Stockholders’ Deficit | 7. Stockholders’ Deficit 2024 events On May 2, 2024, the Company entered into a ChEF Purchase Agreement (the “Purchase Agreement”) and a Registration Rights Agreement (the “Registration Rights Agreement”), each with Chardan Capital Markets LLC (“Chardan”) related to a “ChEF,” Chardan’s committed equity facility (the “Facility”). Pursuant to the Purchase Agreement, the Company has the right from time to time at its option to sell to Chardan up to the lesser of (i) $ 25.0 77,771 19.99 25.0 4 4,706 0.1 0.4 On October 26, 2023, the Company closed a public offering of common stock and certain warrants through Chardan Capital Markets, LLC and Ladenburg Thalmann & Co. Inc. as underwriters, for net proceeds of $ 3.9 163,281 192,187 710,931 12.80 12.7992 12.80 five years 9.60 0.0001 10,664 16.00 five years Sonnet BioTherapeutics Holdings, Inc. Notes to Consolidated Financial Statements 2023 events The Company entered into an At-the-Market Sales Agreement with BTIG, LLC (“BTIG”) on August 15, 2022 (the “2022 Sales Agreement”). Pursuant to the 2022 Sales Agreement, the Company could offer and sell, from time to time, through BTIG, as sales agent and/or principal, shares of its common stock having an aggregate offering price of up to $ 25.0 7.8 September 30 17,087 5.7 5.5 On February 10, 2023, the Company closed a public offering of common stock and certain warrants through Chardan Capital Markets, LLC and EF Hutton, division of Benchmark Investments LLC as underwriters, for gross proceeds of $ 15.0 13.6 66,277 12,636 157,818 190.08 190.0624 The common stock warrants are immediately exercisable at a price of $ 190.08 five years 0.02 In addition, warrants to purchase 5,523 237.60 five years On June 30, 2023, the Company closed a registered direct offering of common stock (and common stock equivalents in lieu thereof) and a concurrent private placement of certain common stock warrants through Chardan Capital Markets, LLC as placement agent, for gross proceeds of $ 2.3 1.9 20,795 7,613 28,409 79.20 The common stock warrants were exercisable beginning December 30, 2023 at a price of $ 118.78 12.40 0.02 In addition, warrants to purchase 852 118.78 Sonnet BioTherapeutics Holdings, Inc. Notes to Consolidated Financial Statements Common stock warrants As of September 30, 2024, the following equity-classified warrants and related terms were outstanding: Schedule of Warrants Outstanding Warrants Outstanding Exercise Price Expiration Date Common stock warrants August 2021 14,031 $ 2,094.40 August 24, 2026 Underwriter warrants August 2021 284 $ 2,618 August 19, 2026 Chanticleer warrants 6 $ 144,144.00 224,224.00 April 30, 2027 December 17, 2028 Series C warrants 2,297 $ 7,860.16 October 16, 2025 Series 3 warrants 1,566 $ 717.024 August 15, 2027 Common stock warrants February 2023 33,982 $ 190.08 February 10, 2028 Underwriter warrants February 2023 1,933 $ 237.60 February 8, 2028 Common stock private placement warrants June 2023 28,409 $ 12.4000 June 21, 2029 Placement agent warrants June 2023 852 $ 118.7824 December 30, 2026 Common stock warrants October 2023 354,994 $ 9.6000 October 27, 2028 Pre-funded warrants October 2023 99,687 $ 0.0008 — Underwriter warrants October 2023 10,664 $ 16.0000 October 24, 2028 Placement agent warrants June 2024 14,142 $ 14.8800 June 19, 2029 Common stock warrants June 2024 703,125 $ 12.4000 June 21, 2029 Total 1,265,972 On June 19, 2024, the Company entered into inducement offer letter agreements with holders of certain existing warrants issued in October 2023 having an original exercise price of $ 12.80 per share to purchase up to an aggregate of 353,562 shares of the Company’s common stock at a reduced exercise price of $ 9.60 per share. The transaction closed on June 21, 2024, resulting in net proceeds of the Company of $ 2.9 million. Due to beneficial ownership limitations, 187,500 shares of common stock related to the exercise of warrants in this transaction are being held in abeyance as of September 30, 2024. Also in connection with this inducement offer, the Company (i) issued to holders who participated in the transaction new common stock warrants to purchase an aggregate of 703,125 shares of common stock, (ii) reduced the exercise price of existing warrants to purchase 354.994 shares of common stock for those holders who did not exercise warrants in the transaction from $ 12.80 per share to $ 9.60 per share for the remaining term of the warrants, and (iii) reduced the exercise price of certain existing warrants issued in June 2023 to purchase 28,409 shares of common stock from $ 118.78 per share to $ 12.40 per share and extended the expiration date of these warrants from December 30, 2026 to June 21, 2029 . The new common stock warrants are immediately exercisable at a price of $ 12.40 per share and expire five years from the date of issuance. Warrants to purchase 14,142 shares of common stock were issued to the placement agent as compensation for its services related to the offering. These common stock warrants are immediately exercisable at a price of $ 14.88 per share and expire five years from the date of issuance. The incremental fair value associated with the modification of certain existing June and October 2023 warrants to purchase common stock has been accounted for in additional paid-in capital as an equity cost because the modification was done in order to raise equity by inducing the exercise of warrants. During the year ended September 30, 2024, an aggregate of 96,090 94,288 355,937 187,500 3.0 4,302 During the year ended September 30, 2023, 126,583 64,928 During the year ended September 30, 2023, 17,249 During the year ended September 30, 2023, 33 |