HeartBeam (BEAT) 10-Q 14 Nov 23 2023 Q3 Quarterly report Financial data

Cover Page

Cover Page - shares	9 Months Ended
	Sep. 30, 2023	Nov. 13, 2023
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2023
Document Transition Report	false
Entity File Number	001-41060
Entity Registrant Name	HEARTBEAM, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	47-4881450
Entity Address, Address Line One	2118 Walsh Avenue
Entity Address, Address Line Two	Suite 210
Entity Address, City or Town	Santa Clara
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	95050
City Area Code	408
Local Phone Number	899-4443
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
Entity Ex Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		26,329,032
Entity Central Index Key	0001779372
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q3
Amendment Flag	false
Common Stock
Document Information [Line Items]
Title of 12(b) Security	Common Stock
Trading Symbol	BEAT
Security Exchange Name	NASDAQ
Warrants
Document Information [Line Items]
Title of 12(b) Security	Warrants
Trading Symbol	BEATW
Security Exchange Name	NASDAQ

Condensed Balance Sheets (Unaud

Condensed Balance Sheets (Unaudited) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Current Assets:
Cash and cash equivalents	$ 19,184	$ 3,594
Prepaid expenses and other current assets	295	445
Total Current Assets	19,479	4,039
Property and equipment, net	144	0
Other assets	25	0
Total Assets	19,648	4,039
Current Liabilities:
Accounts payable and accrued expenses (includes related party $2)	1,019	1,665
Total Liabilities	1,019	1,665
Commitments
Stockholders’ Equity
Preferred stock - $0.0001 par value; 10,000,000 authorized; 0 shares outstanding at September 30, 2023 and December 31, 2022	0	0
Common stock - $0.0001 par value; 100,000,000 shares authorized; 26,325,282 and 8,009,743 shares issued and outstanding at September 30, 2023 and December 31, 2022	3	1
Additional paid in capital	51,572	24,559
Accumulated deficit	(32,946)	(22,186)
Total Stockholders’ Equity	18,629	2,374
Total Liabilities and Stockholders’ Equity	$ 19,648	$ 4,039

Condensed Balance Sheets (Una_2

Condensed Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Current Liabilities:
Related party accounts payable and accrued expenses	$ 1,019	$ 1,665
Stockholders’ Equity
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized (in shares)	10,000,000	10,000,000
Preferred stock, shares outstanding (in shares)	0	0
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	100,000,000	100,000,000
Common stock, shares issued (in shares)	26,325,282	8,009,743
Common stock, shares outstanding (in shares)	26,325,282	8,009,743
Related Party
Current Liabilities:
Related party accounts payable and accrued expenses	$ 2	$ 2

Condensed Statements of Operati

Condensed Statements of Operations (Unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Operating Expenses:
General and administrative	$ 2,114	$ 2,048	$ 6,417	$ 5,256
Research and development	1,623	1,562	4,788	4,036
Total operating expenses	3,737	3,610	11,205	9,292
Loss from operations	(3,737)	(3,610)	(11,205)	(9,292)
Other Income
Interest income	267	28	445	39
Other Income	0	3	0	3
Total other income	267	31	445	42
Loss before provision for income taxes	(3,470)	(3,579)	(10,760)	(9,250)
Income tax provision	0	0	0	0
Net Loss	$ (3,470)	$ (3,579)	$ (10,760)	$ (9,250)
Net loss per share, basic (in dollars per share)	$ (0.13)	$ (0.44)	$ (0.59)	$ (1.14)
Net loss per share, diluted (in dollars per share)	$ (0.13)	$ (0.44)	$ (0.59)	$ (1.14)
Weighted average common shares outstanding, basic (in shares)	26,449,168	8,147,024	18,252,654	8,107,359
Weighted average common shares outstanding, diluted (in shares)	26,449,168	8,147,024	18,252,654	8,107,359

Condensed Statement of Changes

Condensed Statement of Changes in Stockholders’ Equity (Unaudited) - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-in Capital	Accumulated Deficit
Beginning balance (in shares) at Dec. 31, 2021		7,809,912
Beginning balance at Dec. 31, 2021	$ 13,410	$ 1	$ 22,633	$ (9,224)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock based compensation expense	774		774
Sale of Common Stock, net of issuance costs (in shares)		136,025
Sale of Common Stock, net of issuance costs	804		804
Stock issuance upon exercise of stock options (in shares)		33,683
Stock issuance upon exercise of stock options	2		2
Stock issuance upon vesting of restricted stock awards (in shares)		21,250
Net loss	(9,250)			(9,250)
Ending balance (in shares) at Sep. 30, 2022		8,000,870
Ending balance at Sep. 30, 2022	5,740	$ 1	24,213	(18,474)
Beginning balance (in shares) at Jun. 30, 2022		7,982,008
Beginning balance at Jun. 30, 2022	8,968	$ 1	23,862	(14,895)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock based compensation expense	351		351
Stock issuance upon exercise of stock options (in shares)		5,112
Stock issuance upon vesting of restricted stock awards (in shares)		13,750
Net loss	(3,579)			(3,579)
Ending balance (in shares) at Sep. 30, 2022		8,000,870
Ending balance at Sep. 30, 2022	$ 5,740	$ 1	24,213	(18,474)
Beginning balance (in shares) at Dec. 31, 2022	8,009,743	8,009,743
Beginning balance at Dec. 31, 2022	$ 2,374	$ 1	24,559	(22,186)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock based compensation expense	2,021		2,021
Sale of Common Stock, net of issuance costs (in shares)		17,872,955
Sale of Common Stock, net of issuance costs	$ 24,764	$ 2	24,762
Stock issuance upon exercise of stock options (in shares)	288,001	180,072
Stock issuance upon exercise of stock options	$ 214		214
Stock issuance upon vesting of restricted stock awards (in shares)		255,220
Stock issuance upon exercise of warrants (in shares)	1,471	7,292
Stock issuance upon exercise of warrants	$ 16		16
Net loss	$ (10,760)			(10,760)
Ending balance (in shares) at Sep. 30, 2023	26,325,282	26,325,282
Ending balance at Sep. 30, 2023	$ 18,629	$ 3	51,572	(32,946)
Beginning balance (in shares) at Jun. 30, 2023		25,990,516
Beginning balance at Jun. 30, 2023	21,062	$ 3	50,535	(29,476)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock based compensation expense	926		926
Stock issuance upon exercise of stock options (in shares)		92,046
Stock issuance upon exercise of stock options	111		111
Stock issuance upon vesting of restricted stock awards (in shares)		242,720
Net loss	$ (3,470)			(3,470)
Ending balance (in shares) at Sep. 30, 2023	26,325,282	26,325,282
Ending balance at Sep. 30, 2023	$ 18,629	$ 3	$ 51,572	$ (32,946)

Condensed Statements of Cash Fl

Condensed Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Cash Flows From Operating Activities
Net loss	$ (3,470)	$ (3,579)	$ (10,760)	$ (9,250)
Adjustments to reconcile net loss to net cash used in operating activities
Stock-based compensation expense			2,021	774
Changes in operating assets and liabilities:
Prepaid expenses and other current assets			150	683
Accounts payable and accrued expenses			(646)	800
Net cash used in operating activities			(9,235)	(6,993)
Cash Flows From Investing Activities
Purchase of property and equipment			(144)	0
Net cash used in investing activities			(144)	0
Cash Flows From Financing Activities
Proceeds from sale of equity, net of issuance costs			24,764	348
Proceeds from exercise of stock options	100	0	214	2
Proceeds from exercise of warrants			16	0
Net cash provided by financing activities			24,994	350
Net increase (decrease) in cash and restricted cash			15,615	(6,643)
Cash, cash equivalents and restricted cash - beginning of period			3,594	13,192
Cash, cash equivalents and restricted cash - at end of period	19,209	6,549	19,209	6,549
Supplemental Disclosures of Cash Flow Information:
Taxes paid			0	0
Interest paid			0	0
Supplemental Disclosures of Non-cash Flow Information:
Issuance of common stock and warrants to settle accrued expenses			0	456
Reconciliation of cash, cash equivalents and restricted cash:
Cash and cash equivalents	19,184	6,549	19,184	6,549
Restricted cash (included in other assets)	$ 25	$ 0	$ 25	$ 0

ORGANIZATION AND OPERATIONS

ORGANIZATION AND OPERATIONS	9 Months Ended
	Sep. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
ORGANIZATION AND OPERATIONS	ORGANIZATION AND OPERATIONS HeartBeam, Inc. (“HeartBeam” or the “Company”) is a cardiac technology company focusing on developing and commercializing higher resolution ambulatory Electrocardiogram (“ECG”) solutions that enable the detection and monitoring of cardiac disease outside a healthcare facility setting. The Company’s ability to develop higher resolution ECG solutions is achieved through the development of the Company’s proprietary and patented Vector Electrocardiography (“VECG”) technology platform. HeartBeam’s VECG is capable of developing three-dimensional (3D) images of cardiac electrical activity by displaying the spatial locations of ECG waveforms that demonstrated in early studies to deliver equal or superior diagnostic capability than traditional hospital-based ECG systems. The Company has validated this novel technology and is seeking U.S. Food and Drug Administration (“FDA”) clearance of its initial telehealth products during 2024. The Company was incorporated in 2015 as a Delaware corporation. The Company’s operations are based in Santa Clara, California and operates as one segment.

LIQUIDITY, GOING CONCERN AND OT

LIQUIDITY, GOING CONCERN AND OTHER UNCERTAINTIES	9 Months Ended
	Sep. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
LIQUIDITY, GOING CONCERN AND OTHER UNCERTAINTIES	LIQUIDITY, GOING CONCERN AND OTHER UNCERTAINTIES The Company is subject to a number of risks similar to those of early stage companies, including dependence on key individuals and products, the difficulties inherent in the development of a commercial market, the potential need to obtain additional capital, competition from larger companies, other technology companies and other technologies. The Company has incurred losses each year since inception and has experienced negative cash flows from operations in each year since inception. As of September 30, 2023 the Company has a cash and cash equivalents balance of approximately $19.2 million. Based on its current business plan assumptions and expected cash burn rate, the Company believes that the existing cash and cash equivalents are sufficient to fund operations for the next twelve months following the issuance of these unaudited condensed financial statements. The Company’s continued operations will depend on its ability to raise additional capital through various potential sources, such as equity and/or debt financings, strategic relationships and revenue. The Company expects no material commercial revenue in 2023. Management can provide no assurance that such financing or strategic relationships will be available on acceptable terms, or at all, which would likely have a material adverse effect on the Company and its financial statements.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	9 Months Ended
	Sep. 30, 2023
Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES BASIS OF PRESENTATION The accompanying condensed unaudited financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America ("US GAAP") and in conformity with the instructions on Form 10-Q and Rule 8-03 of Regulation S-X and the related rules and regulations of the Securities and Exchange Commission (“SEC”) and have been prepared on a basis which assumes that the Company will continue as a going concern, which contemplates the realization of assets and the satisfaction of liabilities and commitments in the normal course of business. In the opinion of management, the unaudited interim condensed financial statements reflect all adjustments, which include only normal recurring adjustments necessary for the fair statement of the balances and results of operations for the periods presented. The interim operating results are not necessarily indicative of results that may be expected for any subsequent period. The accompanying condensed unaudited financial statements should be read in conjunction with the Company’s audited financial statements and notes thereto included in the Company’s Form 10-K filed with the SEC on March 16, 2023 (“2022 Annual Report”). CASH, CASH EQUIVALENTS AND RESTRICTED CASH The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash deposits. The Company maintains its cash in institutions insured by the Federal Deposit Insurance Corporation and has cash balances in accounts which exceed the federally insured limits as of September 30, 2023 and December 31, 2022. The Company has made a deposit to the bank for their credit cards in the amount of $25,000 and is classified as restricted cash included in other assets as of September 30, 2023. PROPERTY AND EQUIPMENT, NET Property and equipment are stated at cost less accumulated depreciation. Depreciation of property and equipment is calculated using the straight-line method over the estimated useful lives of the assets. The Company regularly evaluates the estimated remaining useful lives of the Company’s property and equipment, net, to determine whether events or changes in circumstances warrant a revision to the remaining period of depreciation. Maintenance and repairs are expensed as incurred. As of September 30, 2023, property and equipment, net represents construction-in-progress of $144,000 related to tooling development that has not been placed into service. Construction-in-progress amounts are not subject to depreciation as such assets are not yet available for their intended use. USE OF ESTIMATES The preparation of financial statements in conformity with US GAAP, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates. Due to the inherent uncertainty involved in making estimates, actual results reported in future periods may be based on amounts that differ from those estimates. NET LOSS PER COMMON SHARE Basic net loss per share excludes the effect of dilution and is computed by dividing the net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding. Diluted net loss per share is computed by giving effect to all potential shares of common stock, including stock options and warrants to the extent dilutive. Basic net loss per share was the same as diluted net loss per share for the three and nine months ended September 30, 2023 and 2022 as the inclusion of all potential common shares outstanding would have an anti-dilutive effect. In accordance with ASC 260-10-45-13, exercisable penny options are included in the calculation of weighted average basic and diluted earnings per share. As of September 30, 2023, 176,105 penny options have been included in the calculation of weighted average basic and diluted earnings per share. The following is a summary of awards outstanding for three and nine months ended September 30, 2023 and 2022, which are not included in the computation of basic and diluted weighted average shares: September 30, 2023 2022 Stock options (excluding exercisable penny stock options) 4,782,020 1,928,904 Restricted stock awards 221,631 257,720 Warrants 5,152,397 3,908,276 Total 10,156,048 6,094,900

STOCKHOLDERS_ EQUITY

STOCKHOLDERS’ EQUITY	9 Months Ended
	Sep. 30, 2023
Equity [Abstract]
STOCKHOLDERS’ EQUITY	STOCKHOLDERS’ EQUITY COMMON STOCK On May 2, 2023, the Company entered into a Securities Purchase Agreement with an accredited investor, for the purchase and sale in a registered direct offering of 1,000,000 shares of the Company’s common stock at a price of $1.50 per share, generating net proceeds from the offering of approximately $1.1 million after deducting financial advisory and legal fees as well as other estimated offering expenses. On April 20, 2023, the Company entered into a Placement Agency Agreement with Public Ventures, LLC to consummate an offering of 16,666,666 shares of Common Stock at an offering price of $1.50 per share, which closed in accordance with the subscription agreement dated May 2, 2023. The Company received $23.2 million in net proceeds from the offering after deducting placement agent discounts and commission and other estimated offering expenses payable by the Company. In addition, the subscription agreement grants placement agent warrants as part of this transaction. See Warrants section below. On February 2, 2023, the Company entered into a securities purchase agreement and a note purchase agreement (“SPA”, NPA” or together “Agreements”) with Maverick Capital Partners, LLC (“Investor”). Pursuant to the terms of the Agreements, as amended, the Company agreed to sell up to $4,000,000 of the Company’s common stock at 75% of the average calculated Volume Weighted Average Price per share. On February 28, 2023, the Company issued a $500,000 Convertible Note to the Investor pursuant to the NPA. On March 9, 2023, the Convertible Note was settled upon the execution of the SPA and related issuance of 200,105 shares of common stock pursuant to the SPA draw down notice dated March 9, 2023. These shares of common stock were registered under the Company’s registration statement on Form S-3 dated February 10, 2023 and the related prospectus supplement dated March 9, 2023, whereby, the Company received total proceeds of $500,000 . These were the only transactions consummated under the SPA and NPA and the respective agreements expired on May 31 2023. On February 1, 2023, the Company entered into an At-the-Market Sales Agreement (“ATM” or “Sales Agreement”) with A.G.P./ Alliance Global Partners as placement agent, to issue and sell shares of the Company’s common stock. The issuance and sale of shares of Common Stock to or through the placement agent are effected pursuant to the Registration Statement dated February 2, 2023. The Company shall pay to the sales agent in cash, upon each sale of placement shares through the placement agent pursuant to the Sales Agreement, an amount equal to 3.00% of the aggregate gross proceeds from each sale of placement shares. In connection to the Sales Agreement, on February 17, 2023 and February 22, 2023, the Company sold 6,184 shares at $3.76 per share for gross proceeds of approxi mately $23,000. As of September 30, 2023 there was approximately $11.0 million available for issuance under the ATM. Total stock issuance costs, which consist primarily of legal, accounting and underwriting fees in connection with the above stated transactions was approximately $174,000, which as of September 30 2023, was recorded in additional paid in capital. WARRANTS On May 2, 2023 the Company issued 1,666,666 placement agent warrants to purchase shares of Common Stock sold in the offering, with an exercise price of $1.875 per share and are exercisable for five years from the date of issuance. During 2019, milestone warrants to purchase common stock were issued to certain executives totaling 407,272 warrants (“Penny Warrants”). These warrants were valued on the date of grant at $0.0003 and vest upon meeting certain milestones. These warrants expired unissued in February 2023. The following is a summary of warrant activity during the nine months ended September 30, 2023: Number of Weighted Weighted Aggregate Outstanding - December 31, 2022 3,908,276 $ 5.42 3.5 $ 2,020 Issued 1,666,666 1.88 — — Exercised (11,638) 2.75 — — Expired (410,907) — — — Outstanding and Exercisable – September 30, 2023 5,152,397 $ 4.71 3.6 $ 458

STOCK-BASED COMPENSATION

STOCK-BASED COMPENSATION	9 Months Ended
	Sep. 30, 2023
Share-Based Payment Arrangement [Abstract]
STOCK-BASED COMPENSATION	STOCK-BASED COMPENSATION In 2015, the Company’s Board of Directors approved the HeartBeam, Inc. 2015 Equity Incentive Plan ("2015 Plan"), to attract and retain the best available personnel for positions of substantial responsibility, to provide additional incentive to employees, directors, and consultants, and to promote the success of the Company’s business. The 2015 Plan provides for the grant of stock options and RSU’s to purchase common stock of which 1,636,362 were authorized by the board of which 974,454 are outstanding. The 2015 Plan was terminated upon shareholder approval of the 2022 Equity Incentive Plan (“2022 Equity Plan”) whereby no new awards can be issued under the 2015 Plan. The Company’s shareholders approved the 2022 Equity Plan at the annual meeting of stockholders held on June 15, 2022, pursuant to which 1,900,000 shares of common stock were authorized for issuance. Under the 2022 Equity Plan, the number of shares available for issuance will be increased on the first day of each fiscal year beginning with the 2023 fiscal year, in an amount equal to the lesser of 3,800,000 shares, five percent (5%) of the total number of shares of all classes of common stock of the Company outstanding on the last day of the immediately preceding fiscal year, and a lesser number of shares determined by the administrator. On January 1, 2023 400,487 shares, equivalent to five percent (5%) of common stock outstanding were added to the shares available for issuance under the 2022 Equity Plan. At the July 7, 2023, Annual Shareholders’ Meeting, the proposal to amend the 2022 Equity Incentive Plan to increase the number of authorized shares from 1,900,000 shares to 5,900,000 shares was approved. The 2022 Equity Plan includes a provision to add-back any cancelled options from the 2015 Plan up to 1,372,816 shares. As of September 30, 2023, there are 252,856 shares from the 2015 Plan that are included in the 1,983,571 shares available for issuance under the 2022 Equity Plan. The Company received proceeds of $0.1 million and $0.2 million from the exercise of stock options for the three and nine months ended September 30, 2023, respectively and a de minimis amount during the three and nine months ended September 30, 2022. STOCK OPTIONS The following is a summary of stock option activity during the nine months ended September 30, 2023: Number of Weighted Average Aggregate Outstanding – December 31, 2022 2,196,798 $ 1.76 8.7 $ 6,770 Options granted 3,229,400 2.80 Options exercised (180,072) 1.19 Options cancelled (288,001) 2.48 Outstanding – September 30, 2023 4,958,125 2.43 9.1 1,406 Exercisable – September 30, 2023 1,035,138 $ 1.71 7.4 $ 972 The Company estimates the fair values of stock options using the Black-Scholes option-pricing model on the date of grant. For the nine months ended September 30, 2023 and 2022, the assumptions used in the Black-Scholes option pricing model, which was used to estimate the grant date fair value per option, were as follows: Nine Months ended September 30, 2023 2022 Weighted-average Black-Scholes option pricing model assumptions: Volatility 110.23% - 110.64% 107.25% - 110.98% Expected term (in years) 5.85 - 6.07 5.62 - 5.94 Risk-free rate 3.54% - 3.95% 1.47% - 3.10% Expected dividend yield $ — $ — Weighted average grant date fair value per share $1.75 - $3.38 $1.08 - $1.75 RESTRICTED STOCK UNITS The following is a summary of RSU’s awards activity: Nine months ended September 30, 2023 Numbers of Shares Weighted Average Grant Date Fair value Non-Vested at beginning of period 253,970 $ 1.47 Shares granted 222,881 3.11 Shares vested (255,220) 1.46 Non-vested 221,631 $ 3.12 STOCK BASED COMPENSATION The following is a summary of stock-based compensation expense: Three months ended September 30, Nine months ended September 30, 2023 2022 2023 2022 General and administration Stock Options $ 589,500 $ 148,100 $ 1,352,100 $ 445,500 RSU's 153,000 100,200 323,000 134,800 Total general and administration 742,500 248,300 1,675,100 580,300 Research and development Stock Options 173,600 89,500 336,100 179,900 RSU's 10,200 13,600 10,200 13,600 Total research and development 183,800 103,100 346,300 193,500 Total $ 926,300 $ 351,400 $ 2,021,400 $ 773,800 As of September 30, 2023, total compensation cost not yet recognized related to unvested stock options and unvested RSUs was approximately $7.8 million and $0.53 million, respectively, which is expected to be recognized over a weighted-average period o f 2.60 years and 1.27 years, respectively.

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	9 Months Ended
	Sep. 30, 2023
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTIONS	RELATED PARTY TRANSACTIONSDuring the course of business, the Company obtains accounting services from CTRLCFO, a firm in which an executive of the Company has significant influence. The Company incurred accounting fees from this firm of approximately $5,000 and $15,000 during the three and nine months ended September 30, 2023, respectively and approximately $5,000 and $16,000 during the three and nine months ended September 30, 2022, respectively. The Company had balances due to this firm amounting to approximately $2,000 as of September 30, 2023 and December 31, 2022.

COMMITMENTS

COMMITMENTS	9 Months Ended
	Sep. 30, 2023
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS	COMMITMENTS Lease Obligations On May 1, 2019, the Company entered into a month to month lease agreement for their headquarters. The agreement is for an undefined term and can be cancelled at any time, given one month’s notice by either party. The Company’s monthly rent expense associated with this agreement is approximately $1,440. The Company’s month to month headquarters lease is in the name of the Company’s Chief Executive Officer, and the cost is reimbursed monthly. For the three and nine months ended September 30, 2023 and 2022, rent expense was approximately $4,000 and $12,000, respectively for each period. Professional Services Agreement In March 2022, the Company entered into a professional services agreement with Triple Ring Technologies, Inc (“TRT”) a co-development company, which was followed by several amendments. The Company currently has one open committed project totaling $1.7 million. As of September 30, 2023 the Company has a remaining commitment of $0.6 million.

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	9 Months Ended
	Sep. 30, 2023
Accounting Policies [Abstract]
BASIS OF PRESENTATION	BASIS OF PRESENTATION
CASH, CASH EQUIVALENTS AND RESTRICTED CASH	CASH, CASH EQUIVALENTS AND RESTRICTED CASH The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash deposits. The Company maintains its cash in institutions insured by the Federal Deposit Insurance Corporation and has cash balances in accounts which exceed the federally insured limits as of September 30, 2023 and December 31, 2022. The Company has made a deposit to the bank for their credit cards in the amount of $25,000 and is classified as restricted cash included in other assets as of September 30, 2023.
PROPERTY AND EQUIPMENT, NET	PROPERTY AND EQUIPMENT, NETProperty and equipment are stated at cost less accumulated depreciation. Depreciation of property and equipment is calculated using the straight-line method over the estimated useful lives of the assets. The Company regularly evaluates the estimated remaining useful lives of the Company’s property and equipment, net, to determine whether events or changes in circumstances warrant a revision to the remaining period of depreciation. Maintenance and repairs are expensed as incurred.
USE OF ESTIMATES	USE OF ESTIMATES The preparation of financial statements in conformity with US GAAP, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates. Due to the inherent uncertainty involved in making estimates, actual results reported in future periods may be based on amounts that differ from those estimates.
NET LOSS PER COMMON SHARE	NET LOSS PER COMMON SHARE Basic net loss per share excludes the effect of dilution and is computed by dividing the net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding. Diluted net loss per share is computed by giving effect to all potential shares of common stock, including stock options and warrants to the extent dilutive. Basic net loss per share was the same as diluted net loss per share for the three and nine months ended September 30, 2023 and 2022 as the inclusion of all potential common shares outstanding would have an anti-dilutive effect.

SUMMARY OF SIGNIFICANT ACCOUN_3

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)	9 Months Ended
	Sep. 30, 2023
Accounting Policies [Abstract]
Schedule of Antidilutive Securities Excluded from Computation of Basic and Diluted Weighted Average Shares	The following is a summary of awards outstanding for three and nine months ended September 30, 2023 and 2022, which are not included in the computation of basic and diluted weighted average shares: September 30, 2023 2022 Stock options (excluding exercisable penny stock options) 4,782,020 1,928,904 Restricted stock awards 221,631 257,720 Warrants 5,152,397 3,908,276 Total 10,156,048 6,094,900

STOCKHOLDERS_ EQUITY (Tables)

STOCKHOLDERS’ EQUITY (Tables)	9 Months Ended
	Sep. 30, 2023
Equity [Abstract]
Schedule of Stockholders' Equity Note, Warrants or Rights	The following is a summary of warrant activity during the nine months ended September 30, 2023: Number of Weighted Weighted Aggregate Outstanding - December 31, 2022 3,908,276 $ 5.42 3.5 $ 2,020 Issued 1,666,666 1.88 — — Exercised (11,638) 2.75 — — Expired (410,907) — — — Outstanding and Exercisable – September 30, 2023 5,152,397 $ 4.71 3.6 $ 458

STOCK-BASED COMPENSATION (Table

STOCK-BASED COMPENSATION (Tables)	9 Months Ended
	Sep. 30, 2023
Share-Based Payment Arrangement [Abstract]
Schedule of Share-Based Payment Arrangement, Option, Activity	The following is a summary of stock option activity during the nine months ended September 30, 2023: Number of Weighted Average Aggregate Outstanding – December 31, 2022 2,196,798 $ 1.76 8.7 $ 6,770 Options granted 3,229,400 2.80 Options exercised (180,072) 1.19 Options cancelled (288,001) 2.48 Outstanding – September 30, 2023 4,958,125 2.43 9.1 1,406 Exercisable – September 30, 2023 1,035,138 $ 1.71 7.4 $ 972
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions	For the nine months ended September 30, 2023 and 2022, the assumptions used in the Black-Scholes option pricing model, which was used to estimate the grant date fair value per option, were as follows: Nine Months ended September 30, 2023 2022 Weighted-average Black-Scholes option pricing model assumptions: Volatility 110.23% - 110.64% 107.25% - 110.98% Expected term (in years) 5.85 - 6.07 5.62 - 5.94 Risk-free rate 3.54% - 3.95% 1.47% - 3.10% Expected dividend yield $ — $ — Weighted average grant date fair value per share $1.75 - $3.38 $1.08 - $1.75
Schedule of Nonvested Restricted Stock Units Activity	The following is a summary of RSU’s awards activity: Nine months ended September 30, 2023 Numbers of Shares Weighted Average Grant Date Fair value Non-Vested at beginning of period 253,970 $ 1.47 Shares granted 222,881 3.11 Shares vested (255,220) 1.46 Non-vested 221,631 $ 3.12
Schedule of Stock-Based Compensation Expense	The following is a summary of stock-based compensation expense: Three months ended September 30, Nine months ended September 30, 2023 2022 2023 2022 General and administration Stock Options $ 589,500 $ 148,100 $ 1,352,100 $ 445,500 RSU's 153,000 100,200 323,000 134,800 Total general and administration 742,500 248,300 1,675,100 580,300 Research and development Stock Options 173,600 89,500 336,100 179,900 RSU's 10,200 13,600 10,200 13,600 Total research and development 183,800 103,100 346,300 193,500 Total $ 926,300 $ 351,400 $ 2,021,400 $ 773,800

ORGANIZATION AND OPERATIONS (De

ORGANIZATION AND OPERATIONS (Details)	9 Months Ended
	Sep. 30, 2023 segment
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of operating segments	1

LIQUIDITY, GOING CONCERN AND _2

LIQUIDITY, GOING CONCERN AND OTHER UNCERTAINTIES (Details) $ in Millions	Sep. 30, 2023 USD ($)
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Cash, cash equivalents, and short term investments	$ 19.2

SUMMARY OF SIGNIFICANT ACCOUN_4

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Narrative (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Accounting Policies [Abstract]
Restricted cash (included in other assets)	$ 25	$ 0
Construction in progress	$ 144
Exercisable penny options (in shares)	176,105

SUMMARY OF SIGNIFICANT ACCOUN_5

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Schedule of Antidilutive Securities Excluded from Computation of Basic and Diluted Weighted Average Shares (Details) - shares	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares)	10,156,048	6,094,900
Stock options (excluding exercisable penny stock options)
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares)	4,782,020	1,928,904
Restricted stock awards
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares)	221,631	257,720
Warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares)	5,152,397	3,908,276

STOCKHOLDERS_ EQUITY - Common S

STOCKHOLDERS’ EQUITY - Common Stock (Narrative) (Details) - USD ($)	May 02, 2023	Apr. 20, 2023	Mar. 09, 2023	Feb. 22, 2023	Sep. 30, 2023	Feb. 28, 2023	Feb. 01, 2023
Maverick Capital Partners, LLC | Convertible Debt
Class of Stock [Line Items]
Face amount						$ 500,000
Private Placement
Class of Stock [Line Items]
Shares issued in offering (in shares)	1,000,000	16,666,666
Shares issued in private placement, price per share (in dollars per share)	$ 1.50	$ 1.50
Proceeds from sale of stock	$ 1,100,000	$ 23,200,000
Private Placement | Maverick Capital Partners, LLC
Class of Stock [Line Items]
Shares issued in offering (in shares)			200,105
Proceeds from sale of stock			$ 500,000
Sale of stock, maximum amount authorized						$ 4,000,000
Sale of stock volume weighted average price per common share, percentage						75%
Private Placement | Certain Investors
Class of Stock [Line Items]
Shares issued in offering (in shares)				6,184
Shares issued in private placement, price per share (in dollars per share)				$ 3.76
Sale of stock, placement fee, percentage							3%
Gross consideration received on transaction				$ 23,000
Payments of stock issuance costs				$ 174,000
Private Placement | A.G.P./Alliance Global Partners
Class of Stock [Line Items]
Amount available for issuance					$ 11,000,000

STOCKHOLDERS_ EQUITY - Warrants

STOCKHOLDERS’ EQUITY - Warrants (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands	9 Months Ended
	Sep. 30, 2023	May 02, 2023	Dec. 31, 2022	Dec. 31, 2019
Equity [Abstract]
Warrants outstanding (in shares)	5,152,397	1,666,666	3,908,276	407,272
Exercise price of warrants (in dollars per share)	$ 4.71	$ 1.875	$ 5.42
Grant date fair value per share, warrants (in dollars per share)				$ 0.0003
Warrants exercised (in shares)	11,638
Cashless warrants exercised (in shares)	5,817
Number of warrants utilized in cashless exercise (in shares)	4,346
Stock issuance upon exercise of warrants (in shares)	1,471
Number of warrants exercised for cash (in shares)	5,821
Payments for repurchase of warrants	$ 16
Warrant exercisable term		5 years

STOCKHOLDERS_ EQUITY - Schedule

STOCKHOLDERS’ EQUITY - Schedule of Stockholders' Equity Note, Warrants or Rights (Details) - USD ($) $ / shares in Units, $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2023	Dec. 31, 2022
Number of shares
Warrants outstanding, beginning balance (in shares)	3,908,276
Issued (in shares)	1,666,666
Exercised (in shares)	(11,638)
Expired (in shares)	(410,907)
Warrants outstanding, ending balance (in shares)	5,152,397	3,908,276
Warrants exercisable (in shares)	5,152,397
Weighted average exercise price
Outstanding, beginning balance (in dollars per share)	$ 5.42
Issued (in dollars per share)	1.88
Exercised (in dollars per share)	2.75
Expired (in dollars per share)	0
Outstanding, ending balance (in dollars per share)	4.71	$ 5.42
Weighted average exercise price of warrants, exercisable (in dollars per share)	$ 4.71
Weighted average remaining life (years)
Outstanding at end of period	3 years 7 months 6 days	3 years 6 months
Weighted average remaining life, exercisable	3 years 7 months 6 days
Aggregate intrinsic value (in thousands)
Outstanding at end of period	$ 458	$ 2,020
Aggregate intrinsic value, exercisable	$ 458

STOCK-BASED COMPENSATION - Narr

STOCK-BASED COMPENSATION - Narrative (Details) - USD ($) $ in Thousands			3 Months Ended		9 Months Ended
	Jan. 01, 2023	Jun. 15, 2022	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Jul. 07, 2023	Jul. 06, 2023	Dec. 31, 2022	Dec. 31, 2015
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Preferred stock, shares authorized (in shares)			10,000,000		10,000,000				10,000,000
Proceeds from exercise of stock options			$ 100	$ 0	$ 214	$ 2
2015 Equity Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares authorized for issuance (in shares)			252,856		252,856
Number of additional shares authorized for issuance (in shares)		1,372,816
2015 Equity Incentive Plan | Share-Based Payment Arrangement, Option And Restricted Stock Units (RSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares authorized for issuance (in shares)										1,636,362
Number of shares outstanding (in shares)			974,454		974,454
2022 Equity Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares authorized for issuance (in shares)		1,900,000	1,983,571		1,983,571		5,900,000	1,900,000
Number of annual increase of shares authorized (in shares)		3,800,000
Percentage of total number of outstanding shares of all classes of common stock (as a percent)		5%
Number of additional shares authorized for issuance (in shares)	400,487

STOCK-BASED COMPENSATION - Sche

STOCK-BASED COMPENSATION - Schedule of Share-Based Payment Arrangement, Option, Activity (Details) $ / shares in Units, $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2023 USD ($) $ / shares shares	Dec. 31, 2022 USD ($) $ / shares shares
Number of options outstanding
Beginning balance (in shares) | shares	2,196,798
Options granted (in shares) | shares	3,229,400
Options exercised (in shares) | shares	(288,001)
Options Cancelled (in shares) | shares	(180,072)
Ending balance (in shares) | shares	4,958,125	2,196,798
Weighted average exercise price
Beginning balance (in dollars per share) | $ / shares	$ 1.76
Options granted (in dollars per share) | $ / shares	2.80
Options exercised (in dollars per share) | $ / shares	2.48
Options Cancelled (in dollars per share) | $ / shares	1.19
Ending balance (in dollars per share) | $ / shares	$ 2.43	$ 1.76
Stock Options Additional Disclosures
Average remaining contractual life	9 years 1 month 6 days	8 years 8 months 12 days
Aggregate intrinsic value, outstanding | $	$ 1,406	$ 6,770
Exercisable (in shares) | shares	1,035,138
Exercisable, Weighted average exercise price (in dollars per share) | $ / shares	$ 1.71
Exercisable, Average remaining contractual life	7 years 4 months 24 days
Exercisable, Aggregate intrinsic value | $	$ 972

STOCK-BASED COMPENSATION - Sc_2

STOCK-BASED COMPENSATION - Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions (Details) - USD ($)	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Volatility	110.23%	107.25%
Expected term (in years)	5 years 10 months 6 days	5 years 7 months 13 days
Risk-free rate	3.54%	1.47%
Weighted average grant date fair value per share (in dollars per share)	$ 1.75	$ 1.08
Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Volatility	110.64%	110.98%
Expected term (in years)	6 years 25 days	5 years 11 months 8 days
Risk-free rate	3.95%	3.10%
Weighted average grant date fair value per share (in dollars per share)	$ 3.38	$ 1.75
Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected dividend yield	$ 0	$ 0

STOCK-BASED COMPENSATION - Sc_3

STOCK-BASED COMPENSATION - Schedule of Nonvested Restricted Stock Units Activity (Details) - RSU's	9 Months Ended
	Sep. 30, 2023 $ / shares shares
Numbers of Shares
Non-vested, beginning balance (in shares) | shares	253,970
Shares granted (in shares) | shares	222,881
Shares vested (in shares) | shares	(255,220)
Non-vested, ending balance (in shares) | shares	221,631
Weighted Average Grant Date Fair value
Non-Vested at beginning of period (in dollars per share) | $ / shares	$ 1.47
Shares granted (in dollars per share) | $ / shares	3.11
Shares vested (in dollars per share) | $ / shares	1.46
Non-vested, ending balance (in dollars per share) | $ / shares	$ 3.12

STOCK-BASED COMPENSATION - Sc_4

STOCK-BASED COMPENSATION - Schedule of Share-Based Payment Arrangement, Expensed and Capitalized, Amount (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense	$ 926,300	$ 351,400	$ 2,021,400	$ 773,800
Cost not yet recognized, options, amount	7,800,000		7,800,000
Cost not yet recognized, excluding options, amount	530,000		$ 530,000
Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Cost not yet recognized, period of recognition			2 years 7 months 6 days
RSU's
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Cost not yet recognized, period of recognition			1 year 3 months 7 days
General and administration
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense	742,500	248,300	$ 1,675,100	580,300
General and administration | Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense	589,500	148,100	1,352,100	445,500
General and administration | RSU's
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense	153,000	100,200	323,000	134,800
Research and development
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense	183,800	103,100	346,300	193,500
Research and development | Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense	173,600	89,500	336,100	179,900
Research and development | RSU's
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense	$ 10,200	$ 13,600	$ 10,200	$ 13,600

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022
Related Party Transaction [Line Items]
Investments from related parties	$ 5	$ 5	$ 15	$ 16
Related party accounts payable and accrued expenses	1,019		1,019		$ 1,665
Related Party
Related Party Transaction [Line Items]
Related party accounts payable and accrued expenses	$ 2		$ 2		$ 2

COMMITMENTS (Details)

COMMITMENTS (Details) - USD ($)		3 Months Ended		9 Months Ended
	May 01, 2019	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Commitments and Contingencies Disclosure [Abstract]
Operating lease, prior notice for cancellation	1 month
Monthly rent expense	$ 1,440
Rent expense		$ 4,000	$ 12,000	$ 4,000	$ 12,000
Committed project for device cost reductions				1,700,000
Remaining commitment		$ 600,000		$ 600,000