v3.26.1
Stockholders’ Equity
 6 Months Ended
Jun. 30, 2026
Stockholders’ Equity [Abstract]  
STOCKHOLDERS’ EQUITY

NOTE 6 – STOCKHOLDERS’ EQUITY

 

Common Stock – At the Market Offering

 

During August 2024, the Company entered into an amended and restated at-the-market sales agreement with RBC Capital Markets LLC and BTIG (together, the “Sales Agents”) relating to the offer and sale of shares of our common stock. The Company was required to pay the Sales Agents a commission of 3% of the gross proceeds from the sale of shares. During the six months ended June 30, 2025, the Company issued and sold 1,304,707 shares of common stock at an average price of $8.01 per share under the ATM program. The aggregate net proceeds were approximately $10.1 million after commission expenses.  On December 19, 2025, the Company terminated the amended and restated ATM sales agreement with the Sales Agents.

 

On December 19, 2025, the Company entered into a sales Agreement with A.G.P./Alliance Global Partners (“AGP”), as sales agent, pursuant to which the Company may offer and sell, from time to time, up to $65,000,000 of shares of its common stock through AGP in exchange for a 3% commission on gross proceeds. During the six months ended June 30, 2026, the Company sold 370,417 shares of common stock at an average price of $1.63 per share under the ATM program. The aggregate net proceeds were approximately $0.6 million after expenses. 

 

Subsequent to the quarter ending June 30, 2026, the Company sold 100,000 shares of common stock at an average price of $2.09 per share for aggregate net proceeds of approximately $0.2 million.

 
Registered Direct Offerings

 

During June 2025, the Company entered into securities purchase agreements with investors whereby the Company sold 3,000,000 shares of the common stock in a registered direct offering in exchange for gross proceeds of $18.9 million (net proceeds of approximately $17.4 million).

 

Stock options

 

At the Company’s Annual Meeting of Stockholders held on June 16, 2026, the Company’s stockholders approved the Third Amended and Restated 2021 Stock Incentive Plan, which increased the number of shares of common stock authorized for issuance under the plan from 6,500,000 shares to 9,158,525 shares. The plan includes an annual evergreen provision under which the common stock reserved for grant may increase on the first trading day of each calendar year beginning with calendar year 2027 through and including the first trading day of calendar year 2031 by the lesser of (i) 10% of the Company's common stock outstanding as of December 31 of the immediately preceding calendar year or (ii) such lesser amount as determined by the Board of Directors. As of June 30, 2026, 2,799,234 shares remained available for future grants under the Third Amended and Restated 2021 Stock Incentive Plan.

 

The following table summarizes stock option activity during the six months ended June 30, 2026:

 

(in thousands, except share and per share amounts)   Number of
Shares		     Weighted-
average
Exercise
Price		     Weighted-
average
Remaining
Contractual
Term
(years)		     Aggregate
Intrinsic
Value		  
Outstanding at January 1, 2026     9,759,882     $ 2.63       6.83     $ 545  
Options granted     -     $ -       -       -  
Options exercised     (23,959 )   $ 1.48       -       -  
Options cancelled     (76,041 )   $ 1.49       -       -  
Outstanding at June 30, 2026     9,659,882     $ 2.64       6.32     $ 1,104  
Exercisable at June 30, 2026     5,681,578     $ 3.18       4.44     $ 560  

 

During the three and six months ended June 30, 2026, the Company recognized stock-based compensation expense of approximately $1.4 million and $2.9 million, respectively, related to the vesting of stock options. During the three and six months ended June 30, 2025, the Company recognized stock-based compensation expense of approximately $1.5 million and $3.6 million, respectively, related to the vesting of stock options. As of June 30, 2026, there was approximately $7.1 million of total unrecognized compensation cost related to non-vested stock options which is expected to be recognized over a weighted-average period of 2.0 years.

 

Warrants

 

SVB Warrants

 

The Company issued warrants to the Company’s lenders upon obtaining a loan in June 2021. The warrants expire in June 2031 and have an exercise price of $14.05. At June 30, 2026 and December 31, 2025, 45,386 of these warrants are outstanding and the intrinsic value of these warrants is $0.

 

April 2024 Warrants

 

On June 30, 2026, the Company entered into a warrant inducement agreement with certain holders of its April 2024 common stock purchase warrants. Under the agreements, the holders exercised an aggregate of 674,155 warrants, representing 50% of their holdings, at a reduced exercise price of $1.40 per share (original exercise price of $1.95), resulting in gross proceeds to the Company of approximately $0.9 million, of which approximately $0.1 million was received on June 30, 2026 and $0.8 million was received on July 1, 2026.

 

In consideration for the exercise, the expiration date of the holders' remaining 674,160 April 2024 warrants was extended from June 30, 2026 to December 31, 2027. All other terms of the remaining warrants, including the $1.95 exercise price, remained unchanged. The aggregate intrinsic value of these warrants was $0 at June 30, 2026.

 

September 2024 Warrants

 

During September 2024, the Company issued 2,341,260 warrants to investors in connection with the sale of common stock. At June 30, 2026 and December 31, 2025, 2,341,160 of these warrants are outstanding and are exercisable for cash at a weighted average price of $6.40 per share and expire in March 2030. The intrinsic value of these warrants was $0 as of June 30, 2026.

 

Stock-based Compensation by Class of Expense

 

The following summarizes the components of stock-based compensation expense in the consolidated statements of operations for the six months ended June 30, 2026 and 2025 respectively:

 

(in thousands)   Three Months
Ended
June 30,
2026		     Three Months
Ended
June 30,
2025		     Six Months
Ended
June 30,
2026		     Six Months
Ended
June 30,
2025		  
Research and development   $ 319     $ 627     $ 667     $ 1,457  
General and administrative     1,039       907       2,188       2,153  
Total   $ 1,358     $ 1,534     $ 2,855     $ 3,610