Oragenics (OGEN) 10-Q 9 Nov 23 2023 Q3 Quarterly report Financial data

Cover

Cover - shares	9 Months Ended
	Sep. 30, 2023	Nov. 07, 2023
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Sep. 30, 2023
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2023
Current Fiscal Year End Date	--12-31
Entity File Number	001-32188
Entity Registrant Name	ORAGENICS, INC.
Entity Central Index Key	0001174940
Entity Tax Identification Number	59-3410522
Entity Incorporation, State or Country Code	FL
Entity Address, Address Line One	4902 Eisenhower Blvd.
Entity Address, Address Line Two	Suite 125
Entity Address, City or Town	Tampa
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	33634
City Area Code	813
Local Phone Number	286-7900
Title of 12(b) Security	Common Stock
Trading Symbol	OGEN
Security Exchange Name	NYSE
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		2,569,385

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Current assets:
Cash and cash equivalents	$ 5,766,644	$ 11,426,785
Other receivables	35,104
Prepaid expenses and other current assets	2,012,344	2,844,798
Total current assets	7,814,092	14,271,583
Property and equipment, net	52,399	121,062
Operating lease right-of-use assets	24,337	347,440
Deposits	8,600	17,940
Total assets	7,899,428	14,758,025
Current liabilities:
Accounts payable and accrued expenses	884,350	1,124,197
Short-term notes payable	493,420	267,640
Operating lease liabilities - Current	24,337	204,447
Total current liabilities	1,402,107	1,596,284
Long-term liabilities:
Operating lease liabilities - Long Term		152,439
Total long-term liabilities		152,439
Shareholders’ equity:
Preferred stock, no par value; 50,000,000 shares authorized; 5,417,000 and 5,417,000 Series A shares, 4,050,000 and 4,050,000 Series B shares, -0- and -0- Series C shares issued and outstanding at September 30, 2023 and December 31, 2022, respectively	1,592,723	1,592,723
Common stock, $0.001 par value; 4,166,666 shares authorized;2,569,385 and 2,024,657 shares issued and outstanding at September 30, 2023 and December 31, 2022, respectively	2,549	2,025
Additional paid-in capital	198,372,874	196,977,071
Accumulated deficit	(193,470,825)	(185,562,517)
Total shareholders’ equity	6,497,321	13,009,302
Total liabilities and shareholders’ equity	$ 7,899,428	$ 14,758,025

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Sep. 30, 2023	Dec. 31, 2022
Preferred stock, no par value	$ 0	$ 0
Preferred stock, shares authorized	50,000,000	50,000,000
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	4,166,666	4,166,666
Common stock, shares issued	2,569,385	2,024,657
Common stock, shares outstanding	2,569,385	2,024,657
Series A Preferred Stock [Member]
Preferred stock, shares issued	5,417,000	5,417,000
Preferred stock, shares outstanding	5,417,000	5,417,000
Series B Preferred Stock [Member]
Preferred stock, shares issued	4,050,000	4,050,000
Preferred stock, shares outstanding	4,050,000	4,050,000
Series C Preferred Stock [Member]
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Income Statement [Abstract]
Grant revenue	$ 7,466	$ 86,047	$ 37,653	$ 131,521
Operating expenses:
Research and development	769,350	2,777,068	4,448,623	8,660,761
General and administrative	1,332,562	1,215,498	3,697,609	3,592,361
Total operating expenses	2,101,912	3,992,566	8,146,232	12,253,122
Loss from operations	(2,094,446)	(3,906,519)	(8,108,579)	(12,121,601)
Other income (expense):
Interest income	50,613	41,634	171,768	68,909
Interest expense	(14,170)	(5,228)	(18,360)	(9,290)
Other income	45,118		46,863	11,333
Total other income, net	81,561	36,406	200,271	70,952
Loss before income taxes	(2,012,885)	(3,870,113)	(7,908,308)	(12,050,649)
Income tax benefit
Net loss	$ (2,012,885)	$ (3,870,113)	$ (7,908,308)	$ (12,050,649)
Basic net loss per share	$ (0.85)	$ (1.99)	$ (3.70)	$ (6.21)
Diluted net loss per share	$ (0.85)	$ (1.99)	$ (3.70)	$ (6.21)
Weighted average shares used to compute basic net loss per share	2,356,065	1,945,747	2,136,340	1,941,858
Weighted average shares used to compute diluted net loss per share	2,356,065	1,945,747	2,136,340	1,941,858

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Changes in Shareholders' Equity (Unaudited) - USD ($)	Common Stock [Member]	Preferred Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Total
Balances at Dec. 31, 2021	$ 2,003	$ 2,656,713	$ 195,101,611	$ (171,274,128)	$ 26,486,199
Balance, shares at Dec. 31, 2021	2,002,946	16,017,000
Compensation expense relating to option issuances			90,247		90,247
Net loss				(4,590,993)	(4,590,993)
Balance at Mar. 31, 2022	$ 2,003	$ 2,656,713	195,191,858	(175,865,121)	21,985,453
Balance, shares at Mar. 31, 2022	2,002,946	16,017,000
Balances at Dec. 31, 2021	$ 2,003	$ 2,656,713	195,101,611	(171,274,128)	26,486,199
Balance, shares at Dec. 31, 2021	2,002,946	16,017,000
Net loss					$ (12,050,649)
Compensation expense relating to restricted stock issuances, shares					0
Balance at Sep. 30, 2022	$ 2,913	$ 1,592,723	197,002,471	(183,324,777)	$ 15,273,330
Balance, shares at Sep. 30, 2022	2,912,949	9,467,000
Balances at Mar. 31, 2022	$ 2,003	$ 2,656,713	195,191,858	(175,865,121)	21,985,453
Balance, shares at Mar. 31, 2022	2,002,946	16,017,000
Compensation expense relating to option issuances			278,988		278,988
Net loss				(3,589,543)	(3,589,543)
Balance at Jun. 30, 2022	$ 2,003	$ 2,656,713	195,470,846	(179,454,664)	18,674,898
Balance, shares at Jun. 30, 2022	2,002,946	16,017,000
Compensation expense relating to option issuances			468,545		468,545
Net loss				(3,870,113)	$ (3,870,113)
Compensation expense relating to restricted stock issuances, shares					0
Conversion of Series A preferred stock to common stock	$ 400	$ (415,169)	414,769
Conversion of Series A preferred stock to common stock, shares	400,001	(4,000,000)
Conversion of Series B preferred stock to common stock	$ 510	$ (648,821)	648,311
Conversion of Series B preferred stock to common stock, shares	510,002	(2,550,000)
Balance at Sep. 30, 2022	$ 2,913	$ 1,592,723	197,002,471	(183,324,777)	15,273,330
Balance, shares at Sep. 30, 2022	2,912,949	9,467,000
Balances at Dec. 31, 2022	$ 2,025	$ 1,592,723	196,977,071	(185,562,517)	13,009,302
Balance, shares at Dec. 31, 2022	2,024,657	9,467,000
Compensation expense relating to option issuances			79,966		79,966
Net loss				(2,844,837)	(2,844,837)
Balance at Mar. 31, 2023	$ 2,025	$ 1,592,723	197,057,037	(188,407,354)	10,244,431
Balance, shares at Mar. 31, 2023	2,024,657	9,467,000
Balances at Dec. 31, 2022	$ 2,025	$ 1,592,723	196,977,071	(185,562,517)	13,009,302
Balance, shares at Dec. 31, 2022	2,024,657	9,467,000
Net loss					$ (7,908,308)
Compensation expense relating to restricted stock issuances, shares					404,396
Balance at Sep. 30, 2023	$ 2,549	$ 1,592,723	198,372,874	(193,470,825)	$ 6,497,321
Balance, shares at Sep. 30, 2023	2,569,385	9,467,000
Balances at Mar. 31, 2023	$ 2,025	$ 1,592,723	197,057,037	(188,407,354)	10,244,431
Balance, shares at Mar. 31, 2023	2,024,657	9,467,000
Compensation expense relating to option issuances			63,628		63,628
Net loss				(3,050,586)	(3,050,586)
Balance at Jun. 30, 2023	$ 2,025	$ 1,592,723	197,120,665	(191,457,940)	7,257,473
Balance, shares at Jun. 30, 2023	2,024,657	9,467,000
Compensation expense relating to option issuances			(1,591)		(1,591)
Net loss				(2,012,885)	(2,012,885)
Compensation expense relating to restricted stock issuances	$ 120		404,396		$ 404,516
Compensation expense relating to restricted stock issuances, shares	140,000				404,396
Common stock issued in private placement	$ 404		849,404		$ 849,808
Common stock issued in private placement, shares	404,728
Balance at Sep. 30, 2023	$ 2,549	$ 1,592,723	$ 198,372,874	$ (193,470,825)	$ 6,497,321
Balance, shares at Sep. 30, 2023	2,569,385	9,467,000

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Cash flows from operating activities:
Net loss	$ (7,908,308)	$ (12,050,649)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	27,391	31,594
Gain on sale of property and equipment	(22,443)	(10,964)
Stock-based compensation expense	546,519	837,780
Changes in operating assets and liabilities:
Other receivables	(35,104)	6,987
Operating Lease Right of Use Assets	323,103
Prepaid expenses and other current assets	1,443,563	(1,608,905)
Deposits	9,340
Accounts payable and accrued expenses	(572,396)	(1,490)
Net cash used in operating activities	(6,188,335)	(12,795,647)
Cash flows from investing activities:
Proceeds from sale of property and equipment	63,715	12,000
Purchase of property and equipment		(124,081)
Net cash provided by (used in) investing activities	63,715	(112,081)
Cash flows from financing activities:
Payments on short-term notes payable	(385,329)	(406,921)
Proceeds from issuance of common stock from private placement	849,808
Net cash provided by (used in) financing activities	464,479	(406,921)
Net decrease in cash and cash equivalents	(5,660,141)	(13,314,649)
Cash and cash equivalents at beginning of period	11,426,785	27,265,703
Cash and cash equivalents at end of period	5,766,644	13,951,054
Supplemental disclosure of cash flow information:
Interest paid	3,347	9,290
Non-cash investing and financing activities:
Borrowings under short term notes payable for prepaid expense	611,109	528,429
Value of Series A preferred stock converted into common stock		415,169
Value of Series B preferred stock converted into common stock		648,821
Par Value of common stock issued in connection with Series A Preferred Stock Conversion		400
Par Value of common stock issued in connection with Series B Preferred Stock Conversion		$ 510

Organization

Organization	9 Months Ended
	Sep. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization	1. Organization Oragenics, Inc. (the “Company” or “we”, or “our”) is focused on the development of intranasal drug delivery platforms dedicated to fighting infectious diseases. Our lead product is an intranasal vaccine candidate (NT-CoV2-1) to combat the novel Severe Acute Respiratory Syndrome coronavirus (“SARS-CoV-2”). On October 4, 2023 we announced the signing of a definitive agreement with Odyssey Health, Inc. to acquire certain proprietary assets related to neurological drug therapies including their proprietary formulation and nasal delivery system. The assets include drug candidates for treating mild traumatic brain injury, also known as concussion, and for treating Niemann Pick Disease Type C. The transaction is expected to close at the end of the fourth quarter of 2023, subject to the satisfaction of various closing conditions, of which there can be no assurances. We have made several changes to reduce expenses and conserve cash resources to prioritize our vaccine product’s research and development until additional capital can be obtained. Recently, in September of 2023, we terminated our lease for the building where some of our research and development activities for its lantibiotic program were undertaken. Currently research and development activities related to the lantibiotic program are inactive. We intend to evaluate alternative opportunities for this program moving forward as we continue to strengthen our focus and expertise on our intranasal drug delivery platform and drug candidates.

Basis of Presentation

Basis of Presentation	9 Months Ended
	Sep. 30, 2023
Accounting Policies [Abstract]
Basis of Presentation	2. Basis of Presentation The accompanying unaudited interim consolidated financial statements as of September 30, 2023 and 2022 and the three and nine-months ended September 30, 2023 and 2022, have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) for interim consolidated financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by US GAAP for complete consolidated financial statements. In the opinion of management, the accompanying consolidated financial statements include all adjustments, consisting of normal recurring accruals, necessary for a fair presentation of the financial condition, results of operations and cash flows for the periods presented. The results of operations for the interim period ended September 30, 2023, are not necessarily indicative of the results of operations that may be expected for the year ended December 31, 2023, or any future period. These consolidated financial statements should be read in conjunction with the audited financial statements and notes thereto for the year ended December 31, 2022, which are included in our Annual Report on Form 10-K filed with the Securities and Exchange Commission on April 17, 2023. Going Concern Consideration The Company has incurred recurring losses and negative cash flows from operations since inception. To date, the Company has not generated significant revenues from operations. The Company incurred a net loss of $ 7,908,308 6,188,335 193,470,825 The Company expects to incur substantial expenditures to further develop its technologies. The Company believes its working capital at September 30, 2023 will be sufficient to meet the business objectives as presently structured only through the first quarter of 2024. As such, there is substantial doubt that we can continue as a going concern beyond that date. As a result, the Company has implemented certain cost-saving initiatives, including the termination of its lease of the building in Alachua, Florida where some of the research and development for the lantibiotic program was undertaken. In addition to the termination of the lease, the Company has also eliminated certain staff positions and transitioned Dr. Martin Handfield from an employee of the Company to a consultant through an hourly basis consulting agreement. The Company’s ability to continue operations after its current cash resources are exhausted depends on its ability to obtain additional financing or achieve profitable operations, as to which no assurances can be given. Cash requirements may vary materially from those now planned because of changes in the Company’s focus and direction of its research and development programs, competitive and technical advances, or other developments. Additional financing will be required to continue operations after the Company exhausts its current cash resources and to continue its long-term plans for clinical trials and new product development. There can be no assurance that any such financing can be realized by the Company, or if realized, what the terms thereof may be, or that any amount that the Company is able to raise will be adequate to support the Company’s working capital requirements until it achieves profitable operations. On October 4, 2023 the Company entered into an Asset Purchase Agreement (“Purchase Agreement”) with Odyssey Health, Inc., a Nevada corporation (“Odyssey”). Per the terms of the Purchase Agreement, the Company agreed to purchase and assume, and Odyssey agreed to sell and assign, certain assets and certain liabilities related to treating brain related illnesses and diseases (the “Purchased Assets”). Although the Company believes that the Purchased Assets could provide positive synergies to strengthen the Company’s current intranasal drug delivery platform, the Company cannot be certain that the acquisition of this proprietary neurological drug therapy and technology will be successful. The Company intends to seek additional funding through sublicensing arrangements, joint venturing or partnering, sales of rights to technology, government grants and public or private financings. The Company’s future success depends on its ability to raise capital and ultimately generate revenue and attain profitability. The Company cannot be certain that additional capital, whether through selling additional debt or equity securities or obtaining a line of credit or other loan, will be available to it or, if available, will be on terms acceptable to the Company. If the Company issues additional securities to raise funds, these securities may have rights, preferences, or privileges senior to those of its common stock, and the Company’s current shareholders may experience dilution. If the Company is unable to obtain funds when needed or on acceptable terms, the Company may be required to curtail its current development programs, cut operating costs and forego future development and other opportunities.

Significant Accounting Policies

Significant Accounting Policies	9 Months Ended
	Sep. 30, 2023
Accounting Policies [Abstract]
Significant Accounting Policies	3. Significant Accounting Policies Basis of Consolidation The consolidated financial statements include the accounts of Oragenics, Inc. and our wholly-owned subsidiary Noachis Terra, Inc.(“NTI”). All intercompany balances and transactions have been eliminated. New Accounting Standards There are no additional accounting pronouncements issued or effective during the nine months ended September 30, 2023, that have had, or are expected to have, a material impact on our consolidated financial statements. Use of Estimates The preparation of consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements, as well as the reported amounts of expenses during the reporting period. Actual results could differ from those estimates. The principal area of estimation reflected in the consolidated financial statements are estimates for research and development expenses and related prepaid and accrued expenses, which are based on the percentage of completion of the Company’s contracts with Contract Research Organizations. Reclassification Certain prior year amounts have been reclassified for consistency with the current year presentation. These reclassifications had no effect on the reported results of operations. Stock-Based Payment Arrangements Generally, all forms of stock-based payments, including stock option grants, and warrants are measured at their fair value on the awards’ grant date using a Black-Scholes Option Pricing Model. Stock-based compensation awards issued to all employees and non-employees for services rendered are recorded at the fair value of the stock-based payment. The expense resulting from stock-based payments are recorded in research and development expense or general and administrative expense in the consolidated statement of operations, depending on the nature of the services provided. Stock-based payment expense is recorded over the requisite service period in which the grantee provides services to us. To the extent the stock option grants, or warrants do not vest at the grant date they are subject to forfeiture. The Company accounts for forfeitures as they occur. Stock-Based Compensation US GAAP requires all stock-based payments to employees, including grants of employee stock options, to be recognized in the consolidated financial statements based on their fair values as of the grant date. Stock-based compensation expense is recorded over the requisite service period in which the grantee provides services to us, to the extent the options do not vest at the grant date and are subject to forfeiture. For performance-based awards that do not include market-based conditions, we record share-based compensation expense only when the performance-based milestone is deemed probable of achievement. We utilize both quantitative and qualitative criteria to judge whether milestones are probable of achievement. For awards with market-based performance conditions, we recognize the grant-date fair value of the award over the derived service period regardless of whether the underlying performance condition is met. Net Loss Per Share During all periods presented, the Company had securities outstanding that could potentially dilute basic earnings per share in the future but were excluded from the computation of diluted net loss per share, as their effect would have been antidilutive because the Company reported a net loss for all periods presented. All references to common stock for the comparative three and nine-month periods ended September 30, 2022, have been adjusted to reflect the effect of the reverse split. Net loss per share is computed using the weighted average number of shares of common stock outstanding. Concentrations Financial instruments which potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents. The Company maintains cash accounts in commercial banks, which may, at times, exceed federally insured limits. The Company has not experienced any losses in such accounts. The Company believes there is a minimal credit risk on cash and cash equivalents. Cash and cash equivalents could be adversely impacted, including the loss of uninsured deposits and other uninsured financial assets, if one or more of the financial institutions in which the Company holds its cash or cash equivalents fails or is subject to other adverse conditions in the financial or credit markets. Grant Revenue Grant revenues are derived from a small business innovation research grant in the amount of $ 250,000

Prepaid Expense and Other Curre

Prepaid Expense and Other Current Assets	9 Months Ended
	Sep. 30, 2023
Prepaid Expense And Other Current Assets
Prepaid Expense and Other Current Assets	4. Prepaid Expense and Other Current Assets Schedule of Prepaid Expense and Other Current Assets at September 30, 2023 and December 31, 2022: Schedule of Prepaid Expense and Other Current Assets September 30, 2023 December 31, 2022 Prepaid research and development expense $ 1,468,936 $ 2,471,809 Prepaid insurance 535,908 372,989 Other prepaid costs 7,500 - Total accounts payable and accrued expenses $ 2,012,344 $ 2,844,798

Accounts Payable and Accrued Ex

Accounts Payable and Accrued Expenses	9 Months Ended
	Sep. 30, 2023
Payables and Accruals [Abstract]
Accounts Payable and Accrued Expenses	5. Accounts Payable and Accrued Expenses Accounts payable and accrued expenses consist of the following as of September 30, 2023, and December 31, 2022: Summary of Accounts Payable and Accrued Expenses September 30, 2023 December 31, 2022 Accounts payable trade $ 808,935 $ 246,690 Accrued expenses 45,276 812,861 Professional fees - 31,101 Vacation 30,139 33,545 Total accounts payable and accrued expenses $ 884,350 $ 1,124,197

Short-Term Notes Payable

Short-Term Notes Payable	9 Months Ended
	Sep. 30, 2023
Debt Disclosure [Abstract]
Short-Term Notes Payable	6. Short-Term Notes Payable The Company had the following short-term notes payable as of September 30, 2023 and December 31, 2022: Summary of Short-Term Notes Payable September 30, 2023 December 31, 2022 Directors’ and officers’ liability insurance financing of $ 611,109 528,429 64,316 54,366 9.55 5.34 $ 493,420 $ 267,640 Directors’ and officers’ liability 493,420 267,640 The Company’s policy renewals were completed in July of 2023.

Shareholders_ Equity

Shareholders’ Equity	9 Months Ended
	Sep. 30, 2023
Equity [Abstract]
Shareholders’ Equity	7. Shareholders’ Equity Common Stock Reverse Stock Split On December 22, 2022, the Board of Directors approved an amendment to our Amended and Restated Articles of Incorporation to effect a reverse stock split of our common stock by a ratio of one for sixty Shares issued under At-The-Market (“ATM”) program On February 24, 2023 the Company entered into an ATM with Ladenburg Thalmann & Co. Inc. (“Ladenburg”) to sell shares of its common stock. The Company intends to use the proceeds from the ATM to continue funding its pre-clinical development of its SARS-CoV-2 vaccine candidates, Terra CoV-2 and NT-CoV2-1 and its lantibiotics program and for the general corporate purposes, including capital expenditures, working capital, and research and development activities. However, the Company did not issue any shares of common stock under its ATM with Ladenburg during the three and nine-month periods ended September 30, 2023. Other Share Issuances On August 4, 2023 the Company entered into a Securities Purchase Agreement (the “Agreement”) to issue in a private placement (the “Offering”) an aggregate of i) 404,728 shares of the Company’s common stock, $ 0.01 par value (the “Common Stock”), and ii) 404,728 of Series E Mirroring Preferred Stock (the” Series E Preferred Stock”). The rights and preferences of the Series E Preferred Stock are set forth in the Certificate of Designation that was filed with the Secretary of State for the State of Florida. The private placement generated gross proceeds of $ 850,000 . Preferred Stock Issuance of Series E Preferred Stock Related to the August 4, 2023 Offering an aggregate of 404,728 The Company is proposing an amendment to its Amended and Restated Articles of Incorporation, in connection with the Company’s annual meeting of shareholders, to effect an increase in the shares of Common Stock the Company is authorized to issue from 4,166,666 shares of Common Stock to 350,000,000 shares of Common Stock. The Series E Preferred Stock has super voting rights on the proposed amendment equal to 2,500 votes per share of Series E Preferred Stock. Pursuant to the Purchase Agreement, the investors have agreed to vote in favor of the amendment. The Series E Preferred will vote in favor and against the amendment in the same proportion as the shares of common stock cast at the annual meeting in favor and against the amendment. In the event that the amendment is effected, each share of Series E Mirroring Preferred Stock shall be automatically transferred to the Company and cancelled for no consideration on the effective date of the amendment with no action on behalf of the holder and such shares shall resume the status of authorized but unissued shares of preferred stock and shall no longer be designated as Series E Mirroring Preferred Stock. In the event that the amendment is not approved, the 404,728

Warrants

Warrants	9 Months Ended
	Sep. 30, 2023
Warrants
Warrants	8. Warrants The Company’s outstanding and exercisable warrants as of September 30, 2023 are presented below: Schedule of Warrants Outstanding and Exercisable Exercise Price Total Warrants Outstanding Exercisable Warrants Outstanding Expiration Date $ 54.00 32,033 32,033 3/25/2024 $ 186.00 5,135 5,135 5/10/2024 $ 186.00 6,694 6,694 7/25/2024 $ 186.00 10,888 10,888 11/8/2024 $ 75.00 153,334 153,334 5/1/2025 $ 60.00 52,911 52,911 7/17/2025 260,995 260,995 All outstanding warrants are classified as equity on the Company’s Consolidated Balance Sheets.

Stock Compensation Plan

Stock Compensation Plan	9 Months Ended
	Sep. 30, 2023
Retirement Benefits [Abstract]
Stock Compensation Plan	9. Stock Compensation Plan Schedule Of Stock Options Activity Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (In Years) Aggregate Intrinsic Value (1) Outstanding at December 31, 2022 139,090 $ 41.49 7.85 $ Granted 9,000 $ 3.84 - $ Exercised — $ — — $ Forfeited (36,100 ) $ 53.23 - $ Outstanding at September 30, 2023 111,990 $ 38.30 7.50 $ Exercisable at September 30, 2023 95,148 $ 43.46 7.20 $ (1) The aggregate intrinsic value is calculated as the difference between the exercise price of the underlying stock option awards and the closing market price of our common stock as of December 31, 2022 and September 30, 2023, respectively. On February 25, 2022, the Company held its 2021 Annual Meeting. At the 2021 Annual Meeting, the shareholders of the Company approved and ratified the Company’s 2021 Equity Incentive Plan (the “2021 Incentive Plan”), which is a successor to the 2012 Incentive Plan. The 2021 Incentive Plan provides the aggregate number of shares of Common Stock that may be issued under the 2021 Plan will not exceed the sum of (i) 166,667 111,990 51,449 Options are granted at the fair market value of the Company’s stock on the date of grant which determines the exercise price after the completion of the vesting period. Options can vest either immediately or over a period of up to three years 10 Total compensation cost related to stock options was approximately a $ 1,600 278,988 142,003 369,235 126,896 On August 8 2023, the Compensation Committee and Board of Directors approved restricted stock awards to certain of our executive officers under the Company’s 2021 Equity Incentive Plan, consisting of 25,000 20,000 5,000 15,000 10,000 5,000 100,000 80,000 20,000 Total compensation cost related to restricted stock awards was approximately $ 404,396 no 67,392 During the nine-months ended September 30, 2023, the Company granted 7,000 4.00 3.92 Summary of Assumptions Used to Estimate the Fair Value of Stock Options Granted Nine-months Ended Risk free interest rate 4.0 % Expected volatility of common stock 143.0 % Dividend yield 0.0 % Expected life of options 10

License and Royalty Agreements

License and Royalty Agreements	9 Months Ended
	Sep. 30, 2023
License And Royalty Agreements
License and Royalty Agreements	10. License and Royalty Agreements Lantern Bioworks Royalty On September 26, 2023 the Company completed the sale and transfer of certain materials and data to Lantern Bioworks (“Lantern”) pursuant to a Material Transfer Agreement (the “Agreement”). Under the terms of the Agreement, the Company transferred certain biological samples/strains (referred to as “Samples”) and associated data, including but not limited to testing, assays, and stability data (the “Data”) (collectively, the “Transferred Assets”) to Lantern. In exchange for the transfer, Lantern i) paid to the Company $ 50,000 1,000,000 1.00 1 Inspirevax License On February 23, 2023, the Company entered into a Commercial License Agreement (the “Inspirevax License Agreement”) with Inspirevax Inc. (“Inspirevax”) pursuant to which Inspirevax granted the Company an exclusive worldwide license to use Inspirevax’s inventions, patents, trade secrets, know-how, copyright, biological material, designs, and/or technical information created by or on behalf of Inspirevax (the “Inspirevax Technologies”) relating to its novel lipid-protein based intranasal adjuvants, to make, research, and develop an intra-nasal vaccine in combination with an antigen (“Combination Product”) to be used in an intranasal vaccine for use against diseases caused by coronaviruses and any genetic variants thereof to be sold by us. The Company agreed to pay in consideration for the Inspirevax License Agreement an upfront signing fee and to certain milestone payment obligations. NRC License On July 26, 2021, the Company entered into a non-exclusive Technology License Agreement (the “NRC License Agreement”) with the National Research Council of Canada (“NRC”) pursuant to which the NRC grants to the Company a license to use NRC’s inventions, patents, trade secrets, know-how, copyright, biological material, designs, and/or technical information created by or on behalf of the NRC (the “NRC Technologies”) relating to the derivatives of CHO 2353 TM ”)

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Sep. 30, 2023
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	11. Commitments and Contingencies Inspirevax As consideration for the Inspirevax License Agreement with Inspirevax the Company will be subject to certain milestone payments related to various events including but not limited to: (a) the Company’s decision for an appropriate nasal spray device, (b) phase 2a and 2b/3 clinical trials and patient participation, (c) certain license applications submitted to the FDA; (d) certain filing events for marketing authorizations out of the United States; and (e) certain metrics for sales within the United States, Europe and other countries or regions. Additionally, the Company is required to pay to Inspirevax certain royalties based upon net sales and subject to revenue limitations at which time the royalty amount will decrease. The amount of the milestone obligations could range from $ 0.1 7.25 On May 25, 2023 the Company and Inspirevax agreed to amend certain payment terms of the Inspirevax License Agreement related to the purchase of biological materials. The amended payment terms provide the Company with longer periods to make payment and are based on the earlier of certain vaccine development milestones or June 30, 2024. Unless terminated earlier, the Inspirevax License Agreement will terminate the later of (i) twenty ( 20 ) years from the first commercial sale of a product, (ii) the last date a product is covered by a valid patent claim, or (iii) the expiration of regulatory exclusivity. The Company may terminate the Inspirevax License Agreement by giving thirty (30) days written notice to Inspirevax. Either party may terminate, if the other party defaults or is in breach of the Inspirevax License Agreement, provided that if the defaulting party cures the breach within sixty (60) days after the notice is given, the Inspirevax License Agreement shall continue in full force and effect. The Inspirevax License Agreement contains customary confidentiality obligations. NRC License In April of 2023 the NRC License Agreement was amended to remove any license fees owed by the Company to the NRC related to the returned protocols and reagents Three-Way Collaborative Agreement In May of 2023 the Company entered into a Collaborative Research Agreement (the “Collaboration”) with Inspirevax, and the NRC (the “Collaborators”). The Collaboration received non-dilutive funding from Consortium Québécois Sur La Découverte Du Médicament (the “CQDM”) a not-for-profit corporation governed by Canada created to promote, stimulate, and support drug research, development and discovery. The CQDM also provides funding for drug research and discovery projects. The project is budgeted to cost approximately $ 1.7 40

Leases

Leases	9 Months Ended
	Sep. 30, 2023
Leases
Leases	12. Leases Lab Facility-Alachua five years five years 12,870 13,338 162,320 276,493 Corporate Office-Tampa 2,207 square feet. The lease period for the office space was thirty-six months commencing on March 1, 2017. The Company entered into amendments extending the term of the lease in November 2019 and August 2022. The lease expires on February 29, 2024 . Lease payments are $ 5,906 per month inclusive of insurance, taxes, and utilities. Total rent expense for the three and nine-months ended September 30, 2023 was $ 17,719 and $ 51,855 , respectively. Schedule of Other Information Related to Leases September 30, 2023 December 31, 2022 Weighted Average Remaining Lease Term In Years Operating leases 0.42 1.72 Weighted Average Discount Rate Operating leases 6.24 % 5.78 % Maturities of operating lease liabilities are as follows: Schedule of Maturities of Operating Lease Liabilities Year ended December 31: 2023 14,831 2024 9,887 Total $ 24,718 Less: effect of discounting (381 ) Present value of lease liabilities $ 24,337 The cost component of operating leases is as follows: Schedule of Cost Component of Operating Leases For the Nine Months Ended For the Nine Months Ended Operating lease cost $ 174,442 $ 114,259 Short-term lease cost - 1,965 Total lease cost $ 174,442 $ 116,224 Supplemental cash flow information related to operating leases is as follows: Schedule of Supplemental Cash Flow Information Related to Operating Leases For the Nine Months Ended For the Nine Months Ended Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 178,339 $ 117,350

Subsequent Events

Subsequent Events	9 Months Ended
	Sep. 30, 2023
Subsequent Events [Abstract]
Subsequent Events	13. Subsequent Events Asset Purchase Agreement On October 4, 2023, the Company entered into an Asset Purchase Agreement (the “APA”) with Odyssey Health, Inc., f/k/a Odyssey Group International, Inc., a Nevada corporation (“Odyssey”). Pursuant to the APA, the Company has agreed to purchase and assume, and Odyssey has agreed to sell and assign, certain assets and certain liabilities related to a segment of Odyssey’s business focused on developing medical products that treat brain related illnesses and diseases (the “Purchased Assets”) in exchange for (i) $ 1,000,000 8,000,000 The cash is to be paid in two installments: $ 500,000 500,000 8,000,000 The closing of the Odyssey Asset Purchase is expected to close at the end of the fourth quarter of 2023, subject to the satisfaction of customary closing conditions, of which there can be no assurance. The closing conditions include: (1) Odyssey shall have obtained all required consents to the Odyssey Asset Purchase; (2) Odyssey shall have obtained its shareholders’ approval to the Odyssey Asset Purchase; (3) the Company’s shareholders shall have approved (a) the increase in the Company’s authorized Common Stock from 4,166,666 350,000,000 5,000,000 The Purchase Agreement also includes customary representations, warranties, and covenants. The Purchase agreement also contains indemnification rights for each of the Company and Odyssey for breaches of representations, warranties, and covenants. Although the Company believes that the Purchased Assets could provide positive synergies to strengthen the Company’s current intranasal drug delivery platform, the Company cannot be certain that the acquisition of this proprietary neurological drug therapy and technology will be successful. See, “Risk Factors.” Addition to Board of Directors On October 4, 2023 the Company’s Board of Directors approved an increase in the size of the board of directors from five (5) to seven (7) individuals. Following the increase in the size of the Company’s board of directors, the Board of Directors appointed Mr. Bruce Cassidy and Mr. John Gandolfo to the Company’s board. Messrs. Cassidy and Gandolfo were chosen to serve as members of the Company’s board due their extensive leadership and business experience, as well as their service and experience on other boards of directors for companies in the life sciences and pharmaceutical industries as well as in the entertainment and media industries. In connection with the appointment of Messrs. Cassidy and Gandolfo to the Company’s board of directors and pursuant to the Company’s 2021 Plan as applied to new, non-employee directors, the Company also granted to each of Messrs. Cassidy and Gandolfo stock options to purchase 5,102

Significant Accounting Polici_2

Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2023
Accounting Policies [Abstract]
Basis of Consolidation	Basis of Consolidation The consolidated financial statements include the accounts of Oragenics, Inc. and our wholly-owned subsidiary Noachis Terra, Inc.(“NTI”). All intercompany balances and transactions have been eliminated.
New Accounting Standards	New Accounting Standards There are no additional accounting pronouncements issued or effective during the nine months ended September 30, 2023, that have had, or are expected to have, a material impact on our consolidated financial statements.
Use of Estimates	Use of Estimates The preparation of consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements, as well as the reported amounts of expenses during the reporting period. Actual results could differ from those estimates. The principal area of estimation reflected in the consolidated financial statements are estimates for research and development expenses and related prepaid and accrued expenses, which are based on the percentage of completion of the Company’s contracts with Contract Research Organizations.
Reclassification	Reclassification Certain prior year amounts have been reclassified for consistency with the current year presentation. These reclassifications had no effect on the reported results of operations.
Stock-Based Payment Arrangements	Stock-Based Payment Arrangements Generally, all forms of stock-based payments, including stock option grants, and warrants are measured at their fair value on the awards’ grant date using a Black-Scholes Option Pricing Model. Stock-based compensation awards issued to all employees and non-employees for services rendered are recorded at the fair value of the stock-based payment. The expense resulting from stock-based payments are recorded in research and development expense or general and administrative expense in the consolidated statement of operations, depending on the nature of the services provided. Stock-based payment expense is recorded over the requisite service period in which the grantee provides services to us. To the extent the stock option grants, or warrants do not vest at the grant date they are subject to forfeiture. The Company accounts for forfeitures as they occur.
Stock-Based Compensation	Stock-Based Compensation US GAAP requires all stock-based payments to employees, including grants of employee stock options, to be recognized in the consolidated financial statements based on their fair values as of the grant date. Stock-based compensation expense is recorded over the requisite service period in which the grantee provides services to us, to the extent the options do not vest at the grant date and are subject to forfeiture. For performance-based awards that do not include market-based conditions, we record share-based compensation expense only when the performance-based milestone is deemed probable of achievement. We utilize both quantitative and qualitative criteria to judge whether milestones are probable of achievement. For awards with market-based performance conditions, we recognize the grant-date fair value of the award over the derived service period regardless of whether the underlying performance condition is met.
Net Loss Per Share	Net Loss Per Share During all periods presented, the Company had securities outstanding that could potentially dilute basic earnings per share in the future but were excluded from the computation of diluted net loss per share, as their effect would have been antidilutive because the Company reported a net loss for all periods presented. All references to common stock for the comparative three and nine-month periods ended September 30, 2022, have been adjusted to reflect the effect of the reverse split. Net loss per share is computed using the weighted average number of shares of common stock outstanding.
Concentrations	Concentrations Financial instruments which potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents. The Company maintains cash accounts in commercial banks, which may, at times, exceed federally insured limits. The Company has not experienced any losses in such accounts. The Company believes there is a minimal credit risk on cash and cash equivalents. Cash and cash equivalents could be adversely impacted, including the loss of uninsured deposits and other uninsured financial assets, if one or more of the financial institutions in which the Company holds its cash or cash equivalents fails or is subject to other adverse conditions in the financial or credit markets.
Grant Revenue	Grant Revenue Grant revenues are derived from a small business innovation research grant in the amount of $ 250,000

Prepaid Expense and Other Cur_2

Prepaid Expense and Other Current Assets (Tables)	9 Months Ended
	Sep. 30, 2023
Prepaid Expense And Other Current Assets
Schedule of Prepaid Expense and Other Current Assets	Schedule of Prepaid Expense and Other Current Assets at September 30, 2023 and December 31, 2022: Schedule of Prepaid Expense and Other Current Assets September 30, 2023 December 31, 2022 Prepaid research and development expense $ 1,468,936 $ 2,471,809 Prepaid insurance 535,908 372,989 Other prepaid costs 7,500 - Total accounts payable and accrued expenses $ 2,012,344 $ 2,844,798

Accounts Payable and Accrued _2

Accounts Payable and Accrued Expenses (Tables)	9 Months Ended
	Sep. 30, 2023
Payables and Accruals [Abstract]
Summary of Accounts Payable and Accrued Expenses	Accounts payable and accrued expenses consist of the following as of September 30, 2023, and December 31, 2022: Summary of Accounts Payable and Accrued Expenses September 30, 2023 December 31, 2022 Accounts payable trade $ 808,935 $ 246,690 Accrued expenses 45,276 812,861 Professional fees - 31,101 Vacation 30,139 33,545 Total accounts payable and accrued expenses $ 884,350 $ 1,124,197

Short-Term Notes Payable (Table

Short-Term Notes Payable (Tables)	9 Months Ended
	Sep. 30, 2023
Debt Disclosure [Abstract]
Summary of Short-Term Notes Payable	The Company had the following short-term notes payable as of September 30, 2023 and December 31, 2022: Summary of Short-Term Notes Payable September 30, 2023 December 31, 2022 Directors’ and officers’ liability insurance financing of $ 611,109 528,429 64,316 54,366 9.55 5.34 $ 493,420 $ 267,640 Directors’ and officers’ liability 493,420 267,640

Warrants (Tables)

Warrants (Tables)	9 Months Ended
	Sep. 30, 2023
Warrants
Schedule of Warrants Outstanding and Exercisable	The Company’s outstanding and exercisable warrants as of September 30, 2023 are presented below: Schedule of Warrants Outstanding and Exercisable Exercise Price Total Warrants Outstanding Exercisable Warrants Outstanding Expiration Date $ 54.00 32,033 32,033 3/25/2024 $ 186.00 5,135 5,135 5/10/2024 $ 186.00 6,694 6,694 7/25/2024 $ 186.00 10,888 10,888 11/8/2024 $ 75.00 153,334 153,334 5/1/2025 $ 60.00 52,911 52,911 7/17/2025 260,995 260,995

Stock Compensation Plan (Tables

Stock Compensation Plan (Tables)	9 Months Ended
	Sep. 30, 2023
Retirement Benefits [Abstract]
Schedule Of Stock Options Activity	Schedule Of Stock Options Activity Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (In Years) Aggregate Intrinsic Value (1) Outstanding at December 31, 2022 139,090 $ 41.49 7.85 $ Granted 9,000 $ 3.84 - $ Exercised — $ — — $ Forfeited (36,100 ) $ 53.23 - $ Outstanding at September 30, 2023 111,990 $ 38.30 7.50 $ Exercisable at September 30, 2023 95,148 $ 43.46 7.20 $ (1) The aggregate intrinsic value is calculated as the difference between the exercise price of the underlying stock option awards and the closing market price of our common stock as of December 31, 2022 and September 30, 2023, respectively.
Summary of Assumptions Used to Estimate the Fair Value of Stock Options Granted	Summary of Assumptions Used to Estimate the Fair Value of Stock Options Granted Nine-months Ended Risk free interest rate 4.0 % Expected volatility of common stock 143.0 % Dividend yield 0.0 % Expected life of options 10

Leases (Tables)

Leases (Tables)	9 Months Ended
	Sep. 30, 2023
Leases
Schedule of Other Information Related to Leases	Schedule of Other Information Related to Leases September 30, 2023 December 31, 2022 Weighted Average Remaining Lease Term In Years Operating leases 0.42 1.72 Weighted Average Discount Rate Operating leases 6.24 % 5.78 %
Schedule of Maturities of Operating Lease Liabilities	Maturities of operating lease liabilities are as follows: Schedule of Maturities of Operating Lease Liabilities Year ended December 31: 2023 14,831 2024 9,887 Total $ 24,718 Less: effect of discounting (381 ) Present value of lease liabilities $ 24,337
Schedule of Cost Component of Operating Leases	The cost component of operating leases is as follows: Schedule of Cost Component of Operating Leases For the Nine Months Ended For the Nine Months Ended Operating lease cost $ 174,442 $ 114,259 Short-term lease cost - 1,965 Total lease cost $ 174,442 $ 116,224
Schedule of Supplemental Cash Flow Information Related to Operating Leases	Supplemental cash flow information related to operating leases is as follows: Schedule of Supplemental Cash Flow Information Related to Operating Leases For the Nine Months Ended For the Nine Months Ended Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 178,339 $ 117,350

Basis of Presentation (Details

Basis of Presentation (Details Narrative) - USD ($)	3 Months Ended						9 Months Ended
	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022
Accounting Policies [Abstract]
Net Income (Loss) Attributable to Parent	$ 2,012,885	$ 3,050,586	$ 2,844,837	$ 3,870,113	$ 3,589,543	$ 4,590,993	$ 7,908,308	$ 12,050,649
Net Cash Provided by (Used in) Operating Activities							6,188,335	$ 12,795,647
Retained Earnings (Accumulated Deficit)	$ 193,470,825						$ 193,470,825		$ 185,562,517

Significant Accounting Polici_3

Significant Accounting Policies (Details Narrative) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Product Information [Line Items]
Revenue	$ 7,466	$ 86,047	$ 37,653	$ 131,521
Grant [Member]
Product Information [Line Items]
Revenue			$ 250,000

Schedule of Prepaid Expense and

Schedule of Prepaid Expense and Other Current Assets (Details) - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Prepaid Expense And Other Current Assets
Prepaid research and development expense	$ 1,468,936	$ 2,471,809
Prepaid insurance	535,908	372,989
Other prepaid costs	7,500
Total accounts payable and accrued expenses	$ 2,012,344	$ 2,844,798

Summary of Accounts Payable and

Summary of Accounts Payable and Accrued Expenses (Details) - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Payables and Accruals [Abstract]
Accounts payable trade	$ 808,935	$ 246,690
Accrued expenses	45,276	812,861
Professional fees		31,101
Vacation	30,139	33,545
Total accounts payable and accrued expenses	$ 884,350	$ 1,124,197

Summary of Short-Term Notes Pay

Summary of Short-Term Notes Payable (Details) - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Debt Disclosure [Abstract]
Directors’ and officers’ liability	$ 493,420	$ 267,640

Summary of Short-Term Notes p_2

Summary of Short-Term Notes payable (Details) (Parenthetical) - Directors and Officers Liability [Member]	9 Months Ended
	Sep. 30, 2023 USD ($)
Director [Member]
Short-term notes payable, face amount	$ 611,109
Short-term notes payable, monthly payments	$ 64,316
Short-term notes payable, interest rate	9.55%
Officers [Member]
Short-term notes payable, face amount	$ 528,429
Short-term notes payable, monthly payments	$ 54,366
Short-term notes payable, interest rate	5.34%

Shareholders_ Equity (Details N

Shareholders’ Equity (Details Narrative) - USD ($)			9 Months Ended
	Aug. 04, 2023	Dec. 22, 2022	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022
Subsidiary, Sale of Stock [Line Items]
Stockholders' equity, reverse stock split		reverse stock split of our common stock by a ratio of one for sixty
Common Stock, Par or Stated Value Per Share			$ 0.001		$ 0.001
Proceeds from Issuance of Private Placement			$ 849,808
Common Stock, Shares Authorized			4,166,666		4,166,666
Common Stock [Member] | Minimum [Member]
Subsidiary, Sale of Stock [Line Items]
Common Stock, Shares Authorized			4,166,666
Common Stock [Member] | Maximum [Member]
Subsidiary, Sale of Stock [Line Items]
Common Stock, Shares Authorized			350,000,000
Series E Mirroring Preferred Stock [Member]
Subsidiary, Sale of Stock [Line Items]
Preferred stock shares issued			404,728
Preferred stock shares outstanding			404,728
Series E Preferred Stock [Member]
Subsidiary, Sale of Stock [Line Items]
Preferred Stock, Voting Rights			The Series E Preferred Stock has super voting rights on the proposed amendment equal to 2,500 votes per share of Series E Preferred Stock.
Security Purchase Agreement [Member] | Private Placement [Member]
Subsidiary, Sale of Stock [Line Items]
Number of common stock issued	404,728
Common Stock, Par or Stated Value Per Share	$ 0.01
Proceeds from Issuance of Private Placement	$ 850,000
Security Purchase Agreement [Member] | Private Placement [Member] | Series E Mirroring Preferred Stock [Member]
Subsidiary, Sale of Stock [Line Items]
Number of common stock issued	404,728

Schedule of Warrants Outstandin

Schedule of Warrants Outstanding and Exercisable (Details)	Sep. 30, 2023 $ / shares shares
Class of Warrant or Right [Line Items]
Warrants Outstanding	260,995
Exercisable Warrants Outstanding	260,995
Range One [Member]
Class of Warrant or Right [Line Items]
Exercise Price | $ / shares	$ 54
Warrants Outstanding	32,033
Exercisable Warrants Outstanding	32,033
Expiration Date	Mar. 25, 2024
Range Two [Member]
Class of Warrant or Right [Line Items]
Exercise Price | $ / shares	$ 186
Warrants Outstanding	5,135
Exercisable Warrants Outstanding	5,135
Expiration Date	May 10, 2024
Range Three [Member]
Class of Warrant or Right [Line Items]
Exercise Price | $ / shares	$ 186
Warrants Outstanding	6,694
Exercisable Warrants Outstanding	6,694
Expiration Date	Jul. 25, 2024
Range Four [Member]
Class of Warrant or Right [Line Items]
Exercise Price | $ / shares	$ 186
Warrants Outstanding	10,888
Exercisable Warrants Outstanding	10,888
Expiration Date	Nov. 08, 2024
Range Five [Member]
Class of Warrant or Right [Line Items]
Exercise Price | $ / shares	$ 75
Warrants Outstanding	153,334
Exercisable Warrants Outstanding	153,334
Expiration Date	May 01, 2025
Range Six [Member]
Class of Warrant or Right [Line Items]
Exercise Price | $ / shares	$ 60
Warrants Outstanding	52,911
Exercisable Warrants Outstanding	52,911
Expiration Date	Jul. 17, 2025

Schedule Of Stock Options Activ

Schedule Of Stock Options Activity (Details) - Options Granted To Employees [Member] - $ / shares	9 Months Ended	12 Months Ended
	Sep. 30, 2023	Dec. 31, 2022
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items]
Number of Options - Options outstanding at the beginning of the year	139,090
Weighted Average Exercise Price - Options outstanding at the beginning of the year	$ 41.49
Weighted average contractual term	7 years 6 months	7 years 10 months 6 days
Number of Options - Granted	9,000
Weighted Average Exercise Price - Granted	$ 3.84
Weighted Average Remaining Contractual Term - Granted
Number of Options - Exercised
Weighted Average Exercise Price - Exercised
Number of Options - Forfeited	(36,100)
Weighted Average Exercise Price - Forfeited	$ 53.23
Weighted Average Remaining Contractual Term - Forfeited
Number of Options - Options outstanding at the end of the year	111,990	139,090
Weighted Average Exercise Price - Options outstanding at the end of the yea	$ 38.30	$ 41.49
Number of Options - Options exercisable at end of the year	95,148
Weighted Average Exercise Price - Options exercisable at end of the year	$ 43.46
Weighted average contractual term, Exercisable	7 years 2 months 12 days

Summary of Assumptions Used to

Summary of Assumptions Used to Estimate the Fair Value of Stock Options Granted (Details)	9 Months Ended
	Sep. 30, 2023
Retirement Benefits [Abstract]
Risk free interest rate	4%
Expected volatility of common stock	143%
Dividend yield	0%
Expective life of options	10 years

Stock Compensation Plan (Detail

Stock Compensation Plan (Details Narrative) - USD ($)		3 Months Ended		9 Months Ended
	Aug. 08, 2023	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Mar. 07, 2023	Feb. 25, 2022
Defined Benefit Plan Disclosure [Line Items]
Stock options expired				$ 1,600
Compensation cost		$ 278,988	$ 278,988	546,519	$ 837,780
Compensation cost				142,003	$ 369,235
Unrecognized compensation costs		$ 126,896		$ 126,896
Restricted stock awards		404,396	0	404,396	0
Restricted Stock [Member]
Defined Benefit Plan Disclosure [Line Items]
Unrecognized compensation costs		$ 67,392		$ 67,392
Chief Financial Officer [Member]
Defined Benefit Plan Disclosure [Line Items]
Stock options granted				7,000
Fair value of stock option, stock price						$ 4
Fair value of stock options		$ 3.92		$ 3.92
2021 Equity Incentive Plan [Member]
Defined Benefit Plan Disclosure [Line Items]
Aggregate shares of common stock outstanding option awards		111,990		111,990
common stock are available for future awards		51,449		51,449
Options expiration period				10 years
2021 Equity Incentive Plan [Member] | Chief Executive Officer [Member]
Defined Benefit Plan Disclosure [Line Items]
Restricted stock awards	25,000
Vest shares	20,000
Vested award shares	5,000
2021 Equity Incentive Plan [Member] | Chief Financial Officer [Member]
Defined Benefit Plan Disclosure [Line Items]
Restricted stock awards	15,000
Vest shares	10,000
Vested award shares	5,000
2021 Equity Incentive Plan [Member] | Non-Employee Directors [Member]
Defined Benefit Plan Disclosure [Line Items]
Restricted stock awards	100,000
Vest shares	80,000
Vested award shares	20,000
2021 Equity Incentive Plan [Member] | Maximum [Member]
Defined Benefit Plan Disclosure [Line Items]
Shares authorized for issuance							166,667
Vesting period				3 years

License and Royalty Agreements

License and Royalty Agreements (Details Narrative) - License And Royalty Agreements [Member] - USD ($)		9 Months Ended
	Sep. 26, 2023	Sep. 30, 2023
Indefinite-Lived Intangible Assets [Line Items]
[custom:TransferredAssetsDescription]		In exchange for the transfer, Lantern i) paid to the Company $50,000 in cash (the “Funds”); and ii) granted the Company an option to purchase 1,000,000 shares of Lantern equity for total consideration of $1.00, and iii) agreed to pay the Company a royalty equal to ten percent (10%) of the net income derived from any products developed from the Transferred Assets. The duration of the royalty payments spans a ten (10) year term. The agreement also contained other standard terms and conditions. As of September 30, 2023 the Company has not exercised the $1 purchase option
Proceeds from Sale of Other Productive Assets	$ 50,000
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross	1,000,000
Shares Granted, Value, Share-Based Payment Arrangement, after Forfeiture	$ 1

Commitments and Contingencies (

Commitments and Contingencies (Details Narrative) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2023	May 31, 2023
Inspirevax License Agreement [Member]
Loss Contingencies [Line Items]
Agreement expiration term	20 years
Inspirevax License Agreement [Member] | Minimum [Member]
Loss Contingencies [Line Items]
Milestone obligations amount	$ 100
Inspirevax License Agreement [Member] | Maximum [Member]
Loss Contingencies [Line Items]
Milestone obligations amount	$ 7,250
Collaborative Research Agreement [Member]
Loss Contingencies [Line Items]
Project cost		$ 1,700
Budget project cost percentage		40%

Schedule of Other Information R

Schedule of Other Information Related to Leases (Details)	Sep. 30, 2023	Dec. 31, 2022
Leases
Operating Lease, Weighted Average Remaining Lease Term	5 months 1 day	1 year 8 months 19 days
Weighted Average Discount Rate, Operating leases	6.24%	5.78%

Schedule of Maturities of Opera

Schedule of Maturities of Operating Lease Liabilities (Details)	Sep. 30, 2023 USD ($)
Leases
2023	$ 14,831
2024	9,887
Total	24,718
Less: effect of discounting	(381)
Present value of lease liabilities	$ 24,337

Schedule of Cost Component of O

Schedule of Cost Component of Operating Leases (Details) - USD ($)	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Leases
Operating lease cost	$ 174,442	$ 114,259
Short-term lease cost		1,965
Total lease cost	$ 174,442	$ 116,224

Schedule of Supplemental Cash F

Schedule of Supplemental Cash Flow Information Related to Operating Leases (Details) - USD ($)	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Leases
Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases	$ 178,339	$ 117,350

Leases (Details Narrative)

Leases (Details Narrative)	1 Months Ended		3 Months Ended	9 Months Ended
	Jun. 30, 2019 USD ($)	Nov. 30, 2016 USD ($) ft²	Sep. 30, 2023 USD ($)	Sep. 30, 2023 USD ($)	Sep. 30, 2022 USD ($)	Dec. 31, 2014
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Operating Lease, Payments				$ 178,339	$ 117,350
Alachua Facility [Member] | Minimum [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Payments for rent	$ 12,870
Tampa Facility [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Lease term		36 months
Payments for rent			$ 17,719	51,855
Area of Real Estate Property | ft²		2,207
Lease Expiration Date		Feb. 29, 2024
Operating Lease, Payments		$ 5,906
Alachua Facility [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Lease term	5 years					5 years
Payments for rent			$ 162,320	$ 276,493
Alachua Facility [Member] | Maximum [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Payments for rent	$ 13,338

Subsequent Events (Details Narr

Subsequent Events (Details Narrative) - USD ($)		3 Months Ended
	Oct. 04, 2023	Sep. 30, 2022	Sep. 30, 2023	Dec. 31, 2022
Subsequent Event [Line Items]
Convertible preferred stock, value
Common stock, shares authorized			4,166,666	4,166,666
Common Stock [Member]
Subsequent Event [Line Items]
Convertible preferred stock, value		$ 400
Convertible preferred stock, shares		400,001
Common Stock [Member] | Minimum [Member]
Subsequent Event [Line Items]
Common stock, shares authorized			4,166,666
Common Stock [Member] | Maximum [Member]
Subsequent Event [Line Items]
Common stock, shares authorized			350,000,000
Subsequent Event [Member] | Board of Directors Chairman [Member]
Subsequent Event [Line Items]
Stock option to purchase shares	5,102
Subsequent Event [Member] | Odyssey Asset Purchase [Member]
Subsequent Event [Line Items]
Cash	$ 5,000,000
Subsequent Event [Member] | Odyssey Asset Purchase [Member] | Common Stock [Member] | Minimum [Member]
Subsequent Event [Line Items]
Common stock, shares authorized	4,166,666
Subsequent Event [Member] | Odyssey Asset Purchase [Member] | Common Stock [Member] | Maximum [Member]
Subsequent Event [Line Items]
Common stock, shares authorized	350,000,000
Asset Purchase Agreement [Member] | Subsequent Event [Member]
Subsequent Event [Line Items]
Cash	$ 500,000
Asset Purchase Agreement [Member] | Series F Preferred Stock [Member] | Subsequent Event [Member]
Subsequent Event [Line Items]
Convertible preferred stock, value	$ 1,000,000
Convertible preferred stock, shares	8,000,000
Purchase Agreement [Member] | Subsequent Event [Member]
Subsequent Event [Line Items]
Cash	$ 500,000