Co-Diagnostics (CODX) 10-Q 9 May 24 2024 Q1 Quarterly report Financial data

Cover

Cover - shares	3 Months Ended
	Mar. 31, 2024	May 08, 2024
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Mar. 31, 2024
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2024
Current Fiscal Year End Date	--12-31
Entity File Number	001-38148
Entity Registrant Name	CO-DIAGNOSTICS, INC.
Entity Central Index Key	0001692415
Entity Tax Identification Number	46-2609396
Entity Incorporation, State or Country Code	UT
Entity Address, Address Line One	2401 S. Foothill Drive
Entity Address, Address Line Two	Suite D
Entity Address, City or Town	Salt Lake City
Entity Address, State or Province	UT
Entity Address, Postal Zip Code	84109
City Area Code	(801)
Local Phone Number	438-1036
Title of 12(b) Security	Common Stock
Trading Symbol	CODX
Security Exchange Name	NASDAQ
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
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		31,278,418

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets (Unaudited) - USD ($)	Mar. 31, 2024	Dec. 31, 2023
Current assets
Cash and cash equivalents	$ 23,099,251	$ 14,916,878
Marketable investment securities	26,864,435	43,631,510
Accounts receivable, net	434,868	303,926
Inventory, net	1,549,812	1,664,725
Income taxes receivable		26,955
Prepaid expenses and other current assets	1,750,467	1,597,114
Total current assets	53,698,833	62,141,108
Property and equipment, net	3,183,116	3,035,729
Operating lease right-of-use asset	2,758,757	2,966,774
Intangible assets, net	26,328,000	26,403,667
Investment in joint venture	702,427	773,382
Total assets	86,671,133	95,320,660
Current liabilities
Accounts payable	2,027,607	1,482,109
Accrued expenses	1,324,779	2,172,959
Operating lease liability, current	859,912	838,387
Contingent consideration liabilities, current	750,877	891,666
Deferred revenue	306,477	362,449
Total current liabilities	5,269,652	5,747,570
Long-term liabilities
Income taxes payable	679,018	659,186
Operating lease liability	1,931,164	2,152,180
Contingent consideration liabilities	438,638	748,109
Total long-term liabilities	3,048,820	3,559,475
Total liabilities	8,318,472	9,307,045
Commitments and contingencies (Note 10)
Stockholders’ equity
Convertible preferred stock, $0.001 par value; 5,000,000 shares authorized; 0 shares issued and outstanding as of March 31, 2024 and December 31, 2023, respectively
Common stock, $0.001 par value; 100,000,000 shares authorized; 36,127,096 shares issued and 31,278,418 shares outstanding as of March 31, 2024 and 36,108,346 shares issued and 31,259,668 shares outstanding as of December 31, 2023	36,127	36,108
Treasury stock, at cost; 4,848,678 shares held as of March 31, 2024 and December 31, 2023, respectively	(15,575,795)	(15,575,795)
Additional paid-in capital	98,379,651	96,808,436
Accumulated other comprehensive income	226,555	146,700
Accumulated earnings (deficit)	(4,713,877)	4,598,166
Total stockholders’ equity	78,352,661	86,013,615
Total liabilities and stockholders’ equity	$ 86,671,133	$ 95,320,660

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares	Mar. 31, 2024	Dec. 31, 2023
Statement of Financial Position [Abstract]
Convertible preferred stock, par value	$ 0.001	$ 0.001
Convertible preferred stock , shares authorized	5,000,000	5,000,000
Convertible preferred stock, shares issued	0	0
Convertible preferred stock, shares outstanding	0	0
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	36,127,096	36,108,346
Common stock, shares outstanding	31,278,418	31,259,668
Treasury stock, shares	4,848,678	4,848,678

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Total revenue	$ 467,854	$ 601,957
Cost of revenue	234,505	502,241
Gross profit	233,349	99,716
Operating expenses
Sales and marketing	1,563,682	1,706,331
General and administrative	2,918,803	3,013,965
Research and development	5,679,678	5,014,060
Depreciation and amortization	330,573	316,010
Total operating expenses	10,492,736	10,050,366
Loss from operations	(10,259,387)	(9,950,650)
Other income, net
Interest income	362,733	202,372
Realized gain on investments	228,070	418,082
Gain on remeasurement of acquisition contingencies	450,260	1,037,672
Gain (loss) on equity method investment in joint venture	(70,955)	277,322
Total other income, net	970,108	1,935,448
Loss before income taxes	(9,289,279)	(8,015,202)
Income tax provision (benefit)	22,764	(2,259,811)
Net loss	(9,312,043)	(5,755,391)
Other comprehensive loss
Change in net unrealized gains on marketable securities, net of tax	79,855	178,621
Total other comprehensive income	79,855	178,621
Comprehensive loss	$ (9,232,188)	$ (5,576,770)
Loss per common share:
Basic	$ (0.31)	$ (0.20)
Diluted	$ (0.31)	$ (0.20)
Weighted average shares outstanding:
Basic	29,842,874	29,483,540
Diluted	29,842,874	29,483,540
Product Revenue [Member]
Total revenue	$ 252,745	$ 601,957
Grant Revenue [Member]
Total revenue	$ 215,109

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Cash flows from operating activities
Net loss	$ (9,312,043)	$ (5,755,391)
Adjustments to reconcile net loss to cash used in operating activities:
Depreciation and amortization	330,573	316,010
Stock-based compensation expense	1,571,234	2,168,742
Change in fair value of acquisition contingencies	(450,260)	(1,037,672)
Non-cash lease expense	8,527	7,449
Realized gain on investments	(228,070)	(418,082)
(Gain) loss from equity method investment	70,955	(277,322)
Deferred income taxes		(2,214,652)
Provision for credit losses	(14,658)	(113,998)
Inventory obsolescence expense	48,702	200,113
Changes in assets and liabilities:
Accounts receivable	(116,284)	865,525
Prepaid expenses and other assets	(126,399)	60,451
Inventory	66,211	(184,292)
Deferred revenue	(55,972)	18,120
Income taxes payable	19,832	11,796
Accounts payable, accrued expenses and other liabilities	(302,682)	435,686
Net cash used in operating activities	(8,490,334)	(5,917,517)
Cash flows from investing activities
Purchases of property and equipment	(402,293)	(179,944)
Proceeds from maturities of marketable investment securities	17,382,925	30,539,621
Purchases of marketable securities	(307,925)	(40,574,387)
Net cash provided by (used in) investing activities	16,672,707	(10,214,710)
Cash flows from financing activities
Repurchases of common stock		(482,196)
Net cash used in financing activities		(482,196)
Net increase (decrease) in cash and cash equivalents	8,182,373	(16,614,423)
Cash and cash equivalents at beginning of period	14,916,878	22,973,803
Cash and cash equivalents at end of period	23,099,251	6,359,380
Supplemental disclosure of cash flow information
Income taxes paid		29,500
Supplemental disclosure of non-cash investing and financing transactions
Right-of-use assets obtained in exchange for new operating lease liabilities		$ 657,150

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($)	Convertible Preferred Stock [Member] Preferred Stock [Member]	Common Stock [Member]	Treasury Stock, Common [Member]	Additional Paid-in Capital [Member]	AOCI Attributable to Parent [Member]	Retained Earnings [Member]	Total
Balance at Dec. 31, 2022		$ 34,754	$ (14,211,866)	$ 88,472,935	$ 293,140	$ 39,931,031	$ 114,519,994
Balance, shares at Dec. 31, 2022		34,754,265
Stock-based compensation		$ 69		2,168,673			2,168,742
Stock-based compensation, shares		68,750
Other comprehensive income, net of tax					178,621		178,621
Net loss						(5,755,391)	(5,755,391)
Repurchases of common stock			(482,196)				(482,196)
Balance at Mar. 31, 2023		$ 34,823	(14,694,062)	90,641,608	471,761	34,175,640	110,629,770
Balance, shares at Mar. 31, 2023		34,823,015
Balance at Dec. 31, 2023		$ 36,108	(15,575,795)	96,808,436	146,700	4,598,166	86,013,615
Balance, shares at Dec. 31, 2023		36,108,346
Stock-based compensation		$ 19		1,571,215			1,571,234
Stock-based compensation, shares		18,750
Other comprehensive income, net of tax					79,855		79,855
Net loss						(9,312,043)	(9,312,043)
Balance at Mar. 31, 2024		$ 36,127	$ (15,575,795)	$ 98,379,651	$ 226,555	$ (4,713,877)	$ 78,352,661
Balance, shares at Mar. 31, 2024		36,127,096

Overview and Basis of Presentat

Overview and Basis of Presentation	3 Months Ended
	Mar. 31, 2024
Accounting Policies [Abstract]
Overview and Basis of Presentation	Note 1 – Overview and Basis of Presentation Description of Business Co-Diagnostics, Inc., a Utah corporation (the “Company” or “CODX”), is a molecular diagnostics company that develops, manufactures and markets state-of-the-art diagnostics technologies. The Company’s technologies are utilized for tests that are designed using the detection and/or analysis of nucleic acid molecules (DNA or RNA). The Company also uses its proprietary technology to design specific tests for its Co-Dx PCR platform and to locate genetic markers for use in applications other than infectious disease. In connection with the sale of our tests we may sell diagnostic equipment from other manufacturers as self-contained lab systems. Unaudited Condensed Consolidated Financial Statements The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial information as they are prescribed for smaller reporting companies. As permitted under those rules and regulations, certain notes or other financial information normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. Accordingly, the accompanying unaudited condensed consolidated financial statements do not include all the information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary to make the financial statements not misleading have been included. Operating results for the three months ended March 31, 2024 are not necessarily indicative of the results that may be expected for the year ending December 31, 2024. These statements should be read in conjunction with the Company’s audited financial statements and related notes for the year ended December 31, 2023, included in the Company’s Annual Report on Form 10-K filed with the SEC on March 14, 2024. The Company’s significant accounting policies are set forth in Note 2 to the consolidated financial statements in its Annual Report on Form 10-K for the year ended December 31, 2023. Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and the accompanying notes. Such estimates include receivables and other long-lived assets, legal contingencies, income taxes, share based arrangements, and others. These estimates and assumptions are based on management’s best estimates and judgments. Actual amounts and results could differ from those estimates.

Summary of Significant Accounti

Summary of Significant Accounting Policies	3 Months Ended
	Mar. 31, 2024
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Note 2 – Summary of Significant Accounting Policies Reclassifications Certain prior year amounts have been reclassified to conform with the current year’s presentation. These reclassifications have no impact on the previously reported results. Accounts Receivable Trade accounts receivable are recorded at the invoiced amount (net of allowance) and do not bear interest. The Company maintains an allowance for doubtful accounts for amounts the Company does not expect to collect. In establishing the required allowance, management considers historical losses, current market condition, customers’ financial condition, the age of receivables, and current payment patterns. Account balances are written off against the allowance once the receivable is deemed uncollectible. Recoveries of trade receivables previously written off are recorded when collected. At March 31, 2024 total accounts receivable was $ 620,548 185,680 434,868 504,264 200,338 303,926 Inventory Inventory is stated at the lower of cost or net-realizable value. Inventory cost is determined on a first-in first-out basis that approximates average cost in accordance with ASC 330-10-30-12. At March 31, 2024, the Company had $ 1,549,812 674,142 875,670 1,664,725 700,467 964,258 311,339 43,717 Revenue Recognition The Company generates revenue from customers from product and license sales. The Company recognizes revenue from customers when all of the following criteria are satisfied: (i) identification of the promised goods or services in the contract; (ii) determination of whether the promised goods or services are performance obligations, including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when, or as the Company satisfies each performance obligation. The Company constrains revenue by giving consideration to factors that could otherwise lead to a probable reversal of revenue. The Company records any payments received from customers prior to the Company fulfilling its performance obligation(s) as deferred revenue. Grant Revenue The Company may submit applications to receive grant funding from governmental and non-governmental entities. The Company accounts for grants by analogizing to the contribution accounting model under ASC 958-605, Not-for-Profit Entities (“ASC 958”). Revenues from grants, contracts, and awards provided by governmental and non-governmental agencies are recorded based upon the terms of the specific agreements. The Company recognizes grant funding without conditions or continuing performance obligations as revenue in the consolidated statements of operations and comprehensive income (loss). The Company recognizes grant funding with conditions or continuing performance obligations as deferred revenue in the consolidated balance sheets if the conditions or performance obligations have not yet been met. The Company recognized grant funding revenue of $ 0.2 0 0.3 Income Taxes The Company accounts for income taxes in accordance with the liability method of accounting for income taxes. Under this method, d eferred income tax assets and deferred income tax liabilities represent the tax effect of temporary differences between financial reporting and tax reporting measured at enacted tax rates in effect for the year in which the differences are expected to reverse. The Company recognizes only the impact of tax positions that, based on their technical merits, are more likely than not to be sustained upon an audit by the taxing authority. Valuation allowances are provided when it is more-likely-than-not that some or all of the deferred income tax assets may not be realized. In assessing the need for a valuation allowance, the Company has considered its historical levels of income, expectations of future taxable income and ongoing tax planning strategies. Developing the provision for income taxes, including the effective tax rate and analysis of potential tax exposure items, if any, requires significant judgment and expertise in federal and state income tax laws, regulations and strategies, including the determination of deferred income tax assets and liabilities and any estimated valuation allowances deemed necessary to value deferred income tax assets. Judgments and tax strategies are subject to audit by various taxing authorities. The Company has uncertain income tax positions in the condensed consolidated financial statements, and adverse determinations by these taxing authorities could have a material adverse effect on the condensed consolidated financial positions, result of operations, or cash flows. Concentrations Risk and Significant Customers The Company had certain customers which were each responsible for generating 10 26 44 Four customers accounted for more than 10 10 90 97 Recently Issued Accounting Standards From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) that are adopted by the Company as of the specified effective date. If not discussed, management believes that the impact of recently issued standards, which are not yet effective, will not have a material impact on the Company’s financial statements upon adoption. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires an entity to disclose annually additional information related to the company’s income tax rate reconciliation and income taxes paid during the period. The guidance should be applied prospectively with the option to apply the standard retrospectively. The standard becomes effective for the Company for full year 2025 reporting. The Company is currently evaluating the impact of this new standard on its consolidated financial statements.

Cash, Cash Equivalents, and Fin

Cash, Cash Equivalents, and Financial Instruments	3 Months Ended
	Mar. 31, 2024
Cash and Cash Equivalents [Abstract]
Cash, Cash Equivalents, and Financial Instruments	Note 3 – Cash, Cash Equivalents, and Financial Instruments The following table shows the Company’s cash, cash equivalents, and marketable investment securities by significant investment category: Schedule of Cash, Cash Equivalents and Marketable Investment Securities March 31, 2024 Adjusted Total Fair Cash and Marketable Cash $ 23,099,251 $ - $ 23,099,251 $ 23,099,251 $ - Level 2: U.S. treasury securities 26,637,880 226,555 26,864,435 - 26,864,435 Subtotal 26,637,880 226,555 26,864,435 - 26,864,435 Total $ 49,737,131 $ 226,555 $ 49,963,686 $ 23,099,251 $ 26,864,435 December 31, 2023 Adjusted Total Fair Cash and Marketable Cash $ 4,317,449 $ - $ 4,317,449 $ 4,317,449 $ - Level 1: Money market funds 10,599,429 - 10,599,429 10,599,429 - Subtotal 10,599,429 - 10,599,429 10,599,429 - Level 2: U.S. treasury securities 43,484,810 146,700 43,631,510 - 43,631,510 Subtotal 43,484,810 146,700 43,631,510 - 43,631,510 Total $ 58,401,688 $ 146,700 $ 58,548,388 $ 14,916,878 $ 43,631,510 Marketable investment securities held as of March 31, 2024 mature over the next 12 months.

Fair Value Measurements

Fair Value Measurements	3 Months Ended
	Mar. 31, 2024
Fair Value Disclosures [Abstract]
Fair Value Measurements	Note 4 – Fair Value Measurements The Company measures and records certain financial assets and liabilities at fair value on a recurring basis. Fair value is based on the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The following three levels of inputs are used to measure the fair value of financial assets and liabilities: Level 1: Quoted market prices in active markets for identical assets or liabilities. Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data. Level 3: Unobservable inputs that are not corroborated by market data. The following table summarizes the assets and liabilities measured at fair value on a recurring basis as of March 31, 2024 and December 31, 2023, by level within the fair value hierarchy: Schedule of Fair Value Assets and Liabilities (Level 1) (Level 2) (Level 3) Total March 31, 2024 (Level 1) (Level 2) (Level 3) Total Assets: Cash equivalents $ 4,004,080 $ - $ - $ 4,004,080 Marketable securities (U.S. treasury bills and notes) - 26,864,435 - 26,864,435 Total assets measured at fair value $ 4,004,080 $ 26,864,435 $ - $ 30,868,515 Liabilities: Contingent consideration - common stock $ - $ - $ 1,110,733 $ 1,110,733 Contingent consideration - warrants - - 78,782 78,782 Total liabilities measured at fair value $ - $ - $ 1,189,515 $ 1,189,515 (Level 1) (Level 2) (Level 3) Total December 31, 2023 (Level 1) (Level 2) (Level 3) Total Assets: Cash equivalents $ 13,806,864 $ - $ - $ 13,806,864 Marketable securities (U.S. treasury bills and notes) - 43,631,510 - 43,631,510 Total assets measured at fair value $ 13,806,864 $ 43,631,510 $ - $ 57,438,374 Liabilities: Contingent consideration - common stock $ - $ - $ 1,318,995 $ 1,318,995 Contingent consideration - warrants - - 320,780 320,780 Total liabilities measured at fair value $ - $ - $ 1,639,775 $ 1,639,775 The Company’s financial instruments that are measured at fair value on a recurring basis consist of U.S. treasury bills and notes as of March 31, 2024 and December 31, 2023. The fair value of contingent consideration is calculated using a discounted probability weighted valuation model. Discount rates used in such calculations are a significant assumption that are not observed in the market, and therefore, the resulting fair value represents a Level 3 measurement. The changes for Level 3 items measured at fair value on a recurring basis are as follows: Schedule of Changes in the Fair Value Measurement Fair value as of December 31, 2023 $ 1,639,775 Change in fair value of contingent consideration issued for business acquisitions (450,260 ) Fair value as of March 31, 2024 $ 1,189,515 The fair value of the contingent consideration is based on the fair value of the contingent consideration-common stock and contingent consideration-warrants. The fair value of the contingent consideration-common stock is equal to the probability-adjusted value of the Company’s common stock as of the valuation date. The fair value of the contingent consideration-warrants is equal to the probability adjusted value of a call option with terms consistent with the terms of the warrants as of the valuation date. Prior to the probability adjustments, the warrants were valued based on the following inputs: Schedule of Contingent Consideration Common Stock and Warrants March 31, 2024 December 31, 2023 Stock price $ 1.12 $ 1.33 Strike price $ 9.13 $ 9.13 Volatility 103.5 % 187.5 % Risk-free rate 4.5 % 4.0 % Expected term (years) 2.8 3.0 Fair Value of Other Financial Instruments The carrying amounts of certain financial instruments, including cash held in banks, accounts receivable, notes receivable, accounts payable, accrued liabilities, and other liabilities approximate fair value due to their short-term maturities and are excluded from the fair value tables above.

Intangible Assets, Net

Intangible Assets, Net	3 Months Ended
	Mar. 31, 2024
Goodwill and Intangible Assets Disclosure [Abstract]
Intangible Assets, Net	Note 5 – Intangible Assets, Net Intangible assets, net consisted of the following: Schedule of Intangible Assets, Net March 31, 2024 Weighted-Average Gross Net Useful Life (1) Carrying Accumulated Carrying (in Years) Amount Amortization Amount In-process research and development Indefinite $ 26,101,000 $ - $ 26,101,000 Non-competition agreements 2.7 1,094,000 (867,000 ) 227,000 Total intangible assets $ 27,195,000 $ (867,000 ) $ 26,328,000 December 31, 2023 Weighted-Average Gross Net Useful Life (1) Carrying Accumulated Carrying (in Years) Amount Amortization Amount In-process research and development Indefinite $ 26,101,000 $ - $ 26,101,000 Non-competition agreements 2.7 1,094,000 (791,333 ) 302,667 Total intangible assets $ 27,195,000 $ (791,333 ) $ 26,403,667 (1) Based on weighted-average useful life established as of the acquisition date. The expected future annual amortization expense of the Company’s intangible assets held as of March 31, 2024 is as follows: Schedule of Future Amortization Expense Year Ending December 31, Amortization Expense 2024 (remainder) 227,000

Revenue

Revenue	3 Months Ended
	Mar. 31, 2024
Revenue
Revenue	Note 6 – Revenue The following table sets forth revenue by geographic area: Summary of Revenue by Geographic Area 2024 2023 Three Months Ended March 31, 2024 2023 United States Product revenue $ 86,295 $ 393,154 Grant revenue 215,109 - Total United States 301,404 393,154 Rest of World Product revenue 166,450 208,803 Grant revenue - - Total Rest of World 166,450 208,803 Total $ 467,854 $ 601,957 Revenue geographic area $ 467,854 $ 601,957 Percentage of revenue by area: United States 64 % 65 % Rest of World 36 % 35 % Changes in the Company’s deferred revenue balance for the three months ended March 31, 2024 were as follows: Schedule of Deferred Revenue Balance as of December 31, 2023 $ 362,449 Revenue recognized included in deferred revenue balance at the beginning of the period (55,972 ) Balance as of March 31, 2024 $ 306,477

Loss Per Share

Loss Per Share	3 Months Ended
	Mar. 31, 2024
Earnings Per Share [Abstract]
Loss Per Share	Note 7 – Loss Per Share The following table reconciles the numerator and the denominator used to calculate basic and diluted loss per share for three months ended March 31, 2024 and 2023, respectively: Schedule of Basis and Diluted Earnings Per Share 2024 2023 Three Months Ended March 31, 2024 2023 Numerator Net loss, as reported $ (9,312,043 ) $ (5,755,391 ) Denominator Weighted average shares, basic 29,842,874 29,483,540 Dilutive effect of stock options, warrants and RSUs - - Shares used to compute diluted loss per share 29,842,874 29,483,540 Basic loss per share $ (0.31 ) $ (0.20 ) Diluted loss per share $ (0.31 ) $ (0.20 ) The computation of diluted loss per share for the three months ended March 31, 2024 and 2023, respectively, also excludes approximately 1.4 465,000 As a result of incurring a net loss for the three months ended March 31, 2024 and 2023, respectively, no 2,564,310 532,112 2,732,517 120,445

Stock-Based Compensation

Stock-Based Compensation	3 Months Ended
	Mar. 31, 2024
Share-Based Payment Arrangement [Abstract]
Stock-Based Compensation	Note 8 – Stock-Based Compensation Stock Incentive Plans The Company’s board of directors adopted, and shareholders approved, the Co-Diagnostics, Inc. Amended and Restated 2015 Long Term Incentive Plan (the “Incentive Plan”) providing for the issuance of stock-based incentive awards to employees, officers, consultants, directors and independent contractors. On August 31, 2022, the shareholders approved an increase in the number of awards available for issuance under the Incentive Plan to an aggregate of 12,000,000 4,492,462 Stock Options The following table summarizes option activity during the three months ended March 31, 2024: Schedule of Option Activity Number of Weighted Weighted Weighted Outstanding at December 31, 2023 1,040,572 $ 2.19 $ 1.37 4.89 Granted - - - Expired - - - Forfeited/Cancelled - - - Exercised - - - Outstanding at March 31, 2024 1,040,572 $ 2.19 $ 1.37 4.63 Exercisable at March 31, 2024 1,040,572 $ 2.19 $ 1.37 4.63 The aggregate intrinsic value of outstanding options at March 31, 2024 was approximately $ 0.1 Stock-based compensation cost is measured at the grant date based on the fair value of the award granted and recognized as expense over the vesting period using the straight-line method. The Company uses the Black-Scholes model to value options granted. As of March 31, 2024, there were no unvested options and no unrecognized stock-based compensation expense related to options. Restricted Stock Units The grant date fair value of RSUs granted is determined using the closing market price of the Company’s common stock on the grant date with the associated compensation expense amortized over the vesting period of the awards. The following table sets forth the outstanding RSUs and related activity for the three months ended March 31, 2024: Schedule of Outstanding Restricted Stock Units and Related Party Number of RSUs Weighted Average Unvested at December 31, 2023 2,925,497 $ 3.99 Granted - - Vested (18,750 ) 9.54 Forfeited/Cancelled (134,525 ) 3.02 Unvested at March 31, 2024 2,772,222 $ 4.04 As of March 31, 2024, there was approximately $ 7.6 1.5 Warrants The Company has issued warrants related to financings, acquisitions and as compensation to third parties for services provided. The Company estimates the fair value of issued warrants on the date of issuance as determined using a Black-Scholes pricing model. The Company amortizes the fair value of issued warrants using a vesting schedule based on the terms and conditions of each warrant if granted for services. The following table summarizes warrant activity during the three months ended March 31, 2024: Schedule of Warrant Activity Number of Weighted Weighted Weighted Outstanding at December 31, 2023 485,000 $ 8.81 $ 1.29 3.0 Granted - - - Expired - - - Forfeited/Cancelled - - - Exercised - - - Outstanding at March 31, 2024 485,000 $ 8.81 $ 0.79 2.7 The aggregate intrinsic value of outstanding warrants at March 31, 2024 was approximately $ 0 The total number of warrants exercisable at March 31, 2024 is 20,000 465,000 Stock-Based Compensation Expense The Company recognized stock-based compensation expense as follows: Schedule of Recognized Stock-based Compensation Expense 2024 2023 Three Months Ended 2024 2023 Cost of revenue $ 8,141 $ 12,008 Sales and marketing 370,381 529,117 General and administrative 1,086,495 1,192,214 Research and development 106,217 435,403 Total stock-based compensation expense $ 1,571,234 $ 2,168,742

Income Taxes

Income Taxes	3 Months Ended
	Mar. 31, 2024
Income Tax Disclosure [Abstract]
Income Taxes	Note 9 – Income Taxes For the three months ended March 31, 2024, the Company recognized expense from income taxes of $ 22,764 -0.2 21.0 2,259,811

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2024
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Note 10 – Commitments and Contingencies Lease Obligations The Company leases administrative, R&D, sales and marketing and manufacturing facilities under non-cancellable operating leases and leases cancellable with one month notice. The Company expenses the cancelable leases in the period incurred in accordance with the practical expedient elected. For the three months ended March 31,2024, components of lease expense are summarized as follows: Schedule of Lease Expense Three Months Operating lease costs $ 267,984 Short-term lease costs 8,750 Total lease costs $ 276,734 As of March 31, 2024, the maturities of the Company’s lease liabilities are as follows: Schedule of Maturities on Company Lease Liabilities Year Ending 2024 (remainder) $ 752,656 2025 1,018,383 2026 714,630 2027 300,591 2028 308,463 Thereafter - Total lease payments 3,094,723 Less: imputed interest 303,647 Present value of operating lease liabilities 2,791,076 Less: current portion 859,912 Long-term portion $ 1,931,164 Other information related to operating leases was as follows: Schedule of Other Information Related to Operating Lease Three Months Ended Cash paid for operating leases included in operating cash flows $ 262,208 Remaining lease term of operating leases 3.4 Discount rate of operating leases 6.2 % Litigation Liabilities for loss contingencies arising from claims, assessments, litigation, fines, and penalties and other sources are recorded when it is probable that a liability has been incurred and the amount can be reasonably estimated. Legal costs incurred in connection with loss contingencies are expensed as incurred. The Company is a defendant in two class action claims and three derivative actions claiming that the Company promulgated false and misleading press releases to increase the price of our stock to improperly benefit the officers and directors of the Company. The plaintiffs demand compensatory damages sustained as a result of the Company’s alleged wrongdoing in an amount to be proven at trial. The Company is also a party to two civil actions, one in the US and the other in the United Kingdom. Each of the civil actions is based on breach of contract claims against the Company. The Company believes these lawsuits are without merit and intends to defend the cases vigorously. The Company is unable to estimate a range of loss, if any, that could result were there to be an adverse final decision in these cases. As of the date of this report, the Company does not believe it is probable that these cases will result in an unfavorable outcome; however, if an unfavorable outcome were to occur in these cases, it is possible that the impact could be material to the Company’s results of operations in the period(s) in which any such outcome becomes probable and estimable.

Share Repurchase Program

Share Repurchase Program	3 Months Ended
	Mar. 31, 2024
Equity [Abstract]
Share Repurchase Program	Note 11 – Share Repurchase Program In March 2022, the Company’s Board of Directors authorized a share repurchase program that would allow the Company to repurchase up to $ 30.0 For accounting purposes, common stock repurchased under the stock repurchase program is recorded based upon the transaction date of the applicable trade. Such repurchased shares are held in treasury and are presented using the cost method. These shares are not retired and are considered issued but not outstanding. No shares were repurchased during the three months ended March 31, 2024.

Related Party Transactions

Related Party Transactions	3 Months Ended
	Mar. 31, 2024
Related Party Transactions [Abstract]
Related Party Transactions	Note 12 – Related Party Transactions In 2023, the Company entered into a services agreement with CoSara, the Company’s equity method investment, under which CoSara provides certain research and development consulting and support services. During the three months ended March 31, 2024, the Company recognized $ 0.1

Subsequent Events

Subsequent Events	3 Months Ended
	Mar. 31, 2024
Subsequent Events
Subsequent Events	Note 13 – Subsequent Events In October 2023, the Company was awarded grant funding of a total of approximately $ 9.0 3.5 2.0

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2024
Accounting Policies [Abstract]
Reclassifications	Reclassifications Certain prior year amounts have been reclassified to conform with the current year’s presentation. These reclassifications have no impact on the previously reported results.
Accounts Receivable	Accounts Receivable Trade accounts receivable are recorded at the invoiced amount (net of allowance) and do not bear interest. The Company maintains an allowance for doubtful accounts for amounts the Company does not expect to collect. In establishing the required allowance, management considers historical losses, current market condition, customers’ financial condition, the age of receivables, and current payment patterns. Account balances are written off against the allowance once the receivable is deemed uncollectible. Recoveries of trade receivables previously written off are recorded when collected. At March 31, 2024 total accounts receivable was $ 620,548 185,680 434,868 504,264 200,338 303,926
Inventory	Inventory Inventory is stated at the lower of cost or net-realizable value. Inventory cost is determined on a first-in first-out basis that approximates average cost in accordance with ASC 330-10-30-12. At March 31, 2024, the Company had $ 1,549,812 674,142 875,670 1,664,725 700,467 964,258 311,339 43,717
Revenue Recognition	Revenue Recognition The Company generates revenue from customers from product and license sales. The Company recognizes revenue from customers when all of the following criteria are satisfied: (i) identification of the promised goods or services in the contract; (ii) determination of whether the promised goods or services are performance obligations, including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when, or as the Company satisfies each performance obligation. The Company constrains revenue by giving consideration to factors that could otherwise lead to a probable reversal of revenue. The Company records any payments received from customers prior to the Company fulfilling its performance obligation(s) as deferred revenue.
Grant Revenue	Grant Revenue The Company may submit applications to receive grant funding from governmental and non-governmental entities. The Company accounts for grants by analogizing to the contribution accounting model under ASC 958-605, Not-for-Profit Entities (“ASC 958”). Revenues from grants, contracts, and awards provided by governmental and non-governmental agencies are recorded based upon the terms of the specific agreements. The Company recognizes grant funding without conditions or continuing performance obligations as revenue in the consolidated statements of operations and comprehensive income (loss). The Company recognizes grant funding with conditions or continuing performance obligations as deferred revenue in the consolidated balance sheets if the conditions or performance obligations have not yet been met. The Company recognized grant funding revenue of $ 0.2 0 0.3
Income Taxes	Income Taxes The Company accounts for income taxes in accordance with the liability method of accounting for income taxes. Under this method, d eferred income tax assets and deferred income tax liabilities represent the tax effect of temporary differences between financial reporting and tax reporting measured at enacted tax rates in effect for the year in which the differences are expected to reverse. The Company recognizes only the impact of tax positions that, based on their technical merits, are more likely than not to be sustained upon an audit by the taxing authority. Valuation allowances are provided when it is more-likely-than-not that some or all of the deferred income tax assets may not be realized. In assessing the need for a valuation allowance, the Company has considered its historical levels of income, expectations of future taxable income and ongoing tax planning strategies. Developing the provision for income taxes, including the effective tax rate and analysis of potential tax exposure items, if any, requires significant judgment and expertise in federal and state income tax laws, regulations and strategies, including the determination of deferred income tax assets and liabilities and any estimated valuation allowances deemed necessary to value deferred income tax assets. Judgments and tax strategies are subject to audit by various taxing authorities. The Company has uncertain income tax positions in the condensed consolidated financial statements, and adverse determinations by these taxing authorities could have a material adverse effect on the condensed consolidated financial positions, result of operations, or cash flows.
Concentrations Risk and Significant Customers	Concentrations Risk and Significant Customers The Company had certain customers which were each responsible for generating 10 26 44 Four customers accounted for more than 10 10 90 97
Recently Issued Accounting Standards	Recently Issued Accounting Standards From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) that are adopted by the Company as of the specified effective date. If not discussed, management believes that the impact of recently issued standards, which are not yet effective, will not have a material impact on the Company’s financial statements upon adoption. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires an entity to disclose annually additional information related to the company’s income tax rate reconciliation and income taxes paid during the period. The guidance should be applied prospectively with the option to apply the standard retrospectively. The standard becomes effective for the Company for full year 2025 reporting. The Company is currently evaluating the impact of this new standard on its consolidated financial statements.

Cash, Cash Equivalents, and F_2

Cash, Cash Equivalents, and Financial Instruments (Tables)	3 Months Ended
	Mar. 31, 2024
Cash and Cash Equivalents [Abstract]
Schedule of Cash, Cash Equivalents and Marketable Investment Securities	The following table shows the Company’s cash, cash equivalents, and marketable investment securities by significant investment category: Schedule of Cash, Cash Equivalents and Marketable Investment Securities March 31, 2024 Adjusted Total Fair Cash and Marketable Cash $ 23,099,251 $ - $ 23,099,251 $ 23,099,251 $ - Level 2: U.S. treasury securities 26,637,880 226,555 26,864,435 - 26,864,435 Subtotal 26,637,880 226,555 26,864,435 - 26,864,435 Total $ 49,737,131 $ 226,555 $ 49,963,686 $ 23,099,251 $ 26,864,435 December 31, 2023 Adjusted Total Fair Cash and Marketable Cash $ 4,317,449 $ - $ 4,317,449 $ 4,317,449 $ - Level 1: Money market funds 10,599,429 - 10,599,429 10,599,429 - Subtotal 10,599,429 - 10,599,429 10,599,429 - Level 2: U.S. treasury securities 43,484,810 146,700 43,631,510 - 43,631,510 Subtotal 43,484,810 146,700 43,631,510 - 43,631,510 Total $ 58,401,688 $ 146,700 $ 58,548,388 $ 14,916,878 $ 43,631,510

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	3 Months Ended
	Mar. 31, 2024
Fair Value Disclosures [Abstract]
Schedule of Fair Value Assets and Liabilities	The following table summarizes the assets and liabilities measured at fair value on a recurring basis as of March 31, 2024 and December 31, 2023, by level within the fair value hierarchy: Schedule of Fair Value Assets and Liabilities (Level 1) (Level 2) (Level 3) Total March 31, 2024 (Level 1) (Level 2) (Level 3) Total Assets: Cash equivalents $ 4,004,080 $ - $ - $ 4,004,080 Marketable securities (U.S. treasury bills and notes) - 26,864,435 - 26,864,435 Total assets measured at fair value $ 4,004,080 $ 26,864,435 $ - $ 30,868,515 Liabilities: Contingent consideration - common stock $ - $ - $ 1,110,733 $ 1,110,733 Contingent consideration - warrants - - 78,782 78,782 Total liabilities measured at fair value $ - $ - $ 1,189,515 $ 1,189,515 (Level 1) (Level 2) (Level 3) Total December 31, 2023 (Level 1) (Level 2) (Level 3) Total Assets: Cash equivalents $ 13,806,864 $ - $ - $ 13,806,864 Marketable securities (U.S. treasury bills and notes) - 43,631,510 - 43,631,510 Total assets measured at fair value $ 13,806,864 $ 43,631,510 $ - $ 57,438,374 Liabilities: Contingent consideration - common stock $ - $ - $ 1,318,995 $ 1,318,995 Contingent consideration - warrants - - 320,780 320,780 Total liabilities measured at fair value $ - $ - $ 1,639,775 $ 1,639,775
Schedule of Changes in the Fair Value Measurement	The changes for Level 3 items measured at fair value on a recurring basis are as follows: Schedule of Changes in the Fair Value Measurement Fair value as of December 31, 2023 $ 1,639,775 Change in fair value of contingent consideration issued for business acquisitions (450,260 ) Fair value as of March 31, 2024 $ 1,189,515
Schedule of Contingent Consideration Common Stock and Warrants	Schedule of Contingent Consideration Common Stock and Warrants March 31, 2024 December 31, 2023 Stock price $ 1.12 $ 1.33 Strike price $ 9.13 $ 9.13 Volatility 103.5 % 187.5 % Risk-free rate 4.5 % 4.0 % Expected term (years) 2.8 3.0

Intangible Assets, Net (Tables)

Intangible Assets, Net (Tables)	3 Months Ended
	Mar. 31, 2024
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of Intangible Assets, Net	Intangible assets, net consisted of the following: Schedule of Intangible Assets, Net March 31, 2024 Weighted-Average Gross Net Useful Life (1) Carrying Accumulated Carrying (in Years) Amount Amortization Amount In-process research and development Indefinite $ 26,101,000 $ - $ 26,101,000 Non-competition agreements 2.7 1,094,000 (867,000 ) 227,000 Total intangible assets $ 27,195,000 $ (867,000 ) $ 26,328,000 December 31, 2023 Weighted-Average Gross Net Useful Life (1) Carrying Accumulated Carrying (in Years) Amount Amortization Amount In-process research and development Indefinite $ 26,101,000 $ - $ 26,101,000 Non-competition agreements 2.7 1,094,000 (791,333 ) 302,667 Total intangible assets $ 27,195,000 $ (791,333 ) $ 26,403,667 (1) Based on weighted-average useful life established as of the acquisition date.
Schedule of Future Amortization Expense	The expected future annual amortization expense of the Company’s intangible assets held as of March 31, 2024 is as follows: Schedule of Future Amortization Expense Year Ending December 31, Amortization Expense 2024 (remainder) 227,000

Revenue (Tables)

Revenue (Tables)	3 Months Ended
	Mar. 31, 2024
Revenue
Summary of Revenue by Geographic Area	The following table sets forth revenue by geographic area: Summary of Revenue by Geographic Area 2024 2023 Three Months Ended March 31, 2024 2023 United States Product revenue $ 86,295 $ 393,154 Grant revenue 215,109 - Total United States 301,404 393,154 Rest of World Product revenue 166,450 208,803 Grant revenue - - Total Rest of World 166,450 208,803 Total $ 467,854 $ 601,957 Revenue geographic area $ 467,854 $ 601,957 Percentage of revenue by area: United States 64 % 65 % Rest of World 36 % 35 %
Schedule of Deferred Revenue	Changes in the Company’s deferred revenue balance for the three months ended March 31, 2024 were as follows: Schedule of Deferred Revenue Balance as of December 31, 2023 $ 362,449 Revenue recognized included in deferred revenue balance at the beginning of the period (55,972 ) Balance as of March 31, 2024 $ 306,477

Loss Per Share (Tables)

Loss Per Share (Tables)	3 Months Ended
	Mar. 31, 2024
Earnings Per Share [Abstract]
Schedule of Basis and Diluted Earnings Per Share	The following table reconciles the numerator and the denominator used to calculate basic and diluted loss per share for three months ended March 31, 2024 and 2023, respectively: Schedule of Basis and Diluted Earnings Per Share 2024 2023 Three Months Ended March 31, 2024 2023 Numerator Net loss, as reported $ (9,312,043 ) $ (5,755,391 ) Denominator Weighted average shares, basic 29,842,874 29,483,540 Dilutive effect of stock options, warrants and RSUs - - Shares used to compute diluted loss per share 29,842,874 29,483,540 Basic loss per share $ (0.31 ) $ (0.20 ) Diluted loss per share $ (0.31 ) $ (0.20 )

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	3 Months Ended
	Mar. 31, 2024
Share-Based Payment Arrangement [Abstract]
Schedule of Option Activity	The following table summarizes option activity during the three months ended March 31, 2024: Schedule of Option Activity Number of Weighted Weighted Weighted Outstanding at December 31, 2023 1,040,572 $ 2.19 $ 1.37 4.89 Granted - - - Expired - - - Forfeited/Cancelled - - - Exercised - - - Outstanding at March 31, 2024 1,040,572 $ 2.19 $ 1.37 4.63 Exercisable at March 31, 2024 1,040,572 $ 2.19 $ 1.37 4.63
Schedule of Outstanding Restricted Stock Units and Related Party	The grant date fair value of RSUs granted is determined using the closing market price of the Company’s common stock on the grant date with the associated compensation expense amortized over the vesting period of the awards. The following table sets forth the outstanding RSUs and related activity for the three months ended March 31, 2024: Schedule of Outstanding Restricted Stock Units and Related Party Number of RSUs Weighted Average Unvested at December 31, 2023 2,925,497 $ 3.99 Granted - - Vested (18,750 ) 9.54 Forfeited/Cancelled (134,525 ) 3.02 Unvested at March 31, 2024 2,772,222 $ 4.04
Schedule of Warrant Activity	The following table summarizes warrant activity during the three months ended March 31, 2024: Schedule of Warrant Activity Number of Weighted Weighted Weighted Outstanding at December 31, 2023 485,000 $ 8.81 $ 1.29 3.0 Granted - - - Expired - - - Forfeited/Cancelled - - - Exercised - - - Outstanding at March 31, 2024 485,000 $ 8.81 $ 0.79 2.7
Schedule of Recognized Stock-based Compensation Expense	The Company recognized stock-based compensation expense as follows: Schedule of Recognized Stock-based Compensation Expense 2024 2023 Three Months Ended 2024 2023 Cost of revenue $ 8,141 $ 12,008 Sales and marketing 370,381 529,117 General and administrative 1,086,495 1,192,214 Research and development 106,217 435,403 Total stock-based compensation expense $ 1,571,234 $ 2,168,742

Commitments and Contingencies (

Commitments and Contingencies (Tables)	3 Months Ended
	Mar. 31, 2024
Commitments and Contingencies Disclosure [Abstract]
Schedule of Lease Expense	For the three months ended March 31,2024, components of lease expense are summarized as follows: Schedule of Lease Expense Three Months Operating lease costs $ 267,984 Short-term lease costs 8,750 Total lease costs $ 276,734
Schedule of Maturities on Company Lease Liabilities	As of March 31, 2024, the maturities of the Company’s lease liabilities are as follows: Schedule of Maturities on Company Lease Liabilities Year Ending 2024 (remainder) $ 752,656 2025 1,018,383 2026 714,630 2027 300,591 2028 308,463 Thereafter - Total lease payments 3,094,723 Less: imputed interest 303,647 Present value of operating lease liabilities 2,791,076 Less: current portion 859,912 Long-term portion $ 1,931,164
Schedule of Other Information Related to Operating Lease	Other information related to operating leases was as follows: Schedule of Other Information Related to Operating Lease Three Months Ended Cash paid for operating leases included in operating cash flows $ 262,208 Remaining lease term of operating leases 3.4 Discount rate of operating leases 6.2 %

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Details Narrative) - USD ($)	1 Months Ended	3 Months Ended		12 Months Ended
	Oct. 31, 2023	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Product Information [Line Items]
Accounts receivable		$ 620,548		$ 504,264
Doubtful accounts		185,680		200,338
Accounts receivable, net		434,868		303,926
Inventory		1,549,812		1,664,725
Inventory, finished goods, gross		674,142		700,467
Inventory, raw materials, gross		875,670		$ 964,258
Inventory reserves		311,339	$ 43,717
Grant funding revenue	$ 9,000,000	200,000	$ 0
Deferred revenue		$ 300,000
Customers [Member] | Customer Concentration Risk [Member] | Accounts Receivable [Member]
Product Information [Line Items]
Concentration risk percentage		10%
One Customer [Member] | Customer Concentration Risk [Member] | Revenue Benchmark [Member]
Product Information [Line Items]
Concentration risk percentage		26%
Two Customers [Member] | Customer Concentration Risk [Member] | Revenue Benchmark [Member]
Product Information [Line Items]
Concentration risk percentage			44%
Four Customers [Member] | Customer Concentration Risk [Member] | Accounts Receivable [Member]
Product Information [Line Items]
Concentration risk percentage		10%
Three Customers [Member] | Customer Concentration Risk [Member] | Accounts Receivable [Member]
Product Information [Line Items]
Concentration risk percentage				10%
Customers Together [Member] | Customer Concentration Risk [Member] | Accounts Receivable [Member]
Product Information [Line Items]
Concentration risk percentage		90%		97%

Schedule of Cash, Cash Equivale

Schedule of Cash, Cash Equivalents and Marketable Investment Securities (Details) - USD ($)	3 Months Ended	12 Months Ended
	Mar. 31, 2024	Dec. 31, 2023
Cash and Cash Equivalents [Line Items]
Adjusted Cost	$ 49,737,131	$ 58,401,688
Total Unrealized Gains / (Losses)	226,555	146,700
Fair Value	49,963,686	58,548,388
Cash and Cash Equivalents	23,099,251	14,916,878
Marketable Securities	26,864,435	43,631,510
Fair Value, Inputs, Level 2 [Member]
Cash and Cash Equivalents [Line Items]
Adjusted Cost	26,637,880	43,484,810
Total Unrealized Gains / (Losses)	226,555	146,700
Fair Value	26,864,435	43,631,510
Cash and Cash Equivalents
Marketable Securities	26,864,435	43,631,510
Fair Value, Inputs, Level 1 [Member]
Cash and Cash Equivalents [Line Items]
Adjusted Cost		10,599,429
Total Unrealized Gains / (Losses)
Fair Value		10,599,429
Cash and Cash Equivalents		10,599,429
Marketable Securities
Cash [Member]
Cash and Cash Equivalents [Line Items]
Adjusted Cost	23,099,251	4,317,449
Total Unrealized Gains / (Losses)
Fair Value	23,099,251	4,317,449
Cash and Cash Equivalents	23,099,251	4,317,449
Marketable Securities
US Treasury Securities [Member] | Fair Value, Inputs, Level 2 [Member]
Cash and Cash Equivalents [Line Items]
Adjusted Cost	26,637,880	43,484,810
Total Unrealized Gains / (Losses)	226,555	146,700
Fair Value	26,864,435	43,631,510
Cash and Cash Equivalents
Marketable Securities	$ 26,864,435	43,631,510
Money Market Funds [Member] | Fair Value, Inputs, Level 1 [Member]
Cash and Cash Equivalents [Line Items]
Adjusted Cost		10,599,429
Total Unrealized Gains / (Losses)
Fair Value		10,599,429
Cash and Cash Equivalents		10,599,429
Marketable Securities

Schedule of Fair Value Assets a

Schedule of Fair Value Assets and Liabilities (Details) - USD ($)	Mar. 31, 2024	Dec. 31, 2023
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Marketable securities (U.S. treasury bills and notes)	$ 26,864,435	$ 43,631,510
Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Marketable securities (U.S. treasury bills and notes)
Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Marketable securities (U.S. treasury bills and notes)	26,864,435	43,631,510
Fair Value, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	4,004,080	13,806,864
Marketable securities (U.S. treasury bills and notes)	26,864,435	43,631,510
Total assets measured at fair value	30,868,515	57,438,374
Contingent consideration - common stock	1,110,733	1,318,995
Contingent consideration - warrants	78,782	320,780
Total liabilities measured at fair value	1,189,515	1,639,775
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	4,004,080	13,806,864
Marketable securities (U.S. treasury bills and notes)
Total assets measured at fair value	4,004,080	13,806,864
Contingent consideration - common stock
Contingent consideration - warrants
Total liabilities measured at fair value
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents
Marketable securities (U.S. treasury bills and notes)	26,864,435	43,631,510
Total assets measured at fair value	26,864,435	43,631,510
Contingent consideration - common stock
Contingent consideration - warrants
Total liabilities measured at fair value
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents
Marketable securities (U.S. treasury bills and notes)
Total assets measured at fair value
Contingent consideration - common stock	1,110,733	1,318,995
Contingent consideration - warrants	78,782	320,780
Total liabilities measured at fair value	$ 1,189,515	$ 1,639,775

Schedule of Changes in the Fair

Schedule of Changes in the Fair Value Measurement (Details) - Fair Value, Recurring [Member]	3 Months Ended
	Mar. 31, 2024 USD ($)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value as of December 31, 2023	$ 1,639,775
Change in fair value of contingent consideration issued for business acquisitions	(450,260)
Fair value as of March 31, 2024	$ 1,189,515

Schedule of Contingent Consider

Schedule of Contingent Consideration Common Stock and Warrants (Details)	Mar. 31, 2024	Dec. 31, 2023
Measurement Input, Share Price [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants measurement input	1.12	1.33
Measurement Input Strike Price [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants measurement input	9.13	9.13
Measurement Input, Price Volatility [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants measurement input	1.035	1.875
Measurement Input, Risk Free Interest Rate [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants measurement input	0.045	0.040
Measurement Input, Expected Term [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Expected term	2 years 9 months 18 days	3 years

Schedule of Intangible Assets,

Schedule of Intangible Assets, Net (Details) - USD ($)		3 Months Ended	12 Months Ended
		Mar. 31, 2024	Dec. 31, 2023
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross		$ 27,195,000	$ 27,195,000
Less accumulated amortization		(867,000)	(791,333)
Intangible assets, net		$ 26,328,000	$ 26,403,667
In Process Research and Development [Member]
Finite-Lived Intangible Assets [Line Items]
Estimated useful lives in years, term	[1]	Indefinite	Indefinite
Intangible assets, gross		$ 26,101,000	$ 26,101,000
Less accumulated amortization
Intangible assets, net		26,101,000	26,101,000
Noncompete Agreements [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross		1,094,000	1,094,000
Less accumulated amortization		(867,000)	(791,333)
Intangible assets, net		$ 227,000	$ 302,667
Estimated useful lives in years	[1]	2 years 8 months 12 days	2 years 8 months 12 days
[1]Based on weighted-average useful life established as of the acquisition date.

Schedule of Future Amortization

Schedule of Future Amortization Expense (Details)	Mar. 31, 2024 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
2024 (remainder)	$ 227,000

Summary of Revenue by Geographi

Summary of Revenue by Geographic Area (Details) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Revenue geographic area	$ 467,854	$ 601,957
UNITED STATES
Revenue geographic area	$ 301,404	$ 393,154
UNITED STATES | Revenue Benchmark [Member] | Geographic Concentration Risk [Member]
Percentage of revenue	64%	65%
UNITED STATES | Product [Member]
Revenue geographic area	$ 86,295	$ 393,154
UNITED STATES | Grant [Member]
Revenue geographic area	215,109
Rest of World [Member]
Revenue geographic area	$ 166,450	$ 208,803
Rest of World [Member] | Revenue Benchmark [Member] | Geographic Concentration Risk [Member]
Percentage of revenue	36%	35%
Rest of World [Member] | Product [Member]
Revenue geographic area	$ 166,450	$ 208,803
Rest of World [Member] | Grant [Member]
Revenue geographic area

Schedule of Deferred Revenue (D

Schedule of Deferred Revenue (Details)	3 Months Ended
	Mar. 31, 2024 USD ($)
Revenue
Deferred revenue, beginning balance	$ 362,449
Revenue recognized included in deferred revenue balance	(55,972)
Deferred revenue, ending balance	$ 306,477

Schedule of Basis and Diluted E

Schedule of Basis and Diluted Earnings Per Share (Details) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Earnings Per Share [Abstract]
Net loss, as reported	$ (9,312,043)	$ (5,755,391)
Weighted average shares, basic	29,842,874	29,483,540
Dilutive effect of stock options, warrants and RSUs
Shares used to compute diluted loss per share	29,842,874	29,483,540
Basic loss per share	$ (0.31)	$ (0.20)
Diluted loss per share	$ (0.31)	$ (0.20)

Loss Per Share (Details Narrati

Loss Per Share (Details Narrative) - shares	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Securities excluded from computation of diluted earnings per share	0	0
Restricted Stock Units (RSUs) [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Securities excluded from computation of diluted earnings per share	2,564,310	2,732,517
Share-Based Payment Arrangement, Option [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Securities excluded from computation of diluted earnings per share	532,112	120,445
Common Stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Securities excluded from computation of diluted earnings per share	1,400,000	1,400,000
Warrant [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Securities excluded from computation of diluted earnings per share	465,000	465,000

Schedule of Option Activity (De

Schedule of Option Activity (Details)	3 Months Ended
	Mar. 31, 2024 $ / shares shares
Share-Based Payment Arrangement [Abstract]
Number of Options Outstanding, Beginning | shares	1,040,572
Weighted Average Exercise Price Outstanding, Beginning	$ 2.19
Weighted Average Fair Value Outstanding, Ending	$ 1.37
Weighted-average Remaining Contractual Life (years) Outstanding, Beginning	4 years 10 months 20 days
Number of Options Outstanding, Granted | shares
Weighted Average Exercise Price Granted
Weighted Average Fair Value Granted
Number of Options Outstanding, Expired | shares
Weighted Average Exercise Price Expired
Weighted Average Fair Value Expired
Number of Options Outstanding, Forfeited/Cancelled | shares
Weighted Average Exercise Price Forfeited/Cancelled
Weighted Average Fair Value Forfeited/Cancelled
Number of Options Outstanding, Exercised | shares
Weighted Average Exercise Price Exercised
Weighted Average Fair Value Exercised
Number of Options Outstanding, Ending | shares	1,040,572
Weighted Average Exercise Price Outstanding, Ending	$ 2.19
Weighted-average Remaining Contractual Life (years) Outstanding, Ending	4 years 7 months 17 days
Number of Options Exercisable Ending | shares	1,040,572
Weighted Average Exercise Price, Exercisable Ending	$ 2.19
Weighted Average Fair Value, Exercisable Ending	$ 1.37
Weighted-average Remaining Contractual Life (years), Exercisable Ending	4 years 7 months 17 days

Schedule of Outstanding Restric

Schedule of Outstanding Restricted Stock Units and Related Party (Details) - Restricted Stock Units (RSUs) [Member]	3 Months Ended
	Mar. 31, 2024 $ / shares shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of Restricted Stock Units, Outstanding Beginning | shares	2,925,497
Weighted Average Grant Date Fair Value, Outstanding Beginning | $ / shares	$ 3.99
Number of Restricted Stock Units, Granted | shares
Weighted Average Grant Date Fair Value, Granted | $ / shares
Number of Restricted Stock Units, Vested | shares	(18,750)
Weighted Average Grant Date Fair Value, Vested | $ / shares	$ 9.54
Number of Restricted Stock Units, Forfeited/Cancelled | shares	(134,525)
Weighted Average Grant Date Fair Value, Forfeited/Cancelled | $ / shares	$ 3.02
Number of Restricted Stock Units, Outstanding Ending | shares	2,772,222
Weighted Average Grant Date Fair Value, Outstanding Ending | $ / shares	$ 4.04

Schedule of Warrant Activity (D

Schedule of Warrant Activity (Details)	3 Months Ended
	Mar. 31, 2024 $ / shares shares
Share-Based Payment Arrangement [Abstract]
Number of Warrants Outstanding, Beginning | shares	485,000
Weighted Average Exercise Price, Beginning	$ 8.81
Weighted Average fair value, Beginning	$ 1.29
Weighted-average Remaining Contractual Life (Years) Outstanding	3 years
Number of Warrants Outstanding, Granted | shares
Weighted Average Exercise Price, Granted
Weighted Average Fair Value, Granted
Number of Warrants Outstanding, Expired | shares
Weighted Average Exercise Price, Expired
Weighted Average Fair Value, Expired
Number of Warrants Outstanding, Forfeited/Cancelled | shares
Weighted Average Exercise Price, Forfeited/Cancelled
Weighted Average Fair Value, Forfeited/Cancelled
Number of Warrants Outstanding, Exercised | shares
Weighted Average Exercise Price, Exercised
Weighted Average Fair Value, Exercised
Number of Warrants Outstanding, Ending | shares	485,000
Weighted Average Exercise Price, Ending	$ 8.81
Weighted Average Fair Value, Ending	$ 0.79
Weighted-average Remaining Contractual Life (Years) Outstanding	2 years 8 months 12 days

Schedule of Recognized Stock-ba

Schedule of Recognized Stock-based Compensation Expense (Details) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Total stock-based compensation expense	$ 1,571,234	$ 2,168,742
Cost of Sale [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Total stock-based compensation expense	8,141	12,008
Sales and Marketing [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Total stock-based compensation expense	370,381	529,117
General and Administrative [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Total stock-based compensation expense	1,086,495	1,192,214
Research and Development [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Total stock-based compensation expense	$ 106,217	$ 435,403

Stock-Based Compensation (Detai

Stock-Based Compensation (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2024	Aug. 31, 2022
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock based compensation expense related to weighted average period	4 years 7 months 17 days
Warrant [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Aggregate intrinsic value of outstanding options	$ 0
Warrants exercisable	20,000
Warrants to purchase a common stock	465,000
Stock Options [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Aggregate intrinsic value of outstanding options	$ 100,000
Restricted Stock Units (RSUs) [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Unrecognized stock-based compensation	$ 7,600,000
Stock based compensation expense related to weighted average period	1 year 6 months
2015 Long Term Incentive Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of common shares availalble for issuance	4,492,462	12,000,000

Income Taxes (Details Narrative

Income Taxes (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Income Tax Disclosure [Abstract]
Income tax expense (benefit)	$ 22,764	$ (2,259,811)
Effective income tax rate reconciliation, percent	(0.20%)
Effective income tax rate reconciliation, percent	21%
Income tax expense (benefit)	$ (22,764)	$ 2,259,811

Schedule of Lease Expense (Deta

Schedule of Lease Expense (Details)	3 Months Ended
	Mar. 31, 2024 USD ($)
Commitments and Contingencies Disclosure [Abstract]
Operating lease costs	$ 267,984
Short-term lease costs	8,750
Total lease costs	$ 276,734

Schedule of Maturities on Compa

Schedule of Maturities on Company Lease Liabilities (Details) - USD ($)	Mar. 31, 2024	Dec. 31, 2023
Commitments and Contingencies Disclosure [Abstract]
2024 (remainder)	$ 752,656
2025	1,018,383
2026	714,630
2027	300,591
2028	308,463
Thereafter
Total lease payments	3,094,723
Less: imputed interest	303,647
Present value of operating lease liabilities	2,791,076
Less: current portion	859,912	$ 838,387
Long-term portion	$ 1,931,164	$ 2,152,180

Schedule of Other Information R

Schedule of Other Information Related to Operating Lease (Details)	3 Months Ended
	Mar. 31, 2024 USD ($)
Commitments and Contingencies Disclosure [Abstract]
Cash paid for operating leases included in operating cash flows	$ 262,208
Remaining lease term of operating leases	3 years 4 months 24 days
Discount rate of operating leases	6.20%

Share Repurchase Program (Detai

Share Repurchase Program (Details Narrative) $ in Millions	Mar. 31, 2022 USD ($)
Equity [Abstract]
Stock repurchase program authorized amount	$ 30

Related Party Transactions (Det

Related Party Transactions (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Related Party Transaction [Line Items]
Research and development expenses	$ 5,679,678	$ 5,014,060
CoSara Diagnostics Pvt Ltd [Member]
Related Party Transaction [Line Items]
Research and development expenses	$ 100,000

Subsequent Events (Details Narr

Subsequent Events (Details Narrative) - USD ($)	1 Months Ended		3 Months Ended
	Apr. 30, 2024	Oct. 31, 2023	Mar. 31, 2024	Mar. 31, 2023
Grant funding revenue		$ 9,000,000	$ 200,000	$ 0
Subsequent Event [Member]
Disbursement fund	$ 2,000,000
Grant [Member]
Grant funding revenue		$ 3,500,000