Equity | Equity Reverse Stock Split On March 15, 2024, the Company’s shareholders approved an amendment to the Company’s certificate of incorporation to effect a reverse split of the Company’s outstanding stock at a ratio ranging from 5:1 to 12:1 at the sole discretion of the Board of Directors of the Company. On March 15, 2024, the Board of Directors approved a reverse split and set a reverse stock split ratio of 10:1 for the Company's outstanding share of the Company's common stock. The reverse stock split was effective on April 1, 2024. As of the effective time of the reverse split, every 10 issued and outstanding shares of the Company’s common stock was automatically reclassified into one issued and outstanding share of the Company’s common stock, with any fractional shares being rounded up to the next whole share. Proportionate adjustments were made to the number of shares of common stock underlying the Company’s outstanding equity awards, warrants, the number of shares issuable under its equity incentive plans and other existing agreements, as well as the exercise or conversion price, as applicable. Hale Warrant On April 29, 2024 (the “Issuance Date”), in consideration of the Forbearance Agreement, the Company issued to Successor Agent the Warrant to purchase an aggregate of 1,810,528 (post-reverse split) shares of the Company’s common stock at an exercise price of $2.73 per share. The Warrant is exercisable, at any time and from time to time, for 10 years following the Issuance Date. Under the terms of the Warrant, the Company has a right to force the Successor Agent to exercise the Warrant under certain Forced Exercise Conditions (as defined in the Warrant) and issue a replacement warrant, and the Successor Agent has a right to require the Company to purchase the unexercised portion of the Warrant under certain circumstances, including upon a Fundamental Transaction (as defined in the Warrant). If the Company is required to purchase the unexercised portion of the Warrant, the Company may elect to pay such repurchase price in the form of an unsecured promissory note. The Warrant provides for certain adjustments to the exercise price and the number of shares issuable upon exercise of the Warrant in certain circumstances, including a full-ratchet anti-dilution adjustment in connection with certain issuances of common stock and convertible securities by the Company below the then current exercise price of the Warrant. The Company also agreed to register for resale with the SEC the shares issuable upon exercise of the Warrant. The Warrant contains restrictions on the Successor Agent’s ability to exercise the Warrant, such that the Successor Agent shall not be entitled to exercise the Warrant if the total number of shares of common stock then beneficially owned by the Successor Agent, and its affiliates and any other persons whose beneficial ownership of common stock would be aggregated with the Successor Agent’s other ownership of the Company’s common stock, exceeds 4.999% of the total number of issued and outstanding shares of common stock of the Company (the “Threshold Percentage”). However, the Successor Agent has the right at any time and from time to time, to increase the Threshold Percentage to 9.999%. Additionally, the Successor Agent shall not have the right to exercise the Warrant if the total number of shares of common stock then beneficially owned by the Successor Agent , and its affiliates and any other persons whose beneficial ownership of common stock would be aggregated with the Successor Agent’s other ownership of the Company’s common stock, exceeds 19.99%, unless shareholder approval is obtained by the Company, as may be required by the applicable rules and regulations of Nasdaq or any such other exchange on which the Company’s shares are then listed, or unless such shareholder approval requirement has been waived by Nasdaq. Notwithstanding anything to the contrary in the Warrant, the sum of the number of shares of common stock that may be issued under the Warrant is limited to 19.99% of the Company’s outstanding shares of common stock as of the issuance date of the Warrant (the “Exchange Cap”), unless shareholder approval is obtained by the Company to issue more than the Exchange Cap, as may be required by the applicable rules and regulations of Nasdaq or any such other exchange on which the Company’s shares are then listed, or unless such shareholder approval requirement has been waived by Nasdaq. The initial fair value of the warrant of $5.1 million was estimated using the Black-Scholes valuation method and was recorded as a long-term liability on the condensed consolidated balance sheet. See Note 10 - Credit Agreement for further information. The change in Fair value of warrant liability using the Monte Carlo simulation valuation consisted of the following: (in thousands) December 31, 2024 Balance at beginning of period $ 4,660 Change in Fair Value 1,946 Balance at end of period $ 6,606 The change in fair value of the warrant liability using the Monte Carlo simulation valuation method for the three months ended December 31, 2024 is included in the condensed consolidated statements of operations on the line item captioned “Change in Fair value of warrant liability”. Equity Plans We provide long-term incentives to eligible officers, directors, and employees in the form of equity-based awards. We maintain three equity incentive compensation plans, collectively described as our “Equity Plans”: (a) the 2010 Plan, (b) the 2019 Plan, and (c) the 2022 New Employee Inducement Plan. We issue new shares of common stock to satisfy awards granted under our Equity Plans. In December 2023, our Board of Directors approved an amendment to the 2019 Plan, which, following shareholder approval at our 2024 annual meeting of shareholders in March 2024, increased the maximum number of shares of the Company’s common stock that may be issued or transferred pursuant to awards under the 2019 Plan by an additional 0.8 million shares. Stock-Based Compensation The following table sets forth stock-based compensation expense by award type: Three Months Ended December 31, (in thousands) 2024 2023 RSUs $ 297 $ 519 PSUs 117 245 Outside director equity awards and fees in common stock 92 84 Total stock-based compensation expense $ 506 $ 848 The following table sets forth stock-based compensation expense by expense type: Three Months Ended December 31, (in thousands) 2024 2023 Cost of revenue $ 120 $ 329 Selling, general, and administrative 328 375 Research and development 58 144 Total stock-based compensation expense $ 506 $ 848 Loss Per Share The following table sets forth the computation of basic and diluted net loss per share: Three Months Ended December 31, (in thousands, except per share data) 2024 2023 Numerator Net loss from continuing operations $ (5,461) $ (4,363) Loss from discontinued operations $ (50) $ (1,316) Net loss $ (5,511) $ (5,679) Denominator Weighted average number of shares outstanding - basic reflective of reverse stock split effective April 1, 2024 9,068 8,899 Effect of dilutive securities Common shares underlying the warrant — — Stock options — — PSUs, RSUs, and restricted stock — — Weighted average number of shares outstanding - diluted reflective of reverse stock split effective April 1, 2024 9,068 8,899 Net loss from continuing operations per share, basic and diluted $ (0.60) $ (0.49) Loss from discontinued operations per share, basic and diluted $ (0.01) $ (0.15) Net loss per share, basic and diluted $ (0.61) $ (0.64) Weighted average antidilutive options, unvested RSUs and RSAs, unvested PSUs and common shares underlying warrants excluded from the computation reflective of reverse stock split effective April 1, 2024 760 375 Basic earnings per share (“EPS”) is computed by dividing net (loss) income for the period by the weighted-average number of common stock outstanding during the period. The weighted-average number of common stock outstanding includes the 1,190,000 pre-funded warrants discussed below in “Public Offerings”. Diluted EPS is computed by dividing net (loss) income for the period by the weighted average number of common stock outstanding during the period, plus the dilutive effect of outstanding restricted stock units (“RSUs”), performance-based restricted stock units (“PSUs”), stock options and common shares underlying warrants as applicable pursuant to the treasury stock method. Certain of the Company's outstanding share-based awards, noted in the table above, were excluded because they were anti-dilutive, but they could become dilutive in the future. The anti-dilutive stock options, shares of outstanding and unvested restricted stock and common shares underlying warrants were excluded from the computation of earnings per share for the three months ended December 31, 2024 and 2023 due to the Company incurring a net loss for such period. Future Issuances Common stock reserved for future issuances as of December 31, 2024 was as follows: Amount Unvested RSUs 987,209 Unvested PSUs (at 100% maximum payout) 48,966 Issuance of stock-based awards under the Equity Plans 280,726 Purchases under the officer and director share purchase plan 8,874 Total reserved 1,325,775 |