29 unchanged sentences
Stockholders’ equity:
−Removed: Preferred stock, $ 0.001 par value, 10,000,000 shares authorized, none issued and outstanding as of March 31, 2026 and December 31, 2025
−Removed: Common stock, $ 0.001 par value, 100,000,000 shares authorized, 5,303,426 and 5,223,015 shares issued and outstanding as of March 31, 2026 and December 31, 2025, respectively
+Added: Preferred stock, $ 0.001 par value, 10,000,000 shares authorized, none issued and outstanding as of June 30, 2026 and December 31, 2025
+Added: Common stock, $ 0.001 par value, 100,000,000 shares authorized, 5,303,426 and 5,223,015 shares issued and outstanding as of June 30, 2026 and December 31, 2025, respectively
Additional paid-in capital 152,421 152,043
6 unchanged sentences
(In thousands, except shares and per share data)
−Removed: Three Months Ended March 31,
+Added: Three Months Ended June 30, Six Months Ended June 30,
+Added: 2026 2025 2026 2025
Revenues, net $ 770 $ 625 $ 1,263 $ 1,110
17 unchanged sentences
(In thousands)
−Removed: Three Months Ended
+Added: Six Months Ended
Cash flows from operating activities:
29 unchanged sentences
Income taxes paid $ — $ —
+Added: Non-cash investing and financing activities:
+Added: Operating lease entered into for right-to-use asset $ — $ 2,439
See accompanying notes to condensed financial statements.
5 unchanged sentences
(subsequently referred to in this report as “we,” “us,” “our,” or “our company”) was incorporated in the state of Nevada in July 2004.
−Removed: In November 2015, we subsequently reincorporated in the state of Delaware.
+Added: In November 2015, we reincorporated in the state of Delaware.
Our corporate headquarters and manufacturing site are in Surprise, Arizona.
We have developed and are commercializing products for managing animal pest populations through fertility control.
−Removed: Our current products focus on rat and mouse populations, and are known as ContraPest ® , Evolve ® Rat and Evolve Mouse.
+Added: Our current products focus on rat and mouse populations, and are known as ContraPest ® , Evolve ® Rat and Evolve Mouse, under the brand family Rodent Birth Control TM .
ContraPest, our initial product, is a liquid bait containing the active ingredients 4-vinylcyclohexene diepoxide and triptolide.
1 unchanged sentence
Accordingly, ContraPest is an additional tool to use as part of an integrated pest management program.
−Removed: ContraPest is registered in all 50 states and the District of Columbia ( 49 states and the District of Columbia have approved the restricted use pesticide designation) and two major U.S.
−Removed: territories, Puerto Rico and the U.S.
+Added: ContraPest is registered in all 50 states and the District of Columbia ( 49 states and the District of Columbia have approved the restricted use pesticide designation) and the U.S.
Virgin Islands.
8 unchanged sentences
Due to its classification, Evolve Rat is exempt from federal registration because it poses little to no risk to human health and the environment.
−Removed: Evolve Rat is also made from food ingredients with tolerance exemptions for both food and nonfood applications, which allows it to be used in agricultural applications.
+Added: Evolve Rat is also formulated using acceptable food-based ingredients that are exempt from the requirement of a tolerance under the Federal Food, Drug, and Cosmetic Act (“FFDCA”), supporting its use in agricultural applications.
There are 10 states that accept the federal exemption for pesticide registration and require no additional determination or approval.
7 unchanged sentences
Since our inception, we have incurred significant operating losses related to our research and development and commercialization efforts and we expect these losses to continue in the near term.
−Removed: We have generated limited revenue to date from product sales and have primarily funded our operations through the sale of equity securities, including common stock and warrants to purchase common stock.
−Removed: As of March 31, 2026, we had an accumulated deficit of $ 144.5 million and cash and cash equivalents and short-term investments of $ 6.8 million.
+Added: We have not generated sufficient revenue to date from product sales to cover operating expenses and have primarily funded our operations through the sale of equity securities, including common stock and warrants to purchase common stock.
+Added: As of June 30, 2026, we had an accumulated deficit of $ 146.4 million and cash and cash equivalents of $ 5.1 million.
Our ultimate, long-term success depends upon the outcome of a combination of factors, including the following:
−Removed: (i) successful commercialization of fertility control products and maintaining and obtaining regulatory approval of our products and product candidates;
−Removed: (ii) market acceptance, commercial viability and profitability of fertility control products and other products;
+Added: (i) successful commercialization of our fertility control products and maintaining and obtaining regulatory approval of our products and product candidates;
+Added: (ii) market acceptance, commercial viability and profitability of our fertility control products and other products;
(iii) our ability to market our products and establish an effective sales force and marketing infrastructure to generate significant revenue;
2 unchanged sentences
and (vi) our ability to meet our working capital needs.
−Removed: Based upon our current operating plan, we expect that cash and cash equivalents and short-term investments at March 31, 2026, in combination with anticipated revenue and any additional sales of our equity securities, will be sufficient to fund our current operations for the next 12 months and the foreseeable future.
−Removed: While we have evaluated and continue to evaluate our operating expenses and have focused our resources on the successful commercialization of fertility control products in the United States, additional financing may still be needed before achieving our anticipated revenue and margin targets.
−Removed: If we are unable to raise the necessary capital through the sale of our securities, we may be required to take other measures that could impair our ability to be successful and operate as a going concern.
−Removed: In any event, additional capital may be needed in order to fund our operating losses and research and development activities before we become profitable.
+Added: Based upon our current operating plan, we expect that our cash and cash equivalents at June 30, 2026, in combination with anticipated revenue, will be sufficient to fund our current operations through the end of the first quarter of fiscal 2027.
+Added: Because that period is less than one year from the date these financial statements are issued, management evaluated our ability to continue as a going concern in accordance with ASC 205-40, Presentation of Financial Statements—Going Concern.
+Added: Management's plans include growing revenue, managing operating expenses, and raising additional capital, including through sales of equity securities under our ATM Facility, and management believes these plans alleviate the substantial doubt that would otherwise exist regarding the Company’s ability to continue as a going concern.
+Added: While we have evaluated and continue to evaluate our operating expenses and have focused our resources on the successful commercialization of fertility control products in the United States, additional financing will be needed in order to fund our operating losses before achieving our revenue and margin targets and becoming profitable and generating positive cash flows.
We may never achieve profitability or generate positive cash flows, and unless and until we do, we will continue to need to raise capital through equity or debt financing.
−Removed: If such equity or debt financing is not available at adequate levels or on acceptable terms, we may need to delay, limit or terminate commercialization and development efforts or discontinue operations.
+Added: If such equity or debt financing is not available at adequate levels or on acceptable terms, we may need to delay, limit or terminate our commercialization and development efforts, sell certain assets, or discontinue operations, or we may be required to take other measures that could impair our ability to be successful and operate as a going concern.
Condensed Financial Statements
3 unchanged sentences
GAAP”) have been condensed or omitted pursuant to such rules and regulations.
−Removed: In our opinion, the unaudited condensed financial statements include all material adjustments, all of which are of a normal and recurring nature, necessary to present fairly our financial position as of March 31, 2026, and our operating results and cash flows for the three month periods ended March 31, 2026 and 2025.
+Added: In our opinion, the unaudited condensed financial statements include all material adjustments, all of which are of a normal and recurring nature, necessary to present fairly our financial position as of June 30, 2026, and our operating results and cash flows for the six month periods ended June 30, 2026 and 2025.
The accompanying financial information as of December 31, 2025 is derived from audited financial statements.
2 unchanged sentences
Recent Accounting Pronouncements
+Added: In November 2024, the Financial Accounting Standards Board issued Accounting Standards Update No.
+Added: 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40):
+Added: Disaggregation of Income Statement Expenses (“ASU 2024-03”).
+Added: The amendments require additional disclosures in the notes to the financial statements that disaggregate certain expense captions presented on the face of the income statement.
+Added: The guidance is effective for the Company for annual reporting periods beginning after December 15, 2026, and interim reporting periods within fiscal years beginning after December 15, 2027.
+Added: Early adoption is permitted.
+Added: The Company is currently evaluating the disclosure requirements of the new guidance and any related changes to its financial reporting processes.
+Added: Because the amendments affect disclosure only, the Company does not expect adoption of ASU 2024-03 to have a material impact on its financial position, results of operations, or cash flows, although adoption is expected to result in additional disclosures in the notes to its financial statements.
There have been no new accounting pronouncements that are not yet effective or adopted in the current year that we believe have a significant impact, or potential significant impact, to our condensed financial statements.
5 unchanged sentences
Advertising Costs
−Removed: Advertising costs are expensed as incurred and were $ 23,000 and $ 22,000 for the three months ended March 31, 2026 and 2025, respectively.
+Added: Advertising costs are expensed as incurred and were $ 42,000 and $ 34,000 for the three months ended June 30, 2026 and 2025, respectively, and $ 65,000 and $ 57,000 for the six months ended June 30, 2026 and 2025, respectively.
Comprehensive Loss
3 unchanged sentences
Cash and Cash Equivalents
−Removed: Highly liquid investments with maturities of three months or less as of the date of acquisition are classified as cash equivalents, of which we had $ 6.6 million and $ 7.1 million as of March 31, 2026 and December 31, 2025, respectively, included within cash and cash equivalents in the condensed balance sheets.
+Added: Highly liquid investments with maturities of three months or less as of the date of acquisition are classified as cash equivalents, of which we had $ 4.9 million and $ 7.1 million as of June 30, 2026 and December 31, 2025, respectively, included within cash and cash equivalents in the condensed balance sheets.
Short-term Investments
11 unchanged sentences
Three Months Ended
+Added: June 30, Six Months Ended
+Added: 2026 2025 2026 2025
Balance as of beginning of period $ 8 $ 4 $ 18 $ 4
33 unchanged sentences
Product warranty and other 11 4
−Removed: Franchise tax 20 —
Total accrued expenses $ 464 $ 383
2 unchanged sentences
The notes payable for that certain equipment have a weighted average annual interest rate of 10.4 % with original terms of five years and are secured by the underlying equipment.
−Removed: As of March 31, 2026, future principal payments were as follows (in thousands):
+Added: As of June 30, 2026, future principal payments were as follows (in thousands):
Total principal payments 176
8 unchanged sentences
Three Months Ended
+Added: June 30, Six Months Ended
+Added: 2026 2025 2026 2025
Operating lease cost $ 90 $ 70 $ 180 $ 70
4 unchanged sentences
(2) Includes amounts related to common area maintenance, property taxes and any other lease-related charges that vary based on usage or actual costs and are not included in the operating lease liability.
−Removed: As of March 31, 2026, the maturities under the operating lease liability were as follows (in thousands):
+Added: As of June 30, 2026, the maturities under the operating lease liability were as follows (in thousands):
Thereafter 1,875
6 unchanged sentences
The 2018 Plan has since been amended and restated on certain occasions, most recently
−Removed: on July 11, 2024, when our stockholders approved an increase to the total number of authorized shares to 207,071 shares.
−Removed: As of March 31, 2026, we have 32,268 shares of common stock available for issuance under the 2018 Plan.
+Added: on June 9, 2026, when our stockholders approved an increase to the total number of authorized shares to 1,407,071 shares.
+Added: As of June 30, 2026, we have 189,120 shares of common stock available for issuance under the 2018 Plan.
Currently, only stock options are outstanding under the 2018 Plan, which are generally issued with a per share exercise price equal to the fair market value of our common stock at the date of grant.
2 unchanged sentences
Contingent Stock Options
−Removed: On October 15, 2025, the Company’s Board of Directors approved the grant of stock options to purchase up to 420,000 shares of common stock to the Company’s Board members pursuant to a proposed amendment to the 2018 Plan (the “Contingent Stock Options”).
−Removed: The Board has approved an amendment to the 2018 Plan, which has been submitted to the stockholders of the Company for approval at the 2026 annual meeting of stockholders, to increase the number of shares available for issuance thereunder to ensure that the Company has sufficient shares to attract, retain, and motivate key employees and directors.
−Removed: The Contingent Stock Options have an exercise price of $ 4.05 per share, vest in four equal installments of 25 % on each of January 15, 2026, April 15, 2026, July 15, 2026, and October 15, 2026, and have a contractual term expiring October 15, 2035.
−Removed: The grants are contingent upon stockholder approval of the amended 2018 Plan by October 15, 2026.
−Removed: If such approval is not obtained by that date, the Contingent Stock Options will be rescinded, terminated, and deemed void ab initio, as if the grant had never occurred.
−Removed: As of March 31, 2026, stockholder approval of the amended 2018 Plan has not been obtained.
−Removed: The Company concluded that a grant date, as defined under ASC 718, Compensation—Stock Compensation had not occurred as of March 31, 2026 because the awards remained contingent upon stockholder approval of the amended 2018 Plan.
−Removed: Accordingly, no stock-based compensation expenses was recognized related to these awards as of March 31, 2026.
+Added: On October 15, 2025, the Company’s Board of Directors (the “Board”) approved the grant of stock options to purchase up to 420,000 shares of common stock to the Board members pursuant to a proposed amendment to the 2018 Plan (the “Contingent Stock Options”).
+Added: The Board approved an amendment to the 2018 Plan, which was submitted to the stockholders of the Company for approval at the 2026 annual meeting of stockholders, to increase the number of shares available for issuance thereunder to ensure that the Company has sufficient shares to attract, retain, and motivate key employees and directors.
+Added: In May 2026, prior to the 2026 annual meeting of stockholders, the Contingent Stock Options were voluntarily forfeited by each recipient.
+Added: The terms of the cancelled Contingent Stock Options included an exercise price of $ 4.05 per share, vesting in four equal installments of 25 % on each of January 15, 2026, April 15, 2026, July 15, 2026, and October 15, 2026, and a contractual term expiring October 15, 2035.
+Added: The grants were contingent upon stockholder approval of the amended 2018 Plan by October 15, 2026.
+Added: If such approval was not obtained by that date, the Contingent Stock Options would be rescinded, terminated, and deemed void ab initio, as if the grant had never occurred.
+Added: Because a grant date, as defined in ASC 718, Compensation—Stock Compensation, would not have occurred unless and until the stockholders approved the amendment to the 2018 Plan, and because each recipient voluntarily forfeited the Contingent Stock Options, which were immediately canceled by the Company prior to the stockholder vote, no grant date was established and, accordingly, no stock-based compensation expense was recognized with respect to these awards.
Stock Options
2 unchanged sentences
Share Weighted
−Removed: Three months ended March 31, 2026:
Outstanding as of December 31, 2025 175,578 20.75 8.8
3 unchanged sentences
Expired ( 140 ) 3,985.71 —
−Removed: Outstanding as of March 31, 2026 175,576 (1)
−Removed: Exercisable as of March 31, 2026 123,085 28.30 8.5
+Added: Outstanding as of June 30, 2026 1,218,724 (1)
+Added: Exercisable as of June 30, 2026 171,312 17.72 5.6
(1) Includes options related to 603 shares that are inducement awards and not granted under the 2018 Plan.
+Added: The weighted average grant date fair value of options granted during the three- and six-month periods ended June 30, 2026 was $ 1.38 per share based on the following assumptions used in the Black-Scholes option pricing model:
+Added: Expected volatility 116 %
+Added: Expected dividend yield —
+Added: Expected term (in years) 5.9 years
+Added: Risk-free interest rate 4.2 %
+Added: The expected volatility assumption is based on the calculated volatility of our common stock at the date of grant based on historical prices over the most recent period commensurate with the term of the award.
+Added: The expected dividend yield assumption is based on our history and expected dividend payouts:
+Added: we have not paid, and do not expect to pay dividends.
+Added: The expected term assumption is calculated based on the mid-point between the vesting date and the end of the contractual term according to the simplified method as described in SEC Staff Accounting Bulletin 110 because we do not have sufficient historical exercise data to provide a reasonable basis upon which to estimate the expected term.
+Added: The risk-free interest rate assumption is determined using the U.S.
+Added: treasury yields for bonds with a maturity commensurate with the term of the award.
The stock-based compensation expense was recorded as follows (in thousands):
Three Months Ended
+Added: June 30, Six Months Ended
+Added: 2026 2025 2026 2025
Research and development $ 5 $ 3 $ 7 $ 6
2 unchanged sentences
The allocation between research and development and selling, general and administrative expense was based on the department and services performed by the employee or non-employee.
−Removed: As of March 31, 2026, the total compensation cost related to unvested options not yet recognized, unamortized stock-based compensation, was $ 139,000 , which will be recognized over a weighted average period of 1.5 years, assuming the employees and non-employees complete their service period required for vesting.
+Added: As of June 30, 2026, the total compensation cost related to unvested options not yet recognized, unamortized stock-based compensation, was $ 1.4 million, which will be recognized over a weighted average period of 1.7 years, assuming the service period required for vesting is met.
STOCKHOLDERS’ EQUITY
−Removed: Activity in equity during the three month periods ended March 31, 2026 and 2025 was as follows (dollars in thousands):
+Added: Activity in equity during the three- and six-month periods ended June 30, 2026 and 2025 was as follows (dollars in thousands):
Common Stock Additional
7 unchanged sentences
Balances as of March 31, 2026 5,303,426 5 152,239 ( 144,543 ) 7,701
+Added: Stock-based compensation — — 182 — 182
+Added: Net loss — — — ( 1,832 ) ( 1,832 )
+Added: Balances as of June 30, 2026 5,303,426 $ 5 $ 152,421 $ ( 146,375 ) $ 6,051
Balances as of December 31, 2024 1,035,893 $ 1 $ 138,607 $ ( 136,097 ) $ 2,511
4 unchanged sentences
Balances as of March 31, 2025 1,775,930 2 140,652 ( 137,762 ) 2,892
+Added: Stock-based compensation — — 90 — 90
+Added: Issuance of common stock, net of transaction costs 489,341 1 1,639 — 1,640
+Added: Issuance of common stock upon exercise of warrants, net of transaction costs 1,498,872 1 3,970 — 3,971
+Added: Net loss — — — ( 1,616 ) ( 1,616 )
+Added: Balances as of June 30, 2025 3,764,143 $ 4 $ 146,351 $ ( 139,378 ) $ 6,977
In June 2024, we entered into an at-the-market offering arrangement with a sales agent, pursuant to which we may offer and sell, from time to time at our sole discretion, in transactions that are deemed to be “at-the-market” offerings under the Securities Act of 1933, as amended (the “Securities Act”), shares of our common stock (“ATM Facility”).
−Removed: During the three months ended March 31, 2026, we sold 80,411 shares of common stock under this ATM Facility for gross proceeds of $ 182,000 , before deducting offering expenses of $ 9,000 .
−Removed: As of March 31, 2026, there is capacity under the ATM Facility of approximately $ 7.3 million.
+Added: During the six months ended June 30, 2026, we have sold 80,411 shares of common stock under this ATM Facility for gross proceeds of $ 182,000 , before deducting offering expenses of $ 9,000 .
+Added: As of June 30, 2026, there is capacity under the ATM Facility of approximately $ 7.3 million.
COMMON STOCK WARRANTS
2 unchanged sentences
Date Exercise
−Removed: Price Balance December 31, 2025 Issued Exercised Expired Balance March 31, 2026
+Added: Price Balance December 31, 2025 Issued Exercised Expired Balance June 30, 2026
October 2020 Dealer Manager April 2026 $ 5,174.40 34 — — ( 34 ) —
12 unchanged sentences
March 2025 Dealer Manager September 2026 3.625 18,736 — — — 18,736
−Removed: July 2025 Series H October 2026 $ 4.15 — — — — —
July 2025 Dealer Manager October 2026 3.781 72,944 — — — 72,944
7 unchanged sentences
Expired ( 316,946 ) 6.04 —
−Removed: Outstanding as of March 31, 2026 2,888,011 7.72 1.1
+Added: Outstanding as of June 30, 2026 2,887,977 7.66 0.9
LOSS PER SHARE
−Removed: Basic loss per share is calculated by dividing the net loss attributable to common stockholders by the weighted average number of common shares outstanding during the period, which includes any prefunded warrants and shares held in abeyance from date of issuance.
−Removed: Diluted loss per share is computed by dividing the loss attributable to common stockholders by the weighted average number of common shares used in the basic loss per share calculation plus potentially dilutive securities outstanding during the period determined using the treasury stock method.
−Removed: Stock options and warrants are considered to be potentially dilutive securities but have been excluded from the calculation of diluted loss per share because their effect would be anti-dilutive given the net losses reported for all periods presented.
−Removed: Therefore, basic and diluted loss per share are the same for each period presented.
−Removed: The following shares were excluded from the calculation of diluted net loss per share:
−Removed: Three Months Ended
+Added: Basic loss per share is calculated by dividing the net loss attributable to common stockholders by the weighted-average number of common shares outstanding during the period, including any prefunded warrants and shares held in abeyance from the date of issuance.
+Added: Diluted loss per share is calculated by dividing net loss attributable to common stockholders by the weighted-average number of common shares outstanding used in the basic loss per share calculation, adjusted for the effect of potentially dilutive securities outstanding during the period, as determined using the treasury stock method, if dilutive.
+Added: For all periods presented, the Company incurred net losses.
+Added: As a result, all potentially dilutive securities, including stock options and warrants, were excluded from the computation of diluted loss per share because their inclusion would have been anti-dilutive.
+Added: Accordingly, basic and diluted loss per share were the same for each period presented.
+Added: The following potentially dilutive securities outstanding were excluded from the computation of diluted net loss per share because their effect would have been anti-dilutive:
Common stock warrants 2,887,977 2,402,603
Stock options 1,218,724 175,662
+Added: 4,106,701 2,578,265
SEGMENT INFORMATION
9 unchanged sentences
Three Months Ended
+Added: June 30, Six Months Ended
+Added: 2026 2025 2026 2025
+Added: Amazon 45 % — % 32 % — %
Customer A 2 30 1 30
−Removed: Customer B 10 7
−Removed: Customer C — % 31 %
+Added: Amazon’s concentration reflects the Company’s sales through Amazon’s marketplace, where Amazon serves as the settlement counterparty for a large volume of individual consumer transactions.
+Added: Accordingly, this concentration does not reflect dependence on a single end customer but rather the aggregation of numerous consumer purchases.
The following accounts represented at least 10% of total accounts receivable in at least one of the periods presented:
2026 December 31, 2025
+Added: Amazon 56 % — %
Customer B 13 14
−Removed: Customer D 14 —
−Removed: Customer E 13 15
−Removed: Customer F 1 14
+Added: Customer C 5 15
+Added: While Amazon represented approximately 56 % of accounts receivable at June 30, 2026, the Company believes the related credit risk is limited.
+Added: Amounts due from Amazon arise from a high volume of direct-to-consumer transactions that are settled under Amazon’s standard payment terms, with collections occurring on a frequent and predictable basis.
+Added: As a result, the quarter-end receivable balance primarily reflects the timing of routine settlement activity rather than extended customer credit exposure.
+Added: Accordingly, management does not believe the increased concentration results in a material increase in collection risk.
+Added: Although increased sales through Amazon increase the concentration of accounts receivable at period end, management believes the related collection risk is limited due to Amazon’s established settlement process.
+Added: The Company continues to diversify its revenue through its own direct-to-consumer website, distributor relationships, and other sales channels and therefore does not believe the quarter-end receivable concentration is indicative of undue customer credit risk.
RELATED PARTIES
Related party transactions are conducted in the normal course of business and, unless otherwise noted, are measured at the exchange amount, which is the amount of consideration established and agreed to by the related parties.
−Removed: During the three months ended March 31, 2026, consulting fees of $ 25,000 were incurred in connection with services provided by Hustle and Flower LLC, of which a member of our board serves as chief executive officer.
−Removed: There were no related party transactions during the three months ended March 31, 2025.
+Added: During the three and six month periods ended June 30, 2026, consulting fees of $ 25,000 and $ 42,000 , respectively, were incurred in connection with services provided by Hustle and Flower LLC, of which a member of our Board serves as chief executive officer.
+Added: Such services were reviewed and approved by the Audit Committee pursuant to its charter and the Company’s related party transaction policy as applicable.
+Added: There were no related party transactions during the three and six month periods ended June 30, 2025.
CONTINGENCIES
5 unchanged sentences
The complaint sought unspecified damages as well as injunctive relief.
−Removed: In March 2026, the parties to this legal matter have resolved all disputes between them in a manner satisfactory to all involved and the matter was settled.
+Added: In March 2026, the parties to this legal matter resolved all disputes between them in a manner satisfactory to all involved and the matter was settled.
All litigation has been dismissed and cannot be reinstated.
2 unchanged sentences
SUBSEQUENT EVENTS
−Removed: Effective May 6, 2026, Michael Edell was appointed President and Chief Executive Officer succeeding Joel Fruendt.
−Removed: In connection with Mr.
−Removed: Edell’s appointment, he was awarded an option to purchase 263,288 shares of the Company’s stock (the “Option”).
−Removed: The Option is scheduled to vest over a three-year period commencing on May 1 ,2026, with 1/12th of the shares subject to the Option vesting on the last day of each calendar quarter, subject to Mr.
−Removed: Edell’s continuous service through the applicable vesting date.
−Removed: The Option will not be exercisable unless the Company’s stockholders approve an increase in the number of shares reserved for issuance under the SenesTech, Inc.
−Removed: 2018 Equity Incentive Plan.
−Removed: As previously disclosed, pursuant to a separation agreement between the Company and Mr.
−Removed: Fruendt, subject to the Company’s receipt of an effective release and waiver of claims, Mr.
−Removed: Fruendt will be entitled to receive the following severance compensation and other benefits:
−Removed: (1) cash severance benefits in the form of continuation of his base salary through December 15, 2026 (subject to applicable withholdings);
−Removed: (2) payment or reimbursement of premiums for health insurance coverage until December 31, 2026;
−Removed: and (3) acceleration of the vesting of the stock options held by Mr.
−Removed: We have evaluated subsequent events from the balance sheet date through May 12, 2026, the date at which the condensed financial statements were issued, and determined that there were no other items that require adjustment to or disclosure in the condensed financial statements.
+Added: Since June 30, 2026, we have issued 120,116 shares of common stock pursuant to the ATM Facility for gross proceeds of $ 182,000 .
+Added: We have evaluated subsequent events from the balance sheet date through August 5, 2026, the date at which the condensed financial statements were issued, and determined that there were no other items that require adjustment to or disclosure in the condensed financial statements.
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.