v3.26.1
STOCKHOLDERS' EQUITY
12 Months Ended
Dec. 31, 2025
STOCKHOLDERS' EQUITY  
STOCKHOLDERS' EQUITY

9.    STOCKHOLDERS’ EQUITY:

Preferred Stock

The board of directors has the authority, without further action by the stockholders, to issue up to 10,000,000 shares of preferred stock in one or more series and to fix the rights, preferences, privileges and restrictions thereof. These rights, preferences, and privileges could include dividend rights, conversion rights, voting rights, redemption rights, liquidation preferences, sinking fund terms, and the number of shares constituting any series or the designation of such series, any or all of which may be greater than the rights of common stock.

Pursuant to the terms of the Series A-1 Certificate of Designation, on May 7, 2025, the remaining 856 outstanding shares of Series A-1 Preferred Stock automatically converted into an aggregate of 690,788 shares of common stock and pre-funded Class C Warrants to purchase 1,282,412 shares of common stock. The Company filed a Certificate of Elimination with respect to the Series A-1 Certificate of Designation, pursuant to which, effective May 7, 2025, all matters set forth in the Series A-1 Certificate of Designation were eliminated from the Company’s Amended and Restated Certificate of Incorporation.

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As of December 31, 2025, there were no shares of Series A-1 Preferred Stock outstanding.

Common Stock

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Voting Rights

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Each holder of common stock is entitled to one vote for each share on all matters submitted to a vote of the stockholders, including the election of directors. The Company’s amended and restated certificate of incorporation and the Company’s amended and restated bylaws do not provide for cumulative voting rights. The holders of one-third of the stock issued and outstanding and entitled to vote, present in person or represented by proxy, shall constitute a quorum for the transaction of business at all meetings of the stockholders.

Dividends

The Company has never paid any cash dividends to shareholders and does not anticipate paying any cash dividends to shareholders in the foreseeable future. Any future determination to pay cash dividends will be at the discretion of our board of directors and will be dependent upon financial condition, results of operations, capital requirements and such other factors as the board of directors deems relevant.

Market Information

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The Company’s common stock has been trading on the Nasdaq Stock Market LLC under the symbol “SMTK” since May 31, 2024.

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Common Stock Issued to Vendors for Services

During the twelve months ended December 31, 2025, 490,000 shares of our common stock were issued to a vendor in consideration for services provided.

Common Stock Warrants

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A summary of the Company’s warrants to purchase common stock activity is as follows:

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​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

  ​ ​ ​

Weighted-

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​

​

​

​

​

​

​

​

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Average

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​

​

​

​

​

​

Weighted-

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Remaining

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​

​

​

​

​

​

Average

​

Contractual

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​

Number of

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​

Exercise Price

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Exercise

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Term

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​

Shares

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​

per Share

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Price

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(Years)

Warrants outstanding at January 1, 2025

 

5,171,430

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​

$0.35 - $70.00

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$

4.94

 

2.26

Issued

 

400,000

​

​

​

​

​

2.75

 

  ​

Exercised

 

(160)

​

​

​

​

 

0.35

 

  ​

Expired

 

(2,549,996)

​

​

​

​

 

3.00

 

  ​

Warrants outstanding at December 31, 2025

 

3,021,274

​

​

$0.35 - $70.00

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$

6.28

 

2.81

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​

​

​

​

​

​

​

​

​

​

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During the year ended December 31, 2025, 160 Class B Warrants were exercised at an exercise price of $0.35.

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During the year ended December 31, 2025, 400,000 Note Warrants were issued at an exercise price of $2.75.

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On December 31, 2025, 2,549,996 Class D Warrants expired.

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The company accounted for Note Warrants issued by first considering the criteria under ASC 480 for liability classification, then evaluating the indexation requirements and the scope exception in ASC 815-10 and finally assessing additional equity considerations under ASC 815-40-25 to determine if the warrants should be classified as equity. The Company determined that the Note Warrants associated the Notes qualified for equity classification.

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Since the Note Warrants are deemed to be classified as equity, the proceeds received are allocated between the Notes and the Note Warrants using the relative fair value method. The fair value of the Note Warrants is calculated using a Black-Scholes calculation using the following inputs:

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​

​

​

​

​

​

October 31,

​

​

2025

Expected term (years)

​

2.5

Risk-free interest rate

​

3.60%

Expected volatility

​

50%

Expected dividend yield

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0%

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​

​

​

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A summary of the Company’s pre-funded warrants to purchase common stock activity is as follows:

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​

​

​

​

​

​

​

​

​

​

Weighted-

​

​

​

​

Average

​

​

Number of

​

Exercise

​

​

Shares

​

Price

Pre-funded warrants outstanding at January 1, 2025

 

2,318,502

​

$

0.0064

Issued

 

1,282,412

​

 

0.0001

Exercised

 

(2,068,663)

​

 

0.0001

Expired

 

—

​

 

—

Pre-funded warrants outstanding at December 31, 2025

 

1,532,251

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$

0.0097

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​

​

​

​

​

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The Company’s pre-funded warrants have no expiration date and may be exercised at any time until all of the pre-funded warrants are exercised in full.

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During the year ended December 31, 2025, 1,282,412 Class C Warrants were issued at an exercise price of $0.0001.

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During the year ended December 31, 2025, 2,068,663 prefunded warrants were exercised at an exercise price of $0.0001.