Acer Therapeutics (ACER) 10-Q 14 May 18 2018 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2018	May 01, 2018
Document And Entity Information [Abstract]
Entity Registrant Name	Acer Therapeutics Inc.
Entity Central Index Key	1,069,308
Document Type	10-Q
Document Period End Date	Mar. 31, 2018
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Trading Symbol	ACER
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		7,497,433
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2,018

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($)	Mar. 31, 2018	Dec. 31, 2017
Current assets:
Cash and cash equivalents	$ 12,368,625	$ 15,644,355
Prepaid expenses	826,429	881,887
Total current assets	13,195,054	16,526,242
Property and equipment, net	66,512	62,984
Other assets:
Goodwill	7,647,267	7,647,267
In-process research and development	118,600	118,600
Other non-current assets	16,148	13,648
Total assets	21,043,581	24,368,741
Current liabilities:
Accounts payable	325,535	95,873
Accrued expenses	2,152,486	1,937,331
Total liabilities	2,478,021	2,033,204
Commitments
Stockholders’ equity:
Preferred stock, no par value; authorized 10,000,000 shares; none issued and outstanding	0	0
Common stock, $0.01 par value; authorized 150,000,000 shares; 7,497,433 shares issued and outstanding at March 31, 2018 and December 31, 2017	74,974	74,974
Additional paid-in capital	48,025,842	47,812,215
Accumulated deficit	(29,535,256)	(25,551,652)
Total stockholders’ equity	18,565,560	22,335,537
Total liabilities, and stockholders’ equity	$ 21,043,581	$ 24,368,741

Condensed Consolidated Balance3

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Mar. 31, 2018	Dec. 31, 2017
Statement Of Financial Position [Abstract]
Preferred stock, no par value	$ 0	$ 0
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	150,000,000	150,000,000
Common stock, shares issued	7,497,433	7,497,433
Common stock, shares outstanding	7,497,433	7,497,433

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Operating expenses:
Research and development	$ 2,073,971	$ 3,033,539
General and administrative	1,917,030	333,529
Total operating expenses	3,991,001	3,367,068
Loss from operations	(3,991,001)	(3,367,068)
Other income (expense):
Interest income	30,690	0
Interest expense	0	(12,630)
Foreign currency transaction loss	(23,293)	0
Total other income (expense), net	7,397	(12,630)
Net loss	$ (3,983,604)	$ (3,379,698)
Net loss per share - basic and diluted	$ (0.53)	$ (1.38)
Weighted average common shares outstanding - basic and diluted	7,497,433	2,450,000

Condensed Consolidated Stateme5

Condensed Consolidated Statements of Cash Flows - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Cash flows from operating activities:
Net loss	$ (3,983,604)	$ (3,379,698)
Adjustments to reconcile net loss to net cash used in operating activities:
Non-cash interest expense		13,031
Share-based compensation	252,374	15,876
Depreciation	6,224	905
Write-off of deferred financing costs		1,901
Changes in operating assets and liabilities
Prepaid expenses	55,458	327,493
Accounts payable	229,662	464,083
Accrued expenses	215,155	483,480
Other non-current assets	(2,500)
Net cash used in operating activities	(3,227,231)	(2,072,929)
Cash flows from investing activities:
Purchase of property and equipment	(9,752)
Net cash used in investing activities	(9,752)
Cash flows from financing activities:
Costs associated with the issuance of common stock	(38,747)
Deferred financing costs		(62,974)
Proceeds from convertible notes payable		3,125,000
Net cash (used in) provided by financing activities	(38,747)	3,062,026
Net (decrease) increase in cash and cash equivalents	(3,275,730)	989,097
Cash and cash equivalents, beginning of period	15,644,355	1,834,018
Cash and cash equivalents, end of period	$ 12,368,625	2,823,115
Supplemental non-cash financing transactions:
Accretion of issuance costs on Series A Convertible Redeemable Preferred stock		3,710
Accretion of issuance costs on Series B Convertible Redeemable Preferred stock		$ 9,127

Nature of Operations and Basis

Nature of Operations and Basis of Presentation	3 Months Ended
	Mar. 31, 2018
Organization Consolidation And Presentation Of Financial Statements [Abstract]
Nature of Operations and Basis of Presentation	1. NATURE OF OPERATIONS AND BASIS OF PRESENTATION Business Acer Therapeutics Inc., a Texas corporation (the “Company”), formerly known as Opexa Therapeutics, Inc. (the “Registrant”), is a pharmaceutical company focused on the acquisition, development, and commercialization of therapies for patients with serious rare and ultra-rare diseases with critical unmet medical need. The Company’s late-stage clinical pipeline includes two candidates for severe genetic disorders: EDSIVO™ (celiprolol) for vascular Ehlers-Danlos syndrome (“vEDS”), and ACER-001 (a fully taste-masked, immediate release formulation of sodium phenylbutyrate) for urea cycle disorders (“UCD”) and Maple Syrup Urine Disease (“MSUD”). There are no FDA-approved drugs for vEDS and MSUD and limited options for UCD, which collectively impact approximately 7,000 patients in the United States. The Company’s products have clinical proof-of-concept and mechanistic differentiation, and it intends to seek approval for them in the U.S. by using the regulatory pathway established under section 505(b)(2) of the Federal Food, Drug, and Cosmetic Act, or FFDCA, that allows an applicant to rely at least in part on third-party data for approval, which may expedite the preparation, submission, and approval of a marketing application. Since its inception, the Company has devoted substantially all of its efforts to business planning, research and development, recruiting management and technical staff, acquiring operating assets and raising capital. The Company has not generated any product revenue to date and may never generate any product revenue in the future. Merger and Reverse Stock Split On September 19, 2017, the Registrant completed its business combination with Acer Therapeutics Inc., a Delaware corporation (“Private Acer”), in accordance with the terms of the Agreement and Plan of Merger and Reorganization, dated as of June 30, 2017, by and among the Registrant, Opexa Merger Sub, Inc. (“Merger Sub”) and Private Acer (the “Merger Agreement”), pursuant to which Merger Sub merged with and into Private Acer, with Private Acer surviving as a wholly-owned subsidiary of the Registrant (the “Merger”). This transaction was approved by the Registrant’s shareholders at a special meeting of its shareholders on September 19, 2017. Also on September 19, 2017, in connection with, and prior to the completion of, the Merger, the Registrant effected a 1-for-10.355527 reverse stock split of its then outstanding common stock (the “Reverse Split”) and immediately following the Merger, the Registrant changed its name to “Acer Therapeutics Inc.” pursuant to amendments to its certificate of formation filed with the Texas Secretary of State on September 19, 2017. All share numbers have been adjusted to reflect the Reverse Split. Following the completion of the Merger, the business conducted by the Registrant became primarily the business conducted by Private Acer, which is a pharmaceutical company that acquires, develops and intends to commercialize therapies for patients with serious rare and ultra-rare diseases with critical unmet medical need. Basis of Presentation Accounting principles generally accepted in the United States require that a company whose security holders retain the majority voting interest in the combined business be treated as the acquirer for financial reporting purposes. Accordingly, the Merger was accounted for as a reverse acquisition whereby Private Acer was treated as the acquirer for accounting and financial reporting purposes. Private Acer was incorporated on December 26, 2013, as part of a reorganization whereby Acer Therapeutics, LLC was converted into a corporation organized under the laws of the State of Delaware. The accompanying consolidated financial statements are of (i) Private Acer up to September 18, 2017, and (ii) the Registrant and its wholly-owned subsidiary Private Acer, for the period beginning on September 19, 2017. All intercompany balances and transactions have been eliminated in consolidation. These consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP). Any reference in these notes to applicable guidance is meant to refer to the authoritative GAAP as found in the Accounting Standards Codification (ASC) and Accounting Standards Update (ASU) of the Financial Accounting Standards Board (FASB). Going Concern Uncertainty The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has experienced recurring losses since inception and expects to continue to incur losses for the foreseeable future as it continues its development of, and seeks marketing approvals for, its product candidates. The Company has historically relied on raising capital to finance its operations and plans to raise additional capital through public or private equity and/or debt financings. There is no assurance, however, that the Company will be able to raise sufficient capital to fund its operations on terms that are acceptable, or that its operations will ever be profitable. Based on available resources, the Company believes that its cash and cash equivalents currently on hand are sufficient to fund its anticipated operating and capital requirements through the end of 2018. There is substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the accompanying financial statements are issued. These financial statements do not include any adjustments relating to the recoverability of recorded asset amounts that might be necessary as a result of the above uncertainty.

Significant Accounting Polices

Significant Accounting Polices	3 Months Ended
	Mar. 31, 2018
Accounting Policies [Abstract]
Significant Accounting Polices	2. SIGNIFICANT ACCOUNTING POLICIES The Company’s significant accounting policies are described in Note 2, “Significant Accounting Policies,” in its 2017 Annual Report on Form 10-K. Share-Based Compensation The Company records share-based payments at fair value. The measurement date for compensation expense related to employee awards is generally the date of the grant. The measurement date for compensation expense related to nonemployee awards is generally the date that the performance of the awards is completed and, until such time, the fair value of the awards is remeasured at the end of each reporting period. Accordingly, the ultimate expense is not fixed until such awards are vested. The fair value of awards, net of expected forfeitures, is recognized as an expense in the statement of operations over the requisite service period, which is generally the vesting period. The fair value of options is calculated using the Black-Scholes option pricing model. This option valuation model requires the use of assumptions including, among others, the volatility of stock price, the expected term of the option, and the risk-free interest rate. The following assumptions were used to estimate the fair value of stock options granted during the three-month period ending March 31, 2018 using the Black-Scholes option pricing model. No options were granted during the three-month period ending March 31, 2017: 2018 Risk-free interest rate 2.43% Expected life (years) 6.25 Volatility 60% Dividend rate 0% Use of Estimates The Company’s accounting principles require management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting period. Estimates having relatively higher significance include the accounting for acquisitions, stock-based compensation, and income taxes. Actual results could differ from those estimates and changes in estimates may occur. Basic and Diluted Net Loss per Common Share Basic and diluted net loss per common share is computed by dividing net loss in each period by the weighted average number of shares of common stock outstanding during such period. For the periods presented, common stock equivalents, consisting of options, convertible redeemable preferred stock and warrants, were not included in the calculation of the diluted loss per share because to do so would be anti-dilutive. Recent Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) In January 2017, the FASB issued ASU No. 2017-04, Intangibles – Goodwill and Other (Topic 350)

Property and Equipment

Property and Equipment	3 Months Ended
	Mar. 31, 2018
Property And Equipment [Abstract]
Property and Equipment	3. PROPERTY AND EQUIPMENT Property and equipment consisted of the following at March 31, 2018 and December 31, 2017: March 31, 2018 December 31, 2017 Computer hardware and software $ 24,482 $ 16,555 Leasehold improvements 7,648 7,968 Furniture and fixtures 44,648 42,503 Less accumulated depreciation (10,266 ) (4,042 ) $ 66,512 $ 62,984

Accrued Expenses

Accrued Expenses	3 Months Ended
	Mar. 31, 2018
Accounts Payable And Accrued Liabilities Current [Abstract]
Accrued Expenses	4. ACCRUED EXPENSES Accrued expenses consisted of the following at March 31, 2018 and December 31, 2017: March 31, 2018 December 31, 2017 Accrued legal $ 129,783 $ 174,592 Accrued pre-commercial costs 331,892 341,159 Accrued consulting 186,905 102,156 Accrued audit and tax 48,745 111,250 Accrued license fees 840,791 817,578 Accrued contract manufacturing 342,437 218,108 Accrued contract research 188,723 99,140 Accrued miscellaneous expenses 83,210 73,348 $ 2,152,486 $ 1,937,331

Commitments

Commitments	3 Months Ended
	Mar. 31, 2018
Commitments And Contingencies [Abstract]
Commitments	5. COMMITMENTS Litigation From time to time, the Company or its subsidiaries may become involved in litigation or proceedings relating to claims arising from the ordinary course of business. On September 27, 2017, Piper Jaffray & Co. filed a lawsuit against Private Acer, Piper Jaffray & Co. v. Acer Therapeutics Inc., Index No. 656055/2017, in the Supreme Court of the State of New York, County of New York. The complaint alleges that Private Acer breached its obligations to Piper Jaffray & Co. pursuant to an August 30, 2016 engagement letter between the parties and an April 28, 2017 addendum thereto by failing to pay Piper Jaffray & Co. (i) a fee of $1,097,207 in connection with the financing which closed on September 19, 2017 for aggregate consideration of approximately $15.7 million and (ii) $67,496 in reimbursement for expenses incurred by Piper Jaffray & Co. pursuant to the engagement letter. On November 10, 2017, Private Acer filed an answer and counterclaim in the lawsuit, denying Piper Jaffray & Co.’s breach of contract allegation, asserting several defenses, and bringing several counterclaims, including claims for breach of contract and breach of the duty of good faith and fair dealing. Piper Jaffray & Co. filed a reply to the counterclaims denying the essential allegations, and discovery has commenced. The Company has not recorded a liability as of March 31, 2018, because a potential loss is not probable or reasonably estimable given the preliminary nature of the proceedings. Newton Lease The Company entered into a Lease Agreement effective March 6, 2018 (the “Newton Lease”) with Commonwealth Development LLC, as trustee of the Gateway Realty Trust (the “Newton Landlord”). Pursuant to the Newton Lease, the Company has leased certain premises consisting of 2,760 square feet of office space located at One Gateway Center, Suite 351, 300 Washington Street, Newton, Massachusetts (the “Newton Premises”) to serve as its corporate headquarters. The term of the Newton Lease commences on October 1, 2018 and expires on September 30, 2021. The Company currently occupies the Newton Premises as a subtenant pursuant to a Sublease, dated October 16, 2017, which expires on September 30, 2018. The Newton Lease provides for base rent as follows: Month of Term Under Newton Lease Monthly Base Rent 1 to 12 $ 8,480 13 to 24 $ 8,710 25 to 36 $ 8,940 The Company’s total commitment for rent under the full term of the Newton Lease is $313,560. In addition, the Company is required to share in certain taxes and operating expenses of the Newton Premises. Upon execution of the Newton Lease, the Company made a security deposit of $17,880 to the Newton Landlord.

Stockholders' Equity

Stockholders' Equity	3 Months Ended
	Mar. 31, 2018
Equity [Abstract]
Stockholders' Equity	6. STOCKHOLDERS’ EQUITY 2010 Stock Incentive Plan The Company’s 2010 Stock Incentive Plan, as amended and restated (the “2010 Plan”), provides for the grant of up to 470,170 shares of common stock as incentive or non-qualified stock options, stock appreciation rights, restricted stock units and/or restricted common stock to employees, officers, directors, consultants and advisers. The 2010 Plan was amended to increase the shares reserved for issuance from 113,465 to 470,170 shares and such amendment was approved by the Registrant’s shareholders on September 19, 2017. The Board of Directors or the Compensation Committee, as applicable, administers the 2010 Plan and has discretion to determine the recipients, the number and types of equity awards to be granted and the terms and conditions of the equity awards, including the period of their exercisability and vesting. Subject to a limitation on repricing without shareholder approval, the Board or the Compensation Committee, as applicable, may also determine the exercise price of options granted under the 2010 Plan. Option awards are generally granted with an exercise price equal to the fair value of the common stock at the date of grant and have contractual terms of 10 years. Stock options granted to executive officers and employees vest over a four-year period, with 25% vesting on the one-year anniversary of the grant date and the remaining 75% vesting quarterly over the remaining three years, assuming continued service, and with vesting acceleration in full immediately prior to a change in control. Stock options granted to outside non-employee directors vest either (a) in full on the one-year anniversary of the grant date, assuming continued service, for awards to continuing directors, with vesting acceleration in full immediately prior to a change in control, or (b) quarterly over a three-year period, assuming continued service, for awards to new directors, with vesting acceleration in full immediately prior to a change in control. At March 31, 2018, 97,072 shares of common stock remained available for the grant of future awards under the 2010 Plan. 2013 Stock Incentive Plan Private Acer’s 2013 Stock Incentive Plan, as amended (the “2013 Plan”), which was assumed by the Company in connection with the Merger, provides for the issuance of up to 165,000 shares of common stock as incentive or non-qualified stock options and/or restricted common stock to employees, officers, directors, consultants and advisers. Option awards are generally granted with an exercise price equal to the fair value of the common stock at the date of grant and have contractual terms of 10 years. At March 31, 2018, all shares available under the 2013 Plan were subject to outstanding equity awards, and the Company does not intend to make any new awards under the 2013 Plan. A summary of option activity under the 2010 Plan and the 2013 Plan for the three months ended March 31, 2018, is as follows: Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value (in millions) Options outstanding at December 31, 2017 463,600 $ 11.23 9.5 Granted 62,500 17.92 Options outstanding at March 31, 2018 526,100 $ 12.31 9.18 $ 3.7 Options exercisable at March 31, 2018 141,134 $ 3.62 7.86 $ 2.2 At March 31, 2018, there was approximately $2.9 million of unrecognized compensation expense related to the share-based compensation arrangements granted under both plans and the average remaining vesting period is 3.5 years. The weighted average grant date fair value of options granted during the three months ended March 31, 2018 was $10.00. The amount of stock-based compensation expense recorded to research and development, and general and administrative was approximately $153,000 and $100,000, respectively, for the three months ended March 31, 2018. Warrants A summary of warrant activity for the three months ended March 31, 2018 Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contract Term (# years) Intrinsic Value Outstanding and exercisable at December 31, 2017 317,630 $ 123.61 0.54 — Canceled/forfeited (5,204 ) $ 84.25 Outstanding and exercisable at March 31, 2018 312,426 $ 124.27 0.02 — On January 23, 2018, all outstanding and unexercised Series J warrants to purchase an aggregate of 2,942 shares of common stock expired. On January 29, 2018, all outstanding and unexercised Series K warrants to purchase an aggregate of 2,262 shares of common stock expired.

Net Loss Per Share

Net Loss Per Share	3 Months Ended
	Mar. 31, 2018
Earnings Per Share [Abstract]
Net Loss Per Share	7. NET LOSS PER SHARE Basic net loss per share is computed by dividing the net loss by the weighted-average number of common shares outstanding. Diluted net loss per share is computed similarly to basic net loss per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. Diluted net loss per share is the same as basic net loss per common share, since the effects of potentially dilutive securities are antidilutive. As of March 31, 2018, and 2017, the number of shares of common stock underlying potentially dilutive securities include: March 31, 2018 2017 Convertible redeemable preferred stock — 1,608,654 Convertible promissory notes — 188,593 Warrants 312,426 — Options to purchase common stock 526,100 122,000 Total 838,526 1,919,247

Significant Accounting Polices

Significant Accounting Polices (Policies)	3 Months Ended
	Mar. 31, 2018
Accounting Policies [Abstract]
Share-Based Compensation	Share-Based Compensation The Company records share-based payments at fair value. The measurement date for compensation expense related to employee awards is generally the date of the grant. The measurement date for compensation expense related to nonemployee awards is generally the date that the performance of the awards is completed and, until such time, the fair value of the awards is remeasured at the end of each reporting period. Accordingly, the ultimate expense is not fixed until such awards are vested. The fair value of awards, net of expected forfeitures, is recognized as an expense in the statement of operations over the requisite service period, which is generally the vesting period. The fair value of options is calculated using the Black-Scholes option pricing model. This option valuation model requires the use of assumptions including, among others, the volatility of stock price, the expected term of the option, and the risk-free interest rate. The following assumptions were used to estimate the fair value of stock options granted during the three-month period ending March 31, 2018 using the Black-Scholes option pricing model. No options were granted during the three-month period ending March 31, 2017: 2018 Risk-free interest rate 2.43% Expected life (years) 6.25 Volatility 60% Dividend rate 0%
Use of Estimates	Use of Estimates The Company’s accounting principles require management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting period. Estimates having relatively higher significance include the accounting for acquisitions, stock-based compensation, and income taxes. Actual results could differ from those estimates and changes in estimates may occur.
Basic and Diluted Net Loss per Common Share	Basic and Diluted Net Loss per Common Share Basic and diluted net loss per common share is computed by dividing net loss in each period by the weighted average number of shares of common stock outstanding during such period. For the periods presented, common stock equivalents, consisting of options, convertible redeemable preferred stock and warrants, were not included in the calculation of the diluted loss per share because to do so would be anti-dilutive.
Recent Accounting Pronouncements	Recent Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) In January 2017, the FASB issued ASU No. 2017-04, Intangibles – Goodwill and Other (Topic 350)

Significant Accounting Police14

Significant Accounting Polices (Tables)	3 Months Ended
	Mar. 31, 2018
Accounting Policies [Abstract]
Schedule of Estimate Fair Value of Stock Options Granted	The following assumptions were used to estimate the fair value of stock options granted during the three-month period ending March 31, 2018 using the Black-Scholes option pricing model. No options were granted during the three-month period ending March 31, 2017: 2018 Risk-free interest rate 2.43% Expected life (years) 6.25 Volatility 60% Dividend rate 0%

Property and Equipment (Tables)

Property and Equipment (Tables)	3 Months Ended
	Mar. 31, 2018
Property And Equipment Tables [Abstract]
Property and Equipment	Property and equipment consisted of the following at March 31, 2018 and December 31, 2017: March 31, 2018 December 31, 2017 Computer hardware and software $ 24,482 $ 16,555 Leasehold improvements 7,648 7,968 Furniture and fixtures 44,648 42,503 Less accumulated depreciation (10,266 ) (4,042 ) $ 66,512 $ 62,984

Accrued Expenses (Tables)

Accrued Expenses (Tables)	3 Months Ended
	Mar. 31, 2018
Accounts Payable And Accrued Liabilities Current [Abstract]
Schedule of Accrued Expenses	Accrued expenses consisted of the following at March 31, 2018 and December 31, 2017: March 31, 2018 December 31, 2017 Accrued legal $ 129,783 $ 174,592 Accrued pre-commercial costs 331,892 341,159 Accrued consulting 186,905 102,156 Accrued audit and tax 48,745 111,250 Accrued license fees 840,791 817,578 Accrued contract manufacturing 342,437 218,108 Accrued contract research 188,723 99,140 Accrued miscellaneous expenses 83,210 73,348 $ 2,152,486 $ 1,937,331

Commitments (Tables)

Commitments (Tables)	3 Months Ended
	Mar. 31, 2018
Commitments And Contingencies Details [Abstract]
Newton Lease Base Rent	The Newton Lease provides for base rent as follows: Month of Term Under Newton Lease Monthly Base Rent 1 to 12 $ 8,480 13 to 24 $ 8,710 25 to 36 $ 8,940

Stockholders' Equity (Tables)

Stockholders' Equity (Tables)	3 Months Ended
	Mar. 31, 2018
Equity [Abstract]
Summary of Option Activity under 2010 Plan and 2013 Plan	A summary of option activity under the 2010 Plan and the 2013 Plan for the three months ended March 31, 2018, is as follows: Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value (in millions) Options outstanding at December 31, 2017 463,600 $ 11.23 9.5 Granted 62,500 17.92 Options outstanding at March 31, 2018 526,100 $ 12.31 9.18 $ 3.7 Options exercisable at March 31, 2018 141,134 $ 3.62 7.86 $ 2.2
Summary of Warrant Activity	A summary of warrant activity for the three months ended March 31, 2018 Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contract Term (# years) Intrinsic Value Outstanding and exercisable at December 31, 2017 317,630 $ 123.61 0.54 — Canceled/forfeited (5,204 ) $ 84.25 Outstanding and exercisable at March 31, 2018 312,426 $ 124.27 0.02 —

Net Loss Per Share (Tables)

Net Loss Per Share (Tables)	3 Months Ended
	Mar. 31, 2018
Earnings Per Share [Abstract]
Common Stock Underlying Potentially Dilutive Securities	As of March 31, 2018, and 2017, the number of shares of common stock underlying potentially dilutive securities include: March 31, 2018 2017 Convertible redeemable preferred stock — 1,608,654 Convertible promissory notes — 188,593 Warrants 312,426 — Options to purchase common stock 526,100 122,000 Total 838,526 1,919,247

Nature of Operations and Basi20

Nature of Operations and Basis of Presentation - Additional Information (Details)	Sep. 19, 2017	Mar. 31, 2018Patient
Organization Consolidation and Presentation of Financial Statement [Line Items]
Number of patients impacted		7,000
Merger of Private Acer with Opexa Merger Sub Incorporation
Organization Consolidation and Presentation of Financial Statement [Line Items]
Business combination date of completion	Sep. 19, 2017
Business combination date of agreement	Jun. 30, 2017
Reverse stock split ratio	0.09656678989

Significant Accounting Police21

Significant Accounting Polices - Additional Information (Details) - shares	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Accounting Policies [Abstract]
Options granted	62,500	0

Significant Accounting Police22

Significant Accounting Polices - Schedule of Estimate Fair Value of Stock Options Granted (Details)	3 Months Ended
	Mar. 31, 2018
Accounting Policies [Abstract]
Risk-free interest rate	2.43%
Expected life (years)	6 years 3 months
Volatility	60.00%
Dividend rate	0.00%

Property and Equipment - Schedu

Property and Equipment - Schedule of Property and Equipment (Details) - USD ($)	Mar. 31, 2018	Dec. 31, 2017
Property Plant And Equipment [Line Items]
Less accumulated depreciation	$ (10,266)	$ (4,042)
Property and equipment, net	66,512	62,984
Computer Hardware and Software
Property Plant And Equipment [Line Items]
Property and equipment, gross	24,482	16,555
Leasehold Improvements
Property Plant And Equipment [Line Items]
Property and equipment, gross	7,648	7,968
Furniture and Fixtures
Property Plant And Equipment [Line Items]
Property and equipment, gross	$ 44,648	$ 42,503

Accrued Expenses - Schedule of

Accrued Expenses - Schedule of Accrued Expenses (Details) - USD ($)	Mar. 31, 2018	Dec. 31, 2017
Accounts Payable And Accrued Liabilities Current [Abstract]
Accrued legal	$ 129,783	$ 174,592
Accrued pre-commercial costs	331,892	341,159
Accrued consulting	186,905	102,156
Accrued audit and tax	48,745	111,250
Accrued license fees	840,791	817,578
Accrued contract manufacturing	342,437	218,108
Accrued contract research	188,723	99,140
Accrued miscellaneous expenses	83,210	73,348
Accrued expenses	$ 2,152,486	$ 1,937,331

Commitments - Additional Inform

Commitments - Additional Information (Details)	Sep. 27, 2017USD ($)	Mar. 31, 2018USD ($)	Mar. 06, 2018ft²
Newton Lease
Loss Contingencies [Line Items]
Lease agreement date		Mar. 6, 2018
Square feet of office space leased | ft²			2,760
Lease commencement date		Oct. 1, 2018
Lease expiration date		Sep. 30, 2021
Sublease Commencement Date		Oct. 16, 2017
Sublease expiration date		Sep. 30, 2018
Total commitment for rent		$ 313,560
Security deposit		$ 17,880
Pending Litigation | Piper Jaffray & Co. | Private Acer
Loss Contingencies [Line Items]
Loss contingency payable fees	$ 1,097,207
Loss contingency closing date	Sep. 19, 2017
Financing aggregate consideration	$ 15,700,000
Reimbursement expenses	$ 67,496

Commitments - Newton Lease Base

Commitments - Newton Lease Base Rent (Details) - Newton Lease	Mar. 31, 2018USD ($)
Loss Contingencies [Line Items]
Month of Term Under Newton Lease, 1 to 12	$ 8,480
Month of Term Under Newton Lease, 13 to 24	8,710
Month of Term Under Newton Lease, 25 to 36	$ 8,940

Stockholders' Equity - Addition

Stockholders' Equity - Additional Information (Details) - USD ($)	Jan. 29, 2018	Jan. 23, 2018	Sep. 19, 2017	Mar. 31, 2018	Sep. 18, 2017
Stockholders Equity [Line Items]
Unrecognized compensation expense				$ 2,900,000
Share based compensation arrangement by share based payment award, Average remaining vesting period				3 years 6 months
Weighted average grant date fair value of options granted				$ 10
Series J Warrants
Stockholders Equity [Line Items]
Warants expired for aggregate share of common stock to purrchase		2,942
Series K Warrants
Stockholders Equity [Line Items]
Warants expired for aggregate share of common stock to purrchase	2,262
Research and Development
Stockholders Equity [Line Items]
Stock based compensation expense				$ 153,000
General and Administrative
Stockholders Equity [Line Items]
Stock based compensation expense				$ 100,000
2010 Stock Incentive Plan
Stockholders Equity [Line Items]
Number of common stock authorized for issuance			470,170		113,465
Options contractual term			10 years
Available for the grant of future awards				97,072
2010 Stock Incentive Plan | Executive Officers and Employees
Stockholders Equity [Line Items]
Share-based compensation arrangement by share-based payment award, stock options vesting period			4 years
2010 Stock Incentive Plan | Executive Officers and Employees | One-year Anniversary of the Grant Date
Stockholders Equity [Line Items]
Share-based compensation arrangement by share-based payment award, Vesting percentage			25.00%
2010 Stock Incentive Plan | Executive Officers and Employees | Quarterly over Remaining Three Years
Stockholders Equity [Line Items]
Share-based compensation arrangement by share-based payment award, Vesting percentage			75.00%
2013 Stock Incentive Plan
Stockholders Equity [Line Items]
Number of common stock authorized for issuance			165,000
Options contractual term			10 years

Stockholders' Equity - Summary

Stockholders' Equity - Summary of Option Activity under 2010 Plan and 2013 Plan (Details) - USD ($)	3 Months Ended		12 Months Ended
	Mar. 31, 2018	Mar. 31, 2017	Dec. 31, 2017
Options
Number of Shares, Options outstanding at beginning of period	463,600
Number of Shares, Options granted	62,500	0
Number of Shares, Options outstanding at end of period	526,100		463,600
Number of Shares, Options exercisable at end of period	141,134
Weighted Average Exercise Price, Options
Weighted Average Exercise Price, Options outstanding at beginning of period	$ 11.23
Weighted Average Exercise Price, Options granted	17.92
Weighted Average Exercise Price, Options outstanding at end of period	12.31		$ 11.23
Weighted Average Exercise Price, Options exercisable at end of period	$ 3.62
Weighted Average Remaining Contract Term, Options
Weighted Average Remaining Contractual Term, Options outstanding at beginning of period	9 years 2 months 4 days		9 years 6 months
Weighted Average Remaining Contractual Term, Options exercisable at end of period	7 years 10 months 9 days
Aggregate Intrinsic Value, Options outstanding at beginning of period	$ 0
Aggregate Intrinsic Value, Options outstanding at end of period	3,700,000		$ 0
Aggregate Intrinsic Value, Options excersiable at end of period	$ 2,200,000

Stockholders' Equity - Summar29

Stockholders' Equity - Summary of Warrant Activity (Details) - Warrants - USD ($)	3 Months Ended	12 Months Ended
	Mar. 31, 2018	Dec. 31, 2017
Class Of Warrant Or Right [Line Items]
Number of Shares, Outstanding at beginning of period	317,630
Number of Shares, Options Caneled/forfeited	(5,204)
Number of Shares, Outstanding at end of period	312,426	317,630
Weighted Average Exercise Price, Warrants
Weighted Average Exercise Price, Outstanding at beginning of period	$ 123.61
Weighted Average Exercise Price, Options Canceled/forfeited	84.25
Weighted Average Exercise Price, Outstanding at end of period	$ 124.27	$ 123.61
Weighted Average Remaining Contract Term, Warrants
Weighted Average Remaining Contract Term, Outstanding at beginning of period		6 months 14 days
Weighted Average Remaining Contract Term, Outstanding at end of period	7 days
Intrinsic Value, Warrants
Intrinsic Value, Outstanding at beginning of period	$ 0
Intrinsic Value, Outstanding at end of period		$ 0
Intrinsic Value, Exercisable at end of period	$ 0

Net Loss Per Share - Common Sto

Net Loss Per Share - Common Stock Underlying Potentially Dilutive Securities (Details) - shares	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Common stock dilutive securities	838,526	1,919,247
Convertible Promissory Notes
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Common stock dilutive securities		188,593
Convertible redeemable preferred stock
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Common stock dilutive securities		1,608,654
Warrants
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Common stock dilutive securities	312,426
Options to purchase common stock
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Common stock dilutive securities	526,100	122,000