v3.26.1
NET LOSS PER SHARE
6 Months Ended
Jun. 30, 2026
Earnings Per Share [Abstract]  
NET LOSS PER SHARE

NOTE 16. NET LOSS PER SHARE

The details of our net loss attributable to common stockholders, basic and diluted EPS are set forth below:

 

 

Three months ended June 30,

 

 

Six months ended June 30,

 

 

 

2026

 

 

2025

 

 

2026

 

 

2025

 

Numerator:

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

$

(6,475,862

)

 

$

(12,224,975

)

 

$

(6,935,760

)

 

$

(28,836,400

)

Deemed dividend in connection with extinguishment of preferred stock through issuance of warrants

 

 

(1,573,312

)

 

 

 

 

 

(2,047,370

)

 

 

 

Reclassification of convertible preferred stock from mezzanine equity to liability

 

 

 

 

 

 

 

 

 

 

 

10,398,050

 

Deemed dividend in connection with modification of pre-funded warrants

 

 

 

 

 

 

 

 

 

 

 

(3,076,380

)

  Net loss attributable to common stockholders

 

$

(8,049,174

)

 

$

(12,224,975

)

 

$

(8,983,130

)

 

$

(21,514,730

)

Denominator:

 

 

 

 

 

 

 

 

 

 

 

 

  Weighted-average shares outstanding — basic and diluted

 

 

199,852,017

 

 

 

13,283,472

 

 

 

159,264,585

 

 

 

9,974,164

 

Net loss per share — basic and diluted

 

$

(0.04

)

 

$

(0.92

)

 

$

(0.06

)

 

$

(2.16

)

 

For additional information regarding the adjustments to arrive at net loss attributable to common stockholders, see Notes 11 and 12.

Pre-funded warrants are included in basic and diluted weighted-average shares outstanding as they are exercisable for nominal consideration and are considered outstanding Common Stock equivalents. Contingently issuable shares are included in basic and diluted EPS only when all specified contingencies other than time have been satisfied. Shares issuable in connection with the SEPA are excluded from basic EPS because issuances are contingent on meeting price thresholds, volume limitations, and regulatory caps. As those contingencies were not satisfied as of June 30, 2026, no shares issuable under the SEPA were included in the denominator of basic EPS for the three months ended June 30, 2026.

Diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue Common Stock were exercised, vested, or converted into Common Stock, and is computed by dividing net income (loss) available to common stockholders by the weighted-average number of shares of Common Stock outstanding during the period, adjusted for the effect of potentially dilutive shares of Common Stock using the treasury stock or if-converted methods, as applicable. Diluted EPS for the three months ended June 30, 2026 and 2025 excludes potentially dilutive securities from the computation because the effect of their inclusion would have been anti-dilutive or would have decreased the reported loss per share.

Basic and diluted EPS presented for the six months ended June 30, 2026 includes 10,359,696 shares of Common Stock that the Company was required to issue but had not yet issued as of June 30, 2026.

The following securities were outstanding during the period but were not included in the computation of diluted EPS because their effect would have been anti-dilutive:

 

 

Three and Six Months Ended

 

 

 

2026

 

 

2025

 

December 2025 YA Warrants

 

 

30,060,123

 

 

 

 

February 2026 Offering Common Warrants

 

 

32,792,859

 

 

 

 

February 2026 Offering Placement Agent Warrants

 

 

437,239

 

 

 

 

2025 Offering Placement Agent Warrants

 

 

673,617

 

 

 

 

Junior Note Warrants

 

 

172,209

 

 

 

172,209

 

Public Warrants

 

 

83,722

 

 

 

83,722

 

June 2023 Senior Note Warrants

 

 

67,177

 

 

 

67,177

 

August 2024 Warrants Issued with Junior Notes

 

 

3,987

 

 

 

3,987

 

If-converted Common Stock from convertible notes

 

 

22,086,794

 

 

 

4,668,912

 

Stock options outstanding

 

 

49,781

 

 

 

27,157

 

Orbit Settlement Shares

 

 

10,020,040

 

 

 

 

If-converted Common Stock from Series A Preferred Stock(1)

 

 

10,081

 

 

 

21,933

 

Unvested restricted stock units

 

 

 

 

 

485

 

Total

 

 

96,457,629

 

 

 

5,045,581

 

 

(1)
Assumed that all shares of Series A Preferred Stock were converted into Common Stock at a conversion rate equal to $0.05 divided by $5.00, representing the maximum number of shares issuable to holders of Series A Preferred Stock.