Related Party Transactions |
9 Months Ended |
|---|---|
Sep. 30, 2026 | |
| Related Party Transactions [Abstract] | |
| Related Party Transactions |
8. Related Party Transactions
In September 2025, the Company entered into a Master Services Agreement with Wilder & Partners, LLC, currently doing business as Reunion (“Reunion”), an agency that assists the Company in branding, marketing, and product design for the Company’s first product launch, which occurred on August 25, 2026. The founding partner of Reunion is the Company CEO’s son-in-law and, as such, falls within the Company’s Policy and Procedures for Related Party Transactions. Accordingly, the Board of Directors, inclusive of the Audit Committee, considered, reviewed, and unanimously approved the retention of Reunion as the branding agency, authorizing management to negotiate and execute an agreement on terms substantially consistent with the proposal reviewed. For the three and nine months ended September 30, 2026, the Company incurred approximately $0.1 million and $0.7 million, respectively, of marketing expenses related to Reunion, of which approximately $0.1 million was outstanding and included in accounts payable as of September 30, 2026. For the three and nine months ended September 30, 2025, the Company incurred approximately $0.3 million of marketing expenses related to Reunion. In addition, $0.1 million was outstanding and included in accounts payable and accrued and other current liabilities as of December 31, 2025.
In connection with the January 2025 PIPE financing, certain Company insiders, including the Company’s CEO, Chief Financial Officer and certain members of the Company’s board of directors, participated in the offering. These Company insiders purchased an aggregate of shares of Common Stock and January 2025 PIPE Warrants to purchase up to an aggregate of 122,047 shares of Common Stock, for an aggregate purchase price of $1.55 million. The purchase price per share and accompanying Warrant for these Company insiders was the same as paid by other investors in the January 2025 PIPE. See Note 4 – Equity Securities.
In connection with the December 2025 PIPE financing, certain Company insiders, including the Company’s CEO, Chief Financial Officer and a member of the Company’s management, participated in the offering. These Company insiders purchased an aggregate of shares of Common Stock and December 2025 PIPE Warrants to purchase up to an aggregate of 1,470,588 shares of Common Stock, for an aggregate purchase price of $1.5 million. The purchase price per share and accompanying December 2025 PIPE Warrants for these Company insiders was the same as paid by other investors in the December 2025 PIPE. In addition, in connection with the December 2025 PIPE, the Company and certain holders of the Company’s outstanding warrants who participated as investors in the January 2025 PIPE, including certain Company insiders, agreed to amend certain outstanding warrants to purchase up to an aggregate of 120,734 shares of the Company’s common stock that were previously issued on January 23, 2025, with an exercise price of $12.70 per share, effective upon the closing of the December 2025 PIPE, such that the amended warrants have a reduced exercise price of $2.04 per share, which was the same exercise price as what other investors received in the December 2025 PIPE. The amended warrants were exercisable subject to stockholder approval and will expire five years from May 27, 2026, the effective date of such stockholder approval. See Note 4 – Equity Securities.
In connection with the August 2026 PIPE financing, certain Company insiders, including the Company’s CEO and Chief Financial Officer, participated in the offering. These Company insiders purchased an aggregate of shares of Common Stock and August 2026 PIPE Warrants to purchase up to an aggregate of 544,216 shares of Common Stock and August 2026 Pre-Funded Warrants to purchase up to an aggregate of shares of Common Stock and August 2026 PIPE Warrants to purchase up to an aggregate of 2,722,940 shares of Common Stock, for an aggregate purchase price of $2.4 million. The purchase price per share of Common Stock and accompanying August 2026 PIPE Warrants was $ and the purchase price per August 2026 Pre-Funded Warrants and accompanying August 2026 PIPE Warrants was $ for Company insiders See Note 4 – Equity Securities. |