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STOCKHOLDERS' EQUITY
 12 Months Ended
Dec. 31, 2025
STOCKHOLDERS' EQUITY  
STOCKHOLDERS' EQUITY

NOTE 7:    STOCKHOLDERS’ EQUITY

Common Stock Transactions

The Company has authorized up to 30,000,000 shares of common stock, $0.001 par value per share, for issuance. Significant 2025 and 2024 common stock transactions were as follows:

Issuance of Common Stock Pursuant to ATM Agreement

During the year ended December 31, 2025, the Company sold 5,358,292 shares of its common stock under the ATM Agreement for gross proceeds of $9.9 million.

During the year ended December 31, 2024, the Company sold 8,178 shares of its common stock under the ATM Agreement for gross proceeds of $37,000. On June 10, 2024, the Company provided notice of its termination of the ATM Agreement with Cantor Fitzgerald & Co. and RBC Capital Markets, LLC. In November 2024, the Company entered into an ATM Agreement with H.C. Wainwright & Co., LLC.

Private Placement

On December 19, 2024, the Company entered into a Securities Purchase Agreement (the “Purchase Agreement”), pursuant to which the Company issued and sold in a private Placement the following securities: (i) 1,783,805 shares of common stock, (ii) Series B Warrants, or Pre-Funded Warrants, to purchase an aggregate of 3,247,445 shares of common stock in lieu of shares of common stock and (iii) Series A Warrants, or Private Placement Warrants, to purchase an aggregate of 5,031,250 shares of common stock. The purchase price per share of common stock and accompanying Private Placement Warrant to purchase a share of common stock was $3.20, and the purchase price per Pre-Funded Warrant and accompanying Private Placement Warrant to purchase a share of common stock was $3.199. Net proceeds from the sale of securities in the Private Placement was approximately $14.9 million, which does not include any proceeds that may be received upon the exercise of any warrants issued in the Private Placement. Both the Pre-Funded Warrants and the Private Placement Warrants are not exercisable until the Company obtains shareholder approval. On March 21, 2025, the Company obtained shareholder approval for the exercise of such warrants. The transaction closed on December 23, 2024.

Exercise of Stock Options

During the year ended December 31, 2024, certain outstanding options were exercised for 25,602 shares of common stock providing aggregate proceeds to the Company of approximately $62,000.

Exercise of Pre-funded Warrants

During the year ended December 31, 2025, certain outstanding pre-funded warrants were exercised for 605,830 shares of common stock providing aggregate proceeds to the Company of $605.

Preferred Stock

The Company has authorized up to 5,000,000 shares of preferred stock, $0.001 par value per share, for issuance. The preferred stock will have such rights, privileges and restrictions, including voting rights, dividend conversion rights, redemption privileges and liquidation preferences, as shall be determined by the Company’s board of directors upon its issuance. To date, the Company has not issued any preferred shares.

Warrant Summary

The following table summarizes the total warrants outstanding at December 31, 2025:

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Outstanding

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Outstanding

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Exercise

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as of

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as of

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Price Per

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Expiration

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December 31,

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New

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December 31,

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Issue Date

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Share

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Date

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2024

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Issuance

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Exercised

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2025

Private placement warrants

 

December 2024

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$

4.00

 

5 years from shareholder approval

 

5,031,250

 

—

 

—

 

5,031,250

Pre-funded warrants

 

December 2024

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$

0.001

 

5 years from shareholder approval

 

3,247,445

 

—

 

(605,830)

 

2,641,615

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8,278,695

 

—

 

(605,830)

 

7,672,865

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