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

9. Stockholders’ Deficit

 

Preferred Stock

 

During the three months ended June 30, 2026, the Company issued 203,859 shares of Series D-1 Convertible Preferred Stock upon the conversion of $540,000 of principal and $43,434 of accrued interest outstanding on the 2025 Notes.

 

During the six months ended June 30, 2026, the Company issued 375,594 shares of Series D-1 Convertible Preferred Stock upon the conversion of $995,000 of principal and $79,935 of accrued interest outstanding on the 2025 Notes.

 

During the three months ended June 30, 2026, the Company issued 189,554 shares of Series D-1 Convertible Preferred Stock for accrued directors’ fees of $542,501 at a stock price of $2.862.

 

Preferred Shares

 

On January 30, 2026, the Company filed amendments with the State of Delaware extending the automatic conversion date of its Series D and Series D-1 Preferred Stock to December 31, 2028.

 

See Note 15 for details on issuances of Series D-1 Preferred Stock subsequent to June 30, 2026.

 

 

Stock Options

 

On April 1, 2025, the Company granted 5-year options for purchase of 120,000 options per quarter, and issued on the first day of the quarter, totaling to 480,000 throughout the term, at an exercise price of $0.30 per share to a consultant (the “Consultant Options”). These options are fully vested on the date of grant.

 

The grant date value of the stock options was calculated using the Black Scholes valuation model with the following assumptions:

 

     
Risk free interest rate   3.86%
Expected term (years)   2.5 
Expected volatility   90%
Expected dividends   0.00%

 

No stock options were exercised during the three and six months ended June 30, 2026 or the three and six months ended June 30, 2025.

 

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

 

   Shares   Weighted Average Exercise
Price		   Weighted Average Remaining
Life
in Years		 
             
Options outstanding at January 1, 2026   50,683,344   $0.2863    8.8 
Granted   120,000   $0.3000    4.5 
Options outstanding at June 30, 2026   50,803,344   $0.2863    8.3 
Options exercisable at June 30, 2026   34,547,368   $0.2864    8.3 

 

The following table summarizes information about outstanding and exercisable options at June 30, 2026:

 

Options Outstanding   Options Exercisable 
    Outstanding   Weighted Average   Exercisable 
    Number of   Remaining Life   Number of 
Exercise Price   Options   In Years   Options 
              
$0.2862    814,681    3.7    543,124 
$0.2862    49,503,421    8.7    33,519,002 
$0.2862    5,242    4.5    5,242 
$0.3000    480,000    4.0    480,000 
      50,803,344    8.3    34,547,368 

 

During the three months ended June 30, 2026 and 2025, the Company recognized stock-based compensation expense of $305,944 and $322,070, respectively, in connection with the amortization of stock options, of which $13,490 and $13,490, respectively, is included in research and development expense and $292,454 and $308,580, respectively, is included in general and administrative expense.

 

During the six months ended June 30, 2026 and 2025, the Company recognized stock-based compensation expense of $611,995 and $637,170, respectively, in connection with the amortization of stock options, of which $26,832 is included in research and development expense for both years and $585,163 and $610,338, respectively, is included in general and administrative expense.

 

As of June 30, 2026, there was $618,613 of unrecognized stock-based compensation related to the above stock options, which will be recognized over the weighted average remaining vesting period of 5.1 months.