Bellerophon Therapeutics (BLPH) 10-K 31 Mar 23 2022 FY Annual report Financial data

Document and Entity Information

Document and Entity Information - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Mar. 30, 2023	Jun. 30, 2022
Document and Entity Information
Document Type	10-K
Document Annual Report	true
Document Transition Report	false
Document Period End Date	Dec. 31, 2022
Entity File Number	001-36845
Entity Registrant Name	Bellerophon Therapeutics, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	47-3116175
Entity Address, Address Line One	184 Liberty Corner Road
Entity Address, Address Line Two	Suite 302
Entity Address, City or Town	Warren
Entity Address, State or Province	NJ
Entity Address, Postal Zip Code	07059
City Area Code	908
Local Phone Number	574-4770
Title of 12(b) Security	Common Stock, $0.01 par value per share
Trading Symbol	BLPH
Security Exchange Name	NASDAQ
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
Entity Shell Company	false
Entity Central Index Key	0001600132
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	FY
Amendment Flag	false
Entity Public Float			$ 8.8
Entity Common Stock, Shares Outstanding		10,448,185
Auditor Firm ID	185
Auditor Name	KPMG LLP
Auditor Location	Short Hills, New Jersey

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 6,924	$ 24,736
Restricted cash	405	103
Prepaid expenses and other current assets	234	620
Total current assets	7,563	25,459
Restricted cash, non-current		300
Right of use assets, net	184	863
Property and equipment, net	2	67
Other non-current assets	186	186
Total assets	7,935	26,875
Current liabilities:
Accounts payable	1,230	1,192
Accrued research and development	2,655	1,397
Accrued expenses	1,313	1,711
Current portion of operating lease liabilities	203	752
Total current liabilities	5,401	5,052
Long term operating lease liabilities		203
Common stock warrant liability	0	1
Total liabilities	5,401	5,256
Commitments and contingencies
Stockholders' equity:
Common stock, $0.01 par value per share; 200,000,000 shares authorized and 9,645,711 and 9,545,451 shares issued and outstanding at December 31, 2022 and December 31, 2021, respectively	96	95
Preferred stock, $0.01 par value per share; 5,000,000 shares authorized, zero shares issued and outstanding at December 31, 2022 and December 31, 2021
Additional paid-in capital	254,516	253,771
Accumulated deficit	(252,078)	(232,247)
Total stockholders' equity	2,534	21,619
Total liabilities and stockholders' equity	$ 7,935	$ 26,875

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2022	Dec. 31, 2021
Consolidated Balance Sheets
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	200,000,000	200,000,000
Common stock, shares issued (in shares)	9,645,711	9,545,451
Common stock, shares outstanding (in shares)	9,645,711	9,545,451
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock units authorized (in shares)	5,000,000	5,000,000
Preferred stock units issued (in shares)	0	0
Preferred stock units outstanding (in shares)	0	0

Consolidated Statements of Oper

Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Operating expenses:
Research and development	$ 16,362	$ 13,015	$ 17,890
General and administrative	6,022	7,146	8,386
Total operating expenses	22,384	20,161	26,276
Loss from operations	(22,384)	(20,161)	(26,276)
Change in fair value of common stock warrant liability	1	600	(327)
Interest income and financing expenses, net	135	5	(250)
Pre-tax loss	(22,248)	(19,556)	(26,853)
Income tax benefit	2,417	1,800	2,125
Net loss and comprehensive loss	$ (19,831)	$ (17,756)	$ (24,728)
Weighted average shares outstanding:
Basic (in shares)	9,550,872	9,502,793	7,797,130
Diluted (in shares)	9,550,872	9,502,793	7,797,130
Net loss per share:
Basic (in dollars per share)	$ (2.08)	$ (1.87)	$ (3.17)
Diluted (in dollars per share)	$ (2.08)	$ (1.87)	$ (3.17)

Consolidated Statements of Chan

Consolidated Statements of Changes in Stockholders' Equity - USD ($) $ in Thousands	Common Stock Direct Offering	Common Stock Public Offering	Common Stock	Additional Paid in Capital Direct Offering	Additional Paid in Capital Public Offering	Additional Paid in Capital	Accumulated Deficit	Direct Offering	Public Offering	Total
Balance at beginning of period at Dec. 31, 2019			$ 46			$ 193,308	$ (189,763)			$ 3,591
Balance at beginning of period (in shares) at Dec. 31, 2019			4,580,127
Increase (Decrease) in Stockholders' Equity
Net loss							(24,728)			(24,728)
Reverse stock split adjustment			(826)
Warrants exercises			$ 3			3,054				3,057
Warrants exercises (in shares)			254,760
Sale of common stock	$ 24	$ 22		$ 28,178	$ 26,472			$ 28,202	$ 26,494
Sale of common stock (in shares)	2,428,846	2,211,538
Stock-based compensation						1,633				1,633
Issuance of common stock, restricted stock vesting (in shares)			16,666
Balance at end of period at Dec. 31, 2020			$ 95			252,645	(214,491)			38,249
Balance at end of period (in shares) at Dec. 31, 2020			9,491,111
Increase (Decrease) in Stockholders' Equity
Net loss							(17,756)			(17,756)
Stock-based compensation						1,126				1,126
Issuance of common stock, restricted stock vesting (in shares)			54,340
Balance at end of period at Dec. 31, 2021			$ 95			253,771	(232,247)			$ 21,619
Balance at end of period (in shares) at Dec. 31, 2021			9,545,451							9,545,451
Increase (Decrease) in Stockholders' Equity
Net loss							(19,831)			$ (19,831)
Stock-based compensation						785				785
Issuance of common stock, restricted stock vesting			$ 1							1
Issuance of common stock, restricted stock vesting (in shares)			145,500
Surrender of shares to the Company for the payment of tax withholding obligations						(40)				(40)
Surrender of shares to the Company for the payment of tax withholding obligations (in shares)			(45,240)
Balance at end of period at Dec. 31, 2022			$ 96			$ 254,516	$ (252,078)			$ 2,534
Balance at end of period (in shares) at Dec. 31, 2022			9,645,711							9,645,711

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Cash flows from operating activities:
Net loss	$ (19,831)	$ (17,756)	$ (24,728)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation	65	102	147
Stock-based compensation	786	1,126	1,633
Change in fair value of common stock warrant liability	(1)	(600)	327
Financing expense			300
Changes in operating assets and liabilities:
Prepaid expenses and other current assets	386	(200)	(15)
Accounts payable, accrued research and development, accrued expenses and other liabilities	825	(5,493)	2,452
Net cash used in operating activities	(17,770)	(22,821)	(19,884)
Cash flows from financing activities:
Proceeds received from exercise of warrants			3,057
Payment of expenses related to the ATM sale agreement			(186)
Tax withholding payments for stock compensation	(40)
Net cash (used in) provided by financing activities	(40)		57,567
Net change in cash, cash equivalents and restricted cash	(17,810)	(22,821)	37,683
Cash, cash equivalents and restricted cash at beginning of year	25,139	47,960	10,277
Cash, cash equivalents and restricted cash at end of year	$ 7,329	$ 25,139	47,960
Public Offering
Cash flows from financing activities:
Proceeds from issuance of common stock, net of offering expenses			26,494
Direct Offering
Cash flows from financing activities:
Proceeds from issuance of common stock, net of offering expenses			$ 28,202

Organization and Nature of the

Organization and Nature of the Business	12 Months Ended
	Dec. 31, 2022
Organization and Nature of the Business
Organization and Nature of the Business	(1) Organization and Nature of the Business Bellerophon Therapeutics, Inc., or the Company, is a clinical-stage therapeutics company focused on developing innovative products that address significant unmet medical needs in the treatment of cardiopulmonary diseases. The focus of the Company’s clinical program is the continued development of its nitric oxide therapy for patients with pulmonary hypertension, or PH, using its proprietary delivery system, INOpulse. The Company has three wholly-owned subsidiaries: Bellerophon BCM LLC, a Delaware limited liability company; Bellerophon Pulse Technologies LLC, a Delaware limited liability company; and Bellerophon Services, Inc., a Delaware corporation. The Company’s business is subject to significant risks and uncertainties, including but not limited to: ● The risk that the Company will not achieve success in its research and development efforts, including clinical trials conducted by it or its potential collaborative partners. ● The expectation that the Company will experience operating losses for the next several years. ● Decisions by regulatory authorities regarding whether and when to approve the Company’s regulatory applications as well as their decisions regarding labeling and other matters which could affect the commercial potential of the Company’s products or product candidates. ● The risk that the Company will fail to obtain adequate financing to meet its future operational and capital needs post-top-line results, expected mid-year 2023, for which the Company may be required to significantly reduce or cease operations. ● The risk that key personnel will leave the Company and/or that the Company will be unable to recruit and retain senior level officers to manage its business. ● There are many uncertainties regarding the novel coronavirus (“COVID-19”) pandemic, and the Company is closely monitoring the impact of the pandemic on all aspects of its business, including how the pandemic will impact its clinical trials, employees and suppliers. While the pandemic did not materially affect the Company's financial results and business operations in the Company's years ended December 31, 2022 and 2021, the extent to which the coronavirus impacts the Company's results will depend on future developments, which are highly uncertain and cannot be predicted. Further, should COVID-19 continue to spread, the Company's business operations could be delayed or interrupted. For instance, the Company's supply vendors may experience disruption which may impact the Company’s clinical trials or any potential future clinical trials may suffer from lower than anticipated patient recruitment or enrollment.

Summary of Significant Accounti

Summary of Significant Accounting Policies	12 Months Ended
	Dec. 31, 2022
Summary of Significant Accounting Policies
Summary of Significant Accounting Policies	(2) Summary of Significant Accounting Policies (a) Basis of Presentation The consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles or GAAP. Intercompany balances and transactions have been eliminated. The Company operates in one reportable segment and solely within the United States. Accordingly, no segment or geographic information has been presented. The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of costs and expenses during the reporting period, including prepaid and accrued research and development expenses, stock-based compensation, common stock warrant liability and income taxes. Actual results could differ from those estimates. On February 5, 2020, the Company filed a certificate of amendment to its amended and restated Certificate of Incorporation to effect a 1 (b) Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity date of three months or less to be cash equivalents. All investments with maturities of greater than three months from date of purchase are classified as available-for-sale marketable securities. (c) Stock-Based Compensation The Company accounts for its stock-based compensation in accordance with applicable accounting guidance which establishes accounting for share-based awards, including stock options and restricted stock, exchanged for services and requires companies to expense the estimated fair value of these awards over the requisite service period. The Company recognizes stock-based compensation expense in operations based on the fair value of the award on the date of the grant. The resulting compensation expense is recognized on a straight-line basis over the requisite service period or sooner if the awards immediately vest. The Company determines the fair value of stock options issued using a Black-Scholes-Merton option pricing model. Certain assumptions used in the model include expected volatility, dividend yield, risk-free interest rate, estimated forfeitures and expected term. For restricted stock, the fair value is the closing market price per share on the grant date. See Note 8 - Stock-Based Compensation (d) Common Stock Warrant Liability The Company accounts for common stock warrants issued as freestanding instruments in accordance with applicable accounting guidance as either liabilities or as equity instruments depending on the specific terms of the warrant agreement. The Company classifies warrant liability on the consolidated balance sheet based on the warrants’ terms as long-term liabilities, which are revalued at each balance sheet date subsequent to the initial issuance. Changes in the fair value of the warrants are reflected in the consolidated statement of operations as “Change in fair value of common stock warrant liability.” The Company uses the Black-Scholes-Merton pricing model to value the related warrant liability. Certain assumptions used in the model include expected volatility, dividend yield and risk-free interest rate. All liability classified warrants have expired as of December 31, 2022. See Note 7 - Fair Value Measurements (e) Income Taxes The Company uses the asset and liability approach to account for income taxes as required by applicable accounting guidance, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Valuation allowances are provided when necessary to reduce deferred tax assets to the amount expected to be realized, on a more likely than not basis. The Company recognizes the benefit of an uncertain tax position that it has taken or expects to take on income tax returns it files if such tax position is more likely than not to be sustained on examination by the taxing authorities, based on the technical merits of the position. These tax benefits are measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate resolution. (f) Research and Development Expense Research and development costs are expensed as incurred. These expenses include the costs of the Company’s proprietary research and development efforts, as well as costs incurred in connection with certain licensing arrangements. Upfront and milestone payments made to third parties in connection with research and development collaborations are expensed as incurred up to the point of regulatory approval. Payments made to third parties upon or subsequent to regulatory approval are capitalized and amortized over the remaining useful life of the related product. The Company expenses the cost of purchased technology and equipment in the period of purchase if it believes that the technology or equipment has not demonstrated technological feasibility and it does not have an alternative future use. Nonrefundable advance payments for goods or services that will be used or rendered for future research and development activities are deferred and are recognized as research and development expense as the related goods are delivered or the related services are performed. (g) Leases A lease is a contract, or part of a contract, that conveys the right to control the use of explicitly or implicitly identified property, plant or equipment in exchange for consideration. Control of an asset is conveyed to the Company if the Company obtains the right to obtain substantially all of the economic benefits of the asset or the right to direct the use of the asset. The Company recognizes right of use (“ROU”) assets and lease liabilities at the lease commencement date based on the present value of future, fixed lease payments over the term of the arrangement. Lease expense is recognized on a straight-line basis over the term of the lease. Lease liabilities are reduced at the time when the lease payment is payable to the vendor. Variable lease payments are recognized at the time when the event giving rise to the payment occurs and are recognized in the statement of operations in the same line item as expenses arising from fixed lease payments. In accordance with Topic 842, leases are measured at present value using the rate implicit in the lease or, if the implicit rate is not determinable, the lessee’s implicit borrowing rate. As the implicit rate is not typically available, the Company uses its implicit borrowing rate based on the information available at the lease commencement date to determine the present value of future lease payments. The implicit borrowing rate approximates the rate the Company would pay to borrow on a collateralized basis over a similar term an amount equal to the lease payments. The Company does not recognize right of use assets or related lease liabilities with a lease term of twelve months or less on our consolidated balance sheet. Short-term lease costs are recorded in our consolidated statements of operations in the period in which the obligation for those payments was incurred. Short-term lease costs for the year ended December 31, 2022 were de minimis (h) New Accounting Pronouncements Not Yet Adopted In June 2022, the FASB issued ASU No. 2022-03: ASC Subtopic 820 - Value Measurement of Equity Securities Subject to Contractual Sale Restrictions (“ASU 2022-03”). ASU 2022-03 amends ASC 820 to clarify that a contractual sales restriction is not considered in measuring an equity security at fair value and to introduce new disclosure requirements for equity securities subject to contractual sale restrictions that are measured at fair value. ASU 2022-03 applies to both holders and issuers of equity and equity-linked securities measured at fair value. The amendments in ASU 2022-03 are effective for the Company for fiscal years beginning after December 15, 2023, and the interim periods within those fiscal years. Early adoption is permitted for both interim and annual financial statements that have not yet been issued or made available for issuance. The Company is evaluating the impact of this pronouncement on its consolidated financial statements and related disclosures.

Liquidity and Going Concern

Liquidity and Going Concern	12 Months Ended
	Dec. 31, 2022
Liquidity and Going Concern
Liquidity and Going Concern	(3) Liquidity and Going Concern In the course of its development activities, the Company has sustained operating losses and expects such losses to continue over the next several years. The Company expects to continue to incur significant expenses and operating losses for the foreseeable future as it continues the development and clinical trials of, and seeks regulatory approval for, its product candidates. The Company’s primary uses of capital are, and it expects will continue to be, compensation and related expenses, third-party clinical research and development services, contract manufacturing services, laboratory and related supplies, clinical costs, legal and other regulatory expenses and general overhead costs. If the Company obtains regulatory approval for any of its product candidates, the Company expects to incur significant commercialization expenses. The Company does not have a sales, marketing, manufacturing or distribution infrastructure for a pharmaceutical product. To develop a commercial infrastructure, the Company will have to invest financial and management resources, some of which would have to be deployed prior to having any certainty of marketing approval. The Company had unrestricted cash and cash equivalents of $6.9 million as of December 31, 2022. The Company’s existing cash and cash equivalents as of December 31, 2022, will be used primarily to fund the Phase 3 trial of INOpulse for fILD. The Company evaluated whether there are any conditions and events, considered in the aggregate, that raise substantial doubt about its ability to continue as a going concern within one year beyond the filing of this Annual Report on Form 10-K. As described in Note 12 – Subsequent Events The Company may continue to pursue potential sources of funding, including equity financing and previously was able to obtain funding from the sale of tax attributes during 2022 and 2021, including the below: ● The Technology Business Tax Certificate Transfer Program enables qualified, unprofitable New Jersey based technology or biotechnology companies to sell a percentage of NOL and research and development (R&D) tax credits to unrelated profitable corporations, subject to meeting certain eligibility criteria. The Company has sold $25.1 million of state NOLs and $0.2 million of research and development credits under the State of New Jersey’s Technology Business Tax Certificate Transfer Program in April 2022 for net proceeds of $2.2 million. The Company has also sold an additional $16.4 million of state NOLs and $0.3 million of research and development credits under the State of New Jersey’s Technology Business Tax Certificate Transfer Program for net proceeds of $1.7 million in June 2021. The Company plans to sell additional NOLs and R&D credits under the same program in the future subject to program availability and state approval. The proceeds from such sales are recorded as Income tax benefit when sales occur or proceeds are received. Until such time, if ever, as the Company can generate substantial product revenues, it expects to finance its cash needs through a combination of equity and debt financings, sales of state NOLs and R&D credits subject to program availability and approval, existing working capital and funding from potential future collaboration arrangements. To the extent that the Company raises additional capital through the future sale of equity or convertible debt, the ownership interest of its existing stockholders may be diluted, and the terms of such securities may include liquidation or other preferences or rights such as anti-dilution rights that adversely affect the rights of its existing stockholders. If the Company raises additional funds through strategic partnerships in the future, it may have to relinquish valuable rights to its technologies, future revenue streams or product candidates or grant licenses on terms that may not be favorable to it. If the Company is unable to raise additional funds through equity or debt financings when needed, or unable to sell its state NOLs and R&D credits, it may be required to delay, limit, reduce or terminate its product development or future commercialization efforts or grant rights to develop and market product candidates that it would otherwise prefer to develop and market itself.

Right of Use Assets and Leases

Right of Use Assets and Leases	12 Months Ended
	Dec. 31, 2022
Right of Use Assets and Leases
Right of Use Assets and Leases	(4) Right of Use Assets and Leases The Company has two operating leases in Warren, NJ, one for the use of an office and research facility and a second for the use of a laboratory. The office and research facility lease is for a term of four years with an expiration date of March 31, 2023, with the Company’s right to extend the original term for one period of five years. The laboratory lease is for a term of three years and nine months with an expiration date of April 30, 2023. The office and research facility as well as the laboratory operating leases are included in “Right of use assets, net” on the Company’s December 31, 2022 consolidated balance sheet and represents the Company’s right to use the underlying assets for the respective lease term. The Company’s obligation to make lease payments are included in “Current portion of operating lease liabilities” and “Long term operating lease liabilities” on the Company’s December 31, 2022 and 2021 consolidated balance sheets. Operating lease expense is recognized on a straight-line basis over the respective lease term. Subsequent to December 31, 2022, the Company decided not to renew the lease associated with its corporate headquarters and intends to vacate the premises upon expiration of the existing lease. The Company did agree to a short-term lease extension of the existing laboratory space through August 2023. The existing laboratory space is deemed to have adequate office space to meet the Company’s needs and will serve as the Company’s corporate headquarters. The Company does not recognize right of use assets or related lease liabilities with a lease term of twelve months or less on our consolidated balance sheet. Short-term lease costs are recorded in our consolidated statements of operations in the period in which the obligation for those payments was incurred. Short-term lease costs for the year ended December 31, 2022 were de minimis Information related to the Company’s right of use assets and related lease liabilities is as follows ($ amounts in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended For the Year Ended ​ ​ December 31, 2022 December 31, 2021 Cash paid for operating lease liability ​ $ 783 ​ $ 770 ​ Operating lease expenses ​ $ 709 ​ $ 707 ​ Weighted average remaining lease term ​ 0.26 years 1.26 years Weighted average discount rate ​ 4.92 % 4.93 % ​ Maturities of lease liabilities as of December 31, 2022 were as follows: ​ ​ ​ ​ 2023 ​ $ 205 Less imputed interest ​ (2) Total operating lease liability ​ $ 203 ​ Rent expenses for each of the years ended December 31, 2022 and 2021 were $0.7 million.

Property and Equipment

Property and Equipment	12 Months Ended
	Dec. 31, 2022
Property and Equipment
Property and Equipment	(5) Property and Equipment Property and equipment as of December 31, 2022 and 2021 consist of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, December 31, ​ ​ 2022 ​ 2021 Machinery and equipment ​ $ 2,048 ​ $ 2,048 Leasehold improvements ​ 204 ​ 204 Furniture and fixtures ​ 276 ​ 276 Property and equipment, gross ​ 2,528 ​ 2,528 Less accumulated depreciation ​ (2,526) ​ (2,461) ​ ​ $ 2 ​ $ 67 ​ Depreciation expense for each of the years ended December 31, 2022, 2021 and 2020 were $0.1 million.

Common Stock Warrants

Common Stock Warrants	12 Months Ended
	Dec. 31, 2022
Common Stock Warrants
Common Stock Warrants	(6) Common Stock Warrants On November 29, 2016, the Company issued 1,142,838 warrants to purchase shares common stock to investors that were immediately exercisable with an original expiration date of 5 years from issuance at an exercise price of $12.00 per share (the “2016 Warrants”). On June 28, 2019, the Company entered into a warrant amendment (the “Warrant Amendment”) with certain holders (the “Holders”) of 839,899 of the 2016 Warrants to purchase common stock. Pursuant to the Warrant Amendment, the Company and the Holders agreed to eliminate provisions that had previously precluded equity classification treatment on the Company’s consolidated balance sheets. In consideration of such amendment, the 839,899 warrants were extended by two On May 15, 2017, the Company issued to an investor warrants to purchase 66,666 shares of common stock that became exercisable commencing six months from their issuance with an expiration date five years from the initial exercise date at an exercise price of $22.50 per share. In addition, the Company issued to the placement agent warrants to purchase 4,000 shares that were immediately exercisable with an expiration date five years from issuance at an exercise price of $28.125 per share. As the warrants, under certain situations, could require cash settlement, the warrants were classified as liabilities and recorded at estimated fair value using a Black-Scholes-Merton pricing model. As of December 31, 2022, all of these warrants have expired, unexercised. On September 29, 2017, the Company issued warrants to purchase 1,296,650 shares of common stock to investors that became exercisable commencing six months from their issuance with an expiration date of five years from the initial exercise date (or March 29, 2023) at an exercise price of $18.63 per share. As the warrants could not require cash settlement, the warrants were classified as equity. As of December 31, 2022, all of these warrants were outstanding. The following table summarizes warrant activity for the year ended December 31, 2022 (fair value amount in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Equity Classified ​ Liability Classified ​ Warrants Warrants Estimated Fair Value Warrants outstanding as of December 31, 2021 ​ 1,881,789 ​ 70,666 ​ $ 1 Expired — (70,666) ​ — Change in fair value of common stock warrant liability recognized in consolidated statement of operations — — ​ (1) Warrants outstanding as of December 31, 2022 ​ 1,881,789 ​ — ​ $ — ​ The following table summarizes warrant activity for the year ended December 31, 2021 (fair value amount in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Equity Classified ​ Liability Classified ​ Warrants Warrants Estimated Fair Value Warrants outstanding as of December 31, 2020 ​ 1,881,789 ​ 146,837 ​ $ 601 Expired — (76,171) ​ — Change in fair value of common stock warrant liability recognized in consolidated statement of operations — — ​ (600) Warrants outstanding as of December 31, 2021 ​ 1,881,789 ​ 70,666 ​ $ 1 ​ See Note 7 for determination of fair value of common stock warrant liability.

Fair Value Measurements

Fair Value Measurements	12 Months Ended
	Dec. 31, 2022
Fair Value Measurements
Fair Value Measurements	(7) Fair Value Measurements Assets and liabilities recorded at fair value on the balance sheets are categorized based upon the level of judgment associated with the inputs used to measure the fair value. Level inputs are as follows: ● Level 1 - Values are based on unadjusted quoted prices for identical assets or liabilities in an active market which the company has the ability to access at the measurement date. ● Level 2 - Values are based on quoted market prices in markets where trading occurs infrequently or whose values are based on quoted prices of instruments with similar attributes in active markets. ● Level 3 - Values are based on prices or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement. These inputs reflect management’s own assumptions about the assumptions a market participant would use in pricing the asset. The following table summarizes fair value measurements by level at December 31, 2022 for financial instruments measured at fair value on a recurring basis (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Level 1 Level 2 Level 3 Total Common stock warrant liability ​ $ — ​ $ — ​ $ — ​ $ — ​ The following table summarizes fair value measurements by level at December 31, 2021 for financial instruments measured at fair value on a recurring basis (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Level 1 Level 2 Level 3 Total Common stock warrant liability ​ $ — ​ $ — ​ $ 1 ​ $ 1 ​ The Company uses a Black-Scholes-Merton option pricing model to value its common stock warrants. The significant unobservable inputs used in calculating the fair value of common stock warrants represent management’s best estimates and involve inherent uncertainties and the application of management’s judgment. For volatility, the Company uses its own historical volatility as a basis for its expected volatility to calculate the fair value of common stock warrants. The risk-free interest rate is based on U.S. Treasury notes with a term approximating the expected term of the common stock warrant. Any significant increases or decreases in the observable and unobservable inputs may result in significantly higher or lower fair value measurements. As of December 31, 2022, there were no outstanding liability classified warrants. ​ The following are the weighted average assumptions used in estimating the fair value of warrants outstanding as of December 31, 2021: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2021 Valuation assumptions: Range ​ Weighted Average Risk-free interest rate 0.39 % ​ 0.39 % Expected volatility 77.35 % - 82.82 % ​ 77.66 % Expected term (in years) 0.4 ​ - 0.9 ​ ​ 0.8 ​ Dividend yield — % - — % ​ — % ​

Stock-Based Compensation

Stock-Based Compensation	12 Months Ended
	Dec. 31, 2022
Stock-Based Compensation
Stock-Based Compensation	(8) Stock-Based Compensation Determining the appropriate fair value of stock-based awards requires the input of subjective assumptions, the expected term of the option and expected volatility. The Company uses the Black-Scholes-Merton option pricing model to value its stock option awards. The assumptions used in calculating the fair value of stock-based awards represent management’s best estimates and involve inherent uncertainties and the application of management’s judgment. The expected term of stock options is estimated using the “simplified method.” The simplified method is based on the average of the vesting tranches and the contractual life of each grant. For volatility, the Company historically used comparable public companies as a basis for its expected volatility to calculate the fair value of option grants due to its limited history as a public company; however, during the year ended December 31, 2020, the Company had sufficient history of a public company and ceased using the comparable public company peer group as the basis for its expected volatility. The risk-free interest rate is based on U.S. Treasury notes with a term approximating the expected term of the option. For restricted stock, the fair value is the closing market price per share on the grant date. The estimation of the number of stock awards that will ultimately vest requires judgment, and to the extent actual results or revised estimates differ from the Company’s current estimates, such amounts will be recorded as an adjustment in the period in which estimates are revised. Incentive Plans During 2014, the Company adopted the 2014 Equity Incentive Plan, or the 2014 Plan, which provided for the grant of options. Following the effectiveness of the Company’s registration statement filed in connection with its IPO, no options may be granted under the 2014 plan. The awards granted under the 2014 Plan generally have a vesting period of between one During 2015, the Company adopted the 2015 Equity Incentive Plan, or the 2015 Plan, which provides for the grant of options, restricted stock and other forms of equity compensation. As of December 31, 2022, the Company had 645,657 shares available for grant with an aggregate of 1,479,652 shares of common stock authorized under the 2015 Plan. As of December 31, 2022, there was approximately $0.4 million of total unrecognized compensation expense related to unvested stock awards. This expense is expected to be recognized over a weighted-average period of 0.9 years. No tax benefit was recognized during the years ended December 31, 2022, 2021 and 2020 related to stock-based compensation expense since the Company incurred operating losses and has established a full valuation allowance to offset all the potential tax benefits associated with its deferred tax assets. ​ Options ​ Compensation expense is measured based on the fair value of the option on the grant date and is recognized on a straight-line basis over the requisite service period, or sooner if vesting occurs sooner than on a straight-line basis. Options are forfeited if the employee ceases to be employed by the Company prior to vesting. ​ There were no options granted during the year ended December 31, 2022. The weighted average grant-date fair value of options issued during the years ended December 31, 2021 and 2020 was $2.76 and $9.28, respectively. The following are the weighted average assumptions used in estimating the fair value of options issued during the years ended December 31, 2021 and 2020. ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended ​ ​ December 31, ​ December 31, ​ ​ 2021 2020 Valuation assumptions: ​ ​ Risk-free rate ​ 1.30 % 0.33 % Expected volatility ​ 133.53 % 144.33 % Expected term (years) ​ 5.5 5.7 ​ Dividend yield ​ — % — % ​ A summary of option activity under the 2015 Plan and 2014 Plan for the years ended December 31, 2022, 2021 and 2020 is presented below: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Bellerophon 2015 and 2014 Equity Incentive Plans ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted Average ​ ​ ​ ​ ​ Weighted Remaining ​ ​ ​ ​ Range of ​ Average ​ Contractual ​ Options Exercise Price Price Life (in years) Options outstanding as of December 31, 2019 663,501 ​ $ 7.35 - 199.20 ​ $ 24.15 8.3 Granted 77,263 ​ 10.12 - 12.58 ​ 10.12 Forfeited (507) ​ 7.35 - 199.20 ​ 23.47 Options outstanding as of December 31, 2020 740,257 ​ $ 7.35 - 199.20 ​ $ 22.69 7.5 Granted 97,483 ​ 3.10 - 4.06 ​ 3.11 ​ Forfeited (220,391) ​ 7.50 - 199.20 ​ 40.39 ​ Options outstanding as of December 31, 2021 617,349 ​ $ 3.10 - 199.20 ​ $ 13.28 7.0 Forfeited ​ (292,757) ​ ​ 7.35 - 199.20 ​ ​ 14.11 ​ ​ Cancelled (2,554) ​ 4.06 - 13.20 ​ 6.51 ​ Options outstanding as of December 31, 2022 322,038 ​ $ 3.10 - 199.20 ​ $ 12.58 6.7 Options vested and exercisable as of December 31, 2022 313,342 ​ $ 3.10 - 199.20 ​ $ 12.71 6.7 ​ The intrinsic value of options outstanding, vested and exercisable as of December 31, 2022 was zero. Restricted Stock All restricted stock units granted under the 2015 Plan during the year ended December 31, 2022 were time-based restricted stock units as part of stock compensation for all employees and officers of the Company. Each granted stock unit awarded represents the right to receive Common Stock at the end of the vesting period equal to the number of restricted stock units granted and are subject to a risk of forfeiture if the award recipient is no longer employed by the Company for any reason prior to the lapse of the restriction. ​ A summary of restricted stock activity under the 2015 Plan for the years ended years ended December 31, 2022, 2021 and 2020 is presented below: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Bellerophon 2015 Equity Incentive Plan ​ ​ ​ ​ ​ ​ Weighted Average ​ ​ ​ ​ ​ ​ ​ Aggregate Grant ​ Remaining ​ ​ ​ ​ Weighted Average ​ Date Fair Value ​ Contractual ​ ​ Shares ​ Fair Value ​ (in millions) ​ Life (in years) Restricted stock outstanding as of December 31, 2019 — ​ $ — ​ $ — — Granted 23,332 ​ 6.00 ​ 0.1 Vested (16,666) ​ (6.00) ​ (0.1) Expired ​ (6,666) ​ ​ (6.00) ​ ​ — ​ ​ Restricted stock outstanding as of December 31, 2020 — ​ $ — ​ $ — — Granted 54,340 ​ 3.69 ​ 0.2 ​ Vested (54,340) ​ 3.69 ​ (0.2) ​ Restricted stock outstanding as of December 31, 2021 — ​ $ — ​ $ — — Granted 370,000 ​ 2.30 ​ 0.9 ​ Vested ​ (145,500) ​ ​ (2.35) ​ ​ (0.1) ​ ​ Forfeited (59,000) ​ 2.36 ​ (0.1) ​ Restricted stock outstanding as of December 31, 2022 165,500 ​ $ 2.23 ​ $ 0.7 0.9 ​ ​ Ikaria Equity Incentive Plans for Periods Prior to February 12, 2014 Options The Company has outstanding options that were assumed during its spin-out from Ikaria, Inc., or Ikaria. A summary of option activity under the assumed Ikaria 2007 stock option plan and the assumed Ikaria 2010 long term incentive plan for the years ended December 31, 2022, 2021 and 2020 is presented below: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Ikaria Equity Incentive Plans for Periods Prior to ​ ​ February 12, 2014 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Average ​ ​ ​ ​ ​ ​ ​ ​ Weighted ​ Remaining ​ ​ ​ ​ Range of ​ Average ​ Contractual ​ ​ Shares ​ Exercise Price ​ Exercise Price ​ Life (in years) Options outstanding, vested and exercisable as of December 31, 2019 3,463 $ 116.55 - 268.80 $ 136.81 2.3 Forfeited (892) ​ 116.55 - 124.05 ​ 119.17 Expired (63) ​ 208.65 ​ 208.65 Options outstanding, vested and exercisable as of December 31, 2020 2,508 ​ $ 116.55 - 223.65 ​ $ 123.87 1.5 Forfeited (503) ​ 124.05 - 131.55 ​ 130.39 Expired (907) ​ 116.55 ​ 116.55 Options outstanding, vested and exercisable as of December 31, 2021 1,098 ​ $ 124.05 - 223.65 ​ $ 126.94 1.2 Forfeited (234) ​ 124.05 - 223.65 ​ 135.95 Options outstanding, vested and exercisable as of December 31, 2022 864 ​ $ 124.05 - 131.55 ​ $ 124.50 0.2 ​ There were no options exercised during the years ended December 31, 2022, 2021 and 2020. The intrinsic value of options outstanding, vested and exercisable Stock-Based Compensation Expense, Net of Estimated Forfeitures The following table summarizes the stock-based compensation expense for the years ended December 31, 2022, 2021 and 2020. The following disclosures include stock-based compensation expense recognized under the 2015 Plan and the 2014 Plan (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended ​ ​ December 31, ​ 2022 2021 2020 Research and development ​ $ 463 ​ $ 309 ​ $ 376 General and administrative ​ 323 ​ 817 ​ 1,257 Total expense ​ $ 786 ​ $ 1,126 ​ $ 1,633 ​ There were no stock-based compensation expenses recognized during the years ended December 31, 2022, 2021 and 2020 under the assumed Ikaria 2007 stock option plan and the assumed Ikaria 2010 long term incentive plans.

Income Taxes

Income Taxes	12 Months Ended
	Dec. 31, 2022
Income Taxes
Income Taxes	(9) Income Taxes Prior to its conversion to a Delaware corporation in February 2015, the Company was a Delaware limited liability company, or LLC, that passed through income and losses to its members for U.S. federal and state income tax purposes. As a result of its conversion to a Delaware corporation, the Company recognized deferred income taxes through income tax expense related to temporary differences that existed as of the date of its tax status change. The Company’s tax rate for 2022 and 2021 are (10.9%) and (9.2%), respectively, due to the fact that it sold its New Jersey state Net Operating Losses and Credits and recognized the sale as a benefit. The Company expects to generate additional losses and currently has a full valuation allowance against its deferred tax assets. The Company may be subject to certain limitations in its annual utilization of NOL carry forwards to off-set future taxable income (and of tax credit carry forwards to off-set future tax expense) pursuant to Section 382 of the Internal Revenue Code, which could result in tax attributes expiring unused. A reconciliation of the statutory federal income tax rate to the Company’s effective tax rate for the years ended December 31, 2022, 2021 and 2020 is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended Year Ended Year Ended ​ ​ December 31, ​ December 31, ​ December 31, ​ ​ 2022 ​ 2021 ​ 2020 U.S. federal statutory rate 21 % 21 % 21 % State and local taxes, net of federal tax effect (2.7) % (1.9) % (0.9) % Research tax credits 7.1 % 3.8 % 4.5 % Valuation allowance (20.0) % 67.9 % (22.8) % Prior year adjustments (3.0) % (89.1) % 0.5 % Sale of NOLs and R&D tax credits (10.9) % (9.2) % (7.9) % Expenses associated with common stock warrant liability (a) — % 0.6 % (0.3) % Incentive stock options, non-deductible and permanent items (2.4) % (2.3) % (2.0) % ​ (10.9) % (9.2) % (7.9) % (a) Represents change in fair value and attributable issuance costs Deferred taxes as of December 31, 2022 and 2021 reflect the tax effects of the differences between the amounts recorded as assets and liabilities for financial reporting purposes and the comparable amounts recorded for income tax purposes. Significant components of the deferred tax assets (liabilities) at December 31, 2022 are as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2022 ​ Assets (Liabilities) Net operating loss carryforwards ​ $ 41,192 ​ $ — Research tax credit carryforwards ​ 7,248 ​ — Property and equipment ​ 26 ​ — Stock based compensation ​ 184 ​ — Intangible assets ​ 4,037 ​ — Lease liability ​ 5 ​ — Capitalized Section 174 Costs ​ ​ 3,655 ​ ​ — Accrued expenses ​ 283 ​ — Subtotal ​ 56,630 ​ — Valuation allowance ​ (56,630) ​ — Total deferred tax assets (liabilities) ​ $ — ​ $ — Net deferred tax assets ​ $ — ​ ​ Significant components of the deferred tax assets (liabilities) at December 31, 2021 are as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2021 ​ Assets (Liabilities) Net operating loss carryforwards $ 40,591 ​ $ — Research tax credit carryforwards ​ 5,889 ​ ​ — Property and equipment ​ 17 ​ — Stock based compensation ​ 660 ​ — Intangible assets ​ 4,700 ​ — Lease liability ​ ​ 26 ​ ​ ​ Accrued expenses ​ 298 ​ — Subtotal ​ 52,181 ​ — Valuation allowance ​ (52,181) ​ — Total deferred tax assets (liabilities) ​ $ — ​ $ — Net deferred tax assets ​ $ — ​ ​ ​ A valuation allowance is provided when it is more likely than not that some portion or all of the deferred tax assets will not be realized. As of December 31, 2022 and 2021, management believed that it was more likely than not that the deferred tax assets would not be realized, based on future operations, consideration of tax strategies and the reversal of deferred tax liabilities. The valuation allowance is required until the Company has sufficient positive evidence of taxable income necessary to support realization of its deferred tax assets. A valuation allowance release is recognized as an income tax benefit. As of December 31, 2022, the Company has available net operating loss, or NOL, carry forwards for federal income tax reporting purposes of approximately $183.2 million and for state income tax reporting purposes of approximately $38.2 million, which expire at various dates between fiscal 2037 and 2040 for NOLs incurred for federal income tax prior to January 1, 2018. Losses incurred after this date have an indefinite life. The Company has sold $25.1 million of state NOLs and $0.2 million of research and development credits under the State of New Jersey’s Technology Business Tax Certificate Transfer Program in April 2022 for net proceeds of $2.2 million. The Company also sold an additional $16.4 million of state NOLs and $0.3 million of research and development credits under the State of New Jersey’s Technology business Tax Certificate Transfer Program for net proceeds of $1.7 million in June 2021. The Company plans to sell additional NOLs and R&D credits under the same program in the future subject to program availability and state approval. As of December 31, 2022 and 2021, the Company had no material uncertain tax positions.

Net Loss Per Share

Net Loss Per Share	12 Months Ended
	Dec. 31, 2022
Net Loss Per Share
Net Loss Per Share	(10) Net Loss Per Share ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Twelve months ended December 31, ​ 2022 2021 2020 Net loss ​ $ (19,831) ​ $ (17,756) ​ $ (24,728) Weighted-average shares: ​ ​ ​ Basic ​ 9,550,872 ​ 9,502,793 ​ 7,797,130 Diluted ​ 9,550,872 ​ 9,502,793 ​ 7,797,130 Net (loss) income per share: ​ ​ ​ Basic ​ $ (2.08) ​ $ (1.87) ​ $ (3.17) Diluted ​ $ (2.08) ​ $ (1.87) ​ $ (3.17) ​ For the year ended December 31, 2022, the total number of potential shares of common stock excluded from the diluted earnings per share computation because their inclusion would have been anti-dilutive was 2.4 million, which included 0.3 million options to purchase shares, 0.2 million restricted stock units to acquire shares and 1.9 million warrants to purchase shares. For the year ended December 31, 2021, the total number of potential shares of common stock excluded from the diluted earnings per share computation because their inclusion would have been anti-dilutive was 2.6 million, which included 0.6 million options to purchase shares and 2.0 million warrants to purchase shares. For the year ended December 31, 2020, the total number of potential shares of common stock excluded from the diluted earnings per share computation because their inclusion would have been anti-dilutive was 2.7 million, which included 0.7 million options to purchase shares and 2.0 million warrants to purchase shares. Basic net loss per share is calculated by dividing net loss by the weighted average number of shares outstanding during the period, as applicable. Diluted net loss per share is calculated by dividing net loss, adjusted to reflect the impact of dilutive securities, by the weighted average number of shares outstanding, adjusted to reflect potentially dilutive securities using the treasury stock method, except when the effect would be anti-dilutive.

Commitments and Contingencies

Commitments and Contingencies	12 Months Ended
	Dec. 31, 2022
Commitments and Contingencies.
Commitments and Contingencies	(11) Commitments and Contingencies Legal Proceedings The Company periodically becomes subject to legal proceedings and claims arising in connection with its business. The ultimate legal and financial liability of the Company in respect to all proceedings, claims and lawsuits, pending or threatened, cannot be estimated with any certainty. As of the date of this report, the Company is not aware of any proceeding, claim or litigation, pending or threatened, that could, individually or in the aggregate, have a material adverse effect on the Company’s business, operating results, financial condition and/or liquidity. ​ Contractual Obligations The following is a summary of the Company’s contractual cash obligations as of December 31, 2022 (in thousands): ​ ​ ​ ​ ​ ​ Operating Lease (1) 2023 $ 205 2024 ​ — Thereafter ​ — Total ​ $ 205 (1) Operating lease obligations include a lease agreement the Company entered into on August 6, 2015 for office space and a lease agreement the Company entered into on September 3, 2019 for laboratory space both in Warren, New Jersey. Royalty payments and success-based milestones associated with the Company’s license and supply agreements with Ikaria have not been included in the above table of contractual obligations as the Company cannot reasonably estimate if or when they will occur. In the course of its normal business operations, the Company also enters into agreements with contract service providers and others to assist in the performance of its research and development and manufacturing activities. The Company can elect to discontinue the work under these contracts and purchase orders at any time with notice, and such contracts and purchase orders do not contain minimum purchase obligations. License Agreement with Ikaria In February 2014, the Company entered into a cross-license, technology transfer and regulatory matters agreement with a subsidiary of Ikaria. Pursuant to the terms of the license agreement, Ikaria granted to the Company a fully paid-up, non-royalty-bearing, exclusive license under specified intellectual property rights controlled by Ikaria to engage in the development, manufacture and commercialization of nitric oxide, devices to deliver nitric oxide and related services for or in connection with out-patient, chronic treatment of patients who have PAH, PH-COPD or PH associated with idiopathic pulmonary fibrosis, or PH-IPF. Pursuant to the terms of the license agreement, the Company granted Ikaria a fully paid-up, non-royalty-bearing, exclusive license under specified intellectual property rights that the Company controls to engage in the development, manufacture and commercialization of products and services for or used in connection with the diagnosis, prevention or treatment, whether in- or out-patient, of certain conditions and diseases other than PAH, PH-COPD or PH-IPF and for the use of nitric oxide to treat or prevent conditions that are primarily managed in the hospital. The Company agreed that, during the term of the license agreement, it will not, without the prior written consent of Ikaria, grant a sublicense under any of the intellectual property licensed to the Company under the license agreement to any of its affiliates or any third party, in either case, that directly or indirectly competes with Ikaria’s nitric oxide business. In July 2015, the Company and Ikaria entered into an amendment to the license agreement to expand the scope of the Company’s license to allow the Company to develop its INOpulse program for the treatment of three additional indications: chronic thromboembolic PH, or CTEPH, PH associated with sarcoidosis and PH associated with pulmonary edema from high altitude sickness. Subject to the terms set forth therein, the amendment to the license agreement also provides that the Company will pay Ikaria a royalty equal to 5% of net sales of any commercialized products for the three additional indications. In November 2015, the Company entered into an amendment to its exclusive cross-license, technology transfer and regulatory matters agreement with Ikaria that included a royalty equal to 3% of net sales of any commercial products for PAH. In April 2018, we expanded the scope of our license from PH-IPF to PH in patients with Pulmonary Fibrosis (PH-PF), which includes idiopathic interstitial pneumonias, chronic hypersensitivity pneumonitis, occupational and environmental lung disease, with a royalty equal to 1% of net sales of any commercial products for PH-PF.

Subsequent Events

Subsequent Events	12 Months Ended
	Dec. 31, 2022
Subsequent Events
Subsequent Events	(12) Subsequent Events License Agreement with Baylor Biosciences, Inc. In January 2023, we entered into a license agreement (the “License Agreement”) with Baylor BioSciences, Inc. (“Baylor”), pursuant to which Baylor received exclusive rights to develop and commercialize INOpulse within mainland China, Taiwan, Hong Kong and Macau (collectively, “Greater China”) for diseases associated with pulmonary hypertension, including the lead indication of fibrotic interstitial lung disease (fILD), as well as PAH, PH-Sarcoidosis, and PH-COPD, CTEPH and PH associated with pulmonary edema from high altitude sickness. Under the terms of the License Agreement, a license payment of $6 million, net of taxes and customary closing costs, is payable by Baylor within 90 days. Additionally, we are entitled to royalties of 5% on net sales by Baylor resulting from all of the licensed INOpulse indications within Greater China. Registered Direct Offering On March 3, 2023, the Company entered into a subscription agreement with an institutional investor, pursuant to which the Company agreed to issue and sell in a registered direct offering (the “Offering”) (i) an aggregate of 718,474 shares (the “Shares”) of the Company’s common stock, $0.01 par value per share (“Common Stock”) and (ii) pre-funded warrants (the “Pre-Funded Warrants”) to purchase up to 1,781,526 shares of Common Stock. The Company closed the Offering on March 7, 2023 with the Shares sold to the purchaser at a price per share of $2.00 per share. The Pre-Funded Warrants were sold at an offering price of $1.99 per Pre-Funded Warrant, which represents the per share offering price for the Common Stock less a $0.01 per share exercise price for each such Pre-Funded Warrant. No underwriter or placement agent participated in the Offering and the proceeds from the Offering were approximately $5 million. The Pre-Funded Warrants are exercisable at any time after the date of issuance. A holder of Pre-Funded Warrants may not exercise the warrant if the holder, together with its affiliates, would beneficially own more than 9.99% of the number of shares of Common Stock outstanding immediately after giving effect to such exercise. A holder of Pre-Funded Warrants may increase or decrease this percentage, but not in excess of 19.99%, by providing at least 61 days prior notice to the Company. The Offering was made pursuant to the Company’s shelf registration statement previously filed with the Securities and Exchange Commission (the “SEC”), originally filed on June 26, 2020 (File No. 333-239473), which the SEC declared effective on July 2, 2020, and a related prospectus supplement. Completion of Sale under the State of New Jersey’s Technology Business Tax Certificate Transfer Program During January 2023, the Company completed a subsequent sale of its NOLs and R&D credits under the State of New Jersey’s Technology Business Tax Certificate Transfer Program. The Company sold $19.7 million of state NOLs and $0.1 million of R&D credits for net proceeds of approximately $1.7 million.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	12 Months Ended
	Dec. 31, 2022
Summary of Significant Accounting Policies
Basis of Presentation	(a) Basis of Presentation The consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles or GAAP. Intercompany balances and transactions have been eliminated. The Company operates in one reportable segment and solely within the United States. Accordingly, no segment or geographic information has been presented. The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of costs and expenses during the reporting period, including prepaid and accrued research and development expenses, stock-based compensation, common stock warrant liability and income taxes. Actual results could differ from those estimates. On February 5, 2020, the Company filed a certificate of amendment to its amended and restated Certificate of Incorporation to effect a 1
Cash and Cash Equivalents	(b) Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity date of three months or less to be cash equivalents. All investments with maturities of greater than three months from date of purchase are classified as available-for-sale marketable securities.
Stock-Based Compensation	(c) Stock-Based Compensation The Company accounts for its stock-based compensation in accordance with applicable accounting guidance which establishes accounting for share-based awards, including stock options and restricted stock, exchanged for services and requires companies to expense the estimated fair value of these awards over the requisite service period. The Company recognizes stock-based compensation expense in operations based on the fair value of the award on the date of the grant. The resulting compensation expense is recognized on a straight-line basis over the requisite service period or sooner if the awards immediately vest. The Company determines the fair value of stock options issued using a Black-Scholes-Merton option pricing model. Certain assumptions used in the model include expected volatility, dividend yield, risk-free interest rate, estimated forfeitures and expected term. For restricted stock, the fair value is the closing market price per share on the grant date. See Note 8 - Stock-Based Compensation
Common Stock Warrant Liability	(d) Common Stock Warrant Liability The Company accounts for common stock warrants issued as freestanding instruments in accordance with applicable accounting guidance as either liabilities or as equity instruments depending on the specific terms of the warrant agreement. The Company classifies warrant liability on the consolidated balance sheet based on the warrants’ terms as long-term liabilities, which are revalued at each balance sheet date subsequent to the initial issuance. Changes in the fair value of the warrants are reflected in the consolidated statement of operations as “Change in fair value of common stock warrant liability.” The Company uses the Black-Scholes-Merton pricing model to value the related warrant liability. Certain assumptions used in the model include expected volatility, dividend yield and risk-free interest rate. All liability classified warrants have expired as of December 31, 2022. See Note 7 - Fair Value Measurements
Income Taxes	(e) Income Taxes The Company uses the asset and liability approach to account for income taxes as required by applicable accounting guidance, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Valuation allowances are provided when necessary to reduce deferred tax assets to the amount expected to be realized, on a more likely than not basis. The Company recognizes the benefit of an uncertain tax position that it has taken or expects to take on income tax returns it files if such tax position is more likely than not to be sustained on examination by the taxing authorities, based on the technical merits of the position. These tax benefits are measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate resolution.
Research and Development Expense	(f) Research and Development Expense Research and development costs are expensed as incurred. These expenses include the costs of the Company’s proprietary research and development efforts, as well as costs incurred in connection with certain licensing arrangements. Upfront and milestone payments made to third parties in connection with research and development collaborations are expensed as incurred up to the point of regulatory approval. Payments made to third parties upon or subsequent to regulatory approval are capitalized and amortized over the remaining useful life of the related product. The Company expenses the cost of purchased technology and equipment in the period of purchase if it believes that the technology or equipment has not demonstrated technological feasibility and it does not have an alternative future use. Nonrefundable advance payments for goods or services that will be used or rendered for future research and development activities are deferred and are recognized as research and development expense as the related goods are delivered or the related services are performed.
Leases	(g) Leases A lease is a contract, or part of a contract, that conveys the right to control the use of explicitly or implicitly identified property, plant or equipment in exchange for consideration. Control of an asset is conveyed to the Company if the Company obtains the right to obtain substantially all of the economic benefits of the asset or the right to direct the use of the asset. The Company recognizes right of use (“ROU”) assets and lease liabilities at the lease commencement date based on the present value of future, fixed lease payments over the term of the arrangement. Lease expense is recognized on a straight-line basis over the term of the lease. Lease liabilities are reduced at the time when the lease payment is payable to the vendor. Variable lease payments are recognized at the time when the event giving rise to the payment occurs and are recognized in the statement of operations in the same line item as expenses arising from fixed lease payments. In accordance with Topic 842, leases are measured at present value using the rate implicit in the lease or, if the implicit rate is not determinable, the lessee’s implicit borrowing rate. As the implicit rate is not typically available, the Company uses its implicit borrowing rate based on the information available at the lease commencement date to determine the present value of future lease payments. The implicit borrowing rate approximates the rate the Company would pay to borrow on a collateralized basis over a similar term an amount equal to the lease payments. The Company does not recognize right of use assets or related lease liabilities with a lease term of twelve months or less on our consolidated balance sheet. Short-term lease costs are recorded in our consolidated statements of operations in the period in which the obligation for those payments was incurred. Short-term lease costs for the year ended December 31, 2022 were de minimis
New Accounting Pronouncements	(h) New Accounting Pronouncements Not Yet Adopted In June 2022, the FASB issued ASU No. 2022-03: ASC Subtopic 820 - Value Measurement of Equity Securities Subject to Contractual Sale Restrictions (“ASU 2022-03”). ASU 2022-03 amends ASC 820 to clarify that a contractual sales restriction is not considered in measuring an equity security at fair value and to introduce new disclosure requirements for equity securities subject to contractual sale restrictions that are measured at fair value. ASU 2022-03 applies to both holders and issuers of equity and equity-linked securities measured at fair value. The amendments in ASU 2022-03 are effective for the Company for fiscal years beginning after December 15, 2023, and the interim periods within those fiscal years. Early adoption is permitted for both interim and annual financial statements that have not yet been issued or made available for issuance. The Company is evaluating the impact of this pronouncement on its consolidated financial statements and related disclosures.

Right of Use Assets and Leases

Right of Use Assets and Leases (Tables)	12 Months Ended
	Dec. 31, 2022
Right of Use Assets and Leases
Schedule of right of use assets and related lease liabilities	Information related to the Company’s right of use assets and related lease liabilities is as follows ($ amounts in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended For the Year Ended ​ ​ December 31, 2022 December 31, 2021 Cash paid for operating lease liability ​ $ 783 ​ $ 770 ​ Operating lease expenses ​ $ 709 ​ $ 707 ​ Weighted average remaining lease term ​ 0.26 years 1.26 years Weighted average discount rate ​ 4.92 % 4.93 % ​
Schedule of maturities of lease liabilities	Maturities of lease liabilities as of December 31, 2022 were as follows: ​ ​ ​ ​ 2023 ​ $ 205 Less imputed interest ​ (2) Total operating lease liability ​ $ 203 ​

Property and Equipment (Tables)

Property and Equipment (Tables)	12 Months Ended
	Dec. 31, 2022
Property and Equipment
Schedule of property and equipment	Property and equipment as of December 31, 2022 and 2021 consist of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, December 31, ​ ​ 2022 ​ 2021 Machinery and equipment ​ $ 2,048 ​ $ 2,048 Leasehold improvements ​ 204 ​ 204 Furniture and fixtures ​ 276 ​ 276 Property and equipment, gross ​ 2,528 ​ 2,528 Less accumulated depreciation ​ (2,526) ​ (2,461) ​ ​ $ 2 ​ $ 67 ​

Common Stock Warrants (Tables)

Common Stock Warrants (Tables)	12 Months Ended
	Dec. 31, 2022
Common Stock Warrants
Schedule of warrant activity	The following table summarizes warrant activity for the year ended December 31, 2022 (fair value amount in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Equity Classified ​ Liability Classified ​ Warrants Warrants Estimated Fair Value Warrants outstanding as of December 31, 2021 ​ 1,881,789 ​ 70,666 ​ $ 1 Expired — (70,666) ​ — Change in fair value of common stock warrant liability recognized in consolidated statement of operations — — ​ (1) Warrants outstanding as of December 31, 2022 ​ 1,881,789 ​ — ​ $ — ​ The following table summarizes warrant activity for the year ended December 31, 2021 (fair value amount in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Equity Classified ​ Liability Classified ​ Warrants Warrants Estimated Fair Value Warrants outstanding as of December 31, 2020 ​ 1,881,789 ​ 146,837 ​ $ 601 Expired — (76,171) ​ — Change in fair value of common stock warrant liability recognized in consolidated statement of operations — — ​ (600) Warrants outstanding as of December 31, 2021 ​ 1,881,789 ​ 70,666 ​ $ 1 ​

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	12 Months Ended
	Dec. 31, 2022
Fair Value Measurements
Schedule of fair value measurements by level	The following table summarizes fair value measurements by level at December 31, 2022 for financial instruments measured at fair value on a recurring basis (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Level 1 Level 2 Level 3 Total Common stock warrant liability ​ $ — ​ $ — ​ $ — ​ $ — ​ The following table summarizes fair value measurements by level at December 31, 2021 for financial instruments measured at fair value on a recurring basis (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Level 1 Level 2 Level 3 Total Common stock warrant liability ​ $ — ​ $ — ​ $ 1 ​ $ 1 ​
Schedule of weighted average assumptions used in estimating the fair value of warrants	The following are the weighted average assumptions used in estimating the fair value of warrants outstanding as of December 31, 2021: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2021 Valuation assumptions: Range ​ Weighted Average Risk-free interest rate 0.39 % ​ 0.39 % Expected volatility 77.35 % - 82.82 % ​ 77.66 % Expected term (in years) 0.4 ​ - 0.9 ​ ​ 0.8 ​ Dividend yield — % - — % ​ — %

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	12 Months Ended
	Dec. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Schedule of weighted average assumptions used in estimating the fair value of options issued	The following are the weighted average assumptions used in estimating the fair value of options issued during the years ended December 31, 2021 and 2020. ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended ​ ​ December 31, ​ December 31, ​ ​ 2021 2020 Valuation assumptions: ​ ​ Risk-free rate ​ 1.30 % 0.33 % Expected volatility ​ 133.53 % 144.33 % Expected term (years) ​ 5.5 5.7 ​ Dividend yield ​ — % — % ​
Summary of restricted stock activity	​ A summary of restricted stock activity under the 2015 Plan for the years ended years ended December 31, 2022, 2021 and 2020 is presented below: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Bellerophon 2015 Equity Incentive Plan ​ ​ ​ ​ ​ ​ Weighted Average ​ ​ ​ ​ ​ ​ ​ Aggregate Grant ​ Remaining ​ ​ ​ ​ Weighted Average ​ Date Fair Value ​ Contractual ​ ​ Shares ​ Fair Value ​ (in millions) ​ Life (in years) Restricted stock outstanding as of December 31, 2019 — ​ $ — ​ $ — — Granted 23,332 ​ 6.00 ​ 0.1 Vested (16,666) ​ (6.00) ​ (0.1) Expired ​ (6,666) ​ ​ (6.00) ​ ​ — ​ ​ Restricted stock outstanding as of December 31, 2020 — ​ $ — ​ $ — — Granted 54,340 ​ 3.69 ​ 0.2 ​ Vested (54,340) ​ 3.69 ​ (0.2) ​ Restricted stock outstanding as of December 31, 2021 — ​ $ — ​ $ — — Granted 370,000 ​ 2.30 ​ 0.9 ​ Vested ​ (145,500) ​ ​ (2.35) ​ ​ (0.1) ​ ​ Forfeited (59,000) ​ 2.36 ​ (0.1) ​ Restricted stock outstanding as of December 31, 2022 165,500 ​ $ 2.23 ​ $ 0.7 0.9 ​
Bellerophon 2015 And 2014 Equity Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Summary of option activity	A summary of option activity under the 2015 Plan and 2014 Plan for the years ended December 31, 2022, 2021 and 2020 is presented below: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Bellerophon 2015 and 2014 Equity Incentive Plans ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted Average ​ ​ ​ ​ ​ Weighted Remaining ​ ​ ​ ​ Range of ​ Average ​ Contractual ​ Options Exercise Price Price Life (in years) Options outstanding as of December 31, 2019 663,501 ​ $ 7.35 - 199.20 ​ $ 24.15 8.3 Granted 77,263 ​ 10.12 - 12.58 ​ 10.12 Forfeited (507) ​ 7.35 - 199.20 ​ 23.47 Options outstanding as of December 31, 2020 740,257 ​ $ 7.35 - 199.20 ​ $ 22.69 7.5 Granted 97,483 ​ 3.10 - 4.06 ​ 3.11 ​ Forfeited (220,391) ​ 7.50 - 199.20 ​ 40.39 ​ Options outstanding as of December 31, 2021 617,349 ​ $ 3.10 - 199.20 ​ $ 13.28 7.0 Forfeited ​ (292,757) ​ ​ 7.35 - 199.20 ​ ​ 14.11 ​ ​ Cancelled (2,554) ​ 4.06 - 13.20 ​ 6.51 ​ Options outstanding as of December 31, 2022 322,038 ​ $ 3.10 - 199.20 ​ $ 12.58 6.7 Options vested and exercisable as of December 31, 2022 313,342 ​ $ 3.10 - 199.20 ​ $ 12.71 6.7 ​
Summary of stock-based compensation expense	The following disclosures include stock-based compensation expense recognized under the 2015 Plan and the 2014 Plan (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended ​ ​ December 31, ​ 2022 2021 2020 Research and development ​ $ 463 ​ $ 309 ​ $ 376 General and administrative ​ 323 ​ 817 ​ 1,257 Total expense ​ $ 786 ​ $ 1,126 ​ $ 1,633 ​
Ikaria Equity Incentive Plans prior to February 12, 2014
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Summary of option activity	A summary of option activity under the assumed Ikaria 2007 stock option plan and the assumed Ikaria 2010 long term incentive plan for the years ended December 31, 2022, 2021 and 2020 is presented below: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Ikaria Equity Incentive Plans for Periods Prior to ​ ​ February 12, 2014 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Average ​ ​ ​ ​ ​ ​ ​ ​ Weighted ​ Remaining ​ ​ ​ ​ Range of ​ Average ​ Contractual ​ ​ Shares ​ Exercise Price ​ Exercise Price ​ Life (in years) Options outstanding, vested and exercisable as of December 31, 2019 3,463 $ 116.55 - 268.80 $ 136.81 2.3 Forfeited (892) ​ 116.55 - 124.05 ​ 119.17 Expired (63) ​ 208.65 ​ 208.65 Options outstanding, vested and exercisable as of December 31, 2020 2,508 ​ $ 116.55 - 223.65 ​ $ 123.87 1.5 Forfeited (503) ​ 124.05 - 131.55 ​ 130.39 Expired (907) ​ 116.55 ​ 116.55 Options outstanding, vested and exercisable as of December 31, 2021 1,098 ​ $ 124.05 - 223.65 ​ $ 126.94 1.2 Forfeited (234) ​ 124.05 - 223.65 ​ 135.95 Options outstanding, vested and exercisable as of December 31, 2022 864 ​ $ 124.05 - 131.55 ​ $ 124.50 0.2 ​

Income Taxes (Tables)

Income Taxes (Tables)	12 Months Ended
	Dec. 31, 2022
Income Taxes
Schedule of effective income tax rate reconciliation	A reconciliation of the statutory federal income tax rate to the Company’s effective tax rate for the years ended December 31, 2022, 2021 and 2020 is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended Year Ended Year Ended ​ ​ December 31, ​ December 31, ​ December 31, ​ ​ 2022 ​ 2021 ​ 2020 U.S. federal statutory rate 21 % 21 % 21 % State and local taxes, net of federal tax effect (2.7) % (1.9) % (0.9) % Research tax credits 7.1 % 3.8 % 4.5 % Valuation allowance (20.0) % 67.9 % (22.8) % Prior year adjustments (3.0) % (89.1) % 0.5 % Sale of NOLs and R&D tax credits (10.9) % (9.2) % (7.9) % Expenses associated with common stock warrant liability (a) — % 0.6 % (0.3) % Incentive stock options, non-deductible and permanent items (2.4) % (2.3) % (2.0) % ​ (10.9) % (9.2) % (7.9) % (a) Represents change in fair value and attributable issuance costs
Summary of deferred tax assets and liabilities	Significant components of the deferred tax assets (liabilities) at December 31, 2022 are as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2022 ​ Assets (Liabilities) Net operating loss carryforwards ​ $ 41,192 ​ $ — Research tax credit carryforwards ​ 7,248 ​ — Property and equipment ​ 26 ​ — Stock based compensation ​ 184 ​ — Intangible assets ​ 4,037 ​ — Lease liability ​ 5 ​ — Capitalized Section 174 Costs ​ ​ 3,655 ​ ​ — Accrued expenses ​ 283 ​ — Subtotal ​ 56,630 ​ — Valuation allowance ​ (56,630) ​ — Total deferred tax assets (liabilities) ​ $ — ​ $ — Net deferred tax assets ​ $ — ​ ​ Significant components of the deferred tax assets (liabilities) at December 31, 2021 are as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2021 ​ Assets (Liabilities) Net operating loss carryforwards $ 40,591 ​ $ — Research tax credit carryforwards ​ 5,889 ​ ​ — Property and equipment ​ 17 ​ — Stock based compensation ​ 660 ​ — Intangible assets ​ 4,700 ​ — Lease liability ​ ​ 26 ​ ​ ​ Accrued expenses ​ 298 ​ — Subtotal ​ 52,181 ​ — Valuation allowance ​ (52,181) ​ — Total deferred tax assets (liabilities) ​ $ — ​ $ — Net deferred tax assets ​ $ — ​ ​ ​

Net Loss Per Share (Tables)

Net Loss Per Share (Tables)	12 Months Ended
	Dec. 31, 2022
Net Loss Per Share
Schedule of earnings per share	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Twelve months ended December 31, ​ 2022 2021 2020 Net loss ​ $ (19,831) ​ $ (17,756) ​ $ (24,728) Weighted-average shares: ​ ​ ​ Basic ​ 9,550,872 ​ 9,502,793 ​ 7,797,130 Diluted ​ 9,550,872 ​ 9,502,793 ​ 7,797,130 Net (loss) income per share: ​ ​ ​ Basic ​ $ (2.08) ​ $ (1.87) ​ $ (3.17) Diluted ​ $ (2.08) ​ $ (1.87) ​ $ (3.17) ​

Commitments and Contingencies (

Commitments and Contingencies (Tables)	12 Months Ended
	Dec. 31, 2022
Commitments and Contingencies.
Schedule of future minimum payments for operating leases	The following is a summary of the Company’s contractual cash obligations as of December 31, 2022 (in thousands): ​ ​ ​ ​ ​ ​ Operating Lease (1) 2023 $ 205 2024 ​ — Thereafter ​ — Total ​ $ 205 (1) Operating lease obligations include a lease agreement the Company entered into on August 6, 2015 for office space and a lease agreement the Company entered into on September 3, 2019 for laboratory space both in Warren, New Jersey.

Organization and Nature of th_2

Organization and Nature of the Business (Details)	Dec. 31, 2022 subsidiary
Organization and Nature of the Business
Number of wholly-owned subsidiaries	3

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Details)		12 Months Ended
	Feb. 07, 2020	Dec. 31, 2022 segment shares	Dec. 31, 2021 shares	Feb. 10, 2020 shares	Feb. 09, 2020 shares
Summary of Significant Accounting Policies
Number of reportable segments | segment		1
Conversion ratio	0.0667
Common stock, shares outstanding (in shares) | shares		9,645,711	9,545,451	4,603,460	69,053,548

Liquidity and Going Concern (De

Liquidity and Going Concern (Details) - USD ($) $ in Thousands	1 Months Ended
	Apr. 30, 2022	Jun. 30, 2021	Dec. 31, 2022	Dec. 31, 2021
Liquidity
Cash and cash equivalents			$ 6,924	$ 24,736
New Jersey Division of Taxation
Liquidity
Net Operating Loss (NOL) sold	$ 25,100	$ 16,400
Research and Development credits sold	200	300
Proceeds from sale of Net Operating Loss (NOL) and Research and Development credits sold	$ 2,200	$ 1,700

Right of Use Assets and Lease_2

Right of Use Assets and Leases (Details) $ in Millions	12 Months Ended
	Dec. 31, 2022 USD ($) lease period	Dec. 31, 2021 USD ($)
Right of Use Assets and Leases
Number of operating leases | lease	2
Rent expense | $	$ 0.7	$ 0.7
Office and Research Facility
Right of Use Assets and Leases
Lease, term of contract	4 years
Lessee, Operating Lease, Existence of Option to Extend [true false]	true
Number of renewal periods | period	1
Lease, renewal term	5 years
Laboratory
Right of Use Assets and Leases
Lease, term of contract	3 years 9 months

Right of Use Assets and Lease_3

Right of Use Assets and Leases - ROU Assets, Lease Liabilities and Maturities (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Right of Use Assets and Leases
Cash paid for operating lease liability	$ 783	$ 770
Operating lease expenses	$ 709	$ 707
Weighted average remaining lease term	3 months 3 days	1 year 3 months 3 days
Weighted average discount rate	4.92%	4.93%
Operating leases
2023	$ 205
Total	205
Less imputed interest	(2)
Total operating lease liabilities	$ 203

Property and Equipment (Details

Property and Equipment (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Property and equipment
Property and equipment, gross	$ 2,528	$ 2,528
Less accumulated depreciation	(2,526)	(2,461)
Property and equipment, net	2	67
Depreciation	100	100	$ 100
Machinery and equipment
Property and equipment
Property and equipment, gross	2,048	2,048
Leasehold improvements
Property and equipment
Property and equipment, gross	204	204
Furniture and fixtures
Property and equipment
Property and equipment, gross	$ 276	$ 276

Common Stock Warrants (Details)

Common Stock Warrants (Details) - USD ($) $ / shares in Units, $ in Thousands					12 Months Ended
	Jun. 28, 2019	Sep. 29, 2017	May 15, 2017	Nov. 29, 2016	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Class of Warrant or Right
Proceeds received from exercise of warrants							$ 3,057
2016 Warrants
Class of Warrant or Right
Warrants issued (in shares)	839,899			1,142,838
Period of time before warrants expire from exercisable date (in years)				5 years
Exercise price per full share of stock (in dollars per share)				$ 12
Additional period of time warrants could be exercised as the result of an amendment (in years)	2 years
Warrants, outstanding (in shares)					585,139
Warrants exercises (in shares)					0	0
2016 Warrants | Equity Classified
Class of Warrant or Right
Warrants, outstanding (in shares)					1,881,789	1,881,789	1,881,789
2016 Warrants | Liability Classified
Class of Warrant or Right
Warrants issued (in shares)						76,171
Warrants, outstanding (in shares)						70,666	146,837
Investor warrants
Class of Warrant or Right
Warrants issued (in shares)			66,666
Period of time before warrants expire from exercisable date (in years)			5 years
Exercise price per full share of stock (in dollars per share)			$ 22.50
Period of time after issuance date before warrants will be exercisable (in months)			6 months
Placement agent warrants
Class of Warrant or Right
Warrants issued (in shares)			4,000
Period of time before warrants expire from exercisable date (in years)			5 years
Exercise price per full share of stock (in dollars per share)			$ 28.125
2017 Warrants
Class of Warrant or Right
Warrants issued (in shares)		1,296,650
Period of time before warrants expire from exercisable date (in years)		5 years
Exercise price per full share of stock (in dollars per share)		$ 18.63
Period of time after issuance date before warrants will be exercisable (in months)		6 months

Common Stock Warrants - Warrant

Common Stock Warrants - Warrant Activity (Details) - USD ($) $ in Thousands			12 Months Ended
	Jun. 28, 2019	Nov. 29, 2016	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Estimated Fair Value
Beginning balance			$ 1
Change in fair value of common stock warrant liability recognized in consolidated statement of operations			(1)	$ (600)	$ 327
Ending balance			$ 0	$ 1
2016 Warrants
Warrants
Beginning balance (in shares)			585,139
Reclassification of warrants to equity on amendment of warrant agreements (in shares)	839,899	1,142,838
Exercises (in shares)			0	0
2016 Warrants | Equity Classified
Warrants
Beginning balance (in shares)			1,881,789	1,881,789	1,881,789
Ending balance (in shares)			1,881,789	1,881,789
2016 Warrants | Liability Classified
Warrants
Beginning balance (in shares)				70,666	146,837
Expired (in shares)			(70,666)
Reclassification of warrants to equity on amendment of warrant agreements (in shares)				76,171
Ending balance (in shares)			70,666	146,837
Estimated Fair Value
Beginning balance			$ 1	$ 601
Change in fair value of common stock warrant liability recognized in consolidated statement of operations			$ (1)	(600)
Ending balance				$ 1	$ 601

Fair Value Measurements (Detail

Fair Value Measurements (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis
Common stock warrant liability	$ 0	$ 1
Fair value on a recurring basis
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis
Common stock warrant liability		1
Fair value on a recurring basis | Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis
Common stock warrant liability		$ 1

Fair Value Measurements - Weigh

Fair Value Measurements - Weighted Average Assumptions (Details)	Dec. 31, 2021
Risk-free interest rate
Fair Value, Balance Sheet Grouping, Financial Statement Captions
Warrants, measurement input	0.0039
Minimum
Fair Value, Balance Sheet Grouping, Financial Statement Captions
Expected term (in years)	4 months 24 days
Minimum | Expected volatility
Fair Value, Balance Sheet Grouping, Financial Statement Captions
Warrants, measurement input	0.7735
Maximum
Fair Value, Balance Sheet Grouping, Financial Statement Captions
Expected term (in years)	10 months 24 days
Maximum | Expected volatility
Fair Value, Balance Sheet Grouping, Financial Statement Captions
Warrants, measurement input	0.8282
Weighted Average
Fair Value, Balance Sheet Grouping, Financial Statement Captions
Expected term (in years)	9 months 18 days
Weighted Average | Expected volatility
Fair Value, Balance Sheet Grouping, Financial Statement Captions
Warrants, measurement input	0.7766

Stock-Based Compensation - Ince

Stock-Based Compensation - Incentive Plans (Details) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Stock-Based Compensation
Tax benefit recognized related to stock-based compensation expense	$ 0	$ 0	$ 0
Weighted average grant date fair value (in dollars per share)			$ 9.28
Bellerophon Equity Incentive Plans
Stock-Based Compensation
Unrecognized compensation expense	$ 400,000
Weighted-average period unrecognized compensation expense is to be recognized	10 months 24 days
2014 Equity Incentive Plan
Stock-Based Compensation
Award, vesting period	1 year
2014 Equity Incentive Plan | Maximum
Stock-Based Compensation
Award, vesting period	4 years
2015 Equity Incentive Plan
Stock-Based Compensation
Shares available for grant (in shares)	645,657
Shares authorized for grant (in shares)	1,479,652
Ikaria Equity Incentive Plans prior to February 12, 2014
Stock-Based Compensation
Exercised (in shares)	0	0	0
Options, outstanding, intrinsic value	$ 0
Options, vested and expected to vest, exercisable, aggregate intrinsic value	0
Bellerophon 2015 And 2014 Equity Incentive Plan
Stock-Based Compensation
Weighted average grant date fair value (in dollars per share)		$ 2.76	$ 9.28
Options, vested and expected to vest, exercisable, aggregate intrinsic value	$ 0

Stock-Based Compensation - Summ

Stock-Based Compensation - Summary of Fair Value of Options Issued (Details) - Bellerophon Equity Incentive Plans	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Assumptions used in estimating the fair value of awards issued
Risk-free interest rate	1.30%	0.33%
Expected volatility	133.53%	144.33%
Expected term (in years)	5 years 6 months	5 years 8 months 12 days
Dividend yield	0%	0%

Stock-Based Compensation - Su_2

Stock-Based Compensation - Summary of Option Activity (Details) - Bellerophon 2015 And 2014 Equity Incentive Plan - $ / shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Shares
Options outstanding as of beginning of period (in shares)	617,349	740,257	663,501
Granted (in shares)	0	97,483	77,263
Forfeited (in shares)	(292,757)	(220,391)	(507)
Cancelled (in shares)	(2,554)
Options outstanding as of end of period (in shares)	322,038	617,349	740,257	663,501
Options vested and exercisable (in shares)	313,342
Weighted Average Exercise Price
Options outstanding as of beginning of period, Weighted Average Price (in dollars per share)	$ 13.28	$ 22.69	$ 24.15
Granted (in dollars per share)		3.11	10.12
Forfeited (in dollars per share)	14.11	40.39	23.47
Cancelled (in dollars per share)	6.51
Options outstanding as of end of period, Weighted Average Price (in dollars per share)	12.58	$ 13.28	$ 22.69	$ 24.15
Options vested and exercisable, Weighed Average Price (in dollars per share)	$ 12.71
Weighted Average Remaining Contractual Life (in years)
Options outstanding, Weighted Average Remaining Contractual Life (in years)	6 years 8 months 12 days	7 years	7 years 6 months	8 years 3 months 18 days
Options outstanding, vested and exercisable, Weighted Average Remaining Contractual Life (in years)	6 years 8 months 12 days
Minimum
Range of Exercise Price
Exercise Price of options outstanding (in dollars per share)	$ 3.10	$ 7.35	$ 7.35
Granted (in dollars per share)		3.10	10.12
Forfeited (in dollars per share)	7.35	$ 7.50	$ 7.35
Cancelled (in dollars per share)	4.06
Exercise Price of options outstanding (in dollars per share)	3.10	3.10	7.35	$ 7.35
Exercise Price of options vested and exercisable (in dollars per share)	3.10
Maximum
Range of Exercise Price
Exercise Price of options outstanding (in dollars per share)	199.20	$ 199.20	$ 199.20
Granted (in dollars per share)		4.06	12.58
Forfeited (in dollars per share)	199.20	$ 199.20	$ 199.20
Cancelled (in dollars per share)	13.20
Exercise Price of options outstanding (in dollars per share)	199.20	$ 199.20	$ 199.20	$ 199.20
Exercise Price of options vested and exercisable (in dollars per share)	$ 199.20

Stock-Based Compensation - Su_3

Stock-Based Compensation - Summary of Restricted Stock Activity (Details) - 2015 Equity Incentive Plan - USD ($) $ / shares in Units, $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Shares
Restricted stock outstanding, beginning of period (in shares)	0	0	0
Restricted stock granted (in shares)	370,000	54,340	23,332
Restricted stock vested (in shares)	(145,500)	(54,340)	(16,666)
Restricted stock expired (in shares)			(6,666)
Restricted stock forfeited/canceled (in shares)	(59,000)
Restricted stock outstanding, end of period (in shares)	165,500	0	0
Weighted Average Fair Value
Restricted stock beginning of period, weighted average fair value (in dollars per share)	$ 0	$ 0	$ 0
Restricted stock granted, weighted average fair value (in dollars per share)	2.30	3.69	6
Restricted stock forfeited/canceled, weighted average fair value (in dollars per share)	2.36
Restricted stock vested, weighted average fair value (in dollars per share)	(2.35)	(3.69)	(6)
Restricted stock expired, weighted average fair value (in dollars per share)			(6)
Restricted stock end of period, weighted average fair value (in dollars per share)	$ 2.23	$ 0	$ 0
Aggregate Grant Date Fair Value (in millions)
Restricted stock beginning of period, aggregate grant date fair value	$ 0	$ 0	$ 0
Restricted stock granted, aggregate grant date fair value	0.9	0.2	0.1
Restricted stock forfeited/canceled, aggregate grant date fair value	(0.1)
Restricted stock vested, aggregate grant date fair value	(0.1)	(0.2)	(0.1)
Restricted stock expired, aggregate grant date fair value			0
Restricted stock end of period, aggregate grant date fair value	$ 0.7	$ 0	$ 0
Weighted Average Remaining Contractual Life (in years)
Restricted stock, weighted average remaining contractual life (in years)	10 months 24 days

Stock-Based Compensation - Ikar

Stock-Based Compensation - Ikaria Equity Incentive Plans (Details) - Ikaria Equity Incentive Plans prior to February 12, 2014 - $ / shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Shares
Options outstanding, vested and exercisable, beginning balance (in shares)	1,098	2,508	3,463
Forfeited (in shares)	(234)	(503)	(892)
Expired (in shares)		(907)	(63)
Options outstanding, vested and exercisable ending balance (in shares)	864	1,098	2,508	3,463
Range of Exercise Price
Expired (in dollars per share)		$ 116.55	$ 208.65
Weighted Average Exercise Price
Options outstanding, vested and exercisable, Weighed Average Price (in dollars per share)	$ 126.94	123.87	136.81
Forfeited (in dollars per share)	135.95	130.39	119.17
Expired (in dollars per share)		116.55	208.65
Options outstanding, vested and exercisable, Weighed Average Price (in dollars per share)	$ 124.50	$ 126.94	$ 123.87	$ 136.81
Weighted Average Remaining Contractual Life (in years)
Options outstanding, vested and exercisable, Weighted Average Remaining Contractual Life (in years)	2 months 12 days	1 year 2 months 12 days	1 year 6 months	2 years 3 months 18 days
Minimum
Range of Exercise Price
Options outstanding, vested and exercisable, Exercise Price (in dollars per share)	$ 124.05	$ 116.55	$ 116.55
Forfeited (in dollars per share)	124.05	124.05	116.55
Options outstanding, vested and exercisable, Exercise Price (in dollars per share)	124.05	124.05	116.55	$ 116.55
Maximum
Range of Exercise Price
Options outstanding, vested and exercisable, Exercise Price (in dollars per share)	223.65	223.65	268.80
Forfeited (in dollars per share)	223.65	131.55	124.05
Options outstanding, vested and exercisable, Exercise Price (in dollars per share)	$ 131.55	$ 223.65	$ 223.65	$ 268.80

Stock-Based Compensation - Stoc

Stock-Based Compensation - Stock-Based Compensation Expense, Net of Estimated Forfeitures (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Stock-based compensation expense by condensed consolidated statement of operations and comprehensive loss
Total expense	$ 786	$ 1,126	$ 1,633
Ikaria Equity Incentive Plans prior to February 12, 2014
Stock-based compensation expense by condensed consolidated statement of operations and comprehensive loss
Total expense		0	0
Research and development
Stock-based compensation expense by condensed consolidated statement of operations and comprehensive loss
Total expense	463	309	376
General and administrative
Stock-based compensation expense by condensed consolidated statement of operations and comprehensive loss
Total expense	$ 323	$ 817	$ 1,257

Income Taxes - Reconciliation o

Income Taxes - Reconciliation of Statutory Federal Income Tax Rate (Details)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Income Taxes
U.S. federal statutory rate	21%	21%	21%
State and local taxes, net of federal tax effect	(2.70%)	(1.90%)	(0.90%)
Research tax credits	7.10%	3.80%	4.50%
Valuation allowance	(20.00%)	67.90%	(22.80%)
Prior year adjustments	(3.00%)	(89.10%)	0.50%
Sale of NOLs and R&D tax credits	(10.90%)	(9.20%)	(7.90%)
Expenses associated with common stock warrant liability (a)		0.60%	(0.30%)
Incentive stock options, non-deductible and permanent items	(2.40%)	(2.30%)	(2.00%)
Total	(10.90%)	(9.20%)	(7.90%)

Income Taxes - Deferred Tax Ass

Income Taxes - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Income Taxes
Net operating loss carryforwards	$ 41,192	$ 40,591
Research tax credit carryforwards	7,248	5,889
Property and equipment	26	17
Stock based compensation	184	660
Intangible assets	4,037	4,700
Lease liability	5	26
Capitalized Section 174 Costs	3,655
Accrued expenses	283	298
Subtotal	56,630	52,181
Deferred tax liabilities	0	0
Valuation allowance	(56,630)	(52,181)
Total deferred tax assets (liabilities)	0	0
Net deferred tax assets	$ 0	$ 0

Income Taxes (Details)

Income Taxes (Details) - USD ($) $ in Millions	1 Months Ended		12 Months Ended
	Apr. 30, 2022	Jun. 30, 2021	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Operating Loss Carryforwards
Effective income tax rate			(10.90%)	(9.20%)	(7.90%)
Material uncertain tax position			$ 0	$ 0
Federal
Operating Loss Carryforwards
Operating loss carryforwards			183.2
State and Local Jurisdiction
Operating Loss Carryforwards
Operating loss carryforwards			$ 38.2
New Jersey Division of Taxation
Operating Loss Carryforwards
Net Operating Loss (NOL) sold	$ 25.1	$ 16.4
Research and Development credits sold	0.2	0.3
Proceeds from sale of Net Operating Loss (NOL) and Research and Development credits sold	$ 2.2	$ 1.7

Net Loss Per Share (Details)

Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Net Loss Per Share
Net loss	$ (19,831)	$ (17,756)	$ (24,728)
Weighted-average shares:
Basic (in shares)	9,550,872	9,502,793	7,797,130
Diluted (in shares)	9,550,872	9,502,793	7,797,130
Net (loss) income per share:
Basic (in dollars per share)	$ (2.08)	$ (1.87)	$ (3.17)
Diluted (in dollars per share)	$ (2.08)	$ (1.87)	$ (3.17)

Net Loss Per Share - Antidiluti

Net Loss Per Share - Antidilutive Securities (Details) - shares shares in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Net Loss Per Share
Antidilutive securities excluded from computation of weighted average units outstanding (in shares)	2.4	2.6	2.7
Options to purchase units outstanding
Net Loss Per Share
Antidilutive securities excluded from computation of weighted average units outstanding (in shares)	0.3	0.6	0.7
Restricted stock units
Net Loss Per Share
Antidilutive securities excluded from computation of weighted average units outstanding (in shares)	0.2
Warrant
Net Loss Per Share
Antidilutive securities excluded from computation of weighted average units outstanding (in shares)	1.9	2	2

Commitments and Contingencies -

Commitments and Contingencies - Operating Lease Obligations (Details) $ in Thousands	Dec. 31, 2022 USD ($)
Commitments and Contingencies.
2023	$ 205
Total	$ 205

Commitments and Contingencies_2

Commitments and Contingencies (Details) - Ikaria	Apr. 30, 2018	Nov. 30, 2015	Jul. 31, 2015
Other Commitments
Royalty payments, percentage of net sales			5%
Products for treatment of PAH
Other Commitments
Royalty payments, percentage of net sales		3%
Products For treatment of PH-PF
Other Commitments
Royalty payments, percentage of net sales	1%

Subsequent Events (Details)

Subsequent Events (Details) $ / shares in Units, $ in Millions		1 Months Ended
	Mar. 03, 2023 USD ($) D $ / shares shares	Jan. 31, 2023 USD ($) D	Apr. 30, 2022 USD ($)	Jun. 30, 2021 USD ($)	Dec. 31, 2022 $ / shares	Dec. 31, 2021 $ / shares
Subsequent Event [Line Items]
Common stock, par value (in dollars per share) | $ / shares					$ 0.01	$ 0.01
New Jersey Division of Taxation
Subsequent Event [Line Items]
Net Operating Loss (NOL) sold			$ 25.1	$ 16.4
Research and Development credits sold			0.2	0.3
Proceeds from sale of Net Operating Loss (NOL) and Research and Development credits sold			$ 2.2	$ 1.7
Subsequent Event | New Jersey Division of Taxation
Subsequent Event [Line Items]
Net Operating Loss (NOL) sold		$ 19.7
Research and Development credits sold		0.1
Proceeds from sale of Net Operating Loss (NOL) and Research and Development credits sold		1.7
Subsequent Event | Direct Offering
Subsequent Event [Line Items]
Sale of common stock (in shares) | shares	718,474
Common stock, par value (in dollars per share) | $ / shares	$ 0.01
Stock purchase price (in dollars per share) | $ / shares	$ 2
Gross proceeds from sale of stock	$ 5
Subsequent Event | Direct Offering | Pre-Funded Warrants
Subsequent Event [Line Items]
Warrants issued (in shares) | shares	1,781,526
Exercise price per full share of stock (in dollars per share) | $ / shares	$ 1.99
Exercise price of warrant less of common stock (in dollars per share) | $ / shares	$ 0.01
Warrants holder's beneficial ownership (as percentage)	9.99%
Warrants holder's maximum beneficial ownership (as percentage)	19.99%
Notice period of change in beneficial ownership percentage | D	61
Subsequent Event | License Agreement | Baylor Biosciences, Inc.
Subsequent Event [Line Items]
License payment receivables		$ 6
Period of payment days under agreement | D		90
Royalty receivable (as percentage)		5%