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

NOTE 11 – STOCKHOLDERS’ EQUITY

 

Preferred Stock

 

Pursuant to the Company’s Articles of Incorporation, the Company’s Board of Directors is empowered, without stockholder approval, to issue series of preferred stock with any designations, rights and preferences as they may from time to time determine. The rights and preferences of this preferred stock may be superior to the rights and preferences of the Company’s common stock; consequently, preferred stock, if issued could have dividend, liquidation, conversion, voting or other rights that could adversely affect the voting power or other rights of the common stock. Additionally, preferred stock, if issued, could be utilized, under special circumstances, as a method of discouraging, delaying or preventing a change in control of the Company’s business or a takeover from a third party.

 

Common Stock

 

On March 17, 2025, the Company entered into a purchase agreement with an institutional investor to sell up to $30,000,000 of common stock over a 36-month period. This purchase agreement was terminated on December 15, 2025. As of the termination date, pursuant to the purchase agreement, the Company had received $3,646,655 under this agreement.  

 

On December 17, 2025, the Company closed an offering with an investment bank to sell 11,666,667 shares of its common stock. Pursuant to the underwriting agreement, the Company granted the investment bank an option to purchase from us up to 1,750,000 additional shares of common stock for the purpose of covering over-allotments, if any. On January 8, 2026, the Company closed on the investment bank’s exercise of the option, and issued an additional 1,750,000 shares of its common stock. Pursuant to the underwriting agreement for the offering, the Company agreed to issue to the underwriter warrants to purchase up to 350,000 shares of common stock, or three percent (3%) of the total number of shares of common stock sold in the offering, as well as additional underwriter warrants to purchase up to an aggregate of 52,500 shares of common stock in connection with the exercise of the over-allotment option by the underwriter.

 

On December 17, 2025 and January 8, 2026, the Company sold 11,666,667 shares under this agreement for net proceeds of $32,825,700 and 1,750,000 shares for net proceeds of $4,930,928, respectively, after deducting underwriting discounts and commissions and other offering expenses payable by the Company. The underwriter warrants were immediately exercisable at an exercise price of $3.45 per share during the five-year period following the date of the underwriting agreement. On April 14, 2026, all 402,500 underwriter warrants were exercised for net proceeds of $1,362,932 and no underwriter warrants were outstanding thereafter.

 

On December 9, 2022, the Company entered into a sales agreement with an investment banking company. In accordance with the terms of this sales agreement, the Company had the ability to offer and sell up to $35,000,000 shares of its common stock from time to time through or to the investment banking company, as sales agent or principal. On April 20, 2026, the Company entered into an amendment to the sales agreement to increase the amount to $51,404,500. Sales of shares of the Company’s common stock, if any, were to be made by any method deemed to be an “at-the-market offering”. The sales agent was entitled to compensation under the terms of the sales agreement at a commission rate of up to 3% of the gross proceeds of the sales price of common stock that they sell.

 

During the three-month period ended June 30, 2026, pursuant to the sales agreement, the investment banking company sold 1,794,185 shares of the Company’s common stock for net proceeds of $21,339,571 after the payment of the investment banking company’s commissions and underwriting expenses in the amounts of $491,451 and $18,139, respectively. During the three-month period ended June 30, 2025, pursuant to the sales agreement, the investment banking company sold 318,411 shares of the Company’s common stock for net proceeds of $390,813, net of a payment of commissions in the amount of $12,088 to the investment banking company. During the six-month period ended June 30, 2026, pursuant to the sales agreement, the investment banking company sold 2,623,926 shares of the Company’s common stock for net proceeds of $27,883,978, after payment of the investment banking company’s commissions and underwriting expenses in the amounts of $695,053 and $56,861, respectively. During the six-month period ended June 30, 2025, pursuant to the sales agreement, the investment banking company sold 368,411 shares of the Company’s common stock for net proceeds of $507,248, net of a payment of commissions in the amount of $15,689 to the investment banking company.