INmune Bio (INMB) 10-K 28 Mar 24 2023 FY Annual report Financial data

Cover

Cover - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Mar. 27, 2024	Jun. 30, 2023
Document Information [Line Items]
Document Type	10-K
Document Annual Report	true
Document Transition Report	false
Document Financial Statement Error Correction [Flag]	false
Entity Interactive Data Current	Yes
ICFR Auditor Attestation Flag	false
Amendment Flag	false
Document Period End Date	Dec. 31, 2023
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	FY
Documents Incorporated by Reference [Text Block]	Certain information in Part III of this Annual Report on Form 10-K is incorporated by reference to our definitive Proxy Statement for the 2024 Annual Meeting of Shareholders to be filed with the Securities and Exchange Commission within 120 days after the fiscal year ended December 31, 2023.
Entity Information [Line Items]
Entity Registrant Name	INMUNE BIO INC.
Entity Central Index Key	0001711754
Entity File Number	001-38793
Entity Tax Identification Number	47-5205835
Entity Incorporation, State or Country Code	NV
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Shell Company	false
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Public Float			$ 106
Entity Contact Personnel [Line Items]
Entity Address, Address Line One	225 NE Mizner Blvd
Entity Address, Address Line Two	Suite 640
Entity Address, City or Town	Boca Raton
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	33432
Entity Phone Fax Numbers [Line Items]
City Area Code	(858)
Local Phone Number	964 3720
Entity Listings [Line Items]
Title of 12(b) Security	Common Stock ($0.001 par value)
Trading Symbol	INMB
Security Exchange Name	NASDAQ
Entity Common Stock, Shares Outstanding		18,026,473

Audit Information

Audit Information	12 Months Ended
	Dec. 31, 2023
Auditor [Table]
Auditor Name	Marcum llp
Auditor Firm ID	688
Auditor Location	Houston, Texas

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
CURRENT ASSETS
Cash and cash equivalents	$ 35,848	$ 52,153
Research and development tax credit receivable	1,905	8,099
Other tax receivable	537	362
Prepaid expenses and other current assets	1,510	4,027
TOTAL CURRENT ASSETS	39,942	64,675
Operating lease – right of use assets	414	507
Other assets	131	99
Acquired in-process research and development intangible assets	16,514	16,514
TOTAL ASSETS	57,001	81,795
CURRENT LIABILITIES
Accounts payable and accrued liabilities	7,901	5,206
Deferred liabilities	489	616
Current portion of long-term debt, net	9,921	5,000
Operating lease, current liabilities	119	87
TOTAL CURRENT LIABILITIES	18,465	10,918
Long-term debt, net		9,697
Long-term operating lease liabilities	397	526
Accrued liability – long-term		550
TOTAL LIABILITIES	18,862	21,691
COMMITMENTS AND CONTINGENCIES
Redeemable common stock, $0.001 par value; 75,697 and 0 shares issued and outstanding, respectively (Note 9)	799
STOCKHOLDERS’ EQUITY
Common stock, $0.001 par value, 200,000,000 shares authorized,17,950,776 and 17,945,995 shares issued and outstanding, respectively	18	18
Additional paid-in capital	159,143	151,799
Accumulated other comprehensive loss	(799)	(699)
Accumulated deficit	(121,022)	(91,014)
TOTAL STOCKHOLDERS’ EQUITY	37,340	60,104
TOTAL LIABILITIES, REDEEMABLE COMMON STOCK AND STOCKHOLDERS’ EQUITY	57,001	81,795
Related Party
CURRENT ASSETS
Prepaid expenses – related party	142	34
CURRENT LIABILITIES
Accounts payable and accrued liabilities – related parties	$ 35	$ 9

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parentheticals) - $ / shares	Dec. 31, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Redeemable common stock par value (in Dollars per share)	$ 0.001	$ 0.001
Redeemable common stock shares issued	75,697	0
Redeemable common stock shares outstanding	75,697	0
Preferred stock par value (in Dollars per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock par value (in Dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized	200,000,000	200,000,000
Common stock, shares issued	17,950,776	17,945,995
Common stock, shares outstanding	17,950,776	17,945,995

Consolidated Statements of Oper

Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Income Statement [Abstract]
REVENUE	$ 155	$ 374
OPERATING EXPENSES
General and administrative	9,623	9,258
Research and development	20,273	17,067
Total operating expenses	29,896	26,325
LOSS FROM OPERATIONS	(29,741)	(25,951)
OTHER EXPENSE, NET
Other expense, net	(267)	(1,348)
Total other expense, net	(267)	(1,348)
NET LOSS	$ (30,008)	$ (27,299)
Net loss per common share – basic and diluted (in Dollars per share)	$ (1.67)	$ (1.52)
Weighted average number of common shares outstanding – basic and diluted (in Shares)	17,980,791	17,927,327
COMPREHENSIVE LOSS
Net loss	$ (30,008)	$ (27,299)
Other comprehensive loss – foreign currency translation	(100)	(700)
Total comprehensive loss	$ (30,108)	$ (27,999)

Consolidated Statements of Op_2

Consolidated Statements of Operations and Comprehensive Loss (Parentheticals) - $ / shares	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Income Statement [Abstract]
Net loss per common share – diluted	$ (1.67)	$ (1.52)
Weighted average common shares outstanding – diluted	17,980,791	17,927,327

Consolidated Statements of Chan

Consolidated Statements of Changes in Stockholders' Equity - USD ($) $ in Thousands	Common Stock	Additional Paid-In Capital	Accumulated Other Comprehensive Income Loss	Accumulated Deficit	Total
Balance at Dec. 31, 2021	$ 18	$ 143,921	$ 1	$ (63,715)	$ 80,225
Balance (in Shares) at Dec. 31, 2021	17,843,303
Issuance of common stock for cash, net		699			699
Issuance of common stock for cash, net (in Shares)	82,900
Exercise of warrants for cash		30			$ 30
Exercise of warrants for cash (in Shares)	19,792
Stock-based compensation		7,149			$ 7,149
Loss on foreign currency translation			(700)		(700)
Net loss				(27,299)	(27,299)
Balance at Dec. 31, 2022	$ 18	151,799	(699)	(91,014)	$ 60,104
Balance (in Shares) at Dec. 31, 2022	17,945,995				17,945,995
Issuance of common stock for cash, net		775			$ 775
Issuance of common stock for cash, net (in Shares)	75,697
Reclassification to redeemable common stock		(799)			(799)
Reclassification to redeemable common stock (in Shares)	(75,697)
Cashless exercise of warrants
Cashless exercise of warrants (in Shares)	4,781
Stock-based compensation		7,368			7,368
Loss on foreign currency translation			(100)		(100)
Net loss				(30,008)	(30,008)
Balance at Dec. 31, 2023	$ 18	$ 159,143	$ (799)	$ (121,022)	$ 37,340
Balance (in Shares) at Dec. 31, 2023	17,950,776				17,950,776

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$ (30,008)	$ (27,299)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock-based compensation	7,368	7,149
Impairment of right of use asset		89
Accretion of debt discount	224	239
Changes in operating assets and liabilities:
Research and development tax credit receivable	6,194	(3,186)
Other tax receivable	(175)	229
Prepaid expenses and other current assets	2,517	(1,749)
Prepaid expenses – related party	(108)	(20)
Other assets	(32)
Accounts payable and accrued liabilities	2,695	1,473
Accounts payable and accrued liabilities – related parties	26	(71)
Deferred liabilities	(127)	142
Accrued liability – long-term	(550)	351
Operating lease liabilities	(4)	(33)
Net cash used in operating activities	(11,980)	(22,686)
CASH FLOWS FROM FINANCING ACTIVITIES:
Net proceeds from sale of common stock	775	699
Repayment of debt	(5,000)
Net proceeds from the exercise of warrants		30
Net cash (used in) provided by financing activities	(4,225)	729
Impact on cash from foreign currency translation	(100)	(700)
NET DECREASE IN CASH	(16,305)	(22,657)
CASH AT BEGINNING OF YEAR	52,153	74,810
CASH AT END OF YEAR	35,848	52,153
SUPPLEMENTAL DISCLOSURE OF CASH FLOWS INFORMATION:
Cash paid for income taxes
Cash paid for interest expense	$ 1,778	$ 1,372

Organization and Basis of Prese

Organization and Basis of Presentation	12 Months Ended
	Dec. 31, 2023
Organization and Basis of Presentation [Abstract]
ORGANIZATION AND BASIS OF PRESENTATION	NOTE 1 Organization and Business Overview INmune Bio Inc. (the “Company” or “INmune Bio”) was organized in the State of Nevada on September 25, 2015 and is a clinical stage biotechnology pharmaceutical company focused on developing and commercializing its product candidates to treat diseases where the innate immune system is not functioning normally and contributing to the patient’s disease. INmune Bio has two product platforms. The DN-TNF product platform utilizes dominant-negative technology to selectively neutralize soluble TNF, a key driver of innate immune dysfunction and mechanistic target of many diseases. DN-TNF is currently being developed for Alzheimer’s and treatment resistant depression (“XPro”) and cancer (“INB03”) and an out-licensing strategy. The Natural Killer Cell Priming Platform includes INKmune aimed at priming the patient’s NK cells to eliminate minimal residual disease in patients with cancer. INmune Bio’s product platforms utilize a precision medicine approach for the treatment of a wide variety of hematologic malignancies, solid tumors and chronic inflammation. Basis of Presentation and Principles of Consolidation The accompanying consolidated financial statements of the Company have been prepared in accordance with Generally Accepted Accounting Principles (“US GAAP”) in the United States of America and the rules of the Securities and Exchange Commission (“SEC”). The consolidated financial statements herein have been prepared in accordance with US GAAP and include the accounts of INmune Bio, its wholly-owned UK subsidiary, and its wholly-owned Australia subsidiary (collectively, the “Company”). All significant intercompany accounts and transactions have been eliminated.

Going Concern

Going Concern	12 Months Ended
	Dec. 31, 2023
Going Concern [Abstract]
GOING CONCERN	NOTE 2 These consolidated financial statements have been prepared in accordance with generally accepted accounting principles applicable to a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has incurred significant losses and negative cash flows from operations since inception and expects to incur additional losses until such time that it can generate significant revenue from the commercialization of its product candidates. The Company had net losses of approximately $30.0 million and $27.3 million and negative cash flows from operating activities of approximately $12.0 million and $22.7 million for the years ended December 31, 2023 and 2022, respectively, and an accumulated deficit of approximately $121.0 million and $91.0 million as of December 31, 2023 and 2022, respectively. Given the Company’s projected operating requirements and its existing cash and cash equivalents, the Company is projecting insufficient liquidity to sustain its operations through one year following the date that the financial statements are issued. These conditions and events raise substantial doubt about the Company’s ability to continue as a going concern. In response to these conditions, management is currently evaluating different strategies to obtain the required funding of future operations. Financing strategies may include, but are not limited to, the public or private sale of equity, debt financings or funds from other capital sources, such as government funding, collaborations, strategic alliances, divestment of non-core assets, or licensing arrangements with third parties. There can be no assurances that the Company will be able to secure additional financing, or if available, that it will be sufficient to meet its needs or on favorable terms. Because management’s plans have not yet been finalized and are not within the Company’s control, the implementation of such plans cannot be considered probable. As a result, the Company has concluded that management’s plans do not alleviate substantial doubt about the Company’s ability to continue as a going concern. The consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from the outcome of this uncertainty.

Summary of Significant Accounti

Summary of Significant Accounting Policies	12 Months Ended
	Dec. 31, 2023
Summary of Significant Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 3 Use of Estimates Preparing financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses. Actual results and outcomes may differ from management’s estimates and assumptions. Fair Value of Financial Instruments The Company measures certain assets and liabilities in accordance with authoritative guidance which requires fair value measurements to be classified and disclosed in one of the following three categories: Level 1: Quoted prices (unadjusted) in active markets that are accessible at the measurement date for assets or liabilities. Level 2: Observable prices that are based on inputs not quoted on active markets but corroborated by market data. Level 3: Unobservable inputs are used when little or no market data is available. Assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurements. The Company reviews the fair value hierarchy classification on a quarterly basis. Changes in the ability to observe valuation inputs may result in a reclassification of levels for certain assets or liabilities within the fair value hierarchy. The Company did not have any transfers of assets and liabilities between the levels of the fair value measurement hierarchy during the years presented. The carrying amounts of financial instruments such as cash and cash equivalents, research and development tax credit receivable, other receivable, prepaid expenses, and accounts payable and accrued liabilities approximate the related fair values due to the short-term maturities of these instruments. Risks and Uncertainties The Company is subject to risks and uncertainties common to early-stage companies in the biotechnology industry, including, but not limited to, development by competitors of new technological innovations, protection of proprietary technology, dependence on key personnel, compliance with government regulations and the need to obtain additional financing to fund operations. Product candidates currently under development will require significant additional research and development efforts, including extensive preclinical studies, clinical trials and regulatory approval prior to commercialization. These efforts require significant amounts of additional resources, adequate personnel, infrastructure and extensive compliance and reporting. The Company’s product candidates are still in development and, to date, none of the Company’s product candidates have been approved for sale. There can be no assurance that the Company’s research and development will be successfully completed, that adequate protection for the Company’s intellectual property will be obtained or maintained, that any products developed will obtain necessary government regulatory approval or that any approved products will be commercially viable. Even if the Company’s product development efforts are successful, it is uncertain when, if ever, the Company will generate any revenue from any of its products. The Company operates in an environment of rapid change in technology and substantial competition from other pharmaceutical and biotechnology companies. The Company relies and expects to continue to rely on a small number of vendors to manufacture supplies and materials for its use in the clinical trial programs. These programs could be adversely affected by a significant interruption in these manufacturing services. Cash and Cash Equivalents The Company considers all highly liquid instruments purchased with an original maturity of three months or less to be cash equivalents. The Company holds cash in banks in excess of Federal Deposit Insurance Corporation insurance limits. However, the Company believes risk of loss is minimal as the cash is held by large, highly-rated financial institutions. Research and Development Tax Incentive Receivable The Company, through its wholly-owned subsidiary in Australia, participates in the Australian research and development tax incentive program, such that a percentage of our qualifying research and development expenditures are reimbursed by the Australian government, and such incentives are reflected as a reduction of research and development expense. The Australian research and development tax incentive is recognized when there is reasonable assurance that the incentive will be received, the relevant expenditure has been incurred and the amount of the consideration can be reliably measured. At each period end, management estimates the reimbursement available to the Company based on available information at the time. The Company, through its wholly-owned subsidiary in the United Kingdom, participates in the research and development program provided by the United Kingdom tax relief program, such that a percentage of our qualifying research and development expenditures are reimbursed by the United Kingdom government, and such incentives are reflected as a reduction of research and development expense. The United Kingdom research and development tax incentive is recognized when there is reasonable assurance that the incentive will be received, the relevant expenditure has been incurred and the amount of the consideration can be reliably measured. At each period end, management estimates the reimbursement available to the Company based on available information at the time. Intangible Assets The Company capitalizes costs incurred in connection with in-process research and development purchased from others if the asset has alternative uses and such uses are not restricted under applicable license agreements; patent applications (principally legal fees), patent purchases, and trademarks related to its cell line as intangible assets. Acquired in-process research and development costs that do not have alternative uses are expensed as incurred. When the assets are determined to have a finite life (upon completion of the development of the in-process research and development for its DN-TNF platform), the useful life will be determined, and the in-process research and development intangible assets will be amortized. During the fourth quarter and if business factors indicate more frequently, the Company performs an assessment of the qualitative factors affecting the fair value of our in-process research and development. If the qualitative assessment suggests that impairment is more likely than not, a quantitative analysis is performed. The quantitative analysis involves a comparison of the fair value of the in-process research and development with the carrying amount. If the carrying amount of the in-process research and development exceeds its fair value, an impairment loss is recognized in an amount equal to that excess. During the years ended December 31, 2023 and 2022, the Company performed a qualitative assessment of its in-process research and development and determined that there were no indicators of impairment. Basic and Diluted Loss per Share Basic loss per share is computed by dividing net loss available to common shareholders by the weighted average number of outstanding common shares during the period. Diluted loss per share gives effect to all dilutive potential common shares outstanding during the period. Dilutive loss per share excludes all potential common shares if their effect is anti-dilutive. For all periods presented, there is no difference in the number of shares used to calculate basic and diluted shares outstanding due to the Company’s net loss position. At December 31, 2023, the Company had 5,496,000 potentially issuable shares of common stock upon the exercise of stock options and 45,386 potentially issuable shares of common stock upon the exercise of warrants. At December 31, 2022, the Company had 4,841,417 potentially issuable shares of common stock upon the exercise of stock options and 74,074 potentially issuable shares of common stock upon the exercise of warrants. Revenue Recognition The Company recognizes revenue when the customer obtains control of promised goods or services, in an amount that reflects the consideration the Company expects to receive in exchange for those goods or services. The Company recognizes revenue following the five-step model prescribed under ASC Topic 606: (1) identify contract(s) with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to the performance obligations in the contract; and (5) recognize revenues when (or as) the Company satisfies the performance obligations. The Company records the expenses related to revenue in research and development expense, in the periods such expenses were incurred. The Company records deferred revenues when cash payments are received or due in advance of performance, including amounts which are refundable. The Company’s 2023 and 2022 revenue was from the sale of MSC’s to one customer and was recognized when the MSC’s were delivered to the customers. Stock-Based Compensation The Company utilizes the Black-Scholes option pricing model to estimate the fair value of stock option awards at the date of grant, which requires the input of highly subjective assumptions, including expected volatility and expected life. Changes in these inputs and assumptions can materially affect the measure of estimated fair value of our share-based compensation. These assumptions are subjective and generally require significant analysis and judgment to develop. When estimating fair value, some of the assumptions will be based on, or determined from, external data and other assumptions may be derived from our historical experience with stock-based payment arrangements. The appropriate weight to place on historical experience is a matter of judgment, based on relevant facts and circumstances. The Company accounts for forfeitures of stock options as they occur. Research and Development Research and development (“R&D”) costs are expensed as incurred. Research and development credits are recorded by the Company as a reduction of research and development costs. Major components of research and development costs include cash compensation, stock-based compensation, clinical trials and related clinical manufacturing, costs of drug development, costs of materials and supplies, facilities cost, overhead costs, costs of pre-clinical trials, regulatory and compliance costs, and fees paid to consultants and other entities that conduct certain research and development activities on the Company’s behalf. The Company recognizes grants as contra research and development expense in the consolidated statement of operations on a systematic basis over the periods in which the entity recognizes as expenses the related costs for which the grants are intended to compensate. Income Taxes The Company follows the liability method of accounting for income taxes. Under this method, deferred income tax assets and liabilities are recognized for the estimated tax consequences attributable to differences between the financial statement carrying values and their respective income tax basis (temporary differences). The effect on deferred income tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Foreign Currency Translation The Company’s financial statements are presented in the U.S. dollar (“$”), which is the Company’s reporting currency, while its functional currencies are the U.S. Dollar for its U.S. based operations, British Pound (“GBP”) for its United Kingdom-based operations and Australian Dollars (“AUD”) for its Australian-based operations. All assets and liabilities are translated at the exchange rate on the balance sheet date, stockholders’ equity is translated at historical rates and statement of operations items are translated at the weighted average exchange rate for the period. The resulting translation adjustments are reported under other comprehensive income. Gains and losses resulting from the translations of foreign currency transactions and balances are reflected in the statement of operations and comprehensive loss. Recent Accounting Pronouncements In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures Subsequent Events The Company has evaluated all transactions through the financial statement issuance date for subsequent disclosure consideration.

Research and Development Activi

Research and Development Activity	12 Months Ended
	Dec. 31, 2023
Research and Development Activity [Abstract]
RESEARCH AND DEVELOPMENT ACTIVITY	NOTE 4 According to UK tax law, the Company is allowed an R&D tax credit that reduces a company’s tax bill in the UK for expenses incurred in R&D subject to certain requirements. The Company’s UK subsidiary submits R&D tax credit requests annually for research and development expenses incurred. At December 31, 2023 and 2022, the Company had a research and development tax credit receivable of $0 and $2,690,000, respectively for R&D expenses incurred in the UK. During the years ended December 31, 2023 and 2022, the Company received $2,710,000 and $0 of R&D tax credit reimbursements, respectively from the UK. According to AUS tax law, the Company is allowed an R&D tax credit that reduces a company’s tax bill in AUS for expenses incurred in R&D subject to certain requirements. The Company’s Australian subsidiary submits R&D tax credit requests annually for research and development expenses incurred. At December 31, 2023 and 2022, the Company had a research and development tax credit receivable of $1,905,000 and $5,409,000, respectively, for R&D expenses incurred in Australia. During the years ended December 31, 2023 and 2022, the Company received $6,557,000 and $0 of R&D tax credit reimbursements, respectively from Australia. Xencor, Inc. License Agreement On October 3, 2017, the Company entered into a license agreement (“Xencor License Agreement”) with Xencor, Inc. (“Xencor”), which discovered and developed a proprietary biological molecule that inhibits soluble tumor necrosis factor. On June 10, 2021, the Company and Xencor entered into a First Amendment to License Agreement pursuant to which, among other things, Section 3.2 of the Xencor License Agreement was amended to change the due diligence milestones. Pursuant to the Xencor License Agreement, Xencor granted the Company an exclusive worldwide, royalty-bearing license in licensed patent rights, licensed know-how and licensed materials (as defined in the license agreement) to make, develop, use, sell and import any pharmaceutical product that comprises, contains, or incorporates Xencor’s proprietary protein known as “XPro” that inhibits soluble tumor necrosis factor (or all modifications, formulations and variants of the licensed protein that specifically bind soluble tumor necrosis factor) alone or in combination with one or more active ingredients, in any dosage or formulation (“Licensed Products”). The Company believes the protein has numerous medical applications. Such additional alternative applications of the technology are available under the Xencor License Agreement. The Company also agreed to pay Xencor a 5 % royalty on Net Sales of all Licensed Products in a given calendar year, which are payable on a country-by- country and licensed product by licensed product basis until the date that is the later of (a) the expiration of the last to expire valid claim covering such Licensed Product in such country or (b) ten years following the first sale to a third party of the licensed product in such country. INKmune License Agreement On October 29, 2015, the Company entered into an exclusive license agreement (the “INKmune License Agreement”) with Immune Ventures, LLC (“Immune Ventures”). Pursuant to the INKmune License Agreement, the Company was granted exclusive worldwide rights to the patents, including rights to incorporate any improvements or additions to the patents that may be developed in the future. In consideration for the patent rights, the Company agreed to the following milestone payments: (in thousands) Each Phase I initiation $ 25 Each Phase II initiation $ 250 Each Phase III initiation $ 350 Each NDA/EMA filing $ 1,000 Each NDA/EMA awarded $ 9,000 In addition, the Company agreed to pay the licensor a royalty of 1% of net sales during the life of each patent granted to the Company. The License is owned by Immune Ventures. RJ Tesi, the Company’s President and a member of our Board of Directors, David Moss, its Chief Financial Officer and Treasurer and Mark Lowdell, its Chief Scientific Officer, are the owners of Immune Ventures. No sales have occurred under this license. During December 2023, the Company initiated a Phase I trial with INKmune in patients with metastatic castration-resistant prostate cancer and has recorded a $25,000 payable to Immune Ventures as of December 31, 2023. The term of the agreement began on October 29, 2015 and ends on a country-by-country basis on the date of the expiration of the last to expire patent rights where patent rights exists, unless terminated earlier in accordance with the agreement. Upon the termination of the agreement, we shall have a fully paid up, perpetual, royalty-free license without further obligation to Immune Ventures. The agreement can be terminated by Immune Ventures if, after 60 days from the Company’s receipt of notice that the Company has not made a payment under the agreement, and the Company still does not make this payment. On July 20, 2018 and October 30, 2020, the parties amended the agreement under which the Company was required achieve milestones pursuant to the agreement. On April 17, 2023, the parties executed an additional amendment to the agreement under which the Company removed the due diligence requirements to achieve reasonable commercial efforts to bring INKmune to market. This removed all requirements of clinical trial timelines and the filing timelines of an NDA or equivalent. All other provisions in the INKmune License Agreement shall continue in full force and effect. University of Pittsburg License Agreement On October 3, 2017, the Company entered into an Assignment and Assumption Agreement with Immune Ventures related to intellectual property licensed from the University of Pittsburgh. Pursuant to the Assignment and Assumption Agreement (“Assignment Agreement”), Immune Ventures assigned all of its rights, obligations and liabilities under an Exclusive License Agreement between the University of Pittsburgh – Of the Commonwealth System of Higher Education (“Licensor”) and Immune Ventures to INmune Bio (“Licensee”), (the “PITT Agreement”). Consideration under the PITT Agreement includes: (i) annual maintenance fees, (ii) royalty payments based on the sale of products making use of the licensed technology, and (iii) milestone payments. Annual maintenance fees under the PITT Agreement include: $10,000 due on June 26 of each year 2023-2024; and $25,000 due on June 26 of each year 2025 and annually thereafter until first commercial sale. The Company had no amounts owed pursuant to the PITT Agreement as of December 31, 2023. Upon first commercial sale of a product making use of the licensed technology under the PITT Agreement, the Licensee is required to pay royalties equal to 2.5% of Net Sales each calendar quarter. As of December 31, 2023, there have been no commercial sales of product making use of the licensed technology under the PITT Agreement. Moreover, under the PITT Agreement the Licensee is required to make milestone payments as follows: (in thousands) Each Phase I initiation $ 50 Each Phase III initiation $ 500 First commercial sale of product making use of licensed technology $ 1,250 The PITT Agreement expires upon the earlier of: (i) expiration of the last claim of the Patent Rights forming the subject matter of the PITT Agreement; or (ii) the date that is 20 years from the effective date of the agreement (June 26, 2037). The Licensee may terminate the PITT Agreement upon 3 months prior written notice provided all payments under the license are current. The Licensor may terminate the PITT Agreement upon written notice if: (i) Licensee defaults as to performance of material obligations which have not been cured within 60 days after receiving written notice; or (ii) Licensee ceases to carry out its business, becomes bankrupt or insolvent, applies for or consents to the appointment of a trustee, receiver or liquidator of its assets or seeks relief under any law for the aid of debtors.

Fair Value Measurements

Fair Value Measurements	12 Months Ended
	Dec. 31, 2023
Fair Value Measurements [Abstract]
FAIR VALUE MEASUREMENTS	NOTE 5 The following table presents the hierarchy for assets and liabilities measured at fair value on a recurring basis: (in thousands) Total Quoted Significant Significant December 31, 2023: Cash equivalents Money market fund $ 35,162 $ 35,162 $ - $ - Total cash equivalents $ 35,162 $ 35,162 $ - $ - (in thousands) Total Quoted Significant Significant December 31, 2022: Cash equivalents Money market fund $ 51,058 $ 51,058 $ - $ - Total cash equivalents $ 51,058 $ 51,058 $ - $ -

Lease

Lease	12 Months Ended
	Dec. 31, 2023
Leases [Abstract]
LEASE	NOTE 6 In September 2021, the Company signed a lease with a third party for office space in Boca Raton, Florida. The lease agreement has a 64-month term and commenced during the fourth quarter of 2021. Below is a summary of the Company’s right-of-use assets and liabilities: (in thousands, except years and rate) December 31, December 31, Right-of-use asset $ 414 $ 507 Operating lease, current liability 119 87 Long-term operating lease liability 397 526 Total lease liability $ 516 $ 613 Weighted-average remaining lease term 3.3 years 4.3 years Weighted-average discount rate 12.0 % 12.0 %

Related Party Transactions

Related Party Transactions	12 Months Ended
	Dec. 31, 2023
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTIONS	NOTE 7 UCL During the years ended December 31, 2023 and 2022, the Company paid UCL $573,000 and $586,000, respectively, for medical research performed on behalf of the Company. UCL is a wholly owned subsidiary of the University of London. The Company’s Chief Scientific and Manufacturing Officer is a professor at the University of London. CTI During 2022, the Company paid CTI $153,000 pursuant to its former sublease agreement with CTI and $5,000 for research and development performed on behalf of the Company. The Company had no transactions with CTI in 2023. AmplifyBio During the years ended December 31, 2023 and 2022, the Company paid AmplifyBio $77,000 and $230,000, respectively, to perform certain research and development on behalf of the Company. The CEO of AmplifyBio is on the Board of Directors of the Company.

Debt

Debt	12 Months Ended
	Dec. 31, 2023
Debt [Abstract]
DEBT	NOTE 8 On June 10, 2021, the Company entered into a Loan and Security Agreement (the “Term Loan”) with Silicon Valley Bank and SVB Innovation Credit Fund VIII, L.P., together (the “Lenders”). The Term Loan provides for a $15.0 million term loan, of which the Company borrowed the entire amount on June 10, 2021 and is secured by the Company’s assets. The Term Loan also provides for the Company to request an additional $5.0 million term loan from the Lenders, which may be granted or denied at the sole discretion of the Lenders. The term loan and debt discount are as follows as of December 31, 2023: (in thousands) Current portion of debt $ 10,000 Less: debt discount (79 ) Current portion of debt, net $ 9,921 For the years ended December 31, 2023 and 2022, the Company recognized interest expense of $2,278,000 and $2,014,000, respectively, related to the Term Loan. The Term Loan provides for an annual interest rate equal to the greater of (i) the prime rate then in effect as reported in The Wall Street Journal plus 4.50% and (ii) 7.75%. At December 31, 2023, the interest rate was 13.0%. The Term Loan includes a final payment fee equal to 6.5% of the original principal amount borrowed payable on the earlier of the repayment of the loan in full and the maturity date. The Company has the option to prepay the outstanding balance of the term loan in full, subject to a prepayment premium of 1% of the original principal amount borrowed for any prepayment before the maturity date. Upon the occurrence of certain events, including but not limited to the Company’s failure to satisfy its payment obligations under the Term Loan, the breach of certain of its other covenants under the Term Loan, or the occurrence of a material adverse change, the Lenders will have the right, among other remedies, to declare all principal and interest immediately due and payable, and will have the right to receive the final payment fee and, if the payment of principal and interest is due prior to maturity, the applicable prepayment fee.

Stockholders' Equity

Stockholders' Equity	12 Months Ended
	Dec. 31, 2023
Stockholders' Equity [Abstract]
STOCKHOLDERS’ EQUITY	NOTE 9 Common Stock – At the Market Offering During March 2021, the Company entered into a sales agreement (“Sales Agreement”) with BTIG, LLC (“BTIG”), as sales agent, to establish an At-The-Market (“ATM”) offering program of up to $45 million of common stock, subject to certain limitations on the amount of common stock that may be offered and sold by the Company set forth in the sales agreement. During August 2023, the Company and BTIG entered into Amendment No. 1 to the Sales Agreement. The Company is required to pay BTIG a commission of 3% of the gross proceeds from the sale of shares. During July 2023, the Company sold 75,697 shares of its common stock at an average price of $10.56 per share under the ATM program. The aggregate net proceeds were approximately $775,000 after offering expenses. These shares were inadvertently sold under a registration statement filed with the SEC that had in fact expired prior to the time the shares were sold. Consequently, the Company may be subject to claims for rescission by purchasers who purchased shares of common stock under the ATM program. Under Section 12(a)(1) of the Securities Act, a purchaser of security in a transaction made in violation of Section 5 of the Securities Act may obtain recovery of the consideration paid in connection with its purchase, plus statutory interest, or, if it had already sold the shares, recover damages resulting from its purchase. While the Company believes, it is unlikely that a successful claim will be asserted against the Company by any purchasers who purchased shares of common stock under the ATM Agreement in July 2023, the Company cannot guarantee that no such legal claims will be asserted against the Company by any purchasers. In addition, the Company could become subject to enforcement actions and/or penalties and fines by federal authorities, and the Company is unable to predict the likelihood of any such enforcement actions being brought, or the amount of any such potential penalties or fines. As of December 31, 2023, there have been no claims or demands to exercise such rights. As a result of these potential rescission rights, the Company reclassified 75,697 shares, with an aggregate purchase price of $799,000 of its common stock as temporary equity presented outside stockholders’ equity. The reclassification of these shares shall remain for a period of one year from transaction date. These shares have been treated as issued and outstanding for financial reporting purposes. At December 31, 2023, the Company has $28.7 million of common stock available under the ATM program. Common Stock – Issuance to Directors and Officers During the year ended December 31, 2022, directors and officers of the Company purchased 82,900 shares of the Company’s common stock from the Company at $8.43 per share (which was the closing price of the Company’s common stock on March 22, 2022) for gross proceeds of $699,000. Stock options On June 1, 2023, the Company’s shareholders approved an amendment to the 2021 Incentive Stock Plan (“2021 Amended and Restated Incentive Stock Plan”) to increase the shares of the Company’s common stock available for issuance thereunder to 4,000,000 shares. During 2023, the Company granted certain employees and directors options to purchase 665,000 shares of its common stock pursuant to the 2017 and 2019 Incentive Stock Plans and 2021 Amended and Restated Incentive Stock Plan. The stock options had a fair value of approximately $4.9 million that was calculated using the Black-Scholes option-pricing model. Variables used in the Black-Scholes option-pricing model include: (1) discount rate of 3.84% – 3.99% based on the applicable US Treasury bill rate (2) expected life of 6.0 – 6.25 years, (3) expected volatility of approximately 91% based on the trading history of similar companies, and (4) zero expected dividends. During 2022, the Company granted certain employees and directors options to purchase 819,000 shares of its common stock pursuant to the 2021 Incentive Stock Plan. The stock options had a fair value of approximately $5.5 million that was calculated using the Black-Scholes option-pricing model. Variables used in the Black-Scholes option-pricing model include: (1) discount rate of 1.60% - 3.06% based on the applicable US Treasury bill rate (2) expected life of 6.0 – 10.0 At December 31, 2023, the Company had 1,952,525 shares reserved for issuance pursuant to the 2021 Amended and Restated Incentive Stock Plan. The following table summarizes stock option activity: (in thousands, except share and per share amounts) Number of Weighted- Weighted- Aggregate Outstanding at December 31, 2021 4,097,000 $ 8.67 7.21 - Options granted 819,000 $ 8.01 10.0 - Options exercised - $ - - - Options cancelled (74,583 ) $ 11.68 - - Outstanding at December 31, 2022 4,841,417 $ 8.60 6.28 - Options granted 665,000 $ 9.69 10.0 - Options cancelled (10,417 ) $ 12.44 - - Outstanding at December 31, 2023 5,496,000 $ 8.73 6.18 $ 21,509 Exercisable at December 31, 2023 4,319,605 $ 8.16 5.67 $ 19,354 During the years ended December 31, 2023 and 2022, the Company recognized stock-based compensation expense of $7,368,000 and $7,149,000, respectively, related to stock options. As of December 31, 2023, there was $8,592,000 of total unrecognized compensation cost related to non-vested stock options which is expected to be recognized over a weighted-average period of 2.05 years. Warrants The Company issued warrants to the Company’s lenders upon obtaining its loan in June 2021. The warrants have a 10-year term and an exercise price of $14.05. At December 31, 2023 and 2022, respectively, 45,386 of these warrants are outstanding and the intrinsic value of these warrants is $0. During the year ended December 31, 2023, a third party exercised 28,688 warrants on a cashless basis in exchange for 4,781 shares of common stock. During the year ended December 31, 2022, a third party exercised 19,792 warrants in exchange for 19,792 shares of common stock for cash proceeds of approximately $30,000. Stock-based Compensation by Class of Expense The following summarizes the components of stock-based compensation expense in the consolidated statements of operations for the years ended December 31, 2023 and 2022, respectively: Year Ended Year Ended Research and development $ 2,743,000 $ 2,645,000 General and administrative 4,625,000 4,504,000 Total $ 7,368,000 $ 7,149,000 Shareholder Rights Agreement On December 30, 2020, the Board of Directors (the “Board”) of the Company approved and adopted a Rights Agreement, dated as of December 30, 2020, by and between the Company and VStock Transfer, LLC, as rights agent, pursuant to which the Board declared a dividend of one preferred share purchase right (each, a “Right”) for each outstanding share of the Company’s common stock held by stockholders as of the close of business on January 11, 2021. When exercisable, each right initially would represent the right to purchase from the Company one one-thousandth of a share of a newly designated series of preferred stock, Series A Junior Participating Preferred Stock, par value $0.001 per share, of the Company, at an exercise price of $300.00 per one one-thousandth of a Series A Junior Participating Preferred Share, subject to adjustment. Subject to various exceptions, the Rights become exercisable in the event any person (excluding certain exempted or grandfathered persons) becomes the beneficial owner of twenty percent or more of the Company’s common stock without the approval of the Board. The Rights Agreement was amended in 2021, 2022 and 2023 to extend the expiration date and shall expire on December 30, 2024. Preferred Stock In 2020, the Company designated 45,000 shares of its preferred stock with par value of $0.001 per share as Series A Junior Participating Preferred Stock. The remaining 9,955,000 shares of preferred stock with par value of $0.001 remain undesignated. None of the preferred shares were issued and outstanding at December 31, 2023 and 2022.

Income Taxes

Income Taxes	12 Months Ended
	Dec. 31, 2023
Income Tax Disclosure [Abstract]
INCOME TAXES	NOTE 10 The provision for income taxes consists of the following components: December 31, December 31, Current expense (benefit) $ - $ - Federal - - State - - Foreign - - Current income tax expense - - Deferred expense (benefit) - - Federal - - State - - Foreign - - Deferred income tax - - Net deferred taxes $ - $ - A reconciliation of income tax benefit computed using the federal statutory income tax rate to the Company’s tax expense is as follows: (in thousands, except percentage) December 31, December 31, Federal tax benefit at statutory rate (21%) $ (6,302 ) $ (5,733 ) Stock-based compensation 1,143 1,049 State income tax benefit, net of federal tax effect (222 ) (269 ) Foreign tax differential (241 ) (237 ) Research credits 266 18 Other 3 3 Return to provision adjustment 335 (1,774 ) Change in valuation allowance 5,018 6,943 Income tax benefit $ - $ - The principal components of deferred tax assets and liabilities consist of the following at December 31, 2023 and 2022, respectively: (in thousands) December 31, December 31, Deferred tax assets Stock-based compensation $ 2,208 $ 1,386 Research and development 2,900 1,114 Federal NOL carryforwards 6,849 5,441 State NOL carryforwards 1,685 1,487 Foreign NOL carryforwards 5,965 4,307 Total deferred tax assets 19,607 13,735 Less valuation allowance (19,607 ) (13,735 ) Net deferred tax assets $ - $ - At December 31, 2023, the Company had a federal net operating loss carryforward of approximately $32.6 million. The net operating loss carryforwards for 2017 will begin to expire in the year ending December 31, 2037. The net operating loss carryforwards starting in 2018 have no expiration. The Company’s gross deferred tax assets of $19.6 million and $13.7 million at December 31, 2023 and 2022, respectively, primarily consist of net operating loss carryforwards for income tax purposes. A valuation allowance is required to be recorded when it is not more likely than not that some portion or all of the net deferred tax assets will be realized. Since the Company cannot be assured of generating taxable income and thereby realizing the net deferred tax assets, a full valuation allowance has been recorded. The change in the valuation allowance was $5,872,000 during the year ended December 31, 2023. The Company recognizes uncertain tax positions in accordance with ASC 740 on the basis of evaluating whether it is more likely than not that the tax positions will be sustained upon examination by tax authorities. For those tax positions that meet the more-likely-than not recognition threshold, we recognize the largest amount of tax benefit that is more than 50 percent likely to be realized upon ultimate settlement. As of December 31, 2023, and 2022, the Company has no significant uncertain tax positions. There are no unrecognized tax benefits included on the balance sheet that would, if recognized, impact the effective tax rate. The Company does not anticipate there will be a significant change in unrecognized tax benefits within the next 12 months.

Collaborative Agreements

Collaborative Agreements	12 Months Ended
	Dec. 31, 2023
Collaborative Agreements [Abstract]
COLLABORATIVE AGREEMENTS	NOTE 11 During September 2020, the Company was awarded a grant of up to $2.9 million from the National Institutes of Health (“NIH”). The grant will support a Phase 2 study of XPro in patients with treatment resistant depression. As of December 31, 2023, the Company has not received any proceeds pursuant to this grant.

Commitments and Contingencies

Commitments and Contingencies	12 Months Ended
	Dec. 31, 2023
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	NOTE 12 Lease During September 2021, the Company signed a lease agreement with a third party for office space in Boca Raton, Florida. The operating lease has a 64-month term and commenced during the fourth quarter of 2021. Future minimum payments pursuant to the leases are as follows: (in thousands, except years) 2024 $ 186 2025 193 2026 198 2027 51 Total lease payments 628 Less: imputed interest (112 ) Present value of future lease payments 516 Less: operating lease, current liabilities (119 ) Long-term operating lease liabilities $ 397 During the years ended December 31, 2023 and 2022, the Company recognized $163,000 and $209,000, respectively, in operating lease expense, which is included in general and administrative expenses in the Company’s consolidated statement of operations. Litigation The Company is subject to claims and suits that arise from time to time in the ordinary course of our business. Although management currently believes that resolving claims against the Company, individually or in aggregate, will not have a material adverse impact in the Company’s consolidated financial statements, these matters are subject to inherent uncertainties and management’s view of these matters may change in the future.

Pay vs Performance Disclosure

Pay vs Performance Disclosure - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Pay vs Performance Disclosure
Net Income (Loss)	$ (30,008)	$ (27,299)

Insider Trading Arrangements

Insider Trading Arrangements	3 Months Ended
	Dec. 31, 2023
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Accounting Policies, by Policy

Accounting Policies, by Policy (Policies)	12 Months Ended
	Dec. 31, 2023
Summary of Significant Accounting Policies [Abstract]
Use of Estimates	Use of Estimates Preparing financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses. Actual results and outcomes may differ from management’s estimates and assumptions.
Fair Value of Financial Instruments	Fair Value of Financial Instruments The Company measures certain assets and liabilities in accordance with authoritative guidance which requires fair value measurements to be classified and disclosed in one of the following three categories: Level 1: Quoted prices (unadjusted) in active markets that are accessible at the measurement date for assets or liabilities. Level 2: Observable prices that are based on inputs not quoted on active markets but corroborated by market data. Level 3: Unobservable inputs are used when little or no market data is available. Assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurements. The Company reviews the fair value hierarchy classification on a quarterly basis. Changes in the ability to observe valuation inputs may result in a reclassification of levels for certain assets or liabilities within the fair value hierarchy. The Company did not have any transfers of assets and liabilities between the levels of the fair value measurement hierarchy during the years presented. The carrying amounts of financial instruments such as cash and cash equivalents, research and development tax credit receivable, other receivable, prepaid expenses, and accounts payable and accrued liabilities approximate the related fair values due to the short-term maturities of these instruments.
Risks and Uncertainties	Risks and Uncertainties The Company is subject to risks and uncertainties common to early-stage companies in the biotechnology industry, including, but not limited to, development by competitors of new technological innovations, protection of proprietary technology, dependence on key personnel, compliance with government regulations and the need to obtain additional financing to fund operations. Product candidates currently under development will require significant additional research and development efforts, including extensive preclinical studies, clinical trials and regulatory approval prior to commercialization. These efforts require significant amounts of additional resources, adequate personnel, infrastructure and extensive compliance and reporting. The Company’s product candidates are still in development and, to date, none of the Company’s product candidates have been approved for sale. There can be no assurance that the Company’s research and development will be successfully completed, that adequate protection for the Company’s intellectual property will be obtained or maintained, that any products developed will obtain necessary government regulatory approval or that any approved products will be commercially viable. Even if the Company’s product development efforts are successful, it is uncertain when, if ever, the Company will generate any revenue from any of its products. The Company operates in an environment of rapid change in technology and substantial competition from other pharmaceutical and biotechnology companies. The Company relies and expects to continue to rely on a small number of vendors to manufacture supplies and materials for its use in the clinical trial programs. These programs could be adversely affected by a significant interruption in these manufacturing services.
Cash and Cash Equivalents	Cash and Cash Equivalents The Company considers all highly liquid instruments purchased with an original maturity of three months or less to be cash equivalents. The Company holds cash in banks in excess of Federal Deposit Insurance Corporation insurance limits. However, the Company believes risk of loss is minimal as the cash is held by large, highly-rated financial institutions.
Research and Development Tax Incentive Receivable	Research and Development Tax Incentive Receivable The Company, through its wholly-owned subsidiary in Australia, participates in the Australian research and development tax incentive program, such that a percentage of our qualifying research and development expenditures are reimbursed by the Australian government, and such incentives are reflected as a reduction of research and development expense. The Australian research and development tax incentive is recognized when there is reasonable assurance that the incentive will be received, the relevant expenditure has been incurred and the amount of the consideration can be reliably measured. At each period end, management estimates the reimbursement available to the Company based on available information at the time. The Company, through its wholly-owned subsidiary in the United Kingdom, participates in the research and development program provided by the United Kingdom tax relief program, such that a percentage of our qualifying research and development expenditures are reimbursed by the United Kingdom government, and such incentives are reflected as a reduction of research and development expense. The United Kingdom research and development tax incentive is recognized when there is reasonable assurance that the incentive will be received, the relevant expenditure has been incurred and the amount of the consideration can be reliably measured. At each period end, management estimates the reimbursement available to the Company based on available information at the time.
Intangible Assets	Intangible Assets The Company capitalizes costs incurred in connection with in-process research and development purchased from others if the asset has alternative uses and such uses are not restricted under applicable license agreements; patent applications (principally legal fees), patent purchases, and trademarks related to its cell line as intangible assets. Acquired in-process research and development costs that do not have alternative uses are expensed as incurred. When the assets are determined to have a finite life (upon completion of the development of the in-process research and development for its DN-TNF platform), the useful life will be determined, and the in-process research and development intangible assets will be amortized. During the fourth quarter and if business factors indicate more frequently, the Company performs an assessment of the qualitative factors affecting the fair value of our in-process research and development. If the qualitative assessment suggests that impairment is more likely than not, a quantitative analysis is performed. The quantitative analysis involves a comparison of the fair value of the in-process research and development with the carrying amount. If the carrying amount of the in-process research and development exceeds its fair value, an impairment loss is recognized in an amount equal to that excess. During the years ended December 31, 2023 and 2022, the Company performed a qualitative assessment of its in-process research and development and determined that there were no indicators of impairment.
Basic and Diluted Loss per Share	Basic and Diluted Loss per Share Basic loss per share is computed by dividing net loss available to common shareholders by the weighted average number of outstanding common shares during the period. Diluted loss per share gives effect to all dilutive potential common shares outstanding during the period. Dilutive loss per share excludes all potential common shares if their effect is anti-dilutive. For all periods presented, there is no difference in the number of shares used to calculate basic and diluted shares outstanding due to the Company’s net loss position. At December 31, 2023, the Company had 5,496,000 potentially issuable shares of common stock upon the exercise of stock options and 45,386 potentially issuable shares of common stock upon the exercise of warrants. At December 31, 2022, the Company had 4,841,417 potentially issuable shares of common stock upon the exercise of stock options and 74,074 potentially issuable shares of common stock upon the exercise of warrants.
Revenue Recognition	Revenue Recognition The Company recognizes revenue when the customer obtains control of promised goods or services, in an amount that reflects the consideration the Company expects to receive in exchange for those goods or services. The Company recognizes revenue following the five-step model prescribed under ASC Topic 606: (1) identify contract(s) with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to the performance obligations in the contract; and (5) recognize revenues when (or as) the Company satisfies the performance obligations. The Company records the expenses related to revenue in research and development expense, in the periods such expenses were incurred. The Company records deferred revenues when cash payments are received or due in advance of performance, including amounts which are refundable. The Company’s 2023 and 2022 revenue was from the sale of MSC’s to one customer and was recognized when the MSC’s were delivered to the customers.
Stock-Based Compensation	Stock-Based Compensation The Company utilizes the Black-Scholes option pricing model to estimate the fair value of stock option awards at the date of grant, which requires the input of highly subjective assumptions, including expected volatility and expected life. Changes in these inputs and assumptions can materially affect the measure of estimated fair value of our share-based compensation. These assumptions are subjective and generally require significant analysis and judgment to develop. When estimating fair value, some of the assumptions will be based on, or determined from, external data and other assumptions may be derived from our historical experience with stock-based payment arrangements. The appropriate weight to place on historical experience is a matter of judgment, based on relevant facts and circumstances. The Company accounts for forfeitures of stock options as they occur.
Research and Development	Research and Development Research and development (“R&D”) costs are expensed as incurred. Research and development credits are recorded by the Company as a reduction of research and development costs. Major components of research and development costs include cash compensation, stock-based compensation, clinical trials and related clinical manufacturing, costs of drug development, costs of materials and supplies, facilities cost, overhead costs, costs of pre-clinical trials, regulatory and compliance costs, and fees paid to consultants and other entities that conduct certain research and development activities on the Company’s behalf. The Company recognizes grants as contra research and development expense in the consolidated statement of operations on a systematic basis over the periods in which the entity recognizes as expenses the related costs for which the grants are intended to compensate.
Income Taxes	Income Taxes The Company follows the liability method of accounting for income taxes. Under this method, deferred income tax assets and liabilities are recognized for the estimated tax consequences attributable to differences between the financial statement carrying values and their respective income tax basis (temporary differences). The effect on deferred income tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.
Foreign Currency Translation	Foreign Currency Translation The Company’s financial statements are presented in the U.S. dollar (“$”), which is the Company’s reporting currency, while its functional currencies are the U.S. Dollar for its U.S. based operations, British Pound (“GBP”) for its United Kingdom-based operations and Australian Dollars (“AUD”) for its Australian-based operations. All assets and liabilities are translated at the exchange rate on the balance sheet date, stockholders’ equity is translated at historical rates and statement of operations items are translated at the weighted average exchange rate for the period. The resulting translation adjustments are reported under other comprehensive income. Gains and losses resulting from the translations of foreign currency transactions and balances are reflected in the statement of operations and comprehensive loss.
Recently Adopted Accounting Pronouncements	Recent Accounting Pronouncements In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures
Subsequent Events	Subsequent Events The Company has evaluated all transactions through the financial statement issuance date for subsequent disclosure consideration.

Research and Development Acti_2

Research and Development Activity (Tables)	12 Months Ended
	Dec. 31, 2023
Research and Development Activity [Abstract]
Schedule of Milestone Payments in Consideration for the Patent Rights	In consideration for the patent rights, the Company agreed to the following milestone payments: (in thousands) Each Phase I initiation $ 25 Each Phase II initiation $ 250 Each Phase III initiation $ 350 Each NDA/EMA filing $ 1,000 Each NDA/EMA awarded $ 9,000
Schedule of Licensee is Required to make Milestone Payments	Moreover, under the PITT Agreement the Licensee is required to make milestone payments as follows: (in thousands) Each Phase I initiation $ 50 Each Phase III initiation $ 500 First commercial sale of product making use of licensed technology $ 1,250

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	12 Months Ended
	Dec. 31, 2023
Fair Value Measurements [Abstract]
Schedule of Hierarchy for Assets and Liabilities Measured at Fair Value	The following table presents the hierarchy for assets and liabilities measured at fair value on a recurring basis: (in thousands) Total Quoted Significant Significant December 31, 2023: Cash equivalents Money market fund $ 35,162 $ 35,162 $ - $ - Total cash equivalents $ 35,162 $ 35,162 $ - $ - (in thousands) Total Quoted Significant Significant December 31, 2022: Cash equivalents Money market fund $ 51,058 $ 51,058 $ - $ - Total cash equivalents $ 51,058 $ 51,058 $ - $ -

Lease (Tables)

Lease (Tables)	12 Months Ended
	Dec. 31, 2023
Leases [Abstract]
Schedule of Right-of-Use Assets and Liabilities	Below is a summary of the Company’s right-of-use assets and liabilities: (in thousands, except years and rate) December 31, December 31, Right-of-use asset $ 414 $ 507 Operating lease, current liability 119 87 Long-term operating lease liability 397 526 Total lease liability $ 516 $ 613 Weighted-average remaining lease term 3.3 years 4.3 years Weighted-average discount rate 12.0 % 12.0 %

Debt (Tables)

Debt (Tables)	12 Months Ended
	Dec. 31, 2023
Debt [Abstract]
Schedule of Term Loan and Debt Discount	The term loan and debt discount are as follows as of December 31, 2023: (in thousands) Current portion of debt $ 10,000 Less: debt discount (79 ) Current portion of debt, net $ 9,921

Stockholders' Equity (Tables)

Stockholders' Equity (Tables)	12 Months Ended
	Dec. 31, 2023
Stockholders' Equity [Abstract]
Schedule of Stock Option Activity	The following table summarizes stock option activity: (in thousands, except share and per share amounts) Number of Weighted- Weighted- Aggregate Outstanding at December 31, 2021 4,097,000 $ 8.67 7.21 - Options granted 819,000 $ 8.01 10.0 - Options exercised - $ - - - Options cancelled (74,583 ) $ 11.68 - - Outstanding at December 31, 2022 4,841,417 $ 8.60 6.28 - Options granted 665,000 $ 9.69 10.0 - Options cancelled (10,417 ) $ 12.44 - - Outstanding at December 31, 2023 5,496,000 $ 8.73 6.18 $ 21,509 Exercisable at December 31, 2023 4,319,605 $ 8.16 5.67 $ 19,354
Schedule of Stock-Based Compensation Expense	The following summarizes the components of stock-based compensation expense in the consolidated statements of operations for the years ended December 31, 2023 and 2022, respectively: Year Ended Year Ended Research and development $ 2,743,000 $ 2,645,000 General and administrative 4,625,000 4,504,000 Total $ 7,368,000 $ 7,149,000

Income Taxes (Tables)

Income Taxes (Tables)	12 Months Ended
	Dec. 31, 2023
Income Tax Disclosure [Abstract]
Schedule of Provision for Income Taxes	The provision for income taxes consists of the following components December 31, December 31, Current expense (benefit) $ - $ - Federal - - State - - Foreign - - Current income tax expense - - Deferred expense (benefit) - - Federal - - State - - Foreign - - Deferred income tax - - Net deferred taxes $ - $ -
Schedule of Reconciliation of Income Tax Benefit Computed Using the Federal Statutory Income Tax Rate to the Company’s Tax Expense	A reconciliation of income tax benefit computed using the federal statutory income tax rate to the Company’s tax expense is as follows: (in thousands, except percentage) December 31, December 31, Federal tax benefit at statutory rate (21%) $ (6,302 ) $ (5,733 ) Stock-based compensation 1,143 1,049 State income tax benefit, net of federal tax effect (222 ) (269 ) Foreign tax differential (241 ) (237 ) Research credits 266 18 Other 3 3 Return to provision adjustment 335 (1,774 ) Change in valuation allowance 5,018 6,943 Income tax benefit $ - $ -
Schedule of Principal Components of Deferred Tax Assets And Liabilities	The principal components of deferred tax assets and liabilities consist of the following at December 31, 2023 and 2022, respectively: (in thousands) December 31, December 31, Deferred tax assets Stock-based compensation $ 2,208 $ 1,386 Research and development 2,900 1,114 Federal NOL carryforwards 6,849 5,441 State NOL carryforwards 1,685 1,487 Foreign NOL carryforwards 5,965 4,307 Total deferred tax assets 19,607 13,735 Less valuation allowance (19,607 ) (13,735 ) Net deferred tax assets $ - $ -

Commitments and Contingencies (

Commitments and Contingencies (Tables)	12 Months Ended
	Dec. 31, 2023
Commitments and Contingencies Disclosure [Abstract]
Schedule of Future Minimum Payments to Leases	Future minimum payments pursuant to the leases (in thousands, except years) 2024 $ 186 2025 193 2026 198 2027 51 Total lease payments 628 Less: imputed interest (112 ) Present value of future lease payments 516 Less: operating lease, current liabilities (119 ) Long-term operating lease liabilities $ 397

Going Concern (Details)

Going Concern (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Going Concern [Abstract]
Operating activities negative cash flows	$ 30,000	$ 27,300
Cash, cash equivalents	12,000	22,700
Accumulated deficit	$ (121,022)	$ (91,014)

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Details) - shares	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Summary of Significant Accounting Policies [Line Items]
Exercise of stock options	5,496,000	4,841,417	4,097,000
Equity Option [Member]
Summary of Significant Accounting Policies [Line Items]
Exercise of stock options	5,496,000	4,841,417
Warrant [Member]
Summary of Significant Accounting Policies [Line Items]
Exercise of stock options	45,386	74,074

Research and Development Acti_3

Research and Development Activity (Details) - USD ($)	1 Months Ended			12 Months Ended
	Jun. 26, 2025	Jun. 26, 2024	Jun. 26, 2023	Dec. 31, 2023	Dec. 31, 2022
Research and Development Activity [Line Items]
Net sales percentage				5%
Payable amount				$ 25,000
Annual maintenance fees			$ 10,000
Immune Ventures [Member]
Research and Development Activity [Line Items]
Percentage of licensor royalty patent grant				1%
UK [Member]
Research and Development Activity [Line Items]
Research and development tax credit receivable				$ 0	$ 2,690,000
UK [Member] | Research and Development Expense [Member]
Research and Development Activity [Line Items]
Reimbursements of research and development tax credit				2,710,000	0
Australia [Member]
Research and Development Activity [Line Items]
Research and development tax credit receivable				1,905,000	5,409,000
Australia [Member] | Research and Development Expense [Member]
Research and Development Activity [Line Items]
Reimbursements of research and development tax credit				$ 6,557,000	$ 0
University of Pittsburg License Agreement [Member]
Research and Development Activity [Line Items]
Percentage of net sales to pay royalties				2.50%
Agreement expiry period, description				The PITT Agreement expires upon the earlier of: (i) expiration of the last claim of the Patent Rights forming the subject matter of the PITT Agreement; or (ii) the date that is 20 years from the effective date of the agreement (June 26, 2037).
Forecast [Member]
Research and Development Activity [Line Items]
Annual maintenance fees	$ 25,000	$ 10,000

Research and Development Acti_4

Research and Development Activity (Details) - Schedule of Milestone Payments in Consideration for the Patent Rights $ in Thousands	12 Months Ended
	Dec. 31, 2023 USD ($)
Each Phase I initiation [Member]
Revenue Recognition, Milestone Method [Line Items]
Payment method of milestone payments	$ 25
Each Phase II initiation [Member]
Revenue Recognition, Milestone Method [Line Items]
Payment method of milestone payments	250
Each Phase III initiation [Member]
Revenue Recognition, Milestone Method [Line Items]
Payment method of milestone payments	350
Each NDA/EMA filing [Member]
Revenue Recognition, Milestone Method [Line Items]
Payment method of milestone payments	1,000
Each NDA/EMA awarded [Member]
Revenue Recognition, Milestone Method [Line Items]
Payment method of milestone payments	$ 9,000

Research and Development Acti_5

Research and Development Activity (Details) - Schedule of Licensee is Required to make Milestone Payments $ in Thousands	12 Months Ended
	Dec. 31, 2023 USD ($)
Each Phase I initiation [Member]
Research and Development Activity (Details) - Schedule of Licensee is Required to make Milestone Payments [Line Items]
Payment method of milestone payments	$ 50
Each Phase III initiation [Member]
Research and Development Activity (Details) - Schedule of Licensee is Required to make Milestone Payments [Line Items]
Payment method of milestone payments	500
First commercial sale of product making use of licensed technology [Member]
Research and Development Activity (Details) - Schedule of Licensee is Required to make Milestone Payments [Line Items]
Payment method of milestone payments	$ 1,250

Fair Value Measurements (Detail

Fair Value Measurements (Details) - Schedule of Hierarchy for Assets and Liabilities Measured at Fair Value - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Cash equivalents
Money market funds	$ 35,162	$ 51,058
Total cash equivalents	35,162	51,058
Quoted Price in Active Market (Level 1) [Member] | Fair Value, Recurring [Member]
Cash equivalents
Money market funds	35,162	51,058
Total cash equivalents	35,162	51,058
Significant Other Observable Inputs (Level 2) [Member] | Fair Value, Recurring [Member]
Cash equivalents
Money market funds
Total cash equivalents
Significant Unobservable Inputs (Level 3) [Member] | Fair Value, Recurring [Member]
Cash equivalents
Money market funds
Total cash equivalents

Lease (Details) - Schedule of R

Lease (Details) - Schedule of Right-of-Use Assets and Liabilities - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Schedule of right-of-use assets and liabilities [Abstract]
Right-of-use asset	$ 414	$ 507
Operating lease, current liability	119	87
Long-term operating lease liability	397	526
Total lease liability	$ 516	$ 613
Weighted-average remaining lease term	3 years 3 months 18 days	4 years 3 months 18 days
Weighted-average discount rate	12%	12%

Related Party Transactions (Det

Related Party Transactions (Details) - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
UCL [Member]
Related Party Transactions [Line Items]
Medical research expenses	$ 573,000	$ 586,000
CTI [Member]
Related Party Transactions [Line Items]
Medical research expenses		153,000
Research and development		5,000
AmplifyBio [Member]
Related Party Transactions [Line Items]
Medical research expenses	$ 77,000	$ 230,000

Debt (Details)

Debt (Details) - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Jun. 10, 2021
Debt [Line Items]
Term loan (in Dollars)	$ 5,000,000		$ 15,000,000
Interest expense (in Dollars)	$ 2,278,000	$ 2,014,000
Interest rate	13%
Percentage of premium	1%
The Wall Street Journal Plus [Member]
Debt [Line Items]
Redemption percentage	6.50%
The Wall Street Journal Plus [Member] | Minimum [Member]
Debt [Line Items]
Prime rate	4.50%
The Wall Street Journal Plus [Member] | Maximum [Member]
Debt [Line Items]
Prime rate	7.75%

Debt (Details) - Schedule of Te

Debt (Details) - Schedule of Term Loan and Debt Discount - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Schedule of Term Loan and Debt Discount [Abstract]
Current portion of debt	$ 10,000
Less: debt discount	(79)
Current portion of debt, net	$ 9,921	$ 5,000

Stockholders' Equity (Details)

Stockholders' Equity (Details) - USD ($)			1 Months Ended		12 Months Ended
	Dec. 31, 2022	Dec. 30, 2020	Jul. 31, 2023	Mar. 31, 2021	Dec. 31, 2023	Dec. 31, 2022	Jun. 01, 2021	Dec. 31, 2020
Stockholders' Equity [Line Items]
Common stock, amount (in Dollars)				$ 45,000,000	$ 28,700,000
Percentage of commission				3%
Number of common stock sold			75,697
Sale of stock price per share (in Dollars per share)			$ 10.56
Aggregate net proceeds (in Dollars)			$ 775,000
Temporary equity share					75,697
Temporary equity aggregate purchase price (in Dollars)					$ 799,000
Common stock shares reserved issuance					1,952,525
Purchase shares	665,000					819,000
Aggregated fair value of stock options (in Dollars)	$ 5,500,000				$ 4,900,000	$ 5,500,000
Expected volatility rate					91%
Expected dividends (in Dollars)					$ 0	0
Recognized stock-based compensation expense (in Dollars)					7,368,000	$ 7,149,000
Unrecognized compensation cost related to non-vested stock options (in Dollars)					$ 8,592,000
Weighted-average period					2 years 18 days
Exercised warrants
Dividend of preferred share		1
Preferred stock par value per share (in Dollars per share)	$ 0.001				$ 0.001	$ 0.001
Remaining shares of preferred stock								9,955,000
Remaining preferred stock par value (in Dollars per share)								$ 0.001
Preferred stock, shares issued	0				0	0
Preferred stock, shares outstanding	0				0	0
2021 Incentive Stock Plan [Member]
Stockholders' Equity [Line Items]
Common stock shares reserved issuance							4,000,000
2017 and 2019 Incentive Stock Plans [Member]
Stockholders' Equity [Line Items]
Purchase shares					665,000
Minimum [Member]
Stockholders' Equity [Line Items]
Discount rate					3.84%	1.60%
Expected life					6 years	6 years
Expected volatility rate						105%
Maximum [Member]
Stockholders' Equity [Line Items]
Discount rate					3.99%	3.06%
Expected life					6 years 3 months	10 years
Expected volatility rate						108%
Series A Preferred Stock [Member]
Stockholders' Equity [Line Items]
Preferred stock par value per share (in Dollars per share)		$ 0.001						$ 0.001
Exercise price (in Dollars per share)		$ 300
Designated shares preferred stock								45,000
Director [Member]
Stockholders' Equity [Line Items]
Number of common stock sold						82,900
Sale of stock price per share (in Dollars per share)	$ 8.43					$ 8.43
Aggregate net proceeds (in Dollars)						$ 699,000
Warrants [Member]
Stockholders' Equity [Line Items]
Warrants term					10 years
Exercise price of per share (in Dollars per share)					$ 14.05
Warrants outstanding	45,386					45,386
Intrinsic value of warrants (in Dollars)						$ 0
Exercised warrants					28,688	19,792
Exchange shares of common stock					4,781	19,792
Cash proceeds (in Dollars)						$ 30,000

Stockholders' Equity (Details)

Stockholders' Equity (Details) - Schedule of Stock Option Activity - USD ($) $ / shares in Units, $ in Thousands			12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2023	Dec. 31, 2022
Schedule of Stock Option Activity [Abstract]
Number of shares, Options granted (in Shares)	665,000			819,000
Weighted- average Exercise Price, Options granted	$ 9.69			$ 8.01
Weighted- average Remaining Contractual Term (years), Options granted	10 years			10 years
Aggregate Intrinsic Value, Options granted
Number of shares, Exercisable, Ending balance (in Shares)			4,319,605
Weighted- average Exercise Price, Exercisable, Ending balance			$ 8.16
Weighted- average Remaining Contractual Term (years), Exercisable, Ending balance			5 years 8 months 1 day
Aggregate Intrinsic Value, Exercisable, Ending balance (in Dollars)			$ 19,354
Number of shares, Options exercised (in Shares)
Weighted- average Exercise Price, Options exercised
Weighted- average Remaining Contractual Term (years), Options exercised
Aggregate Intrinsic Value, Options exercised (in Dollars)
Number of shares, Options cancelled (in Shares)			(10,417)	(74,583)
Weighted- average Exercise Price, Options cancelled			$ 12.44	$ 11.68
Weighted- average Remaining Contractual Term (years), Options cancelled
Aggregate Intrinsic Value, Options cancelled (in Dollars)
Number of shares, Outstanding, Balance (in Shares)	4,841,417	4,097,000	5,496,000	4,841,417
Weighted- average Exercise Price, Outstanding, Balance	$ 8.6	$ 8.67	$ 8.73	$ 8.6
Weighted- average Remaining Contractual Term (years), Balance		7 years 2 months 15 days	6 years 2 months 4 days	6 years 3 months 10 days
Aggregate Intrinsic Value, Outstanding, Balance (in Dollars)			$ 21,509

Stockholders' Equity (Details_2

Stockholders' Equity (Details) - Schedule of Stock-Based Compensation Expense - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Stockholders' Equity (Details) - Schedule of Stock-Based Compensation Expense [Line Items]
Stock-based compensation expense	$ 7,368,000	$ 7,149,000
Research and development [Member]
Stockholders' Equity (Details) - Schedule of Stock-Based Compensation Expense [Line Items]
Stock-based compensation expense	2,743,000	2,645,000
General and administrative [Member]
Stockholders' Equity (Details) - Schedule of Stock-Based Compensation Expense [Line Items]
Stock-based compensation expense	$ 4,625,000	$ 4,504,000

Income Taxes (Details)

Income Taxes (Details) - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Income Tax Disclosure [Abstract]
Operating loss carryforward		$ 32,600,000
Gross deferred tax assets	$ 19,600,000	$ 13,700,000
Valuation allowance	$ 5,872,000
Percentage amount of tax benefit	50%

Income Taxes (Details) - Schedu

Income Taxes (Details) - Schedule of Provision for Income Taxes - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Schedule of provision for income taxes [Abstract]
Current expense (benefit)
Federal
State
Foreign
Current income tax expense
Deferred expense (benefit)
Federal
State
Foreign
Deferred income tax
Net deferred taxes

Income Taxes (Details) - Sche_2

Income Taxes (Details) - Schedule of Reconciliation of Income Tax Benefit Computed Using the Federal Statutory Income Tax Rate to the Company’s Tax Expense - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Schedule of reconciliation of income tax benefit computed using the federal statutory income tax rate to the company’s tax expense[Abstract]
Federal tax benefit at statutory rate (21%)	$ (6,302)	$ (5,733)
Stock-based compensation	1,143	1,049
State income tax benefit, net of federal tax effect	(222)	(269)
Foreign tax differential	(241)	(237)
Research credits	266	18
Other	3	3
Return to provision adjustment	335	(1,774)
Change in valuation allowance	5,018	6,943
Income tax benefit

Income Taxes (Details) - Sche_3

Income Taxes (Details) - Schedule of Principal Components of Deferred Tax Assets And Liabilities - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Schedule of principal components of deferred tax assets and liabilities[Abstract]
Stock-based compensation	$ 2,208	$ 1,386
Research and development	2,900	1,114
Federal NOL carryforwards	6,849	5,441
State NOL carryforwards	1,685	1,487
Foreign NOL carryforwards	5,965	4,307
Total deferred tax assets	19,607	13,735
Less valuation allowance	(19,607)	(13,735)
Net deferred tax assets

Collaborative Agreements (Detai

Collaborative Agreements (Details) $ in Millions	Sep. 30, 2020 USD ($)
Collaborative Agreements [Abstract]
Grants receivable amount	$ 2.9

Commitments and Contingencies_2

Commitments and Contingencies (Details) - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
Operating lease expense	$ 163,000	$ 209,000

Commitments and Contingencies_3

Commitments and Contingencies (Details) - Schedule of Future Minimum Payments to Leases - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Schedule of Future Minimum Payments to Leases [Abstract]
2024	$ 186
2025	193
2026	198
2027	51
Total lease payments	628
Less: imputed interest	(112)
Present value of future lease payments	516	$ 613
Less: operating lease, current liabilities	(119)	(87)
Long-term operating lease liabilities	$ 397	$ 526