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Note 3 - Sale of Stock for Cash
6 Months Ended
Jun. 30, 2025
Notes to Financial Statements  
Stock Purchase Agreement [Text Block]

Note 3. Sale of Stock for Cash

 

Lincoln Park Financing

 

On December 13, 2022, we entered into a stock purchase agreement (the “LPC Purchase Agreement”) with Lincoln Park Capital Fund, LLC ("Lincoln Park"), pursuant to which Lincoln Park agreed to purchase from us at our request up to an aggregate of $10,000,000 of our common stock (subject to certain limitations) from time to time over a period of three years. The agreement allows us, at our sole discretion, to direct Lincoln Park to purchase shares of our common stock, subject to limitations in both volume and dollar amount. The purchase price of the shares that may be sold to Lincoln Park under the agreement is the lower of (i) the lowest sale price on the date of purchase, or (ii) the average of the three lowest closing prices in the prior 12 business days. There are no restrictions on future financings, rights of first refusal, participation rights, penalties, or liquidated damages other than a prohibition on entering into a “Variable Rate Transaction,” as defined in the agreement. Concurrently with the LPC Purchase Agreement, we entered into a Registration Rights Agreement, pursuant to which we filed a registration statement on Form S-1 with the SEC on December 23, 2022. This registration statement was declared effective on January 19, 2023.

 

During the three and six months ended  June 30, 2025 we sold 4,077,285 shares of our common stock to Lincoln Park and received $823,000 in gross and net proceeds.  

 

During the three months ended  June 30, 2024, we did not sell any shares to Lincoln Park. During the six months ended  June 30, 2024, we sold 766,175 shares of our common stock to Lincoln Park and received $260,000 in gross and net proceeds.

 

Unit Offerings

 

During the three months ended  June 30, 2024, we sold 454,547 shares of our common stock and received $152,000 gross proceeds and $136,000 net proceeds from two accredited investors. During the six months ended  June 30, 2024, we sold 1,848,720 shares of our common stock and received $419,000 in gross and $364,000 in net proceeds from seven accredited investors.  In addition to the shares, we issued each investor a six-month and a five-year warrant to purchase additional shares. (See Note 6, “Warrants Issued in Unit Offering”.)  We did not sell shares of our common stock in Unit Offerings during the six months ended June 30, 2025