LogicMark (LGMK) 10-Q15 Nov 212021 Q3 Quarterly reportFinancial data

Company Profile

Document And Entity Information

Document And Entity Information - shares	9 Months Ended
Document And Entity Information - shares	Sep. 30, 2021	Nov. 09, 2021
Document Information Line Items
Entity Registrant Name	Nxt-ID, Inc.
Trading Symbol	NXTD
Document Type	10-Q
Current Fiscal Year End Date	--12-31
Entity Common Stock, Shares Outstanding		8,896,479
Amendment Flag	false
Entity Central Index Key	0001566826
Entity Current Reporting Status	Yes
Entity Filer Category	Non-accelerated Filer
Document Period End Date	Sep. 30, 2021
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	Q3
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Document Quarterly Report	true
Document Transition Report	false
Entity File Number	001-36616
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	46-0678374
Entity Address, Address Line One	288 Christian Street
Entity Address, Address Line Two	Hangar C 2nd Floor
Entity Address, City or Town	Oxford
Entity Address, State or Province	CT
Entity Address, Postal Zip Code	06478
City Area Code	(203)
Local Phone Number	266-2103
Title of 12(b) Security	Common Stock, par value $0.0001 per share
Security Exchange Name	NASDAQ
Entity Interactive Data Current	Yes

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($)	Sep. 30, 2021	Dec. 31, 2020
Current Assets
Cash	$ 16,046,625	$ 4,387,416
Restricted cash	185,130	150,130
Accounts receivable, net	67,048	133,719
Inventory, net	912,889	767,351
Prepaid expenses and other current assets	770,116	455,553
Total Current Assets	17,981,808	5,894,169
Property and equipment:
Equipment	183,044	183,044
Furniture and fixtures	98,839	98,839
Tooling and molds	644,462	644,462
Property and equipment, gross	926,345	926,345
Accumulated depreciation	(926,345)	(897,137)
Property and equipment, net		29,208
Right-of-use assets	263,379	306,786
Goodwill	15,479,662	15,479,662
Other intangible assets, net of amortization of $3,935,901 and $3,366,105, respectively	4,668,666	5,238,462
Total Assets	38,393,515	26,948,287
Current Liabilities
Accounts payable	1,229,486	2,748,814
Accrued expenses	1,659,521	1,315,262
Term loan facility		2,062,500
Other short-term debt		346,390
Other current liabilities	1,072,500
Total Current Liabilities	3,961,507	6,472,966
Term loan facility, net of debt discount of $137,855 and deferred debt issuance costs $713,119		8,182,403
Other long-term liabilities	206,819	1,326,409
Total Liabilities	4,168,326	15,981,778
Commitments and Contingencies
Series C Preferred Stock, par value $0.0001 per share: 2,000 shares designated; 200 shares issued and outstanding as of September 30, 2021 and December 31, 2020	1,807,300	1,807,300
Stockholders’ Equity
Preferred Stock, par value $0.0001 per share: 10,000,000 shares authorized
Series F Preferred Stock, par value $0.0001 per share: 1,333,333 shares designated: 173,333 shares issued and outstanding as of September 30, 2021, aggregate liquidation preference of $520,000 as of September 30, 2021	520,000
Common Stock, par value $0.001 per share: 100,000,000 shares authorized; 8,830,239 and 4,061,997 shares issued and outstanding as of September 30, 2021 and December 31, 2020, respectively	8,831	4,062
Additional paid-in capital	104,244,350	74,583,144
Accumulated deficit	(72,355,292)	(65,427,997)
Total Stockholders’ Equity	32,417,889	9,159,209
Total Liabilities, Series C Preferred Stock and Stockholders’ Equity	$ 38,393,515	$ 26,948,287

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parentheticals) - USD ($)	Sep. 30, 2021	Dec. 31, 2020
Other intangible assets, net of amortization (in Dollars)	$ 3,935,901	$ 3,366,105
Preferred stock, shares designated	10,000,000	10,000,000
Preferred Stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Common stock, par value (in Dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	8,830,239	4,061,997
Common stock, shares outstanding	8,830,239	4,061,997
Term Loan Facility
Net of debt discount (in Dollars)	$ 0	$ 137,855
Deferred debt issuance costs (in Dollars)	$ 0	$ 713,119
Series C Preferred Stock
Preferred stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares designated	2,000	2,000
Preferred stock, shares issued	200	200
Preferred stock, shares outstanding	200	200
Series F Preferred Stock
Preferred stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares designated	1,476,016
Preferred stock, shares issued	173,333
Preferred stock, shares outstanding	173,333
Aggregate liquidation preference value (in Dollars)	$ 520,000

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Income Statement [Abstract]
Revenues	$ 2,383,029	$ 2,639,193	$ 7,604,286	$ 8,866,205
Cost of goods sold	1,115,570	760,965	2,966,177	2,378,148
Gross Profit	1,267,459	1,878,228	4,638,109	6,488,057
Operating Expenses
General and administrative	1,078,830	1,569,736	3,748,699	3,455,555
Selling and marketing	482,563	577,085	1,661,340	1,865,626
Research and development	202,949	257,832	719,515	757,221
Total Operating Expenses	1,764,342	2,404,653	6,129,554	6,078,402
Operating (Loss) Income	(496,883)	(526,425)	(1,491,445)	409,655
Other Income and (Expense)
Interest expense	(144,821)	(551,916)	(1,395,611)	(1,717,561)
Forgiveness of PPP loan and accrued interest			349,176
Warrant modification expense			(2,881,729)
Total Other Expense, Net	(144,821)	(551,916)	(3,928,164)	(1,717,561)
Loss before Income Taxes	(641,704)	(1,078,341)	(5,419,609)	(1,307,906)
Provision for Income Taxes
Net Loss	(641,704)	(1,078,341)	(5,419,609)	(1,307,906)
Preferred stock dividends	(101,885)	(25,000)
Preferred stock dividends, including deemed dividend on redeemable Series E convertible preferred stock			(2,272,686)	(75,000)
Net Loss applicable to Common Stockholders	$ (743,589)	$ (1,103,341)	$ (7,692,295)	$ (1,382,906)
Net Loss Per Share – Basic and Diluted (in Dollars per share)	$ (0.12)	$ (0.32)	$ (1.43)	$ (0.44)
Weighted Average Number of Common Shares Outstanding – Basic and Diluted (in Shares)	5,969,312	3,425,210	5,377,465	3,158,090

Condensed Consolidated Statem_2

Condensed Consolidated Statement of Changes in Equity (Unaudited) - USD ($)	Preferred Stock	Common Stock	Additional Paid-in Capital	Accumulated Deficit	Total
Balance at Dec. 31, 2019		$ 3,005	$ 68,515,674	$ (61,804,091)	$ 6,714,588
Balance (in Shares) at Dec. 31, 2019		3,004,885
Issuance of stock options for services			120,000		120,000
Issuance of common stock and warrants for cash		$ 451	1,864,077		1,864,528
Issuance of common stock and warrants for cash (in Shares)		451,348
Shares issued in connection with the management incentive plan for 2018 and 2019		$ 45	200,749		200,794
Shares issued in connection with the management incentive plan for 2018 and 2019 (in Shares)		44,762
Fees incurred in connection with equity offerings			(65,152)		(65,152)
Net loss				(1,307,906)	(1,307,906)
Preferred stock dividends			(75,000)		(75,000)
Balance at Sep. 30, 2020		$ 3,501	70,560,348	(63,111,997)	7,451,852
Balance (in Shares) at Sep. 30, 2020		3,500,995
Balance at Dec. 31, 2019		$ 3,005	68,515,674	(61,804,091)	6,714,588
Balance (in Shares) at Dec. 31, 2019		3,004,885
Balance at Dec. 31, 2020		$ 4,062	74,583,144	(65,427,997)	9,159,209
Balance (in Shares) at Dec. 31, 2020		4,061,997
Balance at Jun. 30, 2020		$ 3,050	68,722,019	(62,033,656)	6,691,413
Balance (in Shares) at Jun. 30, 2020		3,049,647
Issuance of stock options for services			40,000		40,000
Issuance of common stock and warrants for cash		$ 451	1,864,077		1,864,528
Issuance of common stock and warrants for cash (in Shares)		451,348
Fees incurred in connection with equity offerings			(40,748)		(40,748)
Net loss				(1,078,341)	(1,078,341)
Preferred stock dividends			(25,000)		(25,000)
Balance at Sep. 30, 2020		$ 3,501	70,560,348	(63,111,997)	7,451,852
Balance (in Shares) at Sep. 30, 2020		3,500,995
Balance at Dec. 31, 2020		$ 4,062	74,583,144	(65,427,997)	9,159,209
Balance (in Shares) at Dec. 31, 2020		4,061,997
Issuance of stock options for services			120,000		120,000
Issuance of Series E preferred stock, net	$ 4,000,003				4,000,003
Issuance of Series E preferred stock, net (in Shares)	1,476,016
Conversion of Series E preferred stock to common stock	$ (4,000,003)	$ 295	3,999,708
Conversion of Series E preferred stock to common stock (in Shares)	(1,476,016)	295,203
Deemed dividend related to beneficial conversion feature of Series E preferred stock			1,480,801	(1,480,801)
Issuance of Series F preferred stock, net	$ 3,999,999				3,999,999
Issuance of Series F preferred stock, net (in Shares)	1,333,333
Conversion of Series F preferred stock to common stock	$ (3,479,999)	$ 657	3,479,342
Conversion of Series F preferred stock to common stock (in Shares)	(1,160,000)	656,604
Exercise of common stock purchase warrants for cash		$ 537	6,669,957		6,670,494
Exercise of common stock purchase warrants for cash (in Shares)		536,774
Exercise of common stock purchase warrants on a cashless basis		$ 424	(424)
Exercise of common stock purchase warrants on a cashless basis (in Shares)		423,933
Warrant modification expense recorded in connection with the issuance of replacement warrants			2,881,729		2,881,729
Shares issued in connection with the management incentive plan for 2018 and 2019		$ 13	80,443		80,456
Shares issued in connection with the management incentive plan for 2018 and 2019 (in Shares)		13,283
Sale of common stock and warrants pursuant to a registration statement on Form S-1		$ 2,789	11,831,933		11,834,722
Sale of common stock and warrants pursuant to a registration statement on Form S-1 (in Shares)		2,788,750
Fees incurred in connection with equity offerings			(424,813)		(424,813)
Shares issued as stock compensation		$ 50	287,950		288,000
Shares issued as stock compensation (in Shares)		50,000
Common Stock issued for dividends		$ 4	19,580	(19,584)
Common Stock issued for dividends (in Shares)		3,695
Accrue Series F Preferred Stock Dividends				(7,301)	(7,301)
Net loss				(5,419,609)	(5,419,609)
Series C Preferred stock dividends			(765,000)		(765,000)
Balance at Sep. 30, 2021	$ 520,000	$ 8,831	104,244,350	(72,355,292)	32,417,889
Balance (in Shares) at Sep. 30, 2021	173,333	8,830,239
Balance at Jun. 30, 2021		$ 5,331	89,041,202	(71,686,703)	17,359,830
Balance (in Shares) at Jun. 30, 2021		5,331,190
Issuance of stock options for services			40,000		40,000
Issuance of Series F preferred stock, net	$ 3,999,999				3,999,999
Issuance of Series F preferred stock, net (in Shares)	1,333,333
Conversion of Series F preferred stock to common stock	$ (3,479,999)	$ 657	3,479,342
Conversion of Series F preferred stock to common stock (in Shares)	(1,160,000)	656,604
Sale of common stock and warrants pursuant to a registration statement on Form S-1		$ 2,789	11,831,933		11,834,722
Sale of common stock and warrants pursuant to a registration statement on Form S-1 (in Shares)		2,788,750
Fees incurred in connection with equity offerings			(380,657)		(380,657)
Shares issued as stock compensation		$ 50	287,950		288,000
Shares issued as stock compensation (in Shares)		50,000
Common Stock issued for dividends		$ 4	19,580	(19,584)
Common Stock issued for dividends (in Shares)		3,695
Accrue Series F Preferred Stock Dividends				(7,301)	(7,301)
Net loss				(641,704)	(641,704)
Series C Preferred stock dividends			(75,000)		(75,000)
Balance at Sep. 30, 2021	$ 520,000	$ 8,831	$ 104,244,350	$ (72,355,292)	$ 32,417,889
Balance (in Shares) at Sep. 30, 2021	173,333	8,830,239

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020
Cash Flows from Operating Activities
Net Loss	$ (5,419,609)	$ (1,307,906)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation	29,208	49,531
Stock based compensation	288,000	120,000
Amortization of debt discount	137,855	80,368
Amortization of intangible assets	569,796	569,796
Amortization of deferred debt issuance costs	713,119	415,737
Non-cash charge for modification of warrant terms	2,881,729
Forgiveness of PPP loans and accrued interest	(349,176)
Changes in operating assets and liabilities:
Accounts receivable	66,671	(19,391)
Inventory	(145,538)	430,943
Prepaid expenses and other current assets	(314,563)	(99,675)
Accounts payable	(1,519,328)	(162,119)
Accrued expenses	(228,483)	(61,641)
Total Adjustments	2,129,290	1,323,549
Net Cash (Used in) Provided by Operating Activities	(3,290,319)	15,643
Net Cash Used in Investing Activities
Cash Flows from Financing Activities
Term loan repayment	(11,095,877)	(1,696,875)
Proceeds received in connection with issuance of Series E preferred stock, net	4,000,003
Proceeds received in connection with issuance of Series F preferred stock, net	3,999,999
Proceeds received in connection with issuance of common stock, net		1,864,528
Proceeds from exercise of common stock warrants	6,670,494
Payment of closing related fees	(424,813)	(24,404)
Proceeds from PPP loan		346,390
Proceeds from sale of common stock and warrants	11,834,722
Net Cash Provided by (Used in) Financing Activities	14,984,528	489,639
Net Increase in Cash and Restricted Cash	11,694,209	505,282
Cash and Restricted Cash – Beginning of Period	4,537,546	1,737,380
Cash and Restricted Cash – End of Period	16,231,755	2,242,662
Cash paid during the periods for:
Interest	1,395,611	1,241,819
Taxes	47,874	10,014
Non-cash financing activities:
Accrued fees incurred in connection with equity offerings		40,748
Common Stock issued in connection with management incentive plans	80,456	200,794
Accrued Series C Preferred Stock dividends	266,907	25,000
Common stock issued for dividends	$ 19,584

Organization and Basis of Prese

Organization and Basis of Presentation	9 Months Ended
Organization and Basis of Presentation	Sep. 30, 2021
Accounting Policies [Abstract]
ORGANIZATION AND BASIS OF PRESENTATION	NOTE 1 – ORGANIZATION AND BASIS OF PRESENTATION ORGANIZATION AND PRINCIPAL BUSINESS ACTIVITIES Nxt-ID, Inc. (“Nxt-ID” or the “Company”) was incorporated in the State of Delaware on February 8, 2012. The Company provides personal emergency response systems (PERS), health communications devices and IoT technology. The Company’s wholly-owned subsidiary, LogicMark, LLC (“LogicMark”), manufactures and distributes non-monitored and monitored personal emergency response systems sold through the United States Department of Veterans Affairs, healthcare durable medical equipment dealers, distributors, and monitored security dealers and distributors. BASIS OF PRESENTATION The accompanying unaudited condensed consolidated financial statements as of September 30, 2021, and for the nine and three months ended September 30, 2021 and 2020 have been prepared in accordance with the accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and pursuant to the instructions to Form 10-Q and Article 8 of Regulation S-X of the SEC and on the same basis as the Company prepares its annual audited consolidated financial statements. The unaudited condensed consolidated balance sheet as of September 30, 2021 and the condensed consolidated statements of operations and changes in equity for the nine and three months ended September 30, 2021 and September 30, 2020 and the condensed consolidated statements of cash flows for the nine months ended September 30, 2021 and September 30, 2020 are unaudited, but include all adjustments, consisting only of normal recurring adjustments, which the Company considers necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented. The results for the nine and three months ended September 30, 2021 are not necessarily indicative of results to be expected for the year ending December 31, 2021, or for any future interim period. The condensed consolidated balance sheet at December 31, 2020 has been derived from audited consolidated financial statements. However, it does not include all of the information and notes required by U.S. GAAP for complete consolidated financial statements. The accompanying condensed consolidated financial statements should be read in conjunction with the consolidated financial statements for the year ended December 31, 2020 and the notes thereto included in the Company’s Annual Report on Form 10-K, which was filed with the SEC on April 15, 2021. Net loss per share and all share data for the nine and three months ended September 30, 2021 and 2020 have been retroactively adjusted to reflect the reverse stock split that occurred in October 2021, in accordance with ASC 260-10-55-12, Restatement of EPS Data. See Note 7.

Liquidity

Liquidity	9 Months Ended
Liquidity	Sep. 30, 2021
liquidity [Abstract]
LIQUIDITY	NOTE 2 – LIQUIDITY The Company generated an operating loss of $1,491,445 and a net loss of $5,419,609 during the nine months ended September 30, 2021. As of September 30, 2021, the Company had cash and stockholders’ equity of $16,046,625 and $32,417,889, respectively. At September 30, 2021, the Company had working capital of $14,020,301. The Company used cash of $3.3 million in operations in the first nine months of 2021, which includes a $1.1 million payout of substantially past due accounts payable. The Company believes the cash balance of $16.0 million is sufficient to sustain operations for at least the next 12 months. As described in Note 6, the coronavirus could continue to significantly impact the Company’s business, which would potentially require the Company to raise funds to assist with its working capital needs.

Summary of Significant Accounti

Summary of Significant Accounting Policies	9 Months Ended
Summary of Significant Accounting Policies	Sep. 30, 2021
Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES USE OF ESTIMATES IN THE FINANCIAL STATEMENTS The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. The Company’s management evaluates these significant estimates and assumptions including those related to the fair value of acquired assets and liabilities, stockbased compensation, derivative instruments, income taxes, accounts receivable, inventories, right-of-use assets and other matters that affect the condensed consolidated financial statements and disclosures. Actual results could differ from those estimates. PRINCIPLES OF CONSOLIDATION The condensed consolidated financial statements include the accounts of Nxt-ID and its wholly-owned subsidiaries. Intercompany balances and transactions have been eliminated in consolidation. REVENUE RECOGNITION The Company’s revenues consist of product sales to either end customers or to distributors and its sales are recognized at a point-in-time under the core principle of recognizing revenue when control of the product transfers to the customer. The Company recognizes revenue when it ships or delivers the product from its fulfillment center to its customer, when the customer accepts and has legal title of the product, and the Company has a present right to payment for the product. For the three and nine months ended September 30, 2021 and 2020, the Company had no sales recognized over time. The Company invoices its customers at the same time that the Company’s performance obligation is satisfied. The Company generally receives customer orders with a specified delivery date and orders typically fluctuate from month-to-month based on customer demand and general business conditions. The Company offers standard product warranty coverage which provides assurance that the Company’s products will conform to the contractually agreed-upon specifications for a limited period from the date of shipment. The Company’s warranty liabilities and related expense have not been material and were not material in the accompanying condensed consolidated financial statements as of September 30, 2021 and December 31, 2020, and for the three and nine months ended September 30, 2021 and 2020. ACCOUNTS RECEIVABLE Accounts receivable is stated at net realizable value. The Company regularly reviews accounts receivable balances and adjusts the receivable reserves as necessary whenever events or circumstances indicate the carrying value may not be recoverable. At September 30, 2021 and December 31, 2020, the Company had an allowance for doubtful accounts of $74,025 and $126,733, respectively. INVENTORY The Company performs regular reviews of inventory quantities on hand and evaluates the realizable value of its inventories. The Company adjusts the carrying value of the inventory as necessary with estimated valuation reserves for excess, obsolete, and slow-moving inventory by comparing the individual inventory parts to forecasted product demand or production requirements. As of September 30, 2021, inventory was comprised of $113,956 in raw materials and $798,933 in finished goods on hand. Inventory at December 31, 2020 was comprised of $199,523 in raw materials and $567,828 in finished goods on hand. These amounts reflect an aggregate reserve for obsolete inventory of approximately $274,000. The Company is required to prepay for certain inventory with certain vendors until credit terms can be established. As of September 30, 2021 and December 31, 2020, the Company had prepaid inventory of $380,350 and $332,475, respectively. These prepayments were made primarily for finished goods inventory, and prepaid inventory is included in prepaid expenses and other current assets on the condensed consolidated balance sheets. OTHER INTANGIBLE ASSETS At September 30, 2021, the other intangible assets relating to the acquisition of LogicMark are comprised of patents of $2,166,931, trademarks of $931,467, and customer relationships of $1,570,268. At December 31, 2020, the other intangible assets relating to the acquisition of LogicMark are comprised of patents of $2,445,709; trademarks of $978,494; and customer relationships of $1,814,259. The Company will continue amortizing these intangible assets using the straight-line method over their estimated useful lives which for the patents, trademarks and customer relationships are 11 years; 20 years; and 10 years, respectively. During the nine and three months ended September 30, 2021 and 2020, the Company had amortization expense of $569,796 and $192,019, respectively, related to the LogicMark intangible assets. As of September 30, 2021, total amortization expense estimated for the remainder of fiscal year 2021 is approximately $192,019, and for each of the next five fiscal years, the total amortization expense is estimated to be as follows: 2022 - $761,815; 2023 - $761,815; 2024 - $761,815; 2025 - $761,815; and 2026 - $618,790. STOCK-BASED COMPENSATION The Company accounts for share-based awards exchanged for employee services at the estimated grant date fair value of the award. The Company accounts for equity instruments issued to non-employees at their fair value on the measurement date. The measurement of stock-based compensation is subject to periodic adjustment as the underlying equity instrument vests or becomes non-forfeitable. Non-employee stock-based compensation charges are amortized over the vesting period or as earned. Stock-based compensation is recorded in the same component of operating expenses as if it were paid in cash. The Company generally issues new shares of common stock to satisfy conversion and warrant exercises. NET LOSS PER SHARE Basic loss per share was computed using the weighted average number of shares of common stock outstanding. Diluted loss per share includes the effect of diluted common stock equivalents. Potentially dilutive securities from the exercise of stock options to purchase 40,858 shares of common stock and warrants to purchase 4,393,230 shares of common stock as of September 30, 2021 were excluded from the computation of diluted net loss per share because the effect of their inclusion would have been anti-dilutive. As of September 30, 2020, potentially dilutive securities from the exercise of stock options to purchase 31,027 shares of common stock and warrants to purchase 1,230,293 shares of common stock were excluded from the computation of diluted net loss per share because the effect of their inclusion would have been anti-dilutive. Net loss per share for the nine and three months ended September 30, 2021 and 2020 have been retroactively adjusted to reflect the reverse stock split that occurred in October 2021, in accordance with ASC 260-10-55-12, Restatement of EPS Data. See Note 7. RECENT ACCOUNTING PRONOUNCEMENTS Recent accounting standards that have been issued or proposed by the FASB or other standards-setting bodies that do not require adoption until a future date are not expected to have a material impact on the Company’s consolidated financial statements upon adoption.

Debt Refinancings

Debt Refinancings	9 Months Ended
Debt Refinancings	Sep. 30, 2021
Debt Disclosure [Abstract]
DEBT REFINANCINGS	NOTE 4 – DEBT REFINANCINGS On May 3, 2019, LogicMark, completed the closing of a $16,500,000 senior secured term loan with the lenders thereto and CrowdOut Capital, LLC, as administrative agent. The Company used the proceeds from the term loan to repay LogicMark’s existing term loan facility with Sagard Holdings Manager LP and to pay other costs related to the refinancing. The original maturity date of the term loan was May 3, 2022 and required the Company to make minimum principal payments over the three-year term amortized over 96 months. During the nine months ended September 30, 2021, the Company made scheduled principal repayments totaling $1,031,250. Pursuant to an amendment to the loan agreement, LogicMark made a $5,000,000 voluntary principal prepayment and paid a prepayment premium of $125,000 The prepayment premium is included in interest expense for the nine months ended September 30, 2021 in the condensed consolidated statement of operations. In addition, the maturity date of the term loan was extended to March 22, 2023. The Company also made voluntary prepayments of the term loan with CrowdOut Capital LLC in May and June 2021 of $3,000,000 and $1,000,000, and fully paid off the loan in July 2021 with a voluntary payment of $1,064,627 with cash primarily provided by the issuance of equity securities and warrant exercises. The Company incurred $412,500 in original issue discount for closing related fees charged by the Lender. During the nine and three months ended September 30, 2021, the Company amortized $137,855 and $26,616, respectively of the original issue discount which is included in interest expense in the condensed consolidated statement of operations. At September 30, 2021 the balance of the original issue discount was fully amortized. The Company also incurred $1,831,989 in deferred debt issue costs related to the term loan. During the nine and three months ended September 30, 2021, the Company amortized $713,119 and $118,205, respectively of the deferred debt issue costs which is included in interest expense in the condensed consolidated statement of operations. At September 30, 2021 the balance of deferred debt issuance costs was fully amortized. The Company also has an exit fee of $1,072,500 due to CrowdOut Capital by December 1, 2021. The liability for the exit fee is included in other current liabilities in the Company’s condensed consolidated balance sheet. On November 1, 2021, the Company paid the exit fee off in its entirety. Paycheck Protection Program On May 6 and May 8, 2020, Nxt-ID Inc. and LogicMark, LLC, a wholly owned subsidiary of the Company (the “Borrowers”), received loans (the “Loans”) from Bank of America, NA in the aggregate amount of $346,390, pursuant to the Paycheck Protection Program (the “PPP”) under Division A, Title I of the Coronavirus Aid, Relief, and Economic Security Act, which was enacted on March 27, 2020. The Loans, which were in the form of PPP promissory notes and agreements, dated May 1, 2020 (the “Note Agreements”), were to mature on May 6 and May 8, 2022, and bear interest at a rate of 1.00% fixed per annum, payable monthly commencing on November 6 and November 8, 2020, The Loans may be prepaid by the Borrowers at any time prior to maturity with no prepayment penalties. The Borrowers used the proceeds from the Loans for payroll, payroll taxes, and group healthcare benefits. Under the terms of the Note Agreements, certain amounts of the Loans may be forgiven if they are used for qualifying expenses, as described in the Note Agreements. On March 2, 2021, the Company’s wholly-owned subsidiary, LogicMark, LLC received notification from the Small Business Administration that repayment of its loan in the amount of $301,390 plus accrued interest of $2,320 had been forgiven. On May 20, 2021, the Company received notification that repayment of its loan in the amount of $45,000 plus accrued interest of $466 had been forgiven. The income resulting from the forgiveness of both of the PPP loans and the related accrued interest is included in other income in the Company’s condensed consolidated statement of operations for the nine months ended September 30, 2021.

Stockholders' Equity

Stockholders' Equity	9 Months Ended
Stockholders' Equity	Sep. 30, 2021
Stockholders' Equity Note [Abstract]
STOCKHOLDERS' EQUITY	NOTE 5 – STOCKHOLDERS’ EQUITY September 2021 Offering On September 15, 2021, the Company sold an aggregate of (i) 2,788,750 shares of common stock, par value $0.001 per share (the “Common Stock”), which includes 363,750 shares of Common Stock issued upon the exercise of the underwriters’ over-allotment option (the “Shares”) and (ii) accompanying warrants to purchase up to an aggregate of 2,788,750 shares of Common Stock, at an exercise price of $4.95 per share, subject to certain adjustments, which includes additional warrants issued upon the exercise of the underwriter’s over-allotment option to purchase up to an additional 363,750 shares of common stock (the “Warrants”), at a combined public offering price of $4.95 per Share and accompanying Warrant. The Company granted the underwriters a 45-day option to purchase up to 363,750 additional Shares and additional Warrants to purchase up to an additional 363,750 shares of Common Stock, which the underwriters exercised, in full, at closing. The Shares and the Warrants were offered and sold to the public pursuant to the Company’s registration statement on Form S-1, as amended (File No. 333-259105), filed by the Company with the Securities and Exchange Commission (the “SEC”) under the Securities Act of 1933, as amended (the “Securities Act”), which became effective on September 14, 2021. The Warrants are not immediately exercisable, as the Company did not have a sufficient number of shares of Common Stock to reserve for issuance pursuant to the Warrants until the date (the “Initial Exercise Date”) that the Company’s stockholders approved an amendment to the Company’s certificate of incorporation to effect a reverse stock split of the shares of Common Stock so that there were a sufficient number of shares of Common Stock for issuance upon exercise of the Warrants. The Warrants became exercisable on the Initial Exercise Date (the effective date of the reverse stock split) and will terminate on the date that is five years after the Initial Exercise Date. The exercise price of the Warrants is subject to customary adjustments for stock dividends, stock splits and other subdivisions, combinations and re-classifications, and will be reset on the date of the Company’s reverse stock split to the lower of (i) the closing price per share of the Common Stock immediately prior to such reverse stock split, giving effect to the reverse stock split and (ii) the exercise price then in effect. The Warrants are also exercisable on a cashless basis under certain circumstances, any time after the Initial Exercise Date, pursuant to the formula set forth in the Warrants. On October 15, 2021, after shareholder and Board approval of the reverse stock split, the exercise price for the Warrants was adjusted to $3.956 per share, and is being retroactively reported in accordance with ASC 260-10-55-12, Restatement of EPS Data. See Note 7. On the Closing Date, the Company received gross proceeds, inclusive of proceeds from the full exercise of the over-allotment option, of approximately $12.5 million, before deducting underwriting discounts and commissions of 7% of the gross proceeds (or 3.5% of the gross proceeds in the case of certain identified existing investors) and estimated Offering expenses. The Company intends to use the net proceeds from the Offering primarily for new product development, marketing, working capital and liability reduction purposes. August 2021 Offering On August 13, 2021, the Company entered into a securities purchase agreement (the Purchase Agreement) with institutional accredited investors (the Investors) providing for an aggregate investment of $4,000,000 by the Investors for the issuance by the Company to them of (i) 1,333,333 shares of Series F Convertible Preferred Stock, par value $0.0001 per share, of the Company (the Series F Preferred Stock) convertible into shares of common stock, par value $0.001 per share, of the Company (the Common Stock) that are issuable from time to time upon conversion of such shares of Series F Preferred Stock (the Conversion Shares); (ii) warrants, with a term of five and a half (5.5) years exercisable after February 16, 2022, to purchase an aggregate of up to 666,667 shares of Common Stock (the Warrant Shares) at an exercise price of $7.80 per share. The securities were issued to the investors were exempt from registration under the Securities Act of 1933, as amended, or the Securities Act, in reliance on Section 4(a)(2) thereof and Rule 506 of Regulation D thereunder, based on representations made by the investors, their prior relationship with the Company, and the absence of any general solicitation. The Company used the net proceeds from this offering for working capital and liability reduction purposes. In the quarter ended September 30, 2021, 1,160,000 shares of Series F preferred stock were converted into 656,604 shares of common stock. On October 15, 2021, after shareholder and Board approval of the reverse stock split, the exercise price for the Warrants was adjusted to $4.95 per share, and is being retroactively reported in accordance with ASC 260-10-55-12, Restatement of EPS Data. See Note 7. February 2021 Offering On February 2, 2021, the Company closed a registered direct offering pursuant to which the Company issued (i) an aggregate of 1,476,016 shares of Series E preferred stock, convertible into an aggregate of up to 295,203 shares of common stock, (ii) common stock purchase warrants to purchase up to an aggregate of 100,000 shares of common stock at an exercise price of $12.30 per share, subject to customary adjustments thereunder, which were exercisable immediately upon issuance and have a term of five years, and (iii) common stock purchase warrants to purchase up to an aggregate of 195,203 shares of common stock at an exercise price of $12.30 per share with a term of five and one-half (5.5) years first exercisable nine (6) months after issuance, subject to customary adjustments thereunder, for gross proceeds of $4,000,003, before deducting any offering expenses. The Company used the net proceeds from this offering for working capital and liability reduction purposes including additional term debt repayment. In February 2021, 1,476,016 shares of Series E preferred stock were converted into 295,203 shares of common stock. Also in February 2021 the Company recorded a deemed dividend of $1,480,801 from the beneficial conversion feature associated with the issuance of the Series E convertible preferred stock and warrants. December 2020 Offering On December 18, 2020, the Company closed a registered direct offering pursuant to which the Company issued (i) an aggregate of 1,515,151 shares of Series D preferred stock, convertible into an aggregate of up to 303,030 shares of common stock, (ii) common stock purchase warrants to purchase up to an aggregate of 100,000 shares of common stock at an exercise price of $4.90 per share, subject to customary adjustments thereunder, which were exercisable immediately upon issuance and have a term of five years, and (iii) common stock purchase warrants to purchase up to an aggregate of 505,060 shares of common stock at an exercise price of $4.90 per share with a term of five and one-half (5.5) years first exercisable nine (6) months after issuance, subject to customary adjustments thereunder, for gross proceeds of $2,000,000, before deducting any offering expenses. The Company used the net proceeds from this offering for working capital, new product initiatives and other general corporate purposes. On December 21, 2020, 1,515,151 shares of Series D preferred stock were converted into 303,030 shares of common stock. During the year ended December 31, 2020, the Company recorded a deemed dividend of $758,922 from the beneficial conversion feature associated with the issuance of the Series D convertible preferred stock and warrants. July 2020 Offering On July 14, 2020, the Company closed a registered direct offering of (i) an aggregate of 377,851 shares of the Company’s common stock, par value $0.001 per share; (ii) pre-funded warrants to purchase up to an aggregate of 73,497 shares of Common Stock at an exercise price of $0.01 $0.10 per share, subject to customary adjustments thereunder; (iii) registered warrants, with a term of five (5) years exercisable immediately upon issuance, to purchase an aggregate of up to 157,972 shares of Common Stock (at an exercise price of $5.00 per share, subject to customary adjustments thereunder; and (iv) unregistered warrants, with a term of five and one-half (5.5) years first exercisable nine (6) months after issuance, to purchase an aggregate of up to 375,000 shares of Common Stock at an exercise price of $6.50 per share, subject to customary adjustments thereunder, for gross proceeds of $1,864,528, before deducting any offering expenses. The Company used the net proceeds from this Offering for working capital, new product initiatives and other general corporate purposes. On July 28, 2020, the Company received proceeds of $7,350 in connection with the exercise of 734,965 pre-funded warrants to purchase common stock at an exercise price of $0.10. . 2013 Long-Term Stock Incentive Plan On January 4, 2013, a majority of the Company’s stockholders approved by written consent the Company’s 2013 Long-Term Stock Incentive Plan (“LTIP”). The maximum aggregate number of shares of common stock that may be issued under the LTIP, including stock awards, stock issued to directors for serving on the Company’s board of directors, and stock appreciation rights, is limited to 10% of the shares of common stock outstanding on the first business or trading day of any fiscal year. At January 1, 2021, a maximum of 406,200 shares of common stock may be issued. As of September 30, 2021, 333,627 shares had been granted, leaving 72,573 available. During the nine months ended September 30, 2021, the Company issued an aggregate of 40,858 stock options to purchase shares of common stock under the LTIP to four (4) non-employee directors for serving on the Company’s board. The weighted average exercise price of these stock options is approximately $5.90 and stock options were fully vested at the issuance date. The aggregate fair value of the stock options issued to the directors was $80,000. 2017 Stock Incentive Plan On August 24, 2017, a majority of the Company’s stockholders approved at the 2017 Annual Stockholders’ Meeting the 2017 Stock Incentive Plan (“2017 SIP”). The aggregate maximum number of shares of common stock (including shares underlying options) that may be issued under the 2017 SIP pursuant to awards of restricted shares or options will be limited to 10% of the outstanding shares of common stock, which calculation shall be made on the first (1 st In addition, during the nine months ended September 30, 2021, the Company issued 13,283 shares of common stock with an aggregate fair value of $80,456 to certain employees related to the Company’s 2018 and 2019 management incentive plans. During the nine months ended September 30, 2021, the Company accrued $150,000 of management and employee bonus expense. The Company has typically paid a substantial portion of the bonus accrual with shares of common stock. Warrants On January 8, 2021, the Company entered into a Warrant Amendment and Exercise Agreement (the “Amendment Agreement”) with holders (the “Holder”) of a common stock purchase warrant, dated April 4, 2019, previously issued by the Company to the Holder (the “Original Warrant”). In consideration for each exercise of the Original Warrant that occurs within 45 calendar days of the date of the Amendment Agreement, in addition to the issuance of the Warrant Shares (as defined in the Original Warrant) on or prior to the Warrant Share Delivery Date (as defined in the Original Warrant), the Company has agreed to deliver to the Investor a new warrant to purchase a number of shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”), equal to the number of Original Warrants that the Holder has exercised pursuant to the terms of the Original Warrant, at an exercise price of $ 15,25 The Amendment Agreement contains customary representations, warranties and covenants by each of the Company and the Investor. On January 29, 2021 and February 8, 2021, the Investor exercised 500,000 and 1,969,136, respectively of the Original Warrants. The New Warrants issued, are exercisable for up to the original expiration dates of the Original Warrants, which is April 4, 2024. The exercise price and number of shares issuable upon exercise of the New Warrants are subject to traditional adjustment for stock splits, combinations, recapitalization events and certain dilutive issuances. The New Warrants are required to be exercised for cash; however, if during the term of the New Warrants there is not an effective registration statement under the Securities Act of 1933, as amended (the “Securities Act”), covering the resale of the shares of Common Stock issuable upon exercise of the New Warrants, then the New Warrants may be exercised on a cashless (net exercise) basis pursuant to the formula provided in the New Warrants. The Company used the proceeds from the exercise of the Original Warrants for working capital purposes, new product development efforts and to reduce its term debt outstanding. The Company recorded a warrant modification expense of $2,881,729 for the nine months ended September 30, 2021 resulting from the issuance of 246,914 replacement warrants with an exercise price of $15.25 for warrants that were exercised in January and February 2021. As of September 30, 2021, the Company had outstanding warrants to purchase an aggregate of 4,393,230 shares of common stock with a weighted average exercise price and remaining life of $6.88 and 4.8 years, respectively. During the nine months ended September 30, 2021, 86,072 warrants expired. At September 30, 2021, the warrants had no intrinsic value. During the nine months ended September 30, 2021, warrants exercised on a cashless basis were converted into 423,933 shares of common stock.

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
Commitments and Contingencies	Sep. 30, 2021
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	NOTE 6 – COMMITMENTS AND CONTINGENCIES LEGAL MATTERS On February 24, 2020, Michael J. Orlando, as shareholder representative (the “Shareholder Representative”), and the other stockholders of Fit Pay, Inc. (collectively, the “Fit Pay Shareholders”), filed a lawsuit in the United States District Court for the Southern District of New York against the Company, CrowdOut Capital, LLC, and Garmin International, Inc. (the “Complaint”). See Orlando v. Nxt-ID, Inc. No. 20-cv-1604 (S.D.N.Y.). The Complaint alleges that the Company has breached certain contractual obligations under a merger agreement, dated May 23, 2017, between Fit Pay, Inc. and the Company, regarding certain future, contingent earnout payments allegedly that could be owed to the Fit Pay Shareholders from future revenues. The Complaint seeks unspecified monetary damages from the defendants. The Company believes that these claims are without merit and is vigorously defending the action. On May 12, 2020, the Company filed an answer and counterclaims alleging, among other things, fraud and breach of fiduciary duty of the Shareholder Representative as well as arguing that the Shareholder Representative should be estopped from pursuing these claims. The Company has moved for summary judgment to have the lawsuit dismissed. The Company has been able to successfully stay discovery pending the court’s ruling on motions to dismiss by Garmin International, Inc. and CrowdOut Capital, LLC. In March 2021, following our successful application to stay all discovery, the court granted CrowdOut’s and Garmin’s separate motions to dismiss. Orlando’s claim against the Company still remains and the Company’s motion for summary judgment is still pending. In connection with the sale of Fit-Pay, Inc., Giesecke+Devrient Mobile Security America, Inc. (“GDMSAI”) identified a disagreement with the Company over calculation of dividends with respect to GDMSAI’s Series C Non-Convertible Voting Preferred Stock (the “Series C”) of the Company and on August 13, 2020, GDMSAI sued the Company in Delaware Chancery Court seeking, among other things, $540,000 of dividends that it believes are owed to it pursuant to the terms of the Series C. In March 2021, a Delaware Chancery granted GDMSAI summary judgment on the merits, holding that relevant dividend language required a perpetually paid dividend once the $50 million threshold had been achieved. On August 11, 2021, the Company entered into a settlement agreement whereby the Company would pay $540,000 of dividends plus $55,000 of pre-judgement interest, but no post-judgement interest. The settlement is payable in tranches ending in November 2021. This amount has been accrued on the accompanying balance sheet at September 30, 2021. From time to time, the Company may be involved in various claims and legal actions arising in the ordinary course of our business. Other than the above, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the executive officers of the Company or any of our subsidiaries, threatened against or affecting our company, or any of our subsidiaries in which an adverse decision could have a material adverse effect upon our business, operating results, or financial condition. COMMITMENTS The Company leases office space and a fulfillment center in the U.S., which are classified as operating leases expiring at various dates. The Company determines if an arrangement qualifies as a lease at the lease inception. The Company adopted Topic 842 effective January 1, 2019. Operating lease liabilities are recorded based on the present value of the future lease payments over the lease term, assessed as of the commencement date. The Company’s real estate leases, which are for office space and a fulfillment center, generally have a lease term between 3 and 5 years. The Company also leases a copier with a lease term of 5 years. The Company’s leases are comprised of fixed lease payments and also include executory costs such as common area maintenance, as well as property insurance and property taxes. As a practical expedient under Topic 842, the Company has elected to account for the lease and non-lease components as a single lease component for its real estate leases. Lease payments, which may include lease components, non-lease components and non-components, are included in the measurement of the Company’s lease liabilities to the extent that such payments are either fixed amounts or variable amounts based on a rate or index (fixed in substance) as stipulated in the lease contract. Any actual costs in excess of such amounts are expensed as incurred as variable lease cost. The Company’s lease agreements generally do not specify an implicit borrowing rate, and as such, the Company utilizes its incremental borrowing rate by lease term, in order to calculate the present value of the future lease payments. The discount rate represents a risk-adjusted rate on a secured basis, and is the rate at which the Company would borrow funds to satisfy the scheduled lease liability payment streams commensurate with the lease term. On January 1, 2019, the discount rate used on existing leases at adoption was determined based on the remaining lease term using available data as of that date. The Company’s current lease agreement for its warehouse space located in Louisville, Kentucky expired on August 31, 2020. As a result, the Company entered into a new five-year lease agreement in September 2020 for new warehouse space also located in Louisville, Kentucky. The monthly rent which commenced in September 2020 is $6,000 per month and increases approximately 3% annually thereafter. The ROU asset value added as a result of this new lease agreement was $279,024. The Company’s ROU asset and lease liability accounts reflect the inclusion of this new lease agreement on the Company’s condensed consolidated balance sheet as of September 30, 2021. Certain of the Company’s lease agreements, primarily related to real estate, include options for the Company to either renew (extend) or early terminate the lease. Leases with renewal options allow the Company to extend the lease term typically between 1 and 3 years. Renewal options are reviewed at lease commencement to determine if such options are reasonably certain of being exercised, which could impact the lease term. When determining if a renewal option is reasonably certain of being exercised, the Company considers several factors, including but not limited to, significance of leasehold improvements incurred on the property, whether the asset is difficult to replace, or specific characteristics unique to the particular lease that would make it reasonably certain that the Company would exercise such option. In most cases, the Company has concluded that renewal and early termination options are not reasonably certain of being exercised by the Company (and thus not included in the Company’s ROU asset and lease liability) unless there is an economic, financial or business reason to do so. For the nine months ended September 30, 2021, total operating lease cost was $923,762 and is recorded in cost of sales and selling, general and administrative expenses, dependent on the nature of the leased asset. The operating lease cost is recognized on a straight-line basis over the lease term. The following summarizes (i) the future minimum undiscounted lease payments under non-cancelable lease for the remainder of 2021 as well as each of the next five years and thereafter, incorporating the practical expedient to account for lease and non-lease components as a single lease component for our existing real estate leases, (ii) a reconciliation of the undiscounted lease payments to the present value of the lease liabilities recognized, and (iii) the lease-related account balances on the Company’s condensed consolidated balance sheet, as of September 30, 2021: Year Ended December 31, 2021 (excluding the nine months ended September 30, 2021) $ 23,146 2022 93,385 2023 89,724 2024 80,000 2025 54,400 Total future minimum lease payments $ 340,655 Less imputed interest (72,077 ) Total present value of future minimum lease payments $ 268,578 As of September 30, 2021 Operating lease right-of-use assets $ 263,578 Other accrued expenses $ 61,760 Other long-term liabilities $ 206,819 $ 268,579 As of September 30, 2021 Weighted Average Remaining Lease Term 3.54 years Weighted Average Discount Rate 12.80 % Coronavirus – COVID-19 On March 11, 2020, the World Health Organization designated COVID-19 as a global pandemic. Sales volumes and the related revenues for most of the Company’s products and services were significantly impacted during the latter portion of the first quarter and throughout the balance of 2020 as a result of the healthcare industry’s focus on COVID prevention and treatment, which impacted the markets we serve, in particular the VA hospitals and clinics. Sales of the Company’s products and services have continued to be impacted as various policies were implemented by federal, state and local governments in response to the COVID-19 pandemic, and the public remains wary of real or perceived opportunities for exposure to the virus. The Company believes the extent of the COVID-19 pandemic’s impact on its operating results and financial condition has been and will continue to be driven by many factors, most of which are beyond the Company’s control and ability to forecast. Because of these uncertainties, the Company cannot estimate how long or to what extent the pandemic will impact its operations.

Subsequent Events

Subsequent Events	9 Months Ended
Subsequent Events	Sep. 30, 2021
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	NOTE 7 – SUBSEQUENT EVENTS The Company evaluates events that have occurred after the balance sheet date but before the financial statements are issued. Reverse stock split On October 15, 2021, the Company announced that the shareholders had approved a reverse split of its common stock and Series C Preferred at a ratio of 1 for 10. As a result of the reverse split, each 10 pre-split shares of common stock outstanding and each 10 pre-split shares of Series C Preferred stock outstanding were automatically exchanged for one new share of each without any action on the part of the holders. The number of outstanding common shares was reduced from approximately 88.3 million shares to approximately 8.8 million shares, and the number of outstanding Series C preferred shares was reduced from 2,000 shares to 200 shares. No fractional shares were issued as a result of the reverse stock split, all of which were rounded up to the nearest whole number. The reverse stock split did not affect the total number of shares of capital stock, including Series C Preferred Stock, that the company is authorized to issue. Earnings per share and all share data for the nine and three months ended September 30, 2021 and 2020 have been retroactively adjusted to reflect the reverse stock split in accordance with ASC 260-10-55-12, Restatement of EPS Data. Compliance with Nasdaq Listing Rule On November 3, 2021, the Company received a letter from The Nasdaq Stock Market acknowledging that the Company had regained compliance with Nasdaq Listing Rule 5550(a)(2), which requires the Company’s common stock listed on Nasdaq to maintain a minimum bid price of $1.00 per share, and that such common stock will remain listed on Nasdaq subject to the Company’s ongoing compliance with all Nasdaq listing rules. Payment of senior debt obligation On November 1, 2021, the Company’s wholly-owned subsidiary, LogicMark, LLC, made a $1.1 million payment to its senior lender, completely satisfying all of its financial obligations with that lender. As of November 1, 2021, the Company had no senior debt obligations.

Accounting Policies, by Policy

Accounting Policies, by Policy (Policies)	9 Months Ended
Accounting Policies, by Policy (Policies)	Sep. 30, 2021
Accounting Policies [Abstract]
USE OF ESTIMATES IN THE FINANCIAL STATEMENTS	USE OF ESTIMATES IN THE FINANCIAL STATEMENTS The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. The Company’s management evaluates these significant estimates and assumptions including those related to the fair value of acquired assets and liabilities, stockbased compensation, derivative instruments, income taxes, accounts receivable, inventories, right-of-use assets and other matters that affect the condensed consolidated financial statements and disclosures. Actual results could differ from those estimates.
PRINCIPLES OF CONSOLIDATION	PRINCIPLES OF CONSOLIDATION The condensed consolidated financial statements include the accounts of Nxt-ID and its wholly-owned subsidiaries. Intercompany balances and transactions have been eliminated in consolidation.
REVENUE RECOGNITION	REVENUE RECOGNITION The Company’s revenues consist of product sales to either end customers or to distributors and its sales are recognized at a point-in-time under the core principle of recognizing revenue when control of the product transfers to the customer. The Company recognizes revenue when it ships or delivers the product from its fulfillment center to its customer, when the customer accepts and has legal title of the product, and the Company has a present right to payment for the product. For the three and nine months ended September 30, 2021 and 2020, the Company had no sales recognized over time. The Company invoices its customers at the same time that the Company’s performance obligation is satisfied. The Company generally receives customer orders with a specified delivery date and orders typically fluctuate from month-to-month based on customer demand and general business conditions. The Company offers standard product warranty coverage which provides assurance that the Company’s products will conform to the contractually agreed-upon specifications for a limited period from the date of shipment. The Company’s warranty liabilities and related expense have not been material and were not material in the accompanying condensed consolidated financial statements as of September 30, 2021 and December 31, 2020, and for the three and nine months ended September 30, 2021 and 2020.
ACCOUNTS RECEIVABLE	ACCOUNTS RECEIVABLE Accounts receivable is stated at net realizable value. The Company regularly reviews accounts receivable balances and adjusts the receivable reserves as necessary whenever events or circumstances indicate the carrying value may not be recoverable. At September 30, 2021 and December 31, 2020, the Company had an allowance for doubtful accounts of $74,025 and $126,733, respectively.
INVENTORY	INVENTORY The Company performs regular reviews of inventory quantities on hand and evaluates the realizable value of its inventories. The Company adjusts the carrying value of the inventory as necessary with estimated valuation reserves for excess, obsolete, and slow-moving inventory by comparing the individual inventory parts to forecasted product demand or production requirements. As of September 30, 2021, inventory was comprised of $113,956 in raw materials and $798,933 in finished goods on hand. Inventory at December 31, 2020 was comprised of $199,523 in raw materials and $567,828 in finished goods on hand. These amounts reflect an aggregate reserve for obsolete inventory of approximately $274,000. The Company is required to prepay for certain inventory with certain vendors until credit terms can be established. As of September 30, 2021 and December 31, 2020, the Company had prepaid inventory of $380,350 and $332,475, respectively. These prepayments were made primarily for finished goods inventory, and prepaid inventory is included in prepaid expenses and other current assets on the condensed consolidated balance sheets.
OTHER INTANGIBLE ASSETS	OTHER INTANGIBLE ASSETS At September 30, 2021, the other intangible assets relating to the acquisition of LogicMark are comprised of patents of $2,166,931, trademarks of $931,467, and customer relationships of $1,570,268. At December 31, 2020, the other intangible assets relating to the acquisition of LogicMark are comprised of patents of $2,445,709; trademarks of $978,494; and customer relationships of $1,814,259. The Company will continue amortizing these intangible assets using the straight-line method over their estimated useful lives which for the patents, trademarks and customer relationships are 11 years; 20 years; and 10 years, respectively. During the nine and three months ended September 30, 2021 and 2020, the Company had amortization expense of $569,796 and $192,019, respectively, related to the LogicMark intangible assets. As of September 30, 2021, total amortization expense estimated for the remainder of fiscal year 2021 is approximately $192,019, and for each of the next five fiscal years, the total amortization expense is estimated to be as follows: 2022 - $761,815; 2023 - $761,815; 2024 - $761,815; 2025 - $761,815; and 2026 - $618,790.
STOCK-BASED COMPENSATION	STOCK-BASED COMPENSATION The Company accounts for share-based awards exchanged for employee services at the estimated grant date fair value of the award. The Company accounts for equity instruments issued to non-employees at their fair value on the measurement date. The measurement of stock-based compensation is subject to periodic adjustment as the underlying equity instrument vests or becomes non-forfeitable. Non-employee stock-based compensation charges are amortized over the vesting period or as earned. Stock-based compensation is recorded in the same component of operating expenses as if it were paid in cash. The Company generally issues new shares of common stock to satisfy conversion and warrant exercises.
NET LOSS PER SHARE	NET LOSS PER SHARE Basic loss per share was computed using the weighted average number of shares of common stock outstanding. Diluted loss per share includes the effect of diluted common stock equivalents. Potentially dilutive securities from the exercise of stock options to purchase 40,858 shares of common stock and warrants to purchase 4,393,230 shares of common stock as of September 30, 2021 were excluded from the computation of diluted net loss per share because the effect of their inclusion would have been anti-dilutive. As of September 30, 2020, potentially dilutive securities from the exercise of stock options to purchase 31,027 shares of common stock and warrants to purchase 1,230,293 shares of common stock were excluded from the computation of diluted net loss per share because the effect of their inclusion would have been anti-dilutive. Net loss per share for the nine and three months ended September 30, 2021 and 2020 have been retroactively adjusted to reflect the reverse stock split that occurred in October 2021, in accordance with ASC 260-10-55-12, Restatement of EPS Data. See Note 7.
RECENT ACCOUNTING PRONOUNCEMENTS	RECENT ACCOUNTING PRONOUNCEMENTS Recent accounting standards that have been issued or proposed by the FASB or other standards-setting bodies that do not require adoption until a future date are not expected to have a material impact on the Company’s consolidated financial statements upon adoption.

Commitments and Contingencies (

Commitments and Contingencies (Tables)	9 Months Ended
Commitments and Contingencies (Tables)	Sep. 30, 2021
Commitments and Contingencies Disclosure [Abstract]
Schedule of future lease obligation	2021 (excluding the nine months ended September 30, 2021) $ 23,146 2022 93,385 2023 89,724 2024 80,000 2025 54,400 Total future minimum lease payments $ 340,655 Less imputed interest (72,077 ) Total present value of future minimum lease payments $ 268,578
Schedule of lease expense	Operating lease right-of-use assets $ 263,578 Other accrued expenses $ 61,760 Other long-term liabilities $ 206,819 $ 268,579 As of September 30, 2021 Weighted Average Remaining Lease Term 3.54 years Weighted Average Discount Rate 12.80 %

Liquidity (Details)

Liquidity (Details) - USD ($)	3 Months Ended		9 Months Ended
Liquidity (Details) - USD ($)	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
liquidity [Abstract]
Operating loss	$ (496,883)	$ (526,425)	$ (1,491,445)	$ 409,655
Net loss	(641,704)	$ (1,078,341)	(5,419,609)	$ (1,307,906)
Cash	16,046,625		16,046,625
Stockholders equity amount			32,417,889
Working capital deficiency			14,020,301
Cash	3,300,000		3,300,000
Payout amount			1,100,000
Cash balance	$ 16,000,000		$ 16,000,000

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Details) - USD ($)	3 Months Ended	9 Months Ended		11 Months Ended	12 Months Ended
	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020	Dec. 31, 2020
Product Information [Line Items]
Allowance for doubtful accounts		$ 74,025		$ 126,733	$ 126,733
Inventory raw materials		113,956		199,523	199,523
Inventory finished goods		798,933		$ 567,828	567,828
Aggregate service				$274,000
Prepaid inventory		380,350		$ 332,475	332,475
Other intangible assets		4,668,666		5,238,462	5,238,462
Amortization expense of intangible assets	$ 192,019	569,796	$ 569,796
Amortization expense estimated for 2021		192,019
Amortization expense estimated for 2022		761,815
Amortization expense estimated for 2023		761,815
Amortization expense estimated for 2024		761,815
Amortization expense estimated for 2025		761,815
Amortization expense estimated for 2026		618,790
Patents [Member] \| LogicMark [Member]
Product Information [Line Items]
Other intangible assets		2,166,931		2,445,709	$ 2,445,709
Other intangible assets, estimated useful lives					11 years
Trademarks [Member] \| LogicMark [Member]
Product Information [Line Items]
Fair value of trademarks		931,467		978,494	$ 978,494
Other intangible assets, estimated useful lives					20 years
Customer Relationships [Member] \| LogicMark [Member]
Product Information [Line Items]
Fair value of customer relationships		$ 1,570,268		$ 1,814,259	$ 1,814,259
Other intangible assets, estimated useful lives					10 years
Warrant [Member]
Product Information [Line Items]
Stock options to purchase (in Shares)		40,858			31,027
Potentially dilutive securities (in Shares)		4,393,230		1,230,293	1,230,293

Debt Refinancings (Details)

Debt Refinancings (Details) - USD ($)	Dec. 01, 2021	Mar. 02, 2021	May 08, 2020	May 03, 2019	May 31, 2021	May 20, 2021	Sep. 30, 2021	Jun. 30, 2021	Jul. 30, 2021	Sep. 30, 2021
Debt Refinancings (Details) [Line Items]
Principal repayments										$ 1,031,250
Prepayment, description										Pursuant to an amendment to the loan agreement, LogicMark made a $5,000,000 voluntary principal prepayment and paid a prepayment premium of $125,000 The prepayment premium is included in interest expense for the nine months ended September 30, 2021 in the condensed consolidated statement of operations.
Maturity date										Mar. 22, 2023
Voluntary prepayment	$ 1,072,500								$ 1,064,627
Voluntary prepayment principal amount								$1,000,000
Amortized amount							$ 26,616			$ 137,855
Interest expenses							118,205			$ 713,119
Loan receivable			$ 346,390
Paycheck protection program, description										The Loans, which were in the form of PPP promissory notes and agreements, dated May 1, 2020 (the “Note Agreements”), were to mature on May 6 and May 8, 2022, and bear interest at a rate of 1.00% fixed per annum, payable monthly commencing on November 6 and November 8, 2020, The Loans may be prepaid by the Borrowers at any time prior to maturity with no prepayment penalties.
Paycheck protection program in amount		$ 301,390				$ 45,000
Accrued interest		$ 2,320				$ 466
Lender [Member]
Debt Refinancings (Details) [Line Items]
Principal amount										$ 412,500
CrowdOut Capital LLC [Member]
Debt Refinancings (Details) [Line Items]
Voluntary prepayment					$ 3,000,000
Term Loan [Member]
Debt Refinancings (Details) [Line Items]
Principal amount				$ 16,500,000
Deferred debt issue costs							$ 1,831,989			$ 1,831,989

Stockholders' Equity (Details)

Stockholders' Equity (Details) - USD ($)

Feb. 08, 2021

Feb. 02, 2021

Jan. 08, 2021

Jul. 14, 2020

Aug. 24, 2017

Jan. 04, 2013

Sep. 15, 2021

Aug. 31, 2021

Feb. 28, 2021

Jan. 29, 2021

Dec. 18, 2020

Jul. 28, 2020

Sep. 30, 2021

Dec. 31, 2020

Oct. 15, 2021

Jan. 31, 2021

Jan. 28, 2021

Stockholders' Equity (Details) [Line Items]

Warrant exercise price (in Dollars per share)

$ 15.25

$ 0.1

$ 1,525

Precentage of underwriting rate

7.00%

Precenge of gross proceeds

3.50%

Registered direct offering, description

(i) an aggregate of 1,476,016 shares of Series E preferred stock, convertible into
an aggregate of up to 295,203 shares of common stock, (ii) common stock purchase warrants to purchase up to an aggregate of 100,000 shares
of common stock at an exercise price of $12.30 per share, subject to customary adjustments thereunder, which were exercisable immediately
upon issuance and have a term of five years, and (iii) common stock purchase warrants to purchase up to an aggregate of 195,203 shares
of common stock at an exercise price of $12.30 per share with a term of five and one-half (5.5) years first exercisable nine (6) months
after issuance, subject to customary adjustments thereunder, for gross proceeds of $4,000,003, before deducting any offering expenses.
The Company used the net proceeds from this offering for working capital and liability reduction purposes including additional term debt
repayment. In February 2021, 1,476,016 shares of Series E preferred stock were converted into 295,203 shares of common stock.

Net proceeds

$ 7,350

Common stock shares issued (in Shares)

734,965

Long-term stock incentive plan, description

The maximum aggregate
number of shares of common stock that may be issued under the LTIP, including stock awards, stock issued to directors for serving on the
Company’s board of directors, and stock appreciation rights, is limited to 10% of the shares of common stock outstanding on the
first business or trading day of any fiscal year. At January 1, 2021, a maximum of 406,200 shares of common stock may be issued. As of
September 30, 2021, 333,627 shares had been granted, leaving 72,573 available.

Aggregate stock options (in Shares)

40,858

Stock options exercise price (in Dollars per share)

$ 5.9

Stock fair value

$ 80,456

Employee bonus expense

150,000

Stock par value (in Dollars per share)

$ 0.001

Warrant modification expense

$ 2,881,729

Issuance of warrants (in Shares)

246,914

Purchase aggregate shares (in Shares)

4,393,230

Exercises price (in Dollars per share)

$ 6.88

Weighted average remaining life

4 years 9 months 18 days

Warrants expired shares (in Shares)

86,072

September 2021 Offering [Member]

Stockholders' Equity (Details) [Line Items]

Description of aggregated shares

the Company sold an aggregate
of (i) 2,788,750 shares of common stock, par value $0.001 per share (the “Common Stock”), which includes 363,750 shares of
Common Stock issued upon the exercise of the underwriters’ over-allotment option (the “Shares”) and (ii) accompanying
warrants to purchase up to an aggregate of 2,788,750 shares of Common Stock, at an exercise price of $4.95 per share, subject to certain
adjustments, which includes additional warrants issued upon the exercise of the underwriter’s over-allotment option to purchase
up to an additional 363,750 shares of common stock (the “Warrants”), at a combined public offering price of $4.95 per Share
and accompanying Warrant. The Company granted the underwriters a 45-day option to purchase up to 363,750 additional Shares and additional
Warrants to purchase up to an additional 363,750 shares of Common Stock, which the underwriters exercised, in full, at closing.

August 2021 Offering [Member]

Stockholders' Equity (Details) [Line Items]

Discription of purchase agreement

the Company entered into a
securities purchase agreement (the Purchase Agreement) with institutional accredited investors (the Investors) providing for an aggregate
investment of $4,000,000 by the Investors for the issuance by the Company to them of (i) 1,333,333 shares of Series F Convertible Preferred
Stock, par value $0.0001 per share, of the Company (the Series F Preferred Stock) convertible into shares of common stock, par value $0.001
per share, of the Company (the Common Stock) that are issuable from time to time upon conversion of such shares of Series F Preferred
Stock (the Conversion Shares); (ii) warrants, with a term of five and a half (5.5) years exercisable after February 16, 2022, to purchase
an aggregate of up to 666,667 shares of Common Stock (the Warrant Shares) at an exercise price of $7.80 per share. The securities were
issued to the investors were exempt from registration under the Securities Act of 1933, as amended, or the Securities Act, in reliance
on Section 4(a)(2) thereof and Rule 506 of Regulation D thereunder, based on representations made by the investors, their prior relationship
with the Company, and the absence of any general solicitation. The Company used the net proceeds from this offering for working capital
and liability reduction purposes. In the quarter ended September 30, 2021, 1,160,000 shares of Series F preferred stock were converted
into 656,604 shares of common stock. On October 15, 2021, after shareholder and Board approval of the reverse stock split, the exercise
price for the Warrants was adjusted to $4.95 per share, and is being retroactively reported in accordance with ASC 260-10-55-12, Restatement
of EPS Data. See Note 7.

December 2020 Offering [Member]

Stockholders' Equity (Details) [Line Items]

Registered direct offering, description

(i) an aggregate of 1,515,151 shares of Series D preferred stock, convertible into
an aggregate of up to 303,030 shares of common stock, (ii) common stock purchase warrants to purchase up to an aggregate of 100,000 shares
of common stock at an exercise price of $4.90 per share, subject to customary adjustments thereunder, which were exercisable immediately
upon issuance and have a term of five years, and (iii) common stock purchase warrants to purchase up to an aggregate of 505,060 shares
of common stock at an exercise price of $4.90 per share with a term of five and one-half (5.5) years first exercisable nine (6) months
after issuance, subject to customary adjustments thereunder, for gross proceeds of $2,000,000, before deducting any offering expenses.
The Company used the net proceeds from this offering for working capital, new product initiatives and other general corporate purposes.
On December 21, 2020, 1,515,151 shares of Series D preferred stock were converted into 303,030 shares of common stock.

July 2020 Offering [Member]

Stockholders' Equity (Details) [Line Items]

Registered direct offering, description

On July 14, 2020, the Company closed a registered
direct offering of (i) an aggregate of 377,851 shares of the Company’s common stock, par value $0.001 per share; (ii) pre-funded
warrants to purchase up to an aggregate of 73,497 shares of Common Stock at an exercise price of $0.01 $0.10 per share, subject to customary
adjustments thereunder; (iii) registered warrants, with a term of five (5) years exercisable immediately upon issuance, to purchase an
aggregate of up to 157,972 shares of Common Stock (at an exercise price of $5.00 per share, subject to customary adjustments thereunder;
and (iv) unregistered warrants, with a term of five and one-half (5.5) years first exercisable nine (6) months after issuance, to purchase
an aggregate of up to 375,000 shares of Common Stock at an exercise price of $6.50 per share, subject to customary adjustments thereunder,
for gross proceeds of $1,864,528, before deducting any offering expenses.

2017 Stock Incentive Plan [Member]

Stockholders' Equity (Details) [Line Items]

Common stock voting rights, description

The aggregate
maximum number of shares of common stock (including shares underlying options) that may be issued under the 2017 SIP pursuant to awards
of restricted shares or options will be limited to 10% of the outstanding shares of common stock, which calculation shall be made on the
first (1st) business day of each new fiscal year; provided that for fiscal year 2017, 150,000 shares of common stock may be
delivered to participants under the 2017 SIP. Thereafter, the 10% provision shall govern the 2017 SIP.

Warrant [Member]

Stockholders' Equity (Details) [Line Items]

Warrant exercise price (in Dollars per share)

$ 3.956

Proceeds received (in Shares)

423,933

Director [Member] | 2013 Long-Term Stock Incentive Plan [Member]

Stockholders' Equity (Details) [Line Items]

Aggregate fair value

$ 80,000

Non Executive Employees [Member] | 2017 Management Incentive Plan [Member]

Stockholders' Equity (Details) [Line Items]

Aggregate fair value

13,283

Over-Allotment Option [Member]

Stockholders' Equity (Details) [Line Items]

Groos proceeds

$ 12,500,000

Warrant [Member]

Stockholders' Equity (Details) [Line Items]

Original warrants exercisable shares of common stock (in Shares)

246,914

Series E convertible preferred stock and the warrants [Member]

Stockholders' Equity (Details) [Line Items]

Deemed dividend from beneficial conversion feature

$ 1,480,801

Series D convertible preferred stock and the warrants [Member]

Stockholders' Equity (Details) [Line Items]

Deemed dividend from beneficial conversion feature

$ 758,922

Series C Preferred Stock [Member]

Stockholders' Equity (Details) [Line Items]

Investor exercised

$ 1,969,136

$ 500,000

Commitments and Contingencies_2

Commitments and Contingencies (Details) - USD ($)	Aug. 11, 2021	Mar. 31, 2021	Sep. 30, 2021
Commitments and Contingencies Disclosure [Abstract]
Legal matters, description		In connection with the sale of Fit-Pay, Inc., Giesecke+Devrient Mobile Security America, Inc. (“GDMSAI”) identified a disagreement with the Company over calculation of dividends with respect to GDMSAI’s Series C Non-Convertible Voting Preferred Stock (the “Series C”) of the Company and on August 13, 2020, GDMSAI sued the Company in Delaware Chancery Court seeking, among other things, $540,000 of dividends that it believes are owed to it pursuant to the terms of the Series C. In March 2021, a Delaware Chancery granted GDMSAI summary judgment on the merits, holding that relevant dividend language required a perpetually paid dividend once the $50 million threshold had been achieved.
Dividends amount	$ 540,000
Interest amount	$ 55,000
Real estate lease term, description			The Company’s real estate leases, which are for office space and a fulfillment center, generally have a lease term between 3 and 5 years. The Company also leases a copier with a lease term of 5 years.
Monthly rent			$ 6,000
Increasing annual rent, percentage			3.00%
New lease agreement			$ 279,024
Lease term renewal term, description			Leases with renewal options allow the Company to extend the lease term typically between 1 and 3 years.
Operating lease cost			$ 923,762
Operating lease, description			The following summarizes (i) the future minimum undiscounted lease payments under non-cancelable lease for the remainder of 2021 as well as each of the next five years and thereafter, incorporating the practical expedient to account for lease and non-lease components as a single lease component for our existing real estate leases, (ii) a reconciliation of the undiscounted lease payments to the present value of the lease liabilities recognized, and (iii) the lease-related account balances on the Company’s condensed consolidated balance sheet, as of September 30, 2021:

Commitments and Contingencies_3

Commitments and Contingencies (Details) - Schedule of future lease obligation	Sep. 30, 2021USD ($)
Schedule of future lease obligation [Abstract]
2021 (excluding the six months ended June 30, 2021)	$ 23,146
2022	93,385
2023	89,724
2024	80,000
2025	54,400
Total future minimum lease payments	340,655
Less imputed interest	(72,077)
Total present value of future minimum lease payments	$ 268,578

Commitments and Contingencies_4

Commitments and Contingencies (Details) - Schedule of lease expense	Sep. 30, 2021USD ($)
Schedule of lease expense [Abstract]
Operating lease right-of-use assets	$ 263,578
Other accrued expenses	61,760
Other long-term liabilities	206,819
Total	$ 268,579
Weighted Average Remaining Lease Term	3 years 6 months 14 days
Weighted Average Discount Rate	12.80%

Subsequent Events (Details)

Subsequent Events (Details) - USD ($) $ in Millions	Nov. 03, 2021	Nov. 01, 2021	Oct. 15, 2021	Sep. 30, 2021	Dec. 31, 2020
Subsequent Events (Details) [Line Items]
Common stock shares outstanding				8,830,239	4,061,997
Subsequent Event [Member]
Subsequent Events (Details) [Line Items]
Purchase agreement, description	the Company received a letter from The Nasdaq Stock Market acknowledging that the Company had regained compliance with Nasdaq Listing Rule 5550(a)(2), which requires the Company’s common stock listed on Nasdaq to maintain a minimum bid price of $1.00 per share, and that such common stock will remain listed on Nasdaq subject to the Company’s ongoing compliance with all Nasdaq listing rules.
LLC [Member] \| Subsequent Event [Member]
Subsequent Events (Details) [Line Items]
Payment to senior lender (in Dollars)		$ 1.1
Minimum [Member]
Subsequent Events (Details) [Line Items]
Common stock shares outstanding			88,300,000
Shares reduced			2,000
Maximum [Member]
Subsequent Events (Details) [Line Items]
Common stock shares outstanding			8,800,000
Shares reduced			200