v3.25.4
WARRANTS
12 Months Ended
Dec. 31, 2025
Warrants and Rights Note Disclosure [Abstract]  
WARRANTS WARRANTS
The warrants issued in the March 2024 Public Offering and 2025 November 2025 Public Offering are classified as liabilities in accordance with ASC 815, since these warrants met the definition of a derivative instrument and did not qualify for equity classification. These warrant agreements include a fundamental transaction clause whereby, in the event that another person or entity becomes the beneficial owner of 50% of the outstanding shares of the Company’s common stock, and if certain other conditions are met, the Company may be required to purchase the warrants from the holders by paying cash in an amount equal to the Black-Scholes value of the remaining unexercised portion of the warrants on the date of such fundamental transaction. This liability is subject to remeasurement at each balance sheet date until the warrants are exercised or expire, and any change in fair value is recognized in the Company’s statements of operations.
The warrants issued under the March 2024 Public Offering were recorded at their fair value of $32.4 million at issuance based on the Black-Scholes option-pricing model. The following assumptions were used to estimate the fair value of the warrants at the March 1, 2024 issuance date:
Estimated dividend yield0.00%
Weighted-average expected stock price volatility89.03%
Weighted-average risk-free interest rate4.17%
Expected term (in years)5.00
Weighted-average fair value per option$12.96 
The warrants issued under the November 2025 Public Offering were recorded at their fair value of $24.0 million at issuance based on the Black-Scholes option-pricing model. The following assumptions were used to estimate the fair value of the warrants at the November 10, 2025 issuance date:
Estimated dividend yield0.00%
Weighted-average expected stock price volatility81.44%
Weighted-average risk-free interest rate3.72%
Expected term (in years)5.00
Weighted-average fair value per option$3.93 
The fair value adjustment of the March 2024 Public Offering for the year ended December 31, 2025 was $0.9 million using the Black-Scholes option-pricing model. As of December 31, 2025 all of the 2,500,000 warrants are outstanding. The Company estimated the fair value of the warrant liability using the following assumptions as of December 31, 2025:
Estimated dividend yield0.00%
Weighted-average expected stock price volatility77.13%
Weighted-average risk-free interest rate3.57%
Expected term (in years)3.17
Weighted-average fair value per option$0.75 
The fair value adjustment of the November 2025 Public Offering for the year ended December 31, 2025 was 10.2 million using the Black-Scholes option-pricing model. As of December 31, 2025 all of the 6,107,500 warrants are outstanding. The Company estimated the fair value of the warrant liability using the following assumptions as of December 31, 2025:
Estimated dividend yield0.00%
Weighted-average expected stock price volatility79.30
Weighted-average risk-free interest rate3.72 %
Expected term (in years)4.86
Weighted-average fair value per option$2.26 

The following table summarizes the Company’s warrant liability (in thousands):
Balance at December 31, 2024$2,796 
Issuance of warrants24,028 
Change in fair value of warrant liability(11,129)
Balance at December 31, 2025$15,695