Cover
Cover - shares | 6 Months Ended | |
Jun. 30, 2024 | Aug. 14, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Jun. 30, 2024 | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2024 | |
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 | 32,146,403 |
Balance Sheets (Unaudited)
Balance Sheets (Unaudited) - USD ($) | Jun. 30, 2024 | Dec. 31, 2023 |
Current Assets: | ||
Cash and cash equivalents | $ 1,491,559 | $ 548,721 |
Deferred offering costs | 16,750 | 202,859 |
Prepaid expenses and other current assets | 637,087 | 839,590 |
Total current assets | 2,145,396 | 1,591,170 |
Noncurrent Assets: | ||
Prepaid expenses, net of current portion | 320,320 | 104,750 |
Property and equipment, net | 3,553 | 4,933 |
Total noncurrent assets | 323,873 | 109,683 |
Total Assets | 2,469,269 | 1,700,853 |
Current Liabilities: | ||
Accounts payable and accrued expenses | 6,639,622 | 5,832,162 |
Notes payable | 123,248 | 300,806 |
Total current liabilities | 6,762,870 | 6,132,968 |
Total Liabilities | 6,762,870 | 6,132,968 |
Commitments and contingencies | ||
Stockholders' Equity (Deficit): | ||
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, 300,000,000 shares authorized and 1,443,274 and 124,306 shares issued and outstanding, respectively | 1,443 | 124 |
Additional paid-in capital | 71,347,360 | 65,134,664 |
Accumulated deficit | (75,642,404) | (69,566,903) |
Total Stockholders' Equity (Deficit) | (4,293,601) | (4,432,115) |
Total Liabilities and Stockholders' Equity (Deficit) | $ 2,469,269 | $ 1,700,853 |
Balance Sheets (Unaudited) (Par
Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Jun. 30, 2024 | Dec. 31, 2023 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 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 value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 300,000,000 | 300,000,000 |
Common stock, shares issued | 1,443,274 | 124,306 |
Common stock, shares outstanding | 1,443,274 | 124,306 |
Statements of Operations (Unaud
Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Operating expenses: | ||||
General and administrative | $ 1,411,573 | $ 1,179,833 | $ 2,526,015 | $ 2,538,585 |
Research and development | 1,116,562 | 2,845,553 | 3,546,974 | 6,413,312 |
Total operating expenses | 2,528,135 | 4,025,386 | 6,072,989 | 8,951,897 |
Loss from operations | (2,528,135) | (4,025,386) | (6,072,989) | (8,951,897) |
Other income (expenses): | ||||
Interest income | 1,845 | 7,802 | 8,576 | 7,802 |
Interest expense | (4,463) | (3,650) | (11,088) | (9,086) |
Total other income (expense) | (2,618) | 4,152 | (2,512) | (1,284) |
Net loss | $ (2,530,753) | $ (4,021,234) | $ (6,075,501) | $ (8,953,181) |
Loss per share - basic | $ (6.72) | $ (51.86) | $ (22.08) | $ (154.70) |
Loss per share - diluted | $ (6.72) | $ (51.86) | $ (22.08) | $ (154.70) |
Weighted average shares outstanding - basic | 376,643 | 77,547 | 275,113 | 57,874 |
Weighted average shares outstanding - diluted | 376,643 | 77,547 | 275,113 | 57,874 |
Statements of Stockholders' Equ
Statements of Stockholders' Equity (Deficit) (Unaudited) - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Beginning balance, value at Dec. 31, 2022 | $ 32 | $ 58,848,501 | $ (50,715,677) | $ 8,132,856 |
Beginning balance, shares at Dec. 31, 2022 | 32,347 | |||
Exercise of warrants | $ 12 | 597 | 609 | |
Exercise of warrants, net, shares | 12,180 | |||
Stock-based compensation | 290,313 | 290,313 | ||
Net loss | (4,931,947) | (4,931,947) | ||
Ending balance, value at Mar. 31, 2023 | $ 44 | 59,139,411 | (55,647,624) | 3,491,831 |
Ending balance, shares at Mar. 31, 2023 | 44,527 | |||
Beginning balance, value at Dec. 31, 2022 | $ 32 | 58,848,501 | (50,715,677) | 8,132,856 |
Beginning balance, shares at Dec. 31, 2022 | 32,347 | |||
Net loss | (8,953,181) | |||
Ending balance, value at Jun. 30, 2023 | $ 82 | 62,123,209 | (59,668,858) | 2,454,433 |
Ending balance, shares at Jun. 30, 2023 | 82,821 | |||
Beginning balance, value at Mar. 31, 2023 | $ 44 | 59,139,411 | (55,647,624) | 3,491,831 |
Beginning balance, shares at Mar. 31, 2023 | 44,527 | |||
Common stock issued for cash, net | $ 660 | 1,969,094 | 1,969,107 | |
Common stock issued for cash, net, shares | 13,194 | |||
Exercise of warrants | $ 25 | 725,034 | 725,059 | |
Exercise of warrants, net, shares | 25,100 | |||
Stock-based compensation | 289,670 | 289,670 | ||
Net loss | (4,021,234) | (4,021,234) | ||
Ending balance, value at Jun. 30, 2023 | $ 82 | 62,123,209 | (59,668,858) | 2,454,433 |
Ending balance, shares at Jun. 30, 2023 | 82,821 | |||
Beginning balance, value at Dec. 31, 2023 | $ 124 | 65,134,664 | (69,566,903) | (4,432,115) |
Beginning balance, shares at Dec. 31, 2023 | 124,306 | |||
Common stock issued for cash, net | $ 44 | 3,330,954 | 3,330,998 | |
Common stock issued for cash, net, shares | 44,314 | |||
Exercise of warrants | $ 45 | 12,360 | 12,405 | |
Exercise of warrants, net, shares | 44,774 | |||
Stock-based compensation | 202,933 | 202,933 | ||
Net loss | (3,544,748) | (3,544,748) | ||
Ending balance, value at Mar. 31, 2024 | $ 213 | 68,680,911 | (73,111,651) | (4,430,527) |
Ending balance, shares at Mar. 31, 2024 | 213,394 | |||
Beginning balance, value at Dec. 31, 2023 | $ 124 | 65,134,664 | (69,566,903) | (4,432,115) |
Beginning balance, shares at Dec. 31, 2023 | 124,306 | |||
Net loss | (6,075,501) | |||
Ending balance, value at Jun. 30, 2024 | $ 1,443 | 71,347,360 | (75,642,404) | (4,293,601) |
Ending balance, shares at Jun. 30, 2024 | 1,443,274 | |||
Beginning balance, value at Mar. 31, 2024 | $ 213 | 68,680,911 | (73,111,651) | (4,430,527) |
Beginning balance, shares at Mar. 31, 2024 | 213,394 | |||
Common stock issued for cash and warrants, net | $ 904 | 2,423,509 | 2,424,413 | |
Common stock issued for cash and warrants, net, shares | 904,000 | |||
Exercise of warrants | $ 208 | 8,713 | 8,921 | |
Exercise of warrants, net, shares | 208,260 | |||
Stock-based compensation | 234,345 | 234,345 | ||
Adjustment related to reverse stock split | $ 118 | (118) | ||
Adjustment related to reverse stock split, shares | 117,620 | |||
Net loss | (2,530,753) | (2,530,753) | ||
Ending balance, value at Jun. 30, 2024 | $ 1,443 | $ 71,347,360 | $ (75,642,404) | $ (4,293,601) |
Ending balance, shares at Jun. 30, 2024 | 1,443,274 |
Statements of Cash Flows (Unaud
Statements of Cash Flows (Unaudited) - USD ($) | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Cash Flows from Operating Activities: | ||
Net loss | $ (6,075,501) | $ (8,953,181) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock-based compensation | 437,278 | 579,983 |
Depreciation | 1,570 | 2,282 |
Gain on disposal of fixed assets | (190) | 0 |
Changes in operating assets and liabilities: | ||
Prepaid expenses and other current assets | (13,067) | 823,073 |
Accounts payable and accrued expenses | 807,460 | (679,516) |
Net cash used in operating activities | (4,842,450) | (8,227,359) |
Cash Flows from Financing Activities: | ||
Payments of deferred offering costs | (16,750) | 0 |
Payments on notes payable | (177,558) | (243,572) |
Proceeds from exercise of warrants | 21,326 | 725,668 |
Proceeds from sale of common stock and warrants, net | 5,958,270 | 1,969,107 |
Net cash provided by financing activities | 5,785,288 | 2,451,203 |
Net change in cash and cash equivalents | 942,838 | (5,776,156) |
Cash and cash equivalents, at beginning of period | 548,721 | 10,055,407 |
Cash and cash equivalents, at end of period | 1,491,559 | 4,279,251 |
Supplemental disclosures of cash flow information: | ||
Cash paid for interest | 11,088 | 9,086 |
Cash paid for income taxes | 0 | 0 |
Supplemental disclosure of non-cash investing and financing activities: | ||
Reclassification of deferred offering costs to equity | $ 202,859 | $ 0 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2024 | Mar. 31, 2024 | Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Pay vs Performance Disclosure [Table] | ||||||
Net Income (Loss) | $ (2,530,753) | $ (3,544,748) | $ (4,021,234) | $ (4,931,947) | $ (6,075,501) | $ (8,953,181) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Jun. 30, 2024 | |
Insider Trading Arrangements [Line Items] | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Nature of Business
Nature of Business | 6 Months Ended |
Jun. 30, 2024 | |
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. On August 25, 2022, the stockholders of the Company approved an amendment to the Company’s amended and restated articles of incorporation (the “Amendment”) to effect the reverse stock split at a ratio in the range of 1-for-2 to 1-for-30. The reverse stock split became effective on November 28, 2022 on a 1-for-30 On April 30, 2024, the stockholders of the Company approved an amendment to the Company’s amended and restated articles of incorporation (the “Amendment”) to effect the reverse stock split at a ratio in the range of 1-for-2 to 1-for-50. The reverse stock split became effective on June 4, 2024 on a 1-for-50 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2024 | |
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 250,000 1,241,559 Stock-based Compensation Restricted Stock Units (“RSUs”) Performance Units (“PUs”) Loss Per Common Share 1,551,422 5,475 577 12,177 45,399 193 577 2,591 |
Note Payable
Note Payable | 6 Months Ended |
Jun. 30, 2024 | |
Debt Disclosure [Abstract] | |
Note Payable | Note 3 – Note Payable On November 28, 2023, the Company entered into a short-term note payable for an aggregate of $ 329,571 9.74 October 8, 2024 123,248 |
Equity
Equity | 6 Months Ended |
Jun. 30, 2024 | |
Equity [Abstract] | |
Equity | Note 4 – Equity The Company has authorized 75,000,000 0.001 5,000,000 0.001 75,000,000 300,000,000 On August 25, 2022, the stockholders of the Company approved an amendment to the Company’s amended and restated articles of incorporation (the “Amendment”) to effect the reverse stock split at a ratio in the range of 1-for-2 to 1-for-30, with such ratio to be determined in the discretion of the Company’s board of directors and with such reverse stock split to be effected at such time and date, if at all, as determined by the Company’s board of directors in its sole discretion prior to the one-year anniversary of the annual meeting. Pursuant to such authority granted by the Company’s stockholders, the Company’s board of directors approved a one-for-thirty (1:30) reverse stock split of the Company’s common stock and the filing of the Amendment to effectuate the reverse split. The reverse stock split became effective on November 28, 2022 on a 1-for-30 On April 30, 2024, the stockholders of the Company approved an amendment to the Company’s amended and restated articles of incorporation (the “Amendment”) to effect the reverse stock split at a ratio in the range of 1-for-2 to 1-for-50, with such ratio to be determined in the discretion of the Company’s board of directors and with such reverse stock split to be effected at such time and date, if at all, as determined by the Company’s board of directors in its sole discretion prior to the one-year anniversary of the annual meeting. Pursuant to such authority granted by the Company’s stockholders, the Company’s board of directors approved a one-for-fifty (1:50) reverse stock split of the Company’s common stock and the filing of the Amendment to effectuate the reverse split. The reverse stock split became effective on June 4, 2024 on a 1-for-50 On April 30, 2024, the Company held its scheduled 2024 Annual Meeting of Stockholders at which the Company’s stockholders approved amendments to the Company's 2020 Equity Plan (the “2020 Plan”) including an increase in the number of shares of common stock, par value $ 0.001 86,916 70,000 Common Stock On January 29, 2024, the Company entered into a placement agency agreement with A.G.P./Alliance Global Partners (“AGP”) and Maxim Group LLC (“Maxim” and collectively with AGP, the “Placement Agents”) (the “Placement Agreement”) for the public offering by the Company of (i) 44,314 0.001 222,354 266,667 266,667 15.00 14.95 44,094 3,331,000 On June 14, 2024, the Company entered into securities purchase agreements with institutional investors for the sale by the Company of 336,000 30,000 366,000 3.75 Subject to certain ownership limitations, each of the June 14 Common Warrants is immediately exercisable, has an exercise price of $3.62 per share, and expire five years from the date of issuance. Subject to certain ownership limitations, each June 14 Pre-Funded Warrant is exercisable into one share of common stock at a price per share of $ 0.001 1.37 1,203,259 On June 26, 2024, the Company entered into securities purchase agreements with institutional investors for the sale by the Company of 568,000 568,000 2.45 Subject to certain ownership limitations, each of the June 26 Common Warrants is immediately exercisable, has an exercise price of $ 2.32 1.39 1,221,154 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 1,334 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 2,000 14,916 On January 19, 2024, the Board of Directors of the Company approved the issuance of 249 12.65 vest in 36 equal monthly installments succeeding the issuance date 2,728 On April 7, 2024, the Board of Directors approved grants of 5,330 12.93 5,330 1,750 3,580 vest in 36 equal monthly installments over 3 years 58,335 During the six months ended June 30, 2024 and 2023, the Company recognized $ 412,749 544,248 366,400 The following table summarizes the stock option activity for the six months ended June 30, 2024: Schedule of stock option activity Options Weighted-Average Exercise Price Per Share Outstanding, December 31, 2023 6,598 $ 1,020.47 Granted 5,579 12.92 Exercised – – Forfeited – – Expired – – Outstanding, June 30, 2024 12,177 $ 558.85 Exercisable, June 30, 2024 2,495 $ 2,355.92 The aggregate fair value of the options measured during the six months ended June 30, 2024 were calculated using the Black-Scholes option pricing model based on the following assumptions: Schedule of assumptions Six Months Ended June 30, 2024 Fair value of common stock on measurement date $12.65 to $12.93 per share Risk free interest rate (1) 3.80 4.39 Volatility (2) 102.25 118.36 Dividend yield (3) 0 Expected term (in years) 5.5 6.5 (1) The risk-free interest rate was determined by management using the market yield on U.S. Treasury securities with comparable terms as of the measurement date. (2) The trading volatility was determined by calculating the volatility of the Company's peer group. (3) The Company does not expect to pay a dividend in the foreseeable future. As of June 30, 2024, the outstanding stock options have a weighted average remaining term of 8.83 no no 69,973 Stock Warrants On January 29, 2024, the Company entered into a warrant amendment agreement (the “Warrant Amendment”) pursuant to which the Company agreed, subject to shareholder approval (which was received on April 30, 2024), to amend certain existing warrants to purchase up to an aggregate of 75,120 shares of Common Stock at an exercise price of $64.00 per share and a termination date of October 16, 2028, so that the amended warrants will have a reduced exercise price of $15.00 per share and a new termination date of February 1, 2029. During the six months ended June 30, 2024, the Company received $ 21,326 253,034 The following table summarizes the stock warrant activity for the six months ended June 30, 2024: Schedule of stock warrant activity Warrants Weighted-Average Exercise Price Per Share Outstanding, December 31, 2023 84,832 $ 151.65 Granted 1,719,694 8.12 Exercised (253,034 ) 13.18 Forfeited – – Expired (70 ) 2,635.71 Outstanding, June 30, 2024 1,551,422 $ 15.03 Exercisable, June 30, 2024 1,551,422 $ 15.03 As of June 30, 2024, the outstanding and exercisable warrants have a weighted average remaining term of 4.22 Restricted Stock Units On April 28, 2022, the Board of Directors granted officers and employees a total of 193 95,399 On April 7, 2024, the Board of Directors approved grants of 5,330 5,330 1,750 vest on the first anniversary or at the time of the 2025 shareholder meeting, whichever occurs first 3,580 vest in 8 equal quarterly installments over 2 years 69,027 During the six months ended June 30, 2024, the Company recognized $ 19,566 103,123 The following table summarizes the RSUs activity for the six months ended June 30, 2024: Schedule of RSUs activity RSUs Weighted-Average Grant Date Fair Value Non-vested, December 31, 2023 145 $ 501.00 Granted 5,330 12.97 Vested – – Forfeited – – Non-vested, June 30, 2024 5,475 $ 25.89 Performance Units On April 28, 2022, the Compensation Committee approved, the officers and employees were awarded a total of 573 169,663 The fair value of each performance unit with market conditions (vesting terms (i) and (ii)) is estimated at the date of grant using a Monte Carlo simulation with the following assumptions: underlying stock price $501, hurdle prices ranging from $3,000 -$6,000, expected terms ranging from 2-3 years, cost of equity 18.7% and risk-free rate of 2.8%. During the six months ended June 30, 2024, the Company recognized $ 4,963 95,399 The following table summarizes the PUs activity for the six months ended June 30, 2024: Schedule of PUs activity PUs Weighted-Average Grant Date Fair Value Non-vested, December 31, 2023 577 $ 296.82 Granted – – Vested – – Forfeited – – Non-vested, June 30, 2024 577 $ 296.82 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2024 | |
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, 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. In March 2024, the Board of Directors approved, based upon the recommendation of the Compensation Committee, cash bonuses totaling $ 240,608 Scientific Advisory Board On July 15, 2021, our Board approved the following compensation policy for the Scientific Advisory Board members. The Scientific Advisory board consisted of Dr. Waldemar Priebe, our founder, and Dr. Sigmond Hsu. Under this compensation policy, each scientific advisory board member was to receive annual cash compensation of $68,600. As of August 25, 2022, Dr. Waldemar Priebe was no longer a member of the Scientific Advisory Board. On March 14, 2024, the Board of Directors terminated the cash compensation program for the Scientific Advisory Board. As of June 30, 2024, the Company has accrued $ 177,309 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 134 shares of the Company’s common stock valued at $67.50 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 six months ended June 30, 2024 and 2023, the Company recognized $ 25,000 25,000 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 August 31, 2018, the Company entered into a sublicense agreement with Animal Life Sciences, LLC (“ALI”), a related party, 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. 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 an 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 (the “WP1244 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 WP1244 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 WP1244 Agreement. The term of the WP1244 Agreement expires on the last to occur of: (a) the expiration of all patents subject to the WP1244 Agreement, or (b) fifteen years after execution; provided that UTMDACC has the right to terminate this WP1244 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. The Company has not met the commercial diligence milestones and has not paid the annual maintenance fee required as of the date hereof. On April 25, 2024, UTMDACC provided notice to the Company of its intent to terminate the WP1244 Agreement if the Company fails to pay the annual maintenance fee of $50,000, as well as $1,300 in expenses. On May 25, 2024 the WP1244 Agreement was terminated. There are no termination penalty provisions in the Agreement. During the six months ended June 30, 2024 and 2023, the Company paid $ 1,994 27,341 Nasdaq Capital Markets Listing Qualifications On August 17, 2023, the Company was notified by the Listing Qualifications Department (the “Staff”) of the Nasdaq Stock Market (“Nasdaq”) that the Company was not in compliance with the minimum $ 2,500,000 On May 6, 2024, the Company received notification from the Nasdaq Hearings Panel (“Panel”) that it had granted an extension until July 15, 2024, which was extended until August 12, 2024 to demonstrate compliance with Listing Rules 5550(a)(2) and 5550(b). On July 5, 2024, the Company received a letter from the Nasdaq Staff notifying the Company that it had regained compliance with Bid Price Rule as a result of the closing bid price of the Company’s common stock being at $ 1.00 On August 7, 2024, the Company filed Form 8-K with the SEC indicating that as of that date, the Company’s shareholders’ equity was above the $ 2.5 |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2024 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 6 – Subsequent Events On July 3, 2024, the Company entered into securities purchase agreements with institutional investors for the sale by the Company of 1,425,000 shares of the Company’s common stock in a registered direct offering. In a concurrent private placement, the Company also sold to the investors unregistered warrants to purchase up to an aggregate of 1,425,000 shares of common stock (the “July 3 Common Warrants”). The combined purchase price of one share of common stock and accompanying July 3 Common Warrant is $1.39. The closing of this offering and private placement occurred on July 5, 2024. Subject to certain ownership limitations, each of the July 3 Common Warrants is immediately exercisable, has an exercise price of $1.26 per share, and expire five years from the date of issuance. The gross proceeds to the Company from the offering were approximately $1.98 million, before deducting the financial advisor fees and other estimated offering expenses payable by the Company, and excluding the proceeds, if any, from the exercise of the Common Warrants. On July 26, 2024, the Company entered into a Sales Agreement (the “AGP ATM Sales Agreement”) with A.G.P./Alliance Global Partners (“AGP”). Pursuant to the terms of the AGP ATM Sales Agreement, the Company originally was permitted to sell from time to time through AGP, as sales agent or principal, shares of the Company’s common stock, par value $0.001 per share with initial aggregate sales price of up to $5.2 million. On July 30, 2024, the Company increased the aggregate sales price of common shares that may be sold under the AGP ATM Sales Agreement to $25.0 million (not including the original $5.2 million). As of August 14, 2024, the Company has sold 28,704,761 Shares pursuant to the Agreement for net proceeds of approximately $10.5 million. On July 29, 2024, the Company entered into an Exclusive License Agreement and Stock Purchase Agreement (collectively, the “Cortice Agreements”) with Cortice Biosciences, Inc. (“Cortice”) pursuant to which Cortice granted the Company an exclusive license to the intellectual property rights related to certain patents around the compound TPI 287 in the United States, Canada, Mexico and Japan. The term of the license will expire, other than due to a breach of the Cortice Agreements, at the end of the royalty term with respect to any licensed product in any of the included territories, which begins upon the first commercial sale in such territory and ends on the latest of (i) ten years after such sale, (ii) the expiration of regulatory or marketing exclusivity for such licensed product in such country, or (c) the expiration of the last to expire valid patent claim in such country covering such licensed product. Pursuant to the Cortice Agreements, the Company agreed to issue Cortice 573,368 shares of the Company’s common stock upon the closing of the transaction, which occurred on July 29, 2024, and 43,330 shares of Company common stock upon the receipt of shareholder approval of such issuance as required by the rules of the Nasdaq Stock Market. The Company also agreed to make milestone payments to Cortice in either cash or shares of Company common stock (at Cortice’s option) upon: (i) meeting the primary endpoint a pivotal trial for a licensed product – either $15.0 million or 411,132 shares of Company common stock; (ii) FDA acceptance of an New Drug Application for a licensed product – either $30.0 million or 822,264 shares of Company common stock; (iii) the first commercial sale in the United States of a licensed product – either $45.0 million or 1,233,395 shares of Company common stock; and (iv) the first commercial sale in Japan of a licensed product – either $10.0 million or 205,566 shares of Company common stock. The Company’s obligation to pay the above milestones in Company common stock is subject to the receipt of shareholder approval as required by the rules of the Nasdaq Stock Market. The Company also agreed to pay Cortice royalties on sales of licensed products of between 3.0%-7.5%. Finally, to the extent Cortice is required to pay any milestone payments to the original holder of the intellectual property rights licensed, the Company has agreed to make such payments to Cortice. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2024 | |
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 250,000 1,241,559 |
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 1,551,422 5,475 577 12,177 45,399 193 577 2,591 |
Equity (Tables)
Equity (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Equity [Abstract] | |
Schedule of stock option activity | Schedule of stock option activity Options Weighted-Average Exercise Price Per Share Outstanding, December 31, 2023 6,598 $ 1,020.47 Granted 5,579 12.92 Exercised – – Forfeited – – Expired – – Outstanding, June 30, 2024 12,177 $ 558.85 Exercisable, June 30, 2024 2,495 $ 2,355.92 |
Schedule of assumptions | Schedule of assumptions Six Months Ended June 30, 2024 Fair value of common stock on measurement date $12.65 to $12.93 per share Risk free interest rate (1) 3.80 4.39 Volatility (2) 102.25 118.36 Dividend yield (3) 0 Expected term (in years) 5.5 6.5 (1) The risk-free interest rate was determined by management using the market yield on U.S. Treasury securities with comparable terms as of the measurement date. (2) The trading volatility was determined by calculating the volatility of the Company's peer group. (3) The Company does not expect to pay a dividend in the foreseeable future. |
Schedule of stock warrant activity | Schedule of stock warrant activity Warrants Weighted-Average Exercise Price Per Share Outstanding, December 31, 2023 84,832 $ 151.65 Granted 1,719,694 8.12 Exercised (253,034 ) 13.18 Forfeited – – Expired (70 ) 2,635.71 Outstanding, June 30, 2024 1,551,422 $ 15.03 Exercisable, June 30, 2024 1,551,422 $ 15.03 |
Schedule of RSUs activity | Schedule of RSUs activity RSUs Weighted-Average Grant Date Fair Value Non-vested, December 31, 2023 145 $ 501.00 Granted 5,330 12.97 Vested – – Forfeited – – Non-vested, June 30, 2024 5,475 $ 25.89 |
Schedule of PUs activity | Schedule of PUs activity PUs Weighted-Average Grant Date Fair Value Non-vested, December 31, 2023 577 $ 296.82 Granted – – Vested – – Forfeited – – Non-vested, June 30, 2024 577 $ 296.82 |
Nature of Business (Details Nar
Nature of Business (Details Narrative) | Jun. 04, 2024 | Nov. 28, 2022 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Stockholders' Equity, Reverse Stock Split | 1-for-50 | 1-for-30 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details Narrative) - USD ($) | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Cash FDIC insured amount | $ 250,000 | |
Cash in excess of FDIC | $ 1,241,559 | |
Warrants [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive shares | 1,551,422 | 45,399 |
Unvested Restricted Stock Units [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive shares | 5,475 | 193 |
Unvested Performance Units [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive shares | 577 | 577 |
Options [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive shares | 12,177 | 2,591 |
Note Payable (Details Narrative
Note Payable (Details Narrative) - USD ($) | Nov. 28, 2023 | Jun. 30, 2024 | Dec. 31, 2023 |
Short-Term Debt [Line Items] | |||
Note payable balance | $ 123,248 | $ 300,806 | |
November 2023 Note [Member] | |||
Short-Term Debt [Line Items] | |||
Short-term note payable | $ 329,571 | ||
Interest rate | 9.74% | ||
Maturity date | Oct. 08, 2024 | ||
Note payable balance | $ 123,248 |
Equity (Details - Option activi
Equity (Details - Option activity) - Stock Options [Member] | 6 Months Ended |
Jun. 30, 2024 $ / shares shares | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Options outstanding, beginning balance | shares | 6,598 |
Weighted average exercise price per share outstanding, beginning balance | $ / shares | $ 1,020.47 |
Options, granted | shares | 5,579 |
Weighted average exercise price per share, granted | $ / shares | $ 12.92 |
Options, exercised | shares | 0 |
Weighted average exercise price per share, exercised | $ / shares | $ 0 |
Options, forfeited | shares | 0 |
Weighted average exercise price per share, forfeited | $ / shares | $ 0 |
Options, expired | shares | 0 |
Weighted average exercise price per share, expired | $ / shares | $ 0 |
Options outstanding, ending balance | shares | 12,177 |
Weighted average exercise price per share outstanding, ending balance | $ / shares | $ 558.85 |
Options, exercisable | shares | 2,495 |
Weighted average exercise price per share, exercisable | $ / shares | $ 2,355.92 |
Equity (Details - Assumptions o
Equity (Details - Assumptions options) | 6 Months Ended | |
Jun. 30, 2024 | ||
Fair value of common stock on measurement date | $12.65 to $12.93 per share | |
Dividend yield | 0% | [1] |
Minimum [Member] | ||
Risk free interest rate | 3.80% | [2] |
Volatility | 102.25% | [3] |
Expected term (in years) | 5 years 6 months | |
Maximum [Member] | ||
Risk free interest rate | 4.39% | [2] |
Volatility | 118.36% | [3] |
Expected term (in years) | 6 years 6 months | |
[1]The Company does not expect to pay a dividend in the foreseeable future.[2]The risk-free interest rate was determined by management using the market yield on U.S. Treasury securities with comparable terms as of the measurement date.[3]The trading volatility was determined by calculating the volatility of the Company's peer group. |
Equity (Details - Warrant activ
Equity (Details - Warrant activity) - Warrants [Member] | 6 Months Ended |
Jun. 30, 2024 $ / shares shares | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Warrants outstanding at beginning | shares | 84,832 |
Weighted-average exercise price per share at beginning | $ / shares | $ 151.65 |
Warrants granted | shares | 1,719,694 |
Weighted-average exercise price per share granted | $ / shares | $ 8.12 |
Warrants exercised | shares | (253,034) |
Weighted-average exercise price per share exercised | $ / shares | $ 13.18 |
Warrants forfeited | shares | 0 |
Weighted-average exercise price per share forfeited | $ / shares | $ 0 |
Warrants expired | shares | (70) |
Weighted-average exercise price per share expired | $ / shares | $ 2,635.71 |
Warrants outstanding at ending | shares | 1,551,422 |
Weighted-average exercise price per share at ending | $ / shares | $ 15.03 |
Warrants exercisable | shares | 1,551,422 |
Weighted-average exercise price per share Exercisable | $ / shares | $ 15.03 |
Equity (Details - Restricted st
Equity (Details - Restricted stock units activity) - Restricted Stock Units (RSUs) [Member] | 6 Months Ended |
Jun. 30, 2024 $ / shares shares | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Non-vested at beginning | shares | 145 |
Weighted-average grant date fair value non-vested at beginning | $ / shares | $ 501 |
RSUs granted | shares | 5,330 |
Weighted average grant date fair value granted | $ / shares | $ 12.97 |
RSUs vested | shares | 0 |
Weighted-average grant date fair value vested | $ / shares | $ 0 |
RSUs forfeited | shares | 0 |
Weighted-average grant date fair value forfeited | $ / shares | $ 0 |
Non-vested at endning | shares | 5,475 |
Weighted-average grant date fair value non-vested at ending | $ / shares | $ 25.89 |
Equity (Details - Performance u
Equity (Details - Performance units activity) - Performance Units [Member] | 6 Months Ended |
Jun. 30, 2024 $ / shares shares | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Non-vested at beginning | shares | 577 |
Weighted-average grant date fair value non-vested at beginning | $ / shares | $ 296.82 |
PUs granted | shares | 0 |
Weighted average grant date fair value granted | $ / shares | $ 0 |
PUs vested | shares | 0 |
Weighted average grant date fair value vested | $ / shares | $ 0 |
PUs forfeited | shares | 0 |
Weighted average grant date fair value forfeited | $ / shares | $ 0 |
Non-vested at endning | shares | 577 |
Weighted-average grant date fair value non-vested at ending | $ / shares | $ 296.82 |
Equity (Details Narrative)
Equity (Details Narrative) - USD ($) | 6 Months Ended | 12 Months Ended | ||||||||||||||
Jun. 26, 2024 | Jun. 14, 2024 | Jun. 04, 2024 | Apr. 30, 2024 | Apr. 07, 2024 | Feb. 01, 2024 | Jan. 29, 2024 | Jan. 19, 2024 | Nov. 28, 2022 | Apr. 28, 2022 | Jun. 30, 2024 | Jun. 30, 2023 | Aug. 09, 2024 | May 01, 2024 | Apr. 02, 2024 | Dec. 31, 2023 | |
Class of Stock [Line Items] | ||||||||||||||||
Common stock shares authorized | 300,000,000 | 75,000,000 | 300,000,000 | |||||||||||||
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 | ||||||||||||||
Stockholders' Equity, Reverse Stock Split | 1-for-50 | 1-for-30 | ||||||||||||||
Shares, Issued | 44,314 | |||||||||||||||
Share Price | $ 0.001 | |||||||||||||||
[custom:PurchaseOfPrefundedWarrants-0] | 222,354 | |||||||||||||||
[custom:PurchaseOfPrefundedWarrantsExercised-0] | 44,094 | |||||||||||||||
Net proceeds from issuance or sale of equity | $ 3,331,000 | |||||||||||||||
Share based compensation expense | $ 437,278 | $ 579,983 | ||||||||||||||
Weighted average remaining term | 8 years 9 months 29 days | |||||||||||||||
Warrant amendment agreement description | Company agreed, subject to shareholder approval (which was received on April 30, 2024), to amend certain existing warrants to purchase up to an aggregate of 75,120 shares of Common Stock at an exercise price of $64.00 per share and a termination date of October 16, 2028, so that the amended warrants will have a reduced exercise price of $15.00 per share and a new termination date of February 1, 2029. | |||||||||||||||
Proceeds from warrant exercises | $ 21,326 | 725,668 | ||||||||||||||
Share-Based Payment Arrangement, Tranche One [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested and Expected to Vest, Outstanding, Number | 1,750 | |||||||||||||||
Share-Based Payment Arrangement, Tranche Two [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested and Expected to Vest, Outstanding, Number | 3,580 | |||||||||||||||
Warrant Excercise Price [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Proceeds from warrant exercises | $ 21,326 | |||||||||||||||
Warrants exercised, shares | 253,034 | |||||||||||||||
Equity Option [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Share based compensation expense | $ 412,749 | $ 544,248 | ||||||||||||||
Unrecognized compensation expense | $ 366,400 | |||||||||||||||
Warrants [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Warrant per share | $ 15.03 | $ 151.65 | ||||||||||||||
Weighted average remaining term | 4 years 2 months 19 days | |||||||||||||||
Restricted Stock Units (RSUs) [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Options granted, weighted-average exercise price | $ 12.97 | |||||||||||||||
Share based compensation expense | $ 19,566 | |||||||||||||||
Unrecognized compensation expense | $ 103,123 | |||||||||||||||
Performance Units [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Options grants | 573 | |||||||||||||||
Options granted, weighted-average exercise price | $ 0 | |||||||||||||||
Share based compensation expense | $ 4,963 | |||||||||||||||
Unrecognized compensation expense | $ 95,399 | |||||||||||||||
Number of shares granted, value | $ 169,663 | |||||||||||||||
Board Of Directors [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Vesting description | vest in 36 equal monthly installments over 3 years | vest in 36 equal monthly installments succeeding the issuance date | ||||||||||||||
Board Of Directors [Member] | Restricted Stock Units (RSUs) [Member] | Share-Based Payment Arrangement, Tranche One [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Vesting description | vest on the first anniversary or at the time of the 2025 shareholder meeting, whichever occurs first | |||||||||||||||
Board Of Directors [Member] | Restricted Stock Units (RSUs) [Member] | Share-Based Payment Arrangement, Tranche Two [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Vesting description | vest in 8 equal quarterly installments over 2 years | |||||||||||||||
Ms Mahery [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Options grants | 249 | |||||||||||||||
Board Of Directors [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Options granted, weighted-average exercise price | $ 12.93 | $ 12.65 | ||||||||||||||
Fair value of options granted | $ 58,335 | $ 2,728 | ||||||||||||||
Options granted | 5,330 | |||||||||||||||
Options issued | 5,330 | |||||||||||||||
Options vested | 3,580 | |||||||||||||||
Board Of Directors [Member] | Restricted Stock Units (RSUs) [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Fair value of options granted | $ 69,027 | |||||||||||||||
Options granted | 5,330 | |||||||||||||||
Options issued | 5,330 | |||||||||||||||
Board Of Directors [Member] | Shareholder [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Options vested | 1,750 | |||||||||||||||
Officers [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Restricted stock units granted, shares | 193 | |||||||||||||||
Restricted stock units granted, value | $ 95,399 | |||||||||||||||
Equity Plan 2020 [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Common stock par value | $ 0.001 | |||||||||||||||
Common stock authorized for issuance | 86,916 | |||||||||||||||
Common stock increase | 70,000 | |||||||||||||||
Plan 2017 [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Shares authorized under plan | 1,334 | |||||||||||||||
Options granted | 0 | |||||||||||||||
Aggregate intrinsic value | $ 0 | |||||||||||||||
Plan 2020 [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Shares authorized under plan | 2,000 | |||||||||||||||
Additional shares authorized under plan | 14,916 | |||||||||||||||
Options granted | 69,973 | |||||||||||||||
Common Stock [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Common stock shares authorized | 75,000,000 | |||||||||||||||
Common stock par value | $ 0.001 | |||||||||||||||
Common Stock [Member] | Securities Purchase Agreements [Member] | Institutional Investor [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Stock Issued During Period, Shares, New Issues | 568,000 | 336,000 | ||||||||||||||
Series A Warrants [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
[custom:PurchaseOfPrefundedWarrants-0] | 266,667 | |||||||||||||||
Series B Warrants [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
[custom:PurchaseOfPrefundedWarrants-0] | 266,667 | |||||||||||||||
Pre Funded Warrants [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Purchase price per share | $ 15 | |||||||||||||||
Pre Funded Warrants [Member] | Securities Purchase Agreements [Member] | Institutional Investor [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Net proceeds from issuance or sale of equity | $ 1,221,154 | $ 1,203,259 | ||||||||||||||
Warrants to purchase | 30,000 | |||||||||||||||
Warrant per share | $ 2.32 | $ 0.001 | ||||||||||||||
Gross proceeds from issuance or sale of equity | $ 1,390,000 | $ 1,370,000 | ||||||||||||||
Common Warrants [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Purchase price per share | $ 14.95 | |||||||||||||||
Common Stock Warrants [Member] | Securities Purchase Agreements [Member] | Institutional Investor [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Purchase price per share | $ 2.45 | $ 3.75 | ||||||||||||||
Warrants to purchase | 568,000 | 366,000 |
Commitments and Contingencies (
Commitments and Contingencies (Details Narrative) - USD ($) | 6 Months Ended | ||||||
Aug. 07, 2024 | Aug. 17, 2023 | Feb. 06, 2021 | Jun. 30, 2024 | Jun. 30, 2023 | Jul. 05, 2024 | Mar. 31, 2024 | |
Related Party Transaction [Line Items] | |||||||
Shareholders' equity | $ 2,500,000 | ||||||
Subsequent Event [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Shareholders' equity | $ 2,500,000 | ||||||
Subsequent Event [Member] | Common Stock [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Closing bid price per share | $ 1 | ||||||
Officers [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Cash bonuses approved | $ 240,608 | ||||||
Mr Hsu Scientific Advisory Board [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Accrued expenses related to compensation | $ 177,309 | ||||||
Houston Pharm [Member] | Technology Rights And Development Agreement [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Royalty income, nonoperating | 25,000 | $ 25,000 | |||||
Wp 1244 [Member] | Patent And Technology License Agreement [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Other Nonoperating Expense | $ 1,994 | $ 27,341 | |||||
Mr Climaco [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Annual base salary | $ 525,000 |