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Note 5 - Stockholders' Equity
6 Months Ended
Jun. 30, 2026
Notes to Financial Statements  
Equity [Text Block]

5.

Stockholders Equity

 

Reverse Stock Split

 

On January 9, 2026, we effected a one-for-twenty-five reverse split of our common stock. The accompanying consolidated financial statements, and all share and per share information contained herein, have been retroactively restated to reflect the reverse stock split. The roundup of fractional shares associated with the reverse stock split resulted in the issuance of an additional 65,548 shares of common stock.

 

Common Stock and Warrant Transactions

 

February 2026 Offering. On February 17, 2026, we closed a registered direct offering resulting in the issuance of 432,902 shares of common stock and in a concurrent private placement, we issued common warrants to the purchasers to purchase up to 865,804 shares of common stock at an initial exercise price of $2.31 per share. Net proceeds after deducting placement agent fees and other offering expenses were approximately $885,000.

 

March 2026 Warrant Exercise Inducement. On March 31, 2026, we entered into warrant exercise inducement letters with the holders of certain existing stock purchase warrants (with exercise prices ranging from $1.4103 to $32.75 per share), whereby the holders exercised an aggregate of 634,658 of the warrants at a reduced exercise price of $1.36 per share in consideration for our agreement to issue new warrants to purchase 1,269,316 shares of common stock at an exercise price of $1.36 per share. Upon exercise of their existing warrants, at the holder’s direction we issued to them an aggregate of 560,658 shares of common stock and held 74,000 shares in abeyance, which were subsequently issued in April 2026. Net proceeds to us after deducting placement agent commissions and other offering expenses were approximately $762,700.

 

May 2026 Warrant Exercise Inducement. On May 7, 2026, we entered into warrant exercise inducement letters with the holders of certain existing warrants (with exercise prices of $1.1877 per share), whereby the holders exercised an aggregate of 779,443 of the warrants in consideration for our agreement to issue new warrants to purchase 1,558,886 shares of common stock at an exercise price of $1.65 per share. Aggregate net proceeds to us after deducting placement agent commissions and other offering expenses were approximately $844,100.

 

May 2026 Offering. On May 19, 2026, we closed a private placement offering resulting in the issuance of 2,027,027 shares of common stock and common warrants to purchase up to 4,054,054 shares of common stock at an initial exercise price of $1.48 per share. Net proceeds after deducting placement agent fees and other offering expenses were approximately $2,709,800.

 

Other Common Stock Transactions. During June 2026, we issued 6,751 shares of our common stock pursuant to a consulting agreement. The shares were valued at $15,000 and will be recorded as stock-based compensation expense over the term of the related agreement. See Note 6.

 

Other Warrant Exercises. During March 2026, we issued 3,433 shares of our common stock upon the exercise of stock purchase warrants for net proceeds of approximately $4,800. During May 2026, we issued an aggregate of 1,663,452 shares of our common stock upon the exercise of stock purchase warrants for net proceeds of approximately $1,975,700.

 

ATM Program. During 2024, we established an “At-the-Market” continuous offering program (the “ATM Program”), pursuant to which the Company may offer and sell, from time to time through its sales agent, shares of its common stock. During January 2026 we sold 23,882 shares of our common stock through the ATM Program for net proceeds of approximately $71,200.

 

Stock Incentive Plans

 

We have stock-based incentive plans (the “Plans”) pursuant to which our Board of Directors may grant stock options and other stock-based awards to our employees, directors and consultants. A total of 331,342 shares of our common stock are reserved for future issuance pursuant to the Plans (inclusive of outstanding stock options). A summary of the Company’s stock option activity during the six months ended June 30, 2026 is presented below.

   

Number

of Shares

   

Weighted-

Average

Exercise

Price

   

Weighted-

Average

Remaining

Contractual

Term (yrs)

   

Aggregate

Intrinsic

Value

 

Outstanding at December 31, 2025

    45,579     $ 137.20       8.6     $ -  

Granted

    266,200       1.18                  

Exercised

    -       -                  

Forfeited or expired

    (1,600 )     68.38                  

Outstanding at June 30, 2026

    310,179     $ 20.82       9.7     $ 23,958  

Exercisable at June 30, 2026

    22,130     $ 217.73       7.8     $ -  

 

The weighted average grant date fair value of stock options awarded during the six months ended June 30, 2026, was $1.18. No stock options were awarded during the six months ended June 30, 2025. The fair values of the 2026 awards were estimated using the following assumptions:

 

Risk-free interest rate

    4.34 %

Expected term (in years)

    7  

Expected volatility

 

200

%

Dividend yield

    0 %

 

Stock Purchase Warrants

 

The following common stock purchase warrants were outstanding as of June 30, 2026:

Issue Date

 

Number

of Shares*

   

Exercise

Price

 

Expiration

September 2021

    268     $ 4,875.00  

September 2026

July 2025

    490,000       4.35  

July 2030

September 2025

    79,732       1.1877  

November 2030

December 2025

    223,899       1.1877  

December 2030

February 2026

    432,902       2.31  

June 2028

February 2026

    432,902       2.31  

June 2031

March 2026

    1,269,316       1.36  

June 2031

May 2026

    1,558,886       1.65  

June 2031

May 2026

    3,378,380       1.48  

May 2031

May 2026

    675,674       1.45  

November 2027

Outstanding at June 30, 2026

    8,541,959