Note 12 - Stockholders' Equity |
3 Months Ended |
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Mar. 31, 2026 | |
| Notes to Financial Statements | |
| Equity [Text Block] |
Note 12 — Stockholders’ Equity
Series B Preferred Stock Offering and Exchange
As of March 31, 2026 and December 31, 2025, there were zero and 44,140 shares, respectively, of Series B Convertible Preferred Stock, classified in permanent equity, issued and outstanding.
Each holder of Series B Preferred Stock (i) was entitled to receive, and did receive, a dividend on March 13, 2025 equal to 20% of the number of shares of Common Stock issuable upon conversion of the Series B Preferred Stock then held by such holder on March 13, 2025, and (ii) was entitled to receive, and did receive, a dividend on March 13, 2026 equal to 20% of the number of shares of Common Stock issuable upon conversion of the Series B Preferred Stock then held by such holder on March 13, 2026. The Company issued in the aggregate 7,117,463 common shares, with such shares having a fair value of approximately $9.1 million at the time of issuance, in satisfaction of the March 13, 2025 Series B Preferred Stock dividend. On March 13, 2026, the Company issued in the aggregate 7,094,159 common shares, with such shares having a fair value of approximately $9.7 million at the time of issuance, in satisfaction of the March 13, 2026 Series B Preferred Stock dividend.
On or about March 13, 2026, the mandatory conversion date for the Series B Preferred Stock, the Company issued 22,176,525 shares of common stock to the holders of the Series B Preferred Stock, to satisfy its contractual obligations in accordance with the Certificate of Designation of those securities. As a result of the application of the beneficial ownership limitations in such Certificate of Designations, 13,294,267 shares of common stock otherwise issuable upon conversion of the Series B Preferred Stock are held in abeyance until such time that they can be issued without exceeding any such limitations. As of the mandatory conversion date, there were no Series B Convertible Preferred stock outstanding. Subsequent to March 31, 2026, in May 2026, the Company issued 3,358,162 shares of common stock held in abeyance.
Series B-1 Preferred Stock Offering
As of March 31, 2026 and December 31, 2025, there were 10,134 shares of Series B-1 Convertible Preferred Stock, classified in permanent equity, issued and outstanding.
Each holder of Series B-1 Preferred Stock (i) was entitled to receive, and did receive, a dividend on or about May 6, 2025 equal to 20% of the number of shares of Common Stock issuable upon conversion of the Series B-1 Preferred Stock then held by such holder on May 6, 2025, and (ii) was entitled to receive, and did receive, a dividend on or about May 6, 2026 equal to a number of shares of Common Stock equal to 20% of the number of shares of Common Stock issuable upon conversion of the Series B-1 Preferred Stock then held by such holder on May 6, 2026 (subject to the applicable beneficial ownership limitation set forth in the Certificate of Designation of those securities). The Company issued in the aggregate 2,803,960 common shares, with such shares having a fair value of approximately $3.5 million at the time of issuance, in satisfaction of the May 6, 2025 Series B-1 Preferred Stock dividend. Subsequent to March 31, 2026, in May 2026, the Company issued in the aggregate 742,534 common shares, with such shares having a fair value of approximately $0.8 million at the time of issuance, in satisfaction of the May 6, 2026 Series B-1 Preferred Stock dividend. In addition, as a result of the application of the beneficial ownership limitations in such Certificate of Designations, 2,061,428 shares of common stock otherwise issuable upon satisfaction of the May 6, 2026 Series B-1 Preferred Stock dividend are held in abeyance until such time that they can be issued without exceeding any such limitations, with such shares having a fair value of approximately $2.2 million as of the May 6, 2026 Series B-1 Preferred Stock dividend date.
On or about May 6, 2026, the mandatory conversion date for the Series B-1 Preferred Stock, the Company issued 3,712,663 shares of common stock to the holders of the Series B-1 Preferred Stock, to satisfy its contractual obligations in accordance with the Certificate of Designation of those securities. As a result of the application of the beneficial ownership limitations in such Certificate of Designations, 10,307,139 shares of common stock otherwise issuable upon conversion of the Series B-1 Preferred Stock are held in abeyance until such time that they can be issued without exceeding any such limitations. As of the mandatory conversion date, there were no Series B-1 Convertible Preferred stock outstanding.
April 2026 Registered Direct Offering
Subsequent to March 31, 2026, on April 24, 2026, the Company closed on the sale of 18,000,000 shares of its common stock at a price of $1.00 per share in a registered direct offering. The net proceeds of the offering, after deducting approximately $1.2 million of the underwriting discount and other estimated expenses, was approximately $16.8 million.
Committed Equity Facility and ATM Facility
On May 30, 2025, the Company entered into a Controlled Equity Offering Agreement (also “ATM” or “At-The-market” offering) between the Company and Maxim Group LLC for up to $25.0 million of its common stock that may be offered and sold from time to time. In the three months ended March 31, 2026, the Company sold 4,161,747 shares through their ATM equity facility for net proceeds of approximately $5.3 million, after payment of 3% commissions, approximately $0.2 million.
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