Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | ||
Sep. 30, 2023 | Feb. 14, 2024 | Mar. 31, 2023 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Sep. 30, 2023 | ||
Document Transition Report | false | ||
Entity File Number | 000-54986 | ||
Entity Registrant Name | ARCH THERAPEUTICS, INC. | ||
Entity Incorporation, State or Country Code | NV | ||
Entity Tax Identification Number | 46-0524102 | ||
Entity Address, Address Line One | 235 Walnut Street, Suite 6 | ||
Entity Address, City or Town | Framingham | ||
Entity Address, State or Province | MA | ||
Entity Address, Postal Zip Code | 01702 | ||
City Area Code | 617 | ||
Local Phone Number | 431-2313 | ||
Title of 12(g) Security | Common Stock, par value $0.001 per share | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | false | ||
Document Financial Statement Error Correction [Flag] | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 4,000,000 | ||
Entity Common Stock, Shares Outstanding (in shares) | 4,742,363 | ||
Auditor Firm ID | 572 | ||
Auditor Name | Weinberg & Company, P.A. | ||
Auditor Location | Los Angeles, California | ||
Entity Central Index Key | 0001537561 | ||
Current Fiscal Year End Date | --09-30 | ||
Document Fiscal Year Focus | 2023 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) shares in Thousands | Sep. 30, 2023 | Sep. 30, 2022 |
Current assets: | ||
Cash | $ 222,720 | $ 746,940 |
Inventory | 1,364,504 | 1,414,848 |
Prepaid expenses and other current assets | 362,866 | 436,407 |
Total current assets | 1,950,090 | 2,598,195 |
Long-term assets: | ||
Property and equipment, net | 4,599 | 2,044 |
Other assets | 3,500 | 3,500 |
Total long-term assets | 8,099 | 5,544 |
Total assets | 1,958,189 | 2,603,739 |
Current liabilities: | ||
Accounts payable | 2,304,207 | 1,328,000 |
Accrued expenses and other liabilities | 467,496 | 318,505 |
Accrued interest, current portion | 823,128 | 127,781 |
Derivative liability, current portion | 0 | 748,275 |
Total current liabilities | 9,465,921 | 3,320,494 |
Long-term liabilities: | ||
Accrued interest, long-term | 0 | 204,575 |
Derivative liability, long-term | 0 | 459,200 |
Total long-term liabilities | 0 | 3,476,048 |
Total liabilities | 9,465,921 | $ 6,796,542 |
Commitments and Contingencies | ||
Stockholders’ equity (deficit): | ||
Preferred Stock, Shares Issued (in shares) | 0 | 0 |
Preferred stock, $0.001 par value, 5,000,000 shares authorized, none issued and outstanding as of September 30, 2023 and 2022 | $ 0 | $ 0 |
Common stock, $0.001 par value, 350,000,000 and 4,000,000 shares authorized as of September 30, 2023 and 2022, 4,689,446 and 1,252,734 shares issued and outstanding as of September 30, 2023 and 2022 | 4,689 | 1,252 |
Additional paid-in capital | 54,543,188 | 50,878,718 |
Accumulated deficit | (62,055,609) | (55,072,773) |
Total stockholders’ deficit | (7,507,732) | (4,192,803) |
Total liabilities and stockholders’ deficit | 1,958,189 | 2,603,739 |
Insurance Premium Financing [Member] | ||
Current liabilities: | ||
Insurance premium financing | 243,285 | 247,933 |
Senior Secured Convertible Notes [Member] | ||
Current liabilities: | ||
Current Portion of convertible note | 3,519,103 | 0 |
Long-term liabilities: | ||
Noncurrent portion of convertible note | 0 | 1,662,492 |
Unsecured Convertible Notes [Member] | ||
Current liabilities: | ||
Current Portion of convertible note | 1,658,702 | 0 |
Long-term liabilities: | ||
Noncurrent portion of convertible note | 0 | 699,781 |
Convertible Notes Payable Series Two [Member] | ||
Current liabilities: | ||
Current Portion of convertible note | 450,000 | 550,000 |
Long-term liabilities: | ||
Convertible notes payable, Series 2, unsecured, long-term | $ 0 | $ 450,000 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - $ / shares | Sep. 30, 2023 | Sep. 30, 2022 |
Preferred Stock, Par or Stated Value Per Share (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred Stock, Shares Issued (in shares) | 0 | 0 |
Preferred Stock, Shares Outstanding (in shares) | 0 | 0 |
Common Stock, Par Value (in dollars per share) | $ 0.001 | $ 0.001 |
Common Stock, Shares Authorized (in shares) | 350,000,000 | 4,000,000 |
Common stock, shares issued (in shares) | 4,689,446 | 1,252,734 |
Common Stock, Shares, Outstanding, Ending Balance (in shares) | 4,689,446 | 1,252,734 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Revenue | $ 75,724 | $ 15,652 |
Operating expenses: | ||
Cost of revenues | 78,163 | 51,489 |
Selling, general and administrative expenses | 4,371,164 | 4,519,636 |
Research and development expenses | 670,880 | 1,153,333 |
Total costs and expenses | 5,120,207 | 5,724,458 |
Loss from operations | (5,044,483) | (5,708,806) |
Other income (expense): | ||
Interest expense | (3,096,550) | (567,048) |
Change in fair value of derivative liability | 1,158,197 | 1,000,000 |
Total other expense, net | (1,938,353) | 432,952 |
Net loss | $ (6,982,836) | $ (5,275,854) |
Loss per share - basic and diluted | ||
Net loss per common share - basic and diluted (in dollars per share) | $ (2.27) | $ (4.4) |
Weighted common shares - basic and diluted (in shares) | 3,074,115 | 1,199,575 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Deficit - USD ($) | Preferred Stock [Member] | Common Stock [Member] Stock and Warrants Issued With Conversion [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] Stock and Warrants Issued With Conversion [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Stock and Warrants Issued With Conversion [Member] | Total |
Balance (in shares) at Sep. 30, 2021 | 0 | 1,186,901 | ||||||
Balance at Sep. 30, 2021 | $ 0 | $ 1,186 | $ 48,770,059 | $ (49,796,919) | $ (1,025,674) | |||
Net loss | $ 0 | $ 0 | 0 | (5,275,854) | (5,275,854) | |||
Issuance of common stock and warrants, net of financing costs (in shares) | 0 | 63,833 | ||||||
Issuance of common stock and warrants, net of financing costs | $ 0 | $ 64 | 1,609,077 | 0 | 1,609,141 | |||
Stock-based compensation expense | $ 0 | $ 0 | 499,584 | 0 | 499,584 | |||
Vesting of restricted stock issued (in shares) | 0 | 2,000 | ||||||
Vesting of restricted stock issued | $ 0 | $ 2 | (2) | 0 | 0 | |||
Balance (in shares) at Sep. 30, 2022 | 0 | 1,252,734 | ||||||
Balance at Sep. 30, 2022 | $ 0 | $ 1,252 | 50,878,718 | (55,072,773) | (4,192,803) | |||
Net loss | $ 0 | $ 0 | 0 | (6,982,836) | (6,982,836) | |||
Issuance of common stock and warrants, net of financing costs (in shares) | 0 | 20,210 | 3,344,321 | |||||
Issuance of common stock and warrants, net of financing costs | $ 0 | $ 20 | $ 3,345 | $ 440,297 | 2,206,495 | 0 | $ 440,317 | 2,209,840 |
Exchange of Convertible notes into common stock (in shares) | 0 | 59,912 | ||||||
Exchange of Convertible notes into common stock | $ 0 | $ 60 | 718,858 | 0 | 718,918 | |||
Exchange of warrants into common stock (in shares) | 0 | 12,019 | ||||||
Exchange of warrants into common stock | $ 0 | $ 12 | 49,265 | 49,277 | ||||
Stock-based compensation expense | $ 0 | $ 0 | 249,555 | 0 | 249,555 | |||
Balance (in shares) at Sep. 30, 2023 | 0 | 4,689,446 | ||||||
Balance at Sep. 30, 2023 | $ 0 | $ 4,689 | $ 54,543,188 | $ (62,055,609) | $ (7,507,732) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Cash flows from operating activities: | ||
Net loss | $ (6,982,836) | $ (5,275,854) |
Adjustments to reconcile net loss to cash used in operating activities: | ||
Depreciation | 1,966 | 3,196 |
Stock-based compensation | 249,555 | 499,583 |
Change in fair value of derivative liability | (1,158,197) | (1,000,000) |
Inventory obsolescence charge | 0 | 248,073 |
Accretion of discount and debt issuance costs on 2022 Notes and Unsecured convertible notes | 2,310,860 | 302,049 |
Changes in operating assets and liabilities: | ||
Inventory | 50,344 | (569,156) |
Prepaid expenses and other current assets | 421,091 | 225,124 |
Accounts payable | 976,207 | 846,869 |
Accrued interest | 659,690 | 265,000 |
Accrued expenses and other liabilities | 97,104 | (959) |
Net cash used in operating activities | (3,374,216) | (4,456,075) |
Cash flows from investing activities: | ||
Purchases of property and equipment | 4,521 | 0 |
Net cash used in investing activities | (4,521) | 0 |
Cash flows from financing activities: | ||
Repayment of insurance premium financing | (350,322) | (106,257) |
Proceeds received from senior secured convertible notes, net of financing costs | 0 | 3,042,633 |
Proceeds from unsecured convertible notes | 995,000 | 0 |
Proceeds from issued common stock and warrants, net of financing costs | 2,209,839 | 0 |
Net cash provided by financing activities | 2,854,517 | 2,936,376 |
Net (decrease) increase in cash | (524,220) | (1,519,699) |
Cash, beginning of year | 746,940 | 2,266,639 |
Cash, end of period | 222,720 | 746,940 |
Non-cash financing activities: | ||
Financing of insurance premium | 347,550 | 354,190 |
Issuance of restricted stock | 8,959 | |
Exchange of Series 2 Convertible Notes into Senior Secured Notes (See Note 10) | 0 | 699,781 |
Issuance of restricted stock in consideration for services performed | 0 | 30,840 |
Unpaid issuance costs in accounts Payable | 110,576 | 73,048 |
Inducement Shares 2022 [Member] | ||
Non-cash financing activities: | ||
Inducement shares issued | 314,523 | |
Warrant 2022 [Member] | ||
Non-cash financing activities: | ||
Fair value of warrants | 1,470,133 | |
Issued With Notes Payable [Member] | ||
Non-cash financing activities: | ||
Fair value of warrants | 1,159,247 | 0 |
Common Stock Warrants [Member] | ||
Non-cash financing activities: | ||
Inducement shares issued | 49,277 | 0 |
Placement Agent Warrant 2022 [Member] | ||
Non-cash financing activities: | ||
Fair value of warrants | $ 0 | $ 219,894 |
Insider Trading Arrangements
Insider Trading Arrangements | 12 Months Ended |
Sep. 30, 2023 | |
Insider Trading Arr Line Items | |
Material Terms of Trading Arrangement [Text Block] | 9B. OTHER INFORMATION None. |
Rule 10b5-1 Arrangement Adopted [Flag] | false |
Non-Rule 10b5-1 Arrangement Adopted [Flag] | false |
Rule 10b5-1 Arrangement Terminated [Flag] | false |
Non-Rule 10b5-1 Arrangement Terminated [Flag] | false |
Note 1 - Description of Busines
Note 1 - Description of Business | 12 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Business Description and Basis of Presentation [Text Block] | 1. DESCRIPTION OF BUSINESS Arch Therapeutics, Inc. (together with its subsidiary, the “Company” or “Arch”) is a biotechnology company developing and marketing a products based on our innovative AC5® self-assembling technology platform. Arch is the result of the merger (the “Merger”) of three entities on June 26, 2013, previously known as Arch Biosurgery, Inc., Almah, Inc., and Arch Acquisition Corporation, respectively. Arch Biosurgery, Inc. (ABS) is a biotechnology company that was incorporated under the laws of the Commonwealth of Massachusetts on March 6, 2006 as Clear Nano Solutions, Inc., and changed its name from Clear Nano Solutions, Inc. to Arch Therapeutics, Inc. on April 7, 2008, and, as part of the Merger transaction, changed its name from Arch Therapeutics, Inc. to Arch Biosurgery. Almah, Inc., was incorporated under the laws of the State of Nevada on September 16, 2009 and, as part of the Merger transaction, changed its name to Arch Therapeutics, Inc. and abandoned both its prior business plan and operations in order to adopt those of ABS. Arch Acquisition Corporation, or Merger Sub, was a wholly owned subsidiary of Almah, Inc., formed for the purpose of the Merger transaction, pursuant to which Merger Sub merged with and into ABS, and ABS thereafter became the wholly owned subsidiary of the Company. The ticker symbol under which its Common Stock trades changed from “AACH” to “ARTH”, accordingly. The Company’s principal offices are located in Framingham, Massachusetts. We believe these that our products can be important advances in the field of stasis and barrier applications, which includes managing wounds created during surgery, trauma or interventional care, or from disease; stopping bleeding (hemostasis); and controlling leaking (sealant). We have recently devoted a substantial part of our operational effort to the market adoption and commercial sales of AC5 Advanced Wound System, our first product. Our goal is to make care faster and safer for patients by providing products for use on external wounds, which we refer to as Dermal Sciences applications, and products for use inside the body, which we refer to as BioSurgery applications. Going Concern The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities and commitments in the normal course of business. The Company has not yet generated sufficient revenues to fund operations and relies on issuance of debt and equity instruments to generate working capital. As reflected in the accompanying financial statements, for the year ended September 30, 2023, the Company recorded a net loss of $6,982,836 and used cash in operations of $3,374,216. These factors raise substantial doubt about the Company’s ability to continue as a going concern within one year of the date that the financial statements are issued. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. In evaluating the going concern position of the Company, management has considered potential funding providers and believes that financing to fund future operations could be provided by equity and/or debt financing. Even if the Company is able to obtain additional financing, it may contain undue restrictions on our operations, in the case of debt financing, or cause substantial dilution for our stockholders, in the case of equity financing. |
Note 2 - Summary of Significant
Note 2 - Summary of Significant Accounting Policies | 12 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Significant Accounting Policies [Text Block] | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The accompanying consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“ US GAAP Basis of Presentation The consolidated financial statements include the accounts of Arch Therapeutics, Inc. and its wholly owned subsidiary, Arch Biosurgery, Inc., a biotechnology company. All intercompany accounts and transactions have been eliminated in consolidation. On January 6, 2023, the directors of the Company authorized a reverse share split of the issued and outstanding Common Shares in a ratio of 1:200, effective January 17, 2023 (the "Reverse Share Split"). All information included in these consolidated financial statements has been adjusted, on a restrospective basis, to reflect the Reverse Share Split, unless otherwise stated. All outstanding securities entitling their holders to purchase shares of Common Stock or acquire shares of Common Stock, including stock options, restricted stock units, and warrants, were adjusted as a result of the Reverse Stock Split, as required by the terms of those securities. In accordance with the “Segment Reporting” Topic of the Accounting Standards Codification, the Company’s chief operating decision maker (the Company’s President and Chief Executive Officer) determined that the Company has only one reporting unit. Use of Estimates Management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Significant estimates include the assumptions used in the accrual for potential liabilities, the net realizable value of inventory, the valuation of debt and equity instruments, the fair value of derivative liabilities, valuation of equity instruments issued for services, and deferred tax valuation allowances. Actual results could differ from those estimates. Revenue recognition In accordance with Financial Accounting Standard Board’s (“FASB”) Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers The Company’s source of revenue is product sales. Contracts with customers contain a single performance obligation and the Company recognizes revenue upon shipment from the Company’s third-party warehouse which is when control of the product is transferred to the customers. In circumstances where the transaction price is not able to be determined at the time of shipment, the Company does not recognize revenue or any receivable amount until such time that the final transaction price is established and shipped to customer. Cost of Revenues Cost of revenues includes product costs, warehousing, overhead allocation and royalty expenses. Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. The Company had no cash equivalents as of September 30, 2023 and 2022. Inventories Inventories are stated at the lower of cost or net realizable value, with cost determined on a first-in, first-out (“FIFO”) basis. The cost of inventories comprises expenditures incurred in acquiring the inventories, the cost of conversion and other costs incurred in bringing them to their existing location and condition. The Company records adjustments to its inventory for estimated obsolescence or diminution in net realizable value equal to the difference between the cost of the inventory and the estimated net realizable value. When evidence exists that the net realizable value of inventory is lower than its cost, the difference is recognized as a loss in the period in which it occurs. Once inventory has been written down, it creates a new cost basis for inventory that may not subsequently written up. For the year ended September 30, 2023 there was no Concentration of Credit Risk Financial instruments that potentially subject the Company to concentration of credit risk consist primarily of cash. The Company maintains its cash in bank deposits accounts, which, at times, may exceed federally insured limits. The Company has not experienced any losses in such accounts. The Company believes it is not exposed to any significant credit risk on cash. Property and Equipment Property and equipment are recorded at cost and depreciated using the straight-line method over the estimated useful life of the related asset. Upon sale or retirement, the cost and accumulated depreciation are eliminated from their respective accounts, and the resulting gain or loss is included in income or loss for the period. Repair and maintenance expenditures are charged to expense as incurred. Impairment of Long-Lived Assets Long-lived assets are reviewed for impairment when circumstances indicate the carrying value of an asset may not be recoverable in accordance with FASB ASC Topic 360, Property, Plant and Equipment Leases The Company determines whether a contract is, or contains, a lease at inception. Operating lease right-of-use (“ ROU The Company leases its office facility on a month to month basis with a monthly lease of approximately $3,500. The terms of the lease provide break options allowing both landlord and tenant to terminate on provision of not less than one month’s prior written notice. Derivative Liabilities The Company accounts for its warrants and other derivative financial instruments as either equity or liabilities based upon the characteristics and provisions of each instrument, in accordance with FASB ASC Topic 815, Derivatives and Hedging ASC 815 . Complex Financial Instruments The Company does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. The Company evaluates its financial instruments, including warrants, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. The Company values its derivatives using the Black-Scholes option-pricing model or other acceptable valuation models, including Monte-Carlo simulations. Derivative instruments are valued at inception, upon events such as an exercise of the underlying financial instrument, and at subsequent reporting periods. The classification of derivative instruments, including whether such instruments should be recorded as liabilities, is re-assessed at the end of each reporting period. The Company reviews the terms of debt instruments, equity instruments, and other financing arrangements to determine whether there are embedded derivative features, including embedded conversion options that are required to be bifurcated and accounted for separately as a derivative financial instrument. Additionally, in connection with the issuance of financing instruments, the Company may issue freestanding options and warrants, including options or warrants to non-employees in exchange for consulting or other services performed. The Company accounts for its common stock warrants in accordance with Accounting Standards Codification (“ASC”) 815, Derivatives and Hedging Income Taxes In accordance with FASB ASC Topic 740, Income Taxes ASC 740 The Company provides reserves for potential payments of tax to various tax authorities related to uncertain tax positions when management determines that it is more likely than not that a loss will be incurred related to these matters and the amount of the loss is reasonably determinable. Research and Development The Company expenses internal and external research and development costs, including costs of funded research and development arrangements, in the period incurred. Stock-Based Compensation The Company accounts for stock-based compensation in accordance with the guidance of FASB ASC Topic 718, Compensation-Stock Compensation ASC 718 The determination of the fair value of share-based payment awards utilizing the Black-Scholes model is affected by the fair value of the common stock and a number of other assumptions, including expected volatility, expected life, risk-free interest rate and expected dividends. The expected life for awards uses the simplified method for all “plain vanilla” options, as defined in ASC 718-10-S99, and the contractual term for all other employee and non-employee awards. The risk-free interest rate assumption is based on observed interest rates appropriate for the terms of our awards. The dividend yield assumption is based on history and the expectation of paying no dividends. Stock-based compensation expense, when recognized in the consolidated financial statements, is based on awards that are ultimately expected to vest. Loss per Common Share Basic earnings (loss) per share is computed by dividing the net income (loss) applicable to common stockholders by the weighted average number of shares of common stock outstanding during the year, excluding shares of unvested restricted common stock. Shares of restricted stock are included in the basic weighted average number of common shares outstanding from the time they vest. Diluted earnings (loss) per share is computed by dividing the net income applicable to common stockholders by the weighted average number of common shares outstanding plus the number of additional common shares that would have been outstanding if all dilutive potential common shares had been issued, using the treasury stock method. Shares of restricted stock are included in the diluted weighted average number of common shares outstanding from the date they are granted. Potential common shares are excluded from the computation when their effect is antidilutive. For the years ended September 30, 2023 and 2022, the calculations of basic and diluted loss per share are the same because potential dilutive securities would have had an anti-dilutive effect. The potentially dilutive securities consisted of the following: September 30, 2023 September 30, 2022 Stock Options 102,125 98,626 Stock Warrants 26,284,002 806,452 Convertible notes payable 738,763 652,202 Unvested restricted common stock - 250 Total 27,124,890 1,557,530 Fair Value Measurements The Company measures both financial and nonfinancial assets and liabilities in accordance with FASB ASC Topic 820, Fair Value Measurements and Disclosures Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities; Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; and Level 3 inputs are unobservable inputs that reflect the Company’s own views about the assumptions market participants would use in pricing the asset or liability. At September 30, 2023 and 2022, the carrying amounts of cash, accounts payables and accrued expense and other liabilities approximate fair value because of their short-term nature. The carrying amounts for the Company’s convertible notes (see Notes 6,7, and 8) approximate fair value because borrowing rates and terms are similar to comparable market participants. Financial Statement Reclassification Certain balances in the prior year consolidated financial statements have been reclassified for comparison purposes to conform to the presentation in the current period consolidated financial statements. During the year ended September 30, 2023, the Company reclassified the carrying amount of Exchange Notes of $699,781 (see Notes 7 and 8) that were previously included in the Convertible Notes Payable, Senior Secured to Convertible notes payable, unsecured. Recent Accounting Pronouncements 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): Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options (“ASU 2021-04”). ASU 2021-04 provides guidance as to how an issuer should account for a modification of the terms or conditions or an exchange of a freestanding equity-classified written call option (i.e., a warrant) that remains classified after modification or exchange as an exchange of the original instrument for a new instrument. An issuer should measure the effect of a modification or exchange as the difference between the fair value of the modified or exchanged warrant and the fair value of that warrant immediately before modification or exchange and then apply a recognition model that comprises four categories of transactions and the corresponding accounting treatment for each category (equity issuance, debt origination, debt modification, and modifications unrelated to equity issuance and debt origination or modification). ASU 2021-04 is effective for all entities for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. An entity should apply the guidance provided in ASU 2021-04 prospectively to modifications or exchanges occurring on or after the effective date. The Company adopted ASU 2021-04 effective October 1, 2022. The adoption of ASU 2021-04 did not have any impact on the Company’s consolidated financial statement presentation or disclosures. Other recent accounting pronouncements and guidance issued by the FASB, its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future financial statements. |
Note 3 - Inventories
Note 3 - Inventories | 12 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Inventory Disclosure [Text Block] | 3 INVENTORIES Inventories consist of the following: September 30, September 30, 2023 2022 Finished Goods $ 40,969 $ 9,063 Goods-in-process 1,323,535 1,405,785 Total $ 1,364,504 $ 1,414,848 |
Note 4 - Insurance Premium Fina
Note 4 - Insurance Premium Financing | 12 Months Ended |
Sep. 30, 2023 | |
Insurance Premium Financing [Member] | |
Notes to Financial Statements | |
Short-Term Debt [Text Block] | 4. INSURANCE PREMIUM FINANCING During July 2023 and 2022, the Company entered into a financing agreement with First Insurance Funding to fund a portion of its insurance policies. As part of the agreement, First Insurance Funding agreed to finance the insurance policies of the Company of approximately $395,000 and $354,000, respectively and with an average interest rate per annum of 8.7% and 2.99%, respectively. The Company is required to make monthly payments of approximately $35,000 through April 2024. The outstanding balance as of September 30, 2023 and 2022 was $243,285 and $247,933, respectively. |
Note 5 - Derivative Liabilities
Note 5 - Derivative Liabilities | 12 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Derivatives and Fair Value [Text Block] | 5. DERIVATIVE LIABILITIES In June 2018 and May 2019, the Company issued its Series F Warrants, Series G Warrants, and Series H Warrants. Pursuant to the terms of the respective warrant agreements, the Company was required to purchase its Series F Warrants, Series G Warrants and Series H Warrants for an amount of cash equal to $36.00, $22.00 and $10.66, respectively, (the "Minimum Value"). As a result, the Company accounted for the Series F Warrants, Series G Warrants and the Series H Warrants in accordance with ASC 815-10 and were recorded as liabilities at the greater of the Minimum Value or fair value. These warrants were marked to fair value each reporting period using the Black Scholes Model and the corresponding change in the fair value of the warrants were reported in the Consolidated Statement of Operations. As of September 30, 2021, the estimated fair value of the derivative liabilities was $2,207,475. During the year ended September 30, 2022, certain Series F and Series H warrants expired unexercised. As a result, the Company recognized a gain of $1,000,000 to account the expiration of the corresponding derivative liability. As of September 30, 2022, the estimated fair value of the derivative liabilities was $1,207,475. On March 10, 2023, the Company entered into exchange agreements with the holders of the Series G Warrants and the Series H Warrants. Pursuant to the exchange agreements, the warrant holders exchanged 34,013 Series G Warrants for 3,402 shares of Common Stock and 43,077 Series H Warrants for 8,617 shares of Common Stock. As a result, the Company recorded $49,277 to account the fair value of the common stock issued and recorded a change in fair value of $1,158,197 to account for extinguishment of the corresponding derivative liability. As of September 30, 2023, there are no instruments accounted as derivative liability. Fair Value Measurements Using Significant Unobservable Inputs - Year Ended September 30, 2023 (Level 3) Series G Series H Total Beginning balance at September 30, 2022 $ 748,275 $ 459,200 $ 1,207,475 Exchange of warrants into common stock (13,947 ) (35,330 ) (49,277 ) Extinguishment of derivative liabilities (734,328 ) (423,870 ) (1,158,197 ) Ending balance at September 30, 2023 $ — $ — $ — Fair Value Measurements Using Significant Unobservable Inputs - Year Ended September 30, 2022 (Level 3) Series F Series G Series H Beginning balance at September 30, 2021 $ 1,000,000 $ 748,275 $ 459,200 Expiration of derivative liability (1,000,000 ) — — Ending balance at September 30, 2022 $ — $ 748,275 $ 459,200 As of March 10, 2023 and September 30, 2022, the derivative liabilities were valued at the greater of their minimum value or by using the Black Scholes option pricing model with the following assumptions: Series G Series H Series G Series H Date of valuation March 10, 2023 September 30, 2022 Closing price per share of Common Stock $ 4.10 $ 4.10 $ 3.84 $ 3.84 Exercise price per share $ 140.00 $ 80.00 $ 140.00 $ 80.00 Expected volatility 179.41 % 141.03 % 132.97 % 122.50 % Risk-free interest rate 4.91 % 4.75 % 4.05 % 4.14 % Dividend yield — — — — Remaining expected term of underlying securities (years) 0.24 1.31 0.69 1.57 |
Note 6 - Convertible Notes Paya
Note 6 - Convertible Notes Payable, Senior Secured | 12 Months Ended |
Sep. 30, 2023 | |
Senior Secured Convertible Notes [Member] | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | 6. CONVERTIBLE NOTES PAYABLE, SENIOR SECURED September 30, 2023 September 30, 2022 Senior Secured Convertible Promissory Notes (the “2022 Notes”, includes $96,000 of related party notes) $ 4,230,000 $ 4,230,000 Unamortized debt discount (710,897 ) (2,567,508 ) Net Balance 3,519,103 1,662,492 Current Balance (3,519,103 ) - Non-Current Balance - 1,662,492 In July 2022, the Company entered into a Securities Purchase Agreement (the “SPA”) with certain institutional and accredited individual investors and issued Senior Secured Convertible Promissory Notes (the “2022 Notes”) in the aggregate of $4,230,000 in exchange for cash proceeds of $3,525,000, net of original issue discount (OID) of $705,000. The 2022 Notes are secured by tangible and intangible assets of the Company, bears interest at a rate of 10% per annum payable at maturity or upon conversion, originally matured January 6, 2024 (which was subsequently extended to March 15, 2024), and are convertible into shares of the Company’s common stock at a conversion price of $9.14 per share. The 2022 Notes contain customary events of default. Further, events of default under the 2022 Notes also include (i) the unavailability of Rule 144 on or after January 6, 2023; (ii) our failure to deliver the shares of common stock to the 2022 Note holder upon exercise by such holder of its conversion rights under the 2022 Note; (iii) our loss of the “bid” price for its common stock and/or a market and such loss is not cured during the specified cure periods; and (iv) our failure to complete an uplisting of our Common Stock to any of the Nasdaq Global Market, Nasdaq Capital Market, New York Stock Exchange or NYSE American by March 15, 2024 (the “Uplist Transaction”). During the year ended September 2023, for no additional consideration, the 2022 Notes were amended several times in order to allow the Company to issue additional notes payable, extend the completion date for the Uplist Transaction, and amend certain provisions with regards to mandatory conversion of the notes upon the Uplist Transaction. In connection with the issuance of the 2022 Notes, the Company granted the 2022 Notes noteholders 425,562 warrants to purchase shares of common stock. The warrants are fully vested, exercisable at $9.94 per share and expire in 5 years. The Company estimated the relative fair value of the warrants to be $1,470,000 using the Black Scholes option pricing model. The Company also issued note holders 63,842 shares of the Company’s common stock with a relative fair value of $315,000. The Company also issued 31,510 warrants to purchase shares of common stock to the placement agent that assisted in the 2022 Notes offering. The placement agent warrants are fully vested, exercisable at $10.06 per share and will expire in 5 years. The Company estimated the relative fair value of the placement agent warrants to be $219,894 using the Black Scholes option pricing model. The Company incurred direct legal and professional fees of $555,414 as part of this offering. The Company recorded 2022 Notes with total principal of $4,230,000. In addition, total debt discount of $2,870,000 was recorded to account for the 2022 Notes OID of $705,000, the relative fair value of the warrants of $1,470,000, the relative fair value of common stock issued of $315,000, and direct legal and professional fees incurred in the 2022 Notes offering of $555,414. The debt discount is being amortized over the term of the notes using the effective interest rate method. During the year ended September 30, 2022, the Company amortized debt discount of $302,000. As of September 30, 2022, outstanding balance of the 2022 Notes payable was $4,230,000 and unamortized debt discount was $2,567,508, or a net balance of $1,662,492. During the year ended September 2023, the Company amortized debt discount of $1,857,000. As of September 30, 2023, outstanding balance of the 2022 Notes payable amounted to $4,230,000 and unamortized debt discount was $710,897, or a net balance of $3,519,103. As of September 30, 2023 and 2022, notes payable in the aggregate of $96,000, respectively, are issued to two officers and a member of the Board of Directors of the Company. |
Unsecured Convertible Notes [Member] | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | 7. CONVERTIBLE NOTES PAYABLE, UNSECURED September 30, 2023 September 30, 2022 Exchanged notes (July 2022) $ 699,781 $ 699,781 Second closing notes (January 2023) 636,000 - Third closing notes (March, April, May, 2023) 702,720 - Total 2,038,501 $ 699,781 Unamortized debt discount (379,799 ) - Net Balance 1,658,702 699,781 Current Balance (1,658,702 ) - Non-Current Balance - 699,781 Exchanged Notes (July 2022) In relation to the issuance of the 2022 Notes (see Note 6), certain noteholders of the Company’s Series 2 note payable (see Note 8) agreed to exchange their Series 2 notes payable consisting of $600,000 principal and accrued interest of $99,781 for $699,781 of Unsecured Convertible Promissory Notes (the “Exchanged Notes”) on substantially the same terms as the 2022 Notes, except that the Exchanged Notes are subordinate to the 2022 Notes and are unsecured. The notes bear interest at a rate of 10% per annum payable at maturity or upon conversion, originally matured January 6, 2024 (which was subsequently extended to March 15, 2024), and are convertible into shares of the Company’s common stock at a conversion price of $9.14 per share. At September 30, 2022, there was no discount recorded for the Exchanged Notes. Second Closing Notes (January 2023) In January 2023, pursuant to the SPA (see Note 6), as amended, investors agreed to purchase Unsecured Convertible Promissory Notes (the “Second Closing Notes”) in the aggregate of $636,000 in exchange for cash proceeds of $530,000, net of original issue discount (OID) of $106,000. The notes are unsecured, bear interest at a rate of 10% per annum, originally matured January 6, 2024 (which was subsequently extended to March 15, 2024), and are convertible into shares of the Company’s common stock with a conversion price of $9.14 per share. In connection with the issuance of the Second Closing Notes, the Company granted the Second Closing Notes noteholders (i) 127,968 warrants to purchase shares of common stock. The warrants are fully vested, exercisable at $9.94 per share and expire in 5 years. The Company determined the relative fair value of the warrants to be $256,000 using the Black Scholes option pricing model; and (ii) 9,598 shares of common stock with a relative fair value of $26,000. The Company also issued 6,565 warrants to purchase shares of the Company’s common stock to the placement agent who assisted in the Second Closing offering. The placement agent warrants are fully vested, exercisable at $10.06 per share and will expire in 5 years. The Company determined the relative fair value of the placement agent warrants to be $13,000 using the Black Scholes option pricing model. Furthermore, the Company also incurred direct legal and professional fees of $31,000 as part of this offering. Third Closing Notes (March, April and May 2023) In March, April and May 2023, pursuant to the SPA, as amended, investors agreed to purchase Unsecured Convertible Promissory Notes (the “Third Closing Notes”) in the aggregate of $703,000 in exchange for cash proceeds of $488,000, net of original issue discount (OID) of $215,000. The notes are unsecured, bear interest at a rate of 10% per annum, originally matured January 6, 2024 (which was subsequently extended to March 15, 2024), and are convertible into shares of the Company’s common stock with a conversion price of $9.14 per share. In connection with the issuance of the Third Closing Notes, the Company granted the Third Closing Notes noteholders (i) 141,396 warrants to purchase shares of common stock. The warrants are fully vested, exercisable at $9.94 per share and expire in 5 years. The Company determined the relative fair value of the warrants to be $164,000 using the Black Scholes option pricing model; and (ii) 10,608 shares of common stock with a relative fair value of $18,000. The Company also incurred direct legal and professional fees of $5,000 as part of this offering. The Second Closing Notes and Third Closing Notes contain events of default similar to the 2022 Notes (See Note 6). Subsequent to issuance, for no additional consideration, the Second Closing Notes and Third Closing Notes were amended several times in order to allow the Company to issue additional notes payable, extend the completion date of the Uplist Transaction, and amend certain provisions with regards mandatory conversion of the notes upon the Uplist Transaction. Debt discount on unsecured convertible promissory notes As a result of the issuance of the Second Closing and the Third Closing Notes, the Company recorded debt discount in the aggregate of $834,000 to account for the Second Closing and the Third Closing Notes OID of $321,000, the relative fair value of the warrants issued of $433,000, the relative fair value of common stock issued of $44,000, and direct legal and professional fees incurred of $36,000. The debt discount is being amortized over the term of the notes using the effective interest rate method. During the year ended September 30, 2023, the Company amortized debt discount of $454,000. As of September 30, 2023, outstanding balance of the Exchange notes, Second Closing Notes, and Third Closing Notes was $2,039,000 and unamortized debt discount of $380,000, or a net balance of $1,659,000. The warrants issued with the 2022 Notes, the Second Closing Notes, and the Third Closing Notes were valued using the Black Scholes option pricing model with the following assumptions: First closing Second Closing Third Closing Note holders Placement Agent Note holders Placement Agent Note holders Date of valuation July 6, 2022 January 18, 2023 May 15, 2023 Closing price per share of Common Stock $ 9.98 $ 9.98 $ 5.76 $ 5.76 $ 2.77 Exercise price per share $ 9.94 $ 10.06 $ 9.94 $ 10.06 $ 9.94 Expected volatility 88.44 % 88.44 % 111.31 % 111.31 % 114.33 % Risk-free interest rate 2.96 % 2.96 % 3.43 % 3.43 % 3.46 % Dividend yield — — — — — Remaining expected term of underlying securities (years) 5.0 5.0 5.0 5.0 5.0 |
Note 7 - Convertible Notes Paya
Note 7 - Convertible Notes Payable, Unsecured | 12 Months Ended |
Sep. 30, 2023 | |
Unsecured Convertible Notes [Member] | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | 7. CONVERTIBLE NOTES PAYABLE, UNSECURED September 30, 2023 September 30, 2022 Exchanged notes (July 2022) $ 699,781 $ 699,781 Second closing notes (January 2023) 636,000 - Third closing notes (March, April, May, 2023) 702,720 - Total 2,038,501 $ 699,781 Unamortized debt discount (379,799 ) - Net Balance 1,658,702 699,781 Current Balance (1,658,702 ) - Non-Current Balance - 699,781 Exchanged Notes (July 2022) In relation to the issuance of the 2022 Notes (see Note 6), certain noteholders of the Company’s Series 2 note payable (see Note 8) agreed to exchange their Series 2 notes payable consisting of $600,000 principal and accrued interest of $99,781 for $699,781 of Unsecured Convertible Promissory Notes (the “Exchanged Notes”) on substantially the same terms as the 2022 Notes, except that the Exchanged Notes are subordinate to the 2022 Notes and are unsecured. The notes bear interest at a rate of 10% per annum payable at maturity or upon conversion, originally matured January 6, 2024 (which was subsequently extended to March 15, 2024), and are convertible into shares of the Company’s common stock at a conversion price of $9.14 per share. At September 30, 2022, there was no discount recorded for the Exchanged Notes. Second Closing Notes (January 2023) In January 2023, pursuant to the SPA (see Note 6), as amended, investors agreed to purchase Unsecured Convertible Promissory Notes (the “Second Closing Notes”) in the aggregate of $636,000 in exchange for cash proceeds of $530,000, net of original issue discount (OID) of $106,000. The notes are unsecured, bear interest at a rate of 10% per annum, originally matured January 6, 2024 (which was subsequently extended to March 15, 2024), and are convertible into shares of the Company’s common stock with a conversion price of $9.14 per share. In connection with the issuance of the Second Closing Notes, the Company granted the Second Closing Notes noteholders (i) 127,968 warrants to purchase shares of common stock. The warrants are fully vested, exercisable at $9.94 per share and expire in 5 years. The Company determined the relative fair value of the warrants to be $256,000 using the Black Scholes option pricing model; and (ii) 9,598 shares of common stock with a relative fair value of $26,000. The Company also issued 6,565 warrants to purchase shares of the Company’s common stock to the placement agent who assisted in the Second Closing offering. The placement agent warrants are fully vested, exercisable at $10.06 per share and will expire in 5 years. The Company determined the relative fair value of the placement agent warrants to be $13,000 using the Black Scholes option pricing model. Furthermore, the Company also incurred direct legal and professional fees of $31,000 as part of this offering. Third Closing Notes (March, April and May 2023) In March, April and May 2023, pursuant to the SPA, as amended, investors agreed to purchase Unsecured Convertible Promissory Notes (the “Third Closing Notes”) in the aggregate of $703,000 in exchange for cash proceeds of $488,000, net of original issue discount (OID) of $215,000. The notes are unsecured, bear interest at a rate of 10% per annum, originally matured January 6, 2024 (which was subsequently extended to March 15, 2024), and are convertible into shares of the Company’s common stock with a conversion price of $9.14 per share. In connection with the issuance of the Third Closing Notes, the Company granted the Third Closing Notes noteholders (i) 141,396 warrants to purchase shares of common stock. The warrants are fully vested, exercisable at $9.94 per share and expire in 5 years. The Company determined the relative fair value of the warrants to be $164,000 using the Black Scholes option pricing model; and (ii) 10,608 shares of common stock with a relative fair value of $18,000. The Company also incurred direct legal and professional fees of $5,000 as part of this offering. The Second Closing Notes and Third Closing Notes contain events of default similar to the 2022 Notes (See Note 6). Subsequent to issuance, for no additional consideration, the Second Closing Notes and Third Closing Notes were amended several times in order to allow the Company to issue additional notes payable, extend the completion date of the Uplist Transaction, and amend certain provisions with regards mandatory conversion of the notes upon the Uplist Transaction. Debt discount on unsecured convertible promissory notes As a result of the issuance of the Second Closing and the Third Closing Notes, the Company recorded debt discount in the aggregate of $834,000 to account for the Second Closing and the Third Closing Notes OID of $321,000, the relative fair value of the warrants issued of $433,000, the relative fair value of common stock issued of $44,000, and direct legal and professional fees incurred of $36,000. The debt discount is being amortized over the term of the notes using the effective interest rate method. During the year ended September 30, 2023, the Company amortized debt discount of $454,000. As of September 30, 2023, outstanding balance of the Exchange notes, Second Closing Notes, and Third Closing Notes was $2,039,000 and unamortized debt discount of $380,000, or a net balance of $1,659,000. The warrants issued with the 2022 Notes, the Second Closing Notes, and the Third Closing Notes were valued using the Black Scholes option pricing model with the following assumptions: First closing Second Closing Third Closing Note holders Placement Agent Note holders Placement Agent Note holders Date of valuation July 6, 2022 January 18, 2023 May 15, 2023 Closing price per share of Common Stock $ 9.98 $ 9.98 $ 5.76 $ 5.76 $ 2.77 Exercise price per share $ 9.94 $ 10.06 $ 9.94 $ 10.06 $ 9.94 Expected volatility 88.44 % 88.44 % 111.31 % 111.31 % 114.33 % Risk-free interest rate 2.96 % 2.96 % 3.43 % 3.43 % 3.46 % Dividend yield — — — — — Remaining expected term of underlying securities (years) 5.0 5.0 5.0 5.0 5.0 |
Note 8 - Convertible Notes Paya
Note 8 - Convertible Notes Payable, Series 1 and 2 | 12 Months Ended |
Sep. 30, 2023 | |
Series 1 & 2 Convertible Notes [Member] | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | 8. CONVERTIBLE NOTES PAYABLE, SERIES 1 AND 2 2023 2022 Series 1 Convertible Notes (converted in July 2023) $ - $ 550,000 Series 2 Convertible Notes (converted in November 2023) 450,000 450,000 Total 450,000 1,000,000 Current Balance (450,000 ) (550,000 ) Non-Current Balance $ - $ 450,000 Series 1 Convertible Notes On June 4, 2020, the Company issued unsecured 10% Series 1 Convertible Notes in the aggregate principal amount of $550,000. The maturity dates of the Series 1 Notes was June 30, 2023, and all were converted in July 2023. The Series 1 Convertible Notes provide, among other things: (i) interest at a rate of 10% per annum; (ii) term of approximately three (iii) allow for the Company’s ability to prepay the Series Convertible Notes, in whole or in part, at any time; (iv) allow the automatic conversion of the Series 1 Convertible Notes upon a change of control into shares of the Company’s common stock, at a conversion price of $54.00 per share; (v) allow the holders to convert the principal of the Series 1 Convertible Notes, along with accrued interest, in whole or in part, into shares of common stock at the conversion price of $54.00 per share; (vi) allow for the Company’s ability to convert all note obligations outstanding upon a qualified equity financing into shares of common stock at the corresponding price per share of the qualified equity financing; (vii) the Company’s ability to convert the principal of the Series 1 Convertible Notes, along with accrued interest, in whole or in part, into shares of Common Stock at the respective Conversion Price in the event the volume weighted average price (“VWAP”) of the Common Stock equals or exceeds $64.00 per share for at least fifteen consecutive Trading Days; (viii) the Company’s ability to convert all outstanding Note Obligations into shares of Common Stock at the respective Conversion Price (an “In Kind Note Repayment”) in lieu of repaying the Note Obligations outstanding on the Maturity Date, subject to a conversion multiplier of 4.5, as amended. As of September 30, 2022, outstanding balance of the Series 1 Convertible Notes amounted to $550,000. During the year ended September 30, 2023, pursuant to the terms of the convertible notes agreement, the Company issued 59,912 shares of common stock to convert the outstanding notes payable of $550,000 and accrued interest of $168,918 for a total of $718,918. There are no Series 1 convertible notes payable outstanding as of September 30, 2023. Series 2 Convertible Notes On November 6, 2020, the Company issued its unsecured Series 2 10% Convertible Notes Payable in exchange for cash proceeds of $1,050,000. The Series 2 Convertible Notes have similar terms and provisions with the Series 1 Convertible Notes (see above), except the maturity dates of the Series 2 Notes was November 30, 2023, and the notes were all converted in November 2023. As of September 30, 2021, outstanding balance of the Series 2 Convertible Notes amounted to $1,050,000. During the year ended September 30, 2022, as a part of a separate 2022 Convertible Note Offering (see Note 6), certain holders of the Series 2 Notes agreed to exchange their Series 2 Notes with an aggregate principal amount of $600,000 and accrued interest of approximately $100,000 for promissory notes of the Company on substantially similar terms to those of the 2022 Notes (the “Exchange Notes”, see Note 7). As of September 30, 2023 and 2022, outstanding balance of the Series 2 Convertible Notes amounted to $450,000 and $1,000,000, respectively. |
Note 9- Income Taxes
Note 9- Income Taxes | 12 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | 9. INCOME TAXES The principal components of the Company's net deferred tax assets consisted of the following at September 30: 2023 2022 Net operating loss & charitable contribution carryforwards $ 12,905,738 $ 11,485,524 Capitalized expenditures 1,396,415 1,535,736 Research and experimentation credit carryforwards 1,014,466 946,246 Stock based compensation 1,491,338 1,427,946 Property and Equipment 1,531 2,616 Accrued expenses 746,143 162,191 Inventory allowance 51,463 70,805 Gross deferred tax assets 17,607,094 15,631,061 Deferred tax asset valuation allowance (17,607,094 ) (15,631,061 ) Net deferred tax assets $ - $ - The provision (benefit) for income taxes differs from the tax computed with the statutory federal income tax rate as follows: 2023 2022 Expected income tax (benefit) at federal statutory rate 21.00 % 21.00 % Increase due to: State income taxes – net of federal benefit 0.24 % 3.65 % Permanent Differences: Stock based compensation - % (18.10 )% R&D, taken as a credit (0.16 )% (0.23 )% Adjustment to fair value of derivative 3.48 % 3.98 % Other - % (1.14 )% Change in Valuation Allowance (24.56 )% (9.16 )% Total Income Tax Provision (Benefit) - % - % As of September 30, 2023 and 2022, the Company had federal net operating loss carryforwards totaling approximately $48,200,000 and $42,700,000, respectively, which may be available to offset future taxable income. The pre-2018 federal net operating loss carryforwards total approximately $21,750,000, and begin to expire in 2026. Due to the CARES Act, federal net operating losses generated in tax years beginning after December 31, 2017 can be carried forward indefinitely. As of September 30, 2023 and 2022, the Company has federal net operating loss carryforwards with an indefinite life of $26,444,000 and $20,945,000. As of September 30, 2023 and 2022, the Company had federal research and experimentation credit carryforwards of $679,000 and $626,000, respectively, which may be available to offset future income tax liabilities and which would begin to expire in 2028. As of September 30, 2023 and 2022, the Company had state net operating loss carryforwards of approximately $44,570,000 and $40,367,000, respectively, which may be available to offset future taxable income and which would begin to expire in 2030. As of September 30, 2023 and 2022, the Company had state research and experimentation credit carryforwards of $425,000 and $406,000, respectively, which may be able to offset future income tax liabilities and which begin to expire in 2023. As the Company has not yet achieved profitable operations, management believes the tax benefits as of September 30, 2023 and 2022 did not satisfy the realization criteria set forth in FASB ASC Topic 740, Income Taxes The Company experienced an ownership change as a result of the Merger described in Note 1, causing a limitation on the annual use of the net operating loss carryforwards, which are subject to a substantial annual limitation due to the ownership change limitations set forth in Internal Revenue Code Section 382 and similar state provisions. A formal Section 382 study has not been performed. As of September 30, 2023, the Company is open to examination in the U.S. federal and certain state jurisdictions for tax years ended September 30, 2023, 2022, 2021 and 2020. In addition, any loss years remain open to the extent that losses are available for carryover to future years. Therefore, the tax years ended 2010 through 2021 The Coronavirus Aid, Relief and Economic Security (CARES) Act was enacted on March 27, 2020. The CARES Act affected items such as carryback periods for net operating losses, modifications to the net interest deduction limitations and changes to tax depreciation methods. The company has taken the CARES Act into consideration for the tax year ended September 30, 2023 and continues to evaluate the impact of the CARES act on the business. |
Note 10 - Stockholders Deficit
Note 10 - Stockholders Deficit | 12 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Equity [Text Block] | 10. STOCKHOLDERS DEFICIT Common Stock During the year ended September 30, 2023, the Company issued 3,436,712 shares of Common Stock, par value $0.001, as follows: (i) 250 shares issued in connection with the vesting of a restricted stock grant; (ii) 3,344,321 shares issued in connection with certain financing activities involving the sale of Common Stock and warrants to certain accredited investors in exchange for the net cash proceeds of $2,209,839 (the “Bridge Offering”); (iii) 20,210 inducement shares issued in connection with the closing of the Second Notes and Third Notes; (iv) 12,019 shares issued in connection with the exchange of Series G and Series H warrants for Common Stock; and (v) 59,912 shares issued in connection with the conversion of the Company’s outstanding Series 1 Notes into Common stock. Common Stock Options Common Stock Options activity under the 2013 Plan for the year ended September 30, 2023 and 2022 follows: Weighted Weighted Average Option Average Remaining Aggregate Shares Exercise Contractual Intrinsic Outstanding Price Term (years) Value Outstanding at September 30, 2021 124,495 $ 58.00 1.86 $ 140,151 Awarded 6,625 $ 6.00 Forfeited/Cancelled (32,494 ) $ 70.00 Outstanding at September 30, 2022 98,626 $ 52.00 1.46 $ 16,900 Awarded 24,500 $ 8.00 - Forfeited/Cancelled (21,001 ) $ 68.00 - - Outstanding at September 30, 2023 102,125 $ 38.00 3.9 $ — Vested at September 30, 2023 82,940 $ 44.00 4.89 $ — Vested and expected to vest at September 30, 2023 102,125 $ 38.00 3.9 $ — During the year ended September 30, 2022, the Company granted 2,375 options to employees and directors and 4,250 options to consultants to purchase shares of common stock under the 2013 Plan. The stock options issued to employees and directors vest over a period of 36 months, and options issued to consultants vest over a period of 12 months. The weighted average exercise price for all options was $10.02. Options issued to employees and consultants expire in 5 years. Options issued to management and directors expire after 10 years. Total fair value of the stock options issued was $47,609 using the Black-Scholes Option Pricing Model. The following assumptions were used to calculate the fair value - expected volatility, 86.8% - 98.5%, risk-free interest rate, 1.5% - 3.5%, expected dividend yield, 0%, expected term, 3.6 - 5.8 years. During the year ended September 30, 2023, the Company granted 20,875 options to employees and directors and 3,625 options to consultants to purchase shares of common stock under the 2013 Plan. The stock options issued to employees vest over a period 36 months, and options issued to consultants and directors vest over a period of 12 months. The exercise price for all options granted was $8.02. Options issued to employees and consultants expire in 5 years. Options issued to management and directors expire after 10 years. Total fair value of the stock options issued $156,275 using the Black-Scholes Option Pricing Model. The following assumptions were used to calculate the fair value - expected volatility, 102.8% - 103 Pursuant to the vesting terms of the stock options, Share-based compensation expense recorded in the Company’s Consolidated Statements of Operations for the year ended September 30, 2023 and 2022 resulting from stock options awarded to the Company’s employees, directors and consultants was approximately $246,000 and $459,000, respectively. Of this amount during the years ended September 30, 2023 and 2022, $57,000 and $148,000, respectively, were recorded as research and development expenses, and $189,000 and $311,000, respectively were recorded as general and administrative expenses in the Company’s Consolidated Statements of Operations. As of September 30, 2023, there is approximately $162,000 of unrecognized compensation expense related to unvested stock-based compensation arrangements granted under the 2013 Plan. That cost is expected to be recognized over a weighted average period of 1.80 years. As of September 30, 2023, 0 shares are available for future grants under the 2013 Plan as the plan is now expired. Common Stock Warrants Common Stock Warrants activity for the year ended September 30, 2023 and 2022 follows: Weighted Weighted Average Warrants Average Remaining Aggregate Shares Exercise Contractual Intrinsic Outstanding Price Term (years) Value Outstanding at September 30, 2021 349,380 $ 53.28 1.8 $ - Awarded 457,072 $ 9.95 3.8 - Forfeited/Cancelled - $ - - - Outstanding at September 30, 2022 806,452 $ 28.72 2.9 $ - Awarded 25,572,245 $ 0.85 4.8 13,958,846 Exchanged (77,090 ) $ 106.47 - - Forfeited/Cancelled (17,605 ) $ 50.20 - - Outstanding at September 30, 2023 26,284,002 $ 0.85 4.8 $ 13,958,846 Vested at September 30, 2023 26,284,002 $ $ Vested and expected to vest at September 30, 2023 26,284,002 $ $ Restricted Stock On July 30, 2021, the Company awarded 750 shares of Restricted Stock to an employee. The shares subject to this grant were awarded under the 2013 Plan and 250 shares vest on each of the following dates: January 12, 2022, July 12, 2022, and January 12, 2023. On September 27, 2021, the Company awarded 1,500 shares of Restricted Stock to a consultant. The shares subject to this grant were awarded under the 2013 Plan and vested in three separate tranches on January 12, 2022, July 12, 2022 and January 12, 2023. Restricted stock activity in shares under the 2013 Plan for the years ended September 30, 2023 and 2022 follows: 2023 2022 Non Vested at September 30, 2022 and 2021 250 2,250 Awarded — — Vested (250 ) (2,000 ) Forfeited — — Non Vested at September 30, 2023 and 2022 — 250 The weighted average restricted stock award date fair value information for the years ended September 30, 2023 and 2022 follows: 2023 2022 Non Vested at September 30, 2022 and 2021 $ 18.00 $ 19.76 Awarded Vested (18.00 ) (19.90 ) Forfeited Non Vested at September 30, 2023 and 2022 $ — $ 18.00 For the years ended September 30, 2023 and 2022 compensation expense recorded for the restricted stock awards was approximately $3,000 and $40,000, respectively. As of September 30, 2023, there is no unrecognized compensation expense related to unvested stock-based compensation arrangements granted under the 2013 Plan. |
Note 11 - Commitments and Conti
Note 11 - Commitments and Contingencies | 12 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | 11. COMMITMENTS AND CONTINGENCIES In the ordinary course of business, the Company enters into various agreements containing standard indemnification provisions. The Company’s indemnification obligations under such provisions are typically in effect from the date of execution of the applicable agreement through the end of the applicable statute of limitations. The aggregate maximum potential future liability of the Company under such indemnification provisions is uncertain. As of September 30, 2023 and 2022, no amounts have been accrued related to such indemnification provisions. From time to time, the Company may be exposed to litigation in connection with its operations. The Company’s policy is to assess the likelihood of any adverse judgments or outcomes related to legal matters, as well as ranges of probable losses. MIT Licensing Agreement In December 2007, the Company entered into a license agreement with MIT pursuant to which the Company acquired an exclusive world-wide license to develop and commercialize technology related to self-assembling peptide compositions, and methods of making and using such compositions in medical and non-medical applications, including claims that cover the Company’s proposed products and methods of use thereof. The license also provides non-exclusive rights to additional intellectual property in the fields that cover the Company’s proposed products and methods of use thereof, in order to provide freedom to operate. The license provides the Company a right to sublicense the exclusively licensed intellectual property. The Company has not sublicensed the exclusively licensed intellectual property to any party for any field. In exchange for the licenses granted in the agreement, the Company has paid MIT license maintenance fees and patent prosecution costs. The Company paid license maintenance fees of $50,000 to MIT in the fiscal years ended September 30, 2023 and 2022. For the years ended September 30, 2023 and 2022, the annual MIT license maintenance fees of $50,000 are included in accrued expenses and other liabilities on the Consolidated Balance Sheets. The license maintenance fees and patent prosecution costs cover the contract year beginning January 1 through December 31. Annual license maintenance obligations extend through the life of the patents. In addition, MIT is entitled to royalties on applicable future product sales, if any. The annual payments may be applied towards royalties payable to MIT for that year for product sales. The Company is obligated to indemnify MIT and related parties from losses arising from claims relating to the exercise of any rights granted to the Company under the license, with certain exceptions. The maximum potential amount of future payments the Company could be required to make under this provision is unlimited. The Company considers there to be a low performance risk as of September 30, 2023. The agreement expires upon the expiration or abandonment of all patents that are issued and licensed to the Company by MIT under such agreement. The Company expects that patents will be issued from presently pending US and foreign patent applications. Any such patent will have a term of 20 years from the filing date of the underlying application. MIT may terminate the agreement immediately, if the Company ceases to carry on its business, if any nonpayment by the Company is not cured or the Company commits a material breach that is not cured. The Company may terminate the agreement for any reason upon six months’ notice to MIT. |
Note 12 - Subsequent Events
Note 12 - Subsequent Events | 12 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Subsequent Events [Text Block] | 12. SUBSEQUENT EVENTS In October and November 2023, the Company received shareholder advances in the aggregate of $450,000 to support the operations of the Company. On November 8, 2023, the Company entered into a Securities Purchase Agreement (the “PIPE SPA”) with certain institutional and accredited individual investors (collectively, the “Investors”) providing for the issuance and sale by the Company to the Investors of (i) pre-funded warrants (the “PIPE Pre-Funded Warrants”) and (ii) warrants (the “PIPE Common Warrants” and together with the PIPE Pre-Funded Warrants, the “PIPE Warrants”). The PIPE Warrants will be issued as part of a private placement offering authorized by the Company’s Board of Directors (the “PIPE Offering”). The estimated aggregate gross proceeds for the sale of the PIPE Warrants will be approximately $7.1 million, before deducting the placement agent’s fees and other estimated fees and offering expenses payable by the Company. The closing of the PIPE Offering is contingent upon, among other conditions, a registration statement that registers the PIPE Warrant shares for resale being declared effective by the SEC, and the approval of the listing of the Common Stock on Nasdaq. The closing is expected to occur immediately prior to the pricing of the Uplist Transaction. In November 2023, certain provisions of the Company’s Convertible Notes Payable, Senior Secured (See Note 6) and Exchange Notes (see Note 7) were amended to extend the date of the completion of an Uplist Transaction to March 15, 2024. In addition, upon effectivity of the Uplist Transaction, 50% of the then outstanding principal amount of the Convertible Notes Payable, Senior Secured and Exchange Notes shall automatically convert (the “Automatic Conversion”) into shares of Common Stock, with the conversion price for purposes of such Automatic Conversion of $4.00. Upon the Automatic Conversion and to the extent that the beneficial ownership of a holder of Convertible Notes Payable, Senior Secured and Convertible Notes Payable, Unsecured would increase over the applicable Ownership Limitation, the Holder will receive pre-funded warrants in lieu of shares of Common Stock otherwise issuable to the Holder in connection with the Automatic Conversion, which may be exercised on a cashless basis, shall be exercisable immediately upon issuance and shall contain a customary beneficial ownership limitation provision. In addition, upon the Automatic Conversion, the Holder shall receive a warrant (the “Uplist Conversion Warrant”) to purchase a number of shares of Common Stock equal to 6.3812 times the dollar amount under the Convertible Notes Payable, Senior Secured and Convertible Notes Payable, Unsecured that was converted in the Automatic Conversion. The Uplist Conversion Warrant shall have an exercise price per share of $4.00 and shall otherwise be identical to the PIPE Common Warrant. In November 2023, the Company amended the Second A&R Registration Rights Agreement to that certain Second Amended and Restated Registration Rights Agreement, dated as of May 15, 2023 to (I) extend the filing deadline by which the Company is obligated to file with the SEC a registration statement under the Securities Act of 1933, as amended, registering certain securities issued in the 2022 Convertible Note Offering to the earlier of (i) the date that is 30 days following the Uplist Transaction and (ii) January 31, 2024 (such date was subsequently extended to March 15, 2024), and (II) to provide for the inclusion of the Registerable Securities (as defined therein) in the Uplist S-1 (as defined therein). In November 2023, the Company also entered into an amendment to the Bridge SPA, with certain institutional and accredited individual investors that participated in the Bridge Offering. Under amendment, upon the closing of the next underwritten public offering of Common Stock (the “Qualifying Offering”), which the Company agreed is the Uplist Transaction, if the effective offering price to the public per share of Common Stock (the “Qualifying Offering Price”) is lower than $4.00 per share, then the Company shall issue additional Bridge Pre-Funded Warrants, or shares of Common Stock in lieu thereof to the extent necessary to cause the Company to meet the listing requirements of the Company’s proposed trading market in the Uplist Transaction, in an amount reflecting a reduction in the purchase price paid for the Bridge Shares and Bridge Pre-Funded Warrants that equals the proportion by which the Qualifying Offering Price is less than $4.00. |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 12 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation The consolidated financial statements include the accounts of Arch Therapeutics, Inc. and its wholly owned subsidiary, Arch Biosurgery, Inc., a biotechnology company. All intercompany accounts and transactions have been eliminated in consolidation. On January 6, 2023, the directors of the Company authorized a reverse share split of the issued and outstanding Common Shares in a ratio of 1:200, effective January 17, 2023 (the "Reverse Share Split"). All information included in these consolidated financial statements has been adjusted, on a restrospective basis, to reflect the Reverse Share Split, unless otherwise stated. All outstanding securities entitling their holders to purchase shares of Common Stock or acquire shares of Common Stock, including stock options, restricted stock units, and warrants, were adjusted as a result of the Reverse Stock Split, as required by the terms of those securities. In accordance with the “Segment Reporting” Topic of the Accounting Standards Codification, the Company’s chief operating decision maker (the Company’s President and Chief Executive Officer) determined that the Company has only one reporting unit. |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates Management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Significant estimates include the assumptions used in the accrual for potential liabilities, the net realizable value of inventory, the valuation of debt and equity instruments, the fair value of derivative liabilities, valuation of equity instruments issued for services, and deferred tax valuation allowances. Actual results could differ from those estimates. |
Revenue from Contract with Customer [Policy Text Block] | Revenue recognition In accordance with Financial Accounting Standard Board’s (“FASB”) Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers The Company’s source of revenue is product sales. Contracts with customers contain a single performance obligation and the Company recognizes revenue upon shipment from the Company’s third-party warehouse which is when control of the product is transferred to the customers. In circumstances where the transaction price is not able to be determined at the time of shipment, the Company does not recognize revenue or any receivable amount until such time that the final transaction price is established and shipped to customer. |
Cost of Goods and Service [Policy Text Block] | Cost of Revenues Cost of revenues includes product costs, warehousing, overhead allocation and royalty expenses. |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. The Company had no cash equivalents as of September 30, 2023 and 2022. |
Inventory, Policy [Policy Text Block] | Inventories Inventories are stated at the lower of cost or net realizable value, with cost determined on a first-in, first-out (“FIFO”) basis. The cost of inventories comprises expenditures incurred in acquiring the inventories, the cost of conversion and other costs incurred in bringing them to their existing location and condition. The Company records adjustments to its inventory for estimated obsolescence or diminution in net realizable value equal to the difference between the cost of the inventory and the estimated net realizable value. When evidence exists that the net realizable value of inventory is lower than its cost, the difference is recognized as a loss in the period in which it occurs. Once inventory has been written down, it creates a new cost basis for inventory that may not subsequently written up. For the year ended September 30, 2023 there was no |
Concentration Risk, Credit Risk, Policy [Policy Text Block] | Concentration of Credit Risk Financial instruments that potentially subject the Company to concentration of credit risk consist primarily of cash. The Company maintains its cash in bank deposits accounts, which, at times, may exceed federally insured limits. The Company has not experienced any losses in such accounts. The Company believes it is not exposed to any significant credit risk on cash. |
Property, Plant and Equipment, Policy [Policy Text Block] | Property and Equipment Property and equipment are recorded at cost and depreciated using the straight-line method over the estimated useful life of the related asset. Upon sale or retirement, the cost and accumulated depreciation are eliminated from their respective accounts, and the resulting gain or loss is included in income or loss for the period. Repair and maintenance expenditures are charged to expense as incurred. |
Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block] | Impairment of Long-Lived Assets Long-lived assets are reviewed for impairment when circumstances indicate the carrying value of an asset may not be recoverable in accordance with FASB ASC Topic 360, Property, Plant and Equipment |
Lessee, Leases [Policy Text Block] | Leases The Company determines whether a contract is, or contains, a lease at inception. Operating lease right-of-use (“ ROU The Company leases its office facility on a month to month basis with a monthly lease of approximately $3,500. The terms of the lease provide break options allowing both landlord and tenant to terminate on provision of not less than one month’s prior written notice. |
Derivatives, Reporting of Derivative Activity [Policy Text Block] | Derivative Liabilities The Company accounts for its warrants and other derivative financial instruments as either equity or liabilities based upon the characteristics and provisions of each instrument, in accordance with FASB ASC Topic 815, Derivatives and Hedging ASC 815 . |
Complex Equity Instruments [Policy Text Block] | Complex Financial Instruments The Company does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. The Company evaluates its financial instruments, including warrants, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. The Company values its derivatives using the Black-Scholes option-pricing model or other acceptable valuation models, including Monte-Carlo simulations. Derivative instruments are valued at inception, upon events such as an exercise of the underlying financial instrument, and at subsequent reporting periods. The classification of derivative instruments, including whether such instruments should be recorded as liabilities, is re-assessed at the end of each reporting period. The Company reviews the terms of debt instruments, equity instruments, and other financing arrangements to determine whether there are embedded derivative features, including embedded conversion options that are required to be bifurcated and accounted for separately as a derivative financial instrument. Additionally, in connection with the issuance of financing instruments, the Company may issue freestanding options and warrants, including options or warrants to non-employees in exchange for consulting or other services performed. The Company accounts for its common stock warrants in accordance with Accounting Standards Codification (“ASC”) 815, Derivatives and Hedging |
Income Tax, Policy [Policy Text Block] | Income Taxes In accordance with FASB ASC Topic 740, Income Taxes ASC 740 The Company provides reserves for potential payments of tax to various tax authorities related to uncertain tax positions when management determines that it is more likely than not that a loss will be incurred related to these matters and the amount of the loss is reasonably determinable. |
Research and Development Expense, Policy [Policy Text Block] | Research and Development The Company expenses internal and external research and development costs, including costs of funded research and development arrangements, in the period incurred. |
Share-Based Payment Arrangement [Policy Text Block] | Stock-Based Compensation The Company accounts for stock-based compensation in accordance with the guidance of FASB ASC Topic 718, Compensation-Stock Compensation ASC 718 The determination of the fair value of share-based payment awards utilizing the Black-Scholes model is affected by the fair value of the common stock and a number of other assumptions, including expected volatility, expected life, risk-free interest rate and expected dividends. The expected life for awards uses the simplified method for all “plain vanilla” options, as defined in ASC 718-10-S99, and the contractual term for all other employee and non-employee awards. The risk-free interest rate assumption is based on observed interest rates appropriate for the terms of our awards. The dividend yield assumption is based on history and the expectation of paying no dividends. Stock-based compensation expense, when recognized in the consolidated financial statements, is based on awards that are ultimately expected to vest. |
Earnings Per Share, Policy [Policy Text Block] | Loss per Common Share Basic earnings (loss) per share is computed by dividing the net income (loss) applicable to common stockholders by the weighted average number of shares of common stock outstanding during the year, excluding shares of unvested restricted common stock. Shares of restricted stock are included in the basic weighted average number of common shares outstanding from the time they vest. Diluted earnings (loss) per share is computed by dividing the net income applicable to common stockholders by the weighted average number of common shares outstanding plus the number of additional common shares that would have been outstanding if all dilutive potential common shares had been issued, using the treasury stock method. Shares of restricted stock are included in the diluted weighted average number of common shares outstanding from the date they are granted. Potential common shares are excluded from the computation when their effect is antidilutive. For the years ended September 30, 2023 and 2022, the calculations of basic and diluted loss per share are the same because potential dilutive securities would have had an anti-dilutive effect. The potentially dilutive securities consisted of the following: September 30, 2023 September 30, 2022 Stock Options 102,125 98,626 Stock Warrants 26,284,002 806,452 Convertible notes payable 738,763 652,202 Unvested restricted common stock - 250 Total 27,124,890 1,557,530 |
Fair Value Measurement, Policy [Policy Text Block] | Fair Value Measurements The Company measures both financial and nonfinancial assets and liabilities in accordance with FASB ASC Topic 820, Fair Value Measurements and Disclosures Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities; Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; and Level 3 inputs are unobservable inputs that reflect the Company’s own views about the assumptions market participants would use in pricing the asset or liability. At September 30, 2023 and 2022, the carrying amounts of cash, accounts payables and accrued expense and other liabilities approximate fair value because of their short-term nature. The carrying amounts for the Company’s convertible notes (see Notes 6,7, and 8) approximate fair value because borrowing rates and terms are similar to comparable market participants. |
Financial Statement Reclassification [Policy Text Block] | Financial Statement Reclassification Certain balances in the prior year consolidated financial statements have been reclassified for comparison purposes to conform to the presentation in the current period consolidated financial statements. During the year ended September 30, 2023, the Company reclassified the carrying amount of Exchange Notes of $699,781 (see Notes 7 and 8) that were previously included in the Convertible Notes Payable, Senior Secured to Convertible notes payable, unsecured. |
New Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements 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): Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options (“ASU 2021-04”). ASU 2021-04 provides guidance as to how an issuer should account for a modification of the terms or conditions or an exchange of a freestanding equity-classified written call option (i.e., a warrant) that remains classified after modification or exchange as an exchange of the original instrument for a new instrument. An issuer should measure the effect of a modification or exchange as the difference between the fair value of the modified or exchanged warrant and the fair value of that warrant immediately before modification or exchange and then apply a recognition model that comprises four categories of transactions and the corresponding accounting treatment for each category (equity issuance, debt origination, debt modification, and modifications unrelated to equity issuance and debt origination or modification). ASU 2021-04 is effective for all entities for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. An entity should apply the guidance provided in ASU 2021-04 prospectively to modifications or exchanges occurring on or after the effective date. The Company adopted ASU 2021-04 effective October 1, 2022. The adoption of ASU 2021-04 did not have any impact on the Company’s consolidated financial statement presentation or disclosures. Other recent accounting pronouncements and guidance issued by the FASB, its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future financial statements. |
Note 2 - Summary of Significa_2
Note 2 - Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Notes Tables | |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | September 30, 2023 September 30, 2022 Stock Options 102,125 98,626 Stock Warrants 26,284,002 806,452 Convertible notes payable 738,763 652,202 Unvested restricted common stock - 250 Total 27,124,890 1,557,530 |
Note 3 - Inventories (Tables)
Note 3 - Inventories (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Notes Tables | |
Schedule of Inventory, Current [Table Text Block] | September 30, September 30, 2023 2022 Finished Goods $ 40,969 $ 9,063 Goods-in-process 1,323,535 1,405,785 Total $ 1,364,504 $ 1,414,848 |
Note 5 - Derivative Liabiliti_2
Note 5 - Derivative Liabilities (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Notes Tables | |
Schedule of Derivative Liabilities at Fair Value [Table Text Block] | Series G Series H Total Beginning balance at September 30, 2022 $ 748,275 $ 459,200 $ 1,207,475 Exchange of warrants into common stock (13,947 ) (35,330 ) (49,277 ) Extinguishment of derivative liabilities (734,328 ) (423,870 ) (1,158,197 ) Ending balance at September 30, 2023 $ — $ — $ — Series F Series G Series H Beginning balance at September 30, 2021 $ 1,000,000 $ 748,275 $ 459,200 Expiration of derivative liability (1,000,000 ) — — Ending balance at September 30, 2022 $ — $ 748,275 $ 459,200 |
Fair Value Measurement Inputs and Valuation Techniques [Table Text Block] | Series G Series H Series G Series H Date of valuation March 10, 2023 September 30, 2022 Closing price per share of Common Stock $ 4.10 $ 4.10 $ 3.84 $ 3.84 Exercise price per share $ 140.00 $ 80.00 $ 140.00 $ 80.00 Expected volatility 179.41 % 141.03 % 132.97 % 122.50 % Risk-free interest rate 4.91 % 4.75 % 4.05 % 4.14 % Dividend yield — — — — Remaining expected term of underlying securities (years) 0.24 1.31 0.69 1.57 |
Note 6 - Convertible Notes Pa_2
Note 6 - Convertible Notes Payable, Senior Secured (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Notes Tables | |
Convertible Debt [Table Text Block] | September 30, 2023 September 30, 2022 Senior Secured Convertible Promissory Notes (the “2022 Notes”, includes $96,000 of related party notes) $ 4,230,000 $ 4,230,000 Unamortized debt discount (710,897 ) (2,567,508 ) Net Balance 3,519,103 1,662,492 Current Balance (3,519,103 ) - Non-Current Balance - 1,662,492 |
Note 7 - Convertible Notes Pa_2
Note 7 - Convertible Notes Payable, Unsecured (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Notes Tables | |
Convertible Debt [Table Text Block] | September 30, 2023 September 30, 2022 Senior Secured Convertible Promissory Notes (the “2022 Notes”, includes $96,000 of related party notes) $ 4,230,000 $ 4,230,000 Unamortized debt discount (710,897 ) (2,567,508 ) Net Balance 3,519,103 1,662,492 Current Balance (3,519,103 ) - Non-Current Balance - 1,662,492 |
Schedule of Share-Based Payment Award, Warrants, Valuation Assumptions [Table Text Block] | First closing Second Closing Third Closing Note holders Placement Agent Note holders Placement Agent Note holders Date of valuation July 6, 2022 January 18, 2023 May 15, 2023 Closing price per share of Common Stock $ 9.98 $ 9.98 $ 5.76 $ 5.76 $ 2.77 Exercise price per share $ 9.94 $ 10.06 $ 9.94 $ 10.06 $ 9.94 Expected volatility 88.44 % 88.44 % 111.31 % 111.31 % 114.33 % Risk-free interest rate 2.96 % 2.96 % 3.43 % 3.43 % 3.46 % Dividend yield — — — — — Remaining expected term of underlying securities (years) 5.0 5.0 5.0 5.0 5.0 |
Exchange, Second, and Third Notes [Member] | |
Notes Tables | |
Convertible Debt [Table Text Block] | September 30, 2023 September 30, 2022 Exchanged notes (July 2022) $ 699,781 $ 699,781 Second closing notes (January 2023) 636,000 - Third closing notes (March, April, May, 2023) 702,720 - Total 2,038,501 $ 699,781 Unamortized debt discount (379,799 ) - Net Balance 1,658,702 699,781 Current Balance (1,658,702 ) - Non-Current Balance - 699,781 |
Note 8 - Convertible Notes Pa_2
Note 8 - Convertible Notes Payable, Series 1 and 2 (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Notes Tables | |
Convertible Debt [Table Text Block] | September 30, 2023 September 30, 2022 Senior Secured Convertible Promissory Notes (the “2022 Notes”, includes $96,000 of related party notes) $ 4,230,000 $ 4,230,000 Unamortized debt discount (710,897 ) (2,567,508 ) Net Balance 3,519,103 1,662,492 Current Balance (3,519,103 ) - Non-Current Balance - 1,662,492 |
Series 1 and 2 Convertible Notes [Member] | |
Notes Tables | |
Convertible Debt [Table Text Block] | 2023 2022 Series 1 Convertible Notes (converted in July 2023) $ - $ 550,000 Series 2 Convertible Notes (converted in November 2023) 450,000 450,000 Total 450,000 1,000,000 Current Balance (450,000 ) (550,000 ) Non-Current Balance $ - $ 450,000 |
Note 9- Income Taxes (Tables)
Note 9- Income Taxes (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Notes Tables | |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | 2023 2022 Net operating loss & charitable contribution carryforwards $ 12,905,738 $ 11,485,524 Capitalized expenditures 1,396,415 1,535,736 Research and experimentation credit carryforwards 1,014,466 946,246 Stock based compensation 1,491,338 1,427,946 Property and Equipment 1,531 2,616 Accrued expenses 746,143 162,191 Inventory allowance 51,463 70,805 Gross deferred tax assets 17,607,094 15,631,061 Deferred tax asset valuation allowance (17,607,094 ) (15,631,061 ) Net deferred tax assets $ - $ - |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | 2023 2022 Expected income tax (benefit) at federal statutory rate 21.00 % 21.00 % Increase due to: State income taxes – net of federal benefit 0.24 % 3.65 % Permanent Differences: Stock based compensation - % (18.10 )% R&D, taken as a credit (0.16 )% (0.23 )% Adjustment to fair value of derivative 3.48 % 3.98 % Other - % (1.14 )% Change in Valuation Allowance (24.56 )% (9.16 )% Total Income Tax Provision (Benefit) - % - % |
Note 10 - Stockholders Deficit
Note 10 - Stockholders Deficit (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Notes Tables | |
Share-Based Payment Arrangement, Option, Activity [Table Text Block] | Weighted Weighted Average Option Average Remaining Aggregate Shares Exercise Contractual Intrinsic Outstanding Price Term (years) Value Outstanding at September 30, 2021 124,495 $ 58.00 1.86 $ 140,151 Awarded 6,625 $ 6.00 Forfeited/Cancelled (32,494 ) $ 70.00 Outstanding at September 30, 2022 98,626 $ 52.00 1.46 $ 16,900 Awarded 24,500 $ 8.00 - Forfeited/Cancelled (21,001 ) $ 68.00 - - Outstanding at September 30, 2023 102,125 $ 38.00 3.9 $ — Vested at September 30, 2023 82,940 $ 44.00 4.89 $ — Vested and expected to vest at September 30, 2023 102,125 $ 38.00 3.9 $ — |
Share-Based Payment Arrangement, Activity [Table Text Block] | Weighted Weighted Average Warrants Average Remaining Aggregate Shares Exercise Contractual Intrinsic Outstanding Price Term (years) Value Outstanding at September 30, 2021 349,380 $ 53.28 1.8 $ - Awarded 457,072 $ 9.95 3.8 - Forfeited/Cancelled - $ - - - Outstanding at September 30, 2022 806,452 $ 28.72 2.9 $ - Awarded 25,572,245 $ 0.85 4.8 13,958,846 Exchanged (77,090 ) $ 106.47 - - Forfeited/Cancelled (17,605 ) $ 50.20 - - Outstanding at September 30, 2023 26,284,002 $ 0.85 4.8 $ 13,958,846 Vested at September 30, 2023 26,284,002 $ $ Vested and expected to vest at September 30, 2023 26,284,002 $ $ |
Nonvested Restricted Stock Shares Activity [Table Text Block] | 2023 2022 Non Vested at September 30, 2022 and 2021 250 2,250 Awarded — — Vested (250 ) (2,000 ) Forfeited — — Non Vested at September 30, 2023 and 2022 — 250 |
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value [Table Text Block] | 2023 2022 Non Vested at September 30, 2022 and 2021 $ 18.00 $ 19.76 Awarded Vested (18.00 ) (19.90 ) Forfeited Non Vested at September 30, 2023 and 2022 $ — $ 18.00 |
Note 1 - Description of Busin_2
Note 1 - Description of Business (Details Textual) - USD ($) | 12 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Net Income (Loss) Attributable to Parent | $ (6,982,836) | $ (5,275,854) |
Net Cash Provided by (Used in) Operating Activities | $ (3,374,216) | $ (4,456,075) |
Note 2 - Summary of Significa_3
Note 2 - Summary of Significant Accounting Policies (Details Textual) | 12 Months Ended | ||
Jan. 17, 2023 | Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | |
Inventory Write-down | $ 0 | $ 248,073 | |
Operating Lease, Monthly Rent Payment Obligation | 3,500 | ||
Reclassification of Exchanged Notes Included in Notes Payable to Unsecured Convertible Notes | $ 699,781 | ||
Reverse Stock Split [Member] | |||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 200 |
Note 2 - Summary of Significa_4
Note 2 - Summary of Significant Accounting Policies - Potentially Dilutive Securities (Details) - shares | 12 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Anti-dilutive securities (in shares) | 27,124,890 | 1,557,530 |
Share-Based Payment Arrangement, Option [Member] | ||
Anti-dilutive securities (in shares) | 102,125 | 98,626 |
Warrant [Member] | ||
Anti-dilutive securities (in shares) | 26,284,002 | 806,452 |
Convertible Debt Securities [Member] | ||
Anti-dilutive securities (in shares) | 738,763 | 652,202 |
Restricted Stock [Member] | ||
Anti-dilutive securities (in shares) | 0 | 250 |
Note 3 - Inventories - Inventor
Note 3 - Inventories - Inventories (Details) - USD ($) | Sep. 30, 2023 | Sep. 30, 2022 |
Finished Goods | $ 40,969 | $ 9,063 |
Goods-in-process | 1,323,535 | 1,405,785 |
Total | $ 1,364,504 | $ 1,414,848 |
Note 4 - Insurance Premium Fi_2
Note 4 - Insurance Premium Financing (Details Textual) - Insurance Premium Financing [Member] - USD ($) | 12 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Debt Instrument, Face Amount | $ 395,000 | $ 354,000 |
Debt Instrument, Interest Rate, Stated Percentage | 2.99% | |
Debt Instrument, Periodic Payment | 35,000 | |
Short-Term Debt | $ 243,285 | $ 247,933 |
Maximum [Member] | ||
Debt Instrument, Interest Rate, Stated Percentage | 8.70% |
Note 5 - Derivative Liabiliti_3
Note 5 - Derivative Liabilities (Details Textual) - USD ($) | 12 Months Ended | ||||||
Mar. 10, 2023 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | May 12, 2019 | Jun. 28, 2018 | Jun. 22, 2017 | |
Extinguishment of Derivative Liabilities for Warrants [Member] | |||||||
Stockholders' Equity, Period Increase (Decrease) | $ 49,277 | ||||||
Derivative Warrant Liability [Member] | |||||||
Derivative Liability | $ 1,207,475 | $ 2,207,475 | |||||
Fair Value Adjustment of Derivatives | $ 1,000,000 | ||||||
Series F Warrant [Member] | |||||||
Class of Warrants and Rights, Required Cash Purchase Price (in dollars per share) | $ 36 | ||||||
Series G Warrant [Member] | |||||||
Class of Warrants and Rights, Required Cash Purchase Price (in dollars per share) | $ 22 | ||||||
Class of Warrant or Right, Exercised | 34,013 | ||||||
Stock Issued During Period, Shares, Warrants Exercised | 3,402 | ||||||
Series H Warrant [Member] | |||||||
Class of Warrants and Rights, Required Cash Purchase Price (in dollars per share) | $ 10.66 | ||||||
Class of Warrant or Right, Exercised | 43,077 | ||||||
Stock Issued During Period, Shares, Warrants Exercised | 8,617 | ||||||
Gain (Loss) on Sale of Derivatives | $ 1,158,197 |
Note 7 - Derivative Liabilities
Note 7 - Derivative Liabilities - Fair Value of Derivative Liability (Details) - Derivative Financial Instruments, Liabilities [Member] - USD ($) | 12 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Beginning balance at September 30, 2022 | $ 1,207,475 | |
Exchange of warrants into common stock | (49,277) | |
Extinguishment of derivative liabilities | (1,158,197) | |
Beginning balance at September 30, 2022 | 0 | $ 1,207,475 |
Series G Warrant [Member] | ||
Beginning balance at September 30, 2022 | 748,275 | 748,275 |
Exchange of warrants into common stock | (13,947) | |
Expiration of derivative liability | 0 | |
Extinguishment of derivative liabilities | (734,328) | |
Beginning balance at September 30, 2022 | 0 | 748,275 |
Series F Warrant [Member] | ||
Beginning balance at September 30, 2022 | 0 | 1,000,000 |
Expiration of derivative liability | (1,000,000) | |
Beginning balance at September 30, 2022 | 0 | |
Series H Warrant [Member] | ||
Beginning balance at September 30, 2022 | 459,200 | 459,200 |
Exchange of warrants into common stock | (35,330) | |
Expiration of derivative liability | 0 | |
Extinguishment of derivative liabilities | (423,870) | |
Beginning balance at September 30, 2022 | $ 0 | $ 459,200 |
Note 7 - Derivative Liabiliti_2
Note 7 - Derivative Liabilities - Derivative Liability Value Assumptions (Details) | Mar. 10, 2023 | Sep. 30, 2022 |
Measurement Input, Share Price [Member] | Series G Warrant [Member] | ||
Derivative liability, measurement input | 4.1 | 3.84 |
Measurement Input, Share Price [Member] | Series H Warrant [Member] | ||
Derivative liability, measurement input | 4.1 | 3.84 |
Measurement Input, Exercise Price [Member] | Series G Warrant [Member] | ||
Derivative liability, measurement input | 140 | 140 |
Measurement Input, Exercise Price [Member] | Series H Warrant [Member] | ||
Derivative liability, measurement input | 80 | 80 |
Measurement Input, Price Volatility [Member] | Series G Warrant [Member] | ||
Derivative liability, measurement input | 179.41 | 132.97 |
Measurement Input, Price Volatility [Member] | Series H Warrant [Member] | ||
Derivative liability, measurement input | 141.03 | 122.5 |
Measurement Input, Risk Free Interest Rate [Member] | Series G Warrant [Member] | ||
Derivative liability, measurement input | 4.91 | 4.05 |
Measurement Input, Risk Free Interest Rate [Member] | Series H Warrant [Member] | ||
Derivative liability, measurement input | 4.75 | 4.14 |
Measurement Input, Expected Dividend Rate [Member] | Series G Warrant [Member] | ||
Derivative liability, measurement input | 0 | 0 |
Measurement Input, Expected Dividend Rate [Member] | Series H Warrant [Member] | ||
Derivative liability, measurement input | 0 | 0 |
Measurement Input, Expected Term [Member] | Series G Warrant [Member] | ||
Derivative liability, measurement input | 0.24 | 0.69 |
Measurement Input, Expected Term [Member] | Series H Warrant [Member] | ||
Derivative liability, measurement input | 1.31 | 1.57 |
Note 6 - Convertible Notes Pa_3
Note 6 - Convertible Notes Payable, Senior Secured (Details Textual) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||
Jan. 31, 2023 | Jul. 31, 2022 | May 31, 2023 | Sep. 30, 2023 | Sep. 30, 2022 | |
The 2022 Offering [Member] | |||||
Debt Instrument, Face Amount | $ 4,230,000 | ||||
Debt Instrument, Unamortized Discount | 2,870,000 | ||||
Warrants and Rights Outstanding | 1,470,000 | ||||
Stock Issued During Period, Value, New Issues | 315,000 | ||||
Payment of Financing and Stock Issuance Costs | 555,414 | ||||
Professional Fees | $ 555,414 | ||||
Amortization of Debt Discount (Premium) | $ 302,000 | ||||
Securities Purchase Agreement [Member] | |||||
Stock Issued During Period, Shares, New Issues | 9,598 | 63,842 | 10,608 | ||
Stock Issued During Period, Value, New Issues | $ 26,000 | $ 315,000 | $ 18,000 | ||
Warrant Shares [Member] | |||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 425,562 | ||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 9.94 | ||||
Warrants and Rights Outstanding, Term | 5 years | ||||
Warrants and Rights Outstanding | $ 1,470,000 | ||||
Placement Agent Warrants [Member] | |||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 6,565 | 31,510 | |||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 10.06 | $ 10.06 | |||
Warrants and Rights Outstanding, Term | 5 years | 5 years | |||
Warrants and Rights Outstanding | $ 13,000 | $ 219,894 | |||
Notes 2022 [Member] | |||||
Debt Instrument, Face Amount | 4,230,000 | ||||
Proceeds from Issuance of Convertible Notes, Common Stock and Warrants, Gross | 3,525,000 | ||||
Debt Instrument, Unamortized Discount | $ 705,000 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 10% | ||||
Debt Instrument, Convertible, Conversion Price | $ 9.14 | ||||
Amortization of Debt Discount (Premium) | $ 1,857,000 | ||||
Long-Term Debt, Gross | 4,230,000 | 4,230,000 | |||
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net | 710,897 | 2,567,508 | |||
Long-Term Debt | 3,519,103 | 1,662,492 | |||
Notes 2022 [Member] | The 2022 Offering [Member] | |||||
Debt Instrument, Unamortized Discount | $ 705,000 | ||||
Officer and Director Notes [Member] | |||||
Debt Instrument, Face Amount | $ 96,000 | $ 96,000 |
Note 6 - Convertible Notes Pa_4
Note 6 - Convertible Notes Payable, Senior Secured - Senior Secured Notes (Details) - Notes 2022 [Member] - USD ($) | Sep. 30, 2023 | Sep. 30, 2022 |
Senior Secured Convertible Promissory Notes (the “2022 Notes”, includes $96,000 of related party notes) | $ 4,230,000 | $ 4,230,000 |
Unamortized debt discount | (710,897) | (2,567,508) |
Net Balance | 3,519,103 | 1,662,492 |
Current Balance | (3,519,103) | 0 |
Non-Current Balance | $ 0 | $ 1,662,492 |
Note 6 - Convertible Notes Pa_5
Note 6 - Convertible Notes Payable, Senior Secured - Senior Secured Notes (Details) (Parentheticals) - USD ($) | Sep. 30, 2023 | Sep. 30, 2022 |
Unsecured Convertible Notes [Member] | Related Party [Member] | ||
Long-Term Debt, Gross | $ 96,000 | $ 96,000 |
Note 7 - Convertible Notes Pa_3
Note 7 - Convertible Notes Payable, Unsecured (Details Textual) - USD ($) | 1 Months Ended | 3 Months Ended | 5 Months Ended | 12 Months Ended | |||||
Jan. 31, 2023 | Jan. 31, 2023 | Jul. 31, 2022 | May 31, 2023 | May 31, 2023 | Sep. 30, 2023 | Jan. 01, 2023 | Sep. 30, 2022 | Nov. 06, 2020 | |
The Second Offering [Member] | |||||||||
Payment of Financing and Stock Issuance Costs | $ 31,000 | ||||||||
Third Closing Notes [Member] | |||||||||
Payment of Financing and Stock Issuance Costs | $ 5,000 | ||||||||
Second and Third Closing Notes [Member] | |||||||||
Payment of Financing and Stock Issuance Costs | $ 36,000 | ||||||||
Securities Purchase Agreement [Member] | |||||||||
Stock Issued During Period, Shares, New Issues | 9,598 | 63,842 | 10,608 | ||||||
Stock Issued During Period, Value, New Issues | $ 26,000 | $ 315,000 | $ 18,000 | ||||||
Second and Third Sales [Member] | |||||||||
Stock Issued During Period, Value, New Issues | $ 44,000 | ||||||||
Second Warrants [Member] | |||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 127,968 | 127,968 | |||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 9.94 | $ 9.94 | |||||||
Warrants and Rights Outstanding, Term | 5 years | 5 years | |||||||
Warrants and Rights Outstanding | $ 256,000 | $ 256,000 | |||||||
Placement Agent Warrants [Member] | |||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 6,565 | 6,565 | 31,510 | ||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 10.06 | $ 10.06 | $ 10.06 | ||||||
Warrants and Rights Outstanding, Term | 5 years | 5 years | 5 years | ||||||
Warrants and Rights Outstanding | $ 13,000 | $ 13,000 | $ 219,894 | ||||||
Third Warrants [Member] | |||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 141,396 | 141,396 | |||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 9.94 | $ 9.94 | |||||||
Warrants and Rights Outstanding, Term | 5 years | 5 years | |||||||
Warrants and Rights Outstanding | $ 164,000 | $ 164,000 | |||||||
Second and Third Warrants [Member] | |||||||||
Warrants and Rights Outstanding | 433,000 | 433,000 | |||||||
Series 2 Notes Converted to Senior Secured Convertible Notes [Member] | |||||||||
Debt Conversion, Original Debt, Amount | 699,781 | ||||||||
Series 2 Convertible Notes [Member] | |||||||||
Debt Instrument, Face Amount | 600,000 | $ 1,050,000 | |||||||
Interest Payable | 99,781 | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10% | ||||||||
Long-Term Debt, Gross | $ 450,000 | $ 450,000 | |||||||
Notes 2022 [Member] | |||||||||
Debt Instrument, Face Amount | $ 4,230,000 | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10% | ||||||||
Debt Instrument, Convertible, Conversion Price | $ 9.14 | ||||||||
Debt Instrument, Unamortized Discount | $ 705,000 | ||||||||
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net | 710,897 | 2,567,508 | |||||||
Amortization of Debt Discount (Premium) | 1,857,000 | ||||||||
Long-Term Debt, Gross | 4,230,000 | 4,230,000 | |||||||
Long-Term Debt | 3,519,103 | $ 1,662,492 | |||||||
Unsecured Convertible Notes [Member] | |||||||||
Debt Instrument, Face Amount | 636,000 | 636,000 | $ 703,000 | $ 703,000 | |||||
Debt Instrument, Interest Rate, Stated Percentage | 10% | 10% | 10% | ||||||
Debt Instrument, Convertible, Conversion Price | $ 9.14 | $ 9.14 | $ 9.14 | ||||||
Proceeds from Convertible Debt | 530,000 | $ 488,000 | |||||||
Debt Instrument, Unamortized Discount | $ 106,000 | $ 106,000 | 215,000 | $ 215,000 | |||||
Second and Third Closing Notes [Member] | |||||||||
Debt Instrument, Unamortized Discount | 321,000 | 321,000 | 380,000 | ||||||
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net | $ 834,000 | $ 834,000 | |||||||
Amortization of Debt Discount (Premium) | 454,000 | ||||||||
Long-Term Debt, Gross | 2,039,000 | ||||||||
Long-Term Debt | $ 1,659,000 |
Note 7 - Convertible Notes Pa_4
Note 7 - Convertible Notes Payable, Unsecured - Debt (Details) - USD ($) | Sep. 30, 2023 | Sep. 30, 2022 |
Exchange Notes [Member] | ||
Long-Term Debt, Gross | $ 699,781 | $ 699,781 |
Second Closing Notes [Member] | ||
Long-Term Debt, Gross | 636,000 | 0 |
Third Closing Notes [Member] | ||
Long-Term Debt, Gross | 702,720 | 0 |
Exchange, Second, and Third Closing Notes [Member] | ||
Long-Term Debt, Gross | 2,038,501 | 699,781 |
Unamortized debt discount | (379,799) | 0 |
Net Balance | 1,658,702 | 699,781 |
Current Balance | (1,658,702) | 0 |
Non-Current Balance | $ 0 | $ 699,781 |
Note 7 - Convertible Notes Pa_5
Note 7 - Convertible Notes Payable, Unsecured - Valuation Assumptions (Details) | May 15, 2023 $ / shares | Jan. 18, 2023 $ / shares | Jul. 06, 2022 $ / shares |
First Closing Notes [Member] | Note Holders [Member] | |||
Closing price per share of Common Stock (in dollars per share) | $ 9.98 | ||
First Closing Notes [Member] | Note Holders [Member] | Measurement Input, Exercise Price [Member] | |||
Exercise price per share | 9.94 | ||
First Closing Notes [Member] | Note Holders [Member] | Measurement Input, Price Volatility [Member] | |||
Exercise price per share | 88.44 | ||
First Closing Notes [Member] | Note Holders [Member] | Measurement Input, Risk Free Interest Rate [Member] | |||
Exercise price per share | 2.96 | ||
First Closing Notes [Member] | Note Holders [Member] | Measurement Input, Expected Dividend Rate [Member] | |||
Exercise price per share | 0 | ||
First Closing Notes [Member] | Note Holders [Member] | Measurement Input, Expected Term [Member] | |||
Exercise price per share | 5 | ||
First Closing Notes [Member] | Placement Agent [Member] | |||
Closing price per share of Common Stock (in dollars per share) | $ 9.98 | ||
First Closing Notes [Member] | Placement Agent [Member] | Measurement Input, Exercise Price [Member] | |||
Exercise price per share | 10.06 | ||
First Closing Notes [Member] | Placement Agent [Member] | Measurement Input, Price Volatility [Member] | |||
Exercise price per share | 88.44 | ||
First Closing Notes [Member] | Placement Agent [Member] | Measurement Input, Risk Free Interest Rate [Member] | |||
Exercise price per share | 2.96 | ||
First Closing Notes [Member] | Placement Agent [Member] | Measurement Input, Expected Dividend Rate [Member] | |||
Exercise price per share | 0 | ||
First Closing Notes [Member] | Placement Agent [Member] | Measurement Input, Expected Term [Member] | |||
Exercise price per share | 5 | ||
Second Closing Notes [Member] | Note Holders [Member] | |||
Closing price per share of Common Stock (in dollars per share) | $ 5.76 | ||
Second Closing Notes [Member] | Note Holders [Member] | Measurement Input, Exercise Price [Member] | |||
Exercise price per share | 9.94 | ||
Second Closing Notes [Member] | Note Holders [Member] | Measurement Input, Price Volatility [Member] | |||
Exercise price per share | 111.31 | ||
Second Closing Notes [Member] | Note Holders [Member] | Measurement Input, Risk Free Interest Rate [Member] | |||
Exercise price per share | 3.43 | ||
Second Closing Notes [Member] | Note Holders [Member] | Measurement Input, Expected Dividend Rate [Member] | |||
Exercise price per share | 0 | ||
Second Closing Notes [Member] | Note Holders [Member] | Measurement Input, Expected Term [Member] | |||
Exercise price per share | 5 | ||
Second Closing Notes [Member] | Placement Agent [Member] | |||
Closing price per share of Common Stock (in dollars per share) | $ 5.76 | ||
Second Closing Notes [Member] | Placement Agent [Member] | Measurement Input, Exercise Price [Member] | |||
Exercise price per share | 10.06 | ||
Second Closing Notes [Member] | Placement Agent [Member] | Measurement Input, Price Volatility [Member] | |||
Exercise price per share | 111.31 | ||
Second Closing Notes [Member] | Placement Agent [Member] | Measurement Input, Risk Free Interest Rate [Member] | |||
Exercise price per share | 3.43 | ||
Second Closing Notes [Member] | Placement Agent [Member] | Measurement Input, Expected Dividend Rate [Member] | |||
Exercise price per share | 0 | ||
Second Closing Notes [Member] | Placement Agent [Member] | Measurement Input, Expected Term [Member] | |||
Exercise price per share | 5 | ||
Third Closing Notes [Member] | |||
Closing price per share of Common Stock (in dollars per share) | $ 2.77 | ||
Third Closing Notes [Member] | Measurement Input, Exercise Price [Member] | |||
Exercise price per share | 9.94 | ||
Third Closing Notes [Member] | Measurement Input, Price Volatility [Member] | |||
Exercise price per share | 114.33 | ||
Third Closing Notes [Member] | Measurement Input, Risk Free Interest Rate [Member] | |||
Exercise price per share | 3.46 | ||
Third Closing Notes [Member] | Measurement Input, Expected Dividend Rate [Member] | |||
Exercise price per share | 0 | ||
Third Closing Notes [Member] | Measurement Input, Expected Term [Member] | |||
Exercise price per share | 5 |
Note 8 - Convertible Notes Pa_3
Note 8 - Convertible Notes Payable, Series 1 and 2 (Details Textual) | 12 Months Ended | |||||||
Jul. 07, 2022 USD ($) | Nov. 06, 2020 USD ($) | Sep. 30, 2023 USD ($) shares | Mar. 10, 2023 | Sep. 30, 2022 USD ($) | Jul. 31, 2022 USD ($) | Sep. 30, 2021 USD ($) | Jun. 04, 2020 USD ($) $ / shares | |
Conversion of Series 1 Convertible Notes Into Common Stock [Member] | ||||||||
Debt Conversion, Converted Instrument, Shares Issued | shares | 59,912 | |||||||
Debt Conversion, Original Debt, Amount | $ 550,000 | |||||||
Debt Conversion, Original Debt, Amount, Interest | 168,918 | |||||||
Debt Conversion, Original Debt, Amount, Interest and Debt | 718,918 | |||||||
Series 1 Convertible Notes [Member] | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10% | |||||||
Debt Instrument, Face Amount | $ 550,000 | |||||||
Debt Instrument, Convertible, Conversion Price | $ / shares | $ 54 | |||||||
Debt Conversion, Principal and Accrued Interest Conversion Multiple | 4.5 | |||||||
Convertible Debt | $ 550,000 | |||||||
Series 1 Convertible Notes [Member] | Maximum [Member] | ||||||||
Debt Instrument, Convertible, Conversion Price | $ / shares | $ 64 | |||||||
Series 1 & 2 Convertible Notes [Member] | ||||||||
Debt Instrument, Term | 3 years | |||||||
Interest Expense, Debt, Total | 450,000 | |||||||
Long-Term Debt | $ 450,000 | $ 1,000,000 | ||||||
Series 2 Convertible Notes [Member] | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10% | |||||||
Debt Instrument, Face Amount | $ 1,050,000 | $ 600,000 | ||||||
Convertible Debt | $ 1,050,000 | |||||||
Series 2 Notes Converted to Senior Secured Convertible Notes [Member] | ||||||||
Debt Conversion, Original Debt, Amount | $ 600,000 | |||||||
Debt Conversion, Original Debt, Amount, Interest | $ 100,000 |
Note 8 - Convertible Notes Pa_4
Note 8 - Convertible Notes Payable, Series 1 and 2 (Details) - USD ($) | Sep. 30, 2023 | Sep. 30, 2022 |
Series 1 Convertible Notes [Member] | ||
Long-Term Debt, Gross | $ 0 | $ 550,000 |
Series 2 Convertible Notes [Member] | ||
Long-Term Debt, Gross | 450,000 | 450,000 |
Series 1 and 2 Convertible Notes [Member] | ||
Long-Term Debt, Gross | 450,000 | 1,000,000 |
Current Balance | (450,000) | (550,000) |
Non-Current Balance | $ 0 | $ 450,000 |
Note 9- Income Taxes (Details T
Note 9- Income Taxes (Details Textual) - USD ($) | 12 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount | $ 1,976,000 | $ 483,000 |
Open Tax Year | 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 | |
Domestic Tax Authority [Member] | ||
Operating Loss Carryforwards | $ 48,200,000 | 42,700,000 |
Domestic Tax Authority [Member] | Research Tax Credit Carryforward [Member] | ||
Tax Credit Carryforward, Amount | 679,000 | 626,000 |
Domestic Tax Authority [Member] | Expire In 2028 [Member] | ||
Operating Loss Carryforwards | 21,750,000 | |
Domestic Tax Authority [Member] | Indefinite Life Carryforwards [Member] | ||
Operating Loss Carryforwards | 26,444,000 | 20,945,000 |
State and Local Jurisdiction [Member] | ||
Operating Loss Carryforwards | 44,570,000 | 40,367,000 |
State and Local Jurisdiction [Member] | Research Tax Credit Carryforward [Member] | ||
Tax Credit Carryforward, Amount | $ 425,000 | $ 406,000 |
Note 9 - Income Taxes - Net Def
Note 9 - Income Taxes - Net Deferred Tax Assets (Details) - USD ($) | Sep. 30, 2023 | Sep. 30, 2022 |
Net operating loss carryforwards | $ 12,905,738 | $ 11,485,524 |
Capitalized expenditures | 1,396,415 | 1,535,736 |
Research and development credit carryforwards | 1,014,466 | 946,246 |
Stock based compensation | 1,491,338 | 1,427,946 |
Property and Equipment | 1,531 | 2,616 |
Accrued expenses | 746,143 | 162,191 |
Inventory allowance | 51,463 | 70,805 |
Gross deferred tax assets | 17,607,094 | 15,631,061 |
Deferred tax asset valuation allowance | 17,607,094 | 15,631,061 |
Net deferred tax assets | $ 0 | $ 0 |
Note 9 - Income Taxes - Computa
Note 9 - Income Taxes - Computation of Income Tax Provision (Benefits) (Details) | 12 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Expected income tax (benefit) at federal statutory rate | 21% | 21% |
State income taxes – net of federal benefit | 0.24% | 3.65% |
Stock Based Compensation | 0% | (18.10%) |
R&D, taken as a credit | (0.16%) | (0.23%) |
Adjustment to fair value of derivative | 3.48% | 3.98% |
Other | 0% | (1.14%) |
Change in Valuation Allowance | (24.56%) | (9.16%) |
Total Income Tax Provision / (Benefit) | 0% | 0% |
Note 10 - Stockholders Defici_2
Note 10 - Stockholders Deficit (Details Textual) - USD ($) | 12 Months Ended | |||
Sep. 27, 2021 | Jul. 30, 2021 | Sep. 30, 2023 | Sep. 30, 2022 | |
Common Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 | ||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross | 24,500 | 6,625 | ||
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 8 | $ 6 | ||
Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Expected Volatility Rate, Minimum | 102.80% | 86.80% | ||
Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Expected Volatility Rate, Maximum | 103.40% | 98.50% | ||
Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Risk Free Interest Rate, Minimum | 3.80% | 1.50% | ||
Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Risk Free Interest Rate, Maximum | 4% | 3.50% | ||
Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0% | 0% | ||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested, Number of Shares | 82,940 | |||
Research and Development Expense [Member] | ||||
Share-Based Payment Arrangement, Expense | $ 57,000 | $ 148,000 | ||
General and Administrative Expense [Member] | ||||
Share-Based Payment Arrangement, Expense | $ 189,000 | $ 311,000 | ||
Minimum [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Expected Term | 4 years 1 month 6 days | 3 years 7 months 6 days | ||
Maximum [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Expected Term | 5 years 9 months 18 days | 5 years 9 months 18 days | ||
Employees Directors And Consultants [Member] | ||||
Share-Based Payment Arrangement, Expense | $ 246,000 | $ 459,000 | ||
The 2013 Plan [Member] | ||||
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 8.02 | $ 10.02 | ||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Aggregate Grant Date Fair Value | $ 156,275 | $ 47,609 | ||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 162,000 | |||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition | 1 year 9 months 18 days | |||
The 2013 Plan [Member] | Board Of Directors And Management [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross | 20,875 | 2,375 | ||
The 2013 Plan [Member] | Consultants [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross | 3,625 | 4,250 | ||
Series G and Series H Warrants [Member] | ||||
Shares Issued From Exchange of Warrants | 12,019 | |||
Second and Third Closing Notes [Member] | ||||
Debt Conversion, Converted Instrument, Shares Issued | 20,210 | |||
Conversion of Series 1 Convertible Notes Into Common Stock [Member] | ||||
Debt Conversion, Converted Instrument, Shares Issued | 59,912 | |||
Restricted Stock [Member] | ||||
Stock Issued During Period, Shares, Restricted Stock Award, Gross | 250 | |||
Restricted Stock [Member] | The 2013 Plan [Member] | Share-Based Payment Arrangement, Tranche One [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested, Number of Shares | 250 | |||
Restricted Stock [Member] | The 2013 Plan [Member] | Share-Based Payment Arrangement, Employee [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Non-Option Equity Instruments, Granted | 750 | |||
Restricted Stock [Member] | The 2013 Plan [Member] | Consultants [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Non-Option Equity Instruments, Granted | 1,500 | |||
Share-Based Payment Arrangement, Option [Member] | The 2013 Plan [Member] | Board Of Directors And Management [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period | 36 months | 36 months | ||
Share-Based Compensation Arrangement by Share-Based Payment Award, Expiration Period | 10 years | 10 years | ||
Share-Based Payment Arrangement, Option [Member] | The 2013 Plan [Member] | Consultants [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period | 12 months | 12 months | ||
Share-Based Compensation Arrangement by Share-Based Payment Award, Expiration Period | 5 years | 5 years | ||
Non Employee Restricted Shares [Member] | ||||
Share-Based Payment Arrangement, Expense | $ 3,000 | $ 40,000 | ||
All Stock Issuances [Member] | ||||
Stock Issued During Period, Shares, New Issues | 3,436,712 | |||
Financing Activities With Accredited Investors [Member] | ||||
Stock Issued During Period, Shares, New Issues | 3,344,321 | |||
Proceeds from Issuance or Sale of Equity | $ 2,209,839 |
Note 12 - Stock-based Compensat
Note 12 - Stock-based Compensation - Stock Compensation Activity (Details) - USD ($) | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Outstanding, Option Shares Outstanding (in shares) | 98,626 | 124,495 | |
Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 52 | $ 58 | |
Outstanding, Weighted Average Remaining Contractual Term (Year) | 3 years 10 months 24 days | 1 year 5 months 15 days | 1 year 10 months 9 days |
Outstanding, Aggregate Intrinsic Value | $ 0 | $ 16,900 | $ 140,151 |
Awarded, Option Shares Outstanding (in shares) | 24,500 | 6,625 | |
Awarded, Weighted Average Exercise Price (in dollars per share) | $ 8 | $ 6 | |
Forfeited/Cancelled, Option Shares Outstanding (in shares) | (21,001) | (32,494) | |
Forfeited/Cancelled, Weighted Average Exercise Price (in dollars per share) | $ 68 | $ 70 | |
Outstanding, Option Shares Outstanding (in shares) | 102,125 | 98,626 | 124,495 |
Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 38 | $ 52 | $ 58 |
Vested, Option Shares Outstanding (in shares) | 82,940 | ||
Vested, Weighted Average Exercise Price (in dollars per share) | $ 44 | ||
Vested, Weighted Average Remaining Contractual Term (Year) | 4 years 10 months 20 days | ||
Vested, Aggregate Intrinsic Value | $ 0 | ||
Vested and expected to vest, Option Shares Outstanding (in shares) | 102,125 | ||
Vested and expected to vest, Weighted Average Exercise Price (in dollars per share) | $ 38 | ||
Vested and expected to vest,Weighted Average Remaining Contractual Term (Year) | 3 years 10 months 24 days | ||
Vested and expected to vest, Aggregate Intrinsic Value | $ 0 |
Note 14 - Stock-based Compensat
Note 14 - Stock-based Compensation - Stock Compensation Activity (Details) - USD ($) | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 38 | $ 52 | $ 58 |
Common Stock Warrants [Member] | |||
Outstanding, awards (in shares) | 806,452 | 349,380 | |
Outstanding, awards, weighted average exercise price (in dollars per share) | $ 28.72 | $ 53.28 | |
Outstanding, awards, weighted average contractual term (Year) | 4 years 9 months 18 days | 2 years 10 months 24 days | 1 year 9 months 18 days |
Outstanding at September 30, 2021 | $ 13,958,846 | $ 0 | |
Awarded, awards (in shares) | 25,572,245 | 457,072 | |
Awarded, awards, weighted average exercise price (in dollars per share) | $ 0.85 | $ 9.95 | |
Awarded, awards, weighted average contractual term (Year) | 4 years 9 months 18 days | 3 years 9 months 18 days | |
Exchanged, awards (in shares) | (77,090) | ||
Exchanged, awards, weighted average exercise price (in dollars per share) | $ 106.47 | ||
Forfeited/Cancelled, awards (in shares) | (17,605) | ||
Forfeited/Cancelled, awards, weighted average exercise price (in dollars per share) | $ 50.2 | ||
Outstanding, awards (in shares) | 26,284,002 | 806,452 | 349,380 |
Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 0.85 | ||
Vested, awards (in shares) | 26,284,002 | ||
Vested and expected to vest, awards (in shares) | 26,284,002 |
Note 12 - Stock-based Compens_2
Note 12 - Stock-based Compensation - Restricted Stock Activity (Details) - shares | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Restricted Stock [Member] | ||
Non Vested at December 31, 2022 and 2021 (in shares) | 2,250 | |
The 2013 Plan [Member] | ||
Non Vested at December 31, 2022 and 2021 (in shares) | 250 | |
Vested (in shares) | (250) | (2,000) |
Non Vested at March 31, 2023 and 2022 (in shares) | 0 | 250 |
Note 12 - Stock-based Compens_3
Note 12 - Stock-based Compensation - Restricted Stock Weighted Average Grant Date Fair Value (Details) - $ / shares | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Non Vested (in dollars per share) | $ 18 | $ 19.76 |
Vested (in dollars per share) | (18) | (19.9) |
Non Vested (in dollars per share) | $ 0 | $ 18 |
Note 11 - Commitments and Con_2
Note 11 - Commitments and Contingencies (Details Textual) - USD ($) | Sep. 30, 2023 | Sep. 30, 2022 |
Patents [Member] | ||
Finite-Lived Intangible Asset, Useful Life (Year) | 20 years | |
M I T Licensing Agreement [Member] | ||
Contractual Obligation | $ 50,000 | $ 50,000 |
Note 12 - Subsequent Events (De
Note 12 - Subsequent Events (Details Textual) - Subsequent Event [Member] | Nov. 13, 2023 USD ($) | Nov. 08, 2023 USD ($) $ / shares |
Proceeds from Advances from Investors | $ 450,000 | |
Proceeds from Issuance or Sale of Equity | $ 7,100,000 | |
Uplist Transaction, Purchase Price Rate Over Price Paid by Investor | 6.3812 | |
Threshold of Public Offering Price Per Share to Trigger Issuance of Additional Securities (in dollars per share) | $ / shares | $ 4 |