Subsequent Events |
3 Months Ended |
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Mar. 31, 2026 | |
| Subsequent Events [Abstract] | |
| Subsequent Events | Note 16. Subsequent Events April 2026 Securities Purchase Agreement On April 14, 2026, the Company entered into a Securities Purchase Agreement for a private placement of securities. The private placement closed on April 15, 2026, resulting in aggregate gross proceeds of approximately $5.0 million, before deducting placement agent commissions and offering expenses. Pursuant to the agreement, the Company issued (i) 450,000 shares of Class A common stock at a purchase price of $3.75 per share and (ii) pre-funded warrants to purchase an aggregate of 883,334 shares of Class A common stock at an exercise price of $0.00001 per share (exercisable immediately and with no expiration date until fully exercised). The securities were sold without registration under the Securities Act of 1933, as amended, in reliance on Section 4(a)(2) and Rule 506(b) thereunder. The Company also issued placement agent warrants to AGP to purchase 66,666 shares of Class A common stock at an exercise price of $4.13 per share, exercisable beginning 180 days after the commencement of sales in the offering. The warrants include beneficial ownership limitations (9.99% of outstanding Class A common stock or voting power) and are subject to standard adjustments for stock splits, dividends, and similar events. The Company is obligated to file a resale registration statement covering the shares of Class A common stock and the shares issuable upon exercise of the warrants within specified timeframes. Conversion of Convertible Notes On April 17, 2026, all amounts outstanding under its September 2025 Convertible Note and the October 2024 Convertible Note were converted into shares of Class A common stock. In connection therewith, the AIR Warrants associated with the September 2025 Convertible Note were terminated. As a result, the Company has no remaining outstanding convertible indebtedness. At-The-Market Offering During May of 2026, the Company issued an aggregate of 2,170,000 shares of Class A common stock under the ATM Sales Agreement for gross proceeds of $10.5 million, before deducting estimated issuance costs of $0.3 million. Up to $12.7 million in aggregate principal amount of an indeterminate amount of shares of the Class A common stock may still be sold under the ATM Sales Agreement.
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