12.

NET LOSS PER SHARE

 

Basic and diluted net loss per share are shown in the consolidated statements of operations and comprehensive loss.

 

No adjustment has been made to the net loss for charges related to the Convertible Notes or Series A-1 Convertible Preferred Stock as the effect would be anti-dilutive due to the Company’s net loss. The following outstanding stock options, warrants, and shares issuable upon conversion of the Convertible Notes and the Series A-1 Convertible Preferred Stock were not considered in the computation of diluted net loss per share attributable to holders of common stock as they had antidilutive effects:

 

  

Year Ended December 31,

 
  

2025

  

2024

 

Common shares issuable upon exercise of issued warrants

  7,710,280   - 

Common shares issuable upon exercise of common stock options

  7,556,434   7,210,742 

Common shares issuable upon conversion of Convertible Notes

  -   1,386,344 

Shares issuable upon conversion of Series A-1 Preferred Stock

  -   39,618,919 

Total common shares excluded from denominator for diluted earnings per share computation

  15,266,714   48,216,005 

      

About Earnings Per Share Disclosures

The earnings per share disclosure breaks down the calculation from net income to both basic and diluted EPS, revealing the full impact of a company's capital structure on per-share economics. The reconciliation between basic and diluted share counts exposes how many stock options, RSUs, convertible securities, and warrants are potentially dilutive to existing shareholders.

Key signals: a widening gap between basic and diluted shares indicates growing dilution from equity compensation or convertible instruments. Anti-dilutive securities excluded from the diluted calculation deserve attention — they represent latent dilution that will materialize if the stock price rises. Watch for the effect of share buybacks on per-share metrics: EPS growth driven primarily by repurchases rather than income growth signals weakening fundamentals. Compare year-over-year changes in the diluted share count against equity compensation expense to assess whether management is effectively managing dilution.