Virpax Pharmaceuticals (VRPX) 10-K 31 Mar 22 2021 FY Annual report Financial data

Document And Entity Information

Document And Entity Information - USD ($)	12 Months Ended
	Dec. 31, 2021	Mar. 31, 2022	Jun. 30, 2021
Document Information Line Items
Entity Registrant Name	VIRPAX PHARMACEUTICALS, INC.
Trading Symbol	VRPX
Document Type	10-K
Current Fiscal Year End Date	--12-31
Entity Common Stock, Shares Outstanding		11,714,885
Entity Public Float			$ 9,366,876
Amendment Flag	false
Entity Central Index Key	0001708331
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Filer Category	Non-accelerated Filer
Entity Well-known Seasoned Issuer	No
Document Period End Date	Dec. 31, 2021
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	FY
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Shell Company	false
Entity Ex Transition Period	false
ICFR Auditor Attestation Flag	false
Document Annual Report	true
Document Transition Report	false
Entity File Number	001-40064
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	82-1510982
Entity Address, Address Line One	1055 Westlakes Drive
Entity Address, Address Line Two	Suite 300
Entity Address, City or Town	Berwyn
Entity Address, State or Province	PA
Entity Address, Postal Zip Code	19312
City Area Code	(610)
Local Phone Number	727-4597
Title of 12(b) Security	Common Stock, par value $0.00001 per share
Security Exchange Name	NASDAQ
Entity Interactive Data Current	Yes
Auditor Firm ID	274
Auditor Name	EisnerAmper LLP
Auditor Location	Philadelphia, Pennsylvania

Balance Sheets

Balance Sheets - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Current assets
Cash	$ 36,841,992	$ 54,796
Prepaid expenses and other current assets	2,730,444	18,273
Total current assets	39,572,436	73,069
Deferred financing costs		392,337
Total assets	39,572,436	465,406
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)
Accounts payable and accrued expenses	2,087,691	3,115,924
Notes payable		543,990
Total current liabilities	2,087,691	3,659,914
Notes payable, net of current portion		21,590
Related party notes payable, net of current portion		1,000,000
Total liabilities	2,087,691	4,681,504
Commitments and contingencies
Stockholders’ equity (deficit)
Preferred stock, par value $0.00001, 10,000,000 shares authorized, no shares issued and outstanding
Common stock, $0.00001 par value; 100,000,000 shares authorized, 11,714,885 shares issued and outstanding as of December 31, 2021; 3,145,153 shares issued and outstanding as of December 31, 2020	117	31
Additional paid-in capital	60,188,535	6,431,715
Accumulated deficit	(22,703,907)	(10,647,844)
Total stockholders’ equity (deficit)	37,484,745	(4,216,098)
Total liabilities and stockholders’ equity (deficit)	$ 39,572,436	$ 465,406

Balance Sheets (Parentheticals)

Balance Sheets (Parentheticals) - $ / shares	Dec. 31, 2021	Dec. 31, 2020
Statement of Financial Position [Abstract]
Preferred stock par value (in Dollars per share)	$ 0.00001	$ 0.00001
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued
Preferred stock, shares outstanding
Common stock, par value (in Dollars per share)	$ 0.00001	$ 0.00001
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	11,714,885	3,145,153
Common stock, shares outstanding	11,714,885	3,145,153

Statements of Operations

Statements of Operations - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
OPERATING EXPENSES
General and administrative	$ 7,186,385	$ 2,904,104
Research and development	4,839,115	1,291,615
Total operating expenses	12,025,500	4,195,719
Loss from operations	(12,025,500)	(4,195,719)
OTHER (EXPENSE) INCOME
Interest expense	(92,822)	(147,934)
Other income	62,259	4,000
other (expense) income	(30,563)	(143,934)
Loss before tax provision	(12,056,063)	(4,339,653)
Benefit from income taxes
Net loss	$ (12,056,063)	$ (4,339,653)
Basic and diluted net loss per share (in Dollars per share)	$ (1.81)	$ (1.4)
Basic and diluted weighted average common stock outstanding (in Shares)	6,677,271	3,107,502

Statements of Changes in Stockh

Statements of Changes in Stockholders’ Equity (deficit) - USD ($)	Preferred stock	Common stock	Additional paid-in capital	Accumulated deficit	Total
Balance at Dec. 31, 2019		$ 30	$ 3,575,886	$ (6,308,191)	$ (2,732,275)
Balance (in Shares) at Dec. 31, 2019		3,018,673
Common stock issued pursuant to subscription agreements		$ 1	1,376,899		1,376,900
Common stock issued pursuant to subscription agreements (in Shares)		139,220
Common stock issued in payment of consulting services and settlement of accounts payable			5,288		5,288
Common stock issued in payment of consulting services and settlement of accounts payable (in Shares)		533
Stock-based compensation			1,473,642		1,473,642
Restricted stock awards granted
Restricted stock awards granted (in Shares)		6,952
Restricted stock awards forfeited
Restricted stock awards forfeited (in Shares)		(20,225)
Net loss				(4,339,653)	(4,339,653)
Balance at Dec. 31, 2020		$ 31	6,431,715	(10,647,844)	(4,216,098)
Balance (in Shares) at Dec. 31, 2020		3,145,153
Common stock issued pursuant to initial public offering, net of offering costs		$ 18	15,783,189		15,783,207
Common stock issued pursuant to initial public offering, net of offering costs (in Shares)		1,800,000
Common stock issued pursuant to underwritten public offering, net of offering costs		$ 67	36,999,398		36,999,465
Common stock issued pursuant to underwritten public offering, net of offering costs (in Shares)		6,670,000
Cashless exercise of stock options and warrants
Cashless exercise of stock options and warrants (in Shares)		85,669
Stock-based compensation			974,234		974,234
Restricted stock awards granted		$ 1	(1)
Restricted stock awards granted (in Shares)		15,000
Restricted stock awards forfeited
Restricted stock awards forfeited (in Shares)		(937)
Net loss				(12,056,063)	(12,056,063)
Balance at Dec. 31, 2021		$ 117	$ 60,188,535	$ (22,703,907)	$ 37,484,745
Balance (in Shares) at Dec. 31, 2021		11,714,885

Statements of Cash Flows

Statements of Cash Flows - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$ (12,056,063)	$ (4,339,653)
Adjustments to reconcile net loss to net cash used in operating activities:
Non-cash interest expense		147,934
Forgiveness of PPP loan	(61,816)
Stock-based compensation	974,234	1,473,642
Common stock issued in payment of consulting services and settlement of accounts payable		5,288
Change in operating assets and liabilities:
Prepaid expenses and other current assets	(2,712,171)	(13,090)
Accounts payable and accrued expenses	(686,776)	1,341,019
Net cash used in operating activities	(14,542,592)	(1,384,860)
CASH FLOWS FROM FINANCING ACTIVITIES
Repayment of notes payable	(503,764)
Proceeds from issuance of debt		72,100
Proceeds from related party notes payable	100,000
Repayment of related party notes payable	(1,100,000)
Offering costs related to underwritten public offering	(3,020,535)
Proceeds from underwritten public offering of common stock	40,020,000
Offering costs related to initial public offering	(2,165,913)
Proceeds from initial public offering of common stock	18,000,000
Deferred financing costs		(50,880)
Proceeds from the issuance of stock		1,376,900
Net cash provided by financing activities	51,329,788	1,398,120
Net change in cash	36,787,196	13,260
Cash, beginning of year	54,796	41,536
Cash, end of year	36,841,992	54,796
Supplemental disclosure of cash and non-cash financing activities
Cash paid for interest	362,822
Cash paid for taxes
Debt issued in payment of consulting services and settlement of accounts payable		228,960
Deferred financing costs, included in accounts payable and accrued expenses		$ 341,457

Business and Liquidity

Business and Liquidity	12 Months Ended
	Dec. 31, 2021
Business and Liquidity [Abstract]
Business and Liquidity	Note 1. Business and Liquidity Business Virpax Pharmaceuticals, Inc. (“Virpax” or the “Company”) was incorporated on May 12, 2017 in the state of Delaware. Virpax is a preclinical-stage pharmaceutical company focused on developing novel and proprietary drug-delivery systems, and drug-releasing technologies focused on advancing non-opioid and non-addictive pain management treatments and treatments for CNS disorders to enhance patients’ quality of life. The Company, since inception, has been engaged in organizational activities, including raising capital and research and development activities. The Company has not generated revenues and has not yet achieved profitable operations, nor has it ever generated positive cash flow from operations. There is no assurance that profitable operations, if achieved, could be sustained on a continuing basis. The Company is subject to those risks associated with any preclinical stage pharmaceutical company that has substantial expenditures for research and development. There can be no assurance that the Company’s research and development projects will be successful, that products developed will obtain necessary regulatory approval, or that any approved product will be commercially viable. In addition, the Company operates in an environment of rapid technological change and is largely dependent on the services of its employees and consultants. Further, the Company’s future operations are dependent on the success of the Company’s efforts to raise additional capital. The Company incurred a net loss of $12,056,063 and $4,339,653 for the years ended December 31, 2021 and 2020, respectively, and had an accumulated deficit of $22,703,907 as of December 31, 2021. The Company anticipates incurring additional losses until such time, if ever, that it can generate significant revenue from its product candidates currently in development. The Company’s primary source of capital has been the issuance of debt and equity securities. On February 19, 2021, the Company completed its initial public offering (the “IPO”) of 1,800,000 shares of its common stock at an initial offering price of $10.00 per share. The gross proceeds from the IPO were $18.0 million. The net proceeds of the IPO were approximately $15.8 million after deducting underwriting discounts, commissions and offering expenses payable by the Company, including offering costs paid and offering costs accrued and unpaid as of December 31, 2020. In conjunction with the IPO, the Company granted the underwriters warrants to purchase 90,000 shares of Company common stock at an exercise price of $12.50 per share, which is 125% of the initial public offering price. On September 16, 2021, the Company completed an underwritten public offering of 6,670,000 shares of its common stock at a price of $6.00 per share (the “Underwritten Public Offering”). The gross proceeds from the Underwritten Public Offering were $40.0 million. The net proceeds of the Underwritten Public Offering were approximately $37.0 million after deducting underwriting discounts, commissions and offering expenses payable by the Company. In addition, with respect to the ongoing and evolving coronavirus (“COVID-19”) outbreak, which was designated as a pandemic by the World Health Organization on March 11, 2020, the outbreak has caused substantial disruption in international and U.S. economies and markets and if repercussions of the outbreak are prolonged, could have a significant adverse impact on the Company’s business. Management believes that current cash is sufficient to fund operations and capital requirements for at least 12 months from the filing of this annual report. Additional financings will be needed by the Company to fund its operations, to complete clinical development of and to commercially develop all of its product candidates. There is no assurance that such financing will be available when needed or on acceptable terms. The Company also has the ability to curtail spending in research and development activities in order to conserve cash.

Summary of Significant Accounti

Summary of Significant Accounting Policies	12 Months Ended
	Dec. 31, 2021
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Note 2. Summary of Significant Accounting Policies Basis of Presentation Use of Estimates Significant items subject to such estimates and assumptions include research and development accruals and the valuation of stock-based compensation. Future events and their effects cannot be predicted with certainty; accordingly, accounting estimates require the exercise of judgment. Accounting estimates used in the preparation of these financial statements change as new events occur, as more experience is acquired, as additional information is obtained and as the operating environment changes. Basic and Diluted Loss per Share Year Ended Year Ended Equivalent common shares Stock options 669,067 486,101 Warrants 18,436 5,056 RRD note conversion - 49,897 Cash Fair Value of Financial Instruments Research and Development Stock-based Compensation Determining the appropriate fair value of share-based awards requires the use of subjective assumptions, including the fair value of the Company’s common shares prior to its initial public offering, and for options, the expected life of the option and expected share price volatility. The Company uses the Black-Scholes option pricing model to value its option awards. The assumptions used in calculating the fair value of share-based awards represents management’s best estimates and involve inherent uncertainties and the application of management’s judgment. As a result, if factors change and management uses different assumptions, share-based compensation expense could be materially different for future awards. The expected life of options was estimated using the simplified method, as the Company has no historical information to develop reasonable expectations about future exercise patterns and post-vesting employment. Income Taxes The Company follows the guidance in ASC Topic 740-10 in assessing uncertain tax positions. The standard applies to all tax positions and clarifies the recognition of tax benefits in the financial statements by providing for a two-step approach of recognition and measurement. The first step involves assessing whether the tax position is more-likely-than-not to be sustained upon examination based upon its technical merits. The second step involves measurement of the amount to be recognized. Tax positions that meet the more-likely than-not threshold are measured at the largest amount of tax benefit that is greater than 50% likely of being realized upon ultimate finalization with the taxing authority. The Company recognizes the impact of an uncertain income tax position in the financial statements if it believes that the position is more likely than not to be sustained by the relevant taxing authority. The Company will recognize interest and penalties related to tax positions in income tax expense. As of December 31, 2021, the Company had no uncertain income tax positions.

Prepaid Expenses and Other Curr

Prepaid Expenses and Other Current Assets	12 Months Ended
	Dec. 31, 2021
Prepaid Expenses and Other Current Assets [Abstract]
Prepaid Expenses and Other Current Assets	Note 3. Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consists of the following: December 31, December 31, Prepaid insurance $ 152,801 $ 8,257 Legal retainer 103,050 3,643 Professional and consulting fees 8,453 5,838 Research and development 2,466,140 — Other prepaid expenses and current assets — 534 $ 2,730,444 $ 18,273

Accounts Payable and Accrued Li

Accounts Payable and Accrued Liabilities	12 Months Ended
	Dec. 31, 2021
Payables and Accruals [Abstract]
Accounts Payable and Accrued Liabilities	Note 4. Accounts Payable and Accrued Liabilities Accounts payable and accrued liabilities consists of the following: December 31, December 31, Accrued payroll $ 627,281 $ — Deferred CEO compensation — 1,028,110 Research and development expenses 930,561 1,045,505 Legal expenses 510,008 437,471 Professional fees — 253,462 Interest payable/accrued — 270,000 Accounting consulting fees 4,166 45,904 Taxes 8,000 13,365 Other 7,675 22,107 $ 2,087,691 $ 3,115,924

Notes Payable

Notes Payable	12 Months Ended
	Dec. 31, 2021
Debt Disclosure [Abstract]
Notes Payable	Note 5. Notes Payable On October 1, 2018, the Company entered into a promissory note, as amended, (the “2018 Promissory Note”), which promised to pay Anthony Mack, Chief Executive Officer and significant investor, the principal amount of $500,000, and bore interest at a rate of 11.19% per annum. The 2018 Promissory Note stated that the principal was due on January 15, 2021. As of December 31, 2020, the balance on the 2018 Promissory Note was $500,000, with accrued interest of $125,887. During the year ended December 31, 2021, the Company fully repaid the balance due of $500,000 on this promissory note with accrued interest of $166,296. On January 15, 2019, the Company entered into a promissory note, as amended, (the “2019 Promissory Note”), which promised to pay Anthony Mack the principal amount of $500,000 and bore interest at a rate of 11.19% per annum. The 2019 Promissory Note stated that the principal was due on January 15, 2021. As of December 31, 2020, the balance on the 2019 Promissory Note was $500,000, with accrued interest of $109,569. During the year ended December 31, 2021, the Company fully repaid the balance due of $500,000 on this promissory note with accrued interest of $149,977. In January 2021, the Company issued notes with an aggregate principal amount of $75,000 and $25,000, respectively. These notes were issued to Anthony Mack for $75,000 and Christopher Chipman, Chief Financial Officer, for $25,000. These notes bore interest as a rate of 1.35% per annum and were subsequently fully repaid with proceeds from the IPO, including accrued interest of $122 and $41, respectively. On August 29, 2019, the Company entered into a service provider convertible note purchase agreement (the “RRD Note”) with RRD International, LLC (“RRD”). Under the RRD Note, the Company and RRD agreed to make certain compensation due to RRD payable in the form of a convertible promissory note. The RRD Note stated that a maximum principal balance of $400,000 could be applied for services provided by RRD to the Company, which could be converted into equity or cash (all or in part) upon a Qualified Financing (as defined in the RRD Note) or the Conversion Date of March 31, 2020. Borrowings under the RRD Note bore simple interest on the outstanding principal amount of the RRD Note until paid in full at the fixed rate of 10% per annum. During 2020, the RRD Note was amended to increase the maximum principal to $600,000 and to extend the maturity and conversion dates through to January 31, 2021. As of December 31, 2020, the balance on the RRD Note was $493,480, with accrued interest of $34,544. In February 2021, the Company fully paid the balance on its RRD Note of $493,480, with $34,544 of accrued interest, with proceeds from the Company’s IPO. On May 4, 2020, the Company entered into a Promissory Note (the “PPP Note”) with PNC Bank as the lender (the “Lender”), pursuant to which the Lender agreed to make a loan to the Company under the Paycheck Protection Program (the “PPP Loan”) offered by the U.S. Small Business Administration (the “SBA”) in a principal amount of $72,100 pursuant to Title 1 of the Coronavirus Aid, Relief and Economic Security Act (the “CARES Act”). The PPP Loan proceeds were available to be used to pay for payroll costs, including salaries, commissions, and similar compensation, group health care benefits, and paid leaves; rent; utilities; and interest on certain other outstanding debt. The amount that was forgiven was to be calculated in part with reference to the Company’s full-time headcount during the period ending October 31, 2020. The interest rate on the PPP Note was a fixed rate of 1% per annum. The PPP Note matured in two years. On July 2, 2021, the SBA notified the Company that the forgiveness amount totaled $61,816 which was recorded as other income within the statement of operations in 2021. The remaining balance of $10,284 was fully repaid by the Company during the year ended December 31, 2021. The following table summarizes the Company’s notes payables: December 31, 2021 Balance as of Debt Forgiveness Notes Issued Note Balance as of Related party notes payable Anthony Mack 2018 Promissory Note $ 500,000 $ — $ — $ (500,000 ) $ — Anthony Mack 2019 Promissory Note 500,000 — — (500,000 ) — Related party notes payable — — 100,000 (100,000 ) — Total related party notes payable 1,000,000 — 100,000 (1,100,000 ) — RRD Note 493,480 — — (493,480 ) — SBA PPP Loan 72,100 (61,816 ) — (10,284 ) — Total notes payable 1,565,580 (61,816 ) 100,000 (1,603,764 ) — Less: Current portion of notes payable 543,990 (61,816 ) 100,000 (582,174 ) — Total non-current portion of notes payable $ 1,021,590 $ — $ — $ (1,021,590 ) $ — December 31, 2020 Balance as of Debt Forgiveness Notes Issued Note Balance as of Related party notes payable Anthony Mack 2018 Promissory Note $ 500,000 $ — $ — $ — $ 500,000 Anthony Mack 2019 Promissory Note 500,000 — — — 500,000 Related party notes payable — — — — — Total related party notes payable 1,000,000 — — — 1,000,000 RRD Note 264,520 — 228,960 — 493,480 SBA PPP Loan — — 72,100 — 72,100 Total notes payable 1,264,520 — 301,060 — 1,565,580 Less: Current portion of notes payable 1,264,520 — 279,470 — 543,990 Total non-current portion of notes payable $ 1,021,590 $ — $ 21,590 $ — $ 1,021,590 Interest expense was $92,822 and $147,934 for the years ended December 31, 2021 and 2020, respectively.

Commitments and Contingencies

Commitments and Contingencies	12 Months Ended
	Dec. 31, 2021
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Note 6. Commitments and Contingencies Employment Agreements The Company has an employment agreement with Anthony Mack, the Company’s Chief Executive Officer (“CEO”), effective September 18, 2018. The agreement may be terminated by either party at any time upon written notice provided to the other party. Concurrent with the employment agreement, the CEO and the Company agreed to an Executive Confidentiality Agreement that contains standard non-closure and non-competition provisions. In the event we terminate the employment agreement other than for cause, or the CEO terminates the agreement for good reason, we will pay the CEO the then effective base salary for a period of twelve months following the effective date of the termination. However, payment of the effective base salary is subject to the execution of a release form and the compliance by the CEO with the release and all terms and provisions of the employment agreement and Executive Confidentiality Agreement that survive the termination of employment. The Company’s Chief Executive Officer also elected to defer salary temporarily. Deferred compensation due to the Company’s Chief Executive Officer amounted to $0 and $1,005,000 as of December 31, 2021 and December 31, 2020, respectively, which is included in accounts payable and accrued expenses on the accompanying balance sheets. In March 2021, the Company’s Chief Executive Officer ceased deferring compensation. Litigation From time to time the Company is subject to claims by third parties under various legal disputes. The defense of such claims, or any adverse outcome relating to any such claims, could have a material adverse effect on the Company’s liquidity, financial condition and cash flows. On March 12, 2021, the Company and Mr. Mack (the “Defendants”) were named as defendants in a complaint (the “Complaint”) filed by Sorrento Therapeutics, Inc. (“Sorrento”), and Scilex Pharmaceuticals Inc. (“Scilex” and together with Sorrento, the “Plaintiffs”) in the Court of Chancery of the State of Delaware. In the Complaint, Plaintiffs alleged (i) Mr. Mack breached a Restrictive Covenants Agreement, dated as of November 8, 2016, between himself and Sorrento (the “Restrictive Covenants Agreement”), (ii) the Company tortiously interfered with the Restrictive Covenants Agreement, and (iii) the Company tortiously interfered with Scilex’s relationship with Mr. Mack. On May 7, 2021 Plaintiffs filed an Amended Complaint asserting the same three causes of action. On September 28, 2021, Plaintiffs filed a Second Amended Complaint asserting the same three causes of action as the prior complaints, as well as claims in which Plaintiffs allege (i) Mr. Mack breached an Employment, Proprietary Information and Inventions Agreement, dated as of October 25, 2016, between himself and Sorrento (the “Employment Agreement”), (ii) the Company tortiously interfered with the Employment Agreement, (iii) Mr. Mack breached his fiduciary duties to Scilex, and (iv) the Company aided and abetted Mr. Mack’s alleged breach of fiduciary duties to Scilex. On October 18, 2021, Defendants filed an Answer to the Second Amended Complaint. On March 21, 2022, Plaintiffs filed a motion for leave to file a Third Amended Complaint. The proposed Third Amended Complaint asserts the same causes of action as the Second Amended Complaint, as well as claims for (i) misappropriation of trade secrets by Defendants under Delaware law, and (ii) misappropriation of trade secrets by Defendants under California law. Pursuant to a scheduling order entered February 22, 2022, trial is set for September 12 to 14, 2022. The Company intends to vigorously defend the action. However, the Company is unable to predict the ultimate outcome of the lawsuit at this time. Global Pandemic Outbreak In March 2020, the World Health Organization declared the outbreak of a novel coronavirus (“COVID-19”) a global pandemic. The outbreak has become increasingly widespread in the United States, impacting the markets in which the Company operates. While the full impact of the pandemic continues to evolve, the financial markets have been subject to significant volatility that adversely impacts the Company’s ability to enter into, modify, and negotiate favorable terms and conditions relative to equity and debt financing initiatives. The uncertain financial markets, disruptions in supply chains, mobility restraints, and changing priorities as well as volatile asset values also affect the Company’s ability to enter into collaborations, joint ventures, and license and royalty agreements. The outbreak and government measures taken in response to the pandemic have also had a significant impact, both direct and indirect, on businesses and commerce, as worker shortages have occurred; supply chains have been disrupted; facilities and production have been suspended; and demand for certain goods and services, such as medical services and supplies, have spiked, while demand for other goods and services, such as travel, have fallen. The future progression of the outbreak and its effects on our business and operations are uncertain. We may face difficulties recruiting or retaining patients in our ongoing and planned clinical trials if patients are affected by the virus or are fearful of traveling to our clinical trial sites because of the outbreak. We and our third-party contract manufacturers, contract research organizations, and clinical sites may also face disruptions in procuring items that are essential to our research and development activities, including, for example, medical and laboratory supplies used in our clinical trials or preclinical studies, in each case, that are sourced from abroad or for which there are shortages because of ongoing efforts to address the outbreak. While expected to be temporary, these disruptions may negatively impact the Company’s results of operations, financial condition, and liquidity in 2022 and potentially beyond.

Stockholders' Equity

Stockholders' Equity	12 Months Ended
	Dec. 31, 2021
Stockholders' Equity Note [Abstract]
Stockholders' Equity	Note 7. Stockholders’ Equity Overview Preferred Stock The Company’s Certificate of Incorporation, filed on May 12, 2017, and amended and restated on February 16, 2021, authorizes the issuance of preferred stock. The total number of shares which the Company is authorized to issue is 10,000,000, with a par value of $0.00001 per share. Common Stock The Company’s Certificate of Incorporation, filed on May 12, 2017, and amended and restated on February 16, 2021, authorizes the issuance of common stock. The total number of shares which the Company is authorized to issue is 100,000,000, with a par value of $0.00001 per share. On February 19, 2021, the Company issued 1,800,000 shares of common stock related to the Company’s IPO, for net proceeds totaling $15,783,207, after deducting underwriting discounts and offering expenses. On September 16, 2021, the Company issued 6,670,000 shares of common stock related to the Company’s Underwritten Public Offering, for net proceeds totaling $36,999,465, after deducting underwriting discounts and offering expenses. During the year ended December 31, 2020, the Company issued 139,220 shares of common stock pursuant to subscription agreements for gross proceeds totaling $1,376,900. Anthony Mack, the Company’s CEO, and an immediate family member of Mr. Mack, purchased 40,450 and 8,999 of these shares of common stock for gross proceeds totaling $400,000 and $89,000, respectively, for the year ended December 31, 2020. There were no such purchases by the CEO and immediate family member during the year ended December 31, 2021. Also, the Company issued 45,448 shares of the Company’s common stock upon the exercise of 87,751 options in a cashless exercise during the year ended December 31, 2021. In addition, during the year ended December 31, 2020, the Company issued 533 shares of common stock in payment of consulting services and settlement of accounts payable totaling $5,288. Warrants In September 2020, the Company granted to a service provider warrants to purchase 5,056 shares of the Company’s common stock at an exercise price of $9.89 per share. In conjunction with the IPO, the Company granted the underwriters warrants to purchase 90,000 shares of the Company’s common stock at an exercise price of $12.50 per share, which is 125% of initial public offering price. The warrants have a five-year term. The fair value allocated to the warrants of $639,000 was accounted for as a component of stockholders’ equity. The fair value of the warrants was estimated using the Black-Scholes option-pricing model and is affected by the Company’s share fair value as well as assumptions regarding a number of complex and subjective variables, including a term of 5 years, expected price volatility of 100%, and a risk-free interest rate of 0.6%. The Company issued 40,221 shares of the Company’s common stock upon the exercise of 76,620 warrants in a cashless exercise during the year ended December 31, 2021. There were warrants to purchase 18,436 shares of the Company’s common stock outstanding as of December 31, 2021.

Stock-Based Compensation

Stock-Based Compensation	12 Months Ended
	Dec. 31, 2021
Share-based Payment Arrangement [Abstract]
Stock-Based Compensation	Note 8. Stock-Based Compensation Restricted Stock Awards On May 20, 2017, the Company established the Virpax Pharmaceuticals, Inc. Amended and Restated 2017 Equity Incentive Plan (the “Plan”). The Company’s Board of Directors, acting through its Equity Incentive Plan Committee, has determined that it would be to the advantage and best interest of the Company and its stockholders to grant restricted stock awards to certain individuals as compensation to serve as an employee of the Company and as an incentive for increased efforts during such service. As of December 31, 2021 and December 31, 2020, there were 6,196 and 5,056 of unvested restricted stock awards issued totaling $39,862 and $50,000, respectively, based on a fair value of the Company’s common stock on the respective date of grant. During the years ended December 31, 2021 and 2020, there were 15,000 and 6,952 restricted stock awards granted, respectively, and 937 and 20,225 of restricted stock awards were forfeited, respectively. The Company recognized $79,438 and $156,250 of stock based compensation for vested restricted shares during the years ended December 31, 2021 and 2020, respectively. Stock Options The Plan provides a means for eligible employees, officers, non-employee directors and other individual service providers (collectively, “eligible persons”) to develop a sense of proprietorship and personal involvement in the development and financial success of the Company and to encourage them to devote their best efforts to the business of the Company, thereby advancing the interests of the Company and its stockholders. The Company, by means of the Plan, seeks to retain the services of such eligible persons and to provide incentives for such eligible persons to exert maximum efforts for the success of the Company. The Plan commenced on May 20, 2017 (the “Effective Date”) and is administered by the Compensation Committee of the Board (the “Compensation Committee”); provided that the entire Board may act in lieu of the Compensation Committee on any matter. The maximum aggregate number of shares of common stock which may be issued under all awards granted to participants under the Plan initially shall be 303,382 shares. The number of authorized shares available for issuance under the Plan shall automatically increase on January 1st of each year commencing on January 1 following the Effective Date and on each January 1 thereafter until the expiration date, in an amount equal to six percent (6%) of the total number of shares of common stock outstanding on December 31st of the preceding calendar year. The Plan shall remain in effect, subject to the right of the Board to amend or terminate the Plan at any time until the earlier of the tenth (10th) anniversary of the Effective Date. In the event of a termination of continuous service (other than as a result of a change of control, as defined in the Plan), unvested stock options generally shall terminate and, with regard to vested stock options, the exercise period shall be the lesser of the original expiration date or three months from the date continuous service terminates. On April 25, 2020, the Company amended and restated the Plan to grant stock options to non-employee directors. Stock options to purchase 20,225 shares of common stock shall automatically be granted under the Plan to each non-employee director who is first appointed or elected to the Board. In addition, on January 1 of each year, each then serving non-employee director of the Company shall automatically be granted under the Plan (i) that number of options having a value of $25,000 calculated on the grant date in accordance with the Black-Scholes option pricing model and shall be exercisable as to 100% of the number of shares of common stock covered thereby on the twelve-month anniversary of the grant date, and shall have an exercise price equal to 100% of the Fair Market Value (as defined in the Plan) of a share of Common Stock on the date of grant. Also, on January 1 of each year, each then serving member of the Science and Technology Committee of the Board (the “Science and Technology Committee”) shall automatically be granted stock options to purchase 2,022 shares of Common Stock under the Plan, and the Chair of the Science and Technology Committee shall be granted stock options to purchase an additional 3,033 shares of Common Stock under the Plan. These options have the same terms and conditions as the options granted to the non-employee directors noted above. Options due to directors for the year beginning January 1, 2021 pursuant to the Plan were granted on April 7, 2021. Stock-based compensation expense for the years ended December 31, 2021 and 2020 was $974,234 and $1,473,642, respectively. The Company recorded $915,423 and $1,473,642 of this stock-based compensation within general and administrative expense and $58,811 and $0 within research and development expense on the accompanying statement of operations for the years ended December 31, 2021 and 2020, respectively. The fair value of option awards is estimated using the Black-Scholes option-pricing model. Exercise price of each award is generally not less than the per share fair value in effect as of that award date. The determination of fair value using the Black-Scholes model is affected by the Company’s share fair value as well as assumptions regarding a number of complex and subjective variables, including expected price volatility, risk-free interest rate and projected employee share option exercise behaviors. Options granted or modified under the Plan during the years ended December 31, 2021 and 2020 were valued using the Black-Scholes option-pricing model with the following weighted-average assumptions: For the Year Ended 2021 2020 Expected term (years) 5.74 5.24 Risk-free interest rate 1.04 % 0.48 % Expected volatility 78.98 % 68.50 % Expected dividend yield 0.00 % 0.00 % The Company estimates its expected volatility by using a combination of historical share price volatilities of similar companies within our industry. The risk-free interest rate assumption is based on observed interest rates for the appropriate term of the Company’s options on a grant date. The expected option term assumption is estimated using the simplified method and is based on the mid-point between vest date and the remaining contractual term of the option, since the Company does not have sufficient exercise history to estimate expected term of its historical option awards. The following is a summary of stock option activity under the stock option plans for the years ended December 31, 2021 and 2020: Number of Weighted- Weighted- Aggregate Options outstanding at January 1, 2020 236,458 $ 9.89 8.96 $ - Forfeited (20,225 ) 9.89 Granted 269,868 9.89 Options outstanding at December 31, 2020 486,101 9.89 8.68 - Forfeited (5,000 ) 4.62 Exercised (87,751 ) 9.89 Granted 275,717 4.62 - - Options outstanding at December 31, 2021 669,067 $ 7.75 8.34 $ - Options exercisable at December 31, 2021 424,769 $ 9.52 7.80 $ - The weighted-average grant-date fair value of stock options granted during the years ended December 31, 2021 and 2020 was $3.05 and $5.66, respectively. As of December 31, 2021, there was $494,570 of total time-based unrecognized compensation costs related to unvested stock options stock. These costs are expected to be recognized over a weighted average period of 1.90 years. On June 15, 2020, the Company and Michele Linde entered into a consulting agreement in conjunction with Ms. Linde separating from the Company as Executive Vice President, General Counsel and Corporate Secretary of the Company with an effective date of May 15, 2020. As part of the consulting agreement, Ms. Linde agreed to perform consulting and advisory services in exchange for 40,450 nonqualified stock options in the Company pursuant to a nonqualified stock option grant. The options shall vest evenly over a six-month term beginning on the effective date. The options from the consulting agreement were granted in exchange for the forfeiture of the 20,225 unvested restricted stock award and 15,169 unvested nonqualified stock options that were originally granted on October 30, 2019. These modifications are treated as an option modification and the Company accounted for the option modification under ASC Topic 718, Compensation — Stock Compensation. The fair value of the forfeited options and restricted stock award was determined to be in excess of the fair value of the options granted from the consulting agreement. As a result, the fair value of the forfeited options and restricted stock award were recognized over the six-month term of the consulting award, beginning with the effective date. On June 15, 2020, the Company and Ms. Linde also executed an amendment with an effective date of May 15, 2020 to modify three nonqualified stock option grant agreements (the “NQSO Amendment”) that were entered into on July 20, 2018, May 18, 2019, and October 30, 2019, respectively. The nonqualified stock option grants were for 5,056, 10,112, and 5,056 options, respectively. The NQSO Amendment extended the post-termination exercisability period of the vested nonqualified stock options held by Ms. Linde from 90 days following termination of employment to ten years after the initial option grant. The NQSO Amendment also amended the May 19, 2019 grant agreement to vest all 10,112 options on May 18, 2020, regardless if Ms. Linde was employed by the Company at that date. These modifications are treated as an option modification and the Company accounted for the option modification under ASC Topic 718, Compensation — Stock Compensation. As a result of the modification, the Company recognized $90,050 in incremental compensation expense during year ended December 31, 2020.

Income Taxes

Income Taxes	12 Months Ended
	Dec. 31, 2021
Income Tax Disclosure [Abstract]
Income Taxes	Note 9. Income Taxes Deferred income taxes reflect the net effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The Company’s deferred tax assets relate primarily to its net operating loss carryforwards and other balance sheet basis differences. In accordance with ASC 740, the Company recorded a valuation allowance to fully offset the gross deferred tax asset, because it is not more likely than not that the Company will realize future benefits associated with these deferred tax assets at December 31, 2021 and 2020. During the years ended December 31, 2021 and 2020, there was no income tax expense. Significant components of the Company’s deferred tax assets at December 31, 2021 and 2020: December 31, December 31, Deferred tax assets: Net-operating loss carryforwards $ 5,771,000 $ 2,008,000 Stock-based compensation 805,000 688,000 Accrued payroll - 297,000 R&D credit 86,000 10,000 Other 6,000 77,000 Total deferred tax assets 6,668,000 3,080,000 Valuation allowance (6,668,000 ) (3,080,000 ) Net deferred tax asset $ — $ The change in the valuation allowance for the years ended December 31, 2021 and 2020 was an increase of $3,460,000 and $1,254,000, respectively. The Company’s reconciliation of the federal statutory tax rate and the effective tax rates for the years ended December 31, 2021 and 2020 is as follows: December 31, December 31, Federal statutory rate 21.0 % 21.0 % Increase (decrease) in tax expense at federal statutory rate Change in valuation allowance (21.8 )% (21.0 )% Other 0.8 % - % Effective tax rate 0.0 % 0.0 % The Company had approximately $19,974,000 of gross net operating loss (“NOL”) carryforwards, for both federal and state, as of December 31, 2021. The Company’s ability to use net operating loss, other carry forwards and tax credits is subject to limitation in subsequent periods under certain provisions of Section 382 and Section 383 of the Internal Revenue Code of 1986, as amended, upon a more than 50% change in ownership of the Company’s stock by a 5% or greater shareholder. The Company examined the application of Section 382 with respect to ownership changes that took place during 2021, as well as the limitation on the application of net operating loss carry forwards. The Company has determined that a more than 50% ownership change occurred on September 16, 2021. The Company has determined that the recent change in ownership limits the Company’s usage of net operating loss, other carry forwards and tax credits as of the change in ownership date to an annual amount of $4.1 million. The Company’s net carryforwards and tax credits may be further limited in the future if additional ownership changes occur. From the total of the Company’s federal NOL of $19,974,000, $326,000 expires in 2037, and the remaining NOL has an indefinite carryover period but its usage is limited to 80% of taxable income in any subsequent year. The Company’s state NOL’s of $19,974,000 expire from 2037 through 2041.

Related-Party Transactions

Related-Party Transactions	12 Months Ended
	Dec. 31, 2021
Related Party Transactions [Abstract]
Related-Party Transactions	Note 10. Related-Party Transactions As discussed in Note 5, in October 2018 and January 2019 the Company issued notes with an aggregate principal amount of $1,000,000. These notes were issued to Anthony Mack, Chief Executive Officer and significant investor of the Company and were repaid with the net proceeds from the Company’s Underwritten Public Offering. In addition, in January 2021, the Company issued notes with an aggregate principal amount of $75,000 to Anthony Mack, Chief Executive Officer and significant investor of the Company and $25,000 to Christopher Chipman, Chief Financial Officer. These notes were paid off with the proceeds from the Company’s initial public offering. As discussed in Note 6, the Company’s Chief Executive Officer elected to temporarily defer his salary. Deferred compensation due to the Company’s Chief Executive Officer amounted to $0 and $1,005,000 as of December 31, 2021 and December 31, 2020, respectively, which was repaid with the net proceeds from the Company’s underwritten public offering. In March 2021, the Company’s Chief Executive Officer ceased deferring compensation.

Research and Development and Li

Research and Development and License Agreements	12 Months Ended
	Dec. 31, 2021
Research and Development [Abstract]
Research and Development and License Agreements	Note 11. Research and Development and License Agreements MedPharm Limited Research and Option Agreement On April 11, 2017, the Company entered into a research and option agreement, as amended on May 30, 2018 (the “MedPharm Research and Option Agreement”), with MedPharm Limited, a company organized and existing under the laws of the United Kingdom (“MedPharm”), pursuant to which MedPharm granted the Company an option to obtain an exclusive, world-wide, royalty bearing license to use certain technology developed by MedPharm. Pursuant to the agreement, MedPharm will conduct certain research and development of proprietary formulations incorporating certain MedPharm technologies and certain of the Company’s proprietary molecules. Under the MedPharm Research and Option Agreement, MedPharm granted the Company an option (the “MedPharm Option”) to obtain an exclusive (even to MedPharm), worldwide, sub-licensable (through multiple tiers), royalty bearing, irrevocable license to research, develop, market, commercialize, and sell any product utilizing MedPharm’s spray formulation technology which is the result of the activities performed under the MedPharm Research and Option Agreement, subject to the Company’s entry into a definitive license agreement with MedPharm. In order to exercise the MedPharm Option, the Company must provide MedPharm with written notice of such exercise before the end of the Option Period (as defined in the MedPharm Research and Option Agreement). The Option Period is subject to extension upon mutual agreement with MedPharm. Pursuant to the MedPharm Research and Option Agreement, the Company has a right of first refusal with respect to any license or commercial arrangement involving any Licensed Intellectual Property (as defined in the MedPharm Research and Option Agreement) in combination with any Virpax Molecule (as defined in the MedPharm Research and Option Agreement). In the event that MedPharm reaches an agreement with respect to a license or other commercial arrangement that involves technology or molecules covered by the right of first refusal, the Company has ten business days from the date of notice to notify MedPharm of its intention to exercise the right of first refusal and the Company’s intention to match the financial terms of the other license or commercial arrangement. License Agreement On June 6, 2017, as a result of the Company’s exercise of the MedPharm Option under the MedPharm Research and Option Agreement, the Company entered into a license agreement, as amended on September 2, 2017 and October 31, 2017 (the “MedPharm License Agreement”), with MedPharm for the exclusive global rights to discover, develop, make, sell, market, and otherwise commercialize any pharmaceutical composition or preparation (in any and all dosage forms) in final form containing one or more compounds, including Diclofenac Epolamine (“Epoladerm”), that was developed, manufactured or commercialized utilizing MedPharm’s spray formulation technology (“MedPharm Product”), to be used for any and all uses in humans (including all diagnostic, therapeutic and preventative uses). Under the MedPharm License Agreement, the Company is required to make future milestone and royalty payments to MedPharm. We are obligated to make aggregate milestone payments to MedPharm of up to GBP 1.150 million upon the achievement of specified development milestones (payable in Great British Pounds). Additional milestone payments are due upon the achievement of certain development and commercial milestones achieved outside the United States, payable on a country-by-country basis. Royalty payments must be paid to MedPharm in an amount equal to a single-digit percentage of net sales of all MedPharm Product sold by us during the royalty term in the territory. Royalties shall be payable, on a country-by-country basis, during the period of time commencing on the first commercial sale and ending upon the expiration of the last-to-expire patent claim on the licensed product, which is set to expire on December 4, 2028. Each party has the right to terminate the agreement in its entirety upon written notice to the other party if such other party is in material breach of the agreement and has not cured such breach within ninety (90) days after notice from the terminating party indicating the nature of such breach. LipoCureRx, Ltd. On March 19, 2018, the Company entered into a license and sublicense agreement (the “LipoCure Agreement”) with LipoCureRx, Ltd., a company organized and existing under the laws of Israel (“LipoCure”), for the sole and exclusive global license and sub-license rights to discover, develop, make, sell, market, and otherwise commercialize bupivacaine liposome, in injectable gel or suspension (“Licensed Compound”) or any pharmaceutical composition or preparation (in any and all dosage forms) in final form, including any combination product, containing a Licensed Compound (“Licensed Product”), including Probudur. Under the LipoCure Agreement, the Company was required to pay an upfront fee upon signing of $150,000 and is required to make future milestone and royalty payments to LipoCure. The Company is obligated to make aggregate milestone payments of up to $19.8 million upon the achievement of specified development and commercial milestones. Royalty payments must be paid in an amount equal to a single digit to low double-digit percentage of annual net sales of royalty qualifying products, subject to certain adjustments. Royalties shall be payable during the period of time, on a country-by-country basis, commencing on the first commercial sale and ending upon the expiration of the last-to-expire patent claim on the licensed product, which is set to expire on July 24, 2030. Each party has the right to terminate the agreement in its entirety upon written notice to the other party if such other party is in material breach of the agreement and has not cured such breach within ninety (90) days after notice from the terminating party indicating the nature of such breach. Nanomerics Ltd. Nanomerics Collaboration Agreement On April 11, 2019, the Company entered into an exclusive collaboration and license agreement, as amended (the “Nanomerics Collaboration Agreement”), with Nanomerics Ltd., a company organized and existing under the laws of United Kingdom (“Nanomerics”), for the exclusive world-wide license to develop and commercialize products, including NES100, which contain hydrophilic neuropeptide Leucin5-Enkephalin and an amphiphile compound which is quaternary ammonium palmitoyl glycol chitosan, to engage in a collaborative program utilizing Nanomerics’ knowledge, skills and expertise in the clinical development of products and to attract external funding for such development. The Nanomerics Collaboration Agreement was also amended to include a program for the pre-clinical development of a product for post-traumatic stress disorder. Under the Nanomerics Collaboration Agreement, the Company is required to make royalty payments equal to a single digit percentage of annual net sales of royalty qualifying products. The Company is also required to make aggregate milestone payments of up to $103 million upon the achievement of specified development and commercial milestones, and sublicense fees for any sublicense relationships we enter into subsequent to the Nanomerics Collaboration Agreement. The Company’s obligation to pay royalties, on a country-by-country basis, shall commence on the date of first commercial sale of its licensed products and shall expire with respect to each separate licensed product, on the latest to occur of (a) the tenth (10th) anniversary of the first commercial sale of the first licensed product; (b) the expiration date of the last to expire of any valid claim (patent is set to expire on November 3, 2034); and, (c) the date upon which a generic product has been on the market for a period of no fewer than ninety (90) days. The Company has the right to terminate the agreement upon 180 days’ prior written notice to Nanomerics. Upon termination, the Company shall assign to Nanomerics all its right title and interest in all results other than results specific to (a) the Device (as defined in the Nanomerics Collaboration Agreement), including its manufacture or use; and (b) the Technology, but excluding any clinical Results relating to the Compound or Licensed Products (all terms as defined in the Nanomerics Collaboration Agreement). Nanomerics License Agreement (AnQlar) On August 7, 2020, the Company entered into a collaboration and license agreement with Nanomerics (the “Nanomerics License Agreement”) for the exclusive North American license to develop and commercialize a High-Density Molecular Masking Spray (“AnQlar”) as an anti-viral barrier to prevent or reduce the risk or the intensity of viral infections in humans. Under the Nanomerics License Agreement, the Company was required to make royalty payments and milestone payments upon the achievement of specified development and commercial milestones, and sublicense fees for any sublicense relationships the Company enters into subsequent to the Nanomerics License Agreement (any patent that issues from the currently filed provisional patent application would expire on August 24, 2041). See also Note 12 - Subsequent Events for discussion of the amendment and restatement of the Nanomerics License Agreement, entered into on March 9, 2022. Nanomerics License Agreement (VRP324) On September 17, 2021, the Company entered into a collaboration and license agreement with Nanomerics (the “Nanomerics License Agreement - VRP324”) for the exclusive worldwide license to develop and commercialize an investigational formulation delivered via the nasal route to enhance pharmaceutical-grade cannabidiol (“CBD”) transport to the brain to potentially treat seizures associated with tuberous sclerosis complex (TSC), Lennox-Gastaut syndrome and Dravet syndrome in patients one year of age and older. Lennox-Gastaut syndrome and Dravet syndrome are rare central nervous system diseases considered serious epileptic encephalopathies that cause different types of epileptic seizures as well as cognitive and behavioral changes and are generally resistant to treatment. Under the Nanomerics License Agreement – VRP324, the Company is required to make royalty payments within a range of 5% to 15% of annual net sales of royalty qualifying products. The Company’s obligation to pay royalties, on a country-by-country basis, shall commence on the date of first commercial sale of its licensed products and shall expire with respect to each separate licensed product, on the latest to occur of (a) the tenth (15th) anniversary of the first commercial sale of the first licensed product; (b) the expiration date of the last to expire of any valid claim; and, (c) the date upon which a generic product has been on the market for a period of no fewer than ninety (90) days. The Company paid an upfront milestone payment upon signing of $200,000 and is required to make future milestone and royalty payments of up to $41 million upon the achievement of specified development and commercial milestones, and sublicense fees for any sublicense relationships the Company enters into subsequent to the Nanomerics License Agreement (any patent that issues from the currently filed provisional patent application would expire on August 24, 2041). The Company has the right to terminate the Nanomerics License Agreement upon one hundred and eighty (180) days’ prior written notice to Nanomerics. Upon termination, the Company shall assign to Nanomerics all its rights, title and interest in all of its results. Nanomerics has the right to terminate the agreement upon thirty (30) days’ prior written notice if the Company concludes in writing to Nanomerics that the study aim has not been achieved or the Company notifies Nanomerics that the Company has decided against proceeding with a Phase III Clinical trial. Research Agreements Yissum On May 12, 2019, the Company entered into an Agreement for Rendering of Research Services (the “May 2019 Yissum Research Agreement”), with Yissum Research Development Company of the Hebrew University of Jerusalem, Ltd. (“Yissum”). Under the May 2019 Yissum Research Agreement, the Company shall provide funding for research and development studies to be performed by researchers at Hebrew University related to the formulation, preparation and characterization of Liposomal Bupivacaine for size zeta potential, drug loading and rate of drug release. In consideration for the research services, the Company agreed to pay research service fees of $81,000 in equal monthly installments. The Company retains ownership in all its intellectual property rights and any intellectual property belonging to either the Company or Yissum prior to the execution of the May 2019 Yissum Research Agreement will remain the sole property of either the Company or Yissum, respectively. All data generated from the provision of the May 2019 Yissum Research Agreement, including any reports, which are specifically required and contemplated under the May 2019 Yissum Research Agreement, shall be owned by the Company upon full payment of the research services fees. Each party will be entitled to terminate the agreement in the event of a breach by the other party of its obligations under the agreement, including, but not limited to, any payment failure, which is not remedied by the breaching party within thirty (30) days of receipt of written notice from the non-breaching party. All services to be provided under the May 2019 Yissum Research Agreement were completed by March 31, 2020. On October 11, 2020, the Company entered into an Agreement for Rendering of Research Services with Yissum (the “October 2020 Yissum Research Agreement”) on substantially similar terms and conditions as detailed above under the May 2019 Yissum Research Agreement. Under the October 2020 Yissum Research Agreement, the Company shall provide funding for research and development studies to be performed by researchers at Hebrew University related to the formulation of Liposomal Bupivacaine as well as efficacy and PK studies in animals. In consideration for the research services, the Company agreed to pay research service fees of $81,000 in six equal monthly installments. In connection with the completion of the Company’s IPO, the Company paid Yissum $40,500 towards the total consideration of $81,000. All services to be provided under the October 2020 Yissum Research Agreement were completed by June 30, 2021. On June 30, 2021, the Company entered into an Agreement for Rendering of Research Services with Yissum (the “June 2021 Yissum Research Agreement”) on substantially similar terms and conditions as detailed above under the October 2020 Yissum Research Agreement. Under the June 2021 Yissum Research Agreement, the Company shall provide funding for research and development studies to be performed by researchers at Hebrew University related to the optimization of the Liposomal Bupivacaine formulation and to increase stability for manufacturing purposes. The Company may terminate the agreement at any time and shall be only responsible to pay Yissum for work performed through the date of termination. In consideration for the research services, the Company agreed to pay research service fees of $337,500 in six equal quarterly installments. All services to be provided under the June 2021 Yissum Research Agreement initiated on July 1, 2021 and are anticipated to be completed towards the end 2022. Lipocure On June 29, 2021, the Company entered into an Agreement for Rendering of Research Services (the “June 2021 Lipocure Research Agreement”) with Lipocure RX, Ltd. (“Lipocure”). Under the June 2021 Lipocure Research Agreement, the Company shall provide funding for research and development related to the optimization of the Liposomal Bupivacaine formulation and eventual manufacture of pre-clinical batches including batches for stability testing, animal studies and toxicology work. This will also include work associated with the potential filing of additional provisional patent applications. The Company may terminate the agreement at any time upon 30 days written notice and shall be only responsible to pay Lipocure for work performed through the date of such notice. In consideration for the research services, the Company agreed to pay research service fees of $200,000 upon execution, as well as $400,000 in July 2021, $270,000 in both September 2021 and January 2022, and three additional payments of $270,000 during 2022. The Company also agreed to pay $250,000 to Lipocure upon successful completion of a Chemistry, Manufacturing and Controls “CMC” filing with the U.S. Food and Drug Administration (the (“FDA”). All services to be provided under the June 2021 Lipocure Research Agreement initiated on July 1, 2021 and are anticipated to be completed towards the end 2022. The Company recorded $870,000 in research and development expense for the year ended December 31, 2021 associated with this agreement. NCATS-NIH Cooperative Research and Development Agreement On August 25, 2020, the Company entered into a Cooperative Research and Development Agreement (“CRADA”) with the National Center for Advancing Translational Science (“NCATS”). This collaboration is for the continued development of the Company’s product candidate, NES100, an intranasal peptide, for the management of acute and chronic non-cancer pain. The term of the CRADA is for a period of four years from May 6, 2020 (the effective date of the agreement) and can be terminated by both parties at any time by mutual written consent. In addition, either party may unilaterally terminate the CRADA at any time by providing written notice of at least sixty (60) days before the desired termination date. The agreement provides for studies that are focused on the pre-clinical characterization of NES100 as a novel analgesic for acute and chronic non-cancer pain, and for studies to further develop NES100 through investigative new drug (“IND”) enabling studies. There are certain development “Go/No Go” provisions within the agreement whereby, if certain events occur, or do not occur, NCATS may terminate the CRADA. These “No GO” provisions include: i) lack of efficacy in all animal pain models, ii) no reliable and sensitive bioanalytical method can be developed, iii) manufacturing failure due to inherent process scalability issues, iv) unacceptable toxicity or safety profile to enable clinical dosing, and v) inability to manufacture the NES100 dosage form. With respect to NCATS rights to any invention made solely by an NCATS employee(s) or made jointly by an NCATS employee(s) and our employee(s), the CRADA grants to the Company an exclusive option to elect an exclusive or nonexclusive commercialization license. For inventions owned solely by NCATS or jointly by NCATS and the Company, and licensed pursuant to the Company’s option, the Company must grant to NCATS a nonexclusive, nontransferable, irrevocable, paid-up license to practice the invention or have the invention practiced throughout the world by or on behalf of the United States government. For inventions made solely by an employee of the Company, we grant to the United States government a nonexclusive, nontransferable, irrevocable, paid-up license to practice the invention or have the invention practiced throughout the world by or on behalf of the United States government for research or other government purposes.

Subsequent Events

Subsequent Events	12 Months Ended
	Dec. 31, 2021
Subsequent Events [Abstract]
Subsequent Events	Note 12. Subsequent Events The Company has evaluated subsequent events from the balance sheet date through March 31, 2022. The following are material subsequent events: On January 31, 2022, our Board of Directors approved an equity compensation award for the Company’s officers and employees. The Board approved this award of options to purchase an aggregate of 321,204 shares of Common Stock pursuant to the 2017 Plan. The options, other than Mr. Mack’s, have an exercise price of $2.13 per share, the fair market value of the Common Stock on the date of grant. Mr. Mack’s options have an exercise price of $2.34 per share, which represents 110% of the fair market value on the date of grant. The options granted to the officers and employees vest in three equal installments beginning on the one-year anniversary of the grant date, and have a ten-year expiration date. On January 1, 2022, options were granted to the Non-Employee Directors pursuant to the 2017 Plan to purchase an aggregate of 77,601 shares of Common Stock. The options have an exercise price of $3.43 per share, the fair market value of the Common Stock on the date of grant. The options granted to the directors will vest upon the one-year anniversary of the grant date and have a ten-year expiration date. On March 9, 2022, the Company entered into an Amended and Restated Collaboration and License Agreement with Nanomerics (the “Amended Nanomerics License Agreement”) which amended and restated the August 7, 2020, Nanomerics License Agreement and expanded the Company’s North American rights for AnQlar to include exclusive global rights to develop and commercialize AnQlar as an anti-viral barrier to prevent or reduce the risk or the intensity of viral infections. The Amended Nanomerics License Agreement provides for payments up to $5.5 million upon the achievement of specified development milestones and profit share payments equal to between 30% to 40% of certain profits (as set forth in the Amended Nanomerics License Agreement), payable to Nanomerics upon the achievement of specified commercial milestones. The profit share payments are triggered upon determination by the FDA that AnQlar may be marketed as an Over-the-Counter product in the United States. In the event the profit share payments are not triggered as defined above, the Company’s would be obligated to pay royalties within a range of 5% to 15% of annual net sales of royalty qualifying products and commercial milestones on a worldwide basis amounting to aggregate milestone payments of up to $112.5 million upon the achievement of these commercial milestones. The Amended Nanomerics License Agreement also provides for additional aggregate milestone payments totaling $999,999 upon first receipt of regulatory approval for a licensed product in the European Union, Asia/Pacific region and South America/Middle East region. The Company’s obligation to pay royalties, on a country-by-country basis, shall commence on the date of first commercial sale of its licensed products and shall expire with respect to each separate licensed product, on the latest to occur of (a) the tenth (10th) anniversary of the first commercial sale of the first licensed product; (b) the expiration date of the last to expire of any valid claim; and, (c) the date upon which a generic product has been on the market for a period of no fewer than ninety (90) days. The Company has the right to terminate the Nanomerics License Agreement upon sixty (60) days’ prior written notice to Nanomerics. Upon termination, the Company shall assign to Nanomerics all its rights, title and interest in all of its results. Nanomerics has the right to terminate the agreement upon sixty (60) days’ prior written notice. In consideration for entering into this Amended Nanomerics License Agreement, the Company paid Nanomerics $1,500,000.

Accounting Policies, by Policy

Accounting Policies, by Policy (Policies)	12 Months Ended
	Dec. 31, 2021
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation
Use of Estimates	Use of Estimates Significant items subject to such estimates and assumptions include research and development accruals and the valuation of stock-based compensation. Future events and their effects cannot be predicted with certainty; accordingly, accounting estimates require the exercise of judgment. Accounting estimates used in the preparation of these financial statements change as new events occur, as more experience is acquired, as additional information is obtained and as the operating environment changes.
Basic and Diluted Loss per Share	Basic and Diluted Loss per Share Year Ended Year Ended Equivalent common shares Stock options 669,067 486,101 Warrants 18,436 5,056 RRD note conversion - 49,897
Cash	Cash
Fair Value of Financial Instruments	Fair Value of Financial Instruments
Research and Development	Research and Development
Stock-based Compensation	Stock-based Compensation Determining the appropriate fair value of share-based awards requires the use of subjective assumptions, including the fair value of the Company’s common shares prior to its initial public offering, and for options, the expected life of the option and expected share price volatility. The Company uses the Black-Scholes option pricing model to value its option awards. The assumptions used in calculating the fair value of share-based awards represents management’s best estimates and involve inherent uncertainties and the application of management’s judgment. As a result, if factors change and management uses different assumptions, share-based compensation expense could be materially different for future awards. The expected life of options was estimated using the simplified method, as the Company has no historical information to develop reasonable expectations about future exercise patterns and post-vesting employment.
Income Taxes	Income Taxes The Company follows the guidance in ASC Topic 740-10 in assessing uncertain tax positions. The standard applies to all tax positions and clarifies the recognition of tax benefits in the financial statements by providing for a two-step approach of recognition and measurement. The first step involves assessing whether the tax position is more-likely-than-not to be sustained upon examination based upon its technical merits. The second step involves measurement of the amount to be recognized. Tax positions that meet the more-likely than-not threshold are measured at the largest amount of tax benefit that is greater than 50% likely of being realized upon ultimate finalization with the taxing authority. The Company recognizes the impact of an uncertain income tax position in the financial statements if it believes that the position is more likely than not to be sustained by the relevant taxing authority. The Company will recognize interest and penalties related to tax positions in income tax expense. As of December 31, 2021, the Company had no uncertain income tax positions.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Tables)	12 Months Ended
	Dec. 31, 2021
Accounting Policies [Abstract]
Schedule of antidilutive due to the net loss	Year Ended Year Ended Equivalent common shares Stock options 669,067 486,101 Warrants 18,436 5,056 RRD note conversion - 49,897

Prepaid Expenses and Other Cu_2

Prepaid Expenses and Other Current Assets (Tables)	12 Months Ended
	Dec. 31, 2021
Prepaid Expenses and Other Current Assets [Abstract]
Schedule of prepaid expenses and other current assets	December 31, December 31, Prepaid insurance $ 152,801 $ 8,257 Legal retainer 103,050 3,643 Professional and consulting fees 8,453 5,838 Research and development 2,466,140 — Other prepaid expenses and current assets — 534 $ 2,730,444 $ 18,273

Accounts Payable and Accrued _2

Accounts Payable and Accrued Liabilities (Tables)	12 Months Ended
	Dec. 31, 2021
Payables and Accruals [Abstract]
Schedule of accounts payable and accrued liabilities	December 31, December 31, Accrued payroll $ 627,281 $ — Deferred CEO compensation — 1,028,110 Research and development expenses 930,561 1,045,505 Legal expenses 510,008 437,471 Professional fees — 253,462 Interest payable/accrued — 270,000 Accounting consulting fees 4,166 45,904 Taxes 8,000 13,365 Other 7,675 22,107 $ 2,087,691 $ 3,115,924

Notes Payable (Tables)

Notes Payable (Tables)	12 Months Ended
	Dec. 31, 2021
Debt Disclosure [Abstract]
Schedule of notes payables	December 31, 2021 Balance as of Debt Forgiveness Notes Issued Note Balance as of Related party notes payable Anthony Mack 2018 Promissory Note $ 500,000 $ — $ — $ (500,000 ) $ — Anthony Mack 2019 Promissory Note 500,000 — — (500,000 ) — Related party notes payable — — 100,000 (100,000 ) — Total related party notes payable 1,000,000 — 100,000 (1,100,000 ) — RRD Note 493,480 — — (493,480 ) — SBA PPP Loan 72,100 (61,816 ) — (10,284 ) — Total notes payable 1,565,580 (61,816 ) 100,000 (1,603,764 ) — Less: Current portion of notes payable 543,990 (61,816 ) 100,000 (582,174 ) — Total non-current portion of notes payable $ 1,021,590 $ — $ — $ (1,021,590 ) $ — December 31, 2020 Balance as of Debt Forgiveness Notes Issued Note Balance as of Related party notes payable Anthony Mack 2018 Promissory Note $ 500,000 $ — $ — $ — $ 500,000 Anthony Mack 2019 Promissory Note 500,000 — — — 500,000 Related party notes payable — — — — — Total related party notes payable 1,000,000 — — — 1,000,000 RRD Note 264,520 — 228,960 — 493,480 SBA PPP Loan — — 72,100 — 72,100 Total notes payable 1,264,520 — 301,060 — 1,565,580 Less: Current portion of notes payable 1,264,520 — 279,470 — 543,990 Total non-current portion of notes payable $ 1,021,590 $ — $ 21,590 $ — $ 1,021,590

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	12 Months Ended
	Dec. 31, 2021
Share-based Payment Arrangement [Abstract]
Schedule of Black-Scholes option-pricing model	For the Year Ended 2021 2020 Expected term (years) 5.74 5.24 Risk-free interest rate 1.04 % 0.48 % Expected volatility 78.98 % 68.50 % Expected dividend yield 0.00 % 0.00 %
Schedule of stock option activity	Number of Weighted- Weighted- Aggregate Options outstanding at January 1, 2020 236,458 $ 9.89 8.96 $ - Forfeited (20,225 ) 9.89 Granted 269,868 9.89 Options outstanding at December 31, 2020 486,101 9.89 8.68 - Forfeited (5,000 ) 4.62 Exercised (87,751 ) 9.89 Granted 275,717 4.62 - - Options outstanding at December 31, 2021 669,067 $ 7.75 8.34 $ - Options exercisable at December 31, 2021 424,769 $ 9.52 7.80 $ -

Income Taxes (Tables)

Income Taxes (Tables)	12 Months Ended
	Dec. 31, 2021
Income Tax Disclosure [Abstract]
Schedule of deferred tax assets	December 31, December 31, Deferred tax assets: Net-operating loss carryforwards $ 5,771,000 $ 2,008,000 Stock-based compensation 805,000 688,000 Accrued payroll - 297,000 R&D credit 86,000 10,000 Other 6,000 77,000 Total deferred tax assets 6,668,000 3,080,000 Valuation allowance (6,668,000 ) (3,080,000 ) Net deferred tax asset $ — $
Schedule of reconciliation of the federal statutory tax rate and the effective tax rates	December 31, December 31, Federal statutory rate 21.0 % 21.0 % Increase (decrease) in tax expense at federal statutory rate Change in valuation allowance (21.8 )% (21.0 )% Other 0.8 % - % Effective tax rate 0.0 % 0.0 %

Business and Liquidity (Details

Business and Liquidity (Details) - USD ($)	1 Months Ended	12 Months Ended
	Sep. 16, 2021	Dec. 31, 2021	Dec. 31, 2020	Feb. 19, 2020
Business and Liquidity [Line Items]
Incurred a net loss		$ 12,056,063	$ 4,339,653
Accumulated deficit		$ 22,703,907
Share issued (in Shares)	6,670,000
Initial offering price (in Dollars per share)	$ 6			$ 10
Gross proceeds	$ 40,000,000
Underwriters warrants to purchase shares (in Shares)			90,000
Exercise price per share (in Dollars per share)			$ 12.5
Percentage of initial public offering price			125.00%
Net proceeds	$ 37,000,000
IPO [Member]
Business and Liquidity [Line Items]
Share issued (in Shares)				1,800,000
Gross proceeds			$ 18,000,000
Net proceeds			$ 15,800,000

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Details) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Accounting Policies [Abstract]
Total cash	$ 36,841,992	$ 54,796	$ 41,536
Tax benefit	50.00%

Summary of Significant Accoun_4

Summary of Significant Accounting Policies (Details) - Schedule of antidilutive due to the net loss - shares	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Stock options [Member]
Equivalent common shares
Equivalent common shares	669,067	486,101
Warrants [Member]
Equivalent common shares
Equivalent common shares	18,436	5,056
RRD note conversion [Member]
Equivalent common shares
Equivalent common shares		49,897

Prepaid Expenses and Other Cu_3

Prepaid Expenses and Other Current Assets (Details) - Schedule of prepaid expenses and other current assets - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Schedule of prepaid expenses and other current assets [Abstract]
Prepaid insurance	$ 152,801	$ 8,257
Legal retainer	103,050	3,643
Professional and consulting fees	8,453	5,838
Research and development	2,466,140
Other prepaid expenses and current assets		534
Total prepaid expenses and other current assets	$ 2,730,444	$ 18,273

Accounts Payable and Accrued _3

Accounts Payable and Accrued Liabilities (Details) - Schedule of accounts payable and accrued liabilities - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Schedule of accounts payable and accrued liabilities [Abstract]
Accrued payroll	$ 627,281
Deferred CEO compensation		1,028,110
Research and development expenses	930,561	1,045,505
Legal expenses	510,008	437,471
Professional fees		253,462
Interest payable/accrued		270,000
Accounting consulting fees	4,166	45,904
Taxes	8,000	13,365
Other	7,675	22,107
Total accounts payable and accrued liabilities	$ 2,087,691	$ 3,115,924

Notes Payable (Details)

Notes Payable (Details) - USD ($)	Jul. 02, 2021	Feb. 28, 2021	Jan. 31, 2021	Dec. 31, 2021	Dec. 31, 2020	May 04, 2020	Aug. 29, 2019	Jan. 15, 2019	Oct. 01, 2018
Notes Payable (Details) [Line Items]
Balance amount						$ 72,100
Interest rate						1.00%
Promissory note					$ 543,990
Accrued interest		$ 34,544
Notes payable description			the Company issued notes with an aggregate principal amount of $75,000 and $25,000, respectively. These notes were issued to Anthony Mack for $75,000 and Christopher Chipman, Chief Financial Officer, for $25,000. These notes bore interest as a rate of 1.35% per annum and were subsequently fully repaid with proceeds from the IPO, including accrued interest of $122 and $41, respectively.
Maturity term				two
Forgiveness amount	$ 61,816
Repayments of debt				$ 10,284
Interest expense				92,822	147,934
Promissory Note 2018 [Member]
Notes Payable (Details) [Line Items]
Balance amount									$ 500,000
Interest rate									11.19%
Promissory note				500,000	500,000
Accrued interest				166,296	125,887
Promissory Note 2019 [Member]
Notes Payable (Details) [Line Items]
Balance amount				500,000				$ 500,000
Interest rate								11.19%
Promissory note					500,000
Accrued interest				$ 149,977	109,569
RRD International, LLC [Member]
Notes Payable (Details) [Line Items]
Accrued interest					34,544
Principal balance							$ 400,000
Fixed rate							10.00%
Balance amount					493,480
Balance amount on note		$ 493,480
RRD International, LLC [Member] | Maximum [Member]
Notes Payable (Details) [Line Items]
Increased the amount of principal					$ 600,000

Notes Payable (Details) - Sched

Notes Payable (Details) - Schedule of notes payables - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Notes Payable (Details) - Schedule of notes payables [Line Items]
Related party notes payable, Beginning Balance
Related party notes payable, Ending Balance	1,100,000
Total related party notes payable, Beginning Balance	1,000,000	1,000,000
Total related party notes payable, Debt Forgiveness
Total related party notes payable, Notes issued	100,000
Total related party notes payable, Note Payments	(1,100,000)
Total related party notes payable, Ending Balance		1,000,000
Notes payable, Debt Forgiveness
Total notes payable, Beginning Balance	1,565,580	1,264,520
Total notes payable, Debt Forgiveness	(61,816)
Total notes payable, Notes issued	100,000	301,060
Total notes payable, Note Payments	(1,603,764)
Total notes payable, Ending Balance		1,565,580
Less: Current portion of notes payable, Beginning Balance	543,990	1,264,520
Less: Current portion of notes payable, Debt Forgiveness	(61,816)
Less: Current portion of notes payable, Notes issued	100,000	279,470
Less: Current portion of notes payable, Note Payments	(582,174)
Less: Current portion of notes payable, Ending Balance		543,990
Total non-current portion of notes payable, Beginning Balance	1,021,590	1,021,590
Total non-current portion of notes payable, Debt Forgiveness
Total non-current portion of notes payable, Notes issued		21,590
Total non-current portion of notes payable, Note Payments	(1,021,590)
Total non-current portion of notes payable, Ending Balance		1,021,590
Anthony Mack 2018 Promissory Note [Member]
Notes Payable (Details) - Schedule of notes payables [Line Items]
Related party notes payable, Beginning Balance	500,000	500,000
Related party notes payable, Debt Forgiveness
Related party notes payable, Notes issued
Related party notes payable, Note Payments	(500,000)
Related party notes payable, Ending Balance		500,000
Total related party notes payable, Note Payments		(500,000)
Anthony Mack 2019 Promissory Note [Member]
Notes Payable (Details) - Schedule of notes payables [Line Items]
Related party notes payable, Beginning Balance	500,000	500,000
Related party notes payable, Debt Forgiveness
Related party notes payable, Notes issued
Related party notes payable, Note Payments	(500,000)
Related party notes payable, Ending Balance		500,000
Total related party notes payable, Note Payments		(500,000)
Related party notes payable [Member]
Notes Payable (Details) - Schedule of notes payables [Line Items]
Related party notes payable, Beginning Balance
Related party notes payable, Debt Forgiveness
Related party notes payable, Notes issued	100,000
Related party notes payable, Note Payments	(100,000)
Related party notes payable, Ending Balance
Total related party notes payable, Note Payments
RRD Note [Member]
Notes Payable (Details) - Schedule of notes payables [Line Items]
Total related party notes payable, Debt Forgiveness
Notes payable, Beginning Balance	493,480	264,520
Notes payable, Debt Forgiveness
Notes payable, Notes issued		228,960
Notes payable, Note Payments	(493,480)
Notes payable, Ending Balance		493,480
SBA PPP Loan [Member]
Notes Payable (Details) - Schedule of notes payables [Line Items]
Total related party notes payable, Debt Forgiveness	(61,816)
Notes payable, Beginning Balance	72,100
Notes payable, Debt Forgiveness	(61,816)
Notes payable, Notes issued		72,100
Notes payable, Note Payments	(10,284)
Notes payable, Ending Balance		$ 72,100

Commitments and Contingencies (

Commitments and Contingencies (Details) - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Chief Executive Officer [Member]
Commitments and Contingencies [Abstract]
Deferred compensation	$ 0	$ 1,005,000

Stockholders' Equity (Details)

Stockholders' Equity (Details) - USD ($)	Apr. 25, 2020	Sep. 16, 2021	Feb. 19, 2021	Sep. 30, 2020	Dec. 31, 2021	Dec. 31, 2020	Feb. 19, 2020
Stockholder's Equity [Abstract]
Preferred stock shares authorized					10,000,000	10,000,000
Preferred stock par value (in Dollars per share)					$ 0.00001	$ 0.00001
Common stock shares authorized					100,000,000	100,000,000
Common stock par value (in Dollars per share)					$ 0.00001	$ 0.00001
Net proceeds (in Dollars)					$ 18,000,000
Net proceeds total (in Dollars)		$ 36,999,465
Common stock shares						139,220
Gross proceeds (in Dollars)						$ 1,376,900
Common stock gross proceeds (in Dollars)		$ 40,000,000
Common stock shares issued						533
Accounts payable totaling (in Dollars)						$ 5,288
Share purchase	20,225
Shares of common stock					90,000
Exercise price per share (in Dollars per share)					$ 12.5
Initial public offering price					125.00%
Number of complex and subjective variables years					5 years
Price volatility					100.00%
Risk-free interest rate					0.60%
Shares issued		6,670,000
Warrants purchase shares					18,436
Preferred Stock [Member]
Stockholder's Equity [Abstract]
Preferred stock shares authorized					10,000,000
Preferred stock par value (in Dollars per share)					$ 0.00001
Common Stock [Member]
Stockholder's Equity [Abstract]
Common stock shares authorized					100,000,000
Common stock par value (in Dollars per share)					$ 0.00001
Shares of common stock		6,670,000
Shares issued					45,448
Exercise of option					87,751
Fair value of warrants issued to underwriters (in Dollars)					$ 639,000
Warrant [Member]
Stockholder's Equity [Abstract]
Shares issued					40,221
Exercise of warrants					76,620
CEO [Member]
Stockholder's Equity [Abstract]
Shares of common stock						40,450
Common stock gross proceeds (in Dollars)						$ 400,000
Mr. Mack [Member]
Stockholder's Equity [Abstract]
Shares of common stock						8,999
Common stock gross proceeds (in Dollars)						$ 89,000
IPO [Member]
Stockholder's Equity [Abstract]
Shares of common stock			1,800,000
Net proceeds (in Dollars)			$ 15,783,207
Common stock gross proceeds (in Dollars)						$ 18,000,000
Shares issued							1,800,000
Warrant [Member]
Stockholder's Equity [Abstract]
Share purchase				5,056
Exercise price per share (in Dollars per share)				$ 9.89

Stock-Based Compensation (Detai

Stock-Based Compensation (Details) - USD ($)	Apr. 25, 2020	May 20, 2017	Jun. 15, 2020	May 18, 2020	Oct. 30, 2019	May 18, 2019	Jul. 20, 2018	Dec. 31, 2021	Dec. 31, 2020
Stock-Based Compensation (Details) [Line Items]
Restricted stock awards, description								there were 6,196 and 5,056 of unvested restricted stock awards issued totaling $39,862 and $50,000, respectively, based on a fair value of the Company’s common stock on the respective date of grant. During the years ended December 31, 2021 and 2020, there were 15,000 and 6,952 restricted stock awards granted, respectively, and 937 and 20,225 of restricted stock awards were forfeited, respectively. The Company recognized $79,438 and $156,250 of stock based compensation for vested restricted shares during the years ended December 31, 2021 and 2020, respectively.
Shares of common stock outstanding, percentage								6.00%
Stock options to purchase common shares	20,225
Stock-based compensation exercisable percentage	100.00%
Fair market value of common stock percentage	100.00%
Additional shares of common stock	3,033
Stock-based compensation expense (in Dollars)								$ 974,234
Share based compensation expense (in Dollars)									$ 1,473,642
Stock-based compensation within general and administrative expense (in Dollars)								915,423	1,473,642
Stock-based compensation within research and development expense (in Dollars)								$ 58,811	$ 0
Weighted-average grant-date fair value of stock options (in Dollars per share)								$ 3.05	$ 5.66
Stock based compensation unrecognized costs (in Dollars)								$ 494,570
Weighted average term								1 year 10 months 24 days
Nonqualified stock option grant			40,450		5,056	10,112	5,056
Unvested restricted stock award for the forfeiture					20,225
Unvested nonqualified stock options					15,169
Grant agreement to vest				10,112
Incremental compensation expense (in Dollars)									$ 90,050
Stock Option [Member]
Stock-Based Compensation (Details) [Line Items]
Aggregate number of share issued		303,382
Stock options to purchase common shares	2,022
Black-Scholes Option Pricing Model [Member]
Stock-Based Compensation (Details) [Line Items]
Number of stock option based value (in Dollars)	$ 25,000

Stock-Based Compensation (Det_2

Stock-Based Compensation (Details) - Schedule of Black-Scholes option-pricing model	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Schedule of Black-Scholes option-pricing model [Abstract]
Expected term (years)	5 years 8 months 26 days	5 years 2 months 26 days
Risk-free interest rate	1.04%	0.48%
Expected volatility	78.98%	68.50%
Expected dividend yield	0.00%	0.00%

Stock-Based Compensation (Det_3

Stock-Based Compensation (Details) - Schedule of stock option activity - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Schedule of stock option activity [Abstract]
Number of Shares, Options outstanding Beginning	486,101	236,458
Weighted- Average Exercise Price, Options outstanding Beginning	$ 9.89	$ 9.89
Weighted- Average Remaining Contractual Term (Years), Options outstanding Beginning		8 years 11 months 15 days
Aggregate Intrinsic Value, Options outstanding Beginning
Number of Shares, Options outstanding Ending	669,067	486,101
Weighted- Average Exercise Price, Options outstanding Ending	$ 7.75	$ 9.89
Weighted- Average Remaining Contractual Term (Years), Options outstanding Ending	8 years 4 months 2 days	8 years 8 months 4 days
Aggregate Intrinsic Value, Options outstanding Ending
Number of Shares, Options exercisable	424,769
Weighted- Average Exercise Price, Options exercisable	$ 9.52
Weighted- Average Remaining Contractual Term (Years), Options exercisable	7 years 9 months 18 days
Aggregate Intrinsic Value, Options exercisable
Number of Shares, Forfeited	(5,000)	(20,225)
Weighted- Average Exercise Price, Forfeited	$ 4.62	$ 9.89
Number of Shares, Exercised	(87,751)
Weighted- Average Exercise Price, Exercised	$ 9.89
Number of Shares, Granted	275,717	269,868
Weighted- Average Exercise Price, Granted	$ 4.62	$ 9.89
Weighted- Average Remaining Contractual Term (Years), Granted
Aggregate Intrinsic Value, Granted

Income Taxes (Details)

Income Taxes (Details) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Income Tax Disclosure [Abstract]
Change in valuation allowance	$ 3,460,000	$ 1,254,000
Gross net operating loss (“NOL”) carryforwards	$ 19,974,000
Tax credits description	Internal Revenue Code of 1986, as amended, upon a more than 50% change in ownership of the Company’s stock by a 5% or greater shareholder. The Company examined the application of Section 382 with respect to ownership changes that took place during 2021, as well as the limitation on the application of net operating loss carry forwards. The Company has determined that a more than 50% ownership change occurred on September 16, 2021. The Company has determined that the recent change in ownership limits the Company’s usage of net operating loss, other carry forwards and tax credits as of the change in ownership date to an annual amount of $4.1 million. The Company’s net carryforwards and tax credits may be further limited in the future if additional ownership changes occur.
Net operating loss, description	From the total of the Company’s federal NOL of $19,974,000, $326,000 expires in 2037, and the remaining NOL has an indefinite carryover period but its usage is limited to 80% of taxable income in any subsequent year. The Company’s state NOL’s of $19,974,000 expire from 2037 through 2041.
Net operating loss	$ 19,974,000

Income Taxes (Details) - Schedu

Income Taxes (Details) - Schedule of deferred tax assets - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Deferred tax assets:
Net-operating loss carryforwards	$ 5,771,000	$ 2,008,000
Stock-based compensation	805,000	688,000
Accrued payroll		297,000
R&D credit	86,000	10,000
Other	6,000	77,000
Total deferred tax assets	6,668,000	3,080,000
Valuation allowance	(6,668,000)	$ (3,080,000)
Net deferred tax asset

Income Taxes (Details) - Sche_2

Income Taxes (Details) - Schedule of reconciliation of the federal statutory tax rate and the effective tax rates	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Schedule of reconciliation of the federal statutory tax rate and the effective tax rates [Abstract]
Federal statutory rate	21.00%	21.00%
Change in valuation allowance	(21.80%)	(21.00%)
Other	0.80%
Effective tax rate	0.00%	0.00%

Related-Party Transactions (Det

Related-Party Transactions (Details) - USD ($)	Oct. 31, 2018	Jan. 31, 2021	Jan. 31, 2019	Dec. 31, 2020
Related-Party Transactions (Details) [Line Items]
Related party loan principal	$ 1,000,000		$ 1,000,000
Christopher Chipman [Member]
Related-Party Transactions (Details) [Line Items]
Aggregate principal amount		$ 25,000
Chief Executive Officer [Member]
Related-Party Transactions (Details) [Line Items]
Deferred compensation		0		$ 1,005,000
Anthony Mack [Member]
Related-Party Transactions (Details) [Line Items]
Aggregate principal amount		$ 75,000

Research and Development and _2

Research and Development and License Agreements (Details) £ in Thousands

Jul. 01, 2021USD ($)

Oct. 11, 2020USD ($)

May 12, 2019USD ($)

Apr. 11, 2019USD ($)

Jun. 06, 2017GBP (£)

Sep. 17, 2021USD ($)

Sep. 17, 2020

Aug. 25, 2020

Mar. 19, 2018

Jun. 30, 2021USD ($)

Dec. 31, 2022USD ($)

Dec. 31, 2021USD ($)

Jan. 31, 2022USD ($)

Sep. 30, 2021USD ($)

Research and Development and License Agreements (Details) [Line Items]

Description of lipocure agreement

the LipoCure Agreement, the Company was required to pay an upfront fee upon signing of $150,000 and is required to make future milestone and royalty payments to LipoCure. The Company is obligated to make aggregate milestone payments of up to $19.8 million upon the achievement of specified development and commercial milestones. Royalty payments must be paid in an amount equal to a single digit to low double-digit percentage of annual net sales of royalty qualifying products, subject to certain adjustments. Royalties shall be payable during the period of time, on a country-by-country basis, commencing on the first commercial sale and ending upon the expiration of the last-to-expire patent claim on the licensed product, which is set to expire on July 24, 2030.

Nanomerics collaboration agreement, description

the Company entered into an exclusive collaboration and license agreement, as amended (the “Nanomerics Collaboration Agreement”), with Nanomerics Ltd., a company organized and existing under the laws of United Kingdom (“Nanomerics”), for the exclusive world-wide license to develop and commercialize products, including NES100, which contain hydrophilic neuropeptide Leucin5-Enkephalin and an amphiphile compound which is quaternary ammonium palmitoyl glycol chitosan, to engage in a collaborative program utilizing Nanomerics’ knowledge, skills and expertise in the clinical development of products and to attract external funding for such development.

Research service fees

$ 400,000

Description of cooperative research and development agreement

The term of the CRADA is for a period of four years from May 6, 2020 (the effective date of the agreement) and can be terminated by both parties at any time by mutual written consent.

Minimum [Member]

Research and Development and License Agreements (Details) [Line Items]

Royalty payments

5.00%

Maximum [Member]

Research and Development and License Agreements (Details) [Line Items]

Royalty payments

15.00%

MedPharm License Agreement [Member]

Research and Development and License Agreements (Details) [Line Items]

Milestone and royalty payments (in Pounds) | £

£ 1,150

Nanomerics Collaboration Agreement [Member]

Research and Development and License Agreements (Details) [Line Items]

Milestone payments

$ 103,000,000

$ 200,000

Royalty payments

$ 41,000,000

Yissum Research Agreement [Member]

Research and Development and License Agreements (Details) [Line Items]

Research service fees

$ 81,000

Description of yissum research agreement

the Company entered into an Agreement for Rendering of Research Services with Yissum (the “October 2020 Yissum Research Agreement”) on substantially similar terms and conditions as detailed above under the May 2019 Yissum Research Agreement. Under the October 2020 Yissum Research Agreement, the Company shall provide funding for research and development studies to be performed by researchers at Hebrew University related to the formulation of Liposomal Bupivacaine as well as efficacy and PK studies in animals. In consideration for the research services, the Company agreed to pay research service fees of $81,000 in six equal monthly installments. In connection with the completion of the Company’s IPO, the Company paid Yissum $40,500 towards the total consideration of $81,000. All services to be provided under the October 2020 Yissum Research Agreement were completed by June 30, 2021.

Research service fees paid in equal monthly installments

$ 81,000

Research and development expense

$ 81,000

Research and development in process

$ 337,500

Lipocure Research Agreement [Member]

Research and Development and License Agreements (Details) [Line Items]

Research service fees

$ 200,000

Research and development expense

$ 870,000

Research service fees paid in quarterly payments

$ 270,000

Lipocure payment

$ 250,000

Lipocure Research Agreement [Member] | Subsequent Event [Member]

Research and Development and License Agreements (Details) [Line Items]

Research service fees paid in quarterly payments

$ 270,000

Forecast [Member] | Lipocure Research Agreement [Member]

Research and Development and License Agreements (Details) [Line Items]

Additional payments

$ 270,000

Subsequent Events (Details)

Subsequent Events (Details) - Subsequent Event [Member] - $ / shares	Mar. 09, 2022	Jan. 01, 2022	Jan. 31, 2022
Subsequent Events [Line Items]
Stock option granted		77,601	321,204
Exercise price per share		$ 3.43	$ 2.13
Exercise price			$ 2.34
Fair market value on the date of grant			110.00%
Expiration date, description		The options granted to the directors will vest upon the one-year anniversary of the grant date and have a ten-year expiration date.	The options granted to the officers and employees vest in three equal installments beginning on the one-year anniversary of the grant date, and have a ten-year expiration date.
Amended nanomerics license agreement description	The Amended Nanomerics License Agreement provides for payments up to $5.5 million upon the achievement of specified development milestones and profit share payments equal to between 30% to 40% of certain profits (as set forth in the Amended Nanomerics License Agreement), payable to Nanomerics upon the achievement of specified commercial milestones. The profit share payments are triggered upon determination by the FDA that AnQlar may be marketed as an Over-the-Counter product in the United States. In the event the profit share payments are not triggered as defined above, the Company’s would be obligated to pay royalties within a range of 5% to 15% of annual net sales of royalty qualifying products and commercial milestones on a worldwide basis amounting to aggregate milestone payments of up to $112.5 million upon the achievement of these commercial milestones. The Amended Nanomerics License Agreement also provides for additional aggregate milestone payments totaling $999,999 upon first receipt of regulatory approval for a licensed product in the European Union, Asia/Pacific region and South America/Middle East region. The Company’s obligation to pay royalties, on a country-by-country basis, shall commence on the date of first commercial sale of its licensed products and shall expire with respect to each separate licensed product, on the latest to occur of (a) the tenth (10th) anniversary of the first commercial sale of the first licensed product; (b) the expiration date of the last to expire of any valid claim; and, (c) the date upon which a generic product has been on the market for a period of no fewer than ninety (90) days. The Company has the right to terminate the Nanomerics License Agreement upon sixty (60) days’ prior written notice to Nanomerics. Upon termination, the Company shall assign to Nanomerics all its rights, title and interest in all of its results. Nanomerics has the right to terminate the agreement upon sixty (60) days’ prior written notice. In consideration for entering into this Amended Nanomerics License Agreement, the Company paid Nanomerics $1,500,000.