MNTS (Nasdaq: MNTS) revises $8.03M at-the-market stock offering capacity

Rhea-AI Filing Summary

MNTS may offer and sell up to $8,031,113.04 of its Class A common stock through an existing at-the-market program with A.G.P./Alliance Global Partners. This prospectus supplement updates earlier at-the-market materials under Form S-3 to reflect current limits in General Instruction I.B.6, which cap public primary offerings at one-third of the company's public float while it remains below $75.0 million.

The public float is stated as $52,336,366.02, based on 30,606,062 shares of common stock held by non-affiliates at a price of $1.71 per share as of October 14, 2025. The company has already sold $9,414,342.30 of common stock under these rules in the past twelve months, and this supplement covers the remaining capacity. MNTS common stock trades on Nasdaq under the symbol "MNTS," with a last reported sale price of $0.9457 per share on December 11, 2025.

Filed Pursuant to Rule 424(b)(5)

Registration No. 333- 290425

PROSPECTUS SUPPLEMENT

(To Prospectus Supplement dated October 20, 2025)

(To Prospectus Supplement dated October 10, 2025)

(To Prospectus and Prospectus Supplement dated September 30, 2025)

Up to $8,031,113.04

of Common Stock

This prospectus supplement (the “Prospectus Supplement”) amends and supplements the prospectus supplement dated October 20, 2025, the prospectus supplement dated October 10, 2025, the prospectus supplement dated September 30, 2025 and the accompanying base prospectus dated September 30, 2025 filed with the Securities and Exchange Commission as part of our registration statement on Form S-3 (collectively, the “ATM Prospectus”), relating to the offer and sale of shares of our Class A common stock, par value $0.00001 per share (“common stock” from time to time pursuant to the terms of the sales agreement dated September 19, 2025 (the “ATM Agreement”) with A.G.P./Alliance Global Partners (the “Sales Agent”), acting as our sales agent or principal. This Prospectus Supplement should be read in conjunction with the ATM Prospectus, and is qualified by reference thereto, except to the extent that the information herein amends or supersedes the information contained in the ATM Prospectus. This Prospectus Supplement is not complete without and may only be delivered or utilized in connection with the ATM Prospectus, and any future amendments or supplements thereto.

We are subject to the offering limits in General Instruction I.B.6 of Form S-3. As of the date of this Prospectus Supplement, the aggregate market value of our common stock held by non-affiliates pursuant to General Instruction I.B.6 of Form S-3 is $52,336,366.02, which was calculated based on 30,606,062 shares of our outstanding common stock held by non-affiliates and a price of $1.71 per share, the closing price of our common stock on October 14, 2025, which is the highest closing sale price of our common stock on the Nasdaq Capital Market (“Nasdaq”) within the prior 60 days. As of the date of this Prospectus Supplement, we have sold an aggregate of $9,414,342.30 of shares of our common stock pursuant to General Instruction I.B.6 of Form S-3 during the 12 calendar months prior to, and including, the date of this Prospectus Supplement. As such,  $8,031,113.04 is available to be sold pursuant to this Prospectus Supplement. Pursuant to General Instruction I.B.6 of Form S-3, in no event will we sell securities in public primary offerings on Form S-3 with a value exceeding one-third of our public float (as defined by General Instruction I.B.6) in any twelve calendar month period so long as our public float remains below $75.0 million.

We are filing this Prospectus Supplement to amend the ATM Prospectus to update the maximum amount of shares that we are eligible to sell under General Instruction I.B.6. As a result of these limitations, we may offer and sell shares of our common stock having an aggregate offering price of up to $8,031,113.04 (which does not include the $9,414,342.30 of shares previously sold under the ATM Agreement) pursuant to this Prospectus Supplement in accordance with the terms of the ATM Agreement. However, in the event that our public float increases, we may sell additional securities in public primary offerings on Form S-3 with a value up to one-third of our public float, in each case calculated pursuant to General Instruction I.B.6 and subject to the terms of the Agreement. In the event that our public float increases above $75.0 million, we will no longer be subject to the limits in General Instruction I.B.6 of Form S-3. If our public float increases such that we may sell additional amounts under the ATM Agreement and the registration statement of which this Prospectus Supplement and the ATM Prospectus are a part, we will file another prospectus supplement prior to making additional sales.

Our common stock is listed on Nasdaq under the symbol “MNTS.” On December 11, 2025, the last reported sale price of our common stock on Nasdaq was $0.9457 per share.

Investing in our common stock involves a high degree of risk. Before making an investment decision, please read the information under the heading “Risk Factors” beginning on page S-12 of the ATM Prospectus and in the documents incorporated by reference into this prospectus.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or passed upon the adequacy or accuracy of this prospectus. Any representation to the contrary is a criminal offense.

A.G.P.

The date of this prospectus supplement is December 12, 2025

FAQ

What is MNTS doing with this new prospectus supplement?

MNTS is updating its at-the-market offering materials so it may sell additional shares of Class A common stock under a sales agreement with A.G.P./Alliance Global Partners, subject to Form S-3 General Instruction I.B.6 limits.

How much common stock can MNTS sell under this at-the-market program now?

Under this prospectus supplement, MNTS may offer and sell up to $8,031,113.04 in shares of its common stock, in addition to $9,414,342.30 of common stock already sold over the prior twelve months under General Instruction I.B.6.

What limits does General Instruction I.B.6 of Form S-3 place on MNTS?

General Instruction I.B.6 limits MNTS to selling securities in public primary offerings on Form S-3 with a value not exceeding one-third of its public float in any twelve-month period, for so long as that public float remains below $75.0 million.

How was MNTS's public float calculated for this offering capacity?

The public float is listed as $52,336,366.02, calculated from 30,606,062 shares of common stock held by non-affiliates and a share price of $1.71, the October 14, 2025 closing price on Nasdaq.

Who is acting as MNTS's sales agent in this at-the-market offering?

A.G.P./Alliance Global Partners is named as the sales agent under the at-the-market sales agreement, and may act as sales agent or principal in transactions for MNTS common stock.

Where is MNTS common stock listed and what was the recent trading price?

MNTS common stock is listed on the Nasdaq Capital Market under the symbol "MNTS", with a last reported sale price of $0.9457 per share on December 11, 2025.

What risks are highlighted for investors considering this MNTS stock offering?

The document states that investing in MNTS common stock involves a high degree of risk and directs readers to the "Risk Factors" section in the at-the-market prospectus and incorporated documents for detailed risk discussions.