Note 14. WARRANTS

The Company’s outstanding Common Stock warrants are equity classified. As of September 30, 2025, and December 31, 2024, the Company had 1,348,292 and 409,937 warrants outstanding to purchase one share of the Company’s Common Stock for each warrant at a weighted average price of $28.44. These warrants expire at various dates through August 2030. During the nine months ended September 30, 2025, a total number of 835,303 warrants were exercised into an equivalent number of shares of Common Stock as compared to 35,558 being exercised during the nine months ended September 30, 2024. During the third quarter of 2025, a total of 63,907 warrants were forfeited through a cashless exercise. The proceeds of the exercised warrants for the nine months ended September 30, 2025, were approximately $4.8 million, compared to proceeds of $1.3 million during the nine months ended September 30, 2024.

On February 25, 2025, the Company entered into a warrant inducement agreement (the “February Inducement Agreement”) with certain holders (the “Holders”) of the Company’s warrants to purchase shares of the Company’s Common Stock, issued in a private placement offering that closed on October 21, 2024 (the “October Warrants”), and a private placement offering that closed on August 5, 2024 (the “August Warrants” and, together with the October Warrants, collectively, the “Existing Warrants”). In consideration of the Holders’ immediate exercise of the Existing Warrants in accordance with the February Inducement Agreement, the Company issued unregistered Common Stock purchase warrants (the “New Warrants”) to purchase an aggregate of up to 97,538 shares of Common Stock (the “New Warrant Shares”) to the Holders of the Existing Warrants, with an exercise price of $25.50.

On May 7, 2025 the Company completed a public offering with warrants (“May 2025 Warrants”) to purchase of 507,812. The May 2025 Warrants have an initial exercise price of $10.56 per share. and are exercisable for a term of five years on a date that is five years after the later of receiving the shareholder The number of shares of our Common Stock issuable upon exercise of the May 2025 Warrant Shares is subject to the following adjustments: (i) a 30% increase in the number of shares of Common Stock that would be issuable upon exercise of the May 2025 Warrants if a reverse stock split is effected prior to the expiration of the May 2025 Warrants (the “Reverse Stock Split Adjustment”), and (ii) subject to Warrant Stockholder Approval (as defined below), a decrease of the exercise price of the May 2025 Warrants, if in a subsequent offering of the Company’s securities the price paid for Common Stock, the exercise price of any options or warrants or the conversion price of any convertible securities issued in such subsequent offering is less than the exercise price immediately prior to such subsequent offering, to an exercise price that is equal to the lowest of the price paid for Common Stock, the exercise price of any options or warrants or the conversion price of any convertible securities issued in such subsequent offering (subject to a floor of $4.50 per share) and an increase in the number of shares of Common Stock underlying the May 2025 Warrants upon such exercise price reset so that the reset exercise price multiplied by the increased number of shares equals the aggregate proceeds that would have resulted from the full exercise of the May 2025 Warrants immediately prior to the reset (the “Anti-Dilution Adjustment”). After the adjustments the Company issued a total of 2,408,908 warrants related to the May 2025 Warrants at an exercise price of $4.50.

On August 13, 2025, the Company entered into a warrant inducement agreement with the holder of a warrant to purchase 15,000 shares of Common Stock originally issued on August 5, 2024, with a current exercise price of $37.50 per share (the “August 2024 Warrant”) and a warrant to purchase 21,667 shares of Common Stock originally issued on October 21, 2024 with a current exercise price of $45.00 per share, pursuant to which the Holder agreed to exercise in cash the Existing Warrants at a reduced exercise price of $6.90 per share, for gross proceeds to the Company of $253,000. As an inducement to such exercise, the Company agreed to issue to the holder unregistered warrants to purchase up to 47,666 shares of the Company’s Common Stock. The new warrants, which have an exercise price of $10.56 per share and will not become exercisable until the Company’s stockholders approve the issuance of shares of Common Stock. Following stockholder approval, the warrants have a term of five years.

On August 13, 2025, the Company entered into a securities purchase agreement with certain institutional and accredited investors, pursuant to which the Company agreed to issue and sell, in a private placement, (i) 990 shares of the Company’s newly designated Series B Convertible Preferred Stock, with a par value $0.001 per share and stated value of $1,000 per share initially convertible into 143,476 shares of the Company’s Common Stock, par value $0.007 per share at an initial conversion price of $6.90 per share and (ii) warrants to purchase up to 223,824 shares of the Company’s Common Stock at an exercise price of $10.56 per share of Common Stock.

The following table summarizes the calculated aggregate fair values for the warrants issued in the two August offerings to be equity classified using the Black-Scholes method based on the following assumptions for the Offering:

SUMMARY OF AGGREGATE FAIR VALUES FOR THE WARRANT ISSUED 

The fair value of the warrants using the assumptions above was $143,315 for the inducement warrants and $604,483 for the warrants related to the Series B Convertible Preferred Stock, $113,976 for the change in fair value related to the change in exercise price in the inducement warrants. The fair value of the above warrants was recorded in Additional paid-in capital.

As of September 30, 2025, there were tradeable warrants to purchase up to an aggregate of 53,374 shares of Common Stock outstanding and non-tradeable warrants to purchase an aggregate of up to 90,148 shares of Common Stock outstanding.

SCHEDULE OF CLASS OF WARRANT