Stockholders’ Equity | 10. Stockholders’ Equity Capital Stock At December 31, 2022, the Company’s authorized capital stock consisted of 65,000,000 21,667,250 2,500,000 1,850,000 1,120,873 On May 16, 2022, the Company designated 1,850,000 The Series A Preferred Stock is non-voting, and each share is convertible at the option of the holder, subject to certain limitations, into 10 shares of common stock. In the event of any voluntary or involuntary liquidation, dissolution or winding up of the Company, or in the event of a Deemed Liquidation Event (as defined in the Certificate of Designations of Preferences, Rights and Limitations of Series A Convertible Preferred Stock), the holders of Series A Preferred Stock are entitled to be paid from assets of the Company available for distribution to its stockholders, before any payment is made to the holders of common stock by reason of their ownership thereof, an amount per share equal to the greater of (i) the original issue price ($ 5.75 On March 31, 2023, one of the Company’s preferred shareholders elected to convert 25,000 250,000 5.75 On June 29, 2023, one of the Company’s preferred shareholders elected to convert 10,000 100,000 5.75 On September 21, 2023, one of the Company’s preferred shareholders elected to convert 25,000 250,000 5.75 On October 16, 2023, one of the Company’s preferred shareholders elected to convert 181,739 1,817,390 5.75 On December 12, 2023, one of the Company’s preferred shareholders elected to convert 25,000 250,000 5.75 At December 31, 2023, the Company’s authorized capital stock consisted of 65,000,000 25,506,012 2,500,000 1,850,000 854,134 no Sale and Issuance of Stock On February 4, 2022, the Company entered into an Open Market Sale Agreement SM 50,000,000 3.0 500,000 10.35 5.2 0.4 On December 9, 2022, the Company issued 6,182,574 1,120,873 6,956,450 5.75 40 100 4.3 On December 1, 2023, pursuant to an Open Market Sale Agreement SM 1,034,500 14.50 15 0.6 Pre-Funded Warrants On October 18, 2023, the Company entered into a securities purchase agreement (the “Securities Purchase Agreement”) with certain investors (the “Investors”) pursuant to which the Company agreed to sell to the Investors in a private placement pre-funded warrants to purchase up to 5,747,787 0.001 8.699 0.001 The closing of the Private Placement occurred on October 20, 2023, and resulted in gross proceeds to the Company of approximately $ 50 0.1 Each Warrant is immediately exercisable and will not expire. Under the terms of the Warrants, the Company may not effect the exercise of any such Warrant, and a holder will not be entitled to exercise any portion of any Warrant, if, upon giving effect to such exercise, the aggregate number of shares of Common Stock beneficially owned by the holder (together with its affiliates, other persons acting or who could be deemed to be acting as a group together with the holder or any of the holder’s affiliates, and any other persons whose beneficial ownership of Common Stock would or could be aggregated with the holder’s or any of the holder’s affiliates for purposes of Section 13(d) or Section 16 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) would exceed 4.99% of the number of shares of Common Stock outstanding immediately after giving effect to the exercise, as such percentage ownership is calculated in accordance with Section 13(d) of the Exchange Act and the applicable regulations of the Securities and Exchange Commission (the “Maximum Percentage”). A holder may reset the Maximum Percentage to a higher percentage (not to exceed 19.99%), effective 61 days after written notice to the Company, or a lower percentage, effective immediately upon written notice to the Company. Any such increase or decrease will apply only to that holder and not to any other holder of Warrants. The Securities Purchase Agreement contains customary representations, warranties and agreements by the Company, customary conditions to closing, indemnification obligations of the Company, other obligations of the parties and termination provisions. Warrants Schedule of Warrants At December 31, 2023: Issue Date Expiration Date # of Warrants Outstanding Exercise Price Offering 1/21/2016 1/14/2026 33,719 $ 7.56 private placement offering - issued to placement agent 5/2/2016 5/2/2026 21,530 $ 7.56 private placement offering - issued to placement agent 4/28/2017 4/28/2027 33,250 $ 8.42 private placement offering - issued to placement agent 5/17/2017 5/17/2027 15,365 $ 8.42 private placement offering - issued to placement agent 9/22/2017 9/22/2024 107,377 $ 9.50 purchasers of convertible notes 9/22/2017 9/19/2025 70,000 $ 10.45 IPO - issued to underwriter 4/8/2021 4/8/2031 26,042 $ 14.40 debt financing - issued to lender 12/9/2022 see below 6,956,450 $ 8.05 securities purchase agreement - issued to institutional and other accredited investors 10/18/2023 see above 5,747,787 $ 0.001 private placement offering - issued to investors Total Warrants Outstanding 13,011,520 On December 9, 2022, in connection with entering into a securities purchase agreement on May 15, 2022, the Company issued warrants to certain institutional and other accredited investors to purchase 6,956,450 8.05 21.8 On September 13, 2022, the Company entered into a First Amendment to Representative’s Warrant (the “Warrant Amendment”) with Craig-Hallum Capital Group LLC (“Craig-Hallum”), amending the terms of that certain Representative’s Warrant, dated September 22, 2017 (the “Representative’s Warrant”) issued by the Company to Craig-Hallum in connection with the Company’s initial public offering. Under the terms of the Warrant Amendment, (i) the number of shares of the Company’s common stock issuable upon exercise of the Representative’s Warrant was reduced from 138,000 70,000 September 19, 2025 271,988 At December 31, 2023 and 2022, the Company had warrants to purchase 13,011,520 7,266,102 4.53 8.12 2,369 zero |