v3.25.3
Common Stock Warrants
9 Months Ended
Sep. 30, 2025
Common Stock Warrants [Abstract]  
Common Stock Warrants

7. Common Stock Warrants

In September 2016, in connection with a loan agreement, the Company issued warrants to purchase up to 1,986 shares of common stock at a price per share of $161.10. The warrants are fully exercisable and expire in September 2026, or earlier upon the occurrence of specified mergers or acquisitions of the Company. The warrants were recorded in equity at the time of issuance and as of September 30, 2025, had a weighted average remaining life of 1.0 years.

On February 6, 2024, the Company entered into a securities purchase agreement with institutional investors and an existing stockholder, pursuant to which the Company issued and sold, in a registered direct offering (i) an aggregate of 740,740 shares (the "Shares") of its common stock; and (ii) warrants to purchase up to 740,740 shares of common stock (the "Warrants").

The combined purchase price of each Share and accompanying Warrant was $20.25. The exercise price for the Warrants is $24.30 per share. The Warrants are currently exercisable and will expire on August 9, 2029. The Company recorded the initial fair value of the Warrants of $10.3 million as warrant liabilities and $4.7 million attributable to common stock as additional paid in capital in the consolidated balance sheets. The issuance costs were allocated among the Warrants and common stock consistent with the allocation between amounts recorded as warrant liabilities and common stock. The issuance costs allocated to the Warrants as well as the change in the fair value of the Warrants during the period are recorded in other income, net in the consolidated statements of operations. The issuance costs allocated to common stock were recorded as a reduction to additional paid in capital.

The following table summarizes the change in fair value of the warrant liabilities (in thousands):

Fair value of warrants at issuance February 9, 2024

 

$

10,327

 

Change in fair value during the period

 

 

(3,635

)

Fair value of warrants at December 31, 2024

 

 

6,692

 

Change in fair value during the period

 

 

(5,500

)

Fair value of warrants at September 30, 2025

 

$

1,192

 

 

The following table summarizes certain key inputs for the valuation of the Warrants at September 30 2025:

Common stock price

 

$

3.97

 

 

Exercise price per share

 

$

24.30

 

 

Expected volatility

 

 

80.40

 

%

Risk-free interest rate

 

 

3.61

 

%

Contractual term (in years)

 

 

3.86

 

 

Expected dividend yield

 

 

—

 

%

As described in Note 2, the measurement of the warrant liabilities is impacted by the likelihood of achieving certain future milestone events and the related impact to the Company’s stock price. In determining the likelihood of achieving certain future milestone events, the Company considers its current financial position and ability to fund future clinical activities as described in Note 1. The Company utilizes publicly available information from external parties to assess the related impact to the Company’s stock price from the success of these activities.