CohBar (CWBR) 10-Q 13 May 16 2016 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2016	May. 09, 2016
Document and Entity Information [Abstract]
Entity Registrant Name	CohBar, Inc.
Entity Central Index Key	1,522,602
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Document Type	10-Q
Document Period End Date	Mar. 31, 2016
Document Fiscal Year Focus	2,016
Document Fiscal Period Focus	Q1
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		32,867,403

Condensed Balance Sheets

Condensed Balance Sheets - USD ($)	Mar. 31, 2016	Dec. 31, 2015
Current assets:
Cash and cash equivalents	$ 4,343,910	$ 4,803,687
Investments	4,754,318	5,487,800
Prepaid expenses and other current assets	123,713	88,223
Total current assets	9,221,941	10,379,710
Property and equipment, net	195,724	199,575
Other assets	22,644	20,492
Total assets	9,440,309	10,599,777
Current liabilities:
Accounts payable	300,705	209,730
Accrued liabilities	82,696	155,713
Accrued payroll and other compensation	123,178	$ 217,250
Note payable, net of debt discount of $206 and $0 as of March 31, 2016 and December 31, 2015, respectively	102,424
Total current liabilities	609,003	$ 582,693
Note payable, net of debt discount of $0 and $255 as of March 31, 2016 and December 31, 2015, respectively	102,630	205,005
Total liabilities	$ 711,633	$ 787,698
Commitments and contingencies
Stockholders' equity:
Preferred stock, $0.001 par value, Authorized - 5,000,000 shares; No shares issued and outstanding as of March 31, 2016 and December 31, 2015, respectively
Common stock, $0.001 par value, Authorized 75,000,000 shares; Issued and outstanding 32,337,541 shares as of March 31, 2016 and 32,320,891 as of December 31, 2015	$ 32,338	$ 32,321
Additional paid-in capital	18,247,175	18,114,295
Accumulated deficit	(9,550,837)	(8,334,537)
Total stockholders' equity	8,728,676	9,812,079
Total liabilities and stockholders' equity	$ 9,440,309	$ 10,599,777

Condensed Balance Sheets (Paren

Condensed Balance Sheets (Parenthetical) - USD ($)	Mar. 31, 2016	Dec. 31, 2015
Statement of Financial Position [Abstract]
Debt discount of note payable, Current	$ 206	$ 0
Debt discount of note payable, Noncurrent	$ 0	$ 255
Preferred stock, value	$ 0.001	$ 0.001
Preferred stock, authorized	5,000,000	5,000,000
Preferred stock, issued
Preferred stock, outstanding
Common stock, par value	$ 0.001	$ 0.001
Common stock, authorized	75,000,000	75,000,000
Common stock, issued	32,337,541	32,320,891
Common stock, outstanding	32,337,541	32,320,891

Condensed Statements of Operati

Condensed Statements of Operations (unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Income Statement [Abstract]
Revenues
Operating expenses:
Research and development	$ 737,100	$ 262,760
General and administrative	479,932	516,986
Total operating expenses	1,217,032	779,746
Operating loss	(1,217,032)	(779,746)
Other income (expense):
Interest income	2,656	1,177
Interest expense	$ (1,875)	(1,756)
Other expense		(891)
Amortization of debt discount	$ (49)	(49)
Total other income (expense)	732	(1,519)
Net loss	$ (1,216,300)	$ (781,265)
Basic and diluted net loss per share	$ (0.04)	$ (0.06)
Weighted average common shares outstanding - basic and diluted	32,331,345	12,915,343

Condensed Statements of Cash Fl

Condensed Statements of Cash Flows (unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Cash flows from operating activities:
Net loss	$ (1,216,300)	$ (781,265)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	12,273	550
Stock-based compensation	123,646	145,514
Amortization of debt discount	$ 49	49
Changes in operating assets and liabilities:
Restricted cash		4,055
Prepaid expenses and other current assets	$ (35,490)	(63,512)
Accounts payable	90,975	(125,589)
Accrued liabilities	(73,016)	(97,120)
Accrued payroll and other compensation	(94,072)	(28,140)
Net cash used in operating activities	(1,191,935)	(945,458)
Cash flows from investing activities:
Purchases of property and equipment	(8,422)	(12,278)
Payment for security deposit	(2,152)	(15,207)
Purchases of investments	(4,008,518)	$ (3,247,509)
Proceeds from redemptions of investments	4,742,000
Net cash provided by (used in) investing activities	$ 722,908	$ (3,274,994)
Cash flows from financing activities:
Deferred offering costs		$ (30,321)
Proceeds from stock option exercises	$ 2,600
Proceeds from exercise of compensation options	$ 6,650	$ 55,548
Proceeds from initial public offering, net		10,253,484
Proceeds from conversion of private placement puts		2,700,000
Net cash provided by financing activities	$ 9,250	12,978,711
Net (decrease) increase in cash and cash equivalents	(459,777)	8,758,259
Cash and cash equivalents at beginning of period	4,803,687	1,194,492
Cash and cash equivalents at end of period	$ 4,343,910	9,952,751
Non-cash investing and financing activities:
Reclassification of deferred offering costs to equity		785,197
Conversion of Series B Preferred Stock to Common Stock		$ 5,400
Supplemental disclosure of cash flow information:
Interest paid
Income taxes paid	$ 1,300	$ 1,425

Business Organization

Business Organization	3 Months Ended
	Mar. 31, 2016
Business Organization [Abstract]
Business Organization	Note 1 - Business Organization CohBar, Inc. (“CohBar” or the “Company”) is a leader in the research and development of mitochondria-based therapeutics (MBTs), an emerging class of drugs for the treatment of diseases associated with aging. MBTs originate from the discovery by the Company’s founders of a novel group of peptides within the genome of mitochondria, the powerhouses of the cell. The Company’s ongoing development of these mitochondrial-derived peptides (MDPs) into MBTs offers the potential to address a broad range of diseases such as type 2 diabetes, cancer, atherosclerosis and neurodegenerative disorders. The Company’s primary activities since inception include research and development of its MBT pipeline, securing intellectual property protection, managing collaborations with Contract Research Organizations (“CROs”) and academic institutions, expanding its scientific leadership and laboratory staff and raising capital. To date, the Company has not generated any revenues from operations and does not expect to generate any revenues in the near future. The unaudited interim condensed financial statements of the Company have been prepared in accordance with United States generally accepted accounting principles (“GAAP”) for interim financial information and the rules and regulations of the Securities and Exchange Commission (“SEC”). They do not include all information and footnotes required by GAAP for complete financial statements. Except as disclosed herein, there have been no material changes in the information disclosed in the notes to the financial statements for the year ended December 31, 2015, included in the Company’s Annual Report on Form 10-K (the “2015 Form 10-K”), filed with the SEC on March 30, 2016. The interim unaudited condensed financial statements should be read in conjunction with those audited financial statements included in the 2015 Form 10-K. In the opinion of management, all adjustments considered necessary for fair presentation, consisting solely of normal recurring adjustments, have been made. Operating results for the three months ended March 31, 2016 are not necessarily indicative of the results that may be expected for the year ending December 31, 2016, or any other period.

Management's Liquidity Plans

Management's Liquidity Plans	3 Months Ended
	Mar. 31, 2016
Management's Liquidity Plans [Abstract]
Management's Liquidity Plans	Note 2 - Management’s Liquidity Plans As of March 31, 2016, the Company had working capital and stockholders’ equity of $8,612,938 and $8,728,676, respectively. During the three months ended March 31, 2016, the Company incurred a net loss of $1,216,300. The Company has not generated any revenues, has incurred net losses since inception and does not expect to generate revenues in the near term. With the cash and investments on hand as of March 31, 2016, the Company believes that it has sufficient capital to meet its operating expenses and working capital needs into the second quarter of 2017, at which time additional capital will be required. However, if unanticipated difficulties arise the Company may be required to raise additional capital to support its operations or curtail its research and development activities until such time as additional capital becomes available. There is no assurance that additional financing will be available when needed or that the Company will be able to obtain such financing on reasonable terms. The Company does not expect to generate revenues from its operations in the near future and there is no assurance that the Company will generate positive operating cash flow or become profitable in the future. If the Company is unable to raise sufficient additional funds, it will have to develop and implement a plan to reduce overhead or scale back its business plan until sufficient additional capital is raised to support further operations. There can be no assurance that such a plan will be successful.

Summary of Significant Accounti

Summary of Significant Accounting Policies	3 Months Ended
	Mar. 31, 2016
Summary of Significant Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Note 3 - Summary of Significant Accounting Policies Basis of Presentation All amounts are presented in U.S. Dollars. Use of Estimates The preparation of 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 liabilities at dates of the financial statements and the reported amounts of revenue and expenses during the periods. Actual results could differ from these estimates. The Company’s significant estimates and assumptions include the fair value of financial instruments, stock-based compensation, debt discount and the valuation allowance relating to the Company’s deferred tax assets. Investments Investments consist of U.S. Treasury Bills of $4,008,125, which are classified as held-to-maturity, and Certificates of Deposit of $746,193. The Company determines the appropriate balance sheet classification of its investments at the time of purchase and evaluates the classification at each balance sheet date. All of the Company’s U.S. Treasury Bills mature within the next twelve months. Unrealized gains and losses are de minimis Fair Value of Financial Instruments The Company measures the fair value of financial assets and liabilities based on the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The Company utilizes three levels of inputs that may be used to measure fair value: Level 1 - quoted prices in active markets for identical assets or liabilities Level 2 - quoted prices for similar assets and liabilities in active markets or inputs that are observable Level 3 - inputs that are unobservable (for example, cash flow modeling inputs based on assumptions) The carrying amounts of cash, marketable securities, accounts payable, accrued liabilities and short-term debt approximate fair value due to the short-term nature of these instruments. The amount of long-term debt included in the accompanying condensed balance sheets approximates its fair value. Share-Based Payment The Company accounts for share-based payments using the fair value method. For employees and directors, the fair value of the award is measured, as discussed below, on the grant date. For non-employees, fair value is generally valued based on the fair value of the services provided or the fair value of the equity instruments on the measurement date, whichever is more readily determinable and re-measured on each financial reporting dates until the service is complete. The Company has granted stock options at exercise prices equal to the higher of (i) the closing price of the Company’s common stock as reported on the OTCQX marketplace or (ii) the closing price of the Company’s common stock as reported by the TSX Venture Exchange on the date of grant. The weighted-average fair value of options and warrants has been estimated on the date of grant using the Black-Scholes pricing model. The fair value of each instrument is estimated on the date of grant utilizing certain assumptions for a risk free interest rate, volatility and expected remaining lives of the awards. Since the Company has a limited history of being publicly traded, the fair value of stock-based payment awards issued was estimated using a volatility derived from an index of comparable entities. The assumptions used in calculating the fair value of share-based payment awards represent management’s best estimates, but these estimates involve inherent uncertainties and the application of management judgment. As a result, if factors change and the Company uses different assumptions, the Company’s stock-based compensation expense could be materially different in the future. In addition, the Company is required to estimate the expected forfeiture rate and only recognize expense for those shares expected to vest. In estimating the Company’s forfeiture rate, the Company analyzed its historical forfeiture rate, the remaining lives of unvested options, and the number of vested options as a percentage of total options outstanding. If the Company’s actual forfeiture rate is materially different from its estimate, or if the Company reevaluates the forfeiture rate in the future, the stock-based compensation expense could be significantly different from what the Company has recorded in the current period. The weighted-average Black-Scholes assumptions are as follows: For the Three Months Ended March 31, 2016 2015 Expected life 6 years 2 years Risk free interest rate 1.27 % 0.71 % Expected volatility 79 % 80 % Expected dividend yield 0 % 0 % Forfeiture rate 0 % 0 % As of March 31, 2016, total unrecognized stock option compensation expense is $1,043,216, which will be recognized as those options vest over a period of approximately four years. The amount of future stock option compensation expense could be affected by any future option grants or by any option holders leaving the Company before their grants are fully vested. Net Loss Per Share of Common Stock Basic net loss per share is computed by dividing net loss attributable to common stockholders by the weighted average number of common shares outstanding during the period. Diluted net earnings per share reflects the potential dilution that could occur if securities or other instruments to issue common stock were exercised or converted into common stock. Potentially dilutive securities are excluded from the computation of diluted net loss per share as their inclusion would be anti-dilutive and consist of the following: March 31, March 31, 2016 2015 Warrants 8,064,716 7,936,391 Options 5,376,995 3,340,959 Totals 13,441,711 11,277,350

Accrued Liabilities

Accrued Liabilities	3 Months Ended
	Mar. 31, 2016
Accrued Liabilities [Abstract]
Accrued Liabilities	Note 4 - Accrued Liabilities Accrued liabilities consist of: As of As of March 31, 2016 December 31, 2015 Lab services & supplies $ 14,632 $ 72,044 Professional fees 45,864 48,265 Consultant fees 2,500 15,495 Interest 19,700 17,826 Amortization - 2,083 Total accrued liabilities $ 82,696 $ 155,713

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2016
Commitments and Contingencies [Abstract]
Commitments and Contingencies	Note 5 - Commitments and Contingencies Litigations, Claims and Assessments The Company may from time to time be party to litigation and subject to claims incident to the ordinary course of business. As the Company grows and gains prominence in the marketplace it may become party to an increasing number of litigation matters and claims. The outcome of litigation and claims cannot be predicted with certainty, and the resolution of these matters could materially affect the Company’s future results of operations, cash flows or financial position. The Company is not currently a party to any legal proceedings. Operating Lease The Company is a party to a lease agreement for a laboratory facility. The laboratory space is leased on a month-to-month basis and is part of a shared facility in Menlo Park, California. Rent expense was $34,396 and $19,015 for the three months ended March 31, 2016 and 2015, respectively. Rent expense for the three months ended March 31, 2015 included $5,700 for a previous laboratory space in Pasadena, California.

Stockholders' Equity

Stockholders' Equity	3 Months Ended
	Mar. 31, 2016
Stockholders' Equity [Abstract]
Stockholders' Equity	Note 6 - Stockholders’ Equity Stock Options The Company has one incentive stock plan, the Amended and Restated 2011 Equity Incentive Plan (the “2011 Plan”), and has granted stock options to employees, non-employee directors and consultants from the 2011 Plan. Options granted under the 2011 Plan may be Incentive Stock Options or Non-statutory Stock Options, as determined by the Administrator at the time of grant. In January 2016 the Company issued a warrant to purchase 125,000 shares of the Company’s common stock to an investor relations firm as partial compensation for consulting services it will provide to us over a two year period. Pursuant to applicable policies of the TSX-V, the shares issuable under the warrant will be counted against the limit of shares authorized for issuance under the 2011 Plan, notwithstanding that the warrant was not issued under the 2011 Plan. After giving effect to this limitation there are 1,665,572 shares remaining available for issuance under the 2011 Plan at March 31, 2016. During the three months ended March 31, 2016, the Company granted stock options to employees to purchase 1,696,000 shares of the Company’s common stock. The stock options had exercise prices that ranged from $1.10 to $1.55 per share, are subject to vesting over four years, have terms of ten years and have an aggregate grant date fair value of approximately $1,418,000. The Company recorded $123,646 and $145,514 of stock based compensation in the three months ended March 31, 2016 and 2015, respectively. The following table represents stock option activity for the three months ended March 31, 2016: Weighted Average Stock Options Exercise Price Fair Value Contractual Aggregate Outstanding Exercisable Outstanding Exercisable Vested Life (Years) Intrinsic Value Balance – December 31, 2015 3,724,083 1,963,948 $ 0.67 $ 0.34 $ 0.34 7.09 $ - Granted 1,696,000 - 1.50 - - 6.25 - Exercised (16,650 ) (10,000 ) - - - - - Cancelled (26,438 ) - - - - - - Balance – March 31, 2016 5,376,995 2,093,179 $ 0.90 $ 0.35 $ 0.35 7.68 $ 3,307,919 The table above includes (i) 724,498 options granted to agents that took part in the IPO in the outstanding and exercisable balances and (ii) 6,650 options exercised by agents that took part in the IPO in exercised balance. All other balances are for employees and consultants. Agent’s Compensation Options In connection with the closing of its Initial Public Offering (“IPO”) in January 2015 the Company issued 786,696 compensation options (“Compensation Options”) to the agents that took part in the offering. Each Compensation Option is exercisable for a unit consisting of one share of common stock and one-half of one common stock purchase warrant at an exercise price of $1.00 per unit. The Compensation Options expire on July 6, 2016. Each whole warrant issuable upon exercise of Compensation Options is exercisable to acquire one share of common stock at an exercise price of $2.00 per share at any time up to January 6, 2017, subject to the Company’s right to accelerate the expiration time of the warrants if at any time the volume-weighted average trading price of its common stock is equal to or exceeds $3.00 per share for twenty (20) consecutive trading days. Because the Compensation Options are considered a cost of the IPO, the resulting value is recognized as both an increase and decrease to the equity section of the accompanying condensed balance sheets. During the three months ended March 31, 2016, two agents that took part in the Company’s IPO exercised a total of 6,650 Compensation Options for cash proceeds of $6,650. As of March 31, 2016, 724,498 Compensation Options were outstanding. The following table summarizes information on stock options outstanding and exercisable as of March 31, 2016: Exercise Number Weighted Weighted Number Weighted Price Outstanding Contractual Term Exercise Price Exercisable Exercise Price $ 0.05 72,876 6.01 years $ 0.05 72,876 $ 0.05 $ 0.26 1,024,810 8.03 years $ 0.26 803,909 $ 0.26 $ 0.73 1,475,687 8.63 years $ 0.73 491,896 $ 0.73 $ 1.00 1,037,622 3.00 years $ 1.00 724,498 $ 1.00 $ 1.10 10,000 9.78 years $ 1.10 - $ 1.10 $ 1.17 70,000 9.62 years $ 1.17 - $ 1.17 $ 1.22 190,000 9.85 years $ 1.22 - $ 1.22 $ 1.50 40,000 9.92 years $ 1.50 - $ 1.50 $ 1.55 1,456,000 9.94 years $ 1.55 - $ 1.55 Totals 5,376,995 2,093,179 Warrants In January 2016 we issued a warrant to purchase 125,000 shares of the Company’s common stock to an investor relations firm as partial compensation for consulting services it will provide to us over a two year period. The warrant is exercisable at $1.15 per share, has a term of three years and is subject to vesting over the two year service period. During the three months ended March 31, 2016, the Company issued 3,325 common stock purchase warrants to agents that exercised their Compensation Options. The warrants are exercisable through January 6, 2017 at a price of $2.00 per share. The warrants are subject to the Company’s right to accelerate the expiration time of the warrants if at any time the volume-weighted average trading price of its common stock is equal to, or exceeds, $3.00 per share for twenty (20) consecutive trading days. As of March 31, 2016, the Company has 8,064,716 warrants outstanding and exercisable to purchase common stock. Such warrants have a weighted average exercise price of $1.79, a weighted average remaining contractual life of 1.6 years and an aggregate intrinsic value of $1,237,954.

Related Party Transactions

Related Party Transactions	3 Months Ended
	Mar. 31, 2016
Related Party Transactions [Abstract]
Related Party Transactions	Note 7 - Related Party Transactions Two of the Company’s directors, Pinchas Cohen and Nir Barzilai, provide consulting services to the Company pursuant to agreements that provide for annual compensation to each director of $42,000. Each agreement provides for an annual service term and can be extended by mutual consent of both parties. The service terms under the agreements expired in 2015. The Company continues to compensate Dr. Cohen and Dr. Barzilai for their ongoing services under the terms of the original agreements, as discussions about new agreements proceed. Payments of $10,500 were made to each Director during each of the three months ended March 31, 2016 and 2015. As of March 31, 2016 and December 31, 2015, no amounts were owed to either Director.

Subsequent Events

Subsequent Events	3 Months Ended
	Mar. 31, 2016
Subsequent Events [Abstract]
Subsequent Events	Note 8 - Subsequent Events Management has evaluated subsequent events to determine if events or transactions occurring through the date on which the condensed financial statements were issued require adjustment or disclosure in the Company’s condensed financial statements. In April and May 2016, an aggregate total of 419,588 Compensation Options were exercised for cash proceeds of $419,588.

Summary of Significant Accoun14

Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2016
Summary of Significant Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation All amounts are presented in U.S. Dollars.
Use of Estimates	Use of Estimates The preparation of 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 liabilities at dates of the financial statements and the reported amounts of revenue and expenses during the periods. Actual results could differ from these estimates. The Company’s significant estimates and assumptions include the fair value of financial instruments, stock-based compensation, debt discount and the valuation allowance relating to the Company’s deferred tax assets.
Investments	Investments Investments consist of U.S. Treasury Bills of $4,008,125, which are classified as held-to-maturity, and Certificates of Deposit of $746,193. The Company determines the appropriate balance sheet classification of its investments at the time of purchase and evaluates the classification at each balance sheet date. All of the Company’s U.S. Treasury Bills mature within the next twelve months. Unrealized gains and losses are de minimis
Fair Value of Financial Instruments	Fair Value of Financial Instruments The Company measures the fair value of financial assets and liabilities based on the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The Company utilizes three levels of inputs that may be used to measure fair value: Level 1 - quoted prices in active markets for identical assets or liabilities Level 2 - quoted prices for similar assets and liabilities in active markets or inputs that are observable Level 3 - inputs that are unobservable (for example, cash flow modeling inputs based on assumptions) The carrying amounts of cash, marketable securities, accounts payable, accrued liabilities and short-term debt approximate fair value due to the short-term nature of these instruments. The amount of long-term debt included in the accompanying condensed balance sheets approximates its fair value.
Share-Based Payment	Share-Based Payment The Company accounts for share-based payments using the fair value method. For employees and directors, the fair value of the award is measured, as discussed below, on the grant date. For non-employees, fair value is generally valued based on the fair value of the services provided or the fair value of the equity instruments on the measurement date, whichever is more readily determinable and re-measured on each financial reporting dates until the service is complete. The Company has granted stock options at exercise prices equal to the higher of (i) the closing price of the Company’s common stock as reported on the OTCQX marketplace or (ii) the closing price of the Company’s common stock as reported by the TSX Venture Exchange on the date of grant. The weighted-average fair value of options and warrants has been estimated on the date of grant using the Black-Scholes pricing model. The fair value of each instrument is estimated on the date of grant utilizing certain assumptions for a risk free interest rate, volatility and expected remaining lives of the awards. Since the Company has a limited history of being publicly traded, the fair value of stock-based payment awards issued was estimated using a volatility derived from an index of comparable entities. The assumptions used in calculating the fair value of share-based payment awards represent management’s best estimates, but these estimates involve inherent uncertainties and the application of management judgment. As a result, if factors change and the Company uses different assumptions, the Company’s stock-based compensation expense could be materially different in the future. In addition, the Company is required to estimate the expected forfeiture rate and only recognize expense for those shares expected to vest. In estimating the Company’s forfeiture rate, the Company analyzed its historical forfeiture rate, the remaining lives of unvested options, and the number of vested options as a percentage of total options outstanding. If the Company’s actual forfeiture rate is materially different from its estimate, or if the Company reevaluates the forfeiture rate in the future, the stock-based compensation expense could be significantly different from what the Company has recorded in the current period. The weighted-average Black-Scholes assumptions are as follows: For the Three Months Ended March 31, 2016 2015 Expected life 6 years 2 years Risk free interest rate 1.27 % 0.71 % Expected volatility 79 % 80 % Expected dividend yield 0 % 0 % Forfeiture rate 0 % 0 % As of March 31, 2016, total unrecognized stock option compensation expense is $1,043,216, which will be recognized as those options vest over a period of approximately four years. The amount of future stock option compensation expense could be affected by any future option grants or by any option holders leaving the Company before their grants are fully vested.
Net Loss Per Share of Common Stock	Net Loss Per Share of Common Stock Basic net loss per share is computed by dividing net loss attributable to common stockholders by the weighted average number of common shares outstanding during the period. Diluted net earnings per share reflects the potential dilution that could occur if securities or other instruments to issue common stock were exercised or converted into common stock. Potentially dilutive securities are excluded from the computation of diluted net loss per share as their inclusion would be anti-dilutive and consist of the following: March 31, March 31, 2016 2015 Warrants 8,064,716 7,936,391 Options 5,376,995 3,340,959 Totals 13,441,711 11,277,350

Summary of Significant Accoun15

Summary of Significant Accounting Policies (Tables)	3 Months Ended
	Mar. 31, 2016
Summary of Significant Accounting Policies [Abstract]
Schedule of weighted-average Black-Scholes assumptions	For the Three Months Ended March 31, 2016 2015 Expected life 6 years 2 years Risk free interest rate 1.27 % 0.71 % Expected volatility 79 % 80 % Expected dividend yield 0 % 0 % Forfeiture rate 0 % 0 %
Schedule of antidilutive securities excluded from computation of earnings per share	March 31, March 31, 2016 2015 Warrants 8,064,716 7,936,391 Options 5,376,995 3,340,959 Totals 13,441,711 11,277,350

Accrued Liabilities (Tables)

Accrued Liabilities (Tables)	3 Months Ended
	Mar. 31, 2016
Accrued Liabilities [Abstract]
Schedule of accrued liabilities	As of As of March 31, 2016 December 31, 2015 Lab services & supplies $ 14,632 $ 72,044 Professional fees 45,864 48,265 Consultant fees 2,500 15,495 Interest 19,700 17,826 Amortization - 2,083 Total accrued liabilities $ 82,696 $ 155,713

Stockholders' Equity (Tables)

Stockholders' Equity (Tables)	3 Months Ended
	Mar. 31, 2016
Stockholders' Equity [Abstract]
Schedule of stock option activity	Weighted Average Stock Options Exercise Price Fair Value Contractual Aggregate Outstanding Exercisable Outstanding Exercisable Vested Life (Years) Intrinsic Value Balance – December 31, 2015 3,724,083 1,963,948 $ 0.67 $ 0.34 $ 0.34 7.09 $ - Granted 1,696,000 - 1.50 - - 6.25 - Exercised (16,650 ) (10,000 ) - - - - - Cancelled (26,438 ) - - - - - - Balance – March 31, 2016 5,376,995 2,093,179 $ 0.90 $ 0.35 $ 0.35 7.68 $ 3,307,919
Schedule of stock options outstanding and exercisable	Exercise Number Weighted Weighted Number Weighted Price Outstanding Contractual Term Exercise Price Exercisable Exercise Price $ 0.05 72,876 6.01 years $ 0.05 72,876 $ 0.05 $ 0.26 1,024,810 8.03 years $ 0.26 803,909 $ 0.26 $ 0.73 1,475,687 8.63 years $ 0.73 491,896 $ 0.73 $ 1.00 1,037,622 3.00 years $ 1.00 724,498 $ 1.00 $ 1.10 10,000 9.78 years $ 1.10 - $ 1.10 $ 1.17 70,000 9.62 years $ 1.17 - $ 1.17 $ 1.22 190,000 9.85 years $ 1.22 - $ 1.22 $ 1.50 40,000 9.92 years $ 1.50 - $ 1.50 $ 1.55 1,456,000 9.94 years $ 1.55 - $ 1.55 Totals 5,376,995 2,093,179

Management's Liquidity Plans (D

Management's Liquidity Plans (Details) - USD ($)	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015	Dec. 31, 2015
Management's Lquidity Plans (Textual)
Working capital	$ 8,612,938
Stockholders' equity	8,728,676		$ 9,812,079
Net loss	$ (1,216,300)	$ (781,265)

Summary of Significant Accoun19

Summary of Significant Accounting Policies (Details)	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Schedule of weighted-average Black-Scholes assumptions
Expected life	6 years	2 years
Risk free interest rate	1.27%	0.71%
Expected volatility	79.00%	80.00%
Expected dividend yield	0.00%	0.00%
Forfeiture rate	0.00%	0.00%

Summary of Significant Accoun20

Summary of Significant Accounting Policies (Details 1) - shares	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Schedule of antidilutive securities excluded from computation of earnings per share
Antidilutive securities excluded from computation of earnings per share, Amount	13,441,711	11,277,350
Warrants
Schedule of antidilutive securities excluded from computation of earnings per share
Antidilutive securities excluded from computation of earnings per share, Amount	8,064,716	7,936,391
Options
Schedule of antidilutive securities excluded from computation of earnings per share
Antidilutive securities excluded from computation of earnings per share, Amount	5,376,995	3,340,959

Summary of Significant Accoun21

Summary of Significant Accounting Policies (Details Textual)	3 Months Ended
	Mar. 31, 2016USD ($)
Summary of significant accounting policies (Textual)
Unrecognized stock option compensation expense	$ 1,043,216
Recognized options vest over period	4 years
U.S. Treasury Bills	$ 4,008,125
Certificates of Deposit	$ 746,193

Accrued Liabilities (Details)

Accrued Liabilities (Details) - USD ($)	Mar. 31, 2016	Dec. 31, 2015
Schedule of accrued liabilities
Lab services & supplies	$ 14,632	$ 72,044
Professional fees	45,864	48,265
Consultant fees	2,500	15,495
Interest	$ 19,700	17,826
Amortization		2,083
Total accrued liabilities	$ 82,696	$ 155,713

Commitments and Contingencies (

Commitments and Contingencies (Details) - USD ($)	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Commitments and Contingencies (Textual)
Rent expense	$ 34,396	$ 19,015
Rent expense for space		$ 5,700

Stockholders' Equity (Details)

Stockholders' Equity (Details) - Stock Options [Member]	3 Months Ended
	Mar. 31, 2016USD ($)$ / sharesshares
Stock Options Outstanding
Balance - December 31, 2015 | shares	3,724,083
Granted | shares	1,696,000
Exercised | shares	(16,650)
Cancelled | shares	(26,438)
Balance - March 31, 2016 | shares	5,376,995
Stock Options Exercisable
Balance - December 31, 2015 | shares	1,963,948
Granted | shares
Exercised | shares	(10,000)
Cancelled | shares
Balance - March 31, 2016 | shares	2,093,179
Weighted Average Exercise Price Outstanding
Balance - December 31, 2015	$ 0.67
Granted	$ 1.50
Exercised
Cancelled
Balance - March 31, 2016	$ 0.90
Weighted Average Exercise Price Exercisable
Balance - December 31, 2015	$ 0.34
Granted
Exercised
Cancelled
Balance - March 31, 2016	$ 0.35
Weighted Average Fair Value Vested
Balance - December 31, 2015	$ 0.34
Granted
Exercised
Cancelled
Balance - March 31, 2016	$ 0.35
Weighted Average Contractual Life (Years)
Balance - December 31, 2015	7 years 1 month 2 days
Granted	6 years 3 months
Balance - March 31, 2016	7 years 8 months 5 days
Aggregate Intrinsic Value
Balance - December 31, 2015 | $
Granted | $
Exercised | $
Cancelled | $
Balance - March 31, 2016 | $	$ 3,307,919

Stockholders' Equity (Details 1

Stockholders' Equity (Details 1)	3 Months Ended
	Mar. 31, 2016$ / sharesshares
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Stock Options Number Outstanding	5,376,995
Stock Options Number Exercisable	2,093,179
Exercise Price 0.05 [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Stock Options Number Outstanding	72,876
Stock Options Outstanding Weighted Average Remaining Contractual Term	6 years 4 days
Stock Options Outstanding Weighted Average Exercise Price | $ / shares	$ 0.05
Stock Options Number Exercisable	72,876
Stock Options Exercisable Weighted Average Exercise Price | $ / shares	$ 0.05
Exercise Price 0.26 [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Stock Options Number Outstanding	1,024,810
Stock Options Outstanding Weighted Average Remaining Contractual Term	8 years 11 days
Stock Options Outstanding Weighted Average Exercise Price | $ / shares	$ 0.26
Stock Options Number Exercisable	803,909
Stock Options Exercisable Weighted Average Exercise Price | $ / shares	$ 0.26
Exercise Price 0.73 [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Stock Options Number Outstanding	1,475,687
Stock Options Outstanding Weighted Average Remaining Contractual Term	8 years 7 months 17 days
Stock Options Outstanding Weighted Average Exercise Price | $ / shares	$ 0.73
Stock Options Number Exercisable	491,896
Stock Options Exercisable Weighted Average Exercise Price | $ / shares	$ 0.73
Exercise Price 1.00 [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Stock Options Number Outstanding	1,037,622
Stock Options Outstanding Weighted Average Remaining Contractual Term	3 years
Stock Options Outstanding Weighted Average Exercise Price | $ / shares	$ 1
Stock Options Number Exercisable	724,498
Stock Options Exercisable Weighted Average Exercise Price | $ / shares	$ 1
Exercise Price 1.10 [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Stock Options Number Outstanding	10,000
Stock Options Outstanding Weighted Average Remaining Contractual Term	9 years 9 months 11 days
Stock Options Outstanding Weighted Average Exercise Price | $ / shares	$ 1.10
Stock Options Number Exercisable
Stock Options Exercisable Weighted Average Exercise Price | $ / shares	$ 1.10
Exercise Price 1.17 [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Stock Options Number Outstanding	70,000
Stock Options Outstanding Weighted Average Remaining Contractual Term	9 years 7 months 13 days
Stock Options Outstanding Weighted Average Exercise Price | $ / shares	$ 1.17
Stock Options Number Exercisable
Stock Options Exercisable Weighted Average Exercise Price | $ / shares	$ 1.17
Exercise Price 1.22 [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Stock Options Number Outstanding	190,000
Stock Options Outstanding Weighted Average Remaining Contractual Term	9 years 10 months 6 days
Stock Options Outstanding Weighted Average Exercise Price | $ / shares	$ 1.22
Stock Options Number Exercisable
Stock Options Exercisable Weighted Average Exercise Price | $ / shares	$ 1.22
Exercise Price 1.50 [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Stock Options Number Outstanding	40,000
Stock Options Outstanding Weighted Average Remaining Contractual Term	9 years 11 months 1 day
Stock Options Outstanding Weighted Average Exercise Price | $ / shares	$ 1.50
Stock Options Number Exercisable
Stock Options Exercisable Weighted Average Exercise Price | $ / shares	$ 1.50
Exercise Price 1.55 [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Stock Options Number Outstanding	1,456,000
Stock Options Outstanding Weighted Average Remaining Contractual Term	9 years 11 months 9 days
Stock Options Outstanding Weighted Average Exercise Price | $ / shares	$ 1.55
Stock Options Number Exercisable
Stock Options Exercisable Weighted Average Exercise Price | $ / shares	$ 1.55

Stockholders' Equity (Details T

Stockholders' Equity (Details Textual) - USD ($)	1 Months Ended	3 Months Ended
	Jan. 31, 2015	Mar. 31, 2016	Mar. 31, 2015	Jan. 31, 2016
Stockholders' Equity (Textual)
Proceeds from exercise options		$ 2,600
Stock-based compensation		$ 123,646	$ 145,514
Warrants
Stockholders' Equity (Textual)
Warrants outstanding, description		The warrants are exercisable through January 6, 2017 at a price of $2.00 per share. The warrants are subject to the Company's right to accelerate the expiration time of the warrants if at any time the volume-weighted average trading price of its common stock is equal to, or exceeds, $3.00 per share for twenty (20) consecutive trading days.
Warrant weighted average exercise price		$ 1.79		$ 1.15
Weighted average remaining contractual life, warrant		1 year 7 months 6 days
Aggregate intrinsic value, warrant		$ 1,237,954
Warrants outstanding and exercisable to purchase		8,064,716		125,000
Stock Options [Member]
Stockholders' Equity (Textual)
Warrants outstanding and exercisable to purchase				125,000
Number of options granted to agents		724,498
Options exercised		(16,650)
Stock option granted to employee		1,696,000
Stock option aggregate grant fair value		$ 1,418,000
Stock Options [Member] | Agents [Member] | IPO [Member]
Stockholders' Equity (Textual)
Options exercised		6,650
Stock Options [Member] | Maximum [Member]
Stockholders' Equity (Textual)
Exercise prices of stock option		$ 1.55
Stock Options [Member] | Minimum [Member]
Stockholders' Equity (Textual)
Exercise prices of stock option		$ 1.10
Stock Options [Member] | 2011 Plan [Member]
Stockholders' Equity (Textual)
Remaining options to be issued		1,665,572
Compensation Options [Member]
Stockholders' Equity (Textual)
Warrants outstanding, description	The Compensation Options expire on July 6, 2016. Each whole warrant issuable upon exercise of Compensation Options is exercisable to acquire one share of common stock at an exercise price of $2.00 per share at any time up to January 6, 2017, subject to the Company's right to accelerate the expiration time of the warrants if at any time the volume-weighted average trading price of its common stock is equal to or exceeds $3.00 per share for twenty (20) consecutive trading days.
Option granted exercise price	$ 1
Number of options granted to agents	786,696	724,498
Options exercised		6,650
Warrant exercise price per share	$ 2
Compensation Options [Member] | Warrants
Stockholders' Equity (Textual)
Warrants outstanding and exercisable to purchase		3,325
Compensation Options [Member] | Agents [Member]
Stockholders' Equity (Textual)
Proceeds from exercise options		$ 6,650

Related Party Transactions (Det

Related Party Transactions (Details) - Director [Member] - USD ($)	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Related Party Transactions (Textual)
Annual compensation	$ 42,000
Payments made to Director	$ 10,500	$ 10,500

Subsequent Events (Details)

Subsequent Events (Details) - USD ($)	1 Months Ended		3 Months Ended
	May. 31, 2016	Apr. 30, 2016	Mar. 31, 2016
Warrant [Member]
Subsequent Events (Textual)
Warrants exercised			110,274
Proceeds from exercise of warrants			$ 220,548
Subsequent Event [Member] | Stock Options [Member]
Subsequent Events (Textual)
Compensation options exercised, shares		419,588
Proceeds from exercise of unit options	$ 419,588