9. SUBSEQUENT EVENTS

Issuance of Options

From October 1 to November 7, 2025, the Company issued 148,709 options at a weighted exercise price of $1.76 to board members and consultants.

At-The-Market Offering with H.C. Wainwright

Since October 1, 2025, the Company has sold 236,271 shares of its Common Stock through Wainwright under the ATM Agreement at an average price of approximately $1.78 per share, resulting in aggregate gross proceeds of approximately $420,780, for which it paid Wainwright approximately $12,624 in commissions and other issuance costs of approximately $1,459, resulting in net proceeds to the Company of approximately $406,697. The Company anticipates that the at-the-market offering will continue throughout the next reporting period.

Private Placement

On October 1, 2025, the Company issued and sold 1,733,766 shares of its Common Stock and warrants to purchase 1,733,766 shares of its Common Stock in a private placement to certain accredited investors and a Company director pursuant to securities purchase agreements dated September 29, 2025 at a price per share of $1.30 for which the Company received gross proceeds of approximately $2.3 million. The warrants are exercisable at a price per share of $1.57, are exercisable commencing six months following issuance, have a term of three years from the issuance date, and expiring on October 1, 2028. Company director Stan Smith purchased 19,230 shares of Common Stock and warrants to purchase 19,230 shares of Common Stock for an aggregate purchase price of approximately $25,000. The securities sold to Stan Smith were issued pursuant to the MAIA Biotechnology, Inc. 2021 Equity Incentive Plan (the “MAIA 2021 Plan”). As of September 30, 2025, proceeds of approximately $2.1 million were received and are reported under accrued expenses as funds held in escrow.

On October 16, 2025, the Company issued and sold 603,769 shares of its Common Stock and warrants to purchase 603,769 shares of its Common Stock in a private placement to certain accredited investors pursuant to securities purchase agreements dated October 13, 2025 at a price per share of $1.22 for which the Company received gross proceeds of approximately $0.7 million. The warrants are exercisable at a price per share of $1.52, are exercisable commencing six months following issuance, have a term of three years from the issuance date, and expiring on October 16, 2028.

Issuance of Stock

On October 8, 2025, the Company issued 7,348 shares of common stock having a value of $14,550 (based on $1.98 price calculated by using 120% of the dollar value weighted average price of our common stock on the New York Stock Exchange for the thirty (30) trading days immediately preceding the date of the purchase payment) to a service provider under a master services agreement in consideration of services rendered. The issuance was exempt under Section 4(a)(2) of the Securities Act of 1993, as amended.

Digital Asset Treasury Plan (DATP)

On October 6, 2025, our Board of Directors formally adopted a Digital Asset Treasury Plan. This plan permits the Company to allocate up to 90% of its corporate treasury reserves to acquire and hold Bitcoin, Ether, and USD Coin as a long-term store of value. As of the date of this Quarterly Report on Form 10-Q, the Company has not yet executed any purchases of Digital Assets under this plan. The timing and amount of any future purchases will depend on various factors, including our ongoing liquidity needs, the market price of the Digital Asset, and general market and economic conditions. Future utilization of the DATP could subject our capital resources and liquidity to the significant market risks associated with Digital Assets.

Issuance of Warrant

On November 5, 2025, the Company issued warrants to purchase 11,475 shares of common stock at an exercise price of $1.525 to H.C. Wainwright & Co., LLC for services rendered under its engagement agreement.