Quarterly report [Sections 13 or 15(d)]

Stockholders??? Equity

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Stockholders’ Equity
6 Months Ended
Jun. 30, 2025
Equity [Abstract]  
Stockholders’ Equity

6. Stockholders’ Equity

 

As of June 30, 2025, 893,181 shares of the 908,362 shares of the common stock grant, which includes an additional grant of 120 shares issued during the vesting period due to rounding up of fractional shares, had vested at approximately $2,009,657 value and 15,181 shares remain unvested and unrecognized at approximately $34,157 value. There were no shares vested during the six months ended June 30, 2025 and 2024.

 

On January 23, 2022, November 30, 2022, November 17, 2023, March 12, 2024, and March 2, 2025, the board of directors sequentially extended the lock-up of the shares owned by the Company’s directors, officers, and existing pre-IPO investors to March 31, 2026 (approximately 66 months from date of the Company’s IPO). During this period, current officers, directors and certain shareholders will not be able to sell their shares of the Company’s common stock unless otherwise modified by the board of directors. After March 31, 2026, leak-out provisions will become effective unless otherwise modified by the board of directors.

 

Between January 1, 2025 and June 30, 2025, the Company completed At The Market (“ATM”) offerings pursuant to its ATM agreement with H. C. Wainwright, in which it issued and sold a total of 320,210 shares of its common stock at an average offering price of $9.95 per share for gross proceeds of $3,185,661 and net proceeds of $3,100,668, after deducting underwriting discounts and commissions and offering expenses borne by the Company, which totaled $84,993.

 

Between January 1, 2024 and June 30, 2024, the Company sold shares of its common stock pursuant to its ATM agreement with Jefferies, in which it issued and sold a total of 44,697 shares of its common stock at an average offering price of $14.07 per share for gross proceeds of $628,732 and net proceeds of $565,858, after deducting underwriting discounts and commissions and offering expenses borne by the Company, which totaled $62,874

 

 

Warrants

 

At June 30, 2025, outstanding warrants to purchase shares of common stock accounted for as equity were as follows with an aggregate intrinsic value as of June 30, 2025 of $37,978 based on the June 30, 2025 closing share price of $9.07:

 

Shares Underlying Outstanding Warrants     Exercise Price(1)     Expiration Date(1)  
               
  20,174     $ 7.1875       September 24, 2025  
  20,174                  

 

(1) The warrants are exercisable at any time and from time to time, in whole or in part, during a period commencing March 24, 2021 and expiring September 24, 2025. The exercise price of the warrants is $7.1875 per share or $6.9718 per share if the warrants are exercised for cash within the first six months of the period in which they are exercisable.

 

Options

 

On June 22, 2022, prior to the close of the Nasdaq market, 1,498,128 shares of common stock were granted to employees, consultants, and directors issuable upon exercise of outstanding stock options under the Company’s 2019 Equity Incentive Plan at an exercise price of $7.63 per share, which was the most recent prior closing share price on June 21, 2022. The options had a fair value on the grant date of $9,512,356, based on a risk-free rate of 3.2% and an annualized volatility of 106%. As of June 30, 2025, $7,193,716 was expensed and $2,318,640 may be expensed in the future if and as vesting occurs. As of June 30, 2024, $4,815,628 was expensed. Vesting will be based on time of service over a four year period and certain additional performance milestones for senior management, primarily related to the Phase III clinical trial.

 

On December 24, 2024, prior to the close of the Nasdaq market, 1,627,937 shares of common stock were granted to employees, consultants, and directors issuable upon exercise of outstanding stock options under the Company’s Amended 2024 Equity Incentive Plan at an exercise price of $12.16 per share, which was the most recent prior closing share price on December 23, 2024. The options had a fair value on the grant date of $16,190,565, based on a risk-free rate of 4.5% and an annualized volatility of 103%. As of June 30, 2025, $6,774,623 was expensed and $9,415,942 may be expensed in the future if and as vesting occurs. Vesting will be based on time of service over a three year period with certain additional retention milestones for senior management.

 

Private Placement

 

On June 13, 2024, prior to the close of the Nasdaq market, the Company completed a private placement offering pursuant to which it issued and sold 174,825 shares of its common stock at a price of $14.30 per share, which was the most recent prior closing share price on June 12, 2024, to Snehal Patel, the Company’s Chief Executive Officer and director, for net proceeds of $2,499,998. No investment banking fees were paid in connection with the offering. Mr. Patel agreed to a one year lock-up agreement with respect to his shares of common stock acquired in the offering.