| Stockholders’ Equity |
Note
2 – Stockholders’ Equity
Preferred
Stock
There
were no issued or outstanding shares of preferred stock at either March 31, 2024 or December 31, 2023.
Common
Stock
During
the three months ended March 31, 2024, we issued the following shares of common stock.
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On
January 22, 2024, we issued 6,203 shares of common stock to five of our executive officers and one employee, net of 2,373 shares
of common stock withheld for income taxes owed upon the distribution of the shares. |
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On
January 25, 2024, we issued 5,000
shares of common stock to Elion Oncology, Inc. (“Elion”) in satisfaction of
the third milestone event under a license agreement. |
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On
January 30, 2024, we sold, pursuant to securities purchase agreements (the “Purchase Agreement”), 476,000
shares of common stock,
pre-funded warrants to purchase up to 1,079,555
shares of common stock
in lieu of shares of common stock (the “Pre-Funded Warrants”), and warrants to purchase up to 1,555,555
shares of our common
stock (the “Common Warrants’) pursuant to a public offering (the “Offering”). The Common Warrants have an exercise
price of $4.50,
are immediately exercisable and will remain exercisable until the date that is five
years after their original
issuance. The Shares were offered at a combined public offering price of $4.50
per share and accompanying
Common Warrant and $4.4999
per Pre-Funded Warrant
and accompanying Common Warrant. The Pre-Funded Warrants had an exercise price of $0.0001
and were exercised in
full simultaneously with the closing of the Offering in exchange for 1,079,555
shares of our common
stock. Gross proceeds in connection with the Offering were $7.0
million. We received
$6.3 million in net proceeds
from the Offering, after deducting the fees of the placement agent and other offering-related expenses. We also issued to the placement
agent warrants to purchase 62,222
shares of common stock,
exercisable at $5.625
per share that expire
on February
1, 2027.
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On
February 5, 2024, we issued 1,250 shares of common stock to a consultant in accordance with their consulting agreement. |
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On
March 5, 2024, we issued 3,223
shares of common stock to a former employee, net of 1,377
shares of common stock withheld for income and FICA taxes owed upon the distribution
of the shares. |
During
the three months ended March 31, 2023, we issued 421,611 shares of our common stock through several fundraising efforts described below:
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ATM
Offering – On February 5, 2023, in connection with our Registered Direct Offering discussed below, we terminated our ATM
and suspended the Sales Agreement with Oppenheimer & Co. Inc., but we may reinstate it in the future. During the three months ended March
31, 2023, we sold 28,483 shares at an average price of $24.40 per share for aggregate gross proceeds of $693,000 (net proceeds of
$672,000) prior to deducting sales commissions. |
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Lincoln
Park Capital Fund, LLC Purchase Agreement –
During the three months ended March 31, 2023, we sold 2,500 shares at an average price of $21.60
per share for aggregate gross proceeds of $54,000 under the purchase agreement with Lincoln Park.
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Registered
Direct Offering – On February 14, 2023, we closed a registered direct offering (the “Registered
Direct Offering”) for the sale of 390,628
shares of common stock at a purchase price of $16.00
per share for gross proceeds of $6.3
million (net proceeds of $5.6
million). |
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We
paid the placement agent, Spartan Capital Securities, LLC, (“Spartan”) a cash fee of 8.0% of the gross proceeds from
the Registered Direct Offering, excluding proceeds received from our insiders, and reimbursed Spartan for legal fees of $60,000. The engagement agreement
with Spartan required us to indemnify Spartan and certain of its affiliates against certain customary liabilities. On February 14,
2023, we amended the consulting agreement with Spartan originally entered into on August 24, 2022, extending the term of the consulting
agreement until February 10, 2024. As compensation for services under the agreement, on April 17, 2023, we granted Spartan warrants
to purchase 158,007 shares of our common stock with an exercise price of $20.40. The warrants expire on April 17, 2026 and contain
both call and cashless exercise provisions. |
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