Item 2. Unregistered Sales of Equity Securities
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
Recent Sales of Unregistered Securities
During the period covered by this Quarterly Report, we issued the following securities that were not registered under the Securities Act:
1. We issued an aggregate of 4,996 shares of our common stock to employees for cash consideration in the aggregate amount of $4,613 upon the exercise of stock options.
2. We issued an aggregate of 834 shares of our common stock to consultants upon the net exercise of common stock warrants.
The offering and sale of the securities described above were made pursuant to the exemption from the registration requirements of the Securities Act of 1933, as amended, provided by Section 4(a)(2) thereof or in reliance on Rule 701 promulgated thereunder.
Use of Proceeds from our Iniitial Public Offering of Common Stock
On October 13, 2021, we completed our IPO. Our registration statement on Form S-1 (File No. 333- 257999) relating to the IPO was declared effective by the SEC on October 7, 2021. We issued 3,768,116 shares of our common stock at a price of $12.00 per share for aggregate net cash proceeds of $38.1 million, after deducting underwriting discounts and commissions and other offering related costs. None of the expenses associated with the IPO were paid to directors, officers, persons owning 10% or more of any class of equity securities, or to their associates, or to our affiliates. B. Riley Securities, Inc., or the Representative, acted as lead book running manager of the offering and as representative of the underwriters.
On November 10, 2021, the Representative provided notice to us that it had elected to exercise its over-allotment option in full to purchase 565,217 shares of our common stock. The Representative’s exercise of the over-allotment option closed on November 12, 2021, resulting in gross proceeds of approximately $6.8 million and net proceeds of $6.3 million to us, after deducting underwriting discounts and commissions and other offering related expenses.
There has been no material change in the planned use of proceeds from our IPO as described in our Prospectus. As our IPO closed on October 13, 2021, we had not yet received any of the proceeds from our IPO as of September 30, 2021.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Mine Safety Disclosures
Not applicable.
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