v3.26.3
Stockholders' Deficit
 9 Months Ended
Sep. 30, 2026
Stockholders' Deficit  
Stockholders' Deficit

12. Stockholders’ Deficit

Common Stock

During the nine months ended September 30, 2026, the Company received $3.0 million from the issuance of 12.9 million shares of common stock.

Stock Purchase Warrants

The following is a summary of warrant activity for the nine months ended September 30, 2026 (dollars in thousands, except per share data):

​

​

​

​

​

​

​

​

​

​

  ​ ​ ​

Number of

  ​ ​ ​

Weighted Average

  ​ ​ ​

Remaining

​

​

Warrants

​

Exercise Price

​

Contractual Term

Outstanding as of January 1, 2026

 

92,891

​

$

0.27

 

2.4

Granted

​

9,700

​

​

0.21

​

2.8

Warrants exercised for cash

 

(107)

​

 

0.27

 

—

Cashless exercise

 

(643)

​

 

0.22

 

—

Warrants expired and cancellation

 

(1,222)

​

 

0.68

 

—

Outstanding as of September 30, 2026 (1)

 

100,619

​

$

0.26

 

2.1

(1)At September 30, 2026, of the approximately 100.6 million total outstanding warrants listed above, approximately 90 million warrants were under Blocker Letter Agreements or suspension agreements.

Warrant Granted

As described in Note 8, on July 29, 2026, the Company entered into a $4.9 million convertible promissory note financing with an institutional investor. In connection with the issuance of the July Convertible Note, the Company also issued the investor a warrant to purchase up to 9,700,000 shares of the Company’s Common Stock (the “Warrant Shares”) at an exercise price of $0.205 per share (the “Warrants”). The Warrants became exercisable immediately upon issuance and remain exercisable through July 29, 2029. The warrants are qualified for equity classification under ASC 815-40. The fair value of the Warrants was approximately $0.8 million using the inputs below, which was recognized as a loss from an issuance of debt.

​

​

​

​

​

​

​

  ​ ​ ​

July 29, 2026

 

Exercise price

​

$

0.21

​

Expected term (in years)

​

 

3.0

​

Volatility

​

 

79

%

Risk-free interest rate

​

 

4.3

%

Dividend yield

​

 

0

%

​

Warrant Modifications

During the nine months ended September 30, 2026, the Company amended certain warrants whereby the maturity dates were extended for an additional 3-6 months. The fair value of these modifications was calculated using the Black-Scholes-Merton option pricing model based on the following weighted average assumptions:

​

​

​

​

​

​

​

​

​

​

  ​ ​ ​

Post-modification

  ​ ​ ​

Pre-modification

​

Exercise price

​

$

0.28

​

$

0.28

​

Expected term (in years)

​

 

3.2

​

 

3.0

​

Volatility

​

 

78

%  

 

77

%

Risk-free interest rate

​

 

4.2

%  

 

4.2

%

Dividend yield

​

 

0

%  

 

0

%

​

The incremental fair value attributable to the modified warrants compared to the original warrants immediately prior to the modification was calculated to be $0.9 million, which was treated as a deemed dividend and is reflected as “Deemed dividend related to warrant modifications” in the accompanying condensed consolidated statement of operations and comprehensive loss.