Quarterly report [Sections 13 or 15(d)]

Warrants

v3.26.3
Warrants
 3 Months Ended
Aug. 31, 2026
Warrants and Rights Note Disclosure [Abstract]  
Warrants Stockholders' Equity
Summary
The Company’s authorized capital stock as of August 31, 2026 consisted of 290,000,000 shares of common stock. As of August 31, 2026, there were 145,637,452 shares of common stock issued and outstanding.
Common Stock
The holders of outstanding shares of common stock are entitled to receive dividends out of assets or funds legally available for the payment of dividends at such times and in such amounts as the Board of Directors may determine. Holders of common stock are entitled to one vote for each share held on all matters submitted to a vote of stockholders. There is no cumulative voting for the election of directors. The common stock is not entitled to preemptive rights and is not subject to conversion or redemption. Upon liquidation, dissolution or winding up of the Company, the assets legally available for distribution to stockholders are distributable ratably among the holders of the common stock after payment of liquidation preferences, if any, on any outstanding payment of other claims of creditors. Each outstanding share of common stock is duly and validly issued, fully paid, and non-assessable.
Contributions from Applied Parent
The historical financial statements of the Company, prior to the Business Combination, have been prepared on a standalone basis and were derived from the condensed consolidated financial statements and accounting records of Applied Parent, inclusive of certain allocations of assets, liabilities, and costs from Applied Parent. Because these allocations have no history nor expectation of being settled in cash, these allocations were treated as contributions from Applied Parent in the condensed consolidated statements of temporary equity and stockholders' equity.
Warrants
In connection with the Business Combination, the Company assumed Legacy Ekso's outstanding warrants, which entitle holders to purchase shares of the Company's common stock at predetermined exercise prices.
Warrants outstanding as of August 31, 2026 and May 31, 2026 were as follows:
Exercise Remaining May 31, August 31
Source
 Price term (Years) 2026 Issued Expired Exercised 2026
January 2026 Private Placement Warrants $ 8.22  4.9 355,960  —  —  —  355,960 
January 2026 Placement Agent Warrant $ 8.22  4.9 14,238  —  —  —  14,238 
October 2025 Placement Agent Warrant $ 4.81  4.2 15,389  —  —  —  15,389 
September 2024 Series A
Warrants		 $ 15.00  3.0 73,333  —  —  (66,666) 6,667 
458,920  —  —  (66,666) 392,254 
On July 21, 2026, the Company issued a total of 66,666 shares of the Company's common stock upon the exercise of 66,666 common stock warrants held by an investor, with an exercise price of $15.00 per common stock warrant, resulting in net proceeds of approximately $1.0 million.
The weighted-average exercise price of all of the Company's warrants outstanding as of August 31, 2026 was $8.20.
January 2026 Warrants
In January 2026, Legacy Ekso issued warrants to purchase up to an aggregate of 355,960 shares of the Company's common stock at an exercise price of $8.22 per share (the “January 2026 Private Placement Warrants”). The January 2026 Private Placement Warrants were assumed in connection with the Business Combination. Each January 2026 Private Placement Warrant was exercisable starting on July 22, 2026, subject to certain conditions set forth in the January 2026 Private Placement Warrants, including that the holder does not at the time of such exercise hold any shares of the Company’s Series B Convertible Preferred Stock (“Series B Preferred Stock”) or the underlying shares of the Company’s common stock.
On January 22, 2026, in connection with the January 2026 Private Placement, the Company issued to Lake Street Capital Markets, LLC (“Lake Street”) the warrants to purchase up to 14,238 shares of the Company's common stock, at an exercise price equal to $8.22 per share (the “January 2026 Placement Agent Warrant”), in substantially the same form as the January 2026 Private Placement Warrants. The January 2026 Placement Agent Warrant was assumed in connection with the Business Combination.
The January 2026 Private Placement Warrants and the January 2026 Placement Agent Warrant are classified as warrant liabilities due to not being indexed to the Company's common stock. In connection with the Business Combination, these warrant liabilities were measured at fair value upon the Business Combination acquisition date and are remeasured to fair value at each reporting date using certain estimated inputs, which are classified within Level 3 of the fair value hierarchy. Refer to Note 14. Fair Value Measurements for additional information regarding the valuation of warrants. The following assumptions were used in the valuations to measure the fair value of the January 2026 Private Placement Warrants and the January 2026 Placement Agent Warrant:
January 2026 Private Placement Warrants and Placement Agent Warrants
August 31, 2026 May 31, 2026
Current share price $ 18.18  18.36 
Exercise price $ 8.22  8.22 
Risk-free interest rate 4.5  % 4.1  %
Expected term (years) 4.90 5.14
Volatility of stock 85.5  % 80.0  %
October 2025 Warrants
In October 2025, Legacy Ekso issued the October 2025 Placement Agent Warrants, exercisable for up to 15,389 shares of the Company’s common stock at an exercise price of $4.81 per share (the "October 2025 Placement Agent Warrants"). The October 2025 Placement Agent Warrants were assumed in connection with the Business Combination and remain immediately exercisable, expiring on October 30, 2030.
September 2024 Warrants
In September 2024, Legacy Ekso issued the September 2024 Series A Warrants, exercisable for an aggregate of up to 400,000 shares of the Company’s common stock at an exercise price of $15.00 per share (the "Series A Warrants"). The Series A Warrants were assumed in connection with the Business Combination, and as of August 31, 2026 there remain 6,667 unexercised Series A Warrants, which are classified as equity in the condensed consolidated balance sheet. The Series A Warrants are immediately exercisable and expire on September 4, 2029.