v3.26.1
WARRANT LIABILITIES
6 Months Ended
Jun. 30, 2026
Warrant Liabilities  
WARRANT LIABILITIES

NOTE 8 – WARRANT LIABILITIES

 

On November 20, 2024, the Company closed its private placement transaction resulting in the issuance of newly designated Series A-2 Preferred Stock (see Note 14 – Stockholders Equity). As a result of the issuance of a new class of voting securities, the Company evaluated its equity classified warrants’ respective terms, and concluded that warrants for 68,712 common shares with a weighted average exercise price of $2.00 were required to be reclassified to liabilities, including pre-funded warrants with an exercise price of $0.05 per share. The pre-funded warrants are exercisable upon issuance and will remain exercisable until all the pre-funded warrants are exercised in full. At June 30, 2026 , pre-funded warrants for 51,199 common shares remained outstanding. During the six months ended June 30, 2026 and 2025 the Company recorded a gain on change in fair value of warrant liabilities of $74,625 and $55,199, respectively for these warrants. At June 30, 2026 and December 31, 2025, the fair value of these warrants was approximately $67,253 and $141,878, respectively.

 

The following table summarizes the activity in liability classified warrants for the six months ended June 30, 2026:

 

   Common Stock Warrants 
   Shares  

Weighted–

Average

Exercise

Price

  

Range of

Exercise Price

  

Weighted–

Average

Remaining

Life (Years)

 
Total outstanding – December 31, 2025   67,218   $1.90   $0.05 - $7.80    3.68*
Granted                
Exercised                
Reclassified from equity                
Reclassified to equity                
Expired                
Total outstanding – June 30, 2026   67,218   $1.90   $0.05 - $7.80    3.19*
    67,218   $1.90   $0.05 - $7.80    3.19*

 

* excludes 51,199 pre-funded warrants which have no expiration date.

 

The following table summarizes the activity in liability classified warrants for the six months ended June 30, 2025:

 

   Common Stock Warrants 
   Shares  

Weighted–

Average

Exercise Price

  

Range of

Exercise Price

  

Weighted–

Average

Remaining

Life (Years)

 
Total outstanding – December 31, 2024   68,712   $2.00   $0.05 - $7.80    4.68*
Granted                
Exercised                
Expired   (1,494)  $6.50   $6.50 - $6.50     
Total outstanding – June 30, 2025   67,218   $1.90   $0.05 - $7.80    4.19*
Exercisable   67,218   $1.90   $0.05 - $7.80    3.83*

 

* excludes 51,199 pre-funded warrants which have no expiration date.

 

 

The following table presents the Company’s fair value hierarchy for its warrant liabilities measured at fair value on a recurring basis as of June 30, 2026:

 

   Quoted Market   Significant         
   Prices for   Other   Significant     
   Identical   Observable   Unobservable     
   Assets   Inputs   Inputs     
Common Stock Warrant liabilities  (Level 1)   (Level 2)   (Level 3)   Total 
Balance as of December 31, 2025  $   $   $141,878   $141,878 
Granted                
Exercised                
Gain on change in fair value of warrant liabilities           (74,625)   (74,625)
Balance as of June 30, 2026  $   $   $67,253   $67,253 

 

The following table presents the Company’s fair value hierarchy for its warrant liabilities measured at fair value on a recurring basis as of December 31, 2025:

 

   Quoted Market   Significant         
   Prices for   Other   Significant     
   Identical   Observable   Unobservable     
   Assets   Inputs   Inputs     
Common Stock Warrant liabilities  (Level 1)   (Level 2)   (Level 3)   Total 
Balance as of December 31, 2024  $   $   $269,175   $269,175 
Granted                
Exercised                
Gain on change in fair value of warrant liabilities           (127,297)   (127,297)
Balance as of December 31, 2025  $   $   $141,878   $141,878 

 

There were no transfers of financial assets or liabilities between category levels for the six months ended June 30, 2026 or the year ended December 31, 2025.

 

The value of the warrant liabilities was based on valuations internally generated Black Scholes valuations. Due to the nominal exercise price of the 2024 Pre-Funded Warrants and indefinite term, the Company calculated an implied value of the 2024 Pre-Funded Warrants based on the underlying common stock price on the valuation date, less the exercise price. For volatility, the Company considers comparable public companies as a basis for its expected volatility to calculate the fair value of common stock warrants and transitions to its own volatility as the Company develops sufficient appropriate history as a public company. The risk-free interest rate is based on U.S. Treasury notes with a term approximating the expected term of the common stock warrant. The Company uses an expected dividend yield of zero based on the fact that the Company has never paid cash dividends and does not expect to pay cash dividends in the foreseeable future. Any significant changes in the inputs may result in significantly higher or lower fair value measurements.

 

 

The following are the weighted average and the range of assumptions used in estimating the fair value of warrant liabilities (weighted average calculated based on the number of outstanding warrants on each issuance) as of June 30, 2026 and 2025:

 

 

   June 30, 2026   June 30, 2025 
   Range   Range 
Risk-free interest rate   4.15%   3.79%
Expected volatility (peer group)   130.00%   133.50%
Term of warrants (years)   3.19    4.19 
Expected dividend yield   0.00%   0.00%