10. Warrant Liability

At the Merger closing, the Company assumed 515,000 private placement warrants and 16,184,612 public warrants.  On June 3, 2024, the Company reduced the exercise price of such warrants from $11.50 per share to an exercise price of $7.80 per share. On November 20, 2024, the Company further reduced the exercise price of the outstanding public warrants and private warrants to an exercise price of $4.50 per share.  The purpose of this reduced exercise price was to potentially raise proceeds received from the exercise of such warrants, if any, for working capital and general corporate purposes. Details on the warrant liability were disclosed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 and filed with the SEC on February 17, 2026. The public warrants will expire on December 21, 2028.

As of September 30, 2026 and December 31, 2025, the Private and Public Warrants had an aggregate fair value of $5,831,002 and $13,328,006, respectively. The Company recorded a gain of $6,830,603 and $5,331,239 due to change in the fair value of the warrant liability during the three months ended September 30, 2026 and 2025, respectively. The Company recorded a gain of $7,497,004 and 6,358,238 due to change in the fair value of the warrant liability during the nine months ended September 30, 2026 and 2025, respectively.   

The following table is a summary of the number of shares of the Company’s common stock issuable upon exercise of the public and private warrants outstanding as of September 30, 2026 and December 31, 2025, respectively: 

See Note 12 – Fair Value Measurements for more information.