The Public Warrants were issued on October 22, 2021. Each whole Public Warrant entitles the holder to purchase one share of the Company's common stock at a price of $115.00 per share, subject to adjustment. Once exercisable, the Company may redeem the Public Warrants in whole and not in part, at $0.01 per Public Warrant, upon not less than 30 days’ prior written notice of redemption, if the last sale price of the common stock equals or exceeds $180.00 per share for any 20 trading days within a 30-trading-day period, in which case the Company may require holders to exercise on a cashless basis. The Public Warrants expire on October 22, 2026 (the fifth anniversary of the Business Combination), unless earlier exercised or redeemed. Once expired, the Public Warrants will have no further value and will no longer be exercisable.

The Private Placement Warrants were issued on October 22, 2021 and are exercisable on a cashless basis and will be non-redeemable as long as they are held by the initial purchasers or their permitted transferees. If the Private Placement Warrants are transferred to other holders, they become redeemable by the Company and exercisable by such holders on the same basis as the Public Warrants. The Private Placement Warrants expire on October 22, 2026 (the fifth anniversary of the Business Combination), unless earlier exercised or redeemed. Once expired, the Private Placement Warrants will have no further value and will no longer be exercisable.

The Preferred Tranche C Warrants were issued in connection with the Company’s September 2023 Purchase Agreement of Series A-1 Convertible Preferred Stock, in which the Company also issued Preferred Tranche A Warrants, Preferred Tranche B Warrants and Preferred Tranche C Warrants. The Preferred Tranche A Warrants were exercised or forfeited and the associated Preferred Tranche B Warrants were forfeited in 2023, leaving the Preferred Tranche C Warrants as the only tranche outstanding as of June 30, 2026. The

Preferred Tranche C Warrants expire on November 23, 2028, unless exercised or redeemed. Once expired, the Preferred Tranche C Warrants will have no further value and will no longer be exercisable.

As of June 30, 2026, the Company had 107,115 Preferred Tranche C Warrants outstanding to purchase shares of Series A-3 Preferred Stock having an aggregate exercise price of approximately $107.1 million.

In December 2022, the Company completed a private placement (the “December 2022 Private Placement”) in which it sold 736,337 shares of common stock and the PIPE Warrants exercisable for up to 736,337 shares of common stock. The combined purchase price of each share and accompanying PIPE Warrant was $10.80, except three participating directors of the Company each paid at a $1.25 premium per share and accompanying PIPE Warrant. Each PIPE Warrant has an exercise price of $10.80 per share and is exercisable for five years from the date of issuance.

In connection with the December 2022 Private Placement, the Company issued Brookline Capital Markets the PIPE Placement Agent Warrants to purchase up to 21,091 shares of common stock. The PIPE Placement Agent Warrants have an exercise price equal to $13.50 per share and expire five years from the date of issuance.

On March 21, 2023, the Company entered into a settlement agreement with Ladenburg Thalmann & Co. Inc. (“Ladenburg”) to resolve an action brought by Ladenburg against the Company (the “2023 Ladenburg Agreement”). On March 24, 2023, the Company issued the Ladenburg Warrants to purchase up to 30,000 shares of common stock, exercisable for three years from the date of issuance at $5.424 per share; and agreed to make settlement payments totaling $3.1 million, payable in cash or common stock at the Company’s option. The Company settled these obligations through cash payments of $1.6 million and the issuance of 191,689 shares of common stock. The Ladenburg Warrants expired, unexercised as of March 31, 2026.

On November 21, 2023, the Company issued to Chardan Capital Markets LLC, the placement agent for the September 2023 Offering, a warrant to purchase 850,119 shares of the Company’s common stock (“the Preferred PIPE Placement Agent Warrants”). The Preferred PIPE Placement Agent Warrants have an exercise price equal to $6.30 per share (subject to adjustment for stock dividends and splits) and are exercisable in whole or in part, at any time or times on or after the issuance date and on or before October 2, 2028.

On July 21, 2025, the Company issued the Release Date Warrants and Enrollment Date Warrants to various investors as part of the Series B Offering providing for the purchase of up to 500,000 and 1,000,000 shares, respectively, of Series B Preferred Stock at exercise prices of $218.75 and $175.00 per share, respectively. The Release Date Warrants have an expiration of the earlier of five years from the issuance date or the Phase II Release Date (as defined in the Release Date Warrant). The Enrollment Date Warrants have an expiration date of the earlier of five years from the issuance date or the Phase II Enrollment Date (as defined in the Enrollment Date Warrant).

20,100 and 2,000 Enrollment Date Warrants and Release Date Warrants were exercised as of June 30, 2026, respectively. There were no Enrollment Date Warrants or Release Date Warrants exercised as of December 31, 2025.

In March 2026, the Company issued pre‑funded warrants to purchase up to 2,753,246 shares of common stock at a public offering price of $3.8499 per warrant, which represents the public offering price of $3.85 per share of common stock less the $0.0001 exercise price per share.

The following table summarizes warrant activity for the six months ended June 30, 2026 and 2025:


	Outstanding December 31, 2025		Warrants Issued		Warrants Exercised			Warrants Forfeited			Outstanding June 30, 2026
Common Stock Warrants
Equity Classified
PIPE Warrants		736,337		—		—			—			736,337
PIPE Placement Agent Warrants		21,091		—		—			—			21,091
Ladenburg Warrants		30,000		—		—			(30,000	)		—
Preferred PIPE Placement Agent Warrants		850,119		—		—			—			850,119
Pre-Funded Warrants		—		2,753,246		—			—			2,753,246
Liability Classified
Business Combination Public Warrants		575,000		—		—			—			575,000
Private Placement Warrants		20,860		—		—			—			20,860
Preferred Stock Warrants
Equity Classified
Preferred PIPE Series B Warrants		1,500,000		—		(22,100	)		—			1,477,900
Liability Classified
Preferred Tranche C Warrants		107,115		—		—			—			107,115


	Outstanding December 31, 2024		Warrants Issued		Warrants Exercised		Warrants Forfeited			Outstanding December 31, 2025
Common Stock Warrants
Equity Classified
PIPE Warrants		736,337		—		—		—			736,337
PIPE Placement Agent Warrants		21,091		—		—		—			21,091
Ladenburg Warrants		30,000		—		—		—			30,000
Preferred PIPE Placement Agent Warrants		850,119		—		—		—			850,119
Liability Classified
Business Combination Public Warrants		575,000		—		—		—			575,000
Private Placement Warrants		20,860		—		—		—			20,860
Preferred Stock Warrants
Equity Classified
Preferred PIPE Series B Warrants		—		1,500,000		—		—			1,500,000
Liability Classified
Preferred Tranche B Warrants (1)		42,846		—		—		(42,846	)		—
Preferred Tranche C Warrants		107,115		—		—		—			107,115

(1)

On January 1, 2025, 42,846 Preferred Tranche B Warrants expired, unexercised. The valuation as of December 31, 2024, was based on a risk-free interest rate of 3.93%, an expected remaining term of 0.23 periods, implied volatility of 75%, and an underlying stock price of $309.37.

The Public Warrants and Private Placement Warrants are accounted for as liabilities in accordance with ASC 815-40, Derivatives and Hedging—Contracts in Entity’s Own Equity and were presented within warrant liabilities on the condensed consolidated balance sheets as of June 30, 2026 and December 31, 2025. Changes in fair value are recognized within changes in fair value of warrant liabilities in the condensed consolidated statements of operations and comprehensive loss for six months ended June 30, 2026 and 2025.

The Company established the fair value of the Private Placement Warrants utilizing both the Black-Scholes Merton formula and a Monte Carlo Simulation (the “MCS”) analysis. Specifically, the Company considered an MCS to derive the implied volatility in the publicly-listed price of the Public Warrants. The Company then considered this implied volatility in selecting the volatility for the

application of a Black-Scholes Merton model for the Private Placement Warrants. The Company determined the fair value of the Public Warrants by reference to the quoted market price.

The Public Warrants were classified as a Level 1 fair value measurement, due to the use of the quoted market price, and the Private Placement Warrants held privately by assignees of Big Cypress Holdings LLC, were classified as a Level 3 fair value measurement, due to the use of unobservable inputs. See Note 11, Fair Value Measurements, for changes in fair value of the Private Placement Warrants.

The Series A Preferred Warrants are accounted for as liabilities in accordance with ASC 480 and 815-40, Derivatives and Hedging—Contracts in Entity’s Own Equity and are presented within warrant liabilities on the condensed consolidated balance sheets as of June 30, 2026 and December 31, 2025. Derivative-liability classification is required because, upon a fundamental transaction, the Company would be obligated to repurchase all outstanding Series A Preferred Warrants for cash equal to the Black-Scholes value of the unexercised portion of each warrant. Changes in fair value are recognized within changes in fair value of warrant liabilities in the condensed consolidated statements of operations and comprehensive loss for six months ended June 30, 2026 and 2025.

The Series A Preferred Warrants were classified as Level 3 fair value measurements, due to the use of unobservable inputs. See Note 11, Fair Value Measurements, for changes in fair value of the Preferred Warrants.

(10) Warrants

The key inputs utilized in determining the fair value of each Preferred Tranche C Warrant as of June 30, 2026 and December 31, 2025, were as follows: