v3.26.3
ELOC and ATM programs
9 Months Ended
Sep. 30, 2026
Program Rights Obligations [Abstract]  
ELOC and ATM programs

13. ELOC and ATM programs

Equity line of credit (ELOC)

On August 4, 2026, we entered into a purchase agreement with Lincoln Park to establish an ELOC. Pursuant to the ELOC, we have the right, but not the obligation, in our sole discretion to direct Lincoln Park to purchase shares of our common stock from time to time over a period of up to 24 months for aggregate gross proceeds of up to $20.0 million, subject to the terms, conditions and limitations set forth in the purchase agreement. Lincoln Park has no right to require us to sell any shares but is obligated to make purchases of our common stock as directed by us. As consideration for Lincoln Park's commitment to purchase shares, we issued to Lincoln Park 60,145 fully earned shares of our common stock at no cost (the "Commitment Shares").

The purchase price per share we receive will generally be equal to 97% of the lower of (i) the lowest sale price of our common stock on the applicable purchase date and (ii) the average of the three lowest closing sale prices of our common stock during the ten consecutive business days immediately preceding the applicable purchase date. Pursuant to the terms of the ELOC, purchases of our common stock may be effected as frequently as each business day, subject to certain limitations on the number of shares to be purchased, providing the closing price of our common stock on Nasdaq is not less than $1.00 per share We are currently limited to being able to sell up to 3,290,604 shares of our common stock (or approximately 19.99% of our outstanding shares immediately prior to entering into the ELOC), unless stockholder approval is obtained to exceed that amount, as required by Nasdaq listing rules.

We determined the ELOC is an equity-linked arrangement that provides us with the ability to issue shares of our common stock in the future at our option. As the ELOC does not require net cash settlement, we account for the proceeds received from sales of our common stock as equity issuances based on the value of the proceeds received. The fair value of the Commitment Shares issued to Lincoln Park to establish the ELOC have been reflected as a deferred stock issuance cost which is being amortized to additional paid-in-capital in a ratio equal to the amount of proceeds received from the individual sales of our common stock divided by the $20.0 million original available capacity.

Through September 30, 2026, we sold 859,190 shares of common stock under the ELOC receiving proceeds of approximately $1.9 million. We are utilizing the net proceeds received from sales of our common stock for general corporate purposes, including working capital and operating expenses.

ATM program

On May 16, 2025, we filed an amendment to replace an existing Form S-3 shelf registration statement relating to (a) the issuance and sale from time to time in one or more transactions, of up to $65 million in aggregate of our common stock, preferred stock, debt securities and warrants and (b) an at the market ("ATM") offering prospectus covering the offering, issuance and sale of up to a maximum aggregate offering price of approximately $13.75 million of our common stock that may be sold under our ATM program.

On May 1, 2025, we entered into a sale agreement with H.C. Wainwright & Co. LLC (the "Sale Agreement") relating to the sale from time to time of shares of our common stock in accordance with the terms of the Sale Agreement having an aggregate offering price that does not exceed the number or dollar amount of shares of common stock that we may register from time to time for the ATM program, or approximately $13.75 million.

Sales of newly issued shares of our common stock under the ATM program were as follows:

 

 

Nine months ended September 30, 2026

 

 

Nine months ended September 30, 2025

 

 

 

Number of shares

 

 

Amount ($000's)

 

 

Number of shares

 

 

Amount ($000's)

 

Sales of newly issued shares of common stock

 

 

350,152

 

 

$

1,472

 

 

 

—

 

 

$

—

 

Less: fees incurred

 

 

—

 

 

 

(39

)

 

 

—

 

 

 

—

 

Total

 

 

350,152

 

 

$

1,433

 

 

 

—

 

 

$

—

 

We utilized the net proceeds received from offerings under the ATM program for general corporate purposes, including working capital and operating expenses.

At September 30, 2026, approximately $7.6 million remained available for sale under the existing Sale Agreement and prospectus for the ATM program, however, we have no current plans to continue to utilize the capacity remaining available under the ATM program.

There can be no assurance regarding the price at which we will be able to sell shares of our common stock in the future, whether under the ELOC or other securities offerings, and any sales of our common stock may be at prices that result in additional dilution to our existing stockholders