The Company has evaluated subsequent events through August 13, 2026, the date the financial statements were available to be issued. The Company has determined that there are no material subsequent events to disclose in these condensed consolidated financial statements, except as noted below. On July 31, 2026, the Company entered into a definitive securities purchase agreement with certain institutional investors for the purchase and sale of 1,310,890 shares of its common stock at a price of $2.59 per share in a registered direct offering priced at-the-market under Nasdaq rules. Gross proceeds from the registered direct offering were approximately $3.4 million, before deducting placement agent fees and other offering expenses of $0.5 million.

In a concurrent private placement, the Company agreed to issue to the same investors warrants to purchase up to an aggregate of 1,310,890 shares of common stock. The warrants have an exercise price of $2.59 per share, are exercisable immediately upon issuance, and have a term of five years from the date of effectiveness of the registration statement covering the shares of common stock underlying the warrants.

In addition, on July 30, 2026, holders exercised 1,202,965 Series C Warrants at an exercise price of $2.722 per share, resulting in gross cash proceeds to the Company of approximately $3.3 million and the issuance of 1,202,965 shares of common stock.

As a result of the June 8, 2026 financing, the Company’s stockholders’ equity as of June 30, 2026, as reported in the interim financial statements included in this Quarterly Report on Form 10-Q, was below the Stockholders’ Equity Requirement. However, as of the date of the filing of this Quarterly Report on Form 10-Q and a majority of the liability associated with the Series D Warrants has been removed as these were exercised into common stock, resulting in a pro forma stockholders’ equity of $4,392 (in thousands) as of June 30, 2026, and the Company believes it continues to be compliance with the minimum Stockholders’ Equity Requirement.

The following table sets forth the Company’s total stockholders’ deficit as reported as of June 30, 2026 and as adjusted on an unaudited pro forma basis to reflect the reclassification of the Series C and Series D warrants from liability to stockholders’ equity (amounts in thousands):

As reflected in the pro forma unaudited stockholders’ equity table above, the Company would have reported stockholders’ equity of $4.392 million on a pro forma basis as of June 30, 2026, had the reclassification of the Series C Warrants and Series D Warrants occurred by that date. Importantly, as of the date of the filing of this Quarterly Report on Form 10-Q, the Company believes it continues to have stockholders’ equity of at least $2.5 million, which is the applicable minimum requirement for the continued listing of the Company’s securities on The Nasdaq Capital Market under Nasdaq Listing Rule 5550(b). The Company continues to actively monitor its performance with respect to the listing standards and will consider available options to resolve any deficiency and maintain compliance with the Nasdaq rules. Nasdaq will also continue to monitor our ongoing compliance with the Stockholder’s Equity Requirement, and, if at the time of our next periodic report we do not evidence such compliance, we may be subject to delisting. For additional information, See Item 1A – Risk Factors, Risks Related to Our Common Stock.