Quarterly report [Sections 13 or 15(d)]

Common Stock and Warrants

v3.26.1
Common Stock and Warrants
3 Months Ended
Mar. 31, 2026
Equity [Abstract]  
Common Stock and Warrants

5. Common Stock and Warrants

 

As of March 31, 2026, the Company has authorized 100,000,000 shares of common stock, $0.001 par value per share. The Company had 13,787,000 and 13,784,000 shares issued and outstanding as of March 31, 2026 and December 31, 2025.

 

The holders of common stock are entitled to one vote for each share of common stock held.

 

On September 12, 2025, the Company, entered into a securities purchase agreement with certain accredited investors, pursuant to which the Company sold to the investors (i) in a registered direct offering, an aggregate of 2,764,710 shares of the Company’s common stock, at a price of $1.70 per share and (ii) in a concurrent private placement, warrants to purchase up to an aggregate of 5,529,420 shares of common stock (“the Investor Warrants”), at an initial exercise price of $1.50 per share. The Investor Warrants are exercisable upon issuance and will expire on September 27, 2027. Wainwright acted as the Company’s placement agent in connection with this offering. The Company paid Wainwright consideration consisting of (i) a cash fee equal to 7.0% of the aggregate gross proceeds in the offering, (ii) a management fee equal to 1.0% of the aggregate gross proceeds in the offering, (iii) reimbursement of certain expenses and (iv) warrants to acquire up to an aggregate of 207,353 shares of common stock (the “Placement Agent Warrants”). The Placement Agent Warrants are similar to the Investor Warrants, except that the initial exercise price of the Placement Agent Warrants is $2.125 per share. The Company received net proceeds of $4,183,000 from the sale of its common shares and warrants in the direct offering.

 

Warrant Activity Table:

 

    Total
Options
Outstanding
    Weighted
Average
Exercise
Price
    Aggregate
Intrinsic
Value
 
Balance at December 31, 2025     7,222,821     $ 1.46     $     -  
Granted     -       -       -  
Exercised     -       -       -  
Forfeited     -       -       -  
Outstanding at March 31, 2026     7,222,821     $ 1.46     $ -