v3.26.1
Common Stock Warrants
6 Months Ended
Jun. 30, 2026
Common Stock Warrants [Abstract]  
Common Stock Warrants

Note 8 — Common Stock Warrants

 

As of June 30, 2026, the Company had five classes of warrants totaling 20,870,083, consisting of 9,487,500 Public Warrants, 7,347,500 Private Placement Warrants, 569,250 Representative’s Warrants, 132,500 HCW Warrants and 3,333,333 Ascent Warrants. Each Public Warrant, Private Placement Warrant, Representative’s Warrant and HCW Warrant is exercisable into 1/7,500 of a share, as affected by the Reverse Stock Splits, but only whole shares of common stock can be issued. Each Ascent Warrant is exercisable into 1/100 of a share, as affected by the July and August Reverse Stock Splits.

 

    Exercise price     Expiration date   Number of shares underlying warrants  
Public Warrants   $ 86,250.00     7/11/2030     1,265  
Private Placement Warrants   $ 86,250.00     7/11/2030     980  
Representative’s Warrants   $ 86,250.00     7/11/2030     75  
HCW Warrants   $ 75.00     7/11/2030     17  
Ascent Warrants   $ 50.00     4/20/2031     33,333  
                  35,670  

 

The Ascent Warrants were issued on April 2, 2026 and subsequently modified on April 20, 2026 and April 29, 2026. The Ascent Warrants were liability-classified as of April 2, 2026 and April 20, 2026 as it was determined that these warrants were not indexed to their own stock. The April 29, 2026 amendment resulted in the Ascent Warrants becoming equity-classified. The fair value of the Ascent Warrants was calculated under the Black-Scholes option pricing model using the following key inputs, as affected by the July and August Reverse Stock Splits, during the three and six months ended June 30, 2026:

 

Input      
Risk-free interest rate     3.86% - 4.05 %
Expected term (years)     5.0  
Expected volatility     267.14 %
Exercise price   $ 50.00  
Fair value of Common stock   $ 53.97 - $75.64  

 

On April 20, 2026, the Ascent Warrants were modified in which the number of shares issuable under the Ascent Warrants were increased from 11,111 shares to 33,333 shares as part of a side letter agreement - see Note 5 for further information. The April 20 modification resulted in an increase in fair value of the Ascent Warrants, from $0.8 million to $2.2 million, was recognized under financing costs on the condensed consolidated statements of operations during the three and six months ended June 30, 2026. The total financing costs recognized in connection with the Ascent Warrants during the three and six months ended June 30, 2026 was $2.2 million, representing issuance costs associated with the April 2026 Ascent PIPE Notes.

 

On April 29, 2026, the Ascent Warrants were modified to remove a cash settlement feature, which resulted in the modified Ascent Warrant meeting all of the criteria for equity classification. The Company recognized a gain of $0.4 million for the change in fair value of the Ascent Warrant liability, prior to reclassifying the warrant liability to additional paid-in capital.

 

As of December 31, 2025, the Company had four classes of warrants totaling 17,536,750, consisting of 9,487,500 Public Warrants, 7,347,500 Private Placement Warrants, 569,250 Representative’s Warrants, and 132,500 HCW Warrants. Each warrant is exercisable into 1/7,500 of a share, as affected by the Reverse Stock Splits, but only whole shares of common stock can be issued.

 

    Exercise price     Expiration date   Number of shares underlying warrants  
Public Warrants   $ 86,250.00     7/11/2030     1,265  
Private Placement Warrants   $ 86,250.00     7/11/2030     980  
Representative’s Warrants   $ 86,250.00     7/11/2030     75  
HCW Warrants   $ 75.00     7/11/2030     17  
                  2,337