Quarterly report [Sections 13 or 15(d)]

Fair Value Measurements

v3.26.1
Fair Value Measurements
 3 Months Ended
Mar. 31, 2026
Fair Value Measurements [Abstract]  
Fair Value Measurements NOTE 12 – FAIR VALUE MEASUREMENTS

The accounting guidance establishes a valuation hierarchy for disclosure of the inputs to valuation used to measure fair value. This hierarchy prioritizes the inputs into three broad levels as follows:

Level 1 – Observable inputs that reflect unadjusted quoted prices for identical assets or liabilities in active markets that the Company has the ability to access at the measurement date.

Level 2 – Observable inputs such as quoted prices for similar instruments and quoted prices in markets that are not active, and inputs that are directly observable or can be corroborated by observable market data. The types of assets and liabilities included in Level 2 are typically either comparable to actively traded securities or contracts, such as treasury securities with pricing interpolated from recent trades of similar securities, or priced with models using highly observable inputs, such as commodity options priced using observable forward prices and volatilities.

Level 3 – Significant inputs to pricing that have little or no observability as of the reporting date. The types of assets and liabilities included in Level 3 are those with inputs requiring significant management judgment or estimation, such as the complex and subjective models and forecasts used to determine the fair value of financial instruments.

Financial assets and liabilities measured at fair value on a recurring basis as of March 31, 2026 and December 31, 2025 are summarized below.

March 31, 2026

Level 1

Level 2

Level 3

Total Fair Value

Cash equivalents:

Money market funds

$

670,409

$

—

$

—

$

670,409

Total

$

670,409

$

—

$

—

$

670,409

December 31, 2025

Level 1

Level 2

Level 3

Total Fair Value

Cash equivalents:

Money market funds

$

665,582

$

—

$

—

$

665,582

Total

$

665,582

$

—

$

—

$

665,582

The following tables present reconciliations of recurring fair value measurements that use significant unobservable inputs (Level 3):

Three Months Ended March 31, 2025

Contingent value rights

Embedded derivative liability

Contingent forward contract

Total

December 31, 2024

$

(312,080)

$

(82,281)

$

—

$

(394,361)

Additions

—

—

(5,515,525)

(5,515,525)

Extinguishment of debt

—

82,281

—

82,281

Fair value adjustments

19,179

—

109,492

128,671

March 31, 2025

$

(292,901)

$

—

$

(5,406,033)

$

(5,698,934)

The estimated fair value of the Contingent Value Rights (“CVR”) as of March 31, 2026 and December 31, 2025 was $0, respectively. The Company recorded a $19,179 gain on the fair value remeasurement of the CVRs during the three months ended March 31, 2025.

The estimated fair value of the contingent forward contract was $0 as of March 31, 2026 and December 31, 2025, respectively. The estimated fair value was considered a Level 3 measurement and the fair value of the contingent forward

contract is determined using a Monte Carlo simulation. As a result of the fair value remeasurement, the Company recorded a remeasurement gain of $0 and $109,492 in the three months ended March 31, 2026 and 2025, respectively. See Note 9, Equity, for further information.

The fair value remeasurements noted above were recorded within other (expense) income in the condensed consolidated statements of operations.

We record transfers between levels of the fair value hierarchy, if necessary, at the end of the reporting period. There were no transfers between levels during the three months ended March 31, 2026.