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Equity
6 Months Ended
Jun. 30, 2026
Equity [Abstract]  
Equity
5.
Equity

 

Equity Incentive Plan and Share Registration

 

On July 6, 2026, the Company registered an additional 1,000,000 shares of common stock for issuance under the Alaunos Therapeutics, Inc. 2020 Equity Incentive Plan by filing a Registration Statement on Form S-8. The increase in shares available for issuance under the plan from 130,745 shares to 1,130,745 shares was previously approved by the Company’s stockholders on July 3, 2025.

Shares issued for Services

 

During the six months ended June 30, 2026, the Company issued an aggregate of 106,532 shares of its common stock, par value $0.001 per share, to members of the board of directors, an employee and consultants in lieu of cash consideration for services rendered. The aggregate fair value of the shares issued was approximately $273.

 

Series A-1 and A-2 Preferred Stock Cumulative Dividends

 

Cumulative dividends on the Company’s Series A-1 and Series A-2 Convertible Preferred Stock accrue at 10% per annum and compound quarterly by increasing the liquidation preference. Undeclared cumulative dividends are not recorded as a liability. Because the Company reported a net loss for the periods presented, cumulative preferred dividends increased the net loss attributable to common stockholders in the earnings-per-share calculation. As of June 30, 2026, undeclared cumulative dividends totaled $64 for Series A-1 and $89 for Series A-2.

 

Equity Line of Credit

 

In May 2025, the Company entered into an equity purchase agreement with Mast Hill Fund, L.P. establishing an equity line of credit (the “Equity Line of Credit”), pursuant to which the Company has the right, but not the obligation, to sell up to $25.0 million of shares of its common stock over a period of up to 24 months, subject to certain conditions and limitations. The purchase price for shares sold under the Equity Line of Credit is generally based on 97% of the applicable volume-weighted average price of the Company’s common stock, subject to the terms, volume limitations, minimum pricing provisions and beneficial ownership limitations set forth in the underlying equity purchase agreement.

 

During the three and six months ended June 30, 2026, the Company sold an aggregate of 30,598 shares of common stock under the Equity Line of Credit for gross proceeds of approximately $74. The Company incurred approximately $4 of transaction costs and fees associated with these sales, resulting in net cash proceeds of approximately $70. All sales under the Equity Line of Credit during the six months ended June 30, 2026 occurred during the three months ended June 30, 2026.

 

Transaction costs directly attributable to the issuance of the shares were recorded as a reduction of additional paid-in capital. In addition, a proportionate amount of previously deferred issuance costs associated with the Equity Line of Credit was recognized as a reduction of the proceeds from the shares issued under the facility.