Annual report pursuant to Section 13 and 15(d)

Common Stock and Preferred Stock

v3.24.1
Common Stock and Preferred Stock
 12 Months Ended
Dec. 31, 2023
Stockholders' Equity Note [Abstract]  
Common Stock and Preferred Stock Common Stock and Preferred Stock
Common Stock
The Company is authorized to issue 500,000,000 shares of common stock with a par value of $0.0001 per share. Each share of common stock entitles the holder to one vote on all matters submitted to a vote of the Company’s stockholders. Subject to preferences that may apply to any outstanding preferred stock, holders of common stock are entitled to receive ratably any dividends that the Company’s board of directors may declare out of funds legally available for that purpose on a non-cumulative basis. No dividends had been declared through December 31, 2023.
On April 19, 2023, the Company entered into a Securities Purchase Agreement with RedCo II Master Fund, L.P. (“Redmile”) and HINSIGHT-AUGX HOLDINGS, LLC, a wholly owned indirect subsidiary of HCA Healthcare, Inc. (the “Purchasers”), pursuant to which the Company sold to the Purchasers for aggregate consideration of approximately $12.0 million an aggregate of 3,125,000 shares of the Company’s common stock at a purchase price of $1.60 per share, pre-funded warrants to purchase up to 4,375,273 shares of common stock, at a price per pre-funded warrant equal to the purchase price per share, less $0.0001, and breakeven warrants to purchase up to 1,875,069 shares of common stock, at an exercise price of $1.75 per share. The breakeven warrants became exercisable pursuant to their terms on November 20, 2023, upon the closing of the Company's equity financing on the same date (discussed below) and expire seven years following the date of issuance. The pre-funded warrants have an exercise price of $0.0001 per warrant share, became exercisable upon issuance and remain exercisable until exercised in full.
On May 19, 2023, the Company filed a registration statement on Form S-3 (File No. 333-272081), which was declared effective by the SEC on May 26, 2023, which registered for resale 9,375,342 shares of the Company’s common stock.
On June 13, 2023, the Company and Redmile entered into a separate securities purchase agreement, which was subsequently approved by the Company’s stockholders on July 13, 2023. Under this securities purchase agreement, the Company has the right, but not the obligation, to sell up to 3,125,000 shares of common stock to Redmile at a purchase price of $1.60 per share, or an aggregate purchase price of $5.0 million. If the closing market price of the Company's common stock is less than $1.60 per share for five consecutive trading days at any time after the one-year anniversary of the securities purchase agreement, Redmile will have the option to elect not to purchase such shares.
On November 20, 2023, the Company closed a public offering in which the Company issued 7,187,500 shares of common stock and raised net proceeds of $26.3 million, after underwriter's commissions and direct financing costs of $2.5 million.
Common Stock Warrants
At December 31, 2023, the Company had the following warrants outstanding to acquire shares of its common stock:
Expiration Date Shares of
Common
Stock
Issuable
upon
Exercise of
Warrants		 Exercise
Price Per
Warrant
October 25, 2024 346,500 $3.00
June 11, 2025 234 $96.24
November 13, 2025 84,964 $3.00
July 28, 2027 91 $106.17
August 28, 2028 1,052 $39.76
May 4, 2029 48,295 $4.00
September 2, 2029 1,826,222 $2.88
April 30, 2030 1,875,069 $1.75
June 13, 2030 190,330 $3.01
Perpetual 4,375,273 $0.0001
  8,748,030  
The perpetual common stock warrants in the table above are included in the weighted average shares outstanding for purpose of calculating earning per share since the issuance date of April 19, 2023 given the nominal exercise price, but are not considered outstanding common shares as of December 31, 2023.
Preferred Stock
The Company is authorized to issue 10,000,000 shares of preferred stock with a par value of $0.0001 per share. The Company’s board of directors are authorized, subject to limitations prescribed by Delaware law, to issue preferred stock in one or more series, to establish from time to time the number of shares to be included in each series, and to fix the designation, powers, preferences, and rights of the shares of each series. As of December 31, 2023 and 2022, there were no shares of preferred stock issued or outstanding.