Net Loss Per Share

9 Months Ended

Sep. 30, 2026

The Company had two classes of stock outstanding during the three and nine months ended September 30, 2026 and September 30, 2025, common stock and preferred stock. The Company computes net loss per share using the two-class method, as the Series C Preferred Stock and Series C-1 Preferred Stock participate in distributions with the Company’s common stock. The two-class method of computing net loss per share is an earnings allocation formula that determines net loss for common stock and any participating securities according to dividends declared and participation rights in undistributed earnings. As the Company is in a net loss position for the three and nine months ended September 30, 2026 and September 30, 2025, the two-class method of calculating net loss per share results in no allocation of undistributed losses to participating securities. The weighted average number of common shares outstanding as of September 30, 2026 includes the weighted average effect of pre-funded warrants, the exercise of which requires nominal consideration for the delivery of the shares of common stock.

Basic net loss per share for common stock is computed by dividing the sum of distributed and undistributed earnings by the weighted average number of shares outstanding for the period.

Diluted net loss per share includes the potential dilutive effect of common stock equivalents as if such securities were converted or exercised during the period, when the effect is dilutive. Common stock equivalents include: (i) outstanding stock options and restricted stock units which are included under the “treasury stock method” when dilutive; and (ii) common stock to be issued upon the exercise of outstanding warrants, which are included under the “treasury stock method” when dilutive, and (iii) preferred stock under the if-converted method. While the impact of these items is generally anti-dilutive during periods of net loss, the Company will determine whether the common stock equivalents should be included in diluted loss per share pursuant to sequencing rules.

The following tables set forth the computation of basic and diluted net loss per share of common stock for the three and nine months ended September 30, 2026 and September 30, 2025 (in thousands, except share and per share amounts):


	Common stock
	Three Months Ended September 30,
	2026		2025


Net loss	$	(18,945)	$	(30,625)


Weighted average shares(2)	55,060,404		14,000,451
Basic and diluted net loss per share	$	(0.34)	$	(2.19)


	Common stock
	Nine Months Ended September 30,
	2026		2025


Net loss	$	(74,933)	$	(64,539)


Weighted average shares(2)	39,717,826		11,795,810
Basic and diluted net loss per share	$	(1.89)	$	(5.47)

The following outstanding securities have been excluded from the computation of diluted weighted shares outstanding for the three and nine months ended September 30, 2026 and 2025, as they could have been anti-dilutive:


	Three and Nine Months Ended
	September 30,
	2026	2025
Stock options	5,370,475	4,138,621
Warrants on common stock(2)	148	148
Series C Preferred Stock (as-convertible to common stock)(1)	3,359,379	19,363,974
Series C-1 Preferred Stock (as-convertible to common stock)(1)	4,294,675	—
Restricted Stock Units	183,869	421,397
Performance Stock Units	295,500	492,500

(1) Each share of the Company’s Series C and Series C-1 Preferred Stock is convertible into 1,000 shares of common stock, subject to certain beneficial ownership limitations.

(2) The weighted average number of common shares outstanding includes the weighted average outstanding pre-funded warrants for the three and nine months ended September 30, 2026 because their exercise price was nominal. There were no pre-funded warrants outstanding as of September 30, 2025.

Subsequent to September 30, 2026, an aggregate of 2,500 shares of Series C-1 Preferred Stock were converted to 2,500,000 shares of common stock and 1,400,000 pre-funded warrants were exercised for 1,400,000 shares of common stock.