Note 13 – Subsequent Events

On February 26, 2024, the Company closed a definitive agreement for the immediate exercise of an outstanding Series B Common Warrant held by an institutional investor to purchase an aggregate of 2,933,334 shares of the Company’s common stock for gross proceeds to the Company of approximately $2.7 million. The Company intends to use the net proceeds for working capital and general corporate purposes.

As part of this transaction, the investor agreed to exercise the existing Series B common stock purchase warrant, which was originally issued in December 2023 and had an exercise price of $1.50 per share, at a revised exercise price of $0.925 per share. In consideration for the immediate exercise of the existing warrant for cash, the Company agreed to issue to the investor two new unregistered warrants, each to purchase 2,200,000 and 2,200,001 shares of common stock (or an aggregate of 4,400,001 shares) at an exercise price of $0.74 per share, respectively. The new warrants will be exercisable immediately upon issuance. Such warrants are identical, except that the first 2,200,000 warrants have a term of five years from the date of issuance and the second 2,200,001 warrants have a term of eighteen months from the date of issuance.

In connection with the transaction, the Company also agreed to amend, effective upon the closing of this transaction, the terms of 2,933,334 Series A Common Warrants issued in December 2023 held by the same institutional investor to reduce the existing exercise price thereof from $1.50 to $0.74 per share and warrants to purchase up to 276,134 shares of Common Stock issued in May 2023 held by the institutional investor to reduce the existing exercise price thereof from $10.80 to $0.74. Both warrants will have an extended expiration date to February 2029. All of the other terms of such warrants remain unchanged.