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STOCKHOLDERS’ EQUITY
12 Months Ended
Dec. 31, 2025
Stockholders' Equity Note [Abstract]  
STOCKHOLDERS’ EQUITY STOCKHOLDERS’ EQUITY
Preferred Stock
We are authorized to issue 10 million shares of preferred stock with a par value of $0.001 per share. Rights and any series designation would be established at time of issuance of preferred stock. As of December 31, 2025 and 2024 there was no preferred stock outstanding.
Common Stock
We are authorized to issue 100 million shares of common stock with a par value of $0.001 per share. Stockholders of common stock have unlimited voting rights and are entitled to receive the net assets of the Company upon dissolution, subject to the rights of the preferred stockholders, if any.
In June 2024, we entered into an at-the-market offering arrangement with a sales agent, pursuant to which we may offer and sell, from time to time and at our sole discretion, shares of our common stock in transactions that are deemed to be “at the market” offerings under the Securities Act of 1933, as amended (the “ATM Facility”). As of December 31, 2025, there was approximately $7.5 million of capacity available under the ATM Facility.
We had the following common stock transactions in 2025 and 2024:
ATM Facility. In 2025, we sold 854,660 shares of our common stock under the ATM Facility for gross proceeds of $3.0 million, before deducting offering expenses of $299,000. In 2024, we sold 15,051 shares of our common stock under the ATM Facility for gross proceeds of $44,000, before deducting offering expenses of $7,000. See prepaid equity offering costs under Prepaid Expenses and Other Current Assets in Note 2 for costs related to the ATM Facility, which are ratably netted against proceeds received based on stock sales.
August 2024. We issued 505,502 shares of our common stock pursuant to the exercise of warrants. Certain warrant holders were induced to exercise warrants by reducing the exercise price to the then current market price of our common stock (the “August 2024 Warrant Inducement”). The original warrants consisted of warrants exercisable for (i) 48,911 shares of our common stock issued on August 24, 2023 with an exercise price of $86.40 per share and a remaining life of 2.1 years and (ii) 456,591 shares of our common stock issued on November 29, 2023 with an exercise price of $13.00 per share and a remaining life of 2.5 years (collectively, the “Original Warrants”). The Original Warrants were exercised for $4.60 per share for gross proceeds of $2.3 million, before deducting $340,000 of issuance costs.
In connection with the August 2024 Warrant Inducement, new warrants to purchase a total of 1,036,279 shares of our common stock were issued, which are discussed under Common Stock Warrants Issued in August 2024 Private Inducement in Note 9.
March 2025. We issued 374,718 shares of our common stock pursuant to the exercise of warrants. Certain warrant holders were induced to exercise warrants by reducing the exercise price to the then current market price of our common stock (the “March 2025 Warrant Inducement”). The original warrants consisted of warrants exercisable for (i) 251,884 shares of our common stock issued on August 23, 2024 with an exercise price of $4.35 per share and a remaining life of 4.5 years and (ii) 122,834 shares of our common stock issued on August 23, 2024 with an exercise price of $4.35 per share and a remaining life of 1.0 year (collectively, the “F-Series Original Warrants”). The F-Series Original Warrants were exercised for $2.90 per share for gross proceeds of $1.1 million, before deducting $250,000 of issuance costs.
In connection with the March 2025 Warrant Inducement, new warrants to purchase a total of 1,517,608 shares of our common stock were issued, which are discussed under Common Stock Warrants Issued in March 2025 Private Inducement in Note 9.
June 2025. We issued 1,458,872 shares of our common stock pursuant to the exercise of warrants as part of the June 2025 Warrant Inducement (as defined below). Certain warrant holders were induced to exercise warrants at the then existing exercise price of $2.90 per share and pay a purchase price of $0.125 per share, or an aggregate purchase price of $182,000, in consideration of our issuance of new warrants with similar terms as the warrants that were induced to exercise (the “June 2025 Warrant Inducement”). Additionally, warrants to purchase 40,000
shares of our common stock were exercised in June 2025 outside of the June 2025 Warrant Inducement. Gross proceeds for these June 2025 warrant transactions were $4.5 million, before deducting $527,000 of issuance-related costs.
In connection with the June 2025 Warrant Inducement, new warrants to purchase a total of 1,531,816 shares of our common stock were issued, which are discussed under Common Stock Warrants Issued in June 2025 Private Inducement in Note 9.
August 2025. We issued 1,458,872 shares of our common stock pursuant to the exercise of warrants. Certain warrant holders were induced to exercise warrants at the then existing exercise price of $4.15 per share and pay a purchase price of $0.125 per share, or an aggregate purchase price of $274,000, in consideration of our issuance of new warrants with similar terms as the warrants that were induced to exercise (the “August 2025 Warrant Inducement”). Gross proceeds for warrants exercised in August 2025 was $6.3 million, before deducting $695,000 of issuance-related costs.
In connection with the August 2025 Warrant Inducement, new warrants to purchase a total of 2,261,252 shares of our common stock were issued, which are discussed under Common Stock Warrants Issued in August 2025 Private Inducement in Note 9.
COMMON STOCK WARRANTS
The following is the activity for common stock warrants:
Issue DateWarrant TypeTerm
Date
Exercise
Price
Balance
December 31,
2023
IssuedExercised Expired Balance
December 31,
2024
IssuedExercised ExpiredBalance
December 31,
2025
July 2019Dealer ManagerJuly 202481,000.00 3(3)
January 2020Registered Direct OfferingJuly 202521,600.00 6060(60)
January 2020Dealer ManagerJuly 202524,000.00 44(4)
March 2020Dealer ManagerMarch 20259,015.12 44(4)
April 2020Dealer ManagerApril 20259,528.00 4747(47)
April 2020Registered Direct OfferingApril 20257,320.00 2020(20)
October 2020Dealer ManagerApril 20265,174.40 343434
February 2021Private Placement AgreementAugust 20265,318.40 540540540
February 2021Dealer ManagerAugust 20266,835.40 136136136
March 2021Dealer ManagerMarch 20266,000.00 606060
November 2022Dealer ManagerNovember 2027525.00 892892892
April 2023Series COctober 2028194.40 7,1427,1427,142
April 2023Dealer ManagerApril 2028262.50 534534534
August 2023Private InducementSeptember 202486.42 23,810(23,810)
August 2023Private InducementAugust 202886.42 25,101(25,101)
August 2023Dealer ManagerAugust 2028108.04 1,2221,2221,222
November 2023Series DNovember 202813.00 381,615(230,589)151,026151,026
November 2023Series EMay 202513.00 307,460(226,462)80,998(80,998)
November 2023Dealer ManagerNovember 202816.25 28,84428,84428,844
August 2024Series F-1August 20294.35 571,318571,318(251,884)319,434
August 2024Series F-2February 20264.35 439,686439,686(122,834)316,852
August 2024Dealer ManagerAugust 20295.75 25,27525,27525,275
March 2025Series G-1September 20262.90 1,498,872(1,498,872)
March 2025Dealer ManagerSeptember 20263.625 18,73618,736
July 2025Series HOctober 20264.150 1,458,872(1,458,872)
July 2025Dealer ManagerOctober 20263.781 72,94472,944
August 2025Series INovember 20265.250 2,188,3082,188,308
August 2025Dealer ManagerNovember 20265.4219 72,94472,944
777,5281,036,279(505,962)(3)1,307,8425,310,676(3,332,462)(81,133)3,204,923
As of December 31, 2025, there were warrants to purchase 3,204,923 shares of our common stock outstanding, at a weighted-average exercise price of $7.50 per share, which expire as follows:
Weighted Average Exercise Price
Shares of Common Stock
Years Ending December 31:
2026$6.72 2,670,554
2027525.00 892
202821.68 188,768
20294.45 344,709
7.50 3,204,923
Common Stock Warrants Issued in August 2024 Private Inducement
In August 2024, in connection with the August 2024 Warrant Inducement discussed in Note 8, we issued warrants to purchase up to 1,011,004 shares of our common stock to the investor. These warrants were immediately exercisable with an exercise price of $4.35 per share, with warrants related to 571,318 shares of our common stock expiring in August 2029 (the “Series F-1 Warrants”) and warrants related to 439,686 shares of our common stock expiring in February 2026 (the “Series F-2 Warrants”). We estimated the fair value of the Series F-1 Warrants to be $1.9 million using a Black-Scholes model based on the following significant inputs: common stock price of $4.10 per share; volatility of 118%; term of 5 years; dividend yield of 0%; and risk-free rate of 3.6%. The fair value of the Series F-2 Warrants was estimated to be $1.2 million using the Black-Scholes model based on the following significant inputs: common stock price of $4.10 per share; volatility of 153%; term of 1.5 years; dividend yield of 0%; and risk-free rate of 4.1%.
In addition, we issued placement agent warrants to purchase up to 25,275 shares of our common stock. These placement agent warrants were exercisable immediately upon issuance, have an exercise price of $5.75 per share, and expire August 2029. We estimated the fair value of these warrants to be $83,000 using a Black-Scholes model based on the following significant inputs: common stock price of $4.10 per share; volatility of 118%; term of 5 years; dividend yield of 0%; and risk-free interest rate of 3.6%.
Common Stock Warrants Issued in March 2025 Private Inducement
In connection with the March 2025 Warrant Inducement discussed in Note 8, we issued warrants to purchase up to 1,498,872 shares of our common stock to certain investors. These warrants have an exercise price of $2.90 per share and are exercisable for 1.5 years from the effective date of stockholder approval of the issuance of the shares of common stock, which was obtained on June 9, 2025. We estimated the fair value of these warrants to be $1.5 million using a Black-Scholes model based on the following significant inputs: common stock price of $2.38 per share; volatility of 117%; term of 1.5 years; dividend yield of 0%; and risk-free rate of 4.37%.
In addition, we issued placement agent warrants to purchase up to 18,736 shares of our common stock. These placement agent warrants have an exercise price of $3.625 per share and are exercisable for 1.5 years from the effective date of stockholder approval of the issuance of the shares of common stock, which was obtained on June 9, 2025. We estimated the fair value of these warrants to be $20,000 using a Black-Scholes model based on the following significant inputs: common stock price of $2.38 per share; volatility of 117%; term of 1.5 years; dividend yield of 0%; and risk-free interest rate of 4.37%.
Common Stock Warrants Issued in June 2025 Private Inducement
In connection with the June 2025 Warrant Inducement discussed in Note 8, we issued warrants to purchase up to 1,458,872 shares of our common stock to certain investors. These warrants have an exercise price of $4.15 per share and are exercisable for 1.3 years from the date of issuance. We estimated the fair value of these warrants to be $4.1 million using a Black-Scholes model based on the following significant inputs: common stock price of $5.09 per share; volatility of 114%; term of 1.3 years; dividend yield of —%; and risk-free rate of 3.7%. These warrants were exercised in August 2025.
In addition, we issued placement agent warrants to purchase up to 72,944 shares of our common stock. These placement agent warrants have an exercise price of $3.781 per share and are exercisable for 1.3 years from the date of issuance. We
estimated the fair value of these warrants to be $212,000 using a Black-Scholes model based on the following significant inputs: common stock price of $5.09 per share; volatility of 114%; term of 1.3 years; dividend yield of 0%; and risk-free interest rate of 3.7%.
Common Stock Warrants Issued in August 2025 Private Inducement
In connection with the August 2025 Warrant Inducement discussed in Note 8, we issued warrants to purchase up to 2,188,308 shares of our common stock to certain investors. These warrants have an exercise price of $5.25 per share and are exercisable for 1.3 years from the August 22, 2025 effective date of the resale registration statement covering the underlying shares. We estimated the fair value of these warrants to be $6.0 million using a Black-Scholes model based on the following significant inputs: common stock price of $5.36 per share; volatility of 116%; term of 1.3 years; dividend yield of 0%; and risk-free rate of 3.8%.
In addition, we issued placement agent warrants to purchase up to 72,944 shares of our common stock. These placement agent warrants have an exercise price of $5.4219 per share and are exercisable for 1.3 years from the August 22, 2025 effective date of the resale registration statement covering the underlying shares. We estimated the fair value of these warrants to be $196,000 using a Black-Scholes model based on the following significant inputs: common stock price of $5.36 per share; volatility of 116%; term of 1.3 years; dividend yield of 0%; and risk-free interest rate of 3.8%.