1 unchanged sentence
Recent Sales of Unregistered Securities
−Removed: During the nine months ended September 30, 2025, the Company issued the following unregistered securities:
−Removed: In February 2025, 50,000 restricted stock units were granted to each of Dr.
−Removed: Giannotta, Jim Delshad and Dr.
−Removed: Ming-Fu Chiang.
−Removed: The forgoing restricted stock units vest one hundred percent (100%) seven months following March 25, 2025.
−Removed: In March 2025, we issued 624,999 shares of common stock to various unaffiliated third parties in a private placement at a price of $16.00 per share for gross proceeds of approximately $10,000,000.
−Removed: In March 2025, we issued to Dawson James Securities, Inc.
−Removed: and Mast Hill Partner LP 30,000 and 16,000 shares of common stock upon the time of our direct listing, respectively.
−Removed: In March 2025, we issued 102,750 shares of common stock to various unaffiliated third parties in a private placement at a price of $16.00 per share for gross proceeds of approximately $1,644,000.
−Removed: In June 2025, 200,000 restricted stock units were granted to Josh Newman.
−Removed: The forgoing restricted stock units vest one hundred percent (100%) thirty-six months following issuance.
+Added: During the three months ended March 31, 2026, the Company issued the following unregistered securities:
+Added: In January 2026, pursuant to a Securities Purchase Agreement dated January 29, 2026, the Company issued 1,388,888 shares of common stock and warrants to purchase 1,388,888 shares of common stock at an exercise price of $9.00 per share to a single institutional investor at a purchase price of $10,000,000.
+Added: In a subsequent closing under the same Securities Purchase Agreement, the Company issued 86,361 shares of common stock and warrants to purchase 86,361 shares of common stock at an exercise price of $9.00 per share to three investors at an aggregate purchase price of $621,804.11.
+Added: The offering under that Securities Purchase Agreement terminated on January 31, 2026.
+Added: In February 2026, pursuant to a second Securities Purchase Agreement dated February 24, 2026, the Company issued an aggregate of 201,390 shares of common stock and warrants to purchase 201,390 shares of common stock at an exercise price of $9.00 per share to four investors at a combined purchase price of $1,450,004 in a closing that took place on February 25, 2026.
+Added: The offering under the second Securities Purchase Agreement terminated on February 28, 2026.
+Added: In March 2026, we issued 138,889 shares of common stock and warrants to purchase 138,889 shares of common stock at an exercise price of $9.00 per share to one accredited investor in a private placement at a per-share unit purchase price of $7.20, for aggregate gross proceeds of approximately $1,000,000, pursuant to the Securities Purchase Agreement dated March 20, 2026.
+Added: In March 2026, 170,000 shares of restricted stock were granted to our Chief Accounting Officer pursuant to the 2023 Equity Incentive Plan.
+Added: Of these, 53,333 shares of restricted stock vested immediately upon grant, 58,333 shares of restricted stock vest on the first anniversary of the grant date, and 58,334 shares of restricted stock are performance-based and vest upon the achievement of certain performance conditions.
None of the foregoing transactions involved any underwriters, underwriting discounts or commissions, or any public offering.
4 unchanged sentences
Recent Sales of Registered Securities
−Removed: In July 2025, the
−Removed: Company sold 132,342 shares of common stock at $3.73 per share for gross proceeds of approximately $489,000 pursuant to Equity Purchase
−Removed: Agreement with Mast Hill Fund, LP.
−Removed: In September 2025, the
−Removed: Company sold 315,185 shares of common stock at $7.60 – 9.53 per share for gross proceeds of approximately $2,710,000 pursuant to
−Removed: Equity Purchase Agreement with Mast Hill Fund, LP.
+Added: In February 2026, the Company sold 76,648 shares of common stock at $8.40 to $8.97 per share for gross proceeds of approximately $663,727 pursuant to the Equity Purchase Agreement with Mast Hill Fund, LP.
Use of Proceeds
4 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.