Note 11 – Warrants

The Company issued warrants to OC III LFE II LP (“OC III LFE”) and various affiliates of OC III LFE (collectively, the “Warrantholder”) in previous years to purchase a number of shares of Common Stock equal to 23% (the “2020 Warrant”), 5% (the “2021 Warrant”), and 5% (the “2022 Warrant”) of the outstanding Common Stock (after giving effect to such issuance) on a fully-diluted basis at the time the warrants are exercised. The 2020 Warrant, 2021 Warrant, and 2022 Warrant each have a per share exercise price of $0.01 and a term of ten (10) years from date of issuance.

On June 26, 2026, the Warrantholder partially exercised the 2020 Warrant, the 2021 Warrant and the 2022 Warrant through the net exercise provisions contained in each warrant agreement. Pursuant to the exercise, the Warrantholder exercised portions of the warrants representing 22.99% of the Company's Common Stock Deemed Outstanding under the 2020 Warrant and 4.99% of the Company's Common Stock Deemed Outstanding under each of the 2021 Warrant and the 2022 Warrant. As a result of the net exercise, the Company issued 13,619,377 shares of Common Stock and no cash proceeds were received. The Company derecognized the portion of the warrant liability associated with the exercised warrants and recognized the remaining Replacement Warrants (as defined below) at fair value as of June 30, 2026.

In connection with the partial exercise, the Company issued three amended and restated replacement warrants (collectively, the “Replacement Warrants” and individually a “Replacement Warrant”), each representing the remaining unexercised portion of the original warrants equal to 0.01% of the Company's Common Stock Deemed Outstanding, with terms otherwise substantially identical to the original warrants. The Replacement Warrants are filed as Exhibits 4.1, 4.2 and 4.3 to this Quarterly Report of Form 10-Q.

Following the partial exercise, the Replacement Warrant related to the 2020 Warrant was exercisable for an aggregate of 4,132 shares of Common Stock as of June 30, 2026, compared with 9,614,145 shares issuable under the 2020 Warrant as of December 31, 2025. The Replacement Warrant related to the 2021 Warrant was exercisable for an aggregate of 4,132 shares of Common Stock as of June 30, 2026, compared with 2,090,032 shares issuable under the 2021 Warrant as of December 31, 2025. The Replacement Warrant related to the 2022 Warrant was exercisable for an aggregate of 4,132 shares of Common Stock as of June 30, 2026, compared with 2,090,032 shares issuable under the 2022 Warrant as of December 31, 2025.

The Company also issued a warrant to the Warrantholder in May 2023 to purchase an aggregate of 1,636,313 shares of Common Stock (the “2023 Warrant”). The 2023 Warrant has a per-share exercise price of $3.57 and a term of ten years from the date of issuance. The 2023 Warrant was not exercised or otherwise modified in connection with the June 2026 partial exercise of the 2020 Warrant, the 2021 Warrant and the 2022 Warrant.

The Replacement Warrants, together with the 2023 Warrant, are collectively referred to herein as the “Warrants.” As of June 30, 2026, the Warrants were classified as liabilities and subject to fair value remeasurement at each balance sheet date. The fair value of the Warrants was $13,977 and $168,529 as of June 30, 2026 and December 31, 2025, respectively. Changes in the fair value of the Warrants are reported as a separate line item in the condensed consolidated statements of operations.