| EQUITY |
NOTE
6 - EQUITY:
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a. |
Authorized
Capital Stock |
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As
of June 30, 2026, the Company had 255,000,000 authorized shares of capital stock, par value $0.0001 per share, of which 250,000,000
are shares of common stock and 5,000,000 are shares of “blank check” preferred stock. |
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b. |
Preferred
Stock |
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As
of June 30, 2026, there were 1,718 shares of Series C preferred stock outstanding, convertible into an aggregate of 7,952 shares of the
Company’s common stock, with a total stated value of $10,997. |
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c. |
Pre-Funded
Warrants |
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As
of June 30, 2026, there are 43,092,107 outstanding pre-funded warrants. |
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d. |
Warrants |
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As
of June 30, 2026, the Company has outstanding warrants to purchase an aggregate of 25,828,164 shares of common stock as follows: |
SCHEDULE OF ISSUANCE OF WARRANTS TO PURCHASE COMMON STOCK
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Number of underlying Common stock | | |
Exercise price | | |
Expiration date |
| Series J Warrants | |
| 12,914,086 | | |
| 1.3827 | | |
* |
| Series K Warrants | |
| 12,914,078 | | |
| 1.3827 | | |
* |
| Total Warrants | |
| 25,828,164 | | |
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* |
The
Series J Warrants and Series K Warrants have a term of the earlier of (i) May 15, 2028 and (ii) (A) in the case of the Series J Warrants,
20 trading days following the Company’s announcement of receipt of FDA approval for the SwitchGuard and CGuard Prime 80 cm and
(B) in the case of the Series K Warrants, 20 trading days following the end of the fourth fiscal quarter after the fiscal quarter in
which the first commercial sales of CGuard Prime in the U.S. begins. Following the commencement of the first commercial sales of CGuard
Prime in the United States, which occurred during the third fiscal quarter of 2025 in July 2025, the Series K Warrants are scheduled
to expire twenty (20) trading days after the end of the fourth fiscal quarter thereafter, which is October 28, 2026. |
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During
the six months ended June 30, 2026, a total of 1,092,344 Series G warrants expired unexercised. |
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e. |
Share-Based
Compensation |
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During
the six months ended June 30, 2026, the Company granted 3,725,216 restricted shares of the Company’s common stock to employees
and directors. The shares granted to employees are subject to a three-year vesting period, with one-third of such awards vesting
each year, subject to continued service. The shares granted to directors are subject to a one-year vesting period, subject to continued
service. |
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The
fair value of the above restricted shares was approximately $5.8 million. |
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During
the six months ended June 30, 2026, the Company granted 1,114,792 restricted stock units convertible into shares of the Company’s
common stock to the Company’s chief executive officer. The restricted stock units are subject to a three-year vesting period, with
one-third of such awards vesting each year, subject to continued service. |
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The
fair value of the above restricted stock units was approximately $1.8 million |
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