Aditxt (ADTX) 10-Q 15 May 23 2023 Q1 Quarterly report Financial data

Document And Entity Information

Document And Entity Information - shares	3 Months Ended
	Mar. 31, 2023	May 15, 2023
Document Information Line Items
Entity Registrant Name	Aditxt, Inc.
Trading Symbol	ADTX
Document Type	10-Q
Current Fiscal Year End Date	--12-31
Entity Common Stock, Shares Outstanding		6,760,064
Amendment Flag	false
Entity Central Index Key	0001726711
Entity Current Reporting Status	Yes
Entity Filer Category	Non-accelerated Filer
Document Period End Date	Mar. 31, 2023
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q1
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Shell Company	false
Entity Ex Transition Period	false
Document Quarterly Report	true
Document Transition Report	false
Entity File Number	001-39336
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	82-3204328
Entity Address, Address Line One	737 N. Fifth Street
Entity Address, Address Line Two	Suite 200
Entity Address, City or Town	Richmond
Entity Address, State or Province	VA
Entity Address, Postal Zip Code	23219
City Area Code	(650)
Local Phone Number	870-1200
Title of 12(b) Security	Common Stock, par value $0.001 per share
Security Exchange Name	NASDAQ
Entity Interactive Data Current	Yes

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets (Unaudited) - USD ($)	Mar. 31, 2023	Dec. 31, 2022
CURRENT ASSETS:
Cash	$ 302,509	$ 2,768,640
Accounts receivable, net	329,021	527,961
Inventory	763,530	950,093
Prepaid expenses	548,402	496,869
TOTAL CURRENT ASSETS	1,943,462	4,743,563
Fixed assets, net	2,214,016	2,318,863
Intangible assets, net	80,250	107,000
Deposits	410,306	355,366
Right of use asset - long term	2,935,599	3,160,457
Deferred issuance costs	50,000	50,000
TOTAL ASSETS	7,633,633	10,735,249
CURRENT LIABILITIES:
Accounts payable and accrued expenses	3,236,290	1,958,502
Notes payable, net of discount	1,245,853
Financing on fixed assets - long term	147,823	409,983
Deferred rent	185,586	188,581
Lease liability - current	1,094,677	1,086,658
TOTAL CURRENT LIABILITIES	5,910,229	3,643,724
Lease liability - long term	1,655,336	1,885,218
TOTAL LIABILITIES	7,565,565	5,528,942
STOCKHOLDERS’ EQUITY
Preferred stock, $0.001 par value, 3,000,000 shares authorized, zero shares issued and outstanding, respectively
Common stock, $0.001 par value, 100,000,000 shares authorized, 4,834,731 and 4,307,487 shares issued and 4,832,714 and 4,305,470 shares outstanding, respectively	4,835	4,307
Treasury stock, 2,017 and 2,017 shares, respectively	(201,605)	(201,605)
Additional paid-in capital	101,289,906	100,443,967
Accumulated deficit	(101,025,068)	(95,040,362)
TOTAL STOCKHOLDERS’ EQUITY	68,068	5,206,307
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$ 7,633,633	$ 10,735,249

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Unaudited) (Parentheticals) - $ / shares	Mar. 31, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Preferred stock, par value (in Dollars per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized	3,000,000	3,000,000
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	100,000,000	100,000,000
Common stock, shares issued	4,834,731	4,307,487
Common stock, shares outstanding	4,832,714	4,305,470
Treasury stock	2,017	2,017

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
REVENUE
Sales	$ 218,415	$ 210,279
Cost of goods sold	178,309	188,071
Gross profit	40,106	22,208
OPERATING EXPENSES
General and administrative expenses, includes $274,315 and $451,987 in stock-based compensation, respectively	4,368,843	4,624,158
Research and development, includes $62,633 and $149,288 in stock-based compensation, respectively	1,387,541	1,428,382
Sales and marketing, includes $2,503 and $0 in stock-based compensation, respectively	65,617	86,599
Total operating expenses	5,822,001	6,139,139
NET LOSS FROM OPERATIONS	(5,781,895)	(6,116,931)
OTHER EXPENSE
Interest expense	(198,492)	(15,210)
Interest income	9,074	14,040
Other income		58,960
Amortization of debt discount	(13,393)
Total other expense	(202,811)	57,790
Net loss before income taxes	(5,984,706)	(6,059,141)
Income tax provision
NET LOSS	$ (5,984,706)	$ (6,059,141)
Net loss per share - basic and diluted (in Dollars per share)	$ (1.31)	$ (6.8)
Weighted average number of shares outstanding during the period - basic and diluted (in Shares)	4,562,873	891,614

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Operations (Unaudited) (Parentheticals) - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Net loss per share - basic and diluted (in Dollars per share)	$ (1.31)	$ (6.80)
Weighted average number of shares outstanding during the year - basic and diluted (in Shares) (in Shares)	4,562,873	891,614
General and administrative expenses
Stock-based compensation	$ 274,315	$ 451,987
Research and development
Stock-based compensation	62,633	149,288
Sales and marketing
Stock-based compensation	$ 2,503	$ 0

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Stockholders’ Equity (Unaudited) - USD ($)	Preferred B Shares	B Shares	Common Shares	Treasury Stock	Additional Paid-in Capital	Accumulated Deficit	Total
Balance at Dec. 31, 2021			$ 899	$ (201,605)	$ 77,734,288	$ (67,352,809)	$ 10,180,773
Balance (in Shares) at Dec. 31, 2021			888,597
Stock option and warrant compensation					219,885		219,885
Restricted stock unit compensation					377,671		377,671
Issuance of shares for vested restricted stock units			$ 6		(6)
Issuance of shares for vested restricted stock units (in Shares)			5,744
Issuance of shares for services			$ 1		3,718		3,719
Issuance of shares for services (in Shares)			180
Net loss						(6,059,141)	(6,059,141)
Balance at Mar. 31, 2022			$ 906	(201,605)	78,335,556	(73,411,950)	4,722,907
Balance (in Shares) at Mar. 31, 2022			894,521
Balance at Dec. 31, 2022			$ 4,307	(201,605)	100,443,967	(95,040,362)	5,206,307
Balance (in Shares) at Dec. 31, 2022			4,305,470
Stock option and warrant compensation					59,694		59,964
Restricted stock unit compensation					111,187		111,187
Issuance of shares for vested restricted stock units			$ 2		(2)
Issuance of shares for vested restricted stock units (in Shares)			1,731
Sale of common stock			$ 339		506,667		507,016
Sale of common stock (in Shares)			338,513
Issuance of shares for services			$ 187		168,113		168,300
Issuance of shares for services (in Shares)			187,000
Net loss						(5,984,706)	(5,984,706)
Balance at Mar. 31, 2023			$ 4,835	$ (201,605)	$ 101,289,906	$ (101,025,068)	$ 68,068
Balance (in Shares) at Mar. 31, 2023			4,832,714

Condensed Consolidated Statem_4

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$ (5,984,706)	$ (6,059,141)
Adjustments to reconcile net loss to net cash used in operating activities
Stock-based compensation	339,451	601,275
Depreciation expense	109,896	96,852
Amortization of intangible assets	26,750	26,750
Changes in operating assets and liabilities:
Accounts receivable	198,940	(158,933)
Prepaid expenses	(51,533)	(74,841)
Deposits	(54,940)	(67,587)
Inventory	186,563	(547,258)
Accounts payable and accrued expenses	1,277,788	983,579
Net cash used in operating activities	(3,951,791)	(5,199,304)
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of fixed assets	(5,049)	(147,802)
Tenant improvement allowance receivable		(211,661)
Notes receivable and accrued interest		(13,904)
Net cash used in investing activities	(5,049)	(373,367)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from notes, net of offering costs	1,245,853
Common stock issued for cash, net of issuance costs	507,016
Payments on financing on fixed asset	(262,160)	(184,184)
Net cash provided by (used in) financing activities	1,490,709	(184,184)
NET DECREASE IN CASH	(2,466,131)	(5,756,855)
CASH AT BEGINNING OF YEAR	2,768,640	7,872,061
CASH AT END OF PERIOD	302,509	2,115,206
Supplemental cash flow information:
Cash paid for income taxes
Cash paid for interest expense	$ 193,175

Organization and Nature of Busi

Organization and Nature of Business	3 Months Ended
	Mar. 31, 2023
Organization and Nature of Business [Abstract]
ORGANIZATION AND NATURE OF BUSINESS	NOTE 1 – ORGANIZATION AND NATURE OF BUSINESS Company Background Overview We are a biotech innovation company with a mission of prolonging life and enhancing its quality by improving the health of the immune system. We are an innovation company developing and commercializing technologies with a focus on monitoring and modulating the immune system. Our immune reprogramming technologies are currently at the pre-clinical stage and are designed to retrain the immune system to induce tolerance with an objective of addressing rejection of transplanted organs, autoimmune diseases, and allergies. Our immune monitoring technologies are designed to provide a personalized comprehensive profile of the immune system and we plan to utilize them in our upcoming reprogramming clinical trials to monitor subjects’ immune response before, during and after drug administration. On January 1, 2023, the Company formed Adimune, Inc. a Delaware, wholly owned subsidiary. On January 1, 2023, the Company formed Pearsanta, Inc. a Delaware, wholly owned subsidiary. Reverse Stock Split On September 13, 2022, the Company effectuated a 1 for 50 reverse stock split (the “Reverse Split”). The Company’s stock began trading on a split-adjusted basis effective on the Nasdaq Stock Market on September 14, 2022. There was no change to the number of authorized shares of the Company’s common stock. All shares amounts referenced in this report are adjusted to reflect the Reverse Split. Offerings On August 31, 2021, the Company completed a registered direct offering (“August 2021 Offering”). In connection therewith, the Company issued 91,667 shares of common stock, at a purchase price of $120.00 per share, resulting in gross proceeds of approximately $11.0 million. In a concurrent private placement, the Company issued warrants to purchase up to 91,667 shares. The warrants have an exercise price of $126.50 per share and are exercisable for a five-year period commencing six months from the date of issuance. The warrants exercise price was subsequently repriced to $75.00. In addition, the Company issued a warrant to the placement agent to purchase up to 4,584 shares of common stock at an exercise price of $150.00 per share. On October 18, 2021, the Company entered into an underwriting agreement with Revere Securities LLC, relating to the public offering (the “October 2021 Offering”) of 56,667 shares of the Company’s common stock (the “Shares”) by the Company. The Shares were offered, issued, and sold at a price to the public of $75.00 per share under a prospectus supplement and accompanying prospectus filed with the SEC pursuant to an effective shelf registration statement filed with the SEC on Form S-3 (File No. 333-257645), which was declared effective by the SEC on July 13, 2021. The October 2021 Offering closed on October 20, 2021 for gross proceeds of $4.25 million. The Company utilized a portion of the proceeds, net of underwriting discounts of approximately $3.91 million from the October 2021 Offering to fund certain obligations of the Company. On December 6, 2021, the Company completed a public offering for net proceeds of $16.0 million (the “December 2021 Offering”). As part of the December 2021 Offering, we issued 164,929 units consisting of shares of the Company’s common stock and warrant to purchase shares of the Company’s common stock and 166,572 prefunded warrants. The warrant issued as part of the units had an exercise price of $57.50 and the prefunded warrants had an exercise price of $0.001. On June 15, 2022, the Company entered an agreement with a holder of certain warrants in the December 2021 Offering. (See Note 10) On September 20, 2022, the Company completed a public offering for net proceeds of $17.2 million (the “September 2022 Offering”). As part of the September 2022 Offering, we issued 1,224,333 of shares of the Company’s common stock, pre-funded warrants to purchase 2,109,000 shares of common stock, and warrants to purchase 3,333,333 shares of the Company’s common stock. The warrants had an exercise price of $6.00 and the pre-funded warrants had an exercise price of $0.001. See Note 12 for subsequent event transactions relating to additional offerings. Risks and Uncertainties The Company has a limited operating history and is in the very early stages of generating revenue from intended operations. The Company’s business and operations are sensitive to general business and economic conditions in the U.S. and worldwide along with local, state, and federal governmental policy decisions. A host of factors beyond the Company’s control could cause fluctuations in these conditions. Adverse conditions may include: changes in the biotechnology regulatory environment, technological advances that render our technologies obsolete, availability of resources for clinical trials, acceptance of technologies into the medical community, and competition from larger, more well-funded companies. These adverse conditions could affect the Company’s financial condition and the results of its operations. On January 30, 2020, the World Health Organization declared the COVID-19 novel coronavirus outbreak a “Public Health Emergency of International Concern” and on March 10, 2020, declared it to be a pandemic. Actions taken around the world to help mitigate the spread of the coronavirus included restrictions on travel, and quarantines in certain areas, and forced closures for certain types of public places and businesses. The COVID-19 coronavirus and actions taken to mitigate it have had an adverse impact on the economies and financial markets of many countries, including the geographical area in which the Company operates. While it is unknown how long these conditions will last and what the financial impact will be to the Company, it is reasonably possible that future capital raising efforts and additional development of our technologies may be negatively affected.

Going Concern Analysis

Going Concern Analysis	3 Months Ended
	Mar. 31, 2023
Going Concern Analysis [Abstract]
GOING CONCERN ANALYSIS	NOTE 2 – GOING CONCERN ANALYSIS Management Plans The Company was incorporated on September 28, 2017 and has not generated significant revenues to date. During the three months ended March 31, 2023, the Company had a net loss of $5,984,706 and negative cash flow from operating activities of $3,951,791. As of March 31, 2023, the Company’s cash balance was $302,509. As of June 30, 2022, the aggregate market value of the voting and non-voting equity held by non-affiliates of the Company was approximately $7.9 million. As of March 31, 2023, the maximum amount the Company could sell under its shelf registration statement on Form S-3 was approximately $51.0 million. Upon the filing of the Company’s annual report on Form 10-K on April 17, 2023, the Company’s aggregate market value of the voting and non-voting equity held by non-affiliates was below $75.0 million. As a result, the maximum amount that the Company can sell under its shelf registration statement on Form S-3 during any 12 month period is equal to one-third of the aggregate market value of the voting and non-voting equity held by non-affiliates of the Company. In addition, factors such as stock price, volatility, trading volume, market conditions, demand and regulatory requirements may adversely affect the Company’s ability to raise capital in an efficient manner. Because of these factors, the Company believes that this creates substantial doubt with the Company’s ability to continue as a going concern. In addition to the shelf registration, the Company has the ability to raise capital from equity or debt through private placements or public offerings pursuant to a registration statement on Form S-1. We may also secure loans from related parties. The financial statements included in this report do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the matters discussed herein. The Company’s ability to continue as a going concern is dependent upon the ability to complete clinical studies and implement the business plan, generate sufficient revenues and to control operating expenses. In addition, the Company is consistently focused on raising capital, strategic acquisitions and alliances, and other initiatives to strengthen the Company.

Summary of Significant Accounti

Summary of Significant Accounting Policies	3 Months Ended
	Mar. 31, 2023
Organization and Nature of Business [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and the rules and regulations of the Securities and Exchange Commission (“SEC”). In the opinion of the Company’s management, the accompanying condensed consolidated financial statements reflect all adjustments, consisting of normal, recurring adjustments, considered necessary for a fair presentation of the results for the interim periods ended March 31, 2023 and March 31, 2022. Although management believes that the disclosures in these unaudited condensed consolidated financial statements are adequate to make the information presented not misleading, certain information and footnote disclosures normally included in condensed consolidated financial statements that have been prepared in accordance U.S. GAAP have been omitted pursuant to the rules and regulations of the SEC. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the Company’s financial statements and notes related thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022, filed with the SEC on April 17, 2023. The interim results for the three months ended March 31, 2023 are not necessarily indicative of the results to be expected for the year ended December 31, 2023 or for any future interim periods. Principles of consolidation The unaudited consolidated financial statements include the accounts of Aditxt, Inc., and its wholly owned subsidiaries, All significant intercompany balances and transactions have been eliminated in the condensed consolidated financial statements. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expense during the reporting period. Actual results could differ from those estimates. Significant estimates underlying the financial statements include the collectability of notes receivable, collectability and reserve on accounts receivable, the reserve on insurance billing, and the fair value of stock options and warrants. Fair Value Measurements and Fair Value of Financial Instruments The Company adopted Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 820, Fair Value Measurements. ASC Topic 820 clarifies the definition of fair value, prescribes methods for measuring fair value, and establishes a fair value hierarchy to classify the inputs used in measuring fair value as follows: Level 1 - Inputs are unadjusted quoted prices in active markets for identical assets or liabilities available at the measurement date. Level 2 - Inputs are unadjusted quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, inputs other than quoted prices that are observable, and inputs derived from or corroborated by observable market data. Level 3 - Inputs are unobservable inputs which reflect the reporting entity’s own assumptions on what assumptions the market participants would use in pricing the asset or liability based on the best available information. The Company did not identify any assets or liabilities that are required to be presented on the balance sheets at fair value in accordance with ASC Topic 820. Due to the short-term nature of all financial assets and liabilities, their carrying value approximates their fair value as of the balance sheet dates. Concentrations of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents and accounts receivable. The Company maintains its cash accounts at financial institutions which are insured by the Federal Deposit Insurance Corporation. At times, the Company may have deposits in excess of federally insured limits. Substantially all the Company’s accounts receivable are with companies in the healthcare industry, individuals, and the U.S. government. However, concentration of credit risk is mitigated due to the Company’s number of customers. In addition, for receivables due from U.S government agencies, the Company does not believe the receivables represent a credit risk as these are related to healthcare programs funded by the U.S. government and payment is primarily dependent upon submitting the appropriate documentation. Cash and Cash Equivalents Cash and cash equivalents include short-term, liquid investments. Inventory Inventory consists of laboratory materials and supplies used in laboratory analysis. We capitalize inventory when purchased. Inventory is valued at the lower of cost or net realizable value on a first-in, first-out basis. We periodically perform obsolescence assessments and write off any inventory that is no longer usable. Fixed Assets Fixed assets are stated at cost less accumulated depreciation. Cost includes expenditures for furniture, office equipment, laboratory equipment, and other assets. Maintenance and repairs are charged to expense as incurred. When assets are sold, retired, or otherwise disposed of, the cost and accumulated depreciation are removed from the accounts and any resulting gain or loss is reflected in operations. The costs of fixed assets are depreciated using the straight-line method over the estimated useful lives or lease life of the related assets. Useful lives assigned to fixed assets are as follows: Computers Three years to five years Lab Equipment Seven to ten years Office Furniture Five to ten years Other fixed assets Five to ten years Leasehold Improvements Shorter of estimated useful life or remaining lease term Intangible Assets Intangible assets are stated at cost less accumulated amortization. For intangible assets that have finite lives, the assets are amortized using the straight-line method over the estimated useful lives of the related assets. For intangible assets with indefinite lives, the assets are tested periodically for impairment. Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable are stated at the amount management expects to collect from outstanding balances. The Company generally does not require collateral to support customer receivables. The Company determines if receivables are past due based on days outstanding, and amounts are written off when determined to be uncollectible by management. As of March 31, 2023 and December 31, 2022, there was an allowance for doubtful accounts of zero and $18,634, respectively. Offering Costs Offering costs incurred in connection with equity are recorded as a reduction of equity and offering costs incurred in connection with debt are recorded as a reduction of debt as a debt discount. Revenue Recognition In accordance with ASC 606 (Revenue From Contracts with Customers), revenue is recognized when a customer obtains control of promised services. The amount of revenue recognized reflects the consideration to which the Company expects to be entitled to receive in exchange for these services. To achieve this core principle, the Company applies the following five steps: 1) Identify the contract with a customer 2) Identify the performance obligations in the contract 3) Determine the transaction price 4) Allocate the transaction price to performance obligations in the contract 5) Recognize revenue when or as the Company satisfies a performance obligation Revenues reported from services relating to the AditxtScore™ are recognized when the AditxtScore TM The Company recognizes revenue in the following manner for the following types of customers: Client Payers: Client payers include physicians or other entities for which services are billed based on negotiated fee schedules. The Company principally estimates the allowance for credit losses for client payers based on historical collection experience and the period of time the receivable has been outstanding. Cash Pay: Customers are billed based on established patient fee schedules or fees negotiated with physicians on behalf of their patients. Collection of billings is subject to credit risk and the ability of the patients to pay. Insurance: Reimbursements from healthcare insurers are based on fee for service schedules. Net revenues recognized consist of amounts billed net of contractual allowances for differences between amounts billed and the estimated consideration the Company expects to receive from such payers, collection experience, and the terms of the Company’s contractual arrangements. Leases Under Topic 842 (Leases), operating lease expense is generally recognized evenly over the term of the lease. The Company has operating leases consisting of office space, laboratory space, and lab equipment. Leases with an initial term of twelve months or less are not recorded on the balance sheet. We combine the lease and non-lease components in determining the lease liabilities and right of use (“ROU”) assets. Stock-Based Compensation The Company accounts for stock-based compensation costs under the provisions of ASC 718, Compensation—Stock Compensation, which requires the measurement and recognition of compensation expense related to the fair value of stock-based compensation awards that are ultimately expected to vest. Stock-based compensation expense recognized includes the compensation cost for all stock-based payments granted to employees, officers, and directors based on the grant date fair value estimated in accordance with the provisions of ASC 718. ASC 718 is also applied to awards modified, repurchased, or cancelled during the periods reported. Stock-based compensation is recognized as expense over the employee’s requisite vesting period and over the nonemployee’s period of providing goods or services. Patents The Company incurs fees from patent licenses, which is reflected in research and development expenses, and are expensed as incurred. During the three months ended March 31, 2023 and 2022, the Company incurred patent licensing fees for the patents of $60,000 and $225,013, respectively. Research and Development We incur research and development costs during the process of researching and developing our technologies and future offerings. We expense these costs as incurred unless such costs qualify for capitalization under applicable guidance. During the three months ended March 31, 2023 and 2022, the Company incurred research and development costs of $1,387,541 and $1,148,382, respectively. Basic and Diluted Net Loss per Common Share Basic loss per common share is computed by dividing the net loss by the weighted average number of shares of common stock outstanding for each period. Diluted loss per share is computed by dividing the net loss attributable of common stockholders by the weighted average number of shares of common stock outstanding plus the dilutive effect of shares issuable through the common stock equivalents. The weighted-average number of common shares outstanding excludes common stock equivalents because their inclusion would be anti-dilutive. As of March 31, 2023, 44,710 stock options, 4,267 unvested restricted stock units, and 5,079,348 warrants were excluded from dilutive earnings per share as their effects were anti-dilutive. As of March 31, 2022, 44,710 stock options, 20,373 unvested restricted stock units and 600,252 warrants were excluded from dilutive earnings per share as their effects were anti-dilutive. Recent Accounting Pronouncements The FASB issues ASUs to amend the authoritative literature in ASC. There have been several ASUs to date, including those above, that amend the original text of ASC. Management believes that those issued to date either (i) provide supplemental guidance, (ii) are technical corrections, (iii) are not applicable to us or (iv) are not expected to have a significant impact on our financial statements.

Fixed Assets

Fixed Assets	3 Months Ended
	Mar. 31, 2023
Fixed Assets [Abstract]
FIXED ASSETS	NOTE 4 – FIXED ASSETS The Company’s fixed assets include the following on March 31, 2023: Cost Basis Accumulated Net Computers $ 378,480 $ (229,391 ) $ 149,089 Lab Equipment 2,575,720 (649,462 ) 1,926,258 Office Furniture 56,656 (9,617 ) 47,039 Other Fixed Assets 8,605 (1,439 ) 7,166 Leasehold Improvements 120,440 (35,976 ) 84,464 Total Fixed Assets $ 3,139,901 $ (925,885 ) $ 2,214,016 The Company’s fixed assets include the following on December 31, 2022: Cost Basis Accumulated Net Computers $ 376,429 $ (197,907 ) $ 178,522 Lab Equipment 2,572,720 (579,015 ) 1,993,705 Office Furniture 56,656 (8,200 ) 48,456 Other Fixed Assets 8,605 (1,224 ) 7,381 Leasehold Improvements 120,440 (29,641 ) 90,799 Total Fixed Assets $ 3,134,850 $ (815,987 ) $ 2,318,863 Depreciation expense was $109,896 and $96,852, for the three months ended March 31, 2023 and 2022, respectively. None of the Company’s fixed assets serve as collateral against any loans as of March 31, 2023 and December 31, 2022, other than those subject to the financed asset liability. As of March 31, 2023 and December 31, 2022, the fixed assets that serve as collateral subject to the financed asset liability have a carrying value of $1,316,830 and $1,359,091, respectively. Financed Assets: In October 2020, the Company purchased two pieces of lab equipment and financed them for a period of twenty-four months with a monthly payment of $19,487, with an interest rate of 8%. As of March 31, 2023, the Company has one payment in arrears. In January of 2021, the Company purchased one piece of lab equipment and financed it for a period of twenty-four months with a monthly payment of $9,733, with an interest rate of 8%. As of March 31, 2023, the Company has one payment in arrears. In March of 2021, the Company purchased five pieces of lab equipment and financed them for a period of twenty-four months with a monthly payment of $37,171, with an interest rate of 8%. As of March 31, 2023, the Company has four payments in arrears. As of March 31, 2023 all lab equipment financing agreements have matured.

Intangible Assets

Intangible Assets	3 Months Ended
	Mar. 31, 2023
Intangible Assets [Abstract]
INTANGIBLE ASSETS	NOTE 5 – INTANGIBLE ASSETS The Company’s intangible assets include the following on March 31, 2023: Cost Basis Accumulated Net Proprietary Technology $ 321,000 $ (240,750 ) $ 80,250 Total Intangible Assets $ 321,000 $ (240,750 ) $ 80,250 The Company’s intangible assets include the following on December 31, 2022: Cost Basis Accumulated Net Proprietary Technology $ 321,000 $ (214,000 ) $ 107,000 Total Intangible Assets $ 321,000 $ (214,000 ) $ 107,000 Amortization expense was $26,750 and $26,750 for the three months ended March 31, 2023 and 2022, respectively. None of the Company’s intangible assets serve as collateral against any loans as of March 31, 2023 and December 31, 2022. The Company’s proprietary technology is being amortized over its estimated useful life of three years.

Related Party Transactions

Related Party Transactions	3 Months Ended
	Mar. 31, 2023
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTIONS	NOTE 6 – RELATED PARTY TRANSACTIONS See Note 12 for subsequent event transactions with related parties.

Notes Payable

Notes Payable	3 Months Ended
	Mar. 31, 2023
Notes Payable [Abstract]
NOTES PAYABLE	NOTE 7 – NOTES PAYABLE On February 21, 2023, the Company entered into an agreement for the purchase and sale of future receipts (the “Future Receipts Agreement”) with a commercial funding source pursuant to which the Company agreed to sell to the funder certain future trade receipts in the aggregate amount of $2,160,000 (the “Future Receipts Purchased Amount” for gross proceeds to the Company of $1,500,000, less origination fees of $75,000. Pursuant to the Future Receipts Agreement, the Company granted the funder a security interest in all of the Company’s present and future accounts receivable in an amount not to exceed the Future Receipts Purchased Amount. The Future Receipts Purchased Amount shall be repaid by the Company in 28 weekly installments of approximately $77,000 with the final payment due on September 5, 2023. As of March 31, 2023, there was a remaining principal balance of $1,307,460 and an unamortized debt discount of $61,607. See Note 12 for subsequent note payable transactions.

Leases

Leases	3 Months Ended
	Mar. 31, 2023
Leases [Abstract]
LEASES	NOTE 8 – LEASES Our lease agreements generally do not provide an implicit borrowing rate; therefore, an internal incremental borrowing rate is determined based on information available at lease commencement date for purposes of determining the present value of lease payments. We used the incremental borrowing rate on March 31, 2023 and December 31, 2022 for all leases that commenced prior to that date. In determining this rate, which is used to determine the present value of future lease payments, we estimate the rate of interest we would pay on a collateralized basis, with similar payment terms as the lease and in a similar economic environment. Our corporate headquarters is located in Richmond, Virginia, where we lease approximately 25,000 square feet. The lease expires in August 2026, subject to extension. We also lease approximately 5,810 square feet of laboratory and office space in Mountain View, California. The lease expires in August 2024, subject to extension. Additionally, we lease approximately 3,150 square feet of office space in Melville, New York. The lease expires in December 2024, subject to extension. As of and subsequent to March 31, 2023, the Company is in arrears on certain lease payments. Lease Costs Three Months Three Months Components of total lease costs: Operating lease expense $ 297,091 $ 322,495 Total lease costs $ 297,091 $ 322,495 Lease Positions as of March 31, 2023 and December 31, 2022 ROU lease assets and lease liabilities for our operating leases are recorded on the balance sheet as follows: March 31, December 31, Assets Right of use asset – long term $ 2,935,599 $ 3,160,457 Total right of use asset $ 2,935,599 $ 3,160,457 Liabilities Operating lease liabilities – short term $ 1,094,677 $ 1,086,658 Operating lease liabilities – long term 1,655,336 1,885,218 Total lease liability $ 2,750,013 $ 2,971,876 Lease Terms and Discount Rate as of March 31, 2023 Weighted average remaining lease term (in years) – operating leases 2.49 Weighted average discount rate – operating leases 8.00 % Maturities of leases are as follows: Three Months Ended March 31, 2023 2023 (remaining) $ 851,883 2024 1,004,982 2025 710,546 2026 423,930 Total lease payments $ 2,991,341 Less imputed interest (241,328 ) Less current portion (1,094,677 ) Total maturities, due beyond one year $ 1,655,336

Commitments & Contigencies

Commitments & Contigencies	3 Months Ended
	Mar. 31, 2023
Commitments & Contigencies [Abstract]
COMMITMENTS & CONTIGENCIES	NOTE 9 – COMMITMENTS & CONTIGENCIES On March 17, 2023, the Company entered into a consulting agreement (the “Independent Consulting Agreement”) with an independent consultant for a term of thirty days. Pursuant to the Independent Consulting Agreement, the independent consultant agreed to provide the Company with business advisory services, guidance on growth strategies and networking with its clients on a non-exclusive basis for general business purposes (the “Independent Consulting Services”). In consideration for the Independent Consulting Services, the Company issued to the independent consultant 187,000 shares of the Company’s common stock (the “Independent Consulting Shares”) (See Note 10). The Company takes the following criteria under consideration when determining the value of shares to be issued under an agreement: (i) the effective date of the agreement, (ii) the date the work commences, and (iii) the date the Board of Directors approves the issuance. The issuance of the Independent Consulting Shares will not be registered under the Securities Act, or the securities laws of any state, in reliance on the exemption from registration under Section 4(a)(2) of the Securities Act. License Agreement with Loma Linda University On March 15, 2018, as amended on July 1, 2020, we entered into a LLU License Agreement directly with Loma Linda University. Pursuant to the LLU License Agreement, we obtained the exclusive royalty-bearing worldwide license in and to all intellectual property, including patents, technical information, trade secrets, proprietary rights, technology, know-how, data, formulas, drawings, and specifications, owned or controlled by LLU and/or any of its affiliates (the “LLU Patent and Technology Rights”) and related to therapy for immune-mediated inflammatory diseases (the ADI™ technology). In consideration for the LLU License Agreement, we issued 500 shares of common stock to LLU. Pursuant to the LLU License Agreement, we are required to pay an annual license fee to LLU. Also, we paid LLU $455,000 in July 2020 for outstanding milestone payments and license fees. We are also required to pay to LLU milestone payments in connection with certain development milestones. Specifically, we are required to make the following milestone payments to LLU: $175,000 on March 31, 2022; $100,000 on March 31, 2024; $500,000 on March 31, 2026; and $500,000 on March 31, 2027. In lieu of the $175,000 milestone payment due on March 31, 2022, the Company paid LLU an extension fee of $100,000. Upon payment of this extension fee, an additional year will be added for the March 31, 2022 milestone. Additionally, as consideration for prior expenses incurred by LLU to prosecute, maintain and defend the LLU Patent and Technology Rights, we made the following payments to LLU: $70,000 at the end of December 2018, and a final payment of $60,000 at the end of March 2019. We are required to defend the LLU Patent and Technology Rights during the term of the LLU License Agreement. Additionally, we will owe royalty payments of (i) 1.5% of Net Product Sales (as such terms are defined under the LLU License Agreement) and Net Service Sales on any Licensed Products (defined as any finished pharmaceutical products which utilizes the LLU Patent and Technology Rights in its development, manufacture or supply), and (ii) 0.75% of Net Product Sales and Net Service Sales for Licensed Products and Licensed Services (as such terms are defined under the LLU License Agreement) not covered by a valid patent claim for technology rights and know-how for a three (3) year period beyond the expiration of all valid patent claims. We also are required to produce a written progress report to LLU, discussing our development and commercialization efforts, within 45 days following the end of each year. All intellectual property rights in and to LLU Patent and Technology Rights shall remain with LLU (other than improvements developed by or on our behalf). The LLU License Agreement shall terminate on the last day that a patent granted to us by LLU is valid and enforceable or the day that the last patent application licensed to us is abandoned. The LLU License Agreement may be terminated by mutual agreement or by us upon 90 days written notice to LLU. LLU may terminate the LLU License Agreement in the event of (i) non-payments or late payments of royalty, milestone and license maintenance fees not cured within 90 days after delivery of written notice by LLU, (ii) a breach of any non-payment provision (including the provision that requires us to meet certain deadlines for milestone events (each, a “Milestone Deadline”)) not cured within 90 days after delivery of written notice by LLU and (iii) LLU delivers notice to us of three or more actual breaches of the LLU License Agreement by us in any 12-month period. Additional Milestone Deadlines include: (i) the requirement to have regulatory approval of an IND application to initiate first-in-human clinical trials on or before March 31, 2022, which has been extended to March 31, 2023 due to payment of a $100,000 extension fee paid in March 2022, the Company plans to exercise its right to request the option to extend this milestone as it continues its ongoing clinical trial programs planned by its subsidiary, Adimune, (ii) the completion of first-in-human (phase I/II) clinical trials by March 31, 2024, (iii) the completion of Phase III clinical trials by March 31, 2026 and (iv) biologic licensing approval by the FDA by March 31, 2027. License Agreement with Leland Stanford Junior University On February 3, 2020, we entered into an exclusive license agreement (the “February 2020 License Agreement”) with Stanford regarding a patent concerning a method for detection and measurement of specific cellular responses. Pursuant to the February 2020 License Agreement, we received an exclusive worldwide license to Stanford’s patent regarding use, import, offer, and sale of Licensed Products (as defined in the agreement). The license to the patented technology is exclusive, including the right to sublicense, beginning on the effective date of the agreement, and ending when the patent expires. Under the exclusivity agreement, we acknowledged that Stanford had already granted a non-exclusive license in the Nonexclusive Field of Use, under the Licensed Patents in the Licensed Field of Use in the Licensed Territory (as those terms are defined in the February 2020 License Agreement”). However, Stanford agreed to not grant further licenses under the Licensed Patents in the Licensed Field of Use in the Licensed Territory. On December 29, 2021, we entered into an amendment to the February 2020 License Agreement which extended our exclusive right to license the technology deployed in AditxtScore TM We were obligated to pay and paid a fee of $25,000 to Stanford within 60 days of February 3, 2020. We also issued 375 shares of the Company’s common stock to Stanford. An annual licensing maintenance fee is payable by us on the first anniversary of the February 2020 License Agreement in the amount of $40,000 for 2021 through 2024 and $60,000 starting in 2025 until the license expires upon the expiration of the patent. The Company is required to pay and has paid $25,000 for the issuances of certain patents. The Company will pay milestone fees of $50,000 on the first commercial sales of a licensed product and $25,000 at the beginning of any clinical study for regulatory clearance of an in vitro diagnostic product developed and a potential licensed product. The Company paid a milestone fee for a clinical study for regulatory clearance of an in vitro diagnostic product developed and a potential licensed product of $25,000 in March of 2022. We are also required to: (i) provide a listing of the management team or a schedule for the recruitment of key management positions by March 31, 2020 (which has been completed), (ii) provide a business plan covering projected product development, markets and sales forecasts, manufacturing and operations, and financial forecasts until at least $10,000,000 in revenue by June 30, 2020 (which has been completed), (iii) conduct validation studies by September 30, 2020 (which has been completed), (iv) hold a pre-submission meeting with the FDA by September 30, 2020 (which has been completed), (iv) submit a 510(k) application to the FDA, Emergency Use Authorization (“EUA”), or a Laboratory Developed Test (“LDT”) by March 31, 2021 (which has been completed), (vi) develop a prototype assay for human profiling by December 31, 2021 (which has been completed), (vii) execute at least one partnership for use of the technology for transplant, autoimmunity, or infectious disease purposes by March 31, 2022 (which has been completed) and (viii) provided further development and commercialization milestones for specific fields of use in writing prior to December 31, 2022. In addition to the annual license maintenance fees outlined above, we will pay Stanford royalties on Net Sales (as such term is defined in the February 2020 License Agreement) during the of the term of the agreement as follows: 4% when Net Sales are below or equal to $5 million annually or 6% when Net Sales are above $5 million annually. The February 2020 License Agreement may be terminated upon our election on at least 30 days advance notice to Stanford, or by Stanford if we: (i) are delinquent on any report or payment; (ii) are not diligently developing and commercializing Licensed Product; (iii) miss certain performance milestones; (iv) are in breach of any provision of the February 2020 License Agreement; or (v) provide any false report to Stanford. Should any events in the preceding sentence occur, we have a thirty (30) day cure period to remedy such violation. Off Balance Sheet Arrangements From time to time the Company enters short term research and development contracts. These contracts have payment provisions which require payment once regulatory and completion milestones are met. As of March 31, 2023, the Company has approximately $1.8 million outstanding, subject to these milestones.

Stockholders_ Equity

Stockholders’ Equity	3 Months Ended
	Mar. 31, 2023
Stockholders’ Equity [Abstract]
STOCKHOLDERS’ EQUITY	NOTE 10 – STOCKHOLDERS’ EQUITY Common Stock On May 24, 2021, the Company increased the number of authorized shares of the Company’s common stock, par value $0.001 per share, from 27,000,000 to 100,000,000 (the “Authorized Shares Increase”) by filing a Certificate of Amendment (the “Certificate of Amendment”) to its Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware. In accordance with the General Corporation Law of the State of Delaware, the Authorized Shares Increase and the Certificate of Amendment were approved by the stockholders of the Company at the Company’s Annual Meeting of Stockholders on May 19, 2021. On September 13, 2022, the Company effectuated a 1 for 50 reverse stock split (the “Reverse Split”). The Company’s stock began trading at the Reverse Split price effective on the Nasdaq Stock Market on September 14, 2022. There was no change to the number of authorized shares of the Company’s common stock. During the three months ended March 31, 2023, the Company issued 187,000 shares of common stock and recognized expense of $168,300 in stock-based compensation for consulting services. The stock-based compensation for consulting services is calculated by the number shares multiplied by the closing price on the effective date of the contract. During the three months ended March 31, 2023, 1,731 Restricted Stock Units vested which resulted in the issuance of shares. The Company recognized expense of $111,187 in stock-based compensation for the three months ended March 31, 2023. The stock-based compensation for shares issued or RSU’s granted during the period were valued based on the fair market value on the date of grant. During the three months ended March 31, 2022, the Company issued 180 shares of common stock and recognized expense of $3,719 in stock-based compensation for consulting services. The stock-based compensation for consulting services is calculated by the number shares multiplied by the closing price on the effective date of the contract. The Company also granted 5,744 Restricted Stock Units and, 5,744 Restricted Stock Units vested which resulted in the issuance of shares. The Company recognized expense of $377,671 in stock-based compensation for the three months ended March 31, 2022. On December 20, 2022, the Company entered into an At The Market Offering Agreement (the “ATM”) with H.C. Wainwright & Co., LLC as agent (the “Agent”), pursuant to which the Company may offer and sell, from time to time through the Agent, shares of the Company’s common stock having an aggregate offering price of up to $50,000,000 (the “Shares”). The offer and sale of the Shares was made pursuant to a shelf registration statement on Form S-3 and the related prospectus (File No. 333-257645) filed by the Company with the SEC on July 2, 2021, amended on July 6, 2021 and declared effective by the SEC on July 13, 2021, under the Securities Act of 1933, as amended. For the three months ended March 31, 2023, the Company sold 338,513 Shares at an average price of $1.55 per share under the ATM. The sale of Shares generated net proceeds of $507,016 after paying commissions and related fees. See Note 12 for subsequent equity transactions. Preferred Stock The Company is authorized to issue 3,000,000 shares of preferred stock, par value $0.001 per share. There were no Issuance of Series B Preferred Stock: On July 19, 2022, the Company entered into a Subscription and Investment Representation Agreement with its Chief Executive Officer (the “Purchaser”), pursuant to which the Company agreed to issue and sell one (1) share of the Company’s Series B Preferred Stock (the “Preferred Stock”), par value $0.001 per share, to the Purchaser for $20,000 in cash. On July 19, 2022, the Company filed a certificate of designation (the “Certificate of Designation”) with the Secretary of State of Delaware, effective as of the time of filing, designating the rights, preferences, privileges and restrictions of the share of Preferred Stock. The Certificate of Designation provides that the share of Preferred Stock will have 250,000,000 votes and will vote together with the outstanding shares of the Company’s common stock as a single class exclusively with respect to any proposal to amend the Company’s Restated Certificate of Incorporation to effect a reverse stock split of the Company’s common stock. The Preferred Stock will be voted, without action by the holder, on any such proposal in the same proportion as shares of common stock are voted. The Preferred Stock otherwise has no voting rights except as otherwise required by the General Corporation Law of the State of Delaware. The Preferred Stock is not convertible into, or exchangeable for, shares of any other class or series of stock or other securities of the Company. The Preferred Stock has no rights with respect to any distribution of assets of the Company, including upon a liquidation, bankruptcy, reorganization, merger, acquisition, sale, dissolution or winding up of the Company, whether voluntarily or involuntarily. The holder of the Preferred Stock will not be entitled to receive dividends of any kind. The outstanding share of Preferred Stock shall be redeemed in whole, but not in part, at any time (i) if such redemption is ordered by the Board of Directors in its sole discretion or (ii) automatically upon the effectiveness of the amendment to the Certificate of Incorporation implementing a reverse stock split. Upon such redemption, the holder of the Preferred Stock will receive consideration of $20,000 in cash. On September 13, 2022, the share was redeemed. Redemption of Series B Preferred Stock On October 7, 2022, the Company paid $20,000 in consideration for the one share of Preferred Stock which was redeemed on September 13, 2022. Stock-Based Compensation In October 2017, our Board of Directors adopted the Aditx Therapeutics, Inc. 2017 Equity Incentive Plan (the “2017 Plan”). The 2017 Plan provides for the grant of equity awards to directors, employees, and consultants. The Company is authorized to issue up to 2,500,000 shares of our common stock pursuant to awards granted under the 2017 Plan. The 2017 Plan is administered by our Board of Directors, and expires ten years after adoption, unless terminated earlier by the Board of Directors. All shares of our common stock pursuant to awards under the 2017 Plan have been awarded. On February 24, 2021, our Board of Directors adopted the Aditx Therapeutics, Inc. 2021 Omnibus Equity Incentive Plan (the “2021 Plan”). The 2021 Plan provides for grants of nonqualified stock options, incentive stock options, stock appreciation rights, restricted stock and restricted stock units, and other stock-based awards (collectively, the “Awards”). Eligible recipients of Awards include employees, directors or independent contractors of the Company or any affiliate of the Company. The Compensation Committee of the Board of Directors (the “Committee”) will administer the 2021 Plan. A total of 60,000 shares of common stock, par value $0.001 per share, of the Company may be issued pursuant to Awards granted under the 2021 Plan. The exercise price per share for the shares to be issued pursuant to an exercise of a stock option will be no less than one hundred percent (100%) of the Fair Market Value (as defined in the 2021 Plan) of a share of Common Stock on the date of grant. The 2021 Plan was submitted and approved by the Company’s stockholders at the 2021 annual meeting of stockholders, held on May 19, 2021. During the three months ended March 31, 2023 and 2022, the Company granted no new options. The following is an analysis of the stock option grant activity under the Plan: Vested and Nonvested Stock Options Number Weighted Weighted Outstanding December 31, 2022 44,710 $ 170.00 5.74 Granted - - - Exercised - - - Expired or forfeited - - - Outstanding March 31, 2023 44,710 $ 170.00 5.50 Nonvested Stock Options Number Weighted- Nonvested on December 31, 2022 2,025 $ 96.00 Granted - - Vested (675 ) 96.00 Forfeited - - Nonvested on March 31, 2023 1,350 $ 96.00 As of March 31, 2023 there were 43,360 exercisable options, these options had a weighted average exercise price $172.30. The Company recognized stock-based compensation expense related to options granted and vesting expense of $59,964 during the three months ended March 31, 2023, of which $24,429 is included in general and administrative expenses and $35,535 is included in research and development expenses in the accompanying statements of operations. The remaining value to be expensed is $119,928 with a weighted average vesting term of 0.50 years as of March 31, 2023. The Company recognized stock-based compensation expense related to options granted and vesting expense of $193,624 during the three months ended March 31, 2022, of which $133,660 is included in general and administrative expenses and $59,964 is included in research and development expenses in the accompanying statements of operations. The Company recognizes warrant forfeitures as they occur as there is insufficient historical data to accurately determine future forfeitures rates. Warrants For the three months ended March 31, 2023 and 2022 there were no new warrants granted, therefore no fair value was assigned. The risk-free interest rate assumption for warrants granted is based upon observed interest rates on the United States Government Bond Equivalent Yield appropriate for the expected term of warrants. The Company determined the expected volatility assumption for warrants granted using the historical volatility of comparable public companies’ common stock. The Company will continue to monitor peer companies and other relevant factors used to measure expected volatility for future warrant grants, until such time that the Company’s common stock has enough market history to use historical volatility. The dividend yield assumption for warrants granted is based on the Company’s history and expectation of dividend payouts. The Company has never declared nor paid any cash dividends on its common stock, and the Company does not anticipate paying any cash dividends in the foreseeable future. The Company recognizes warrant forfeitures as they occur as there is insufficient historical data to accurately determine future forfeitures rates. A summary of warrant issuances are as follows: Vested and Nonvested Warrants Number Weighted Weighted Outstanding December 31, 2022 5,090,024 $ 12.83 4.54 Granted - - - Exercised - - - Expired or forfeited (10,676 ) 203.81 - Outstanding March 31, 2023 5,079,348 $ 12.49 4.41 Nonvested Warrants Number Weighted- Nonvested on December 31, 2022 100,000 $ 7.50 Granted - - Vested (100,000 ) 7.50 Forfeited - - Nonvested on March 31, 2023 - $ - The Company recognized stock-based compensation expense related to warrants granted and vesting expense of zero and $26,262 during the three months ended March 31, 2023 and 2022, respectively, which is included in general and administrative in the accompanying Statements of Operations. The remaining value to be expensed is zero as of March 31, 2023. The weighted average vesting term is zero Restricted Stock Units A summary of Restricted Stock Units (“RSUs”) issuances are as follows: Nonvested RSUs Number Weighted Nonvested December 31, 2022 7,197 $ 46.72 Granted - - Vested (1,731 ) 56.20 Forfeited (1,199 ) 22.87 Nonvested March 31, 2023 4,267 $ 49.62 The Company recognized stock-based compensation expense related to RSUs granted and vesting expense of $111,187 and $377,671 during the three months ended March 31, 2023 and March 31, 2022, respectively, of which, $81,586 is included in general and administrative, $27,098 is included in research and development, and $2,503 is included in sales and marketing in the accompanying Statements of Operations. The remaining value to be expensed is $195,855 with a weighted average vesting term of 0.26 years as of March 31, 2023. During the three months ended March 31, 2023, the Company granted a total of zero RSUs. During the three months ended March 31, 2023, 1,731 RSUs vested and the Company issued 1,731 shares of common stock for the 1,731 vested RSUs.

Income Taxes

Income Taxes	3 Months Ended
	Mar. 31, 2023
Income Taxes [Abstract]
INCOME TAXES	NOTE 11 – INCOME TAXES The Company has incurred losses since inception. During the three months ended March 31, 2023, the Company did not provide any provision for income taxes as the Company incurred losses during such period. The Company accounts for income taxes using the asset and liability method in accordance with ASC 740, “Accounting for Income Taxes”. The asset and liability method provides that deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial reporting and tax bases of assets and liabilities and for operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured using the currently enacted tax rates and laws that will be in effect when the differences are expected to reverse. In assessing the need for a valuation allowance, the Company has considered both positive and negative evidence related to the likelihood of realization of deferred tax assets using a “more likely than not” standard. In making such assessment, more weight was given to evidence that could be objectively verified, including recent cumulative losses. Based on the Company’s review of this evidence, the Company has recorded a full valuation allowance for its net deferred tax assets as of March 31, 2023. As of March 31, 2023, the Company did not have any amounts recorded pertaining to uncertain tax positions.

Subsequent Events

Subsequent Events	3 Months Ended
	Mar. 31, 2023
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	NOTE 12 – SUBSEQUENT EVENTS On April 4, 2023, the Company entered into a Business Loan and Security Agreement (the “April Loan Agreement”) with a commercial funding source (the “April Lender”), pursuant to which the Company obtained a loan from the April Lender in the principal amount of $1,060,000, which includes origination fees of $60,000 (the “April Loan”). Pursuant to the April Loan Agreement, the Company granted the April Lender a continuing secondary security interest in; (i) any and all amounts owed to the Company now or in the future from any merchant processor processing charges made by customers of the Company via credit card or debit card transactions, and (ii) all other tangible and intangible property. The total amount of interest and fees payable by the Company to the April Lender under the April Loan (the “April Repayment Amount”) will be (i) $1,000,000 if paid prior to April 6, 2023, (ii) $1,219,000 if paid prior to April 10, 2023, or (iii) $1,590,000 if paid after April 10, 2023 and will be repaid in 20 weekly installments of $79,500 commencing on April 10, 2023 and ending on August 21, 2023. On April 24, 2023, the Company entered into a Business Loan and Security Agreement (the “ Loan Agreement Lender Loan Repayment Amount On April 13, 2023, the Company formed Adivir, Inc. a Delaware, wholly owned subsidiary. On April 18, 2023, the Company entered into an Asset Purchase Agreement (the “Asset Purchase Agreement”) with Cellvera Global Holdings LLC (“Cellvera Global”), Cellvera Holdings Ltd. (“BVI Holdco”), Cellvera, Ltd. (“Cellvera Ltd.”), Cellvera Development LLC (“Cellvera Development” and together with Cellvera Global, BVI Holdco, Cellvera Ltd. and Cellvera Development (the “Sellers”), AiPharma Group Ltd. (“Seller Owner” and collectively with the Sellers, “Cellvera”), and the legal representative of Cellvera, pursuant to which, the Company will purchase Cellvera’s 50% ownership interest in G Response Aid FZE (“GRA”), certain other intellectual property and all goodwill related thereto (the “Acquired Assets”). Unless expressly stated otherwise herein, capitalized terms used but not defined herein have the meanings ascribed to them in the Asset Purchase Agreement. Pursuant to the Asset Purchase Agreement, the consideration for the Acquired Assets consists of (A) $24.5 million, comprised of: (i) the forgiveness of the Company’s $14.5 million loan to Cellvera Global, and (ii) approximately $10 million in cash, and (B) future revenue sharing payments for a term of seven years. GRA holds an exclusive, worldwide license for the antiviral medication, Avigan® 200mg, excluding Japan, China and Russia. The other 50% interest in GRA is held by Agility, Inc. (“Agility”). Additionally, upon the closing, the Share Exchange Agreement previously entered into as of December 28, 2021, between Cellvera Global Holdings, LLC f/k/a AiPharma Global Holdings, LLC (together with other affiliates and subsidiaries) and the Company, and all other related agreements will be terminated. On April 20, 2023, the Company entered into a securities purchase agreement (the “April Purchase Agreement”) with an institutional investor, pursuant to which the Company agreed to sell to such investor pre-funded warrants (the “Pre-Funded Warrants”) to purchase up to 1,585,350 shares of common stock of the Company (the “Common Stock”) at a purchase price of $1.219 per Pre-Funded Warrant. The Pre-Funded Warrants (and shares of common stock underlying the Pre-Funded Warrants) were offered by the Company pursuant to its shelf registration statement on Form S-3 (File No. 333-257645), which was declared effective by the Securities and Exchange Commission on July 13, 2021. Concurrently with the sale of the Pre-Funded Warrants, pursuant to the Purchase Agreement in a concurrent private placement, for each Pre-Funded Warrant purchased by the investor, such investor received from the Company an unregistered warrant (the “Warrant”) to purchase two shares of Common Stock. The warrants have an exercise price of $0.86 per share, and are exercisable for a three year period. The closing of the sales of these securities under the Purchase Agreement took place on April 24, 2023. The gross proceeds from the offering were approximately $1.9 million, prior to deducting placement agent’s fees and other offering expenses payable by the Company. The Company intends to use the net proceeds from the offering for working capital and other general corporate purposes. On April 21, 2023, Amro Albanna, the Chief Executive Officer of the Company, and Shahrokh Shabahang, the Chief Innovation Officer of the Company, loaned $87,524 and $100,000, respectively, to the Company. The loans were evidenced by an unsecured promissory note (the “Note”). Pursuant to the terms of the Note, it will accrue interest at the Prime rate of eight percent (8.0%) per annum and is due on the earlier of October 20, 2023, or an event of default, as defined therein. On April 24, 2023, the Company entered into a Business Loan and Security Agreement (the “Loan Agreement”) with a commercial funding source (the “Lender”), pursuant to which the Company obtained a loan from the Lender in the principal amount of $1,060,000, which includes origination fees of $60,000 (the “Loan”). Pursuant to the Loan Agreement, the Company granted the Lender a continuing secondary security interest in certain collateral (as defined in the Loan Agreement). The total amount of interest and fees payable by the Company to the Lender under the Loan (the “Repayment Amount”) will be $1,590,000 and will be repaid in 20 weekly installments of $79,500. On April 28, 2023, the Company was notified (the “Notification Letter”) by Nasdaq that it is not in compliance with the minimum bid price requirements set forth in Nasdaq Listing Rule 5550(a)(2) for continued listing on The Nasdaq Capital Market. Nasdaq Listing Rule 5550(a)(2) requires listed securities to maintain a minimum bid price of $1.00 per share, and Nasdaq Listing Rule 5810(c)(3)(A) provides that a failure to meet the minimum bid price requirement exists if the deficiency continues for a period of 30 consecutive business days. Based on the closing bid price of the Company’s common stock between March 16, 2023 and April 27, 2023, the Company no longer meets the minimum bid price requirement. The Notification Letter has no immediate effect on the listing or trading of the Company’s common stock on The Nasdaq Capital Market and, at this time, the common stock will continue to trade on The Nasdaq Capital Market under the symbol “ADTX.” The Notification Letter provides that the Company has 180 calendar days, or until October 25, 2023, to regain compliance with Nasdaq Listing Rule 5550(a)(2). To regain compliance, the bid price of the Company’s common stock must have a closing bid price of at least $1.00 per share for a minimum of 10 consecutive business days. If the Company does not regain compliance by October 25, 2023, an additional 180 days may be granted to regain compliance, so long as the Company meets The Nasdaq Capital Market continued listing requirements (except for the bid price requirement) and notifies Nasdaq in writing of its intention to cure the deficiency during the second compliance period. If the Company does not qualify for the second compliance period or fails to regain compliance during the second 180-day period, then Nasdaq will notify the Company of its determination to delist the Company’s common stock, at which point the Company will have an opportunity to appeal the delisting determination to a Hearings Panel. The Company intends to monitor the closing bid price of its common stock and may, if appropriate, consider implementing available options, including, but not limited to, implementing a reverse stock split of its outstanding securities, to regain compliance with the minimum bid price requirement under the Nasdaq Listing Rules.

Accounting Policies, by Policy

Accounting Policies, by Policy (Policies)	3 Months Ended
	Mar. 31, 2023
Organization and Nature of Business [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and the rules and regulations of the Securities and Exchange Commission (“SEC”). In the opinion of the Company’s management, the accompanying condensed consolidated financial statements reflect all adjustments, consisting of normal, recurring adjustments, considered necessary for a fair presentation of the results for the interim periods ended March 31, 2023 and March 31, 2022. Although management believes that the disclosures in these unaudited condensed consolidated financial statements are adequate to make the information presented not misleading, certain information and footnote disclosures normally included in condensed consolidated financial statements that have been prepared in accordance U.S. GAAP have been omitted pursuant to the rules and regulations of the SEC. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the Company’s financial statements and notes related thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022, filed with the SEC on April 17, 2023. The interim results for the three months ended March 31, 2023 are not necessarily indicative of the results to be expected for the year ended December 31, 2023 or for any future interim periods.
Principles of consolidation	Principles of consolidation The unaudited consolidated financial statements include the accounts of Aditxt, Inc., and its wholly owned subsidiaries, All significant intercompany balances and transactions have been eliminated in the condensed consolidated financial statements.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expense during the reporting period. Actual results could differ from those estimates. Significant estimates underlying the financial statements include the collectability of notes receivable, collectability and reserve on accounts receivable, the reserve on insurance billing, and the fair value of stock options and warrants.
Fair Value Measurements and Fair Value of Financial Instruments	Fair Value Measurements and Fair Value of Financial Instruments The Company adopted Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 820, Fair Value Measurements. ASC Topic 820 clarifies the definition of fair value, prescribes methods for measuring fair value, and establishes a fair value hierarchy to classify the inputs used in measuring fair value as follows: Level 1 - Inputs are unadjusted quoted prices in active markets for identical assets or liabilities available at the measurement date. Level 2 - Inputs are unadjusted quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, inputs other than quoted prices that are observable, and inputs derived from or corroborated by observable market data. Level 3 - Inputs are unobservable inputs which reflect the reporting entity’s own assumptions on what assumptions the market participants would use in pricing the asset or liability based on the best available information. The Company did not identify any assets or liabilities that are required to be presented on the balance sheets at fair value in accordance with ASC Topic 820. Due to the short-term nature of all financial assets and liabilities, their carrying value approximates their fair value as of the balance sheet dates.
Concentrations of Credit Risk	Concentrations of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents and accounts receivable. The Company maintains its cash accounts at financial institutions which are insured by the Federal Deposit Insurance Corporation. At times, the Company may have deposits in excess of federally insured limits. Substantially all the Company’s accounts receivable are with companies in the healthcare industry, individuals, and the U.S. government. However, concentration of credit risk is mitigated due to the Company’s number of customers. In addition, for receivables due from U.S government agencies, the Company does not believe the receivables represent a credit risk as these are related to healthcare programs funded by the U.S. government and payment is primarily dependent upon submitting the appropriate documentation.
Cash and Cash Equivalents	Cash and Cash Equivalents Cash and cash equivalents include short-term, liquid investments.
Inventory	Inventory Inventory consists of laboratory materials and supplies used in laboratory analysis. We capitalize inventory when purchased. Inventory is valued at the lower of cost or net realizable value on a first-in, first-out basis. We periodically perform obsolescence assessments and write off any inventory that is no longer usable.
Fixed Assets	Fixed Assets Fixed assets are stated at cost less accumulated depreciation. Cost includes expenditures for furniture, office equipment, laboratory equipment, and other assets. Maintenance and repairs are charged to expense as incurred. When assets are sold, retired, or otherwise disposed of, the cost and accumulated depreciation are removed from the accounts and any resulting gain or loss is reflected in operations. The costs of fixed assets are depreciated using the straight-line method over the estimated useful lives or lease life of the related assets. Useful lives assigned to fixed assets are as follows: Computers Three years to five years Lab Equipment Seven to ten years Office Furniture Five to ten years Other fixed assets Five to ten years Leasehold Improvements Shorter of estimated useful life or remaining lease term
Intangible Assets	Intangible Assets Intangible assets are stated at cost less accumulated amortization. For intangible assets that have finite lives, the assets are amortized using the straight-line method over the estimated useful lives of the related assets. For intangible assets with indefinite lives, the assets are tested periodically for impairment.
Accounts Receivable and Allowance for Doubtful Accounts	Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable are stated at the amount management expects to collect from outstanding balances. The Company generally does not require collateral to support customer receivables. The Company determines if receivables are past due based on days outstanding, and amounts are written off when determined to be uncollectible by management. As of March 31, 2023 and December 31, 2022, there was an allowance for doubtful accounts of zero and $18,634, respectively.
Offering Costs	Offering Costs Offering costs incurred in connection with equity are recorded as a reduction of equity and offering costs incurred in connection with debt are recorded as a reduction of debt as a debt discount.
Revenue Recognition	Revenue Recognition In accordance with ASC 606 (Revenue From Contracts with Customers), revenue is recognized when a customer obtains control of promised services. The amount of revenue recognized reflects the consideration to which the Company expects to be entitled to receive in exchange for these services. To achieve this core principle, the Company applies the following five steps: 1) Identify the contract with a customer 2) Identify the performance obligations in the contract 3) Determine the transaction price 4) Allocate the transaction price to performance obligations in the contract 5) Recognize revenue when or as the Company satisfies a performance obligation Revenues reported from services relating to the AditxtScore™ are recognized when the AditxtScore TM The Company recognizes revenue in the following manner for the following types of customers: Client Payers: Client payers include physicians or other entities for which services are billed based on negotiated fee schedules. The Company principally estimates the allowance for credit losses for client payers based on historical collection experience and the period of time the receivable has been outstanding. Cash Pay: Customers are billed based on established patient fee schedules or fees negotiated with physicians on behalf of their patients. Collection of billings is subject to credit risk and the ability of the patients to pay. Insurance: Reimbursements from healthcare insurers are based on fee for service schedules. Net revenues recognized consist of amounts billed net of contractual allowances for differences between amounts billed and the estimated consideration the Company expects to receive from such payers, collection experience, and the terms of the Company’s contractual arrangements.
Leases	Leases Under Topic 842 (Leases), operating lease expense is generally recognized evenly over the term of the lease. The Company has operating leases consisting of office space, laboratory space, and lab equipment. Leases with an initial term of twelve months or less are not recorded on the balance sheet. We combine the lease and non-lease components in determining the lease liabilities and right of use (“ROU”) assets.
Stock-Based Compensation	Stock-Based Compensation The Company accounts for stock-based compensation costs under the provisions of ASC 718, Compensation—Stock Compensation, which requires the measurement and recognition of compensation expense related to the fair value of stock-based compensation awards that are ultimately expected to vest. Stock-based compensation expense recognized includes the compensation cost for all stock-based payments granted to employees, officers, and directors based on the grant date fair value estimated in accordance with the provisions of ASC 718. ASC 718 is also applied to awards modified, repurchased, or cancelled during the periods reported. Stock-based compensation is recognized as expense over the employee’s requisite vesting period and over the nonemployee’s period of providing goods or services.
Patents	Patents The Company incurs fees from patent licenses, which is reflected in research and development expenses, and are expensed as incurred. During the three months ended March 31, 2023 and 2022, the Company incurred patent licensing fees for the patents of $60,000 and $225,013, respectively.
Research and Development	Research and Development We incur research and development costs during the process of researching and developing our technologies and future offerings. We expense these costs as incurred unless such costs qualify for capitalization under applicable guidance. During the three months ended March 31, 2023 and 2022, the Company incurred research and development costs of $1,387,541 and $1,148,382, respectively.
Basic and Diluted Net Loss per Common Share	Basic and Diluted Net Loss per Common Share Basic loss per common share is computed by dividing the net loss by the weighted average number of shares of common stock outstanding for each period. Diluted loss per share is computed by dividing the net loss attributable of common stockholders by the weighted average number of shares of common stock outstanding plus the dilutive effect of shares issuable through the common stock equivalents. The weighted-average number of common shares outstanding excludes common stock equivalents because their inclusion would be anti-dilutive. As of March 31, 2023, 44,710 stock options, 4,267 unvested restricted stock units, and 5,079,348 warrants were excluded from dilutive earnings per share as their effects were anti-dilutive. As of March 31, 2022, 44,710 stock options, 20,373 unvested restricted stock units and 600,252 warrants were excluded from dilutive earnings per share as their effects were anti-dilutive.
Recent Accounting Pronouncements	Recent Accounting Pronouncements The FASB issues ASUs to amend the authoritative literature in ASC. There have been several ASUs to date, including those above, that amend the original text of ASC. Management believes that those issued to date either (i) provide supplemental guidance, (ii) are technical corrections, (iii) are not applicable to us or (iv) are not expected to have a significant impact on our financial statements.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Tables)	3 Months Ended
	Mar. 31, 2023
Organization and Nature of Business [Abstract]
Schedule of useful lives assigned to fixed assets	Computers Three years to five years Lab Equipment Seven to ten years Office Furniture Five to ten years Other fixed assets Five to ten years Leasehold Improvements Shorter of estimated useful life or remaining lease term

Fixed Assets (Tables)

Fixed Assets (Tables)	3 Months Ended
	Mar. 31, 2023
Fixed Assets [Abstract]
Schedule of fixed assets	Cost Basis Accumulated Net Computers $ 378,480 $ (229,391 ) $ 149,089 Lab Equipment 2,575,720 (649,462 ) 1,926,258 Office Furniture 56,656 (9,617 ) 47,039 Other Fixed Assets 8,605 (1,439 ) 7,166 Leasehold Improvements 120,440 (35,976 ) 84,464 Total Fixed Assets $ 3,139,901 $ (925,885 ) $ 2,214,016 Cost Basis Accumulated Net Computers $ 376,429 $ (197,907 ) $ 178,522 Lab Equipment 2,572,720 (579,015 ) 1,993,705 Office Furniture 56,656 (8,200 ) 48,456 Other Fixed Assets 8,605 (1,224 ) 7,381 Leasehold Improvements 120,440 (29,641 ) 90,799 Total Fixed Assets $ 3,134,850 $ (815,987 ) $ 2,318,863

Intangible Assets (Tables)

Intangible Assets (Tables)	3 Months Ended
	Mar. 31, 2023
Intangible Assets [Abstract]
Schedule of intangible assets	Cost Basis Accumulated Net Proprietary Technology $ 321,000 $ (240,750 ) $ 80,250 Total Intangible Assets $ 321,000 $ (240,750 ) $ 80,250 Cost Basis Accumulated Net Proprietary Technology $ 321,000 $ (214,000 ) $ 107,000 Total Intangible Assets $ 321,000 $ (214,000 ) $ 107,000

Leases (Tables)

Leases (Tables)	3 Months Ended
	Mar. 31, 2023
Disclosure Text Block [Abstract]
Schedule of lease costs	Three Months Three Months Components of total lease costs: Operating lease expense $ 297,091 $ 322,495 Total lease costs $ 297,091 $ 322,495
Schedule of maturities of leases	March 31, December 31, Assets Right of use asset – long term $ 2,935,599 $ 3,160,457 Total right of use asset $ 2,935,599 $ 3,160,457 Liabilities Operating lease liabilities – short term $ 1,094,677 $ 1,086,658 Operating lease liabilities – long term 1,655,336 1,885,218 Total lease liability $ 2,750,013 $ 2,971,876
Schedule of lease terms and discount rate	Weighted average remaining lease term (in years) – operating leases 2.49 Weighted average discount rate – operating leases 8.00 %
Schedule of maturities of leases	2023 (remaining) $ 851,883 2024 1,004,982 2025 710,546 2026 423,930 Total lease payments $ 2,991,341 Less imputed interest (241,328 ) Less current portion (1,094,677 ) Total maturities, due beyond one year $ 1,655,336

Stockholders_ Equity (Tables)

Stockholders’ Equity (Tables)	3 Months Ended
	Mar. 31, 2023
Stockholders’ Equity [Abstract]
Schedule of analysis of the stock option grant activity under the plan	Vested and Nonvested Stock Options Number Weighted Weighted Outstanding December 31, 2022 44,710 $ 170.00 5.74 Granted - - - Exercised - - - Expired or forfeited - - - Outstanding March 31, 2023 44,710 $ 170.00 5.50 Vested and Nonvested Warrants Number Weighted Weighted Outstanding December 31, 2022 5,090,024 $ 12.83 4.54 Granted - - - Exercised - - - Expired or forfeited (10,676 ) 203.81 - Outstanding March 31, 2023 5,079,348 $ 12.49 4.41 Nonvested RSUs Number Weighted Nonvested December 31, 2022 7,197 $ 46.72 Granted - - Vested (1,731 ) 56.20 Forfeited (1,199 ) 22.87 Nonvested March 31, 2023 4,267 $ 49.62
Schedule of warranty issuance	Nonvested Stock Options Number Weighted- Nonvested on December 31, 2022 2,025 $ 96.00 Granted - - Vested (675 ) 96.00 Forfeited - - Nonvested on March 31, 2023 1,350 $ 96.00 Nonvested Warrants Number Weighted- Nonvested on December 31, 2022 100,000 $ 7.50 Granted - - Vested (100,000 ) 7.50 Forfeited - - Nonvested on March 31, 2023 - $ -

Organization and Nature of Bu_2

Organization and Nature of Business (Details) - USD ($) $ / shares in Units, $ in Thousands			1 Months Ended
	Sep. 13, 2022	Dec. 06, 2021	Sep. 30, 2022	Sep. 20, 2022	Oct. 31, 2021	Oct. 20, 2021	Oct. 18, 2021	Aug. 31, 2021
Organization and Nature of Business (Details) [Line Items]
Reverse split description	On September 13, 2022, the Company effectuated a 1 for 50 reverse stock split (the “Reverse Split”).
Company issued		164,929					56,667	91,667
Purchase price per share (in Dollars per share)								$ 120
Gross proceeds (in Dollars)						$ 4,250		$ 11,000
Issued warrants to purchase of shares								91,667
Debt instrument term, description								The warrants have an exercise price of $126.50 per share and are exercisable for a five-year period commencing six months from the date of issuance.
Warrants exercise price (in Dollars per share)								$ 75
Purchase of common stock								4,584
Warrant exercise price (in Dollars per share)			$ 6
Exercise price per share (in Dollars per share)		$ 57.5					$ 75
Net of underwriting discounts (in Dollars)					$ 3,910
Net proceeds (in Dollars)		$ 16,000		$ 17,200
Prefunded warrants shares		166,572
Purchase of equity shares				2,109,000
Purchase shares			3,333,333
Exercise price term (in Dollars per share)			$ 0.001
Warrant [Member]
Organization and Nature of Business (Details) [Line Items]
Prefunded warrants shares		0.001
Common Stock [Member]
Organization and Nature of Business (Details) [Line Items]
Warrant exercise price (in Dollars per share)								$ 150
Exercise price per share (in Dollars per share)				$ 1,224,333

Going Concern Analysis (Details

Going Concern Analysis (Details) - USD ($)	3 Months Ended
	Mar. 31, 2023	Apr. 17, 2023	Jun. 30, 2022
Going Concern Analysis (Details) [Line Items]
Operating activities	$ 5,984,706
Net loss cash flow from operating activities	3,951,791
Cash	302,509
Equity held aggregate market value			$ 7,900,000
Registration amount	$ 51,000,000
Subsequent Event [Member]
Going Concern Analysis (Details) [Line Items]
Equity held aggregate market value		$ 75,000,000

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Details) - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022
Organization and Nature of Business [Abstract]
Allowance for doubtful accounts	$ 0		$ 18,634
Licensing fees	60,000	$ 225,013
Research and development costs	$ 1,387,541	$ 1,148,382
Stock options issued	44,710	44,710
Restricted stock units	4,267	20,373
Dilutive earning shares	5,079,348
Warrants issued		600,252

Summary of Significant Accoun_4

Summary of Significant Accounting Policies (Details) - Schedule of useful lives assigned to fixed assets	3 Months Ended
	Mar. 31, 2023
Computers [Member]
Public Utility, Property, Plant and Equipment [Line Items]
Useful lives assigned to fixed assets	Three years to five years
Lab Equipment [Member]
Public Utility, Property, Plant and Equipment [Line Items]
Useful lives assigned to fixed assets	Seven to ten years
Office Furniture [Member]
Public Utility, Property, Plant and Equipment [Line Items]
Useful lives assigned to fixed assets	Five to ten years
Other Fixed Assets [Member]
Public Utility, Property, Plant and Equipment [Line Items]
Useful lives assigned to fixed assets	Five to ten years
Leasehold Improvements [Member]
Public Utility, Property, Plant and Equipment [Line Items]
Useful lives assigned to fixed assets	Shorter of estimated useful life or remaining lease term

Fixed Assets (Details)

Fixed Assets (Details) - USD ($)	1 Months Ended			3 Months Ended
	Mar. 31, 2021	Jan. 31, 2021	Oct. 31, 2020	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022
Fixed Assets [Abstract]
Depreciation expense				$ 109,896	$ 96,852
Carrying value				$ 1,316,830		$ 1,359,091
Lab equipment monthly payment	$ 37,171	$ 9,733	$ 19,487
Monthly payment Interest rate	8%	8%	8%

Fixed Assets (Details) - Schedu

Fixed Assets (Details) - Schedule of fixed assets - USD ($)	Mar. 31, 2023	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Cost Basis	$ 3,139,901	$ 3,134,850
Accumulated Depreciation	(925,885)	(815,987)
Net	2,214,016	2,318,863
Computers [Member]
Property, Plant and Equipment [Line Items]
Cost Basis	378,480	376,429
Accumulated Depreciation	(229,391)	(197,907)
Net	149,089	178,522
Lab Equipment [Member]
Property, Plant and Equipment [Line Items]
Cost Basis	2,575,720	2,572,720
Accumulated Depreciation	(649,462)	(579,015)
Net	1,926,258	1,993,705
Office Furniture [Member]
Property, Plant and Equipment [Line Items]
Cost Basis	56,656	56,656
Accumulated Depreciation	(9,617)	(8,200)
Net	47,039	48,456
Other Fixed Assets [Member]
Property, Plant and Equipment [Line Items]
Cost Basis	8,605	8,605
Accumulated Depreciation	(1,439)	(1,224)
Net	7,166	7,381
Leasehold Improvements [Member]
Property, Plant and Equipment [Line Items]
Cost Basis	120,440	120,440
Accumulated Depreciation	(35,976)	(29,641)
Net	$ 84,464	$ 90,799

Intangible Assets (Details)

Intangible Assets (Details) - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Intangible Assets [Abstract]
Amortization expense	$ 26,750	$ 26,750
Estimated useful life	3 years

Intangible Assets (Details) - S

Intangible Assets (Details) - Schedule of intangible assets - USD ($)	Mar. 31, 2023	Dec. 31, 2022
Finite-Lived Intangible Assets [Line Items]
Cost Basis	$ 321,000	$ 321,000
Accumulated Amortization	(240,750)	(214,000)
Net	80,250	107,000
Proprietary Technology [Member]
Finite-Lived Intangible Assets [Line Items]
Cost Basis	321,000	321,000
Accumulated Amortization	(240,750)	(214,000)
Net	$ 80,250	$ 107,000

Notes Payable (Details)

Notes Payable (Details) - USD ($)	1 Months Ended
	Feb. 21, 2023	Sep. 05, 2023	Mar. 31, 2023
Notes Payable (Details) [Line Items]
Gross proceeds	$ 1,500,000
Origination fee	75,000
Warrant exercise price (in Dollars per share)			$ 1,307,460
Unamortized debt discount			$ 61,607
Forecast [Member]
Notes Payable (Details) [Line Items]
Repaid purchase amount		$ 77,000
Future Receipts Agreement [Member]
Notes Payable (Details) [Line Items]
Aggregate amount	$ 2,160,000

Leases (Details)

Leases (Details)	3 Months Ended
	Mar. 31, 2023 ft²
Virginia [Member]
Leases (Details) [Line Items]
Net lease	25,000
Lease expires	August 2026
California [Member]
Leases (Details) [Line Items]
Net lease	5,810
Lease expires	August 2024
New York [Member]
Leases (Details) [Line Items]
Net lease	3,150
Lease expires	December 2024

Leases (Details) - Schedule of

Leases (Details) - Schedule of lease costs - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Schedule Of Lease Costs Abstract
Operating lease expense	$ 297,091	$ 322,495
Total lease costs	$ 297,091	$ 322,495

Leases (Details) - Schedule o_2

Leases (Details) - Schedule of ROU lease assets and lease liabilities for our operating leases - USD ($)	3 Months Ended	12 Months Ended
	Mar. 31, 2023	Dec. 31, 2022
Assets
Right of use asset – long term	$ 2,935,599	$ 3,160,457
Total right of use asset	2,935,599	3,160,457
Liabilities
Operating lease liabilities – short term	1,094,677	1,086,658
Operating lease liabilities – long term	1,655,336	1,885,218
Total lease liability	$ 2,750,013	$ 2,971,876

Leases (Details) - Schedule o_3

Leases (Details) - Schedule of lease terms and discount rate	Mar. 31, 2023
Schedule Of Lease Terms And Discount Rate Abstract
Weighted average remaining lease term (in years) – operating leases	2 years 5 months 26 days
Weighted average discount rate – operating leases	8%

Leases (Details) - Schedule o_4

Leases (Details) - Schedule of maturities of leases	Mar. 31, 2023 USD ($)
Schedule Of Maturities Of Leases Abstract
2023 (remaining)	$ 851,883
2024	1,004,982
2025	710,546
2026	423,930
Total lease payments	2,991,341
Less imputed interest	(241,328)
Less current portion	(1,094,677)
Total maturities, due beyond one year	$ 1,655,336

Commitments & Contigencies (Det

Commitments & Contigencies (Details) - USD ($)

1 Months Ended

3 Months Ended

12 Months Ended

Feb. 03, 2020

Mar. 31, 2027

Mar. 31, 2026

Mar. 31, 2024

Mar. 31, 2022

Jul. 31, 2020

Jun. 30, 2020

Feb. 29, 2020

Mar. 31, 2019

Mar. 31, 2023

Dec. 31, 2018

Mar. 17, 2023

Commitments & Contigencies (Details) [Line Items]

Shares issued (in Shares)

375

187,000

Shares of common stock (in Shares)

500

License fee paid amount

$ 455,000

License milestone payment due

$ 175,000

Payment due

175,000

Extension fee

100,000

Technology rights

$ 70,000

Final payment

$ 60,000

Net Product percentage

0.75%

Expiration period

3 years

Fee paid

$ 25,000

100,000

Required to pay

$ 25,000

Payment of milestone fees

50,000

Regulatory clearance

$ 25,000

Potential

$ 25,000

Financial revenue

$ 10,000,000

License maintenance fees description

In addition to the annual license maintenance fees outlined above, we will pay Stanford royalties on Net Sales (as such term is defined in the February 2020 License Agreement) during the of the term of the agreement as follows: 4% when Net Sales are below or equal to $5 million annually or 6% when Net Sales are above $5 million annually.

Outstanding amount

$ 1,800,000

Minimum [Member]

Commitments & Contigencies (Details) [Line Items]

Maintenance fee

$ 40,000

Maximum [Member]

Commitments & Contigencies (Details) [Line Items]

Maintenance fee

$ 60,000

License Agreement [Member]

Commitments & Contigencies (Details) [Line Items]

Net Product percentage

1.50%

Forecast [Member]

Commitments & Contigencies (Details) [Line Items]

License milestone payment due

$ 500,000

$ 500,000

$ 100,000

Stockholders_ Equity (Details)

Stockholders’ Equity (Details) - USD ($)			1 Months Ended			3 Months Ended
	Oct. 07, 2022	Sep. 13, 2022	Jul. 19, 2022	Feb. 24, 2021	Oct. 31, 2017	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022	Dec. 20, 2022	May 24, 2021
Stockholders’ Equity (Details) [Line Items]
Common stock, par value (in Dollars per share)						$ 0.001		$ 0.001		$ 0.001
Common stock, shares authorized (in Shares)						100,000,000		100,000,000
Company issued shares (in Shares)						187,000
Recognized expense						$ 168,300
Restricted stock units vested (in Shares)						4,267	20,373
Options granted and vesting expense						$ 0	$ 26,262
General and administrative expenses							$ 133,660
Issue of common stock (in Shares)						1,731			50,000,000
Shares sold (in Shares)						338,513
Warrant exercise price, per share (in Dollars per share)						$ 1.55
Net proceeds paying commissions						$ 507,016
Preferred stock, shares authorized (in Shares)						3,000,000		3,000,000
Preferred stock, par value (in Dollars per share)							$ 0.001
Preferred stock outstanding (in Shares)			250,000,000			0		0
Shares of common stock (in Shares)			1
Purchaser cash			$ 20,000
Redemption preferred stock						$ 20,000
Company paid	$ 20,000
Preferred stock share (in Shares)	1
Granted stock options (in Shares)				60,000
Fair market value				100%
Exercisable options (in Shares)						43,360
Weighted average exercise price per share (in Dollars per share)						$ 172.3
Research and development expenses						$ 1,387,541	$ 1,148,382
Share based payment remaining expenses						$ 119,928
Weighted average vesting term						6 months
Remaining expensed						$ 0
Weighted average vesting term						0 years
Vesting expense						$ 111,187	377,671
Sales and marketing						$ 2,503
RSUs vested (in Shares)						1,731
Shares of common stock vested RSUs (in Dollars per share)						$ 1,731
Reverse stock split description		On September 13, 2022, the Company effectuated a 1 for 50 reverse stock split (the “Reverse Split”).
2017 Equity Incentive Plan [Member]
Stockholders’ Equity (Details) [Line Items]
Recognized expense (in Shares)					2,500,000
Preferred Stock [Member]
Stockholders’ Equity (Details) [Line Items]
Preferred stock, shares authorized (in Shares)						3,000,000
Preferred stock outstanding (in Shares)
Minimum [Member]
Stockholders’ Equity (Details) [Line Items]
Common stock, shares authorized (in Shares)										27,000,000
Maximum [Member]
Stockholders’ Equity (Details) [Line Items]
Common stock, shares authorized (in Shares)										100,000,000
Series B Preferred Stock [Member]
Stockholders’ Equity (Details) [Line Items]
Preferred stock price per share (in Dollars per share)			$ 0.001
Common Stock [Member]
Stockholders’ Equity (Details) [Line Items]
Common stock, par value (in Dollars per share)				$ 0.001
Restricted Stock Units [Member]
Stockholders’ Equity (Details) [Line Items]
Company issued shares (in Shares)						180
Recognized expense						$ 3,719
Restricted stock units vested (in Shares)						1,731
Options granted and vesting expense						$ 111,187
Number of shares, granted (in Shares)						5,744
Issuance of shares (in Shares)						5,744
General and administrative expenses						$ 377,671
Share based payment remaining expenses						$ 195,855
Weighted average vesting term						3 months 3 days
Grant total (in Shares)						0
Nonvested Stock Options [Member]
Stockholders’ Equity (Details) [Line Items]
Options granted and vesting expense						$ 59,964	193,624
General and administrative expenses						24,429
Research and development expenses						35,535	$ 59,964
Nonvested RSUs [Member]
Stockholders’ Equity (Details) [Line Items]
General and administrative expenses						81,586
Research and development expenses						$ 27,098

Stockholders_ Equity (Details)

Stockholders’ Equity (Details) - Schedule of analysis of the stock option grant activity under the plan	3 Months Ended
	Mar. 31, 2023 $ / shares shares
Vested and Nonvested Stock Options [Member]
Stockholders’ Equity (Details) - Schedule of analysis of the stock option grant activity under the plan [Line Items]
Number, Outstanding beginning balance | shares	44,710
Weighted Average Exercise Price, Outstanding beginning balance | $ / shares	$ 170
Weighted Average Remaining Life, Outstanding beginning balance	5 years 8 months 26 days
Number, Granted | shares
Weighted Average Exercise Price, Granted | $ / shares
Weighted Average Remaining Life, Granted
Number, Exercised | shares
Weighted Average Exercise Price, Exercised | $ / shares
Weighted Average Remaining Life, Exercised
Number, Expired or forfeited | shares
Weighted Average Exercise Price, Expired or forfeited | $ / shares
Weighted Average Remaining Life, Expired or forfeited
Number, Outstanding ending balance | shares	44,710
Weighted Average Exercise Price, Outstanding ending balance | $ / shares	$ 170
Weighted Average Remaining Life, Outstanding ending balance	5 years 6 months
Vested and Nonvested Warrants [Member]
Stockholders’ Equity (Details) - Schedule of analysis of the stock option grant activity under the plan [Line Items]
Number, Outstanding beginning balance | shares	5,090,024
Weighted Average Exercise Price, Outstanding beginning balance | $ / shares	$ 12.83
Weighted Average Remaining Life, Outstanding beginning balance	4 years 6 months 14 days
Number, Granted | shares
Weighted Average Exercise Price, Granted | $ / shares
Weighted Average Remaining Life, Granted
Number, Exercised | shares
Weighted Average Exercise Price, Exercised | $ / shares
Weighted Average Remaining Life, Exercised
Number, Expired or forfeited | shares	(10,676)
Weighted Average Exercise Price, Expired or forfeited | $ / shares	$ 203.81
Weighted Average Remaining Life, Expired or forfeited
Number, Outstanding ending balance | shares	5,079,348
Weighted Average Exercise Price, Outstanding ending balance | $ / shares	$ 12.49
Weighted Average Remaining Life, Outstanding ending balance	4 years 4 months 28 days
Nonvested RSUs [Member]
Stockholders’ Equity (Details) - Schedule of analysis of the stock option grant activity under the plan [Line Items]
Number, Outstanding beginning balance | shares	7,197
Weighted Average Exercise Price, Outstanding beginning balance | $ / shares	$ 46.72
Number, Granted | shares
Weighted Average Exercise Price, Granted | $ / shares
Number, Vested | shares	(1,731)
Weighted Average Price, Vested | $ / shares	$ 56.2
Number, Expired or forfeited | shares	(1,199)
Weighted Average Exercise Price, Expired or forfeited | $ / shares	$ 22.87
Number, Outstanding ending balance | shares	4,267
Weighted Average Exercise Price, Outstanding ending balance | $ / shares	$ 49.62

Stockholders_ Equity (Details_2

Stockholders’ Equity (Details) - Schedule of warranty issuance	3 Months Ended
	Mar. 31, 2023 $ / shares shares
Nonvested Stock Options [Member]
Stockholders’ Equity (Details) - Schedule of warranty issuance [Line Items]
Number, Nonvested at beginning balance | shares	2,025
Weighted- Average Exercise Price, Nonvested at beginning balance | $ / shares	$ 96
Number, Granted | shares
Weighted- Average Exercise Price, Granted | $ / shares
Number, Vested | shares	(675)
Weighted- Average Exercise Price, Vested | $ / shares	$ 96
Number, Forfeited | shares
Weighted- Average Exercise Price, Forfeited | $ / shares
Number, Nonvested at ending balance | shares	1,350
Weighted- Average Exercise Price, Nonvested at ending balance | $ / shares	$ 96
Nonvested Warrants [Member]
Stockholders’ Equity (Details) - Schedule of warranty issuance [Line Items]
Number, Nonvested at beginning balance | shares	100,000
Weighted- Average Exercise Price, Nonvested at beginning balance | $ / shares	$ 7.5
Number, Granted | shares
Weighted- Average Exercise Price, Granted | $ / shares
Number, Vested | shares	(100,000)
Weighted- Average Exercise Price, Vested | $ / shares	$ 7.5
Number, Forfeited | shares
Weighted- Average Exercise Price, Forfeited | $ / shares
Number, Nonvested at ending balance | shares
Weighted- Average Exercise Price, Nonvested at ending balance | $ / shares

Subsequent Events (Details)

Subsequent Events (Details) - Subsequent Event [Member] - USD ($)		1 Months Ended
	Apr. 04, 2023	Aug. 21, 2023	Apr. 24, 2023	Apr. 21, 2023	Apr. 20, 2023	Apr. 18, 2023	Apr. 10, 2023	Apr. 06, 2023	Oct. 25, 2023	Apr. 28, 2023
Subsequent Events (Details) [Line Items]
Principal amount	$ 1,060,000		$ 1,060,000
Origination fees	$ 60,000		60,000
Repayment amount		$ 79,500	1,590,000				$ 1,590,000	$ 1,000,000
Loan principal amount			$ 1,060,000
Repayment term			140 days			7 years
Repayment installments			$ 79,500
Ownership interest rate						50%
Acquired assets						$ 24,500,000
Forgiveness of loan						14,500,000
Cash						$ 10,000,000
Other interest rate						50%
Shares of common stock (in Shares)					1,585,350
Purchase price per share (in Dollars per share)					$ 1.219				$ 1
Shares issued (in Shares)					2
Exercise price (in Dollars per share)					$ 0.86
Exercisable term				3 years
Gross proceeds			1,900,000
Loaned amount			87,524
Accrue interest rate				8%
Per share (in Dollars per share)										$ 1
Revision of Prior Period, Adjustment [Member]
Subsequent Events (Details) [Line Items]
Repayment amount							$ 1,219,000
Loan Agreement [Member]
Subsequent Events (Details) [Line Items]
Origination fees			$ 60,000
Repayment term			140 days
Repayment installments			$ 79,500
Repayment Amount			1,590,000
Chief Executive Officer [Member]
Subsequent Events (Details) [Line Items]
Loaned amount			$ 100,000