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EQUITY
6 Months Ended
Jun. 30, 2025
Equity [Abstract]  
EQUITY

NOTE 6 - EQUITY:

 

a.As of June 30, 2025, there were 1,718 shares of Series C Preferred Stock outstanding, convertible into an aggregate of 7,952 shares of the Company’s common stock, with a total stated value of $10,997.
   
b.As of June 30, 2025, there are 24,735,716 outstanding pre-funded warrants.
   
c.As of June 30, 2025, the Company has outstanding warrants to purchase an aggregate of 38,440,649 shares of common stock as follows:

 

  

Number of underlying

Common stock

   Exercise price   Expiration date
Series F Warrants   14,815   $7.4250   October 16, 2025
Series G Warrants   1,092,344   $10.230   February 8, 2026
Series I Warrants   11,505,326   $1.3827   *
Series J Warrants   12,914,086   $1.3827   *
Series K Warrants   12,914,078   $1.3827   *
Total Warrants   38,440,649         

 

*The Series I Warrants,  Series J Warrants and Series K Warrants have a term of the earlier of (i) May 15, 2028 and (ii) (A) in the case of the Series I Warrants, 20 trading days following the Company’s announcement of receipt of Premarket Approval from the Food and Drug Administration (“FDA”) for the CGuard Prime Carotid Stent System (135 cm), (B) in the case of the Series J Warrants, 20 trading days following the Company’s announcement of receipt of FDA approval for the SwitchGuard and CGuard Prime 80 and (C) in the case on the Series K Warrants, 20 trading days following the end of the fourth fiscal quarter after the fiscal quarter in which the first commercial sales of the CGuard Carotid Stent System in the United States begins.

 

 

During the six and three months ended June 30, 2025, a total of 419,063 Series F Warrants   expired.

 

Exercise of Series I Warrant

 

Following the Company’s announcement on June 24, 2025, that the FDA approved the PMA of the CGuard Prime Carotid Stent System in the United States, and as of June 30, 2025, an aggregate of 1,408,752 Series I Warrants to purchase 1,408,752 shares of common stock at an exercise price of $1.3827 per share were exercised  for aggregate proceeds of approximately $1,948 thousand dollars. The Series I Warrants have a term of the earlier of (i) May 15, 2028 and (ii) 20 trading days following the Company’s announcement of receipt of Premarket Approval from the FDA for the CGuard Prime Carotid Stent System (135 cm). . See Note 15 – Subsequent Events for additional warrants exercises after June 30, 2025.

 

As of June 30, 2025, the Company had 155,000,000 authorized shares of capital stock, par value $0.0001 per share, of which 150,000,000 are shares of common stock and 5,000,000 are shares of “blank check” preferred stock.

 

d.During the six months ended June 30, 2025, the Company granted 3,053,064 restricted shares of the Company’s common stock to employees and directors. The shares to employees are subject to a three-year vesting period, with one-third of such awards vesting each year. The shares to directors are subject to a one-year vesting period.

 

The fair value of the above restricted shares was approximately $8.07 million.

 

During the six months ended June 30, 2025, the Company granted 558,417 restricted share units of the Company’s common stock to the chief executive officer. The shares are subject to a three-year vesting period, with one-third of such awards vesting each year.

 

The fair value of the above restricted share units was approximately $1.54 million.

 

During the six months ended June 30, 2025, the Company granted to employees and directors options to purchase a total of 1,022,274 shares of the Company’s common stock. The options have exercise prices ranging from $2.24-$2.76 per share, which was the fair market value of the Company’s common stock on the respective dates of the grant. The options to employees are subject to a three-year vesting period, with one-third of such awards vesting each year. The options to directors are subject to a one-year vesting period.

 

In calculating the fair value of the above options, the Company used the following assumptions: dividend yield of 0% and expected term of 5.5-6.5 years; expected volatility ranging from 81.44%-92.69%; and risk-free interest rate ranging from 3.89%-4.68%.

 

The fair value of the above options, using the Black-Scholes option-pricing model, was approximately $2.08 million.