Stockholders Equity | NOTE 5 – Stockholders Equity Securities Purchase Agreement On September 13, 2023, the Company entered into a securities purchase agreement with certain institutional investors pursuant to which it sold (i) 549,275 shares of common stock and (ii) September Pre-Funded Warrants to purchase up to 550,725 shares of common stock at a purchase price of $2.63 per share of common stock and a purchase price of $2.629 per September Pre-Funded Warrant. Concurrently with the sale of common stock and/or the September Pre-Funded Warrants, pursuant to the in a private placement, the Company issued and sold 2018 Equity Incentive Plan The compensation committee of the board of directors increased the number of shares reserved pursuant to the Company’s 2018 Equity Incentive Plan (“2018 Plan”) by 26,878 shares effective as of January 1, 2021, such that as of January 1, 2021, the Company had an aggregate of 66,878 shares of common stock reserved for issuance pursuant to the 2018 Plan. On June 24, 2021, at the annual meeting of shareholders, shareholders of the Company approved an amendment to the 2018 Plan to further increase the number of shares reserved for issuance thereunder from 66,878 shares to 146,878 shares. On February 2, 2022, the compensation committee of the board of directors further increased the number of shares reserved for issuance under the 2018 Plan from 146,878 shares to 156,878 shares. On January 11, 2023, the compensation committee of the board of directors further increased the number of shares reserved for issuance under the 2018 Plan from 156,878 shares to 166,878 shares. 2022 Equity Incentive Plan On March 24, 2022, the Company’s board of directors adopted the Hoth Therapeutics, Inc. 2022 Omnibus Equity Incentive Plan (the “2022 Plan”) initially reserving 96,000 shares of the Company’s common stock for issuance thereunder. The 2022 Plan became effective on June 23, 2022 upon approval of the 2022 Plan by the Company’s shareholders at the Company’s annual meeting of shareholders. On June 2, 2023, the Company’s board of directors approved the Hoth Therapeutics, Inc. Amended and Restated 2022 Omnibus Equity Incentive Plan (the “Amended and Restated 2022 Plan”) which was approved by stockholders on August 18, 2023. Under the Amended and Restated 2022 Plan there are 2,895,317 shares of Company common stock available for grant. Restricted Stock Awards A summary of the Company’s restricted stock awards granted under the equity incentive plans during the nine months ended September 30, 2023 is as follows: Number of Weighted Nonvested at December 31, 2022 3,384 $ 3.16 Nonvested at September 30, 2023 3,384 $ 3.16 As of September 30, 2023, approximately $4,000 of unrecognized stock-based compensation expense was related to restricted stock awards. The weighted average remaining contractual terms of unvested restricted stock awards was approximately 0.7 year at September 30, 2023. Stock Options A summary of option activity under the Company’s stock option plan for the nine months ended September 30, 2023 is presented below: Number of Weighted Total Weighted Outstanding as of December 31, 2022 104,651 $ 49.80 $ — 8.3 Options issued 90,000 2.59 — 9.8 Options expired (25,291 ) 46.1 — 7.7 Outstanding as of September 30, 2023 169,360 $ 26.80 $ — 8.7 Options vested and exercisable as of September 30, 2023 169,360 $ 26.80 $ — 8.7 All stock compensation associated with the amortization of employee stock option expense was recorded as a component of compensation and related expense in the condensed consolidated statements of operations and comprehensive loss. All stock compensation associated with the amortization of nonemployee stock option expense was recorded as a component of professional fees in the condensed consolidated statements of operations and comprehensive loss. Estimated future stock-based compensation expense relating to unvested stock options is $0. Stock Based Compensation Stock-based compensation expense for the three and nine months ended September 30, 2023 and 2022 was as follows: Three Months Ended Nine Months Ended 2023 2022 2023 2022 Employee stock option awards $ 182,520 $ — 182,520 560,376 Employee restricted stock awards — 401 — 1,776 Non-employee restricted stock awards 2,016 — 5,982 — Non-employee stock warrant awards 5,729 11,953 22,141 43,178 $ 190,265 $ 12,354 $ 210,643 $ 605,330 Employee and director related stock-based compensation of $184,536 and $188,502 for the three and nine months ended September 30, 2023, respectively, was included in compensation and related expenses in the consolidated statements of operations and comprehensive loss. Non-employee related stock-based compensation of $5,729 and $22,141 for the three and nine months ended September 30, 2023, respectively, was included in research and development related with licenses acquisition in the consolidated statements of operations and comprehensive loss. Warrants On December 29, 2022, the Company entered into a securities purchase agreement with an accredited investor pursuant to which it sold (i) 140,000 shares of common stock, (ii) December Pre-Funded Warrants to purchase up to 1,860,000 shares of common stock and (iii) December Common Stock Warrants to purchase up to 2,500,000 shares of common stock at a purchase price of $5.00 per share and accompanying warrant (less $0.001 for each December Pre-Funded Warrant), in a private placement, for aggregate gross proceeds of approximately $10 million, exclusive of placement agent commission and fees and other offering expenses, and aggregate net proceeds of approximately $9 million. The closing of the offering occurred on January 3, 2023. Each December Common Stock Warrant is exercisable for a period of five and one-half years from the issuance date at an exercise price of $5.00 per share, subject to adjustment, and may, under certain circumstances, be exercised on a cashless basis. Each December Pre-Funded Warrant is exercisable until exercised in full at an exercise price of $0.001 per share and may be exercised on a cashless basis. The measurement of fair value of the December Pre-Funded Warrants was determined utilizing a Black-Scholes model considering all relevant assumptions current at January 3, 2023, the date of issuance (i.e., share price of $6.56, exercise price of $0.001, term of 30 years beginning January 3, 2023 (as these do not have an expiration date), volatility of 135.07%, risk-free rate of 3.88%, and expected dividend rate of 0%). The grant date fair value of the December Pre-Funded Warrants was estimated to be $12.2 million on January 3, 2023 and is reflected within additional paid-in capital as of March 31, 2023 as the Pre-Funded Warrants were determined to be equity classified. The measurement of fair value of the December Common Stock Warrants was determined utilizing a Black-Scholes model considering all relevant assumptions current at January 3, 2023, the date of issuance (i.e., share price of $6.56, exercise price of $5.00, term of five and a half years beginning January 3, 2023, volatility of 135.07%, risk-free rate of 3.94%, and expected dividend rate of 0%). The grant date fair value of these December Common Stock Warrants was estimated to be $15.0 million on January 3, 2023 and is reflected within additional paid-in capital as of March 31, 2023 as the December Common Stock Warrants were determined to be equity classified. On various dates in February 2023, the investor exercised all the December Pre-Funded Warrants for 1,860,000 shares of the Company’s common stock for proceeds to the Company of $1,860. In addition, pursuant to the terms of the offering, the Company issued the designees of the placement agent, H.C. Wainwright & Co., LLC, the December Wainwright Warrants to purchase up to 100,000 shares of the Company’s common stock. The December Wainwright Warrants had a determined fair value of $591,090 as of the date of issuance. The December Wainwright Warrants are exercisable for a period of five and one-half years from the issuance date at an exercise price of $6.25 per share, subject to adjustment, and may, under certain circumstances, be exercised on a cashless basis. As these December Wainwright Warrants were issued for services provided in facilitating the private placement, the Company recorded the fair value of such December Wainwright Warrants as a cost of capital on the issuance date. The measurement of fair value was determined utilizing a Black-Scholes model considering all relevant assumptions current at January 3, 2023, the date of issuance (i.e., share price of $6.56, exercise price of $6.25, term of five and a half years beginning January 3, 2023, volatility of 135.07%, risk-free rate of 3.94%, and expected dividend rate of 0%). As discussed above, on September 13, 2023, the Company entered into a securities purchase agreement with certain institutional investors (“the September Investors”) pursuant to which it sold (i) 549,275 shares of common stock and (ii) September Pre-Funded warrants to purchase up to 550,725 shares of common stock at a purchase price of $2.63 per share of common stock and a purchase price of $2.629 per September Pre-Funded Warrant. Concurrently with the sale of common stock and/or the September Pre-Funded Warrants, pursuant to the in a private placement, the Company issued and sold September Common Stock Warrants The measurement of fair value of the September Pre-Funded Warrants was determined utilizing a Black-Scholes model considering all relevant assumptions current at September 15, 2023, the date of issuance (i.e., share price of $1.84, exercise price of $0.001, term of 30 years beginning September 15, 2023 (as these do not have an expiration date), volatility of 146.89%, risk-free rate of 4.42%, and expected dividend rate of 0%). The grant date fair value of the September Pre-Funded Warrants was estimated to be $1.0 million on September 15, 2023 and is reflected within additional paid-in capital as of September 30, 2023 as the September Pre-Funded Warrants were determined to be equity classified. The measurement of fair value of the September Common Stock Warrants was determined utilizing a Black-Scholes model considering all relevant assumptions current at September 15, 2023, the date of issuance (i.e., share price of $1.84, exercise price of $2.505, term of five years beginning September 15, 2023, volatility of 146.89%, risk-free rate of 4.45%, and expected dividend rate of 0%). The grant date fair value of these September Common Stock Warrants was estimated to be $1.8 million on September 15, 2023 and is reflected within additional paid-in capital as of September 30, 2023 as the September Common Stock Warrants were determined to be equity classified. On various dates in September 2023, the September Investors exercised 495,050 of the September Pre-Funded Warrants for 495,050 shares of common stock for proceeds to the Company of $495. At September 30, 2023, 55,675 September Pre-Funded Warrants remained unexercised. In addition, pursuant to the terms of the September offering, the Company issued designees of the placement agent, H.C. Wainwright & Co., LLC., the September Wainwright warrants to purchase up to 55,000 shares of the Company’s common stock. The September Wainwright Warrants are exercisable for a period of five years from the from the commencement of sales, at an exercise price of $3.2875 per share, subject to adjustment, and may, under certain circumstances, be exercised on a cashless basis. As the September Wainwright Warrants were issued for services provided in facilitating the September offering, the Company recorded the fair value of such September Wainwright Warrants as a cost of capital on the issuance date. The measurement of fair value was determined utilizing a Black-Scholes model considering all relevant assumptions current at September 15, 2023, the date of issuance (i.e., share price of $1.84, exercise price of $3.2875, term of five years beginning September 15, 2023, volatility of 146.89%, risk-free rate of 4.45%, and expected dividend rate of 0%). A summary of warrant activity for the nine months ended September 30, 2023 is as follows: Number of Weighted Total Weighted Outstanding as of December 31, 2022 402,840 $ 49.73 $ — 1.4 Issued 6,165,725 2.61 — 14.4 Exercised (2,355,050 ) 0.00 — 29.4 Outstanding as of September 30, 2023 4,213,515 8.57 — 4.7 Warrants exercisable as of September 30, 2023 4,213,515 $ 8.57 $ — 4.7 The Company has determined that the warrants should be accounted as a component of stockholders’ equity. |