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Convertible Preferred Stock, Common Stock and Stockholders’ Equity | 12 Months Ended
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Dec. 31, 2025
Equity [Abstract] |
Convertible Preferred Stock, Common Stock and Stockholders’ Equity | 8. Convertible Preferred Stock, Common Stock and Stockholders’ Equity Preferred Stock Pursuant to the Second Amended and Restated Certificate of Incorporation filed on September 19, 2023 (“the Amended Articles”), the Company is authorized to issue a total of 1,000,000 shares of preferred stock, par value $0.0001 per share. As of December 31, 2025 and 2024, there were no shares of preferred stock outstanding. Common Stock Pursuant to the Amended Articles, the Company is authorized to issue 330,000,000 shares of common stock, par value $0.0001 per share, of which 312,000,000 shares are designated as Voting Common Stock (“Common Stock”) and 18,000,000 are designated as Non-Voting Common Stock (the “Non-Voting Common Stock”). As of December 31, 2025 and December 31, 2024, there were 7,216,994 and 1,730,051 shares of common stock issued and outstanding, respectively, and 150,000 shares of non-voting common stock outstanding. Since inception to date, no dividends have been declared or paid. Issuance costs related to common stock issuances during all periods presented were immaterial. As of December 31, 2025 and 2024, common stock reserved for future issuance consisted of the following: Schedule of Common Stock Reserved
|  | December 31, 2025 |  |  | December 31, 2024 |
Common stock warrants outstanding |  |  | 5,026,613 |  |  |  | 910,299 |
Common stock options issued and outstanding |  |  | 277,822 |  |  |  | 77,245 |
Restricted stock units vested and unreleased |  |  | — |  |  |  | 2,039 |
Shares available for future issuance under the 2023 Equity Incentive Plan |  |  | 96,497 |  |  |  | 7,409 |
Shares reserved under the 2023 Employee Stock Purchase Plan |  |  | 32,815 |  |  |  | 32,815 |
Common stock reserved for future issuance |  |  | 5,433,747 |  |  |  | 1,029,807 |
April 2024 Public Offering On April 18, 2024, in connection with the April Public Offering, the Company sold an aggregate of 110,271 Common Stock Units and 16,375 Pre-Funded Warrant (“PFW”) Units at an effective combined purchase price of $48.00 per Common Stock Unit or PFW Unit. Each Common Stock Unit consists of: (i) one share of the Company’s voting common stock, (ii) a Series A warrant to purchase one share common stock, (iii) a Series B warrant to purchase one Series B Unit, with each Series B Unit consisting of (a) one share of common stock and (b) a Series B-1 Warrant to purchase one share of common stock, and (iv) a Series C warrant to purchase one Series C Unit, with each Series C Unit consisting of (a) one share of common stock and (b) a Series C-1 Warrant to purchase one share of common stock. See further warrant details per each issued series below. Each PFW Unit consists of: (i) a pre-funded warrant to purchase one share of common stock, (ii) a Series A warrant to purchase one share common stock, (iii) a Series B warrant to purchase one Series B Unit, with each Series B Unit consisting of (a) one share of common stock and (b) a Series B-1 Warrant to purchase one share of common stock, and (iv) a Series C warrant to purchase one Series C Unit, with each Series C Unit consisting of (a) one share of common stock and (b) a Series C-1 Warrant to purchase one share of common stock. See further warrant details per each issued series below. The Company issued Ladenburg Thalmann & Co. Inc. (“Ladenburg”), acting as the “Placement Agent”, common stock warrants to purchase up to 6,333 shares of common stock. See further warrant details below. May 2024 Warrant Inducement Offer On May 31, 2024, following the closing of the May 2024 Warrant Inducement Offer, warrant holders immediately exercised some or all of their respective outstanding Series B Warrants and Series C Warrants to purchase up to an aggregate of 89,153 shares of the Company’s common stock, Series B-1 Warrants to purchase up to 22,275 shares of common stock and Series C-1 Warrants to purchase up to 66,878 shares of common stock, at a reduced exercise price of $24.00. In consideration for the immediate exercise of some or all of the existing warrants for cash, the Company agreed to issue unregistered new Series D Warrants to purchase up to 89,153 shares of common stock. The Company issued Ladenburg, acting as the “Placement Agent”, common stock warrants to purchase up to 4,458 shares of common stock. See further warrant details below. Subscription Agreement On July 26, 2024, the Board of Directors of the Company approved a Subscription Agreement dated July 28, 2024 with an accredited investor, a related-party (the “Investor”). Pursuant to the Agreement, the Company sold to the Investor and the Investor purchased, (i) 58,235 shares of Common Stock at a purchase price of $17.172 per share; and (ii) warrants to purchase 50,000 shares of the Company’s common stock at an exercise price of $22.80, for an aggregate purchase price of $1.0 million. Nova Cell Investment On July 26, 2024, the Board of Directors of the Company acknowledged a strategic investment of approximately $2.0 million by an accredited investor, a related-party, (the “Investor”) into Nova Cell, a subsidiary of the Company, in exchange for the issuance of 7,500,000 shares of Nova Cell’s common stock to the Investor, representing 25% of Nova Cell’s current fully-diluted capitalization. Nova Cell’s common stock was not adjusted when the Company effected its 2024 Reverse Stock Split and 2025 Reverse Stock Split. On October 27, 2025, the Company entered into a Stock Repurchase Agreement (the “SRA”) and Material Purchase Agreement (the “MPA” and together with the SRA the “Agreements”), with Nova Cell. In accordance with the Agreements, the Company sold and transferred all 22,500,000 of its shares of common stock in Nova Cell (the “Repurchased Shares”), representing an ownership interest of 75%, back to Nova Cell, for a purchase price of $6.0 million (the “Purchase Price”). The Purchase Price for the Repurchased Shares was or shall be satisfied (A) in part by cancellation of indebtedness under the September 17, 2024, promissory note, net of specified offsets (including a $50 thousand cash offset), resulting in an Indebtedness Cancellation Amount of $1.2 million, and (B) the balance, by Deferred Consideration of $4.8 million payable after closing, as more fully described in the SRA. As of December 31, 2025, no Deferred Consideration has been recognized, and the full amount remains constrained until underlying uncertainties are resolved. After the Deferred Consideration is fully satisfied, the SRA also provides for an ongoing royalty at a fixed percentage of Covered Gross Revenue attributable to or derivative of the materials listed on Schedule A to the MPA, ending on the tenth anniversary of Nova Cell’s first product sale. Furthermore, as part of the Agreements, the Company sold and transferred certain materials to Nova Cell as listed on Schedule 1 to the MPA. Following the closing of the Agreements, Nova Cell is no longer a subsidiary of the Company. At The Market Offering On October 11, 2024, the Company entered into an At The Market Offering Agreement (the “Sales Agreement”) with Ladenburg, under which the Company may, from time to time, in its sole discretion, issue and sell through Ladenburg, acting as agent or principal, shares of the Company’s common stock, par value $0.0001 per share, initially having an aggregate offering price of up to $5.1 million. Pursuant to the Sales Agreement, Ladenburg may sell the shares by any method permitted by law deemed to be an “at the market” offering as defined in Rule 415 under the Securities Act of 1933, as amended (the “Securities Act”). Ladenburg will use commercially reasonable efforts consistent with its normal trading and sales practices to sell the shares from time to time, based upon instructions from the Company (including any price or size limits or other customary parameters or conditions the Company may impose). The Company will pay Ladenburg a cash commission of 3% of the aggregate gross sales proceeds of shares sold through Ladenburg under the Sales Agreement. The Company also agreed to reimburse Ladenburg for certain specified expenses, including the fees and disbursements of its counsel, in an amount not to exceed $50,000, in addition to certain ongoing disbursements of its legal counsel up to $7,500 in connection with diligence bring downs. Under the terms of the Sales Agreement, the Company may also sell shares to Ladenburg as principal for its own account at prices agreed upon at the time of sale. If the Company sells shares to Ladenburg as principal, it will enter into a separate terms agreement with Ladenburg in substantially the form attached to the Sales Agreement. The Company is not obligated to sell any shares under the Sales Agreement. The offering of the shares pursuant to the Sales Agreement may be terminated by either the Company or Ladenburg, as permitted therein. On February 4, 2025, the Company increased the maximum aggregate offering amount of the shares of the Company’s common stock, par value $0.0001 per share, issuable under the Sales Agreement from $5.1 million to $11.2 million by filing a prospectus supplement under the Sales Agreement for an aggregate of $6.1 million. During the year ended December 31, 2025, the Company sold 534,265 shares of common stock for gross proceeds of approximately $3.4 million under the Sales Agreement. October 2024 Public Offering On October 23, 2024, the Company entered into a Securities Purchase Agreement with certain institutional investors (the “Purchasers”), pursuant to which the Company agreed to issue to the Purchasers, (i) in a registered direct offering, 170,836 shares of the Company’s common stock, par value $0.0001 per share, at a purchase price of $12.00 per share, and (ii) in a concurrent private placement, Series E common stock purchase warrants to purchase up to 170,836 shares of Common Stock (the “Series E Common Warrants”) and Series F common stock purchase warrants to purchase up to 170,836 shares of Common Stock (the “Series F Common Warrants” and together with the Series E Common Warrants, the “Common Warrants”). Such registered direct offering and concurrent private placement are referred to herein as the “Transactions.” The closing of the Transactions took place on October 24, 2024. The gross proceeds from the Transactions were approximately $2.1 million, before deducting placement agent fees and other offering expenses payable by the Company and excluding the net proceeds, if any, from the exercise of the Common Warrants or common stock warrants issued to the Placement Agent (defined below). The shares of common stock were offered by the Company pursuant to a shelf registration statement on Form S-3 (File No. 333-282456), which was declared effective by the Securities and Exchange Commission on October 10, 2024. The Company issued Ladenburg, acting as the “Placement Agent”, common stock warrants to purchase up to 8,542 shares of common stock. See further warrant details below. November 2024 Confidentially Marketed Public Offering (CMPO) On November 14, 2024, the Company conducted a CMPO with Ladenburg acting as the “Placement Agent”, pursuant to which the Company agreed to issue in a public offering 369,823 shares of the Company’s common stock, par value $0.0001 per share, at a purchase price of $20.28 per share. The gross proceeds from the offering, which closed on November 15, 2024, were approximately $7.5 million, before deducting placement agent fees and other offering expenses payable by the Company and excluding the net proceeds, if any, from the exercise of the Placement Agent Warrants. The shares of common stock were offered by the Company pursuant to a shelf-registration statement on Form S-3 (File No. 333-282456), which was declared effective by the Securities and Exchange Commission on October 10, 2024. The Company issued the Placement Agent common stock warrants to purchase up to 18,492 shares of common stock. See further warrant details below. January 2025 Confidentially Marketed Public Offering (CMPO) On January 9, 2025, the Company conducted a CMPO Agreement with Ladenburg acting as the “Placement Agent”, pursuant to which the Company agreed to issue and sell in a public offering 416,667 shares of the Company’s common stock, par value $0.0001 per share, at a purchase price of $10.20 per Share. The gross proceeds from the offering, which closed on January 10, 2025, were approximately $4.3 million, before deducting placement agent fees and other offering expenses payable by the Company and excluding the net proceeds, if any, from the exercise of the Placement Agent Warrants. The shares of common stock were offered by the Company pursuant to a shelf registration statement on Form S-3 (File No. 333-282456), which was declared effective by the Securities and Exchange Commission on October 10, 2024. The Company issued the Placement Agent common stock warrants to purchase up to 20,834 shares of common stock. See further warrant details below. March 2025 Registered Direct Offering and Concurrent Private Placement On March 28, 2025, the Company entered into a Securities Purchase Agreement with a single institutional investor, pursuant to which the Company agreed to issue to the Purchaser, (i) in a registered direct offering, 277,084 shares of the Company’s common stock (the “Shares”), par value $0.0001 per share, at a purchase price of $7.80 per Share, (ii) pre-funded warrants (“PFW”) to purchase up to an aggregate of 227,334 shares of Common Stock at a purchase price of $7.788 per Pre-funded Warrant and an exercise price of $0.001 per share (the “Pre-funded Warrant Shares” or the “PFW Shares”) and (iii) in a concurrent private placement, Series G common stock purchase warrants to purchase up to 504,417 shares of common stock (the “Series G Warrants” or the “Common Warrants”). Such registered direct offering and concurrent private placement are referred to herein as the “March Registered Direct Offering and Concurrent Private Placement.” The Shares, the PFW, and the PFW Shares were offered by the Company pursuant to a shelf registration statement on Form S-3 (File No. 333-284229), which was declared effective by the Securities and Exchange Commission on February 7, 2025. The Series G Warrants were issued in a concurrent private placement and without registration under the Securities Act, and in reliance on the exemption provided in Section 4(a)(2) under the Securities Act and Regulation D promulgated thereunder. The Company issued Ladenburg, acting as the “Placement Agent”, common stock warrants to purchase up to 25,221 shares of common stock. See further warrant details below. July 2025 Warrant Inducement Offer On July 9, 2025, the Company entered into a warrant inducement offer agreement (the “July Warrant Inducement Offer”) with seven holders of the Company’s existing Series A warrants, Series B-1 warrants, Series C-1 warrants, Series D warrants, Series E warrants, and Series F warrants (together the “Existing Warrants”). Pursuant to the July Warrant Inducement Offer, such warrant holders immediately exercised some, or all, of their respective outstanding Existing Warrants to purchase an aggregate of 549,596 shares of the Company’s common stock, at a reduced exercise price of $8.40, for total gross proceeds of approximately $4.6 million, prior to deducting placement agent fees and offering expenses. Note that Ladenburg acted as the “Placement Agent” in the July Warrant Inducement Offer. In consideration for the immediate exercise of some or all of the Existing Warrants for cash, the Company issued unregistered new Series H common stock warrants (“Series H Warrants”) to purchase up to 549,587 shares of common stock. See further warrant details below. The Company filed a resale registration statement on Form S-3 (File No. 333-288784), to register the shares underlying the Series H Warrants, which registration statement was declared effective by the Securities and Exchange Commission on July 25, 2025. August 2025 Public Offering On August 20, 2025, the Company entered into an underwriting agreement with Ladenburg, as representative of the various underwriters (the “Representative”), in connection with the issuance and public sale offering of various securities (the “August Public Offering”), including: (i) 1,922,764 common stock units (“Common Stock Unit”), which includes the 450,000 Common Stock Units purchased pursuant to the exercise, in full, of the Over-Allotment Option and (ii) 1,528,000 pre-funded warrant units (“Pre-Funded Unit”), resulting in gross proceeds of approximately $6.9 million, before deducting underwriting discounts and commissions and other estimated offering expenses. The August Public Offering closed on August 21, 2025 Each Common Stock Unit consists of (i) one share of common stock of the Company, par value $0.0001, and (ii) one Series I warrant to purchase one share common stock, and each Pre-Funded Unit consists of (i) one pre-funded warrant to purchase one share common stock, and (ii) one Series I warrant to purchase one share common stock. Each Common Stock Unit was sold to the public at a price of $2.00 per Common Stock Unit and each Pre-Funded Unit was sold to the public at a price of $1.999 per Pre-Funded Unit. See further warrant details below. The Common Stock Units and Pre-Funded Units were offered by the Company pursuant to a registration statement on Form S-1 (File No. 333- 289670), which was declared effective by the Securities and Exchange Commission on August 20, 2025. In connection with the August Public Offering, the Company also issued to the Representative (or its designees) certain warrants (the “Representative Warrants”) to purchase up to 172,538 shares of common stock. See further warrant details below. Warrants As of December 31, 2025 and 2024, the Company had outstanding warrants to purchase 5,026,613 and 910,299 shares of common stock, respectively, consisting of the following: Schedule of Outstanding Warrants
|  | December 31, 2025 |  |  | December 31, 2024 |  |  | Exercise Price |  |  | Issuance date |  | Expiration date
Private Warrants to purchase Common Stock(1) |  |  | 15,938 |  |  |  | 15,938 |  |  | $ | 1,380.00 |  |  | September 12, 2023 |  | September 12, 2028
Public Warrants to purchase Common Stock(2) |  |  | 95,834 |  |  |  | 95,834 |  |  | $ | 1,380.00 |  |  | September 12, 2023 |  | September 12, 2028
Warrants to purchase Restricted Shares |  |  | 3,334 |  |  |  | 3,334 |  |  | $ | 158.40 |  |  | February 21, 2024 |  | February 21, 2029
Warrants to purchase Restricted Shares |  |  | 50,000 |  |  |  | 50,000 |  |  | $ | 22.80 |  |  | July 28, 2024 |  | July 28, 2027
Placement Agent Warrants to purchase Common Stock |  |  | 6,333 |  |  |  | 6,333 |  |  | $ | 79.20 |  |  | April 18, 2024 |  | April 18, 2029
Placement Agent Warrants to purchase Common Stock |  |  | 4,458 |  |  |  | 4,458 |  |  | $ | 45.00 |  |  | June 3, 2024 |  | June 3, 2029
Placement Agent Warrants to purchase Common Stock |  |  | 8,542 |  |  |  | 8,542 |  |  | $ | 15.00 |  |  | October 24, 2024 |  | April 24, 2030
Placement Agent Warrants to purchase Common Stock |  |  | 18,492 |  |  |  | 18,492 |  |  | $ | 25.35 |  |  | November 15, 2024 |  | May 15, 2030
Placement Agent Warrants to purchase Common Stock |  |  | 20,834 |  |  |  | — |  |  | $ | 12.75 |  |  | January 10, 2025 |  | January 10, 2030
Placement Agent Warrants to purchase Common Stock |  |  | 25,221 |  |  |  | — |  |  | $ | 9.75 |  |  | March 31, 2025 |  | March 31, 2030
Representative Warrants to purchase Common Stock |  |  | 172,538 |  |  |  | — |  |  | $ | 3.00 |  |  | August 21, 2025 |  | August 21, 2030
Series A Warrants to purchase Common Stock(3) |  |  | 54,308 |  |  |  | 87,643 |  |  | $ | 18.24 |  |  | April 18, 2024 |  | April 18, 2029
Series B Warrants to purchase Common Stock(4) |  |  | — |  |  |  | 57,451 |  |  | $ | 18.24 |  |  | April 18, 2024 |  | April 18, 2025
Series B-1 Warrants to purchase Common Stock(5) |  |  | 1,442 |  |  |  | 22,276 |  |  | $ | 18.24 |  |  | June 3, 2024 |  | June 3, 2029
Series B-1 Warrants to purchase Common Stock(5) |  |  | — |  |  |  | 16,667 |  |  | $ | 18.24 |  |  | July 19, 2024 |  | July 19, 2029
Series B-1 Warrants to purchase Common Stock(5) |  |  | — |  |  |  | 8,334 |  |  | $ | 18.24 |  |  | July 22, 2024 |  | July 22, 2029
Series B-1 Warrants to purchase Common Stock(5) |  |  | — |  |  |  | 16,251 |  |  | $ | 18.24 |  |  | November 13, 2024 |  | November 13, 2029
Series C-1 Warrants to purchase Common Stock(6) |  |  | 17,918 |  |  |  | 59,586 |  |  | $ | 18.24 |  |  | June 3, 2024 |  | June 3, 2029
Series C-1 Warrants to purchase Common Stock(6) |  |  | 4,167 |  |  |  | 4,167 |  |  | $ | 18.24 |  |  | August 8, 2024 |  | August 7, 2029
Series C-1 Warrants to purchase Common Stock(6) |  |  | 4,168 |  |  |  | 4,168 |  |  | $ | 18.24 |  |  | August 16, 2024 |  | August 15, 2029
Series D Warrants to purchase Common Stock(7) |  |  | 18,318 |  |  |  | 89,153 |  |  | $ | 18.24 |  |  | June 3, 2024 |  | December 3, 2029
Series E Warrants to purchase Common Stock(8) |  |  | — |  |  |  | 170,836 |  |  | $ | 13.56 |  |  | October 24, 2024 |  | April 24, 2026
Series F Warrants to purchase Common Stock(8) |  |  | — |  |  |  | 170,836 |  |  | $ | 13.56 |  |  | October 24, 2024 |  | April 24, 2030
Series G Warrants to purchase Common Stock |  |  | 504,417 |  |  |  | — |  |  | $ | 8.34 |  |  | March 31, 2025 |  | September 30, 2032
Series H Warrants to purchase Common Stock |  |  | 549,587 |  |  |  | — |  |  | $ | 8.40 |  |  | July 10, 2025 |  | January 10, 2031
Series I Warrants to purchase Common Stock |  |  | 3,450,764 |  |  |  | — |  |  | $ | 2.00 |  |  | August 21, 2025 |  | August 21, 2030
Total |  |  | 5,026,613 |  |  |  | 910,299 |  |  |  |  |  |  |  |  |
(1) | The Private Warrants (and shares of common stock issued or issuable upon exercise of the Private Warrants) in general, will not be transferable, assignable or salable until 30 days after the Closing (excluding permitted transferees) and they will not be redeemable under certain redemption scenarios by us so long as they are held by the Sponsor, Metric or their respective permitted transferees. Otherwise, the Private Warrants have terms and provisions that are identical to those of the Public Warrants, including as to exercise price, exercisability and exercise period. If the Private Warrants are held by holders other than the Company’s sponsor, Metric or their respective permitted transferees, the Private Warrants will be redeemable by the Company under all redemption scenarios and exercisable by the holders on the same basis as the Public Warrants.
(2) | The Public Warrants became exercisable 30 days after the closing of the FLAG Merger. Each whole share of the warrant is exercisable for one share of the Company’s common stock. The Company may redeem the outstanding Public Warrants for $0.12 per warrant upon at least 30 days’ prior written notice of redemption given after the warrants become exercisable, if the reported last sale price of the common stock equals or exceeds $2,160.00 per share (as adjusted for stock dividends, sub-divisions, reorganizations, recapitalizations and the like) for any 20 trading days within a 30-trading day period commencing after the warrants become exercisable and ending on the third trading day before the Company sends the notice of redemption to the warrant holders. Upon issuance of a redemption notice by the Company, the warrant holders may, at any time after the redemption notice, exercise the public warrants on a cashless basis. The Company accounts for the Public Warrants in accordance with the guidance contained in ASC 815-40. Such guidance provides that because the warrants do not meet the criteria for equity treatment thereunder, each warrant must be recorded as a liability. The accounting treatment of derivative financial instruments in accordance with ASC 815 requires that the Company record a derivative liability upon the closing of the FLAG Merger (see Note 2). On October 17, 2024, the Company received notice from the NYSE that the Company’s Public Warrants to purchase common stock are no longer suitable for listing pursuant to Section 1001 of the NYSE American Company Guide due to the low trading price of such public warrants, and that the NYSE Regulation has determined to commence proceedings to delist the public warrants. The Public Warrants may be traded on the OTC Pink Marketplace under the symbol CLDWW.
(3) | During the year ended December 31, 2024, Series A warrants to purchase 60,418 shares of common stock were exercised at $18.24 per share and the Company received gross proceeds of approximately $1.1 million. During the year ended December 31, 2025, Series A warrants to purchase 33,335 shares of common stock were exercised at a reduced exercise price of $8.40 per share through the July Inducement Offer and the Company received gross proceeds of approximately $0.3 million.
(4) | Series B warrants to purchase 22,275 shares of common stock were exercised at a reduced exercise price of $24.00 in connection with the May Inducement Offer. Pursuant to the issuance of common stock per the Series B warrant exercises, the Company received gross proceeds of approximately $0.5 million. During the year ended December 31, 2024, Series B warrants to purchase 68,335 shares of common stock were exercised at $18.24 per share and the Company received gross proceeds of approximately $1.2 million. The outstanding Series B warrants to purchase 57,451 shares of common stock expired in April 2025. As of December 31, 2025, no Series B warrants remained outstanding.
(5) | During the year ended December 31, 2024, Series B-1 warrants to purchase 27,082 shares of common stock were exercised at $18.24 per share and the Company received gross proceeds of approximately $0.5 million. During the year ended December 31, 2025, Series B-1 warrants to purchase 62,086 shares of common stock were exercised at a reduced exercise price of $8.40 per share through the July Inducement Offer and the Company received gross proceeds of approximately $0.5 million.
(6) | In connection with the May Inducement Offer, Series C-1 warrants to purchase 4,167 shares of common stock were exercised at $24.00 per share and the Company received gross proceeds of approximately $0.1 million. During the year ended December 31, 2024, Series C-1 warrants to purchase 47,936 shares of common stock were exercised at $18.24 per share and the Company received gross proceeds of approximately $0.9 million. During the year ended December 31, 2025, Series C-1 warrants to purchase 41,668 shares of common stock were exercised at a reduced exercise price of $8.40 per share through the July Inducement Offer and the Company received gross proceeds of approximately $0.4 million.
(7) | The Series D Warrants were issued as additional consideration to the Holders as part of the May Inducement Offer. The fair value of the Series D Warrants totaling $1.7 million was recorded as part of a deemed dividend to the warrant holders, and accordingly was treated as a reduction from total loss attributable to common stockholders in the calculations of net loss per share in the consolidated statements of operations. During the year ended December 31, 2025, Series D warrants to purchase 70,835 shares of common stock were exercised at a reduced exercise price of $8.40 per share through the July Inducement Offer and the Company received gross proceeds of approximately $0.6 million.
(8) | During the year ended December 31, 2025, Series E warrants and Series F warrants to purchase 341,672 shares of common stock each were exercised at a reduced exercise price of $8.40 per share through the July Inducement Offer and the Company received total gross proceeds of approximately $2.8 million.
During the year ended December 31, 2025, Series G pre-funded warrants to purchase 227,334 shares of common stock were exercised at $0.012 per share for gross proceeds of approximately $3,000, and Series I pre-funded warrants to purchase 1,528,000 shares of common stock were exercised at $0.001 per share for gross proceeds of approximately $1,500. As such, no Series G pre-funded warrants or Series I pre-funded warrants were outstanding as of December 31, 2025. The following table summarizes the Company’s aggregate warrant activity for the year ended December 31, 2025. Schedule of Warrant Activity
|  | Number of Warrants |  |  | Weighted Average Exercise Price |  |  | Weighted Average Remaining Contractual Life (Years) |
Outstanding at January 1, 2025 |  |  | 910,299 |  |  | $ | 185.16 |  |  |  | 3.63 |
Issued |  |  | 6,478,695 |  |  |  |  |  |  |  |  |
Exercised |  |  | (2,304,930 | ) |  |  |  |  |  |  |  |
Expired |  |  | (57,451 | ) |  |  |  |  |  |  |  |
Outstanding at December 31, 2025 |  |  | 5,026,613 |  |  | $ | 34.97 |  |  |  | 4.79 |
The following table summarizes the Company’s aggregate warrant activity for the year ended December 31, 2024.
|  | Number of Warrants (1) |  |  | Weighted Average Exercise Price (1) |  |  | Weighted Average Remaining Contractual Life (Years) |
Outstanding at January 1, 2024 |  |  | 111,772 |  |  | $ | 1,380.00 |  |  |  | 4.72 |
Issued |  |  | 1,176,804 |  |  |  |  |  |  |  |  |
Exercised |  |  | (350,222 | ) |  |  |  |  |  |  |  |
Converted into Common Stock |  |  | (28,055 | ) |  |  |  |  |  |  |  |
Outstanding at December 31, 2024 |  |  | 910,299 |  |  | $ | 185.16 |  |  |  | 3.63 |

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