Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2023 | May 15, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Mar. 31, 2023 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2023 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 001-39126 | |
Entity Registrant Name | CNS Pharmaceuticals, Inc. | |
Entity Central Index Key | 0001729427 | |
Entity Tax Identification Number | 82-2318545 | |
Entity Incorporation, State or Country Code | NV | |
Entity Address, Address Line One | 2100 West Loop South | |
Entity Address, Address Line Two | Suite 900 | |
Entity Address, City or Town | Houston | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 77027 | |
City Area Code | 800 | |
Local Phone Number | 946-9185 | |
Title of 12(b) Security | Common Stock | |
Trading Symbol | CNSP | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Elected Not To Use the Extended Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 4,143,339 |
Balance Sheets (Unaudited)
Balance Sheets (Unaudited) - USD ($) | Mar. 31, 2023 | Dec. 31, 2022 |
Current Assets: | ||
Cash and cash equivalents | $ 5,110,531 | $ 10,055,407 |
Prepaid expenses and other current assets | 1,861,691 | 2,509,238 |
Total current assets | 6,972,222 | 12,564,645 |
Noncurrent Assets: | ||
Prepaid expenses, net of current portion | 438,131 | 482,806 |
Property and equipment, net | 4,385 | 5,664 |
Total noncurrent assets | 442,516 | 488,470 |
Total Assets | 7,414,738 | 13,053,115 |
Current Liabilities: | ||
Accounts payable | 2,780,604 | 3,681,900 |
Accrued expenses | 853,228 | 828,391 |
Notes payable | 289,075 | 409,968 |
Total current liabilities | 3,922,907 | 4,920,259 |
Total Liabilities | 3,922,907 | 4,920,259 |
Commitments and contingencies | ||
Stockholders' Equity: | ||
Preferred stock, $0.001 par value, 5,000,000 shares authorized and 0 shares issued and outstanding | 0 | 0 |
Common stock, $0.001 par value, 75,000,000 shares authorized and 2,226,325 and 1,617,325 shares issued and outstanding, respectively | 2,226 | 1,617 |
Additional paid-in capital | 59,137,229 | 58,846,916 |
Accumulated deficit | (55,647,624) | (50,715,677) |
Total Stockholders' Equity | 3,491,831 | 8,132,856 |
Total Liabilities and Stockholders' Equity | $ 7,414,738 | $ 13,053,115 |
Balance Sheets (Unaudited) (Par
Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Mar. 31, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Preferred Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Preferred stock shares authorized | 5,000,000 | 5,000,000 |
Preferred stock shares issued | 0 | 0 |
Preferred stock shares outstanding | 0 | 0 |
Common Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Common Stock, Shares Authorized | 75,000,000 | 75,000,000 |
Common Stock, Shares, Issued | 2,226,325 | 1,617,325 |
Common Stock, Shares, Outstanding | 2,226,325 | 1,617,325 |
Statements of Operations (Unaud
Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Operating expenses: | ||
General and administrative | $ 1,358,752 | $ 1,260,409 |
Research and development | 3,567,759 | 1,888,803 |
Total operating expenses | 4,926,511 | 3,149,212 |
Loss from operations | (4,926,511) | (3,149,212) |
Other expenses: | ||
Interest expense | (5,436) | (2,566) |
Total other expenses | (5,436) | (2,566) |
Net loss | $ (4,931,947) | $ (3,151,778) |
Loss per share - basic | $ (2.59) | $ (2.44) |
Loss per share - diluted | $ (2.59) | $ (2.44) |
Weighted average shares outstanding - basic | 1,906,494 | 1,293,612 |
Weighted average shares outstanding - diluted | 1,906,494 | 1,293,612 |
Statements of Stockholders' Equ
Statements of Stockholders' Equity (Unaudited) - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Beginning balance, value at Dec. 31, 2021 | $ 949 | $ 41,603,791 | $ (35,441,543) | $ 6,163,197 |
Beginning balance, shares at Dec. 31, 2021 | 949,052 | |||
Common stock issued for cash, net | $ 316 | 10,625,470 | 10,625,786 | |
Common stock issued for cash, shares | 316,316 | |||
Exercise of warrants | $ 87 | 2,529 | 2,616 | |
Exercise of warrants, shares | 87,193 | |||
Stock-based compensation | 336,685 | 336,685 | ||
Net loss | (3,151,778) | (3,151,778) | ||
Ending balance, value at Mar. 31, 2022 | $ 1,352 | 52,568,475 | (38,593,321) | 13,976,506 |
Ending balance, shares at Mar. 31, 2022 | 1,352,561 | |||
Beginning balance, value at Dec. 31, 2022 | $ 1,617 | 58,846,916 | (50,715,677) | 8,132,856 |
Beginning balance, shares at Dec. 31, 2022 | 1,617,325 | |||
Exercise of warrants | $ 609 | 609 | ||
Exercise of warrants, shares | 609,000 | |||
Stock-based compensation | 290,313 | 290,313 | ||
Net loss | (4,931,947) | (4,931,947) | ||
Ending balance, value at Mar. 31, 2023 | $ 2,226 | $ 59,137,229 | $ (55,647,624) | $ 3,491,831 |
Ending balance, shares at Mar. 31, 2023 | 2,226,325 |
Statements of Cash Flows (Unaud
Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Cash Flows from Operating Activities: | ||
Net loss | $ (4,931,947) | $ (3,151,778) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock-based compensation | 290,313 | 336,685 |
Depreciation | 1,279 | 3,375 |
Changes in operating assets and liabilities: | ||
Prepaid expenses and other current assets | 692,222 | 318,124 |
Accounts payable | (901,296) | (665,668) |
Accrued expenses | 24,837 | 82,063 |
Net cash used in operating activities | (4,824,592) | (3,077,199) |
Cash Flows from Financing Activities: | ||
Payments on notes payable | (120,893) | (115,222) |
Proceeds from exercise of warrants | 609 | 2,616 |
Proceeds from sale of common stock | 0 | 10,625,786 |
Net cash provided by (used in) financing activities | (120,284) | 10,513,180 |
Net change in cash and cash equivalents | (4,944,876) | 7,435,981 |
Cash and cash equivalents, at beginning of period | 10,055,407 | 5,004,517 |
Cash and cash equivalents, at end of period | 5,110,531 | 12,440,498 |
Supplemental disclosures of cash flow information: | ||
Cash paid for interest | 5,436 | 2,883 |
Cash paid for income taxes | $ 0 | $ 0 |
Nature of Business
Nature of Business | 3 Months Ended |
Mar. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Business | Note 1 – Nature of Business CNS Pharmaceuticals, Inc. (“we”, “our”, the “Company”) is a clinical pharmaceutical company organized as a Nevada corporation on July 27, 2017 to focus on the development of anti-cancer drug candidates. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2023 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2 – Summary of Significant Accounting Policies Basis of Presentation Liquidity and Going Concern Cash and Cash Equivalents 4,860,531 Stock-based Compensation Restricted Stock Units (“RSUs”) Performance Units (“PUs”) Loss Per Common Share 3,524,252 126,489 564,205 95,501 Recent Accounting Pronouncements |
Note Payable
Note Payable | 3 Months Ended |
Mar. 31, 2023 | |
Debt Disclosure [Abstract] | |
Note Payable | Note 3 – Note Payable On November 14, 2022, the Company entered into a short-term note payable for an aggregate of $ 449,874 5.88 October 31, 2023 289,075 409,968 |
Equity
Equity | 3 Months Ended |
Mar. 31, 2023 | |
Equity [Abstract] | |
Equity | Note 4 – Equity The Company has authorized 75,000,000 0.001 5,000,000 0.001 Stock Options In 2017, the Board of Directors of the Company approved the CNS Pharmaceuticals, Inc. 2017 Stock Plan (the “2017 Plan”). The 2017 Plan allows for the Board of Directors to grant various forms of incentive awards for up to 66,667 In 2020, the Board of Directors of the Company approved the CNS Pharmaceuticals, Inc. 2020 Stock Plan (the “2020 Plan”). The 2020 Plan allows for the Board of Directors to grant various forms of incentive awards for up to 100,000 On December 30, 2022, the Board of Directors of the Company appointed Faith Charles as an independent member of the Company’s Board of Directors and as Chairperson of the Board of Directors. Ms. Charles will receive an annual retainer for her service as Chairperson of $ 30,000 3,500 2.40 7,091 On March 29, 2023, the Board of Directors approved, based upon the recommendation of the Compensation Committee, cash bonuses totaling $ 550,750 29,988 0.996 50 2 50 6.00 24.00 25,820 During the three months ended March 31, 2023 and 2022, the Company recognized $ 272,446 336,685 1,169,948 The following table summarizes the stock option activity for the three months ended March 31, 2023: Schedule of Stock Option Activity Options Weighted-Average Exercise Price Per Share Outstanding, December 31, 2022 93,001 $ 67.42 Granted 33,488 1.14 Exercised – – Forfeited – – Expired – – Outstanding, March 31, 2023 126,489 $ 49.87 Exercisable, March 31, 2023 74,444 $ 62.06 As of March 31, 2023, the outstanding stock options have a weighted average remaining term of 7.41 no 2,092 Stock Warrants During the three months ended March 31, 2023, the Company received $ 609 609,000 0.001 The following table summarizes the stock warrant activity for the three months ended March 31, 2023: Schedule of warrants activity Warrants Weighted-Average Exercise Price Per Share Outstanding, December 31, 2022 4,133,252 $ 4.35 Granted – – Exercised (609,000 ) 0.001 Forfeited – – Expired – – Outstanding, March 31, 2023 3,524,252 $ 5.10 Exercisable, March 31, 2023 3,524,252 $ 5.10 As of March 31, 2023, the outstanding and exercisable warrants have a weighted average remaining term of 4.58 1,014,984 Restricted Stock Units During the three months ended March 31, 2023, the Company recognized $ 5,962 71,550 The following table summarizes the RSUs activity for the three months ended March 31, 2023: Schedule of restricted stock units activity RSUs Weighted-Average Grant Date Fair Value Non-vested, December 31, 2022 9,523 $ 10.02 Granted – – Vested – – Forfeited – – Non-vested, March 31, 2023 9,523 $ 10.02 Performance Units During the three months ended March 31, 2023, the Company recognized $ 11,905 122,043 The following table summarizes the PUs activity for the three months ended March 31, 2023: Schedule of performance units activity PUs Weighted-Average Grant Date Fair Value Non-vested, December 31, 2022 28,563 $ 5.94 Granted – – Vested – – Forfeited – – Non-vested, March 31, 2023 28,563 $ 5.94 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 5 – Commitments and Contingencies Executive Employment Agreements On September 1, 2017, the Company entered into an employment agreement with Mr. John Climaco pursuant to which Mr. Climaco agreed to serve as Chief Executive Officer and Director of the Company commencing on such date for an initial term of three years. On September 1, 2020, the Company entered into an amendment to the employment agreement with Mr. Climaco. The amendment extends the term of employment under the Employment Agreement, which was originally for a three-year period, for additional twelve-month periods, unless and until either the Company or Mr. Climaco provides written notice to the other party not less than sixty days before such anniversary date that such party is electing not to extend the term. If the Company provides notice of its election not to extend the term, Mr. Climaco may terminate his employment at any time prior to the expiration of the term by giving written notice to the Company at least thirty days prior to the effective date of termination, and upon the earlier of such effective date of termination or the expiration of the term, Mr. Climaco shall be entitled to receive the same severance benefits as are provided upon a termination of employment by the Company without cause. Pursuant to the Amendment, the severance benefits shall be twelve months of Mr. Climaco’s base salary. Such severance payment shall be made in a single lump sum sixty days following the termination, provided that Mr. Climaco has executed and delivered to the Company and has not revoked a general release of the Company. Pursuant to the employment agreement, the compensation committee of the board of directors reviews the base salary payable to Mr. Climaco annually during the term of the agreement. On February 6, 2021, the compensation committee of the board of directors set Mr. Climaco’s 2021 annual base salary to $525,000. On June 28, 2019, our we entered into employment letters with Drs. Silberman and Picker. Dr. Silberman agreed to commit 50% of her time to our matters and Dr. Picker agreed to commit 25% of his time to our matters. On March 29, 2023, the Board of Directors approved, based upon the recommendation of the Compensation Committee, cash bonuses totaling $ 550,750 Scientific Advisory Board On July 15, 2021, our Board approved the following compensation policy for members of the Scientific Advisory Board. The Scientific Advisory board consists of Dr. Sigmond Hsu. The scientific advisory board member shall receive annual cash compensation of $68,600. During the three months ended March 31, 2023 and 2022, the Company paid $ 0 48,684 117,284 WP744 Portfolio (Berubicin) On November 21, 2017, the Company entered into a Collaboration and Asset Purchase Agreement with Reata Pharmaceuticals, Inc. (“Reata”). Through this agreement, the Company purchased all of Reata’s rights, title, interest and previously conducted research and development results in the chemical compound commonly known as Berubicin. In exchange for these rights, the Company agreed to pay Reata an amount equal to 2.25% of the net sales of Berubicin for a period of 10 years from the Company’s first commercial sale of Berubicin plus $10,000. Reata also agreed to collaborate with the Company on the development of Berubicin, from time to time. On December 28, 2017, the Company entered into a Technology Rights and Development Agreement with Houston Pharmaceuticals, Inc. (“HPI”). HPI is affiliated with Dr. Waldemar Priebe, our founder. Pursuant to this agreement, the Company obtained a worldwide exclusive license to the chemical compound commonly known as WP744. In exchange for these rights, the Company agreed to pay consideration to HPI as follows: (i) a royalty of 2% of net sales of any product utilizing WP744 for a period of ten years after the first commercial sale of such; and (ii) $100,000 upon beginning Phase II clinical trials (paid in 2021); and (iii) $200,000 upon the approval by the FDA of a New Drug Application for any product utilizing WP744; and (iv) a series of quarterly development payments totaling $750,000 beginning immediately after the Company’s raise of $7,000,000 of investment capital. In addition, the Company issued 6,667 shares of the Company’s common stock valued at $1.35 per share to HPI upon execution of the agreement. On November 13, 2019, the Company closed its IPO, thereby fulfilling all conditions precedent and completing the acquisition of the intellectual property discussed in the HPI agreement. During the three months ended March 31, 2023 and 2022, the Company recognized $ 12,500 87,500 0 41,075 On August 30, 2018, we entered into a sublicense agreement with WPD Pharmaceuticals, Inc. (“WPD”). Pursuant to the agreement, the Company granted WPD an exclusive sublicense, even as to us, for the patent rights we licensed pursuant to the HPI License within the following countries: Poland, Estonia, Latvia, Lithuania, Belarus, Ukraine, Moldova, Romania, Bulgaria, Serbia, Macedonia, Albania, Armenia, Azerbaijan, Georgia, Montenegro, Bosnia, Croatia, Slovenia, Slovakia, Czech Republic, Hungary, Chechnya, Uzbekistan, Kazakhstan, Kyrgyzstan, Tajikistan, Turkmenistan, Greece, Austria, and Russia. The sublicense agreement provides that WPD must use commercially reasonable development efforts to attempt to develop and commercialize licensed products in the above mentioned territories, which means the expenditure of at least $2.0 million on the development, testing, regulatory approval or commercialization of the licensed products during the three year period immediately following the date of the sublicense agreement. In the event that WPD fails to use commercially reasonable development efforts by the foregoing three-year deadline, we have the right to terminate this sublicense agreement. As of December 31, 2021, the Company has received reports of the WPD expenditures related to this agreement, has conducted due inquiry into validating those expenditures, and has determined that WPD has exercised commercially reasonable development efforts and has therefore fulfilled the terms of the agreement necessary to secure their rights under the sublicense in perpetuity subject to the ongoing obligations of the sublicense. In consideration for the rights granted under the sublicense agreement, to the extent we are required to make any payments to HPI pursuant to the HPI License as a result of this sublicense agreement, WPD agreed to advance us such payments, and to pay us a royalty equal to 1% of such payments. WPD is a Polish corporation that is majority-owned by an entity controlled by Dr. Priebe, our founder. On November 21, 2022, CNS entered into an Investigational Medicinal Product Supply Agreement with Pomeranian Medical University (“PUM”) in Szczecin, Poland. CNS agreed to sell berubicin hydrochloride drug product (and related reference standards) to PUM at a discount to the historical cost of manufacturing so that PUM may conduct an investigator-initiated clinical trial of Berubicin in CNS lymphomas. PUM agreed to pay CNS the following payments: (i) PLN 5,870 upon delivery of 2 vials each of berubicin and berubicinol reference standards, (ii) PLN 873,201 upon delivery of a first batch of 150 berubicin drug product vials, and (iii) PLN 873,201 upon delivery of a second batch of 150 berubicin drug product vials. As of December 31, 2022, the reference standards had been delivered and were recognized in Accounts Receivable and as a reduction to research and development expense. As of March 31, 2023, the first batch of berubicin drug product vials have been ordered and delivered in April 2023. On August 31, 2018, the Company entered into a sublicense agreement with Animal Life Sciences, LLC (“ALI”), pursuant to which we granted ALI an exclusive sublicense, even as to us, for the patent rights we licensed pursuant to the HPI License solely for the treatment of cancer in non-human animals through any type of administration. In consideration for the rights granted under the sublicense agreement, ALI agreed to issue us membership interests in ALI equal to 1.52% of the outstanding ALI membership interests. As additional consideration for the rights granted, to the extent we are required to make any payments to HPI pursuant to the HPI License as a result of this sublicense agreement, ALI agreed to advance us such payments, and to pay us a royalty equal to 1% of such payments. Dr. Waldemar Priebe, our founder, is also the founder and a shareholder of ALI, holds 38% of the membership interests of ALI. On June 10, 2020, the FDA granted Orphan Drug Designation (“ODD”) for Berubicin for the treatment of malignant gliomas. ODD from the FDA is available for drugs targeting diseases with less than 200,000 cases per year. ODD may enable market exclusivity of 7 years from the date of approval of a NDA in the United States. During that period the FDA generally could not approve another product containing the same drug for the same designated indication. Orphan drug exclusivity will not bar approval of another product under certain circumstances, including if a subsequent product with the same active ingredient for the same indication is shown to be clinically superior to the approved product on the basis of greater efficacy or safety, or providing a major contribution to patient care, or if the company with orphan drug exclusivity is not able to meet market demand. The ODD now constitutes our primary intellectual property protections although the Company is exploring if there are other patents that could be filed related to Berubicin to extend additional protections. On July 24, 2021, the Company received Fast Track Designation from the FDA for Berubicin. Fast Track Designation is designed to facilitate the development and expedite the review of drugs to treat serious conditions and fill an unmet medical need. WP1244 Portfolio On January 10, 2020, Company entered into a Patent and Technology License Agreement (“Agreement”) with The Board of Regents of The University of Texas System, an agency of the State of Texas, on behalf of The University of Texas M. D. Anderson Cancer Center (“UTMDACC”). Pursuant to the Agreement, the Company obtained a royalty-bearing, worldwide, exclusive license to certain intellectual property rights, including patent rights, related to the Company’s recently announced WP1244 drug technology. In consideration, the Company must make payments to UTMDACC including an up-front license fee, annual maintenance fee, milestone payments and royalty payments (including minimum annual royalties) on sales of licensed products developed under the Agreement. The term of the Agreement expires on the last to occur of: (a) the expiration of all patents subject to the Agreement, or (b) fifteen years after execution; provided that UTMDACC has the right to terminate this Agreement in the event that the Company fails to meet certain commercial diligence milestones. The commercial diligence milestones are as follows (i) initiated PC toxicology to support filing of Investigational New Drug Application (“IND”) or New Drug Application (“NDA”) for the Licensed Product within the eighteen (18) month period following the Effective Date (ii) file and IND for the Licensed Product within three (3) year period following the Effective Date and (iii) Commencement of Phase I Study within the five (5) year period following the Effective Date. During the three months ended March 31, 2023 and 2022, the Company paid $ 11,744 44,424 On May 7, 2020, pursuant to the WP1244 Portfolio license agreement described above, the Company entered into a Sponsored Research Agreement with UTMDACC to perform research relating to novel anticancer agents targeting CNS malignancies. The Company agreed to fund approximately $1,134,000 over a two-year period. During the year ended December 31, 2020, the Company paid $ 334,000 400,000 800,000 Anti-Viral Portfolio On March 20, 2020, the Company entered into a Development Agreement (“Agreement”) with WPD Pharmaceuticals (“WPD”), a company founded by Dr. Waldemar Priebe, the founder of the Company. Pursuant to the Agreement, WPD agreed to use its commercially reasonable efforts in good faith to develop and commercialize certain products that WPD had previously sublicensed, solely in the field of pharmaceutical drug products for the treatment of any viral infection in humans, with a goal of eventual approval of in certain territories consisting of: Germany, Poland, Estonia, Latvia, Lithuania, Belarus, Ukraine, Romania, Armenia, Azerbaijan, Georgia, Slovakia, Czech Republic, Hungary, Uzbekistan, Kazakhstan, Greece, Austria, Russia, Netherlands, Turkey, Belgium, Switzerland, Sweden, Portugal, Norway, Denmark, Ireland, Finland, Luxembourg, Iceland. Pursuant to the Agreement, the Company agreed to pay WPD the following payments: (i) an upfront payment of $ 225,000 775,000 1.0 million |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 6 – Subsequent Events Subsequent to March 31, 2023, a total of 1,016,000 Pre-Funded Warrants (exercisable into one share of common stock at a price per share of $0.001) were exercised by investors in the financing completed on November 30, 2022. In addition, a total of 238,958 Investor Warrants (exercisable into one share of common stock at a price per share of $3.03) were exercised by investors for net proceeds of $724,043 . Pursuant to the terms of the Capital on Demand™ Sales Agreement with JonesTrading Institutional Services LLC and Brookline Capital Markets, a division of Arcadia Securities, LLC (collectively, the “Agent”), the Company may sell from time to time, through the Agent, shares of the Company’s common stock with an aggregate sales price of up to $20.0 million. On April 20, 2023, the Company sold 659,677 shares of common stock to the Agent for net proceeds of $1,969,107. On May 3, 2023, Bettina Cockroft, M.D., M.B.A joined our Board of Directors as an independent director. Dr. Cockroft has not been appointed to any Board committees at this time. Dr. Cockroft will participate in the Company’s standard compensation program for non-employee directors, which was filed as Exhibit 10.1 to the Company’s Form 10-Q for the quarter ended June 30, 2022. In addition, Dr. Cockroft was granted a ten-year option to purchase 8,300 shares of Company common stock at an exercise price of $1.67 vesting in 36 equal monthly installments succeeding the grant date subject to continued service on the Company's Board of Directors on each vesting date. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation |
Liquidity and Going Concern | Liquidity and Going Concern |
Cash and Cash Equivalents | Cash and Cash Equivalents 4,860,531 |
Stock-based Compensation | Stock-based Compensation |
Restricted Stock Units (“RSUs”) | Restricted Stock Units (“RSUs”) |
Performance Units (“PUs”) | Performance Units (“PUs”) |
Loss Per Common Share | Loss Per Common Share 3,524,252 126,489 564,205 95,501 |
Recent Accounting Pronouncements | Recent Accounting Pronouncements |
Equity (Tables)
Equity (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Schedule of Stock Option Activity | Schedule of Stock Option Activity Options Weighted-Average Exercise Price Per Share Outstanding, December 31, 2022 93,001 $ 67.42 Granted 33,488 1.14 Exercised – – Forfeited – – Expired – – Outstanding, March 31, 2023 126,489 $ 49.87 Exercisable, March 31, 2023 74,444 $ 62.06 |
Schedule of warrants activity | Schedule of warrants activity Warrants Weighted-Average Exercise Price Per Share Outstanding, December 31, 2022 4,133,252 $ 4.35 Granted – – Exercised (609,000 ) 0.001 Forfeited – – Expired – – Outstanding, March 31, 2023 3,524,252 $ 5.10 Exercisable, March 31, 2023 3,524,252 $ 5.10 |
Schedule of restricted stock units activity | Schedule of restricted stock units activity RSUs Weighted-Average Grant Date Fair Value Non-vested, December 31, 2022 9,523 $ 10.02 Granted – – Vested – – Forfeited – – Non-vested, March 31, 2023 9,523 $ 10.02 |
Performance Units [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Schedule of performance units activity | Schedule of performance units activity PUs Weighted-Average Grant Date Fair Value Non-vested, December 31, 2022 28,563 $ 5.94 Granted – – Vested – – Forfeited – – Non-vested, March 31, 2023 28,563 $ 5.94 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Cash in excess of FDIC | $ 4,860,531 | |
Warrants [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive shares | 3,524,252 | 564,205 |
Stock Options [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive shares | 126,489 | 95,501 |
Note Payable (Details Narrative
Note Payable (Details Narrative) - USD ($) | Nov. 14, 2022 | Mar. 31, 2023 | Dec. 31, 2022 |
Debt Disclosure [Abstract] | |||
Short-term note payable | $ 449,874 | ||
Interest rate | 5.88% | ||
Due date | Oct. 31, 2023 | ||
Notes payable | $ 289,075 | $ 409,968 |
Equity (Details - Option Activi
Equity (Details - Option Activity) - Stock Options [Member] | 3 Months Ended |
Mar. 31, 2023 $ / shares shares | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Number of Options Outstanding, Beginning | shares | 93,001 |
Weighted Average Exercise Price Outstanding, Beginning | $ / shares | $ 67.42 |
Number of Options Granted | shares | 33,488 |
Weighted Average Exercise Price Granted | $ / shares | $ 1.14 |
Number of Options Exercised | shares | 0 |
Weighted Average Exercise Price Exercised | $ / shares | $ 0 |
Number of Options Forfeited | shares | 0 |
Weighted Average Exercise Price Forfeited | $ / shares | $ 0 |
Number of Options Expired | shares | 0 |
Weighted Average Exercise Price Expired | $ / shares | $ 0 |
Number of Options Outstanding, Ending | shares | 126,489 |
Weighted Average Exercise Price Outstanding, Ending | $ / shares | $ 49.87 |
Number of Options Outstanding, Exercisable | shares | 74,444 |
Weighted Average Exercise Price Exercisable | $ / shares | $ 62.06 |
Equity (Details - Warrant Activ
Equity (Details - Warrant Activity) | 3 Months Ended |
Mar. 31, 2023 $ / shares shares | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Weighted Average Exercise Price Outstanding, Ending | $ 0.001 |
Warrants [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Number of Warrants Outstanding, Beginning | shares | 4,133,252 |
Weighted Average Exercise Price Outstanding, Beginning | $ 4.35 |
Number of Warrants Granted | shares | 0 |
Weighted Average Exercise Price Granted | $ 0 |
Number of Warrants Exercised | shares | (609,000) |
Weighted Average Exercise Price Exercised | $ 0.001 |
Number of Warrants Forfeited | shares | 0 |
Weighted Average Exercise Price Forfeited | $ 0 |
Number of Warrants Expired | shares | 0 |
Weighted Average Exercise Price Expired | $ 0 |
Number of Warrants Outstanding, Ending | shares | 3,524,252 |
Weighted Average Exercise Price Outstanding, Ending | $ 5.10 |
Number of Warrants Outstanding, Exercisable | shares | 3,524,252 |
Weighted Average Exercise Price Outstanding, Exercisable | $ 5.10 |
Equity (Details - Restricted St
Equity (Details - Restricted Stock Units Activity) | 3 Months Ended |
Mar. 31, 2023 $ / shares shares | |
Restricted Stock Units (RSUs) [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Number of nonvested Outstanding, Beginning | 9,523 |
Weighted Average Exercise Price Outstanding, Beginning | $ / shares | $ 10.02 |
Granted | 0 |
Weighted Average Exercise Price Granted | $ / shares | $ 0 |
Vested | 0 |
Weighted Average Exercise Price Vested | $ / shares | $ 0 |
Forfeited | 0 |
Weighted Average Exercise Price Forfeited | $ / shares | $ 0 |
Number of nonvested Outstanding, Ending | 9,523 |
Weighted Average Exercise Price Outstanding, Ending | $ / shares | $ 10.02 |
Number of nonvested Outstanding, Ending | 9,523 |
Weighted Average Exercise Price Outstanding, Ending | $ / shares | $ 10.02 |
Performance Units [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Number of nonvested Outstanding, Beginning | 28,563 |
Weighted Average Exercise Price Outstanding, Beginning | $ / shares | $ 5.94 |
Granted | 0 |
Weighted Average Exercise Price Granted | $ / shares | $ 0 |
Vested | 0 |
Weighted Average Exercise Price Vested | $ / shares | $ 0 |
Forfeited | 0 |
Number of nonvested Outstanding, Ending | 28,563 |
Weighted Average Exercise Price Outstanding, Ending | $ / shares | $ 5.94 |
Number of nonvested Outstanding, Ending | 28,563 |
Weighted Average Exercise Price Outstanding, Ending | $ / shares | $ 5.94 |
Equity (Details Narrative)
Equity (Details Narrative) - USD ($) | 3 Months Ended | ||||
Mar. 29, 2023 | Dec. 30, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Common stock shares authorized | 75,000,000 | 75,000,000 | |||
Common stock, par value | $ 0.001 | $ 0.001 | |||
Preferred stock shares authorized | 5,000,000 | 5,000,000 | |||
Preferred stock, par value | $ 0.001 | $ 0.001 | |||
Employees were awarded shares | 29,988 | ||||
Share based compensartion expense | $ 290,313 | $ 336,685 | |||
Weighted average remaining term | 7 years 4 months 28 days | ||||
Aggregate intrinsic value | $ 0 | ||||
Proceeds from exercise of warrants | $ 609 | 2,616 | |||
Warrants exercise price | $ 0.001 | ||||
Stock Options [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Option purchase shares | 33,488 | ||||
Exercise price | $ 49.87 | $ 67.42 | |||
Option issuance | $ 25,820 | ||||
Employees were awarded shares | 126,489 | 93,001 | |||
Unrecognized compensation expense | $ 1,169,948 | ||||
Equity Option [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Share based compensartion expense | $ 272,446 | $ 336,685 | |||
Warrants [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Warrants exercise price | $ 5.10 | $ 4.35 | |||
Weighted average remaining term | 4 years 6 months 29 days | ||||
Aggregate intrinsic value of warrants outstanding | $ 1,014,984 | ||||
Warrants [Member] | Price 2.20 [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Number of warrants exercised | 609,000 | ||||
Restricted Stock Units (RSUs) [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Share based compensartion expense | $ 5,962 | ||||
Unrecognized compensation expense | 71,550 | ||||
Performance Units [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Share based compensartion expense | 11,905 | ||||
Unrecognized compensation expense | $ 122,043 | ||||
Share-Based Payment Arrangement, Tranche One [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Vested percentage | 50% | ||||
Vested term | 2 years | ||||
Share-Based Payment Arrangement, Tranche Two [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Vested percentage | 50% | ||||
Share-Based Payment Arrangement, Tranche Two [Member] | Minimum [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Stock price | $ 6 | ||||
Share-Based Payment Arrangement, Tranche Two [Member] | Maximum [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Stock price | 24 | ||||
Faith Charles [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Annual retainer | $ 30,000 | ||||
Option purchase shares | 3,500 | ||||
Exercise price | $ 2.40 | ||||
Option issuance | $ 7,091 | ||||
Officer [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Exercise price | $ 0.996 | ||||
Cash bonuses | $ 550,750 | ||||
Plan 2017 [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Shares authorized under plan | 66,667 | ||||
2020 Stock Plan [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Shares authorized under plan | 100,000 | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Available for Grant | 2,092 |
Commitments and Contingencies (
Commitments and Contingencies (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||
Apr. 30, 2020 | Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Product Liability Contingency [Line Items] | |||||
Research and Development Expense | $ 3,567,759 | $ 1,888,803 | |||
Repayments of Related Party Debt | $ 800,000 | ||||
Development fees | $ 1,000,000 | ||||
Payment for fees | $ 775,000 | ||||
Houston Pharmaceuticals [Member] | |||||
Product Liability Contingency [Line Items] | |||||
Cost of Goods and Services Sold | 0 | 41,075 | |||
Officers [Member] | |||||
Product Liability Contingency [Line Items] | |||||
Cash bonuses approved | 550,750 | ||||
Scientific Advisory Board [Member] | |||||
Product Liability Contingency [Line Items] | |||||
Labor and Related Expense | 0 | 48,684 | |||
Mr Hsu Scientific Advisory Board [Member] | |||||
Product Liability Contingency [Line Items] | |||||
Deferred Compensation Liability, Current | 117,284 | ||||
Houston Pharm [Member] | Technology Rights Agreement [Member] | |||||
Product Liability Contingency [Line Items] | |||||
Royalty Income, Nonoperating | 12,500 | 87,500 | |||
UTMDACC [Member] | Patent And Technology License Agr [Member] | |||||
Product Liability Contingency [Line Items] | |||||
License fee | 11,744 | $ 44,424 | |||
UTMDACC [Member] | Sponsored Research Agreement [Member] | |||||
Product Liability Contingency [Line Items] | |||||
License fee | $ 334,000 | ||||
Research and Development Expense | $ 400,000 | ||||
WPD [Member] | Development Agreement [Member] | |||||
Product Liability Contingency [Line Items] | |||||
Development fees | $ 225,000 |