stock outstanding as of April 19, 2024 and (ii) the number of shares of common stock underlying warrants that are convertible or exercisable within 60 days of April 19, 2024 that are beneficially owned by the applicable Selling Stockholder.
(4)
Assumes that all shares of common stock being registered under the registration statement of which this prospectus forms a part are sold in this offering, and that none of the Selling Stockholders acquire additional shares of our common stock after the date of this prospectus and prior to completion of this offering.
(5)
Consists of 76,714 shares of common stock and 153,428 shares of common stock issuable upon the exercise of warrants convertible or exercisable within 60 days of April 19, 2024, including 153,428 shares of common stock issuable upon exercise of the Warrant held by Armistice Capital Master Fund Ltd., which became exercisable on June 7, 2024, without giving effect to the blocker provision described above. The securities are directly held by Armistice Capital Master Fund Ltd., a Cayman Islands exempted company (the “Master Fund”) and may be deemed to be beneficially owned by: (i) Armistice Capital, LLC (“Armistice Capital”), as the investment manager of the Master Fund; and (ii) Steven Boyd, as the Managing Member of Armistice Capital. The warrants are subject to a beneficial ownership limitation of 4.99%, which such limitation restricts the Selling Stockholder from exercising that portion of the warrants that would result in the Selling Stockholder and its affiliates owning, after exercise, a number of shares of common stock in excess of the beneficial ownership limitation. The address of Armistice Capital Master Fund Ltd. is c/o Armistice Capital, LLC, 510 Madison Avenue, 7th Floor, New York, NY 10022.
(6)
Consists of 14,941 shares of common stock and 30,469 shares of common stock issuable upon the exercise of warrants convertible or exercisable within 60 days of April 19, 2024, including 29,167 shares of common stock issuable upon exercise of the Warrant held by Brio Capital Master Fund Ltd., which became exercisable on June 7, 2024, without giving effect to the blocker provision described above. The address of Brio Capital Master Fund Ltd. is 100 Merrick Road, #401 W, Rockville Centre, NewYork, 11570.
(7)
Consists of 4,166 shares of common stock and 18,750 shares of common stock issuable upon the exercise of warrants convertible or exercisable within 60 days of April 19, 2024, including 8,333 shares of common stock issuable upon exercise of the Warrant held by L1 Capital Global Opportunities Master Fund, which became exercisable on June 7, 2024, without giving effect to the blocker provision described above. The shares will be directly held by L1 Capital Global Opportunities Master Fund, a Cayman Islands exempted company (the “L1 Fund”). David Feldman and Joel Arber are the Directors of the L1 Fund, Mr. Feldman and Mr. Arber disclaim beneficial ownership over these securities. The address of L1 Capital Global Opportunities Master Fund is 161A Shedden Road, 1 Artillery Court, PO Box 10085, Grand Cayman KY1-1001, Cayman Islands.
(8)
Consists of 20,833 shares of common stock and 41,667 shares of common stock issuable upon the exercise of warrants convertible or exercisable within 60 days of April 19, 2024, including 41,667 shares of common stock issuable upon exercise of the Warrant held by Lind Global Fund II LP, which became exercisable on June 7, 2024, without giving effect to the blocker provision described above. Lind Global Partners II LLC, the general partner of Lind Global Macro Fund, LP, may be deemed to have sole voting and dispositive power with respect to the shares held by Lind Global Fund II LP. Jeff Easton, the managing member of Lind Global Partners II LLC, may be deemed to have sole voting and dispositive power with respect to the shares held by Lind Global Fund II LP.
(9)
Consists of 16,667 shares of common stock and 33,333 shares of common stock issuable upon the exercise of warrants convertible or exercisable within 60 days of April 19, 2024, including 33,333 shares of common stock issuable upon exercise of the Warrant held by S.H.N. Financial Investments Ltd, which became exercisable on June 7, 2024, without giving effect to the blocker provision described above. The shares will be directly held by S.H.N. Financial Investments Ltd., an Israeli corporation (“S.H.N.”), and may be deemed to be indirectly beneficially owned by Mr. Hadar Shamir and Mr. Nir Shamir who each own 50% of the company and have shared voting and dispositive power over the common shares. Mr. Hadar Shamir and Mr. Nir Shamir disclaim beneficial ownership of the securities except to the extent of their respective pecuniary interests therein. The address of S.H.N. is c/o S.H.N. Financial Investments Ltd., 3 Arik Einstein Street, Herzilya, Israel.