Silo Pharma (SILO) 10-K 24 Mar 23 2022 FY Annual report Financial data

Document And Entity Information

Document And Entity Information - USD ($)	12 Months Ended
	Dec. 31, 2022	Mar. 23, 2023	Jun. 30, 2022
Document Information Line Items
Entity Registrant Name	SILO PHARMA, INC
Trading Symbol	SILO
Document Type	10-K
Current Fiscal Year End Date	--12-31
Entity Common Stock, Shares Outstanding		3,158,797
Entity Public Float			$ 10,083,771
Amendment Flag	false
Entity Central Index Key	0001514183
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Filer Category	Non-accelerated Filer
Entity Well-known Seasoned Issuer	No
Document Period End Date	Dec. 31, 2022
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	FY
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
ICFR Auditor Attestation Flag	false
Document Annual Report	true
Document Transition Report	false
Entity File Number	001-41512
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	27-3046338
Entity Address, Address Line One	560 Sylvan Avenue
Entity Address, Address Line Two	Suite 3160
Entity Address, City or Town	Englewood Cliffs
Entity Address, State or Province	NJ
Entity Address, Postal Zip Code	07632
City Area Code	(718)
Local Phone Number	400-9031
Title of 12(b) Security	Common Stock, $0.0001 par value per share
Security Exchange Name	NASDAQ
Entity Interactive Data Current	Yes
Auditor Firm ID	106
Auditor Name	Salberg & Company, P.A.
Auditor Location	Boca Raton, Florida

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($)	Dec. 31, 2022	Dec. 31, 2021
CURRENT ASSETS:
Cash and cash equivalents	$ 11,367,034	$ 9,837,001
Equity investments	3,118	419,995
Prepaid expenses and other current assets	135,894	145,324
Note receivable, including interest receivable of $6,010 at December 31, 2022	66,010
Total Current Assets	11,572,056	10,402,320
Note receivable - non-current, including interest receivable of $1,210 at December 31, 2021		61,210
Prepaid expenses and other assets - non-current	70,821	26,659
Total Assets	11,642,877	10,490,189
CURRENT LIABILITIES:
Accounts payable and accrued expenses	364,216	417,937
Deferred revenue - current portion	72,102	72,102
Total Current Liabilities	436,318	490,039
LONG TERM LIABILITIES:
Deferred revenue - long-term portion	865,782	937,884
Total Long Term Liabilities	865,782	937,884
Total Liabilities	1,302,100	1,427,923
Commitment and Contingencies (see Note 9)
STOCKHOLDERS’ EQUITY:
Preferred stock, $0.0001 par value, 5,000,000 shares authorized:
Series A redeemable convertible preferred stock, $0.0001 par value, 1,000,000 shares designated; no shares issued and outstanding at December 31, 2022 and 2021 ($100 per share redemption value)
Series B convertible preferred stock, $0.0001 par value, 2,000 shares designated; no shares issued and outstanding at December 31, 2022 and 2021 ($1,000 per share liquidation value)
Series C convertible preferred stock, $0.0001 par value, 4,280 shares designated; 0 and 227 shares issued and and outstanding at December 31, 2022 and 2021, respectively ($1,000 per share liquidation value)
Common stock, $0.0001 par value, 500,000,000 shares authorized; 3,158,797 and 1,972,739 shares issued and outstanding at December 31, 2022 and 2021, respectively	316	197
Additional paid-in capital	17,511,589	12,324,646
Accumulated deficit	(7,171,128)	(3,262,577)
Total Stockholders’ Equity	10,340,777	9,062,266
Total Liabilities and Stockholders’ Equity	$ 11,642,877	$ 10,490,189

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parentheticals) - USD ($)	Dec. 31, 2022	Dec. 31, 2021
Interest receivable current (in Dollars)	$ 6,010
Interest receivable non-current (in Dollars)		$ 1,210
Preferred stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	5,000,000	5,000,000
Common stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized	500,000,000	500,000,000
Common stock, shares issued	3,158,797	1,972,739
Common stock, shares outstanding	3,158,797	1,972,739
Series A Convertible Preferred Stock
Preferred stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	1,000,000	1,000,000
Preferred stock, shares issued
Preferred stock, shares outstanding
Preferred stock, redemption value price (in Dollars per share)	$ 100	$ 100
Series B Convertible Preferred Stock
Preferred stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	2,000	2,000
Preferred stock, shares issued
Preferred stock, shares outstanding
Preferred stock, liquidation value price (in Dollars per share)	$ 1,000	$ 1,000
Series C Convertible Preferred Stock
Preferred stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	4,280	4,280
Preferred stock, shares issued	0	227
Preferred stock, shares outstanding	0	227
Preferred stock, liquidation value price (in Dollars per share)	$ 1,000	$ 1,000

Consolidated Statements of Oper

Consolidated Statements of Operations - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Income Statement [Abstract]
LICENSE FEE REVENUES:	$ 72,102	$ 71,264
COST OF REVENUES	5,838	5,004
GROSS PROFIT	66,264	66,260
OPERATING EXPENSES:
Compensation expense	577,651	395,123
Professional fees	1,496,687	1,598,367
Research and development	1,286,434	693,910
Insurance expense	125,889	108,750
Bad debt recovery	(20,000)	(148,500)
Selling, general and administrative expenses	227,259	162,953
Total operating expenses	3,693,920	2,810,603
LOSS FROM CONTINUING OPERATIONS	(3,627,656)	(2,744,343)
OTHER INCOME (EXPENSE):
Interest and dividend income (expense), net	72,637	1,210
Other income from equity shares earned for lock up agreement	85,733
Gain on forgiveness of PPP note payable		19,082
Interest expense	(2,199)	(3,036)
Net realized gain (loss) on equity investments	(104,700)	6,660,483
Net unrealized (loss) gain on equity investments	(331,203)	248,588
Total other income (expense)	(279,732)	6,926,327
(LOSS) INCOME FROM CONTINUING OPERATIONS BEFORE PROVISION FOR INCOME TAXES	(3,907,388)	4,181,984
Provision for income taxes		(24,876)
(LOSS) INCOME FROM CONTINUING OPERATIONS	(3,907,388)	4,157,108
DISCONTINUED OPERATIONS:
Gain from sale of assets of discontinued operations, net of tax		1,553
Loss from discontinued operations, net of tax	(1,163)	(254,920)
LOSS FROM DISCONTINUED OPERATIONS	(1,163)	(253,367)
NET (LOSS) INCOME	(3,908,551)	3,903,741
Deemed dividend		(1,403,997)
NET (LOSS) INCOME AVAILABLE TO COMMON STOCKHOLDERS	$ (3,908,551)	$ 2,499,744
NET (LOSS) INCOME PER COMMON SHARE:
Continuing operations - basic (in Dollars per share)	$ (1.71)	$ 1.45
Continuing operations - diluted (in Dollars per share)	(1.71)	1.43
Discontinued operations - basic (in Dollars per share)	0	(0.13)
Discontinued operations - diluted (in Dollars per share)	$ 0	$ (0.13)
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING:
Basic (in Shares)	2,284,240	1,897,315
Diluted (in Shares)	2,284,240	1,918,444

Condensed Consolidated Statemen

Condensed Consolidated Statements of Changes in Stockholders’ Equity - USD ($)	Series B Preferred Stock	Series C Preferred Stock	Common Stock	Additional Paid In Capital	Accumulated Deficit	Total
Balance at Dec. 31, 2020			$ 170	$ 7,042,846	$ (5,762,321)	$ 1,280,695
Balance (in Shares) at Dec. 31, 2020			1,702,839
Series C preferred stock issued for cash, net of offering cost				3,794,102		3,794,102
Series C preferred stock issued for cash, net of offering cost (in Shares)		4,276
Deemed dividend upon issuance of preferred stock				1,403,997	(1,403,997)
Common stock warrants granted for services				83,728		83,728
Common stock issued for conversion of Series C preferred stock			$ 27	(27)
Common stock issued for conversion of Series C preferred stock (in Shares)		(4,049)	269,900
Net income (loss)					3,903,741	3,903,741
Balance at Dec. 31, 2021			$ 197	12,324,646	(3,262,577)	9,062,266
Balance (in Shares) at Dec. 31, 2021		227	1,972,739
Sale of common stock			$ 115	4,940,833		4,940,948
Sale of common stock (in Shares)			1,150,000
Accretion of stock options expense to stock based compensation				111,014		111,014
Common shares issued for professional fees			$ 2	135,098		135,100
Common shares issued for professional fees (in Shares)			20,000
Common stock issued for conversion of Series C preferred stock			$ 2	(2)
Common stock issued for conversion of Series C preferred stock (in Shares)		(227)	15,167
Rounding of share due to reverse stock split
Rounding of share due to reverse stock split (in Shares)			891
Net income (loss)					(3,908,551)	(3,908,551)
Balance at Dec. 31, 2022			$ 316	$ 17,511,589	$ (7,171,128)	$ 10,340,777
Balance (in Shares) at Dec. 31, 2022			3,158,797

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$ (3,908,551)	$ 3,903,741
Adjustments to reconcile net loss to net cash used in operating activities
Bad debt recovery	(20,000)	(148,500)
Stock-based compensation and professional fees	156,047	83,728
Amortization of prepaid stock-based professional fees		107,970
Net realized loss (gain) on equity investments	104,700	(6,660,483)
Net unrealized loss (gain) loss on equity investments	331,203	(248,588)
Equity shares earned for lock up agreement	(85,733)
Gain on forgiveness of PPP note payable and accrued interest		(19,082)
Gain from disposal of assets from discontinued operations		(1,553)
Change in operating assets and liabilities:
Prepaid expenses and other current assets	55,335	(38,862)
Assets of discontinued operations		(24,963)
Interest receivable	(4,800)	(1,210)
Accounts payable and accrued expenses	(53,721)	291,050
Deferred revenue	(72,102)	478,736
NET CASH USED IN OPERATING ACTIVITIES	(3,497,622)	(2,278,016)
CASH FLOWS FROM INVESTING ACTIVITIES:
Net proceeds from sale of equity investments	66,707	7,020,526
Collection on note receivable written off prior to 2019		7,500
Collection on note receivable	20,000	164,500
NET CASH PROVIDED BY INVESTING ACTIVITIES	86,707	7,192,526
CASH FLOWS FROM FINANCING ACTIVITIES:
Net proceeds from sale of preferred stock		3,794,102
Net proceeds from sale of common stock	4,940,948
Advance from a related party		2,366
Repayment of advance from a related party		(2,366)
NET CASH PROVIDED BY FINANCING ACTIVITIES	4,940,948	3,794,102
NET CHANGE IN CASH AND CASH EQUIVALENTS:	1,530,033	8,708,612
CASH AND CASH EQUIVALENTS - beginning of the period	9,837,001	1,128,389
CASH AND CASH EQUIVALENTS - end of the period	11,367,034	9,837,001
Cash paid during the period for:
Interest	2,199
Income taxes	25,159
Non-cash investing and financing activities:
Increase in equity investments recorded as deferred revenue pursuant to a patent license agreement		531,250
Note receivable issued in connection with asset purchase agreement		60,000
Common stock issued for future services	$ 135,100

Organization and Business

Organization and Business	12 Months Ended
	Dec. 31, 2022
Organization and Business [Abstract]
ORGANIZATION AND BUSINESS	NOTE 1 – ORGANIZATION AND BUSINESS Silo Pharma, Inc. (formerly Uppercut Brands, Inc.) (the “Company”) was incorporated in the State of New York on July 13, 2010, under the name Gold Swap, Inc. On January 24, 2013, the Company changed its state of incorporation from New York to Delaware. The Company is a developmental stage biopharmaceutical company focused on merging traditional therapeutics with psychedelic research. The Company seeks to acquire and/or develop intellectual property or technology rights from leading universities and researchers to treat rare diseases, including the use of psychedelic drugs, such as psilocybin, and the potential benefits they may have in certain cases involving depression, mental health issues and neurological disorders. The Company is focused on merging traditional therapeutics with psychedelic research for people suffering from indications such as depression, post-traumatic stress disorder (“PTSD”), Alzheimer’s, Parkinson’s, and other rare neurological disorders. The Company’s mission is to identify assets to license and fund the research which the Company’s believes will be transformative to the well-being of patients and the health care industry. The Company was engaged in the development of a streetwear apparel brand, NFID (see below). On October 4, 2013, the Company filed a Form N-54A and elected to become a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”). In addition, the Company previously elected to be treated for federal income tax purpose as a regulated investment company, (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended, (the “Code”). Through September 29, 2018, the Company met the definition of RIC in accordance with the guidance under Accounting Standards Codification (“ASC”) Topic 946 “Financial Services – Investment Companies”. On September 29, 2018, the Company filed Form N-54C, Notification of Withdrawal of Election to be Subject to Section 55 through 65 of the 1940 Act, as the Company changed the nature of its business so as to cease to be a business development company (See Note 2 – Basis of Presentation). Additionally, since 2017, the Company has been subject to income taxes at corporate tax rates. On May 21, 2019, the Company filed an amendment to its Certificate of Incorporation with the State of Delaware to change its name from Point Capital, Inc. to Uppercut Brands, Inc. Thereafter, on September 24, 2020, the Company filed an amendment to its Certificate of Incorporation with the State of Delaware to change its name from Uppercut Brands, Inc. to Silo Pharma, Inc. On April 8, 2020, the Company incorporated a new wholly-owned subsidiary, Silo Pharma Inc., in the State of Florida. The Company has also secured the domain name www.silopharma.com. The Company has been exploring opportunities to expand the Company’s business by seeking to acquire and/or develop intellectual property or technology rights from leading universities and researchers to treat rare diseases, including the use of psychedelic drugs, such as psilocybin, and the potential benefits they may have in certain cases involving depression, mental health issues and neurological disorders. In July 2020, through the Company’s newly formed subsidiary, the Company entered into a commercial evaluation license and option agreement with University of Maryland, Baltimore (“UMB”) (see Note 9) pursuant to which, among other things, UMB granted the Company an exclusive, option to negotiate and obtain an exclusive, sublicensable, royalty-bearing license to with respect to certain technology. The option was extended and exercised on January 13, 2021. On February 12, 2021, the Company entered into a Master License Agreement with UMB (see Note 9). The Company plans to actively pursue the acquisition and/or development of intellectual property or technology rights to treat rare diseases, and to ultimately expand the Company’s business to focus on this new line of business. On September 30, 2021, the Company entered into and closed on an Asset Purchase Agreement (the “Asset Purchase Agreement) with NFID, LLC, a Florida limited liability company (the “Buyer”), whereby the Buyer purchased from the Company certain assets, properties, and rights in connection with the Company’s NFID trademark name, logos, domain, and apparel clothing and accessories for a purchase price of $60,000 in the form of a promissory note amounting to $60,000. The promissory note bears 8% interest per annum and matures on October 1, 2023. Accordingly, the results of operations of this component, for all periods presented, are separately reported as “discontinued operations” on the accompanying consolidated statements of operations (see Note 4). On March 11, 2022, the Company stockholders approved granting discretionary authority to the Company’s Board of Directors to amend the Company’s Certificate of Incorporation to effect one or more consolidations of the Company’s issued and outstanding shares of common stock, pursuant to which the shares of common stock would be combined and reclassified into one share of common stock at a ratio within the range from 1-for-5 up to 1-for-50 (the “Reverse Stock Split”). On September 14, 2022, the Company filed a Certificate of Amendment to the Amended and Restated Articles of Incorporation (the “Certificate of Amendment”) with the Secretary of State of the State of Delaware to effect a 1-for-50 reverse stock split (the “Reverse Stock Split”) with respect to the outstanding shares of the Company’s common stock. The Certificate of Amendment became effective on September 14, 2022. The Reverse Stock Split was previously approved by the sole director and the majority of stockholders of the Company. The Reverse Stock Split was deemed effective at the open of business on September 15, 2022. All share and per share data in the consolidated financial statements have been retroactively adjusted to reflect the effect of the reverse stock split.

Summary of Significant Accounti

Summary of Significant Accounting Policies	12 Months Ended
	Dec. 31, 2022
Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation and Principles of Consolidation The accompanying consolidated financial statements have been prepared by the Company in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), the instructions to Form 10-K, and the rules and regulations of the United States Securities and Exchange Commission (the “SEC”) for financial information. The Company’s consolidated financial statements include financial statements for Silo Pharma, Inc. and its inactive wholly-owned subsidiary with the same name as the parent entity, Silo Pharma, Inc, as of December 31, 2022 and during the years ended December 31, 2022 and 2021. All intercompany transactions and balances have been eliminated. In accordance with, ASC 205-20 “Discontinued Operations” establishes that the disposal or abandonment of a component of an entity or a group of components of an entity should be reported in discontinued operations if the disposal represents a strategic shift that has (or will have) a major effect on an entity’s operations and financial results. As a result, the NFID, LLC component’s results of operations have been classified as discontinued operations on a retrospective basis for all periods presented. Accordingly, the results of operations of this component, for all periods, are separately reported as “discontinued operations” on the consolidated statements of operations. Liquidity As reflected in the accompanying consolidated financial statements, the Company generated a net loss of $3,908,551 and used cash in operations of $3,497,622 during the year ended December 31, 2022. Additionally, the Company has an accumulated deficit of $7,171,128 on December 31, 2022. As of December 31, 2022, the Company had working capital of $11,135,738. The positive working capital serves to mitigate the conditions that historically raised substantial doubt about the Company’s ability to continue as a going concern. The Company believes that the Company has sufficient cash to meet its obligations for a minimum of twelve months from the date of this filing. Use of Estimates The preparation of consolidated financial statements in conformity with U.S. 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 financial statements and the reported amounts of revenues and expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate could change in the near term due to one or more future events. Accordingly, the actual results could differ significantly from estimates. Significant estimates during the years ended December 31, 2022 and 2021 include the collectability of notes receivable, the percentage of completion of research and development projects, valuation of equity investments, estimates of the deemed dividend, valuation allowances for deferred tax assets, the fair value of warrants issued with debt and for services, and the fair value of shares and stock options issued for services and in settlements. Cash and Cash Equivalents The Company considers all highly liquid investments with a maturity of three months or less when acquired to be cash equivalents. The Company places its cash with high credit quality financial institutions. The Company’s accounts at these institutions are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $250,000 or by the Securities Investor Protection Corporation up to $250,000. To reduce its risk associated with the failure of such financial institutions, the Company evaluates at least annually the rating of the financial institutions in which it holds deposits. On December 31, 2022 and 2021, the Company had cash in excess of FDIC limits of approximately $10,868,000 and $9,100,000, respectively. Subsequent to December 31, 2022, t he Company began transferring funds to other high quality financial institutions to mitigate its risk to Note Receivable The Company recognizes an allowance for losses on notes receivable in an amount equal to the estimated probable losses net of recoveries. The allowance is based on an analysis of historical bad debt experience, current note receivable aging, and expected future write-offs, as well as an assessment of specific identifiable accounts considered at risk or uncollectible. The expense associated with the allowance for doubtful accounts is recognized as general and administrative expense. Prepaid Expenses Prepaid expenses and other current assets of $135,894 and $145,324 on December 31, 2022 and 2021, respectively, consist primarily of costs paid for future services which will occur within a year. On December 31, 2022 and 2021, prepaid expenses and other assets – non-current amounted to $70,821 and $26,659, respectively. Prepaid expenses may include prepayments in cash and equity instruments for consulting, research and development, public relations and business advisory services, and legal fees which are being amortized over the terms of their respective agreements. Equity Investments, at Fair Value Realized gain or loss is recognized when an investment is disposed of and is computed as the difference between the Company’s carrying value and the net proceeds received from such disposition. Realized gains and losses on investment transactions are determined by specific identification. Net unrealized appreciation or depreciation is computed as the difference between the fair value of the investment and the cost basis of such investment. Net unrealized gains or losses for equity investments are recognized in operations as the difference between the carrying value at the beginning of the period and the fair value at the end of the period. Equity Investments, at Cost Equity investments, at cost are comprised mainly of non-marketable capital stock and stock warrants, are recorded at cost, as adjusted for other than temporary impairment write-downs and are evaluated for impairment periodically. Revenue Recognition The Company applies ASC Topic 606, Revenue from Contracts with Customers (“ASC 606”). ASC 606 establishes a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most of the existing revenue recognition guidance. This standard requires an entity to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services and also requires certain additional disclosures. The Company records interest and dividend income on an accrual basis to the extent that the Company expects to collect such amounts. For the license and royalty income, revenue is recognized when the Company satisfies the performance obligation based on the related license agreement. Payments received from the licensee that are related to future periods are recorded as deferred revenue to be recognized as revenues over the term of the related license agreement (see Note 9). Product sales were recognized when the NFID products were shipped to the customer and title was transferred and were recorded net of any discounts or allowances which are separately reported as “discontinued operations” on the consolidated statements of operations. Cost of Revenues The primary components of cost of revenues on license fees included the cost of the license fees. Payments made to the licensor that are related to future periods are recorded as prepaid expense to be amortized over the term of the related license agreement (see Note 9). The primary components of cost of revenues on NFID apparel include the cost of the product, production costs, warehouse storage costs and shipping fees which are separately reported as “discontinued operations” on the consolidated statements of operations. Stock-Based Compensation Stock-based compensation is accounted for based on the requirements of ASC 718 – “Compensation – Stock Compensation”, which requires recognition in the financial statements of the cost of employee, director, and non-employee services received in exchange for an award of equity instruments over the period the employee, director, or non-employee is required to perform the services in exchange for the award (presumptively, the vesting period). The ASC also requires measurement of the cost of employee, director, and non-employee services received in exchange for an award based on the grant-date fair value of the award. The Company has elected to recognize forfeitures as they occur as permitted under Accounting Standards Update (“ASU”) 2016-09 Improvements to Employee Share-Based Payment. Income Taxes Deferred income tax assets and liabilities arise from temporary differences between the financial statements and tax basis of assets and liabilities, as measured by the enacted tax rates, which are expected to be in effect when these differences reverse. Deferred tax assets and liabilities are classified as current or non-current, depending upon the classification of the asset or liabilities to which they relate. Deferred tax assets and liabilities not related to an asset or liability are classified as current or non-current depending on the periods in which the temporary differences are expected to reverse. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. The Company follows the provisions of Financial Accounting Standards Board (“FASB”) ASC 740-10, “Uncertainty in Income Taxes”. Certain recognition thresholds must be met before a tax position is recognized in the financial statements. An entity may only recognize or continue to recognize tax positions that meet a “more-likely-than-not” threshold. The Company does not believe it has any uncertain tax positions as of December 31, 2022, and 2021 that would require either recognition or disclosure in the accompanying consolidated financial statements. The Company recognized income tax expense of $0 and $24,876 for the years ended December 31, 2022, and 2021 (see Note 7). Research and development In accordance with ASC 730-10, “Research and Development-Overall,” Leases In February 2016, the FASB issued ASU 2016-02, “ Leases (Topic 842)” Net Income (Loss) per Common Share Basic income (loss) per share is computed by dividing net income (loss) allocable to common shareholders by the weighted average number of shares of common stock outstanding during each period. Diluted earnings per share is computed by dividing net income (loss) available to common shareholders by the weighted average number of shares of common stock, common stock equivalents and potentially dilutive securities outstanding during the period using the as-if converted method. Potentially dilutive securities which included convertible preferred shares and stock options are excluded from the computation of diluted shares outstanding if they would have an anti-dilutive impact on the Company’s net losses. The following potentially dilutive shares have been excluded from the calculation of diluted net income (loss) per share as their effect would be anti-dilutive for the years ended December 31, 2022 and 2021: December 31, December 31, Series C convertible preferred stock - 15,133 Stock options 28,849 6,000 Warrants 404,580 347,080 433,429 368,213 The following table presents a reconciliation of basic and diluted net income (loss) per share: For the Years Ended December 31, 2022 2021 Income (loss) per common share – basic: Income (loss) from continuing operations available to common stockholders $ (3,907,388 ) $ 2,753,111 Loss from discontinued operations (1,163 ) (253,367 ) Net income (loss) available to common stockholders $ (3,908,551 ) $ 2,499,744 Weighted average common shares outstanding – basic 2,284,447 1,897,315 Net income (loss) per common share – basic From continuing operations $ (1.71 ) $ 1.45 From discontinued operations $ (0.00 ) $ (0.13 ) For the Years Ended December 31, 2022 2021 Income (loss) per common share – diluted: Income (loss) from continuing operations available to common stockholders $ (3,907,388 ) $ 2,753,111 Add: interest expense, net - (3,036 ) Numerator for income (loss) from continuing operations available to common stockholders per common share – diluted (3,907,388 ) 2,750,075 Numerator for loss from discontinuing operations - diluted (1,163 ) (253,367 ) Net income (loss) available to common stockholders – diluted $ (3,908,551 ) $ 2,496,708 Weighted average common shares outstanding – basic 2,284,240 1,897,315 Effect of dilutive securities: Options - 5,996 Preferred shares - 15,133 Weighted average common shares outstanding – diluted 2,284,240 1,918,444 Net income (loss) per common share – diluted From continuing operations $ (1.71 ) $ 1.43 From discontinued operations $ (0.00 ) $ (0.13 ) Recent Accounting Pronouncements In August 2020, the FASB issued Accounting Standards Update (“ASU”) 2020-06, which simplifies the guidance on the issuer’s accounting for convertible debt instruments by removing the separation models for convertible debt with a cash conversion feature and convertible instruments with a beneficial conversion feature. As a result, entities will not separately present in equity an embedded conversion feature in such debt and will account for a convertible debt instrument wholly as debt, unless certain other conditions are met. The elimination of these models will reduce reported interest expense and increase reported net income for entities that have issued a convertible instrument that is within the scope of ASU 2020-06. ASU 2020-06 is applicable for fiscal years beginning after December 15, 2021, with early adoption permitted no earlier than fiscal years beginning after December 15, 2020. The Company adopted this ASU in the first quarter of 2022 and the adoption of this ASU did not have a material impact on the Company’s consolidated financial statements and related disclosures. In May 2021, the FASB issued ASU 2021-04, Earnings Per Share (Topic 260), Debt-Modifications and Extinguishments (Subtopic 470-50), Compensation-Stock Compensation (Topic 718), and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40). The new ASU addresses issuer’s accounting for certain modifications or exchanges of freestanding equity-classified written call options. This amendment is effective for all entities, for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. Early adoption is permitted. The Company adopted ASU 2020-06 during the first quarter of 2022 and the adoption did not have material impact on its consolidated financial statements. Management does not believe that any other recently issued, but not yet effective accounting pronouncements, if adopted, would have a material effect on the Company’s consolidated financial statements.

Fair Value of Financial Instrum

Fair Value of Financial Instruments and Fair Value Measurements	12 Months Ended
	Dec. 31, 2022
Fair Value of Financial Instruments and Fair Value Measurements [Abstract]
FAIR VALUE OF FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS	NOTE 3 – FAIR VALUE OF FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS FASB ASC 820 - Fair Value Measurements and Disclosures, defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. FASB ASC 820 requires disclosures about the fair value of all financial instruments, whether or not recognized, for financial statement purposes. Disclosures about the fair value of financial instruments are based on pertinent information available to the Company on December 31, 2022. Accordingly, the estimates presented in these financial statements are not necessarily indicative of the amounts that could be realized on disposition of the financial instruments. FASB ASC 820 specifies a hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect market assumptions. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurement) and the lowest priority to unobservable inputs (Level 3 measurement). Level 1 - Inputs are unadjusted quoted prices in active markets for identical assets or liabilities available at the measurement date. Level 2 - Inputs are unadjusted quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, inputs other than quoted prices that are observable, and inputs derived from or corroborated by observable market data. Level 3 - Inputs are unobservable inputs which reflect the reporting entity’s own assumptions on what assumptions the market participants would use in pricing the asset or liability based on the best available information. The Company analyzes all financial instruments with features of both liabilities and equity under the FASB’s accounting standard for such instruments. Under this standard, financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The carrying amounts reported in the consolidated balance sheets for cash, prepaid expenses and other current assets, accounts payable and accrued expenses approximate their fair market value based on the short-term maturity of these instruments. Equity Investments at Fair Value The Company accounted for certain equity investments at fair value using level 1, level 2 and level 3 valuations. Assets and liabilities measured at fair value on a recurring basis are as follows on December 31, 2022 and 2021: On December 31, 2022 On December 31, 2021 Description Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Equity investments consisting of common stock, at fair value $ 3,118 $ — $ — $ 419,995 $ — $ — The following table summarizes activity in the Company’s equity investments, at fair value for the periods presented: December 31, December 31, Balance, beginning of year $ 419,995 $ — Additions 85,733 531,250 Sales at original cost (171,407 ) (359,843 ) Unrealized (loss) gain (331,203 ) 248,588 Balance, end of year $ 3,118 $ 419,995 On December 31, 2022, equity instruments, at fair value consisted of common equity securities of one entity, Home Bistro, Inc. During the year ended December 31, 2021, the Company recorded a net realized gain on equity investments of $6,660,483 primarily attributed to a gain from the sale of the Company’s equity investment in DatChat, Inc. of $6,657,120 and Aikido Pharma, Inc. of $3,363. During the year ended December 31, 2022, the Company received 1,559 shares of Home Bistro, Inc. common stock with grant date fair value of $85,733, or $55.00 per share, in exchange for entering into a lock up and leak out agreement which was recorded as other income from equity shares earned for services in the accompanying consolidated statement of operations. The Company measures equity securities received for services at fair value on the date of receipt. During the year ended December 31, 2022, the Company sold its equity investments in Aikido Pharma, Inc. with cost of $171,407 for gross proceeds of $66,707 and the Company recorded a net realized loss on equity investments amounting to $104,700 as reflected in the accompanying consolidated statement of operations. Equity investments are carried at fair value with unrealized gains or losses which is recorded as net unrealized gain (loss) on equity investments in the accompanying consolidated statement of operations. Realized gains and losses are determined on a specific identification basis which is recorded as net realized gain (loss) on equity investments in the consolidated statement of operations. The Company reviews equity investments, at fair value for impairment whenever circumstances and situations change such that there is an indication that the carrying amounts may not be recovered. ASC 825-10 “Financial Instruments” allows entities to voluntarily choose to measure certain financial assets and liabilities at fair value (fair value option). The fair value option may be elected on an instrument-by-instrument basis and is irrevocable, unless a new election date occurs. If the fair value option is elected for an instrument, unrealized gains and losses for that instrument should be reported in earnings at each subsequent reporting date. The Company did not elect to apply the fair value option to any outstanding equity instruments. Equity Investments at Cost On December 31, 2022 and 2021, the Company did not have non-marketable capital stock and stock warrants recorded at cost.

Disposal of the Discontinued Op

Disposal of the Discontinued Operations of the NFID Business	12 Months Ended
	Dec. 31, 2022
Disposal of the Discontinued Operations of the NFID Business [Abstract]
DISPOSAL OF THE DISCONTINUED OPERATIONS OF THE NFID BUSINESS	NOTE 4 – DISPOSAL OF THE DISCONTINUED OPERATIONS OF THE NFID BUSINESS On September 30, 2021, the Company entered into and closed on an Asset Purchase Agreement (see Note 1) with NFID, LLC, an unrelated party, a Florida limited liability company, whereby the Company sold certain assets, properties, and rights in connection with its NFID trademark name, logos, domain, and apparel clothing and accessories for a purchase price of $60,000 in the form of a promissory note amounting to $60,000. The promissory note bears 8% interest per annum and matures on October 1, 2023. As of December 31, 2022, the Note had a principal balance of $60,000 and accrued interest receivable of $6,010 for a total outstanding receivable balance of $66,010. As of December 31, 2021, the Note had a principal balance of $60,000 and accrued interest receivable of $1,210 for a total outstanding receivable balance of $61,210. ASC 205-20 “Discontinued Operations” establishes that the disposal or abandonment of a component of an entity or a group of components of an entity should be reported in discontinued operations if the disposal represents a strategic shift that has (or will have) a major effect on an entity’s operations and financial results. As a result, the component’s results of operations have been classified as discontinued operations on a retrospective basis for all periods presented. Accordingly, the results of operations of this component, for all periods, are separately reported as “discontinued operations” on the consolidated statements of operations. The following table set forth the selected financial data of the Company’s gain from sale of the NFID business on September 30, 2021, the date of sale: September 30, Assets: Current assets: Inventory, net $ 58,447 Total assets $ 58,447 Liabilities: Total liabilities $ — Net asset of NFID business disposed $ 58,447 Consideration in the form of a note receivable 60,000 Gain from sale of NFID business $ 1,553 The summarized operating result of discontinued operations of the NFID Business included in the Company’s consolidated statements of operations for the years ended December 31, 2022 and 2021 is as follows: For the Years Ended December 31, 2022 2021 Product sales, net $ - $ 119,405 Cost of sales 1,079 103,824 Gross profit (loss) (1,079 ) 15,581 Total operating and other non-operating expenses (84 ) (270,501 ) Gain from sale of NFID business - 1,553 Loss from discontinued operations $ (1,163 ) $ (253,367 )

Notes Receivable

Notes Receivable	12 Months Ended
	Dec. 31, 2022
Receivables [Abstract]
NOTES RECEIVABLE	NOTE 5 – NOTES RECEIVABLE December 31, 2022 December 31, Principal amounts of notes receivable $ 60,000 $ 220,000 Additional notes receivable - 60,000 Collections on notes receivables - (164,500 ) Less: allowance for doubtful accounts - (55,500 ) Total Notes receivable, net 60,000 60,000 Less: notes receivable, net – current portion (60,000 ) - Notes receivable – non-current $ - $ 60,000 On September 28, 2018, the Company and Blind Faith Concepts Holdings, Inc. (the “Seller”) executed a two-year promissory note receivable agreement with a principal balance of $200,000 of which $100,000 was funded to the Seller in September 2018 and the remaining $100,000 was funded in October 2018. The promissory note accrued interest at a rate of 6% per annum, and the Company was repaid in interest only payments on a quarterly basis, until the maturity date of September 27, 2020, at which time the full principal and any interest payments was due to the Company. At the time the promissory note receivable agreement was executed, the Company also executed a security interest and pledge agreement with the borrower pursuant to which the borrower pledged all of the assets of its company as security for the performance of the note obligations. On November 2, 2018, the Company and Seller entered into a promissory note agreement (“Promissory Note Agreement”) with a principal balance of $50,000. Pursuant to the Promissory Note Agreement, the $50,000 note was a deposit and credit towards the acquisition of the assets of Lust for Life Group such as inventory, trademarks and logos. Pursuant to the Promissory Note Agreement, since the purchase did not close within 30 days from date of the Promissory Note, the note receivable became immediately due. Through the date of default, the outstanding principal balance accrued interest at an interest rate of 10% per annum payable on a monthly basis. Upon default, the interest rate increased to 18% per annum. In December 2019, pursuant to claim purchase agreements (“Claim Purchase Agreements”), the Company sold its notes receivable and related interest receivable balances in the aggregate amount of $277,305 to an investor. Pursuant to the Claim Purchase Agreements, the investor agreed to pay the Company the purchase price of $277,305 on the earlier of the payment of six-monthly installments or upon the liquidation of settlement securities of the Seller pursuant to Section 3(a)(10) of the Securities Act of 1933, as amended. The first installment was to be made following entry and full effectuation of a court order approving the settlement of the claim which occurred on March 6, 2020 in the United States District Court for the District of Maryland Northern Division. On January 6, 2020, the Company and the Seller entered into a settlement agreement related to notes receivable. In lieu of the Company seeking default and foreclosure against the Seller pursuant to the note agreements, the Company received 10,420 shares of the Seller’s convertible Series B Preferred Stock. Since the shares of Series B Preferred Stock have limited marketability, no value was placed on these shares. As of December 31, 2018, the Company determined that this note receivable was doubtful and accordingly, recorded an allowance for doubtful account and bad debt expense of $50,000. Between April 2020 and December 2020, the Company collected an aggregate of $30,000 on the notes receivable balance. During the year ended December 31, 2020, the Company recorded an additional allowance for doubtful account and bad debt expense of $146,500 and wrote off interest receivable of $27,876 due to slow collection of the installment payments pursuant to the Claim Purchase Agreements. As of December 31, 2020, aggregate allowance for doubtful account amounted to $196,500 and the balance of notes receivable, net amounted to $23,500. On June 7, 2021, the Company and the investor, entered into a settlement agreement whereby both parties agreed to settle the remaining balance of this note receivable which was previously written off in year 2020 for a total settlement amount of $196,000 to be paid as follows; (i) an initial payment of $46,000 upon execution of the settlement agreement and (ii) $10,000 per month for fifteen months. During the year ended December 31, 2021, the Company received a $23,500 payment that was applied to the note receivable balance due and recovered $141,000 of the $196,500 of bad debt allowance. During the year ended December 31, 2022, $20,000 was collected under this settlement agreement. Accordingly, during the years ended December 31, 2022 and 2021, the Company recorded bad debt recovery of $20,000 and $141,000, respectively. As of December 31, 2022, $35,500 remains collectible under this settlement agreement and such amount has been fully reserved as of December 31, 2022. In connection with another note receivable balance previously written off in 2018, during the year ended December 31, 2021, the Company recovered an aggregate of $7,500 of bad debt previously written off and recorded bad debt recovery of $7,500 in the accompanying consolidated statement of operations. On September 30, 2021, the Company executed a note receivable agreement with NFID, LLC in connection with an Asset Purchase Agreement (see Note 4). The promissory note bears 8% interest per annum and matures on October 1, 2023. The outstanding principal and accrued interest shall be due and payable on maturity. As of December 31, 2021, this note receivable had outstanding principal receivable of $60,000 and accrued interest receivable of $1,210 for a total receivable balance of $61,210 which is reflected in the accompanying consolidated balance sheet as note receivable – non-current. As of December 31, 2022, this note receivable had outstanding principal receivable of $60,000 and accrued interest receivable of $6,010 for a total receivable balance of $66,010 which is reflected in the accompanying consolidated balance sheet as note receivable – current.

Stockholders_ Equity

Stockholders’ Equity	12 Months Ended
	Dec. 31, 2022
Stockholders' Equity Note [Abstract]
STOCKHOLDERS' EQUITY	NOTE 6 – STOCKHOLDERS’ EQUITY Shares Authorized The Company has 505,000,000 shares authorized which consist of 500,000,000 shares of common stock and 5,000,000 shares of preferred stock. Preferred stock In April 2013, the Company designated 1,000,000 shares of preferred stock as Series A Convertible Preferred Stock and in November 2019, the Company designated 2,000 shares of preferred stock as Series B Convertible Preferred Stock. As of December 31, 2022, and 2021, there were no Series C Convertible Preferred Stock On February 9, 2021, the Company filed a Certificate of Designation of Preferences, Rights and Limitations of Series C Convertible Preferred Stock (the “Certificate of Designations”) with the Delaware Secretary of State, designating 4,280 shares of preferred stock as Series C Convertible preferred stock. ● Designation ● Dividends . ● Liquidation ● Voting Rights ● Conversion ● Forced Conversion ● Exercisability . Series C Convertible Preferred Stock Financing On February 9, 2021 (the “Effectiveness Date”), the Company entered into securities purchase agreements (collectively, the “Series C Purchase Agreements”) with certain institutional and accredited investors for the sale of an aggregate of 4,276 shares of the Company’s Series C Convertible Preferred Stock and warrants (the “February Warrants”) to purchase up to 285,067 shares (the “February Warrant Shares”) of the Company’s common stock for gross proceeds of approximately $4,276,000, before deducting placement agent and other offering expenses of $481,898 which are offset against the proceeds in additional paid in capital. The offering closed on February 12, 2021. Accordingly, the Company recognized a total deemed dividend of $1,403,997 for the beneficial conversion feature in connection with the issuance of these Series C Convertible preferred stock. The February Warrants are exercisable for a period of five years from the date of issuance at an exercise price of $15.00 per share. If, after a period of 180 days after the date of issuance of the February Warrants, a registration statement covering the resale of the February Warrant Shares is not effective, the holders may exercise the February Warrants by means of a cashless exercise. The Series C Convertible preferred stock and the February Warrants each contain a beneficial ownership limitation that restricts each of the investor’s ability to exercise the February Warrants and convert the Series C Convertible preferred stock such that the number of shares of the Company common stock held by each of them and their affiliates after such conversion or exercise does not exceed 4.99% (or, at the election of the Investor, 9.99%) of the Company’s then issued and outstanding shares of common stock. The Series C Purchase Agreement also provides that until the 18 month anniversary of the Effectiveness Date, in the event of a subsequent financing (except for certain exempt issuances as provided in the Series C Purchase Agreement) by the Company, each investor will have the right to participate in such subsequent financing up to an amount equal to the investor’s proportionate share of the subsequent financing based on such investor’s participation in the offering on the same terms, conditions and price provided for in the subsequent financing up to an amount equal to 50% of the subsequent financing. In addition, pursuant to the Series C Purchase Agreement, the Company has agreed that neither it nor its subsidiaries will enter into any agreement to issue or announce the issuance or proposed issuance of any shares of common stock or common stock equivalents to file any registration statement other than as contemplated pursuant to the Registration Rights Agreement (as defined below) for a period of 90 days from the Effectiveness Date. Furthermore, subject to certain exceptions, the Company is prohibited from effecting or entering into an agreement to effect any issuance by the Company or any of its subsidiaries of common stock or common stock equivalents involving a Variable Rate Transaction (as defined in the Series C Purchase Agreement). In connection with the offering, the Company entered into separate registration rights agreements (“Registration Rights Agreements”) with the investors pursuant to which the Company agreed to undertake to file a registration statement (the “Registration Statement”) to register the resale of the Registrable Securities (as defined in the Registration Rights Agreement) within ten calendar days following the Effectiveness Date. The Company agreed to use its best efforts to cause the Registration Statement covering the Registrable Securities to be declared effective no later than the 60 th th In addition, pursuant to the terms of the offering, the Company issued Bradley Woods & Co, Ltd. and Katalyst Securities LLC warrants (the “Placement Agent Warrants”) to purchase up to an aggregate of 57,013 shares of common stock, or 10% of the shares of common stock issuable upon conversion of the Series C Preferred Stock and February Warrant Shares sold in the offering. The Placement Agent Warrants are exercisable for a period of five years from the closing date of the offering at an exercise price of $17.50 per share, subject to adjustment. The Placement Agent Warrants were valued at the grant date using a Black-Scholes option pricing model with the following assumptions: risk-free interest rate of 0.50%, expected dividend yield of 0%, expected term of 5 years using the simplified method and expected volatility of 169% based on comparable and calculated volatility. The aggregate grant date fair value of these Placement Agent Warrants amounted to approximately $1,106,000 and was recorded against the proceeds with no net effect on the consolidated financial statements. The net proceeds of the offering are expected to be used for working capital purposes and to further execute on the Company’s existing business. Conversion of Series C Convertible Preferred Stock into Common Stock On April 12, 2021, the Company notified holders of its Series C Convertible Preferred Stock of its election to force the conversion to 4,049 shares of its Series C Convertible Preferred Stock into 269,900 shares of the Company’s common stock. As of December 31, 2021, there were 227 shares of the Company’s Series Convertible Preferred Stock issued and outstanding. On March 31, 2022, the Company notified holders of the remaining 227 shares of its Series C Convertible preferred stock of its election to force the conversion to its Series C Convertible preferred stock into shares of the Company’s common stock pursuant to the Certificate of Designations unless such conversion would cause the holder to exceed its beneficial ownership limitation pursuant to the Certificate of Designations. On March 31, 2022, the Company converted 227 Series C Convertible preferred stock into 15,167 shares of common stock. As of December 31, 2022, there were no shares of Series C Convertible preferred stock issued and outstanding. Sale of Common Stock On September 26, 2022, the Company entered into an underwriting agreement (the “Underwriting Agreement”) with Laidlaw & Company (UK) Ltd., as representative of the several underwriters identified therein (the “Underwriters”), relating to the public offering (the “Offering”) of 1,000,000 shares of the Company’s common stock (the “Firm Shares”), at public offering price of $5.00 per share. Under the terms of the Underwriting Agreement, the Company granted the Underwriters an option, exercisable for 45 days following the closing of the Offering, to purchase up to an additional 150,000 shares of common stock at the public offering price to cover over-allotments, if any. On September 28, 2022, the Underwriters fully exercised their over-allotment option and purchased an additional 150,000 shares (the “Option Shares,” together with the Firm Shares, the “Shares”). On September 29, 2022, the Company closed the Offering and issued the Shares for aggregate net proceeds of $4,940,948, after deducting underwriting discounts and commissions and offering expenses. The Company intends to use the net proceeds from the offering for research and development activities, sales and marketing, general working capital purposes, potential acquisitions of other companies, products or technologies, and to repay certain indebtedness. Concurrently with the closing of the Offering, the Company also issued warrants to purchase an aggregate of up to 57,500 shares of its common stock to the representative of the Underwriters or its designees, at an exercise price of $6.25 per share (the “Representative’s Warrants”). The Representative’s Warrants are exercisable beginning on March 25, 2023, and expire on September 26, 2027, pursuant to the terms and conditions of the Representative’s Warrants. Common Stock Issued for Services On August 29, 2022, the Company entered into a one-year consulting agreement with an entity for investor relations services. In connection with this consulting agreement, the Company issued 20,000 restricted common shares of the Company to the consultant. These shares vest immediately. These shares were valued at $135,100, or $6.755 per common share, based on contemporaneous common share sales by the Company. In connection with this consulting agreement, during the year ended December 31, 2022, the Company recorded stock-based professional fees of $45,033 and prepaid expenses of $90,067 which will be amortized into stock-based professional fees over the remaining term of the agreement. Stock Options On January 18, 2021, the Company’s board of directors (“Board”) approved the Silo Pharma, Inc. 2020 Omnibus Equity Incentive Plan (the “2020 Plan”) to incentivize employees, officers, directors and consultants of the Company and its affiliates. 170,000 shares of common stock are reserved and available for issuance under the 2020 Plan, provided that certain exempt awards (as defined in the 2020 Plan), shall not count against such share limit. The 2020 Plan provides for the grant, from time to time, at the discretion of the Board or a committee thereof, of cash, stock options, including incentive stock options and nonqualified stock options, restricted stock, dividend equivalents, restricted stock units, stock appreciation units and other stock or cash-based awards. The 2020 Plan shall terminate on the tenth anniversary of the date of adoption by the Board. Subject to certain restrictions, the Board may amend or terminate the Plan at any time and for any reason. An amendment of the 2020 Plan shall be subject to the approval of the Company’s stockholders only to the extent required by applicable laws, rules or regulations. On March 10, 2021, the 2020 Plan was approved by the stockholders. On December 29, 2021 and effective January 1, 2022, the Board granted an aggregate of 6,849 incentive stock options under the 2020 Plan, to two non-employee board members, exercisable at $7.30 per share which expire on December 26, 2026 and vest on the first anniversary date of the grant date. These options were valued at $30,224 on the grant date using a Binomial Lattice option pricing model with the following assumptions: risk-free interest rate of 0.75%, expected dividend yield of 0%, expected term of 2 years using the simplified method and expected volatility of 115% based on historical volatility. The Company recorded the fair value of the unvested stock options, in the amount of $30,224, as deferred compensation which is being amortized over the vesting period. During the year ended December 31, 2022, the Company amortized $30,224 of the deferred compensation which was recorded as compensation expenses in the consolidated statement of operations. As of December 31, 2022, the deferred compensation related to this issuance had a balance of $0. On January 27, 2022, pursuant to an Employment Agreement (see Note 9), an aggregate of 16,000 incentive stock options were issued under the 2020 Plan, to Dr. Kou, exercisable at $10.00 per share and expires on January 31, 2032. The stock options vest as follows: (i) 6,000 stock options upon issuance; (ii) 5,000 vests on October 31, 2022 and; (iii) 5,000 vests on October 31, 2023. The 16,000 stock options had a fair value of $94,915 which were valued at the grant date using a Binomial Lattice option pricing model with the following assumptions: risk-free interest rate of 1.18%, expected dividend yield of 0%, expected term of 2 years using the simplified method and expected volatility of 117% based on historical volatility. The Company recorded the fair value of the stock options, in the amount of $94,915, as deferred compensation which is being amortized over the vesting period. During the year ended December 31, 2022, the Company amortized $80,790 of the deferred compensation which was recorded as compensation expenses in the consolidated statement of operations. As of December 31, 2022, the deferred compensation related to his employment agreement had a balance of $14,125. Stock option activities for the year ended December 31, 2022 and 2021 are summarized as follows: Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value Balance Outstanding, December 31, 2020 6,000 $ 0.005 3.5 $ 127,290 Granted 6,849 7.30 - - Balance Outstanding, December 31, 2021 12,849 0.001 2.5 42,870 Granted 16,000 10.0 - - Forfeited - - - Balance Outstanding, December 31, 2022 28,849 $ 7.28 7.28 $ 20,130 Exercisable, December 31, 2022 23,849 $ 6.71 6.31 $ 20,130 Stock Warrants On January 18, 2021, the Company granted warrants to purchase up to 5,000 shares of the Company’s common stock in exchange for legal services rendered. The warrants have a term of five years from the date of grant and are exercisable at an exercise price of $10.00 per share. The warrants were valued on the grant date at approximately $16.50 per warrant for a total of $83,728 using a Black-Scholes option pricing model with the following assumptions: stock price of $17.50 per share (based on the quoted trading price on the date of grant), volatility of 169%, expected term of five year, and a risk-free interest rate of 0.46%. During the year ended December 31, 2021, the Company recorded stock-based compensation of $83,728. On February 9, 2021, the Company entered into pursuant to securities purchase agreements with certain investors pursuant to which it sold warrants to purchase up to 285,067 shares of the Company’s common stock and 4,276 shares of the Company’s Series C Convertible preferred stock. The February Warrants are exercisable for a period of five years from the date of issuance at an exercise price of $15.00 per share, subject to adjustment. If, after a period of 180 days after the date of issuance of the February Warrants, a registration statement covering the resale of the February Warrant Shares is not effective, the holders may exercise the February Warrants by means of a cashless exercise. In addition, pursuant to the terms of the offering, the Company issued the Placement Agent Warrants to purchase up to an aggregate of 57,013 shares of common stock to its placement agents, or 10% of the shares of common stock issuable upon conversion of the Series C preferred stock and February Warrant Shares sold in the offering. The Placement Agent Warrants are exercisable for a period of five years from the closing date of the offering at an exercise price of $17.50 per share, subject to adjustment (see Series C Convertible Preferred Stock Financing above). Such warrants issued to various investors and to the placement agents were recorded as additional paid in capital with an offsetting debit applied against additional paid in capital, thus these warrants have no further accounting effect within the equity section. On September 26, 2022, concurrently with the closing of the Offering as discussed above, the Company also issued warrants to purchase an aggregate of up to 57,500 shares of its common stock to the representative of the Underwriters or its designees, at an exercise price of $6.25 per share (the “Representative’s Warrants”). The Representative’s Warrants are exercisable beginning on March 25, 2023, and expire on September 26, 2027, pursuant to the terms and conditions of the Representative’s Warrants. Warrant activities for the year ended December 31, 2022 and 2021 are summarized as follows: Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value Balance Outstanding, December 31, 2020 - $ - - - Granted 347,080 15.50 4.1 - Balance Outstanding, December 31, 2021 347,080 15.50 4.1 - Granted 57,500 6.25 5.0 - Balance Outstanding, December 31, 2022 404,580 $ 14.05 3.3 - Exercisable, December 31, 2022 404,580 $ 14.05 3.3 -

Income Taxes

Income Taxes	12 Months Ended
	Dec. 31, 2022
Income Taxes [Abstract]
INCOME TAXES	NOTE 7 - INCOME TAXES The Company maintains deferred tax assets and liabilities that reflect the net tax effects of temporary differences between the carrying amounts of the assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The deferred tax assets on December 31, 2022 and 2021 consist of net operating loss carry-forwards. The net deferred tax asset has been fully offset by a valuation allowance because of the uncertainty of the attainment of future taxable income. As of December 31, 2022 and 2021, the Company had not recorded a liability for any unrecognized tax positions. The items accounting for the difference between income taxes at the effective statutory rate and the provision for income taxes for the years ended December 31, 2022 and 2021 was as follows: Year Ended Year Ended December 31, December 31, Income tax (benefit) liability at U.S. statutory rate $ (820,796 ) $ 819,786 Income tax (benefit) liability – state (254,056 ) 253,743 Permanent differences 133,994 (20,893 ) Change in valuation allowance 940,858 (1,027,760 ) Total provision for income tax $ - $ 24,876 The Company’s approximate net deferred tax asset as of December 31, 2022 and 2021 was as follows: December 31, December 31, Deferred Tax Asset: Net operating loss carryforward $ 1,550,388 $ 609,530 Total deferred tax asset before valuation allowance 1,550,388 609,530 Valuation allowance (1,550,388 ) (609,530 ) Net deferred tax asset $ - $ - The net operating loss carryforward was approximately $5,638,000 on December 31, 2022. Future utilization of the net operating loss carryforward to offset future taxable income is subject to an annual limitation as a result of ownership changes that may occur in the future. The net operating loss carry forwards may be available to reduce future years’ taxable income. Net loss carryforwards in the amount of $5,638,000 from 2018 onwards can be carried over indefinitely, subject to annual usage limits. Management believes that it appears more likely than not that the Company will not realize these tax benefits due to the Company’s continuing losses for income taxes purposes. Accordingly, the Company has provided a 100% valuation allowance on the deferred tax asset benefit related to the U.S. net operating loss carry forwards to reduce the asset to zero. Management will review this valuation allowance periodically and will make adjustments as necessary. In 2022, the valuation allowance increased by $940,858.

Concentrations

Concentrations	12 Months Ended
	Dec. 31, 2022
Risks and Uncertainties [Abstract]
CONCENTRATIONS	NOTE 8 – CONCENTRATIONS Customer concentration For the years ended December 31, 2022 and 2021, one licensee accounted for 100% total revenues from customer license fee. Vendor concentrations For the years ended December 31, 2022 and 2021, one licensor accounted for 100% of the Company’s vendor license agreements (see below) related to the Company’s biopharmaceutical operation.

Commitments and Contingencies

Commitments and Contingencies	12 Months Ended
	Dec. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	NOTE 9 – COMMITMENTS AND CONTINGENCIES Employment Agreements Eric Weisblum On April 17, 2020, the Company entered into an employment agreement (“Employment Agreement”) with Eric Weisblum to serve as Chief Executive Officer and Chief Financial Officer of the Company. The term of the Employment Agreement will continue for a period of one year from the date of execution date thereof and automatically renews for successive one-year periods at the end of each term until either party delivers written notice of their intent not to renew at least six months prior to the expiration of the then effective term. The Employment Agreement provided for a base salary of $120,000 and 152,619 of vested shares of the Company’s common stock in April 2020. In addition, Mr. Weisblum shall be eligible to earn a bonus, subject to the sole discretion of the Company’s Board of Directors (“Board”). The Employment Agreement may be terminated by either the Company or Mr. Weisblum at any time and for any reason upon 60 days prior written notice. Upon termination of the Employment Agreement, Mr. Weisblum shall be entitled to (i) any equity award that has vested prior to the termination date, (ii) reimbursement of expenses incurred on or prior to such termination date and (iii) such employee benefits to which he may be entitled as of the termination date (collectively, the “Accrued Amounts”). Mr. Weisblum employment may also be terminated by the Company at any time, with cause, death or disability (as defined in the Employment Agreement). Upon the termination of the Employment Agreement for death or disability, Mr. Weisblum shall be entitled to receive the Accrued Amounts. The Employment Agreement also contains covenants prohibiting Mr. Weisblum from disclosing confidential information with respect to the Company. On January 18, 2021, the Company and Mr. Weisblum entered into the first amendment (the “Amendment”) to the Employment Agreement, effective as of January 1, 2021. Pursuant to the Amendment Mr. Weisblum’s base salary was increased from $120,000 per year to $180,000 per year and all the terms and provisions of the Employment Agreement shall remain in full force and effect. On October 12, 2022, the Company entered into a new employment agreement with Eric Weisblum (the “2022 Weisblum Employment Agreement”) pursuant to which Mr. Weisblum’s (i) base salary will be $350,000 per year, (ii) Mr. Weisblum will be paid a one-time signing bonus of $100,000, and (iii) Mr. Weisblum shall be entitled to receive an annual bonus of up to $350,000, subject to the sole discretion of the Compensation Committee of the Board of Directors of the Company (the “Compensation Committee”), and upon the achievement of additional criteria established by the Compensation Committee from time to time (the “Annual Bonus”). In addition, pursuant to the 2022 Weisblum Employment Agreement, upon termination of Mr. Weisblum’s employment for death or Total Disability (as defined in the 2022 Weisblum Employment Agreement), in addition to any accrued but unpaid compensation and vacation pay through the date of his termination and any other benefits accrued to him under any Benefit Plans (as defined in the 2022 Weisblum Employment Agreement) outstanding at such time and the reimbursement of documented, unreimbursed expenses incurred prior to such termination date (collectively, the “Weisblum Payments”), Mr. Weisblum shall also be entitled to the following severance benefits: (i) 24 months of his then base salary; (ii) if Mr. Weisblum elects continuation coverage for group health coverage pursuant to COBRA Rights (as defined in the 2022 Weisblum Employment Agreement), then for a period of 24 months following Mr. Weisblum’s termination he will be obligated to pay only the portion of the full COBRA Rights cost of the coverage equal to an active employee’s share of premiums (if any) for coverage for the respective plan year; and (iii) payment on a pro-rated basis of any Annual Bonus or other payments earned in connection with any bonus plan to which Mr. Weisblum was a participant as of the date of his termination (together with the Weisblum Payments, the “Weisblum Severance”). Furthermore, pursuant to the 2022 Weisblum Employment Agreement, upon Mr. Weisblum’s termination (i) at his option (A) upon 90 days prior written notice to the Company or (B) for Good Reason (as defined in the 2022 Weisblum Employment Agreement), (ii) termination by the Company without Cause (as defined in the 2022 Weisblum Employment Agreement) or (iii) termination of Mr. Weisblum’s employment within 40 days of the consummation of a Change in Control Transaction (as defined in the Weisblum Employment Agreement), Mr. Weisblum shall receive the Weisblum Severance; provided, however, Mr. Weisblum shall be entitled to a pro-rated Annual Bonus of at least $200,000. In addition, any equity grants issued to Mr. Weisblum shall immediately vest upon termination of Mr. Weisblum’s employment by him for Good Reason or by the Company at its option upon 90 days prior written notice to Mr. Weisblum, without Cause. Daniel Ryweck On September 27, 2022, the Board appointed Daniel Ryweck as Chief Financial Officer of the Company On September 28, 2022, the Company entered into an employment agreement (the “Ryweck Employment Agreement”) with Mr. Ryweck. Pursuant to the terms of the Ryweck Employment Agreement, Mr. Ryweck will (i) receive a base salary at an annual rate of $42,000 (the “Base Compensation”) payable in equal monthly installments, and (ii) be eligible to receive an annual discretionary bonus. The term of Mr. Ryweck’s engagement under the Ryweck Employment Agreement commenced on September 28, 2022 and continues until September 28, 2023, unless earlier terminated in accordance with the terms of the Ryweck Employment Agreement. The term of Mr. Ryweck’s Employment Agreement is automatically renewed for successive one-year periods until terminated by Mr. Ryweck or the Company. On October 12, 2022, the Company entered into an amendment to the Ryweck Employment Agreement by and between the Company and Daniel Ryweck dated September 27, 2022, pursuant to which Mr. Ryweck’s base salary was increased to $60,000 per year. Dr. James Kuo On January 27, 2022, the Company and Dr. James Kuo entered into an employment agreement (“Kuo Employment Agreement”) for Dr. Kuo to serve as the Vice President of Research & Development. The Kuo Employment Agreement shall be effective as of the date of the agreement and shall automatically renew for a period of one year at every anniversary of the effective date, with the same terms and conditions, unless either party provides written notice of its intention not to extend the term of the Kuo Employment Agreement at least thirty days prior to the applicable renewal date. Dr. Kuo shall be paid an annual base salary of $30,000. For each twelve-month period of his employment, Dr. Kuo shall be entitled to a bonus whereby amount and terms shall be in the sole and absolute discretion of the Board of Directors (“Board”) and shall be payable at the Company’s sole option in stock or in cash. In addition, an aggregate of 16,000 incentive stock options were granted under the 2020 Plan to Dr. Kou, exercisable at $10.00 per share and expires on January 31, 2032. The stock options vest as follows: (i) 6,000 stock options upon issuance; (ii) 5,000 vests on October 31, 2022 and; (iii) 5,000 vests on October 31, 2023. The 16,000 stock options had a fair value of $94,915 which valued at grant date using Binomial Lattice option pricing model with the following assumptions: risk-free interest rate of 1.18%, expected dividend yield of 0%, expected term of 2 years using the simplified method and expected volatility of 117% based on calculated volatility. The Company recorded the fair value of the stock options, in the amount of $94,915, as deferred compensation which is being amortized over the vesting period. During the year ended December 31, 2022, the Company amortized $80,790 of the deferred compensation which was recorded as compensation expenses in the consolidated statement of operations. As of December 31, 2022, the deferred compensation had a balance of $14,125 (see Note 7). License Agreements between the Company and Vendors University of Maryland, Baltimore - License Agreement for Development and Use of Central Nervous System-Homing Peptides Commercial Evaluation License and Option Agreement with the University of Maryland, Baltimore Effective as of July 15, 2020, the Company, through its wholly-owned subsidiary, Silo Pharma, Inc. (see Note 1) and University of Maryland, Baltimore (“UMB”) (collectively as “Parties”), entered into a commercial evaluation license and option agreement (“License Agreement”), granting the Company an exclusive, non-sublicensable, non-transferable license to with respect to the exploration of the potential use of central nervous system-homing peptides in vivo and their use for the investigation and treatment of multiple sclerosis and other neuroinflammatory pathology. The License Agreement also granted the Company an exclusive option to negotiate and obtain an exclusive, sublicensable, royalty-bearing license (“Exclusive Option”) to with respect to the subject technology. The License Agreement had a term of six months from the effective date however if the Company exercises the Exclusive Option, the License Agreement shall expire at the end of the negotiation period (as defined in the License Agreement) or upon execution of a master license agreement, whichever occurs first. The Company exercised its Exclusive Option on January 13, 2021 and entered into a Master License Agreement on February 12, 2021. Both parties may terminate this agreement within thirty days by giving a written notice. In July 2020, the Company paid a license fee of $10,000 to UMB pursuant to the License Agreement which was recorded in professional fees during the year ended December 31, 2020 since the Company could not conclude that such costs would be recoverable for this early-stage venture. University of Maryland, Baltimore - License Agreement for Development and Use of Joint-Homing Peptides Commercial Evaluation License and Option Agreement with the University of Maryland, Baltimore Effective as of February 26, 2021, the Company, through its wholly-subsidiary, Silo Pharma, Inc., and University of Maryland, Baltimore (“UMB”) (collectively as “Parties”), entered into a commercial evaluation license and option agreement (“License Agreement”), which granted the Company an exclusive, non-sublicensable, non-transferable license to with respect to the exploration of the potential use of joint-homing peptides for use in the investigation and treatment of arthritogenic processes. The License Agreement also granted the Company an exclusive option to negotiate and obtain an exclusive, sublicensable, royalty-bearing license (“Exclusive Option”) to with respect to the subject technology. The License Agreement had a term of six months from the effective date. Both parties could have terminated the License Agreement within thirty days by giving a written notice. On July 6, 2021, the Company entered into a First Amendment Agreement (“First Amendment”) with UMB to extend the term of the original License Agreement by an additional six months such that the First Amendment was effective until February 25, 2022 however, if the Company exercises the Exclusive Option, the License Agreement shall expire at the end of the negotiation period (as defined in the License Agreement) or upon execution of a master license agreement, whichever occurs first. The Company paid a license fee of $10,000 to UMB in March 2021 pursuant to the License Agreement which was recorded in professional fees during the year ended December 31, 2021, since the Company could not conclude that such costs would be recoverable for this early-stage venture. On January 28, 2022, the Parties entered into a second amendment to the commercial evaluation and license agreement dated February 26, 2021 (“Second Amendment”). The Second Amendment extends the term of the original license agreement until December 31, 2022. However, if the Company exercises the Exclusive Option, the License Agreement shall expire at the end of the negotiation period (as defined in the License Agreement) or upon execution of a master license agreement, whichever occurs first. On June 22, 2022, the Parties entered into a third amendment to the commercial evaluation and license agreement dated February 26, 2021 (“Third Amendment”). The Third Amendment expands the scope of the license granted in the License Agreement to add additional patent rights with respect to an invention generally known as Peptide-Targeted Liposomal Delivery for Treatment Diagnosis, and Imaging of Diseases and Disorders Master License Agreement with the University of Maryland, Baltimore As disclosed above, effective as of February 12, 2021, the Company and University of Maryland, Baltimore (“UMB”), entered into the Master License Agreement (“Master License Agreement”) which grants the Company an exclusive, worldwide, sublicensable, royalty-bearing license to certain intellectual property: (i) to make, have made, use, sell, offer to sell, and import certain licensed products and: (ii) to use the invention titled, “Central nervous system-homing peptides in vivo and their use for the investigation and treatment of multiple sclerosis and other neuroinflammatory pathology” and UMB’s confidential information to develop and perform certain licensed processes for the therapeutic treatment of neuroinflammatory disease. The Master License Agreement will remain in effect on a Licensed Product-by-Licensed Product basis and country-by-country basis until the later of: (a) the last patent covered under the Master License Agreement expires, (b) the expiration of data protection, new chemical entity, orphan drug exclusivity, regulatory exclusivity, or other legally enforceable market exclusivity, if applicable, or (c) 10 years after the first commercial sale of a Licensed Product in that country, unless earlier terminated in accordance with the provisions of the Master License Agreement. The term of the Master License Agreement shall expire 15 years after the Master License Agreement Effective Date in which (a) there were never any patent rights, (b) there was never any data protection, new chemical entity, orphan drug exclusivity, regulatory exclusivity, or other legally enforceable market exclusivity or (c) there was never a first commercial sale of a Licensed Product. The Company may assign, sublicense, grant, or otherwise convey any rights or obligations under the Master License Agreement to a Company affiliate, without obtaining prior written consent from UMB provided that it meets the terms defined in the Master License Agreement. The Company may grant sublicenses of some or all of the rights granted by the Master License Agreement, provided that there is no uncured default or breach of any material term or condition under the Master License Agreement, by Company, at the time of the grant, and that the grant complies with the terms and conditions of the Master License Agreement. The Company shall be and shall remain responsible for the performance by each of the Company’s sublicensee. Any sublicense shall be consistent with and subject to the terms and conditions of the Master License Agreement and shall incorporate terms and conditions sufficient to enable Company to comply with the Master License Agreement. The Company or Company affiliates shall pay to UMB a percentage of all income received from its sublicensee as follows: (i) 25% of the Company’s sublicense income which is receivable with respect to any sublicense that is executed before the filing of an NDA (or foreign equivalent) for the first licensed product; and (b) 15% of the Company’s sublicense income which is receivable with respect to any sublicense that is executed after the filing of an NDA (or foreign equivalent) for the first licensed product. Pursuant to the Master License Agreement, the Company shall pay UMB; (i) a license fee, (ii) certain event-based milestone payments (see below for payment terms), (iii) royalty payments depending on net revenues (see below for payment terms), and (iv) a tiered percentage of sublicense income. The Company paid to UMB a license fee of $75,000, payable as follows: (a) $25,000 was due within 30 days following the effective date; and (b) $50,000 on or before the first anniversary of the effective date, which was paid in February 2022. The license fee is non-refundable and is not creditable against any other fee, royalty or payment. The Company shall be responsible for payment of all patent expenses in connection with preparing, filing, prosecution and maintenance of patents or patent applications relating to the patent rights. The Company paid $25,000 license fee on February 17, 2021 and $50,000 in February 2022 which was recorded as prepaid expense and is being amortized over the 15-year term. During the years ended December 31, 2022 and 2021, the Company recognized license fees of $5,000 and $4,375, respectively, from the amortization of prepaid license fees. On December 31, 2021, prepaid expense and other current assets – current amounted $5,000 and prepaid expense – non-current amounts $15,625. On December 31, 2022, prepaid expense and other current assets – current amounted $5,000 and prepaid expense – non-current amounts $60,625 as reflected in the consolidated balance sheets. Milestone Payment Terms Milestone Payment Filing of an Investigational New Drug (or any foreign equivalent) for a Licensed Product $ 50,000 Dosing of first patient in a Phase 1 Clinical Trial of a Licensed Product $ 100,000 Dosing of first patient in a Phase 2 Clinical Trial of a Licensed Product $ 250,000 Receipt of New Drug Application (“NDA”) (or foreign equivalent) approval for a Licensed Product $ 500,000 Achievement of First Commercial Sale of Licensed Product $ 1,000,000 Royalty Payments Terms (i) 3% on sales of licensed products (as defined in the Master License Agreement) during the applicable calendar year for sales less than $50,000,000; and (ii) 5% on sales of licensed products during the applicable calendar year for sales greater than $50,000,000; and (iii) minimum annual royalty payments, as follows: Years Minimum Prior to First Commercial Sale $ N/A Year of First Commercial Sale $ N/A First calendar year following the First Commercial Sale $ 25,000 Second calendar year following the First Commercial Sale $ 25,000 Third calendar year following the First Commercial Sale $ 100,000 In April 2021, in connection with the Company’s Sublicense Agreement with Aikido Pharma Inc. (see below - Patent License Agreement with Aikido Pharma Inc. License Agreements between the Company and Customer Customer Patent License Agreement with Aikido Pharma Inc. On January 5, 2021, the Company and its subsidiary Silo Pharma, Inc., entered into a patent license agreement (“License Agreement”) (collectively, the “Licensor”) and Aikido Pharma Inc. (“Aikido” or the “Customer”), as amended on April 12, 2021, pursuant to which the Licensor granted Aikido an exclusive, worldwide (“Territory”), sublicensable, royalty-bearing license to certain intellectual property: (i) to make, have made, use, provide, import, export, lease, distribute, sell, offer for sale, develop and advertise certain licensed products and (ii) to develop and perform certain licensed processes for the treatment of cancer and symptoms caused by cancer (“Field of Use”). The License Agreement also provided that, if the Licensor exercised the option granted to it pursuant to its commercial evaluation license and option agreement with UMB, effective as of July 15, 2020, it would grant Aikido a non-exclusive sublicense (“Right”) to certain UMB patent rights in the field of neuroinflammatory diseases occurring in patients diagnosed with cancer (“Field”). Pursuant to the License Agreement, Aikido agreed to pay the Licensor, among other things, (i) a one-time non-refundable cash payment of $500,000 and (ii) royalty payments equal to 2% of net sales (as defined in the License Agreement) in the Field of Use in the Territory. In addition, Aikido agreed to issue the Licensor 500 shares of Aikido’s newly designated Series M Convertible Preferred Stock which were to be converted into an aggregate of 625,000 shares of the Aikido’s common stock. On April 12, 2021, the Company entered into an amendment to the License Agreement (“Amended License Agreement”) with Aikido dated January 5, 2021 whereby Aikido issued an aggregate of 625,000 restricted shares of Aikido’s common stock instead of the 500 shares of the Series M Convertible Preferred Stock. Pursuant to the License Agreement, the Company is required to prepare file, prosecute, and maintain the licensed patents. Unless earlier terminated, the term of the license to the licensed patents will continue until the expiration or abandonment of all issued patents and filed patent applications within the licensed patents. The Company may terminate the License Agreement upon 30 day written notice if Aikido fails to pay any amounts due and payable to the Company or if Aikido or any of its affiliates brings a patent challenge against the Company, assists others in bringing a legal or administrative challenge to the validity, scope, or enforceability of or opposes any of the licensed patents (“Patent Challenge”) against the Company (except as required under a court order or subpoena). Aikido may terminate the Agreement at any time without cause, and without incurring any additional penalty, (i) by providing at least 30 days’ prior written notice and paying the Company all amounts due to it through such termination effective date. Either party may terminate the Agreement for material breaches that have failed to be cured within 60 days after receiving written notice. The Company collected the non-refundable cash payment of $500,000 on January 5, 2021 which was recorded as deferred revenue to be recognized as revenues over 15 years, the estimated term of the UMB Master License Agreement. With respect to a vote of Aikido’s stockholders to approve a reverse split of its common stock no later than December 31, 2021 (“Reverse Stock Split Vote”), each share of the Series M Convertible Preferred Stock shall be entitled to such number of votes equal to 20,000 shares of Aikido’s common stock. In addition, each share of the Series M Convertible Preferred Stock shall be convertible, at any time after the earlier of (i) the date that the Reverse Stock Split Vote is approved by Aikido’s stockholders and (ii) December 31, 2021, at the option of the holder, into such number of shares of Aikido’s common stock determined by dividing the Stated Value by the Conversion Price. “Stated Value” means $1,000. “Conversion Price” means $0.80, subject to adjustment. Prior to the April 12, 2021, issuance of the common stock in lieu of the Series M Convertible Preferred Stock as discussed above, the Company valued the 500 Series M Convertible Preferred stock which was equivalent into Aikido’s 625,000 shares of common stock at a fair value of $0.85 per common share or $531,250 based quoted trading price of Aikido’s common stock on the date of grant. The Company recorded an equity investment of $531,250 (see Note 3) and deferred revenue of $531,250 to be recognized as revenues over the estimated term of the UMB Master License. Accordingly, the Company recorded a total deferred revenue of $1,031,250 ($500,000 cash received and $531,250 value of equity securities received) to be recognized as revenues over the 15-year term. During the years ended December 31, 2022 and 2021, the Company recognized license fee revenues of $68,750 and $68,750, respectively. On December 31, 2021, deferred revenue – current portion amounted $68,750 and deferred revenue – long-term portion amounted $893,750. On December 31, 2022, deferred revenue – current portion amounted $68,750 and deferred revenue – long-term portion amounted $825,000 as reflected in the consolidated balance sheets. The Right shall be to the full extent permitted by and on terms and conditions required by UMB for a term consistent with the term of patent and technology licenses that UMB normally grants. In the event that the Company exercises its option and executes a license with UMB to the UMB patent rights within 40 days after the execution of such UMB license, for consideration to be agreed upon and paid by Aikido, which consideration shall in no event exceed 110% of any fee payable by the Company to UMB for the right to sublicense the UMB patent rights. The Company shall grant Aikido a nonexclusive sublicense in the United States to the UMB patent rights in the Field, subject to the terms of any UMB license Licensor obtains, including any royalty obligations on sublicensees required under any such sublicense. The option was exercised on January 13, 2021. Accordingly, on April 6, 2021, the Company entered into the Sublicense Agreement with Aikido pursuant to which it granted Aikido a worldwide exclusive sublicense to its licensed patents under the Master License Agreement. Customer Sublicense Agreement with Aikido Pharma Inc. On April 6, 2021 (the “Sublicense Agreement Effective Date”), the Company entered into the Sublicense Agreement with Aikido pursuant to which the Company granted Aikido an exclusive worldwide sublicense to (i) make, have made, use, sell, offer to sell and import the Licensed Products (as defined below) and (ii) in connection therewith to (A) use an invention known as “Central nervous system-homing peptides in vivo and their use for the investigation and treatment of multiple sclerosis and other neuroinflammatory pathology” which was sublicensed to the Company pursuant to the Master License Agreement and (B) practice certain patent rights (“Patent Rights”) for the therapeutic treatment of neuroinflammatory disease in cancer patients. “Licensed Products” means any product, service, or process, the development, making, use, offer for sale, sale, importation, or providing of which: (i) is covered by one or more claims of the Patent Rights; or (ii) contains, comprises, utilizes, incorporates, or is derived from the Invention or any technology disclosed in the Patent Rights. Pursuant to the Sublicense Agreement, Aikido agreed to pay the Company (i) an upfront license fee of $50,000, (ii) the same sales-based royalty payments that the Company is subject to under the Master License Agreement and (iii) total milestone payments of up to $1.9 million. The Sublicense Agreement shall continue on a Licensed Product-by-Licensed Product and country-by-country basis until the later of (i) the date of expiration of the last to expire claim of the Patent Rights covering such Licensed Product in such country, (ii) the expiration of data protection, new chemical entity, orphan drug exclusivity, regulatory exclusivity or other legally enforceable market exclusivity, if applicable and (iii) 10 years after the first commercial sale of a Licensed Product in that country, unless terminated earlier pursuant to the terms of the Sublicense Agreement. Furthermore, the Sublicense Agreement shall expire 15 years after the Sublicense Agreement Effective Date with respect to any country in which (i) there were never any Patent Rights, (ii) there was never any data protection, new chemical entity, orphan drug exclusivity, regulatory exclusivity or other legally enforceable market exclusivity with respect to a Licensed Product and (ii) there was never a commercial sale of a Licensed Product, unless such agreement is earlier terminated pursuant to its terms. The Company collected the upfront license fee of $50,000 in April 2021. During the years ended December 31, 2022 and 2021, the Company recognized revenue of $3,352 and $2,514, respectively. On December 31, 2021, deferred revenue – current portion amounted $3,352 and deferred revenue – long-term portion amounted $44,134, and on December 31, 2022, deferred revenue – current portion amounted $3,352 and deferred revenue – long-term portion amounted $40,782 as reflected in the consolidated balance sheets. Sponsored Study and Research Agreements between the Company and Vendors Investigator-Sponsored Study Agreement with University of Maryland, Baltimore On January 5, 2021, the Company entered into an investigator-sponsored study agreement (“Sponsored Study Agreement”) with the University of Maryland, Baltimore. The research project is a clinical study to examine a novel peptide-guided drug delivery approach for the treatment of multiple sclerosis (“MS”). More specifically, the study is designed to evaluate (1) whether MS-1-displaying liposomes can effectively deliver dexamethasone to the CNS and (2) whether MS-1-displaying liposomes are superior to plain liposomes, also known as free drug, in inhibiting the relapses and progression of experimental autoimmune encephalomyelitis. Pursuant to the Sponsored Study Agreement, the research shall commence on March 1, 2021 and will continue until substantial completion, subject to renewal upon mutual written consent of the parties. The total cost under the Sponsored Study Agreement shall not exceed $81,474 which is payable in two equal installments of $40,737 upon execution of the Sponsored Study Agreement and $40,737 upon completion of the project with an estimated project timeline of nine months. The Company paid $40,737 on January 13, 2021 which was recorded in prepaid expense to be amortized over the nine-month period. During the year ended December 31, 2021, the Company fully amortized the prepaid expense of $40,737. This project was postponed until further notice and the second payment is not due. Sponsored Research Agreement with The Regents of the University of California On June 1, 2021 (the “Effective Date”), the Company entered into a sponsored research agreement (the “Sponsored Research Agreement”) with The Regents of the University of California, on behalf of its San Francisco Campus (“UCSF”) pursuant to which UCSF shall conduct a study to examine psilocybin’s effect on inflammatory activity in humans to accelerate its implementation as a potential treatment for Parkinson’s Disease, chronic pain, and bipolar disorder. Pursuant to the Agreement, the Company shall pay UCSF a total fee of $342,850 to conduct the research over the two-year period. The Agreement shall be effective for a period of two years from the Effective Date, subject to renewal or earlier termination as set forth in the Sponsored Research Agreement. During the years ended December 31, 2022 and 2021, pursuant to the Sponsored Research Agreement, the Company paid to UCSF $181,710 and $100,570, respectively, which were recorded to prepaid expense and other current assets – current to be amortized over the two-year period. During the years ended December 31, 2022 and 2021, the Company recorded research and development expense of $178,568 and $92,855, respectively, from the amortization of the prepaid research and development fees. On December 31, 2022 and 2021, prepaid research and development fees amounted to $10,857 and $7,715, respectively which is reflected in prepaid expenses and other current assets – current on the accompanying consolidated balance sheets. Sponsored Research Agreement with University of Maryland, Baltimore On July 6, 2021, the Company and University of Maryland, Baltimore (“UMB”) entered into a sponsored research agreement (“July 2021 Sponsored Research Agreement”) pursuant to which UMB shall evaluate the pharmacokinetics of dexamethasone delivered to arthritic rats via liposome. The research pursuant to the July 2021 Sponsored Research Agreement shall commence on September 1, 2021 and will continue until the substantial completion thereof, subject to renewal upon written consent of the parties. The July 2021 Sponsored Research Agreement may be terminated by either party upon 30 days’ prior written notice to the other party. In addition, if either party commits any material breach of or defaults with respect to any terms or conditions of the July 2021 Sponsored Research Agreement and fails to remedy such default or breach within 10 business days after written notice from the other party, the party giving notice may terminate the July 2021 Sponsored Research Agreement as of the date of receipt of such notice by the other party. If the Company terminates the July 2021 Sponsored Research Agreement for any reason other than an uncured material breach by UMB, the Company shall relinquish any and all right

Subsequent Events

Subsequent Events	12 Months Ended
	Dec. 31, 2022
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	NOTE 10 – SUBSEQUENT EVENTS Stock Repurchase Plan On January 26, 2023, the Company’s Board of Directors authorized a stock repurchase plan to repurchase up to $1.0 million of the Company’s issued and outstanding common stock, from time to time, with such program to be in place until December 31, 2023. Through the date of this report, no common shares have been repurchased.

Accounting Policies, by Policy

Accounting Policies, by Policy (Policies)	12 Months Ended
	Dec. 31, 2022
Accounting Policies [Abstract]
Basis of Presentation and Principles of consolidation	Basis of Presentation and Principles of Consolidation The accompanying consolidated financial statements have been prepared by the Company in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), the instructions to Form 10-K, and the rules and regulations of the United States Securities and Exchange Commission (the “SEC”) for financial information. The Company’s consolidated financial statements include financial statements for Silo Pharma, Inc. and its inactive wholly-owned subsidiary with the same name as the parent entity, Silo Pharma, Inc, as of December 31, 2022 and during the years ended December 31, 2022 and 2021. All intercompany transactions and balances have been eliminated. In accordance with, ASC 205-20 “Discontinued Operations” establishes that the disposal or abandonment of a component of an entity or a group of components of an entity should be reported in discontinued operations if the disposal represents a strategic shift that has (or will have) a major effect on an entity’s operations and financial results. As a result, the NFID, LLC component’s results of operations have been classified as discontinued operations on a retrospective basis for all periods presented. Accordingly, the results of operations of this component, for all periods, are separately reported as “discontinued operations” on the consolidated statements of operations.
Liquidity	Liquidity As reflected in the accompanying consolidated financial statements, the Company generated a net loss of $3,908,551 and used cash in operations of $3,497,622 during the year ended December 31, 2022. Additionally, the Company has an accumulated deficit of $7,171,128 on December 31, 2022. As of December 31, 2022, the Company had working capital of $11,135,738. The positive working capital serves to mitigate the conditions that historically raised substantial doubt about the Company’s ability to continue as a going concern. The Company believes that the Company has sufficient cash to meet its obligations for a minimum of twelve months from the date of this filing.
Use of Estimates	Use of Estimates The preparation of consolidated financial statements in conformity with U.S. 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 financial statements and the reported amounts of revenues and expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate could change in the near term due to one or more future events. Accordingly, the actual results could differ significantly from estimates. Significant estimates during the years ended December 31, 2022 and 2021 include the collectability of notes receivable, the percentage of completion of research and development projects, valuation of equity investments, estimates of the deemed dividend, valuation allowances for deferred tax assets, the fair value of warrants issued with debt and for services, and the fair value of shares and stock options issued for services and in settlements.
Cash and Cash Equivalents	Cash and Cash Equivalents The Company considers all highly liquid investments with a maturity of three months or less when acquired to be cash equivalents. The Company places its cash with high credit quality financial institutions. The Company’s accounts at these institutions are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $250,000 or by the Securities Investor Protection Corporation up to $250,000. To reduce its risk associated with the failure of such financial institutions, the Company evaluates at least annually the rating of the financial institutions in which it holds deposits. On December 31, 2022 and 2021, the Company had cash in excess of FDIC limits of approximately $10,868,000 and $9,100,000, respectively. Subsequent to December 31, 2022, t he Company began transferring funds to other high quality financial institutions to mitigate its risk to
Note Receivable	Note Receivable The Company recognizes an allowance for losses on notes receivable in an amount equal to the estimated probable losses net of recoveries. The allowance is based on an analysis of historical bad debt experience, current note receivable aging, and expected future write-offs, as well as an assessment of specific identifiable accounts considered at risk or uncollectible. The expense associated with the allowance for doubtful accounts is recognized as general and administrative expense.
Prepaid Expenses	Prepaid Expenses Prepaid expenses and other current assets of $135,894 and $145,324 on December 31, 2022 and 2021, respectively, consist primarily of costs paid for future services which will occur within a year. On December 31, 2022 and 2021, prepaid expenses and other assets – non-current amounted to $70,821 and $26,659, respectively. Prepaid expenses may include prepayments in cash and equity instruments for consulting, research and development, public relations and business advisory services, and legal fees which are being amortized over the terms of their respective agreements.
Equity Investments, at Fair Value	Equity Investments, at Fair Value Realized gain or loss is recognized when an investment is disposed of and is computed as the difference between the Company’s carrying value and the net proceeds received from such disposition. Realized gains and losses on investment transactions are determined by specific identification. Net unrealized appreciation or depreciation is computed as the difference between the fair value of the investment and the cost basis of such investment. Net unrealized gains or losses for equity investments are recognized in operations as the difference between the carrying value at the beginning of the period and the fair value at the end of the period.
Equity Investments, at Cost	Equity Investments, at Cost Equity investments, at cost are comprised mainly of non-marketable capital stock and stock warrants, are recorded at cost, as adjusted for other than temporary impairment write-downs and are evaluated for impairment periodically.
Revenue Recognition	Revenue Recognition The Company applies ASC Topic 606, Revenue from Contracts with Customers (“ASC 606”). ASC 606 establishes a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most of the existing revenue recognition guidance. This standard requires an entity to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services and also requires certain additional disclosures. The Company records interest and dividend income on an accrual basis to the extent that the Company expects to collect such amounts. For the license and royalty income, revenue is recognized when the Company satisfies the performance obligation based on the related license agreement. Payments received from the licensee that are related to future periods are recorded as deferred revenue to be recognized as revenues over the term of the related license agreement (see Note 9). Product sales were recognized when the NFID products were shipped to the customer and title was transferred and were recorded net of any discounts or allowances which are separately reported as “discontinued operations” on the consolidated statements of operations.
Cost of Revenues	Cost of Revenues The primary components of cost of revenues on license fees included the cost of the license fees. Payments made to the licensor that are related to future periods are recorded as prepaid expense to be amortized over the term of the related license agreement (see Note 9). The primary components of cost of revenues on NFID apparel include the cost of the product, production costs, warehouse storage costs and shipping fees which are separately reported as “discontinued operations” on the consolidated statements of operations.
Stock-Based Compensation	Stock-Based Compensation Stock-based compensation is accounted for based on the requirements of ASC 718 – “Compensation – Stock Compensation”, which requires recognition in the financial statements of the cost of employee, director, and non-employee services received in exchange for an award of equity instruments over the period the employee, director, or non-employee is required to perform the services in exchange for the award (presumptively, the vesting period). The ASC also requires measurement of the cost of employee, director, and non-employee services received in exchange for an award based on the grant-date fair value of the award. The Company has elected to recognize forfeitures as they occur as permitted under Accounting Standards Update (“ASU”) 2016-09 Improvements to Employee Share-Based Payment.
Income Taxes	Income Taxes Deferred income tax assets and liabilities arise from temporary differences between the financial statements and tax basis of assets and liabilities, as measured by the enacted tax rates, which are expected to be in effect when these differences reverse. Deferred tax assets and liabilities are classified as current or non-current, depending upon the classification of the asset or liabilities to which they relate. Deferred tax assets and liabilities not related to an asset or liability are classified as current or non-current depending on the periods in which the temporary differences are expected to reverse. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. The Company follows the provisions of Financial Accounting Standards Board (“FASB”) ASC 740-10, “Uncertainty in Income Taxes”. Certain recognition thresholds must be met before a tax position is recognized in the financial statements. An entity may only recognize or continue to recognize tax positions that meet a “more-likely-than-not” threshold. The Company does not believe it has any uncertain tax positions as of December 31, 2022, and 2021 that would require either recognition or disclosure in the accompanying consolidated financial statements. The Company recognized income tax expense of $0 and $24,876 for the years ended December 31, 2022, and 2021 (see Note 7).
Research and Development	Research and development In accordance with ASC 730-10, “Research and Development-Overall,”
Leases	Leases In February 2016, the FASB issued ASU 2016-02, “ Leases (Topic 842)”
Net Income (Loss) per Common Share	Net Income (Loss) per Common Share Basic income (loss) per share is computed by dividing net income (loss) allocable to common shareholders by the weighted average number of shares of common stock outstanding during each period. Diluted earnings per share is computed by dividing net income (loss) available to common shareholders by the weighted average number of shares of common stock, common stock equivalents and potentially dilutive securities outstanding during the period using the as-if converted method. Potentially dilutive securities which included convertible preferred shares and stock options are excluded from the computation of diluted shares outstanding if they would have an anti-dilutive impact on the Company’s net losses. The following potentially dilutive shares have been excluded from the calculation of diluted net income (loss) per share as their effect would be anti-dilutive for the years ended December 31, 2022 and 2021: December 31, December 31, Series C convertible preferred stock - 15,133 Stock options 28,849 6,000 Warrants 404,580 347,080 433,429 368,213 The following table presents a reconciliation of basic and diluted net income (loss) per share: For the Years Ended December 31, 2022 2021 Income (loss) per common share – basic: Income (loss) from continuing operations available to common stockholders $ (3,907,388 ) $ 2,753,111 Loss from discontinued operations (1,163 ) (253,367 ) Net income (loss) available to common stockholders $ (3,908,551 ) $ 2,499,744 Weighted average common shares outstanding – basic 2,284,447 1,897,315 Net income (loss) per common share – basic From continuing operations $ (1.71 ) $ 1.45 From discontinued operations $ (0.00 ) $ (0.13 ) For the Years Ended December 31, 2022 2021 Income (loss) per common share – diluted: Income (loss) from continuing operations available to common stockholders $ (3,907,388 ) $ 2,753,111 Add: interest expense, net - (3,036 ) Numerator for income (loss) from continuing operations available to common stockholders per common share – diluted (3,907,388 ) 2,750,075 Numerator for loss from discontinuing operations - diluted (1,163 ) (253,367 ) Net income (loss) available to common stockholders – diluted $ (3,908,551 ) $ 2,496,708 Weighted average common shares outstanding – basic 2,284,240 1,897,315 Effect of dilutive securities: Options - 5,996 Preferred shares - 15,133 Weighted average common shares outstanding – diluted 2,284,240 1,918,444 Net income (loss) per common share – diluted From continuing operations $ (1.71 ) $ 1.43 From discontinued operations $ (0.00 ) $ (0.13 )
Recent Accounting Pronouncements	Recent Accounting Pronouncements In August 2020, the FASB issued Accounting Standards Update (“ASU”) 2020-06, which simplifies the guidance on the issuer’s accounting for convertible debt instruments by removing the separation models for convertible debt with a cash conversion feature and convertible instruments with a beneficial conversion feature. As a result, entities will not separately present in equity an embedded conversion feature in such debt and will account for a convertible debt instrument wholly as debt, unless certain other conditions are met. The elimination of these models will reduce reported interest expense and increase reported net income for entities that have issued a convertible instrument that is within the scope of ASU 2020-06. ASU 2020-06 is applicable for fiscal years beginning after December 15, 2021, with early adoption permitted no earlier than fiscal years beginning after December 15, 2020. The Company adopted this ASU in the first quarter of 2022 and the adoption of this ASU did not have a material impact on the Company’s consolidated financial statements and related disclosures. In May 2021, the FASB issued ASU 2021-04, Earnings Per Share (Topic 260), Debt-Modifications and Extinguishments (Subtopic 470-50), Compensation-Stock Compensation (Topic 718), and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40). The new ASU addresses issuer’s accounting for certain modifications or exchanges of freestanding equity-classified written call options. This amendment is effective for all entities, for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. Early adoption is permitted. The Company adopted ASU 2020-06 during the first quarter of 2022 and the adoption did not have material impact on its consolidated financial statements. Management does not believe that any other recently issued, but not yet effective accounting pronouncements, if adopted, would have a material effect on the Company’s consolidated financial statements.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Tables)	12 Months Ended
	Dec. 31, 2022
Accounting Policies [Abstract]
Schedule of potentially dilutive shares	December 31, December 31, Series C convertible preferred stock - 15,133 Stock options 28,849 6,000 Warrants 404,580 347,080 433,429 368,213
Schedule of reconciliation of basic and diluted net income (loss) per share	For the Years Ended December 31, 2022 2021 Income (loss) per common share – basic: Income (loss) from continuing operations available to common stockholders $ (3,907,388 ) $ 2,753,111 Loss from discontinued operations (1,163 ) (253,367 ) Net income (loss) available to common stockholders $ (3,908,551 ) $ 2,499,744 Weighted average common shares outstanding – basic 2,284,447 1,897,315 Net income (loss) per common share – basic From continuing operations $ (1.71 ) $ 1.45 From discontinued operations $ (0.00 ) $ (0.13 ) For the Years Ended December 31, 2022 2021 Income (loss) per common share – diluted: Income (loss) from continuing operations available to common stockholders $ (3,907,388 ) $ 2,753,111 Add: interest expense, net - (3,036 ) Numerator for income (loss) from continuing operations available to common stockholders per common share – diluted (3,907,388 ) 2,750,075 Numerator for loss from discontinuing operations - diluted (1,163 ) (253,367 ) Net income (loss) available to common stockholders – diluted $ (3,908,551 ) $ 2,496,708 Weighted average common shares outstanding – basic 2,284,240 1,897,315 Effect of dilutive securities: Options - 5,996 Preferred shares - 15,133 Weighted average common shares outstanding – diluted 2,284,240 1,918,444 Net income (loss) per common share – diluted From continuing operations $ (1.71 ) $ 1.43 From discontinued operations $ (0.00 ) $ (0.13 )

Fair Value of Financial Instr_2

Fair Value of Financial Instruments and Fair Value Measurements (Tables)	12 Months Ended
	Dec. 31, 2022
Fair Value of Financial Instruments and Fair Value Measurements [Abstract]
Schedule of assets and liabilities measured at fair value on a recurring basis	On December 31, 2022 On December 31, 2021 Description Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Equity investments consisting of common stock, at fair value $ 3,118 $ — $ — $ 419,995 $ — $ —
Schedule of activity in the company’s equity investments, at fair value	December 31, December 31, Balance, beginning of year $ 419,995 $ — Additions 85,733 531,250 Sales at original cost (171,407 ) (359,843 ) Unrealized (loss) gain (331,203 ) 248,588 Balance, end of year $ 3,118 $ 419,995

Disposal of the Discontinued _2

Disposal of the Discontinued Operations of the NFID Business (Tables)	12 Months Ended
	Dec. 31, 2022
Disposal of the Discontinued Operations of the NFID Business [Abstract]
Schedule of financial data of the company’s gain from sale of the NFID business	September 30, Assets: Current assets: Inventory, net $ 58,447 Total assets $ 58,447 Liabilities: Total liabilities $ — Net asset of NFID business disposed $ 58,447 Consideration in the form of a note receivable 60,000 Gain from sale of NFID business $ 1,553
Schedule of operating result of discontinued operations of the NFID business	For the Years Ended December 31, 2022 2021 Product sales, net $ - $ 119,405 Cost of sales 1,079 103,824 Gross profit (loss) (1,079 ) 15,581 Total operating and other non-operating expenses (84 ) (270,501 ) Gain from sale of NFID business - 1,553 Loss from discontinued operations $ (1,163 ) $ (253,367 )

Notes Receivable (Tables)

Notes Receivable (Tables)	12 Months Ended
	Dec. 31, 2022
Receivables [Abstract]
Schedule of notes receivable net	December 31, 2022 December 31, Principal amounts of notes receivable $ 60,000 $ 220,000 Additional notes receivable - 60,000 Collections on notes receivables - (164,500 ) Less: allowance for doubtful accounts - (55,500 ) Total Notes receivable, net 60,000 60,000 Less: notes receivable, net – current portion (60,000 ) - Notes receivable – non-current $ - $ 60,000

Stockholders_ Equity (Tables)

Stockholders’ Equity (Tables)	12 Months Ended
	Dec. 31, 2022
Stockholders' Equity Note [Abstract]
Schedule of stock option activities	Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value Balance Outstanding, December 31, 2020 6,000 $ 0.005 3.5 $ 127,290 Granted 6,849 7.30 - - Balance Outstanding, December 31, 2021 12,849 0.001 2.5 42,870 Granted 16,000 10.0 - - Forfeited - - - Balance Outstanding, December 31, 2022 28,849 $ 7.28 7.28 $ 20,130 Exercisable, December 31, 2022 23,849 $ 6.71 6.31 $ 20,130
Schedule of warrant activities	Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value Balance Outstanding, December 31, 2020 - $ - - - Granted 347,080 15.50 4.1 - Balance Outstanding, December 31, 2021 347,080 15.50 4.1 - Granted 57,500 6.25 5.0 - Balance Outstanding, December 31, 2022 404,580 $ 14.05 3.3 - Exercisable, December 31, 2022 404,580 $ 14.05 3.3 -

Income Taxes (Tables)

Income Taxes (Tables)	12 Months Ended
	Dec. 31, 2022
Income Taxes [Abstract]
Schedule of income taxes at the effective statutory rate	Year Ended Year Ended December 31, December 31, Income tax (benefit) liability at U.S. statutory rate $ (820,796 ) $ 819,786 Income tax (benefit) liability – state (254,056 ) 253,743 Permanent differences 133,994 (20,893 ) Change in valuation allowance 940,858 (1,027,760 ) Total provision for income tax $ - $ 24,876
Schedule of net deferred tax asset	December 31, December 31, Deferred Tax Asset: Net operating loss carryforward $ 1,550,388 $ 609,530 Total deferred tax asset before valuation allowance 1,550,388 609,530 Valuation allowance (1,550,388 ) (609,530 ) Net deferred tax asset $ - $ -

Commitments and Contingencies (

Commitments and Contingencies (Tables)	12 Months Ended
	Dec. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
Schedule of milestone payments	Milestone Payment Filing of an Investigational New Drug (or any foreign equivalent) for a Licensed Product $ 50,000 Dosing of first patient in a Phase 1 Clinical Trial of a Licensed Product $ 100,000 Dosing of first patient in a Phase 2 Clinical Trial of a Licensed Product $ 250,000 Receipt of New Drug Application (“NDA”) (or foreign equivalent) approval for a Licensed Product $ 500,000 Achievement of First Commercial Sale of Licensed Product $ 1,000,000
Schedule of minimum annual royalty payments	Years Minimum Prior to First Commercial Sale $ N/A Year of First Commercial Sale $ N/A First calendar year following the First Commercial Sale $ 25,000 Second calendar year following the First Commercial Sale $ 25,000 Third calendar year following the First Commercial Sale $ 100,000
Schedule of shall pay UMB fees	Payment 1 $ 92,095 Upon execution of the July 2021 Sponsored Research Agreement 2 $ 92,095 Six months after the start of project work as outlined in the July 2021 Sponsored Research Agreement 3 $ 92,095 Upon completion of the project work as outlined in the July 2021 Sponsored Research Agreement
Schedule of future amounts due under sponsored study and research agreements	Year ended December 31, Amount 2023 $ 898,967 Total $ 898,967

Organization and Business (Deta

Organization and Business (Details)	1 Months Ended
	Sep. 30, 2021 USD ($)
Organization and Business [Line items]
Purchase price	$ 60,000
Promissory note amount	$ 60,000
Bears interest per annum	8%
Maturity date	Oct. 01, 2023

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Details) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Accounting Policies [Abstract]
Net loss	$ 3,908,551
Cash in operations	3,497,622
Accumulated deficit	7,171,128
Working capital	11,135,738
Federal deposit insurance corporation	250,000
Securities investor protection corporation	250,000
FDIC cash limits	10,868,000	$ 9,100,000
Prepaid expenses and other current assets	135,894	145,324
Prepaid expenses and other current assets – non-current	70,821	26,659
Income tax expense	0	24,876
Research and development cost	$ 1,286,434	$ 693,910

Summary of Significant Accoun_4

Summary of Significant Accounting Policies (Details) - Schedule of potentially dilutive shares - shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Summary of Significant Accounting Policies (Details) - Schedule of potentially dilutive shares [Line Items]
Total potentially dilutive shares	433,429	368,213
Series C convertible preferred stock [Member]
Summary of Significant Accounting Policies (Details) - Schedule of potentially dilutive shares [Line Items]
Total potentially dilutive shares		15,133
Stock options [Member]
Summary of Significant Accounting Policies (Details) - Schedule of potentially dilutive shares [Line Items]
Total potentially dilutive shares	28,849	6,000
Warrants [Member]
Summary of Significant Accounting Policies (Details) - Schedule of potentially dilutive shares [Line Items]
Total potentially dilutive shares	404,580	347,080

Summary of Significant Accoun_5

Summary of Significant Accounting Policies (Details) - Schedule of reconciliation of basic and diluted net income (loss) per share - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Income (loss) per common share – basic:
Income (loss) from continuing operations available to common stockholders	$ (3,907,388)	$ 2,753,111
Loss from discontinued operations	(1,163)	(253,367)
Net income (loss) available to common stockholders	$ (3,908,551)	$ 2,499,744
Weighted average common shares outstanding – basic (in Shares)	2,284,447	1,897,315
Net income (loss) per common share – basic
From continuing operations (in Dollars per share)	$ (1.71)	$ 1.45
From discontinued operations (in Dollars per share)	$ 0	$ (0.13)
Income (loss) per common share – diluted:
Income (loss) from continuing operations available to common stockholders	$ (3,907,388)	$ 2,753,111
Add: interest expense, net		(3,036)
Numerator for income (loss) from continuing operations available to common stockholders per common share – diluted	(3,907,388)	2,750,075
Numerator for loss from discontinuing operations - diluted	(1,163)	(253,367)
Net income (loss) available to common stockholders – diluted	$ (3,908,551)	$ 2,496,708
Weighted average common shares outstanding – basic (in Shares)	2,284,240	1,897,315
Effect of dilutive securities:
Options (in Shares)		5,996
Preferred shares (in Shares)		15,133
Weighted average common shares outstanding – diluted (in Shares)	2,284,240	1,918,444
Net income (loss) per common share – diluted
From continuing operations (in Dollars per share)	$ (1.71)	$ 1.43
From discontinued operations (in Dollars per share)	$ 0	$ (0.13)

Fair Value of Financial Instr_3

Fair Value of Financial Instruments and Fair Value Measurements (Details) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Fair Value of Financial Instruments and Fair Value Measurements (Details) [Line Items]
Net realized gain (loss) on equity investments		$ 6,660,483
DatChat, Inc. [Member]
Fair Value of Financial Instruments and Fair Value Measurements (Details) [Line Items]
Gain from the sale of the equity investment		6,657,120
Aikido Pharma, Inc. [Member]
Fair Value of Financial Instruments and Fair Value Measurements (Details) [Line Items]
Net realized gain (loss) on equity investments	$ 104,700
Gain from the sale of the equity investment		$ 3,363
Equity investment sold cost	171,407
Gross proceeds	$ 66,707
Home Bistro, Inc. [Member]
Fair Value of Financial Instruments and Fair Value Measurements (Details) [Line Items]
Shares received (in Shares)	1,559
Common stock grant date fair value	$ 85,733
Net realized gain (loss) on equity investments per share (in Dollars per share)	$ 55

Fair Value of Financial Instr_4

Fair Value of Financial Instruments and Fair Value Measurements (Details) - Schedule of assets and liabilities measured at fair value on a recurring basis - USD ($)	Dec. 31, 2022	Dec. 31, 2021
Level 1 [Member]
Fair Value of Financial Instruments and Fair Value Measurements (Details) - Schedule of assets and liabilities measured at fair value on a recurring basis [Line Items]
Equity investments consisting of common stock, at fair value	$ 3,118	$ 419,995
Level 2 [Member]
Fair Value of Financial Instruments and Fair Value Measurements (Details) - Schedule of assets and liabilities measured at fair value on a recurring basis [Line Items]
Equity investments consisting of common stock, at fair value
Level 3 [Member]
Fair Value of Financial Instruments and Fair Value Measurements (Details) - Schedule of assets and liabilities measured at fair value on a recurring basis [Line Items]
Equity investments consisting of common stock, at fair value

Fair Value of Financial Instr_5

Fair Value of Financial Instruments and Fair Value Measurements (Details) - Schedule of activity in the company’s equity investments, at fair value - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Schedule of Activity in the Company's Equity Investments at Fair Value [Abstract]
Balance, beginning of year	$ 419,995
Additions	85,733	531,250
Sales at original cost	(171,407)	(359,843)
Unrealized (loss) gain	(331,203)	248,588
Balance, end of year	$ 3,118	$ 419,995

Disposal of the Discontinued _3

Disposal of the Discontinued Operations of the NFID Business (Details) - USD ($)	1 Months Ended	12 Months Ended
	Sep. 30, 2021	Dec. 31, 2022	Dec. 31, 2021
Discontinued Operations and Disposal Groups [Abstract]
Purchase price	$ 60,000
Promissory note amount	$ 60,000
Bears interest per annum	8%
Maturity date	Oct. 01, 2023
Principal balance		$ 60,000	$ 60,000
Accrued interest receivable		6,010	1,210
Total outstanding receivable balance		$ 66,010	$ 61,210

Disposal of the Discontinued _4

Disposal of the Discontinued Operations of the NFID Business (Details) - Schedule of financial data of the company’s gain from sale of the NFID business - USD ($)	1 Months Ended	12 Months Ended
	Sep. 30, 2021	Dec. 31, 2022	Dec. 31, 2021
Current assets:
Inventory, net	$ 58,447
Total assets	58,447
Liabilities:
Total liabilities
Net asset of NFID business disposed	58,447
Consideration in the form of a note receivable	60,000
Gain from sale of NFID business	$ 1,553		$ 1,553

Disposal of the Discontinued _5

Disposal of the Discontinued Operations of the NFID Business (Details) - Schedule of operating result of discontinued operations of the NFID business - USD ($)	1 Months Ended	12 Months Ended
	Sep. 30, 2021	Dec. 31, 2022	Dec. 31, 2021
Schedule of Operating Result of Discontinued Operations of the NFID Business [Abstract]
Product sales, net			$ 119,405
Cost of sales		1,079	103,824
Gross profit (loss)		(1,079)	15,581
Total operating and other non-operating expenses		(84)	(270,501)
Gain from sale of NFID business	$ 1,553		1,553
Loss from discontinued operations		$ (1,163)	$ (253,367)

Notes Receivable (Details)

Notes Receivable (Details) - USD ($)				1 Months Ended					9 Months Ended	12 Months Ended
	Jun. 07, 2021	Jan. 06, 2020	Nov. 02, 2018	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2020	Dec. 31, 2019	Sep. 28, 2018	Dec. 31, 2020	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2018	Oct. 31, 2018	Sep. 30, 2018
Notes Receivable (Details) [Line Items]
Principal balance					$ 60,000
Accrued interest rate					8%
Maturity date				Oct. 01, 2023				Sep. 27, 2020
Promissory note agreement			$ 50,000
Interest rate per annum percentage										10%
Increased interest rate per annum										18%
Aggregate purchase price					$ 60,000
Received shares (in Shares)		10,420
Interest receivable										$ 6,010	$ 1,210
Doubtful account						$ 196,500				(20,000)	(148,500)
Notes receivable						23,500			$ 23,500		23,500
Bad debt recovery cash payment, description	the Company and the investor, entered into a settlement agreement whereby both parties agreed to settle the remaining balance of this note receivable which was previously written off in year 2020 for a total settlement amount of $196,000 to be paid as follows; (i) an initial payment of $46,000 upon execution of the settlement agreement and (ii) $10,000 per month for fifteen months.
Recovered bad debt											141,000
Bad debt allowance											196,500
Settlement agreement										20,000
Bad debt recovery										20,000	141,000
Settlement agreement amount reserved										35,500
Recovered aggregate bad debt											7,500
Received payment											7,500
Promissory note interest					8%
Outstanding principal receivable										60,000	60,000
Total receivable										$ 66,010	$ 61,210
Purchase Agreement [Member]
Notes Receivable (Details) [Line Items]
Principal balance						146,500			146,500
Aggregate purchase price							$ 277,305
Aggregate of notes receivable purchase price									30,000
Interest receivable						$ 27,876			$ 27,876
Six-monthly Installments [Member]
Notes Receivable (Details) [Line Items]
Aggregate purchase price							$ 277,305
Promissory Note Receivable Agreement [Member]
Notes Receivable (Details) [Line Items]
Principal balance			$ 50,000					$ 200,000					$ 100,000	$ 100,000
Accrued interest rate								6%
Allowance for doubtful account and bad debt												$ 50,000

Notes Receivable (Details) - Sc

Notes Receivable (Details) - Schedule of notes receivable net - USD ($)	Dec. 31, 2022	Dec. 31, 2021
Schedule of Notes Receivable Net [Abstract]
Principal amounts of notes receivable	$ 60,000	$ 220,000
Additional notes receivable		60,000
Collections on notes receivables		(164,500)
Less: allowance for doubtful accounts		(55,500)
Total Notes receivable, net	60,000	60,000
Less: notes receivable, net – current portion	(60,000)
Notes receivable – non-current		$ 60,000

Stockholders_ Equity (Details)

Stockholders’ Equity (Details) - USD ($)

1 Months Ended

12 Months Ended

Apr. 12, 2021

Feb. 09, 2021

Sep. 29, 2022

Sep. 28, 2022

Sep. 26, 2022

Aug. 29, 2022

Mar. 31, 2022

Jan. 27, 2022

Dec. 29, 2021

Jan. 18, 2021

Apr. 17, 2020

Dec. 31, 2022

Dec. 31, 2021

Nov. 30, 2019

Apr. 30, 2013

Stockholders’ Equity (Details) [Line Items]

Shares authorized

505,000,000

Common stock, shares authorized

500,000,000

500,000,000

Preferred stock, shares authorized

5,000,000

5,000,000

Designated shares of preferred stock

4,280

Preferred stock, par value (in Dollars per share)

$ 0.0001

$ 0.0001

Series C convertible preferred stock

4,049

227

Warrants term

5 years

Exercise price (in Dollars per share)

$ 15

Preferred stock conversion, description

The Series C Convertible preferred stock and the February Warrants each contain a beneficial ownership limitation that restricts each of the investor’s ability to exercise the February Warrants and convert the Series C Convertible preferred stock such that the number of shares of the Company common stock held by each of them and their affiliates after such conversion or exercise does not exceed 4.99% (or, at the election of the Investor, 9.99%) of the Company’s then issued and outstanding shares of common stock.

Subsequent financing, percentage

50%

Liquidity damage, description

If the Company fails to file the Registration Statement or have it declared effective by the dates set forth above, amongst other things, the Company will be obligated to pay the investors damages in the amount of 1% of their subscription amount, per month, until such events are satisfied.

Placement agent warrants, description

In addition, pursuant to the terms of the offering, the Company issued Bradley Woods & Co, Ltd. and Katalyst Securities LLC warrants (the “Placement Agent Warrants”) to purchase up to an aggregate of 57,013 shares of common stock, or 10% of the shares of common stock issuable upon conversion of the Series C Preferred Stock and February Warrant Shares sold in the offering. The Placement Agent Warrants are exercisable for a period of five years from the closing date of the offering at an exercise price of $17.50 per share, subject to adjustment.

Convertible preferred stock into common stock, description

the Company notified holders of its Series C Convertible Preferred Stock of its election to force the conversion to 4,049 shares of its Series C Convertible Preferred Stock into 269,900 shares of the Company’s common stock. As of December 31, 2021, there were 227 shares of the Company’s Series Convertible Preferred Stock issued and outstanding

Public offering shares

1,000,000

Public offering price per share (in Dollars per share)

$ 5

Purchase of additional shares

150,000

150,000

Offering issued, description

the Company closed the Offering and issued the Shares for aggregate net proceeds of $4,940,948, after deducting underwriting discounts and commissions and offering expenses. The Company intends to use the net proceeds from the offering for research and development activities, sales and marketing, general working capital purposes, potential acquisitions of other companies, products or technologies, and to repay certain indebtedness. Concurrently with the closing of the Offering, the Company also issued warrants to purchase an aggregate of up to 57,500 shares of its common stock to the representative of the Underwriters or its designees, at an exercise price of $6.25 per share (the “Representative’s Warrants”). The Representative’s Warrants are exercisable beginning on March 25, 2023, and expire on September 26, 2027, pursuant to the terms and conditions of the Representative’s Warrants.

concurrently with the closing of the Offering as discussed above, the Company also issued warrants to purchase an aggregate of up to 57,500 shares of its common stock to the representative of the Underwriters or its designees, at an exercise price of $6.25 per share (the “Representative’s Warrants”). The Representative’s Warrants are exercisable beginning on March 25, 2023, and expire on September 26, 2027, pursuant to the terms and conditions of the Representative’s Warrants.

Restricted common shares

20,000

Common share value (in Dollars)

$ 135,100

Price per common shares (in Dollars per share)

$ 6.755

Professional fees (in Dollars)

$ 45,033

Prepaid expenses (in Dollars)

$ 90,067

Expired term

Dec. 26, 2026

Fair value of unvested stock option

152,619

Employment agreement, description

pursuant to an Employment Agreement (see Note 9), an aggregate of 16,000 incentive stock options were issued under the 2020 Plan, to Dr. Kou, exercisable at $10.00 per share and expires on January 31, 2032. The stock options vest as follows: (i) 6,000 stock options upon issuance; (ii) 5,000 vests on October 31, 2022 and; (iii) 5,000 vests on October 31, 2023.

Purchase agreement, description

the Company entered into pursuant to securities purchase agreements with certain investors pursuant to which it sold warrants to purchase up to 285,067 shares of the Company’s common stock and 4,276 shares of the Company’s Series C Convertible preferred stock. The February Warrants are exercisable for a period of five years from the date of issuance at an exercise price of $15.00 per share, subject to adjustment. If, after a period of 180 days after the date of issuance of the February Warrants, a registration statement covering the resale of the February Warrant Shares is not effective, the holders may exercise the February Warrants by means of a cashless exercise. In addition, pursuant to the terms of the offering, the Company issued the Placement Agent Warrants to purchase up to an aggregate of 57,013 shares of common stock to its placement agents, or 10% of the shares of common stock issuable upon conversion of the Series C preferred stock and February Warrant Shares sold in the offering. The Placement Agent Warrants are exercisable for a period of five years from the closing date of the offering at an exercise price of $17.50 per share, subject to adjustment (see Series C Convertible Preferred Stock Financing above). Such warrants issued to various investors and to the placement agents were recorded as additional paid in capital with an offsetting debit applied against additional paid in capital, thus these warrants have no further accounting effect within the equity section.

Placement Agent Warrants [Member]

Stockholders’ Equity (Details) [Line Items]

Risk free interest rate

0.50%

Expected dividend yield

0%

Expected term

5 years

Expected volatility

169%

Aggregate grant date fair value of placement agent warrants (in Dollars)

$ 1,106,000

Warrant [Member]

Stockholders’ Equity (Details) [Line Items]

Warrants term

5 years

Exercise price (in Dollars per share)

$ 10

Risk free interest rate

0.46%

Expected term

5 years

Expected volatility

169%

Granted warrants to purchase shares

5,000

Grant date price per warrant (in Dollars per share)

$ 16.5

Warrant value (in Dollars)

$ 83,728

Stock price (in Dollars per share)

$ 17.5

Stock-based Compensation (in Dollars)

$ 83,728

Series A Preferred Stock [Member]

Stockholders’ Equity (Details) [Line Items]

Preferred stock, shares authorized

1,000,000

1,000,000

Designated shares of preferred stock

1,000,000

Share issued

Share outstanding

Preferred stock, par value (in Dollars per share)

$ 0.0001

$ 0.0001

Series B Convertible Preferred Stock [Member]

Stockholders’ Equity (Details) [Line Items]

Preferred stock, shares authorized

2,000

2,000

Designated shares of preferred stock

2,000

Share issued

Share outstanding

Preferred stock, par value (in Dollars per share)

$ 0.0001

$ 0.0001

Series C Convertible Preferred Stock [Member]

Stockholders’ Equity (Details) [Line Items]

Designated shares of preferred stock

4,280

Preferred stock, par value (in Dollars per share)

$ 0.0001

Preferred stock, stated value (in Dollars)

$ 1,000

Convertible preferred stock, description

A holder of Series C Convertible preferred stock may not convert any portion of the Series C Convertible preferred stock to the extent that the holder, together with its affiliates and any other person or entity acting as a group, would own more than 4.99% (or, upon election by a holder prior to issuance, 9.99%) of the outstanding shares of the Company’s common stock after conversion, which beneficial ownership limitation may be increased by the holder up to, but not exceeding, 9.99%.

Deemed dividend (in Dollars)

$ 1,403,997

Series C Conversion Price [Member]

Stockholders’ Equity (Details) [Line Items]

Conversion price per share (in Dollars per share)

$ 15

Series C Purchase Agreements [Member]

Stockholders’ Equity (Details) [Line Items]

Sale of aggregate shares

4,276

Warrant to purchase shares

285,067

Gross proceeds (in Dollars)

$ 4,276,000

Offering expenses (in Dollars)

$ 481,898

Conversion of Series C Convertible Preferred Stock into Common Stock [Member]

Stockholders’ Equity (Details) [Line Items]

Remaining shares

227

Series C Preferred Stock [Member]

Stockholders’ Equity (Details) [Line Items]

Preferred stock, shares authorized

4,280

4,280

Share issued

0

227

Share outstanding

0

227

Preferred stock, par value (in Dollars per share)

$ 0.0001

$ 0.0001

Convertible preferred stock

227

Convertible common stock

15,167

Stock Options [Member]

Stockholders’ Equity (Details) [Line Items]

Deferred compensation (in Dollars)

$ 80,790

Issuance of deferred compensation balance (in Dollars)

14,125

Board Granted [Member]

Stockholders’ Equity (Details) [Line Items]

Exercise price (in Dollars per share)

$ 7.3

Risk free interest rate

0.75%

Expected term

2 years

Expected volatility

0%

Aggregate of incentive stock options

6,849

Stock option value (in Dollars)

$ 30,224

Expected volatility

115%

Fair value of unvested stock option

30,224

Deferred compensation (in Dollars)

30,224

Issuance of deferred compensation balance (in Dollars)

$ 0

Omnibus Equity Incentive Plan [Member]

Stockholders’ Equity (Details) [Line Items]

Shares of common stock reserved and avail for issuance

170,000

Incentive Stock Option [Member]

Stockholders’ Equity (Details) [Line Items]

Risk free interest rate

1.18%

Expected dividend yield

0%

Expected term

2 years

Expected volatility

117%

Stock option

16,000

Fair value of stock option (in Dollars)

$ 94,915

Fair value of the unvested stock options (in Dollars)

$ 94,915

Stockholders_ Equity (Details)

Stockholders’ Equity (Details) - Schedule of stock option activities - Stock Options [Member] - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Stockholders’ Equity (Details) - Schedule of stock option activities [Line Items]
Number of Options, Beginning Balance Outstanding	12,849	6,000
Weighted Average Exercise Price, beginning balance Outstanding	$ 0.001	$ 0.005
Weighted Average Remaining Contractual Term (Years), beginning balance Outstanding		3 years 6 months
Aggregate Intrinsic Value, Beginning Balance Outstanding	$ 42,870	$ 127,290
Number of Options, Granted	16,000	6,849
Weighted Average Exercise Price, Granted	$ 10	$ 7.3
Weighted Average Remaining Contractual Term (Years), Granted
Aggregate Intrinsic Value, Granted
Number of Options, Forfeited
Weighted Average Exercise Price, Forfeited
Weighted Average Remaining Contractual Term (Years), Forfeited
Aggregate Intrinsic Value, Forfeited
Number of Options, Ending Balance Outstanding	28,849	12,849
Weighted Average Exercise Price, Ending Balance Outstanding	$ 7.28	$ 0.001
Weighted Average Remaining Contractual Term (Years), Ending Balance Outstanding	7 years 3 months 10 days	2 years 6 months
Aggregate Intrinsic Value, Ending Balance Outstanding	$ 20,130	$ 42,870
Number of Options, Exercisable,	23,849
Weighted Average Exercise Price, Exercisable	$ 6.71
Weighted Average Remaining Contractual Term (Years), Exercisable	6 years 3 months 21 days
Aggregate Intrinsic Value, Exercisable	$ 20,130

Stockholders_ Equity (Details_2

Stockholders’ Equity (Details) - Schedule of warrant activities - Warrants [Member] - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Class of Warrant or Right [Line Items]
Number of Warrants, Beginning Balance	347,080
Weighted Average Exercise Price, Beginning Balance	$ 15.5
Weighted Average Remaining Contractual Term (Years), Beginning Balance
Aggregate Intrinsic Value, Beginning Balance
Number of Warrants, Granted	57,500	347,080
Weighted Average Exercise Price, Granted	$ 6.25	$ 15.5
Weighted Average Remaining Contractual Term (Years),Granted	5 years	4 years 1 month 6 days
Aggregate Intrinsic Value, Granted
Number of Warrants, Ending Balance	404,580	347,080
Weighted Average Exercise Price, Ending Balance	$ 14.05	$ 15.5
Weighted Average Remaining Contractual Term (Years), Ending Balance	3 years 3 months 18 days	4 years 1 month 6 days
Aggregate Intrinsic Value, Ending Balance
Number of Warrants, Exercisable	404,580
Weighted Average Exercise Price, Exercisable	$ 14.05
Weighted Average Remaining Contractual Term (Years), Exercisable	3 years 3 months 18 days
Aggregate Intrinsic Value, Exercisable

Income Taxes (Details)

Income Taxes (Details) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2018
Income Taxes [Abstract]
Net operating loss carryforward	$ 5,638,000	$ 5,638,000
Valuation allowance percentage	100%
Net operating loss carry forwards to reduce the asset	$ 0
Valuation allowance	$ 940,858

Income Taxes (Details) - Schedu

Income Taxes (Details) - Schedule of income taxes at the effective statutory rate - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Schedule of Income Taxes at the Effective Statutory Rate [Abstract]
Income tax (benefit) liability at U.S. statutory rate	$ (820,796)	$ 819,786
Income tax (benefit) liability – state	(254,056)	253,743
Permanent differences	133,994	(20,893)
Change in valuation allowance	940,858	(1,027,760)
Total provision for income tax		$ 24,876

Income Taxes (Details) - Sche_2

Income Taxes (Details) - Schedule of net deferred tax asset - USD ($)	Dec. 31, 2022	Dec. 31, 2021
Deferred Tax Asset:
Net operating loss carryforward	$ 1,550,388	$ 609,530
Total deferred tax asset before valuation allowance	1,550,388	609,530
Valuation allowance	(1,550,388)	(609,530)
Net deferred tax asset

Concentrations (Details)

Concentrations (Details)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Customer Concentration Risk [Member]
Concentrations (Details) [Line Items]
Concentration risk percentage	100%	100%
Vendor Concentrations [Member]
Concentrations (Details) [Line Items]
Concentration risk percentage	100%	100%

Commitments and Contingencies_2

Commitments and Contingencies (Details) - USD ($)

1 Months Ended

12 Months Ended

Oct. 12, 2022

Oct. 01, 2021

Sep. 01, 2021

Jun. 01, 2021

Apr. 12, 2021

Jan. 05, 2021

Jun. 30, 2023

Oct. 25, 2022

Sep. 27, 2022

Aug. 31, 2022

Jun. 22, 2022

Feb. 28, 2022

Jan. 27, 2022

Dec. 29, 2021

Apr. 30, 2021

Mar. 31, 2021

Feb. 17, 2021

Jul. 31, 2020

Apr. 17, 2020

Dec. 31, 2022

Dec. 31, 2021

Oct. 31, 2023

Mar. 31, 2023

Oct. 31, 2022

Oct. 13, 2022

Sep. 28, 2022

Nov. 30, 2021

Jul. 31, 2021

Feb. 09, 2021

Jan. 13, 2021

Dec. 31, 2020

Commitments and Contingencies (Details) [Line Items]

Vested shares (in Shares)

152,619

Base salary

$ 350,000

$ 60,000

Signing bonus

100,000

Annual bonus

$ 30,000

Payable amount

$ 42,000

Share granted (in Shares)

16,000

Exercisable per share (in Dollars per share)

$ 10

Expire date

Jan. 31, 2032

Stock options (in Shares)

6,000

Vests (in Shares)

5,000

License fee

$ 50,000

$ 10,000

$ 25,000

$ 10,000

$ 828

$ 628

Research and development expenses

1,286,434

693,910

Paying fee

$ 75,000

Commercial sale term

10 years

License agreement expire

15 years

Sublicense income receivable

15%

Due amount

$ 25,000

Paid amount

$ 50,000

Term year

15 years

Prepaid expense and other current assets

135,894

145,324

Prepaid expenses non-current

$ 10,196

11,034

Sales of licensed products percentage

5%

sales

$ 50,000,000

Prepaid expense and current assets

838

$ 838

Non-refundable cash payment

$ 500,000

$ 500,000

Net sale percentage

2%

Licensor share (in Shares)

500

500

Aggregate of converted shares (in Shares)

625,000

625,000

Revenue term

15 years

15 years

Number of voting shares (in Shares)

20,000

Stated value

$ 1,000

Conversion price (in Dollars per share)

$ 0.8

Convertible preferred stock (in Shares)

4,280

Common stock shares (in Shares)

625,000

Per share (in Dollars per share)

$ 0.85

Trading price

$ 531,250

Equity investment

531,250

$ 3,118

$ 419,995

Deferred revenue

$ 531,250

1,031,250

Cash received

500,000

Securities received

531,250

Recognized revenues

68,750

68,750

Deferred revenue current portion

3,352

68,750

Deferred revenue long-term portion

$ 40,782

893,750

Consideration fee payable percentage

110%

Upfront license fees

$ 50,000

$ 50,000

First commercial sale

10 years

Agreement shall expire

15 years

Recognized revenues

$ 3,352

Installments payable

81,474

Sponsored study agreement

40,737

Prepaid expense

40,737

$ 40,737

Sublicense amount paid

$ 342,850

Research and development expense

$ 21,172

33,252

Amount paid

$ 92,095

$ 92,095

Accounts payable

$ 92,095

Remaining payment

$ 143,607

Prepaid expense related to research

71,804

Research project, percentage

70%

Total fee

$ 41,306

Payment of university

$ 5,000

Professional fees

$ 25,000

5,000

Common Stock [Member]

Commitments and Contingencies (Details) [Line Items]

Vested shares (in Shares)

120,000

Third Amendment [Member]

Commitments and Contingencies (Details) [Line Items]

Research and development expenses

$ 2,500

Subsequent Event [Member]

Commitments and Contingencies (Details) [Line Items]

Third payment

$ 430,825

Forecast [Member]

Commitments and Contingencies (Details) [Line Items]

Vests (in Shares)

5,000

Paying fee

$ 1,000

JV Agreement [Member]

Commitments and Contingencies (Details) [Line Items]

Pursuant terms, description

Pursuant to the terms of the JV Agreement, (A) the Company shall contribute (1) $225,000 and (2) its expertise and the expertise of its science advisory board and (B) ZTI shall contribute (1) certain rights to certain of its patented technology as set forth in the JV Agreement, (2) a license to the know-how and trade secrets with respect to its Z-pod™ technology for the loading and release of ketamine, (3) ketamine to be used for clinical purposes, (4) reasonable use of its facilities and permits and (5) its expertise and know-how. Pursuant to the JV Agreement, 51% of the interest in the Joint Venture shall initially be owned by the Company and 49% of the interest in the Joint Venture shall initially be owned by ZTI, subject to adjustment in the event of additional contributions by either party. Notwithstanding the foregoing, in no event shall either party own more than 60% of the interest in the Joint Venture.

Board of Directors [Member]

Commitments and Contingencies (Details) [Line Items]

Vested shares (in Shares)

30,224

Annual bonus

350,000

Risk free interest rate

0.75%

Expected term

2 years

Expected volatility

0%

Minimum [Member]

Commitments and Contingencies (Details) [Line Items]

Salary was increased

$ 120,000

Maximum [Member]

Commitments and Contingencies (Details) [Line Items]

Salary was increased

180,000

Sublicense Agreement [Member]

Commitments and Contingencies (Details) [Line Items]

Sublicense income, percentage

25%

Sublicense agreement amount paid

$ 12,500

Deferred revenue current portion

$ 68,750

Recognized revenues

2,514

Series M Convertible Preferred [Member]

Commitments and Contingencies (Details) [Line Items]

Convertible preferred stock (in Shares)

500

Dr. James Kuo [Member]

Commitments and Contingencies (Details) [Line Items]

Stock option (in Shares)

16,000

Fair value of stock option

$ 94,915

Risk free interest rate

1.18%

Expected dividend yield

0%

Expected term

2 years

Expected volatility

117%

Fair value of the unvested stock option

$ 94,915

Deferred amount

80,790

Deferred compensation balance

$ 14,125

Master License Agreement [Member]

Commitments and Contingencies (Details) [Line Items]

License fee

4,375

Sublicense income receivable

25%

Prepaid expense and other current assets

$ 5,000

5,000

Prepaid expenses non-current

$ 60,625

15,625

Sales of licensed products percentage

3%

sales

$ 50,000,000

Upfront license fees

1,900,000

Sponsored Research Agreement with University of Maryland, Baltimore [Member]

Commitments and Contingencies (Details) [Line Items]

License fee

5,000

Research and development expense

187,090

92,095

Aikido [Member]

Commitments and Contingencies (Details) [Line Items]

Deferred revenue current portion

3,352

Deferred revenue long-term portion

825,000

44,134

Sponsored Study Agreement [Member]

Commitments and Contingencies (Details) [Line Items]

Installments payable

40,737

Sponsored Research Agreement with The Regents of the University of California [Member]

Commitments and Contingencies (Details) [Line Items]

Prepaid expense and other current assets

181,710

100,570

Research and development expense

178,568

92,855

Research and development fees

10,857

7,715

Columbia University [Member]

Commitments and Contingencies (Details) [Line Items]

Sponsored research agreement, description

the Company entered into a sponsored research agreement with Columbia University pursuant to which the Company has been granted an option to license certain assets currently under development, including Alzheimer’s disease. The term of the option will commence on the effective date of this agreement and will expire upon the earlier of (i) 90 days after the date of the Company’s receipt of a final research report for each specific research proposal as defined in the agreement or (ii) termination of the research. If the Company elects to exercise the option, both parties will commence negotiation of a license agreement and will execute a license agreement no later than 3 months after the dated of the exercise of the option. Columbia University and the Company will work towards developing a therapeutic treatment for patients suffering from Alzheimer’s disease to post-traumatic stress disorder. During a one-year period from the date of this agreement, the Company shall pay a total of $1,436,082 to Columbia University for the support of the research according to the payment schedule as follows: (i) 30% at signing, (ii) 30% at four and half months after the start of the project, (iii) 30% at nine months after the start of the project and, (iv)10% at completion of the project.

Sponsored Research Agreement with Columbia University [Member]

Commitments and Contingencies (Details) [Line Items]

Research and development expenses

646,236

359,021

Accrued expenses

143,607

Research Agreement with Reprocell [Member]

Commitments and Contingencies (Details) [Line Items]

Research and development expenses

241,288

$ 109,202

Accrued expenses

$ 12,080

Mr. Weisblum [Member]

Commitments and Contingencies (Details) [Line Items]

Annual bonus

$ 200,000

First Payment [Member]

Commitments and Contingencies (Details) [Line Items]

Cash paid

$ 430,825

Second Payment [Member]

Commitments and Contingencies (Details) [Line Items]

Cash paid

$ 430,825

Commitments and Contingencies_3

Commitments and Contingencies (Details) - Schedule of milestone payments	12 Months Ended
	Dec. 31, 2022 USD ($)
Payment One [Member]
Commitments and Contingencies (Details) - Schedule of milestone payments [Line Items]
Milestone	Filing of an Investigational New Drug (or any foreign equivalent) for a Licensed Product
Payment	$ 50,000
Payment Two [Member]
Commitments and Contingencies (Details) - Schedule of milestone payments [Line Items]
Milestone	Dosing of first patient in a Phase 1 Clinical Trial of a Licensed Product
Payment	$ 100,000
Payment Three [Member]
Commitments and Contingencies (Details) - Schedule of milestone payments [Line Items]
Milestone	Dosing of first patient in a Phase 2 Clinical Trial of a Licensed Product
Payment	$ 250,000
Payment Four [Member]
Commitments and Contingencies (Details) - Schedule of milestone payments [Line Items]
Milestone	Receipt of New Drug Application (“NDA”) (or foreign equivalent) approval for a Licensed Product
Payment	$ 500,000
Payment Five [Member]
Commitments and Contingencies (Details) - Schedule of milestone payments [Line Items]
Milestone	Achievement of First Commercial Sale of Licensed Product
Payment	$ 1,000,000

Commitments and Contingencies_4

Commitments and Contingencies (Details) - Schedule of minimum annual royalty payments	12 Months Ended
	Dec. 31, 2022 USD ($)
Payment One [Member]
Commitments and Contingencies (Details) - Schedule of minimum annual royalty payments [Line Items]
Years	Prior to First Commercial Sale
Minimum Annual Royalty
Payment Two [Member]
Commitments and Contingencies (Details) - Schedule of minimum annual royalty payments [Line Items]
Years	Year of First Commercial Sale
Minimum Annual Royalty
Payment Three [Member]
Commitments and Contingencies (Details) - Schedule of minimum annual royalty payments [Line Items]
Years	First calendar year following the First Commercial Sale
Minimum Annual Royalty	$ 25,000
Payment Four [Member]
Commitments and Contingencies (Details) - Schedule of minimum annual royalty payments [Line Items]
Years	Second calendar year following the First Commercial Sale
Minimum Annual Royalty	$ 25,000
Payment Five [Member]
Commitments and Contingencies (Details) - Schedule of minimum annual royalty payments [Line Items]
Years	Third calendar year following the First Commercial Sale
Minimum Annual Royalty	$ 100,000

Commitments and Contingencies_5

Commitments and Contingencies (Details) - Schedule of shall pay UMB fees	12 Months Ended
	Dec. 31, 2022 USD ($)
Payment One [Member]
Commitments and Contingencies (Details) - Schedule of shall pay UMB fees [Line Items]
Payment	$ 92,095
Payment description	Upon execution of the July 2021 Sponsored Research Agreement
Payment Two [Member]
Commitments and Contingencies (Details) - Schedule of shall pay UMB fees [Line Items]
Payment	$ 92,095
Payment description	Six months after the start of project work as outlined in the July 2021 Sponsored Research Agreement
Payment Three [Member]
Commitments and Contingencies (Details) - Schedule of shall pay UMB fees [Line Items]
Payment	$ 92,095
Payment description	Upon completion of the project work as outlined in the July 2021 Sponsored Research Agreement

Commitments and Contingencies_6

Commitments and Contingencies (Details) - Schedule of future amounts due under sponsored study and research agreements	Dec. 31, 2022 USD ($)
Schedule of Future Amounts Due Under Sponsored Study and Research Agreements [Abstract]
2023	$ 898,967
Total	$ 898,967

Subsequent Events (Details)

Subsequent Events (Details) $ in Millions	Jan. 26, 2023 USD ($)
Subsequent Event [Member]
Subsequent Events (Details) [Line Items]
Stock repurchase	$ 1