Stockholders' Equity |
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| Stockholders' Equity | 7. Stockholders’ equity
Sales agreement
On May 12, 2026, the Company entered into a Sales Agreement (the "Sales Agreement") with Leerink Partners LLC, as the sales agent, pursuant to which the Company may offer and sell shares of its common stock with respect to an at-the-market offering program (the "ATM Offering Program"). In accordance with the terms of the Sales Agreement, on May 12, 2026, the Company filed a prospectus supplement under its shelf registration statement, dated May 12, 2026, pursuant to which the Company may offer and sell shares of its common stock, from time to time at its sole discretion, having an aggregate offering price of up to $30.0 million through Leerink Partners LLC acting as sales agent. The Company will pay Leerink Partners LLC a commission rate of up to 3.0% of the aggregate gross proceeds from the sale of any shares of common stock pursuant to the Sales Agreement. No shares of common stock had been sold under the ATM Offering Program during the six months ended June 30, 2026 and $30.0 million remained available for sale.
Securities purchase agreements On January 29, 2026, the Company entered into a securities purchase agreement with certain accredited investors for the private placement sale of 2,522,727 shares of the Company’s common stock, par value $0.0001 per share, at a purchase price of $4.40 per share (the “January 2026 Offering”). The January 2026 Offering closed on January 30, 2026 and gross proceeds to the Company were approximately $11.1 million, before deducting offering expenses payable by the Company. No broker, placement agent or investment banker was engaged in the transaction.
Common stock warrants
During its evaluation of equity classification for the Company's common stock warrants, the Company considered the conditions as prescribed within ASC 815-40, Derivatives and Hedging, Contracts in an Entity’s own Equity. The conditions within ASC 815-40 are not subject to a probability assessment. The warrants do not fall under the liability criteria within ASC 480 Distinguishing Liabilities from Equity as they are not puttable and do not represent an instrument that has a redeemable underlying security. The warrants do meet the definition of a derivative instrument under ASC 815, but are eligible for the scope exception as they are indexed to the Company’s own stock and would be classified in permanent equity if freestanding. No warrants were granted during the three and six months ended June 30, 2026.
As of June 30, 2026, the Company had the following warrants outstanding to acquire shares of its common stock (unaudited):
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