

Dec. 31, 2024

SCHEDULE OF BASIC AND DILUTED NET LOSS PER SHARE

The following table sets forth the computation of the basic and diluted net loss per share:

 SCHEDULE OF BASIC AND DILUTED NET LOSS PER SHARE

		September 30, 2025				September 30, 2024				September 30, 2025				September 30, 2024
		Three months ended								Nine months ended
		September 30, 2025				September 30, 2024				September 30, 2025				September 30, 2024
Numerator:
Net loss		$	(4,459,764	)		$	(10,092,312	)		$	(11,973,902	)		$	(14,185,887	)
Denominator:
Weighted average shares outstanding			8,367,774				4,517,125				6,673,074				4,169,490
Net loss per share, basic and diluted		$	(0.53	)		$	(2.23	)		$	(1.79	)		$	(3.40	)

The following table sets forth the computation of the basic and diluted net loss per share:

 SCHEDULE OF BASIC AND DILUTED NET LOSS PER SHARE

		Year ended December 31, 2024				Period from March 16, 2023 (inception) through December 31, 2023
Numerator:
Net loss		$	(23,753,863	)		$	(3,793,585	)
Denominator:
Weighted average shares outstanding			4,282,194				4,039,651
Net loss per share, basic and diluted		$	(5.5	)		$	(0.90	)

SCHEDULE OF ANTI-DILUTIVE EFFECT

The following potentially dilutive shares were excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented, because including them would have had an anti-dilutive effect:

 SCHEDULE OF ANTI-DILUTIVE EFFECT

		September 30, 2025				September 30, 2024
Unvested common stock – restricted shares (Note 5)			-				12,541
Restricted Stock options			31,377				85,166
Restricted Stock Units			151,701				328,191
Performance Stock units			50,658				50,658
Sponsor Earnout Shares (Note 4)*			-				-
Public warrants			486,413				486,413
Private warrants			556,666				556,666
Inducement warrants			958,400				-
Short term loan warrants			86,591				-
Private placement warrants			6,425				-
Potentially dilutive shares			958,400				-

* The Sponsor Earnout Shares (as defined in the Business Combination Agreement) were not included for purposes of calculating the number of diluted shares outstanding as of September 30, 2025, as the Sponsor Earnout Shares remain contingently forfeitable, as the conditions have not been met.

The following potentially dilutive shares were excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented, because including them would have had an anti-dilutive effect:

 SCHEDULE OF ANTI-DILUTIVE EFFECT

		December 31, 2024				December 31, 2023
Unvested common stock – restricted shares (Note 8)			6,270				164,050
Restricted stock options			70,999				-
Restricted stock units			248,640				-
Performance stock units			50,659				-
Sponsor earnout shares (Note 3)*			-				-
Public warrants			4,864,133				-
Private placement warrants			5,566,667				-

* The Sponsor Earnout Shares (as defined in the Business Combination Agreement) were not included for purposes of calculating the number of diluted shares outstanding as of December 31, 2024, as the Sponsor earnout shares remain contingently forfeitable, as the conditions have not been met

SCHEDULE OF ASSUMPTIONS UNDER THE MONTE CARLO MODEL

The Earnout Shares were valued using the following assumptions under the Monte Carlo Model that assumes optimal exercise of the Company’s redemption option at the earliest possible date:

SCHEDULE OF ASSUMPTIONS UNDER THE MONTE CARLO MODEL

Market price of public stock		$	97.4
Expected term (years)			8 years
Volatility			60.00	%
Risk-free interest rate			4.25	%
Dividend rate			0.00	%

Sponsor [Member]

SCHEDULE OF ASSUMPTIONS UNDER THE MONTE CARLO MODEL

The Sponsor Earnout Shares were valued using the following assumptions under the Monte Carlo Model that assumes optimal exercise of the Company’s redemption option at the earliest possible date:

 SCHEDULE OF ASSUMPTIONS UNDER THE MONTE CARLO MODEL

		March 31, 2025				December 31, 2024
Market price of public stock		$	4.716			$	35.8
Expected term (years)			7.27 years				7.52 years
Volatility			75.00	%			65.00	%
Risk-free interest rate			4.10	%			4.50	%
Dividend rate			0.00	%			0.00	%

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