STOCKHOLDERS’ EQUITY |
12 Months Ended | ||||||
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Dec. 31, 2025 | |||||||
| Equity [Abstract] | |||||||
| STOCKHOLDERS’ EQUITY |
NOTE 7 – STOCKHOLDERS’ EQUITY
Preferred Stock
The Company’s board of directors is authorized to issue up to shares of preferred stock in one or more series and to fix the rights, preferences, privileges, qualifications, limitations and restrictions thereof, including dividend rights and rates, conversion rights, voting rights, terms of redemption, redemption prices, liquidation preferences and the number of shares constituting any series or the designation of such series, without any vote or action by the Company’s stockholders. Any preferred stock to be issued could rank prior to the Company’s common stock with respect to dividend rights and rights on liquidation. The Company’s board of directors, without stockholder approval, may issue preferred stock with voting and conversion rights which could adversely affect the voting power of holders of common stock and discourage, delay or prevent a change in control of the Company. At December 31, 2025 and 2024, no shares of preferred stock were issued.
Common Stock
In January 2025, the Company issued shares of common stock valued at $8 to Michael Field, the Company’s independent director, as settlement for previously accrued fees for services.
On October 6, 2025, the Company entered into the Sales Agreement with ThinkEquity LLC, pursuant to which the Company may sell and issue, subject to the limitations in the Sales Agreement, shares up to $2,382 of Common Stock from time to time in the ATM Offering. Under the Sales Agreement, ThinkEquity is entitled to compensation of 3.0% of the gross offering proceeds of all shares of Common Stock sold through it pursuant to the Sales Agreement.
As of December 31, 2025, the Company has sold shares of Common Stock in the ATM Offering at a weighted-average price of $ per share, for net proceeds of $757, after deducting commissions to the sales agent and other ATM Offering related expenses of $23.
On December 12, 2025, the Company filed a prospectus supplement to its registration statement on Form S-3 (File No. 333-276705) to increase the amount of shares of Common Stock that the Company may offer and sell under the Sales Agreement and applicable registration statement to an aggregate offering price of up to $2,500, which amount does not include the shares of Common Stock having an aggregate gross sales price of approximately $780 that were sold under the ATM Offering through December 11, 2025, in accordance with the limitations set forth in Instruction I.B.6 of Form S-3.
At December 31, 2025 and 2024, the Company had shares of common stock held as treasury stock at a cost of $40.
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