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Net Loss Per Share
9 Months Ended 12 Months Ended
Sep. 30, 2023
Dec. 31, 2022
Earnings Per Share [Abstract]    
Net Loss Per Share
13. Net Loss Per Share
The Company computes net loss attributable per common stockholder using the
two-class
method required for participating securities. The Company considers convertible. preferred stock to be participating securities. In the event that the Company paid out distributions, holders of convertible preferred stock would participate in the distribution.
The
two-class
method is an earnings (loss) allocation method under which earnings (loss) per share is calculated for common stock and participating security considering a participating security’s rights to undistributed earnings (loss) as if all such earnings (loss) had been distributed during the period. The holders of Series A Preferred Stock do not have an obligation to fund losses and therefore the Series A Preferred Stock was excluded from the calculation of basic net loss per share. The Company included in the calculation of basic net loss per share, contingently issuable common shares related to the Asset Acquisition because they will be issued for no consideration due to the consideration already having been satisfied as of September 30, 2023.
Basic and diluted net loss per share is computed by dividing the net loss by the weighted-average number of common stock and
pre-funded
warrants outstanding during the period, without consideration of potential dilutive securities. The
pre-funded
warrants are included in the computation of basic net loss per share as the exercise price is negligible and they are fully vested and exercisable. For periods in which the Company generated a net loss, the Company does not include the potential impact of dilutive securities in diluted net loss per share, as the impact of these items is anti-dilutive. The Company has generated a net loss for all periods presented, therefore diluted net loss per share is the same as basic net loss per share since the inclusion of potentially dilutive securities would be anti-dilutive.
The following weighted-average equity instruments were excluded from the calculation of diluted net loss per share because their effect would have been anti-dilutive for the periods presented:
 
     Three Months Ended
September 30,
     Nine Months Ended
September 30,
 
     2023      2022      2023      2022  
Options to purchase common stock
     3,135,672        351,533        1,426,224        335,395  
Unvested restricted stock units
     —          6,000        252        7,315  
Series A Preferred Stock (on an
as-converted
basis)
     42,501,681        —          14,851,447        —    
13. Net Loss Per Share
Basic and diluted net loss per share is computed by dividing net loss by the weighted-average number of common stock and
pre-funded
warrants outstanding during the period. The
pre-funded
warrants are included in the computation of basic net loss per share as the exercise price is negligible and they are fully vested and exercisable. For periods in which the Company generated a net loss, the Company does not include the potential impact of dilutive securities in diluted net loss per share, as the impact of these items is anti-dilutive.
The following weighted-average equity instruments were excluded from the calculation of diluted net loss per share because their effect would have been anti-dilutive for the periods presented:
 
    
Year Ended December 31,
 
    
2022
    
2021
    
2020
 
Options to purchase common stock
     346,331        264,858        201,977  
Unvested restricted stock units
     6,982        7,975        4,239  
The following is a reconciliation of the shares used as the denominator for the calculation of basic and diluted net loss per share:
 
    
Year Ended December 31,
 
    
2022
    
2021
    
2020
 
Weighted average common shares
     2,307,668        1,956,933        1,608,952  
Weighted average
pre-funded
warrants
     1,063,563        672,851        525,917  
  
 
 
    
 
 
    
 
 
 
Total basic and diluted weighted average shares
     3,371,231        2,629,784        2,134,869