Document And Entity Information
Document And Entity Information | 3 Months Ended |
Mar. 31, 2023 | |
Document Information [Line Items] | |
Entity Central Index Key | 0001782223 |
Entity Registrant Name | Pyxis Oncology, Inc. |
Amendment Flag | true |
Document Fiscal Period Focus | Q1 |
Document Fiscal Year Focus | 2023 |
Document Type | S-4/A |
Entity Incorporation, State or Country Code | DE |
Entity Tax Identification Number | 83-1160910 |
Entity Address, Address Line One | 321 Harrison Avenue |
Entity Address, City or Town | Boston |
Entity Address, State or Province | MA |
Entity Address, Postal Zip Code | 02118 |
City Area Code | 617 |
Local Phone Number | 221-9059 |
Entity Filer Category | Non-accelerated Filer |
Entity Small Business | true |
Entity Emerging Growth Company | true |
Entity Ex Transition Period | true |
Amendment Description | The Registrant hereby amends this Registration Statement on such date or dates as may be necessary to delay its effective date until the Registrant shall file a further amendment which specifically states that this Registration Statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933, as amended, or until this Registration Statement shall become effective on such date as the Securities and Exchange Commission, acting pursuant to Section 8(a), may determine. |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Current Period Unaudited) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | ||
Current assets: | |||||||
Cash and cash equivalents | $ 12,730 | $ 14,802 | $ 23,443 | ||||
Short-term investments | 0 | 1,997 | 12,917 | ||||
Prepaid expenses and other current assets | 2,123 | 2,618 | 1,681 | ||||
Deferred financing costs, current | 1,776 | 1,776 | 0 | ||||
Total current assets | 16,629 | 21,193 | 38,041 | ||||
Property and equipment, net | 0 | 150 | 245 | ||||
Right-of-use assets | 0 | 100 | 483 | ||||
Deferred financing costs, non-current | 592 | 1,036 | 0 | ||||
Other assets | 355 | 376 | 327 | ||||
Total assets | 17,576 | 22,855 | 39,096 | ||||
Current liabilities: | |||||||
Accounts payable | 2,809 | 5,343 | 4,487 | ||||
Accrued liabilities | 5,494 | 5,359 | 8,488 | ||||
Deferred revenue | 6,150 | 5,659 | 3,610 | ||||
Lease liabilities, current portion | 0 | 106 | 369 | ||||
Total current liabilities | 14,453 | 16,467 | 16,954 | ||||
Derivative warrant liabilities | 10 | 11 | 0 | ||||
Total liabilities | 14,463 | 16,478 | 17,095 | ||||
Commitment and contingencies (Note 9) | |||||||
Stockholders’ equity: | |||||||
Common stock, $0.0001 par value; 1,000,000,000 shares authorized as of March 31, 2023 (unaudited) and December 31, 2022; 24,652,546 and 22,646,015 shares issued and outstanding as of March 31, 2023 (unaudited) and December 31, 2022, respectively | 2 | 2 | [1] | 2 | [1] | ||
Additional paid-in capital | 185,957 | 183,168 | 166,727 | ||||
Accumulated deficit | (182,846) | (176,793) | (144,724) | ||||
Total stockholders’ equity | 3,113 | 6,377 | $ 13,432 | 22,001 | $ 49,683 | ||
Total liabilities and stockholders’ equity | $ 17,576 | $ 22,855 | $ 39,096 | ||||
[1]The balance sheet as of December 31, 2021 presented above reflects the retrospective application of recapitalization as if the Business Combination had occurred on January 1, 2021. See Note 1, 3, and 7. |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - $ / shares | Mar. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 1,000,000,000 | 1,000,000,000 | 23,563,040 |
Common stock, shares issued (in shares) | 24,652,546 | 22,646,015 | 18,051,592 |
Common stock, shares outstanding (in shares) | 24,652,546 | 22,646,015 | 18,051,592 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
Operating expenses: | ||||
Research and development | $ 2,937 | $ 7,108 | $ 23,035 | $ 21,664 |
General and administrative | 3,279 | 1,986 | 9,651 | 7,293 |
Total operating expenses | 6,216 | 9,094 | 32,686 | 28,957 |
Loss from operations | (6,216) | (9,094) | (32,686) | (28,957) |
Other income, net | 163 | 52 | 617 | 41 |
Net loss | $ (6,053) | $ (9,042) | $ (32,069) | $ (28,916) |
Net loss per share (in dollars per share) | $ (0.25) | $ (0.50) | $ (1.62) | $ (1.60) |
Weighted-average common shares used to compute net loss per share, basic and diluted (in shares) | 24,156,890 | 18,084,751 | 19,787,212 | 18,034,092 |
Comprehensive Loss: | ||||
Net loss | $ (6,053) | $ (9,042) | $ (32,069) | $ (28,916) |
Other comprehensive loss | ||||
Unrealized gain on marketable securities | 0 | 2 | 4 | (7) |
Comprehensive loss | $ (6,053) | $ (9,040) | $ (32,065) | $ (28,923) |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) $ in Thousands | Previously Reported [Member] Preferred Stock [Member] | Previously Reported [Member] Common Stock [Member] | Previously Reported [Member] Additional Paid-in Capital [Member] | Previously Reported [Member] Retained Earnings [Member] | Previously Reported [Member] AOCI Attributable to Parent [Member] | Previously Reported [Member] | Effect of Retroactive Application of Recapitalization [Member] Preferred Stock [Member] | Effect of Retroactive Application of Recapitalization [Member] Common Stock [Member] | Effect of Retroactive Application of Recapitalization [Member] Additional Paid-in Capital [Member] | Effect of Retroactive Application of Recapitalization [Member] Retained Earnings [Member] | Effect of Retroactive Application of Recapitalization [Member] AOCI Attributable to Parent [Member] | Effect of Retroactive Application of Recapitalization [Member] | Preferred Stock [Member] Restricted Stock Units (RSUs) [Member] | Preferred Stock [Member] | Common Stock [Member] Restricted Stock Units (RSUs) [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] Restricted Stock Units (RSUs) [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] Restricted Stock Units (RSUs) [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] Restricted Stock Units (RSUs) [Member] | AOCI Attributable to Parent [Member] | Retained Earnings, Appropriated [Member] Restricted Stock Units (RSUs) [Member] | Retained Earnings, Appropriated [Member] | Restricted Stock Units (RSUs) [Member] | Total |
Balance (in shares) at Dec. 31, 2020 | 145,130,628 | 30,521,693 | (145,130,628) | (12,526,339) | 0 | 17,995,354 | ||||||||||||||||||||
Balance at Dec. 31, 2020 | $ 158,707 | $ 31 | $ 6,750 | $ (115,808) | $ 3 | $ (109,024) | $ (158,707) | $ (29) | $ 158,736 | $ 0 | $ 0 | $ 158,707 | $ 0 | $ 2 | $ 165,486 | $ (115,808) | $ 3 | $ 49,683 | ||||||||
Stock-based compensation | 0 | 0 | 1,143 | 0 | 0 | 1,143 | ||||||||||||||||||||
Net loss | 0 | 0 | 0 | (28,916) | 0 | (28,916) | ||||||||||||||||||||
Other comprehensive loss | $ 0 | $ 0 | 0 | 0 | (7) | (7) | ||||||||||||||||||||
Exercise of common stock options (in shares) | 0 | 56,238 | ||||||||||||||||||||||||
Exercise of stock options | $ 0 | $ 0 | 98 | 0 | 0 | 98 | ||||||||||||||||||||
Balance (in shares) at Dec. 31, 2021 | 145,130,628 | 31,070,665 | (145,130,628) | (13,019,073) | 0 | 18,051,592 | ||||||||||||||||||||
Balance at Dec. 31, 2021 | $ 158,707 | $ 31 | 7,991 | (144,724) | (4) | (136,706) | $ (158,707) | $ (29) | 158,736 | 0 | 0 | 158,707 | $ 0 | $ 2 | 166,727 | (144,724) | (4) | 22,001 | ||||||||
Stock-based compensation | 0 | 0 | 421 | 0 | 0 | 421 | ||||||||||||||||||||
Net loss | 0 | 0 | 0 | (9,042) | 0 | (9,042) | ||||||||||||||||||||
Other comprehensive loss | $ 0 | $ 0 | 0 | 0 | 2 | 2 | ||||||||||||||||||||
Exercise of common stock options (in shares) | 0 | 33,276 | ||||||||||||||||||||||||
Exercise of stock options | $ 0 | $ 0 | 50 | 0 | 0 | 50 | ||||||||||||||||||||
Balance (in shares) at Mar. 31, 2022 | 0 | 18,084,868 | ||||||||||||||||||||||||
Balance at Mar. 31, 2022 | $ 0 | $ 2 | 167,198 | (153,766) | (2) | 13,432 | ||||||||||||||||||||
Balance (in shares) at Dec. 31, 2021 | 145,130,628 | 31,070,665 | (145,130,628) | (13,019,073) | 0 | 18,051,592 | ||||||||||||||||||||
Balance at Dec. 31, 2021 | $ 158,707 | $ 31 | $ 7,991 | $ (144,724) | $ (4) | $ (136,706) | $ (158,707) | $ (29) | $ 158,736 | $ 0 | $ 0 | $ 158,707 | $ 0 | $ 2 | 166,727 | (144,724) | (4) | 22,001 | ||||||||
Shares issued in private offering (in shares) | 0 | 1,266,684 | ||||||||||||||||||||||||
Private offering, net of transaction costs of $659 | $ 0 | $ 0 | 5,410 | 0 | 0 | 5,410 | ||||||||||||||||||||
Vesting of restricted stock units (in shares) | 80,668 | |||||||||||||||||||||||||
Vesting of restricted stock units | $ 0 | $ 326 | $ 326 | |||||||||||||||||||||||
Stock-based compensation | 0 | 0 | 1,883 | 0 | 0 | 1,883 | ||||||||||||||||||||
Net loss | 0 | 0 | 0 | (32,069) | 0 | (32,069) | ||||||||||||||||||||
Other comprehensive loss | $ 0 | $ 0 | 0 | 0 | 4 | $ 4 | ||||||||||||||||||||
Exercise of common stock options (in shares) | 0 | 75,550 | 75,550 | |||||||||||||||||||||||
Exercise of stock options | $ 0 | $ 0 | 110 | 0 | 0 | $ 110 | ||||||||||||||||||||
Balance (in shares) at Dec. 31, 2022 | 0 | 22,646,015 | ||||||||||||||||||||||||
Balance at Dec. 31, 2022 | $ 0 | $ 2 | 183,168 | $ (176,793) | 0 | $ (176,793) | 6,377 | |||||||||||||||||||
Shares issued in private offering (in shares) | 1,995,708 | |||||||||||||||||||||||||
Private offering, net of transaction costs of $659 | $ 0 | 2,132 | 0 | 0 | 2,132 | |||||||||||||||||||||
Vesting of restricted stock units (in shares) | 10,823 | |||||||||||||||||||||||||
Vesting of restricted stock units | $ 0 | $ 170 | $ 0 | $ 0 | $ 170 | |||||||||||||||||||||
Stock-based compensation | 0 | 487 | 0 | 0 | 487 | |||||||||||||||||||||
Net loss | 0 | 0 | 0 | (6,053) | (6,053) | |||||||||||||||||||||
Other comprehensive loss | $ 0 | 0 | 0 | 0 | $ 0 | |||||||||||||||||||||
Exercise of common stock options (in shares) | 0 | |||||||||||||||||||||||||
Balance (in shares) at Mar. 31, 2023 | 24,652,546 | |||||||||||||||||||||||||
Balance at Mar. 31, 2023 | $ 2 | $ 185,957 | $ 0 | $ (182,846) | $ 3,113 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Stockholders' Equity (Unaudited) (Parentheticals) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Transaction costs | $ 659 | $ 9,232 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (6,053,000) | $ (9,042,000) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 17,000 | 28,000 |
Stock-based compensation | 486,000 | 421,000 |
Expense from restricted stock units | 170,000 | 0 |
Accretion of discount and amortization of premiums on marketable securities | (3,000) | 18,000 |
Amortization of deferred financing costs | 444,000 | 0 |
Change in fair value of derivative warrant liabilities | (1,000) | 0 |
Non-cash lease expense | 100,000 | 100,000 |
Gain on disposals | (16,000) | 0 |
Changes in current assets and liabilities: | ||
Prepaid expenses and other current assets | 495,000 | (18,000) |
Other assets | 20,000 | (100,000) |
Accounts payable | (2,798,000) | (402,000) |
Accrued expenses | (8,000) | 251,000 |
Deferred revenue | 491,000 | 507,000 |
Lease liabilities | (106,000) | (103,000) |
Net cash used in operating activities | (6,762,000) | (8,340,000) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchases of property and equipment | 0 | (43,000) |
Sales of property and equipment | 150,000 | 0 |
Purchases of marketable securities | 0 | (8,937,000) |
Sales of marketable securities | 2,000,000 | 11,500,000 |
Net cash provided by investing activities | 2,150,000 | 2,520,000 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Cash - Private offering | 2,791,000 | 0 |
Payments of transaction costs | (251,000) | (122,000) |
Proceeds from exercise of stock options | 0 | 50,000 |
Net cash provided by (used in) financing activities | 2,540,000 | (72,000) |
Net decrease in cash and cash equivalents | (2,072,000) | (5,892,000) |
Cash and cash equivalents, beginning of period | 14,802,000 | 23,443,000 |
Cash and cash equivalents, end of period | 12,730,000 | 17,551,000 |
Supplemental disclosure of non-cash investing and financing activities: | ||
Transaction costs in accounts payable and accrued liabilities at period end | $ 408,000 | $ 1,204,000 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 | |
Current assets: | |||
Cash and cash equivalents | $ 14,802 | $ 23,443 | |
Short-term investments | 1,997 | 12,917 | |
Prepaid expenses and other current assets | 2,618 | 1,681 | |
Deferred financing costs, current | 1,776 | 0 | |
Total current assets | 21,193 | 38,041 | |
Property and equipment, net | 150 | 245 | |
Right-of-use assets | 100 | 483 | |
Deferred financing costs, non-current | 1,036 | 0 | |
Other assets | 376 | 327 | |
Total assets | 22,855 | 39,096 | |
Current liabilities: | |||
Accounts payable | 5,343 | 4,487 | |
Accrued liabilities | 5,359 | 8,488 | |
Deferred revenue | 5,659 | 3,610 | |
Lease liabilities, current portion | 106 | 369 | |
Total current liabilities | 16,467 | 16,954 | |
Derivative warrant liabilities | 11 | 0 | |
Lease liabilities, less current portion | 0 | 141 | |
Total liabilities | 16,478 | 17,095 | |
Commitment and contingencies (Note 9) | |||
Stockholders’ equity: | |||
Common stock, $0.0001 par value; 1,000,000,000 shares authorized as of March 31, 2023 (unaudited) and December 31, 2022; 24,652,546 and 22,646,015 shares issued and outstanding as of March 31, 2023 (unaudited) and December 31, 2022, respectively | [1] | 2 | 2 |
Additional paid-in capital | 183,168 | 166,727 | |
Accumulated deficit | (176,793) | (144,724) | |
Accumulated other comprehensive loss | 0 | (4) | |
Total stockholders’ equity | 6,377 | 22,001 | |
Total liabilities and stockholders’ equity | $ 22,855 | $ 39,096 | |
[1]The balance sheet as of December 31, 2021 presented above reflects the retrospective application of recapitalization as if the Business Combination had occurred on January 1, 2021. See Note 1, 3, and 7. |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - $ / shares | Mar. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 1,000,000,000 | 1,000,000,000 | 23,563,040 |
Common stock, shares issued (in shares) | 24,652,546 | 22,646,015 | 18,051,592 |
Common stock, shares outstanding (in shares) | 24,652,546 | 22,646,015 | 18,051,592 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
Operating expenses: | ||||
Research and development | $ 2,937 | $ 7,108 | $ 23,035 | $ 21,664 |
General and administrative | 3,279 | 1,986 | 9,651 | 7,293 |
Total operating expenses | 6,216 | 9,094 | 32,686 | 28,957 |
Loss from operations | (6,216) | (9,094) | (32,686) | (28,957) |
Other income, net | 163 | 52 | 617 | 41 |
Net loss | $ (6,053) | $ (9,042) | $ (32,069) | $ (28,916) |
Net loss per share (in dollars per share) | $ (0.25) | $ (0.50) | $ (1.62) | $ (1.60) |
Weighted-average common shares used to compute net loss per share, basic and diluted (in shares) | 24,156,890 | 18,084,751 | 19,787,212 | 18,034,092 |
Comprehensive Loss: | ||||
Net loss | $ (6,053) | $ (9,042) | $ (32,069) | $ (28,916) |
Other comprehensive loss | ||||
Unrealized gain on marketable securities | 0 | 2 | 4 | (7) |
Comprehensive loss | $ (6,053) | $ (9,040) | $ (32,065) | $ (28,923) |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Previously Reported [Member] Preferred Stock [Member] | Previously Reported [Member] Common Stock [Member] | Previously Reported [Member] Additional Paid-in Capital [Member] | Previously Reported [Member] Retained Earnings [Member] | Previously Reported [Member] AOCI Attributable to Parent [Member] | Previously Reported [Member] | Effect of Retroactive Application of Recapitalization [Member] Preferred Stock [Member] | Effect of Retroactive Application of Recapitalization [Member] Common Stock [Member] | Effect of Retroactive Application of Recapitalization [Member] Additional Paid-in Capital [Member] | Effect of Retroactive Application of Recapitalization [Member] Retained Earnings [Member] | Effect of Retroactive Application of Recapitalization [Member] AOCI Attributable to Parent [Member] | Effect of Retroactive Application of Recapitalization [Member] | Restricted Stock Units (RSUs) [Member] Preferred Stock [Member] | Restricted Stock Units (RSUs) [Member] Common Stock [Member] | Restricted Stock Units (RSUs) [Member] Additional Paid-in Capital [Member] | Restricted Stock Units (RSUs) [Member] Retained Earnings [Member] | Restricted Stock Units (RSUs) [Member] AOCI Attributable to Parent [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock [Member] Preferred Stock [Member] | Restricted Stock [Member] Common Stock [Member] | Restricted Stock [Member] Additional Paid-in Capital [Member] | Restricted Stock [Member] Retained Earnings [Member] | Restricted Stock [Member] AOCI Attributable to Parent [Member] | Restricted Stock [Member] | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | Total |
Balance (in shares) at Dec. 31, 2020 | 145,130,628 | 30,521,693 | (145,130,628) | (12,526,339) | 0 | 17,995,354 | ||||||||||||||||||||||||
Balance at Dec. 31, 2020 | $ 158,707 | $ 31 | $ 6,750 | $ (115,808) | $ 3 | $ (109,024) | $ (158,707) | $ (29) | $ 158,736 | $ 0 | $ 0 | $ 158,707 | $ 0 | $ 2 | $ 165,486 | $ (115,808) | $ 3 | $ 49,683 | ||||||||||||
Exercise of common stock options (in shares) | 0 | 56,238 | ||||||||||||||||||||||||||||
Exercise of stock options | $ 0 | $ 0 | 98 | 0 | 0 | 98 | ||||||||||||||||||||||||
Stock-based compensation | 0 | 0 | 1,143 | 0 | 0 | 1,143 | ||||||||||||||||||||||||
Net loss | 0 | 0 | 0 | (28,916) | 0 | (28,916) | ||||||||||||||||||||||||
Other comprehensive loss | $ 0 | $ 0 | 0 | 0 | (7) | (7) | ||||||||||||||||||||||||
Balance (in shares) at Dec. 31, 2021 | 145,130,628 | 31,070,665 | (145,130,628) | (13,019,073) | 0 | 18,051,592 | ||||||||||||||||||||||||
Balance at Dec. 31, 2021 | $ 158,707 | $ 31 | 7,991 | (144,724) | (4) | (136,706) | $ (158,707) | $ (29) | 158,736 | 0 | 0 | 158,707 | $ 0 | $ 2 | 166,727 | (144,724) | (4) | 22,001 | ||||||||||||
Exercise of common stock options (in shares) | 0 | 33,276 | ||||||||||||||||||||||||||||
Exercise of stock options | $ 0 | $ 0 | 50 | 0 | 0 | 50 | ||||||||||||||||||||||||
Stock-based compensation | 0 | 0 | 421 | 0 | 0 | 421 | ||||||||||||||||||||||||
Net loss | 0 | 0 | 0 | (9,042) | 0 | (9,042) | ||||||||||||||||||||||||
Other comprehensive loss | $ 0 | $ 0 | 0 | 0 | 2 | 2 | ||||||||||||||||||||||||
Balance (in shares) at Mar. 31, 2022 | 0 | 18,084,868 | ||||||||||||||||||||||||||||
Balance at Mar. 31, 2022 | $ 0 | $ 2 | 167,198 | (153,766) | (2) | 13,432 | ||||||||||||||||||||||||
Balance (in shares) at Dec. 31, 2021 | 145,130,628 | 31,070,665 | (145,130,628) | (13,019,073) | 0 | 18,051,592 | ||||||||||||||||||||||||
Balance at Dec. 31, 2021 | $ 158,707 | $ 31 | $ 7,991 | $ (144,724) | $ (4) | $ (136,706) | $ (158,707) | $ (29) | $ 158,736 | $ 0 | $ 0 | $ 158,707 | $ 0 | $ 2 | 166,727 | (144,724) | (4) | 22,001 | ||||||||||||
Merger and private offering, net of transaction costs of $9,232 (in shares) | 0 | 3,143,464 | ||||||||||||||||||||||||||||
Merger and private offering, net of transaction costs of $9,232 | $ 0 | $ 0 | 8,468 | 0 | 0 | 8,468 | ||||||||||||||||||||||||
Shares issued in private offering (in shares) | 0 | 1,266,684 | ||||||||||||||||||||||||||||
Private offering, net of transaction costs of $659 | $ 0 | $ 0 | 5,410 | 0 | 0 | $ 5,410 | ||||||||||||||||||||||||
Vesting of restricted stock awards (in shares) | 80,668 | 0 | 23,518 | |||||||||||||||||||||||||||
Vesting of restricted stock awards | $ 0 | $ 326 | $ 326 | $ 0 | $ 0 | $ 242 | $ 0 | $ 0 | $ 242 | |||||||||||||||||||||
Exercise of common stock options (in shares) | 0 | 75,550 | 75,550 | |||||||||||||||||||||||||||
Exercise of stock options | $ 0 | $ 0 | 110 | 0 | 0 | $ 110 | ||||||||||||||||||||||||
Exercise of Legacy Apexigen common stock warrant (in shares) | 0 | 4,539 | ||||||||||||||||||||||||||||
Exercise of common stock warrant | $ 0 | $ 0 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||
Reclassification of preferred stock warrant | 0 | 0 | 2 | 0 | 0 | 2 | ||||||||||||||||||||||||
Stock-based compensation | 0 | 0 | 1,883 | 0 | 0 | 1,883 | ||||||||||||||||||||||||
Net loss | 0 | 0 | 0 | (32,069) | 0 | (32,069) | ||||||||||||||||||||||||
Other comprehensive loss | $ 0 | $ 0 | 0 | 0 | 4 | 4 | ||||||||||||||||||||||||
Balance (in shares) at Dec. 31, 2022 | 0 | 22,646,015 | ||||||||||||||||||||||||||||
Balance at Dec. 31, 2022 | $ 0 | $ 2 | 183,168 | $ (176,793) | 0 | 6,377 | ||||||||||||||||||||||||
Shares issued in private offering (in shares) | 1,995,708 | |||||||||||||||||||||||||||||
Private offering, net of transaction costs of $659 | $ 0 | 2,132 | 0 | $ 2,132 | ||||||||||||||||||||||||||
Vesting of restricted stock awards (in shares) | 10,823 | |||||||||||||||||||||||||||||
Vesting of restricted stock awards | $ 0 | $ 170 | $ 0 | $ 170 | ||||||||||||||||||||||||||
Exercise of common stock options (in shares) | 0 | |||||||||||||||||||||||||||||
Stock-based compensation | 0 | 487 | 0 | $ 487 | ||||||||||||||||||||||||||
Net loss | 0 | 0 | 0 | (6,053) | ||||||||||||||||||||||||||
Other comprehensive loss | $ 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||
Balance (in shares) at Mar. 31, 2023 | 24,652,546 | |||||||||||||||||||||||||||||
Balance at Mar. 31, 2023 | $ 2 | $ 185,957 | $ 0 | $ 3,113 |
Consolidated Statements of St_2
Consolidated Statements of Stockholders' Equity (Parentheticals) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Transaction costs | $ 659 | $ 9,232 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (32,069,000) | $ (28,916,000) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 110,000 | 105,000 |
Stock-based compensation | 1,883,000 | 1,143,000 |
Accretion of discount and amortization of premiums on marketable securities | (31,000) | 204,000 |
Amortization of deferred financing costs | 740,000 | 0 |
Change in fair value of derivative warrant liabilities | (78,000) | 0 |
Change in fair value of liability for common stock to be issued | (205,000) | 0 |
Non-cash lease expense | 401,000 | 522,000 |
Other | 0 | 6,000 |
Changes in current assets and liabilities: | ||
Prepaid expenses and other current assets | (759,000) | (352,000) |
Other assets | (70,000) | (168,000) |
Accounts payable | 317,000 | 841,000 |
Accrued expenses | (3,127,000) | 1,521,000 |
Deferred revenue | 2,049,000 | 1,723,000 |
Lease liabilities | (422,000) | (531,000) |
Net cash used in operating activities | (30,693,000) | (23,902,000) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchases of property and equipment | (57,000) | (54,000) |
Purchases of marketable securities | (18,945,000) | (20,179,000) |
Sales of marketable securities | 29,957,000 | 42,257,000 |
Net cash provided by investing activities | 10,955,000 | 22,024,000 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from merger and private offering | 18,094,000 | 0 |
Payments of transaction costs | (9,221,000) | (61,000) |
Proceeds from common stock issuance to Lincoln Park | 2,500,000 | 0 |
Payments of financing costs | (386,000) | 0 |
Proceeds from exercise of stock options | 110,000 | 98,000 |
Net cash provided by (used in) financing activities | 11,097,000 | 37,000 |
Net decrease in cash and cash equivalents | (8,641,000) | (1,841,000) |
Cash and cash equivalents, beginning of period | 23,443,000 | 25,284,000 |
Cash and cash equivalents, end of period | 14,802,000 | 23,443,000 |
Supplemental disclosure of non-cash investing and financing activities: | ||
Purchase of equipment included in accounts payable | 0 | 43,000 |
Transaction costs in accounts payable and accrued liabilities at period end | 0 | 364,000 |
Financing costs in accounts payable and other accrued liabilities | 261,000 | 0 |
Common stock issuance to Lincoln Park for commitment fees | 2,910,000 | 0 |
Reclassification of warrant | 2,000 | 0 |
Restricted Stock Units (RSUs) [Member] | ||
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Expense from restricted stock units | 326,000 | 0 |
Restricted Stock [Member] | ||
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Expense from restricted stock units | $ 242,000 | $ 0 |
Note 1 - Organization and Descr
Note 1 - Organization and Description of the Business | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Notes to Financial Statements | ||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | 1. Description of Business Apexigen, Inc. (“Apexigen” or "we") is a clinical-stage biopharmaceutical company focused on discovering and developing antibody therapeutics for oncology, with an emphasis on new immuno-oncology agents designed to harness the patient’s immune system to combat and eradicate cancer. Our lead product candidates are sotigalimab (“sotiga” or “APX005M” CD40 APX601, TNFR2 October 2019, first In March 2022, July 2022. Legacy Apexigen was incorporated in Delaware in 2010, 2012. Liquidity and Capital Resources On February 27, 2023, February 23, 2023, 11 20 eight March 31, 2023 not second third 2023. three March 31, 2023. As of March 31, 2023, fourth 2023 no March 31, 2023. March 31, 2023, We may third may one To the extent that we raise additional capital through strategic alliances, licensing arrangements or other monetization transactions with third may may not may may | 1. Description of Business Apexigen, Inc. (“Apexigen” or "we") is a clinical-stage biopharmaceutical company focused on discovering and developing antibody therapeutics for oncology, with an emphasis on new immuno-oncology agents designed to harness the patient’s immune system to combat and eradicate cancer. Our lead product candidates are sotigalimab (“sotiga” or “APX005M” CD40 APX601, TNFR2 October 2019, first On March 17, 2022, 3 7 24 The transactions contemplated under the Business Combination Agreement (the “Business Combination”) closed on July 29, 2022 ( one one one 30 July 29, 2022 five July 29, 2022. Legacy Apexigen was incorporated in Delaware in 2010, 2012. Liquidity and Capital Resources As of December 31, 2022, third 2023 no December 31, 2022. December 31, 2022, We may third may one To the extent that we raise additional capital through strategic alliances, licensing arrangements or other monetization transactions with third may may not may may |
Note 2 - Summary of Significant
Note 2 - Summary of Significant Accounting Policies | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Notes to Financial Statements | ||
Significant Accounting Policies [Text Block] | 2. Unaudited Interim Financial Information The unaudited interim consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States ("GAAP"), and in our opinion, include all adjustments of a normal recurring nature necessary for fair financial statement presentation. Interim results are not December 31, 2023. These unaudited interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements for the year ended December 31, 2022 10 As a result of the merger in 2022, 1:0.102448 Principles of Consolidation The unaudited condensed consolidated financial statements include the accounts of Apexigen and its wholly owned subsidiary. All significant inter-company transactions and balances have been eliminated in consolidation. Emerging Growth Company We are an “emerging growth company,” as defined in Section 2 2012 may not 102 1 not not 1934 not may Use of Estimates The preparation of consolidated financial statements in conformity with 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 consolidated financial statements and the reported amounts expensed during the reporting period. On an ongoing basis, management evaluates its estimates, including those related to accruals for research and development costs, stock-based compensation, uncertain tax positions and fair values of common stock. We adjust such estimates and assumptions when facts and circumstances dictate. Changes in those estimates resulting from continuing changes in the economic environment will be reflected in the consolidated financial statements in future periods. As future events and their effects cannot be determined with precision, actual results could materially differ from those estimates and assumptions. Segment Reporting We have one operating segment, which is the business of researching, developing and commercializing antibody therapeutics for oncology. Our chief operating decision maker, our Chief Executive Officer, manages our operations on an aggregated basis for the purposes of allocating resources and evaluating financial performance. Cash and Cash Equivalents We consider all highly liquid investments purchased with original maturities of three Short-Term Investments Short-term investments consist of U.S. treasury securities with original maturities of greater than three one Fair Value Measurements We apply fair value accounting to all financial assets and liabilities and non-financial assets and liabilities that are recognized or disclosed at fair value in the consolidated financial statements on a recurring basis. The carrying amount of our financial assets and liabilities, including accounts payable and accrued expenses, approximate their fair values due to their short-term maturities. Concentrations of Credit and Other Risks Financial instruments that potentially expose the Company to concentrations of credit risk consist principally of cash and cash equivalents on deposit with financial institutions, the balance of which frequently exceed federally insured limits. On March 10, 2023, may not March 31, 2023, We are subject to a number of risks similar to other early-stage biopharmaceutical companies, including the need to obtain adequate additional funding, possible failure of clinical trials, the need to obtain marketing approval for our product candidates, competitors developing new technological innovations, the need to successfully commercialize and gain market acceptance of our products, and protection of proprietary technology. If we do not Property and Equipment, Net Property and equipment are stated at cost, less accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the related assets. The estimated useful life of laboratory equipment, furniture and fixtures, office equipment, and software ranges from two five Impairment of Long-Lived Assets Our long-lived assets are comprised principally of our property and equipment and right-of-use lease assets. We periodically evaluate our long-lived assets for impairment whenever events or changes in business circumstances indicate that the carrying amount of the assets or group of assets may not three March 31, 2023 2022. Deferred Financing Costs Deferred financing costs consist of direct costs and commitment fees directly attributable to the commencement of the equity line agreement with Lincoln Park upon the closing of the merger in July 2022. 24 March 31, 2023, three March 31, 2023. Revenue Recognition Under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers not not March 31, 2023. We may not October 2019, one may March 31, 2023 December 31, 2022, Lease We determine if an arrangement is a lease at inception and if so, we determine whether the lease qualifies as an operating or a finance lease. We previously leased our principal facility under a non-cancelable operating lease agreement with a lease term ended in March 2023. six March 2023. March 31, 2023 December 31, 2022, three March 31, 2023 2022, Research and Development Expenses Research and development costs are expensed as incurred. Research and development expenses are primarily for the development of sotiga, our lead product candidate, as well as APX601 We estimate external research and development expenses based on the services performed, pursuant to contracts with commercial and academic institutions that conduct and manage research and development services on our behalf. We record the costs of research and development activities based upon the estimated amount of services provided but not third not may Nonrefundable advance payments for goods or services to be received in the future for use in research and development activities are capitalized and then expensed as the related goods are delivered or the services are performed. We evaluate such payments for current or long-term classification based on when they will be realized. Transaction Costs Transaction costs consist of direct legal, accounting, filing and other fees and costs directly attributable to our exploration of strategic alternatives. We expense transaction costs in the period in which the costs are incurred and the services are received. Transaction costs were $0.2 million for the three March 31, 2023 Common Stock Warrant We record at fair value freestanding puttable or redeemable warrants, or warrants which are not December 31, 2021. July 2022, March 31, 2023. Public Warrants The public warrants, issued in connection with the BCAC's initial public offering prior to the merger and the private offering transactions completed in July 2022 January 2023, 7 Derivative Warrant Liabilities We account for the private placement warrants (see Note 7 815, Derivative and Hedging may March 31, 2023 December 31, 2022, not three March 31, 2023. Stock-Based Compensation We measure all equity awards granted to employees and non-employees based on the estimated grant date fair value. For awards subject to service-based vesting conditions, we recognize stock-based compensation expense on a straight-line basis over the requisite service period, which is generally the vesting term. For awards subject to performance-based vesting conditions, we recognize stock-based compensation expense using the accelerated attribution method when it is probable that the performance condition will be achieved. We recognize forfeitures as they occur. We use the Black-Scholes option-pricing model to estimate the fair value of equity awards and recognize expense using the straight-line attribution approach. The Black-Scholes option-pricing model requires assumptions to be made related to the expected term of the awards, expected stock priced volatility, risk-free rate for a period that approximates the expected term of the awards and the expected dividend yield. Income Taxes We account for income taxes under the asset and liability method. Under this method, we recognize deferred tax assets and liabilities for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. We measure deferred tax assets and liabilities using enacted tax rates applied to taxable income in the years in which we expect to realize those temporary differences. We recognize the effect on deferred tax assets and liabilities of a change in tax rates as income or loss in the period that includes the enactment date. We establish a valuation allowance, when necessary, to reduce deferred tax assets to the amount we expect to realize. We recognize the financial statement effects of uncertain tax positions when it is more-likely-than- not, no Comprehensive Loss Comprehensive loss includes net loss and certain changes in stockholders’ equity that are excluded from net loss, primarily unrealized gains or losses on our marketable securities. Net Loss per Share We calculate basic net loss per share by dividing the net loss by the weighted-average number of shares of common stock outstanding during the period, without consideration for potentially dilutive securities. Diluted net loss per share is the same as basic net loss per share for each period presented, since the effects of potentially dilutive securities are antidilutive given our net loss. Major Vendor We had a major vendor that accounted for approximately 15.0% and 42.1% of the research and development expenses for the three March 31, 2023 2022, March 31, 2023 December 31, 2022, March 31, 2023 December 31, 2022, not three March 31, 2023 2022. We had additional two three March 31, 2023, not March 31, 2023. | 2. Basis of Presentation We prepare our consolidated financial statements and accompanying notes in accordance with accounting principles generally accepted in the United States of America (“GAAP”). Principles of Consolidation The consolidated financial statements include the accounts of Apexigen and its wholly owned subsidiary. All significant inter-company transactions and balances have been eliminated in consolidation. Emerging Growth Company We are an “emerging growth company,” as defined in Section 2 2012 may not 102 1 not not 1934 not may Use of Estimates The preparation of consolidated financial statements in conformity with 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 consolidated financial statements and the reported amounts expensed during the reporting period. On an ongoing basis, management evaluates its estimates, including those related to accruals for research and development costs, stock-based compensation, uncertain tax positions and fair values of common stock. We adjust such estimates and assumptions when facts and circumstances dictate. Changes in those estimates resulting from continuing changes in the economic environment will be reflected in the consolidated financial statements in future periods. As future events and their effects cannot be determined with precision, actual results could materially differ from those estimates and assumptions. Segment Reporting We have one operating segment, which is the business of researching, developing and commercializing antibody therapeutics for oncology. Our chief operating decision maker, Chief Executive Officer, manages our operations on an aggregated basis for the purposes of allocating resources and evaluating financial performance. Cash and Cash Equivalents We consider all highly liquid investments purchased with original maturities of three Short-Term Investments Short-term investments consist of debt securities with original maturities of greater than three one Fair Value Measurements We apply fair value accounting to all financial assets and liabilities and non-financial assets and liabilities that are recognized or disclosed at fair value in the consolidated financial statements on a recurring basis. The carrying amount of our financial assets and liabilities, including accounts payable and accrued expenses, approximate their fair values due to their short-term maturities. Concentrations of Credit and Other Risks Financial instruments that potentially subject us to a concentration of credit risk consist primarily of cash and cash equivalents and short-term investments. We hold our bank deposits at accredited financial institutions and these deposits may not December 31, 2022 2021, We are subject to a number of risks similar to other early-stage biopharmaceutical companies, including the need to obtain adequate additional funding, possible failure of clinical trials, the need to obtain marketing approval for our product candidates, competitors developing new technological innovations, the need to successfully commercialize and gain market acceptance of our products, and protection of proprietary technology. If we do not Property and Equipment, Net Property and equipment are stated at cost, less accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the related assets. The estimated useful life of laboratory equipment, furniture and fixtures, office equipment, and software ranges from two five Impairment of Long-Lived Assets Our long-lived assets are comprised principally of our property and equipment and right-of-use lease assets. We periodically evaluate our long-lived assets for impairment whenever events or changes in business circumstances indicate that the carrying amount of the assets or group of assets may not December 31, 2022. Deferred Transaction Costs Deferred transaction costs consist of direct legal, accounting, filing and other fees and costs directly attributable to the merger (see Note 3 December 31, 2021. 2021, 2022 3 Deferred Financing Costs Deferred financing costs consist of direct costs and commitment fees directly attributable to the commencement of the equity line of credit from Lincoln Park Capital Fund, LLC upon closing of the Business Combination (see Note 7 24 December 31, 2022, December 31, 2022. Revenue Recognition Under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers not not December 31, 2022. We may not October 2019, one may December 31, 2022 2021, Lease We determine if an arrangement is a lease at inception and if so, we determine whether the lease qualifies as an operating or a finance lease. We include operating lease in operating lease right-of-use (“ROU”) assets and lease liabilities in our consolidated balance sheets. We did not December 31, 2022 2021. not may 12 not We lease our facility under a non-cancelable operating lease agreement and recognize related rent expense on a straight-line basis over the terms of the leases. As an implicit interest rate is not Research and Development Expenses Research and development costs are expensed as incurred. Research and development expenses are primarily for the development of sotiga, our lead product candidate, as well as APX601 We estimate external research and development expenses based on the services performed, pursuant to contracts with commercial and academic institutions that conduct and manage research and development services on our behalf. We record the costs of research and development activities based upon the estimated amount of services provided but not third not may Nonrefundable advance payments for goods or services to be received in the future for use in research and development activities are capitalized and then expensed as the related goods are delivered or the services are performed. We evaluate such payments for current or long-term classification based on when they will be realized. Common Stock Warrant We record at fair value freestanding puttable or redeemable warrants, or warrants which are not December 31, 2021. 3 December 31, 2022. Public Warrants The public warrants, issued in connection with the BCAC's initial public offering prior to the merger and the PIPE transaction completed in July 2022, 8 Derivative Warrant Liabilities We account for the private placement warrants (see Note 8 815, Derivative and Hedging may December 31, 2022, December 31, 2022. Stock-Based Compensation We measure all equity awards granted to employees and non-employees based on the estimated grant date fair value. For awards subject to service-based vesting conditions, we recognize stock-based compensation expense on a straight-line basis over the requisite service period, which is generally the vesting term. For awards subject to performance-based vesting conditions, we recognize stock-based compensation expense using the accelerated attribution method when it is probable that the performance condition will be achieved. We recognize forfeitures as they occur. We use the Black-Scholes option-pricing model to estimate the fair value of equity awards and recognize expense using the straight-line attribution approach. The Black-Scholes option-pricing model requires assumptions to be made related to the expected term of the awards, expected stock priced volatility, risk-free rate for a period that approximates the expected term of the awards and the expected dividend yield. Income Taxes We account for income taxes under the asset and liability method. Under this method, we recognize deferred tax assets and liabilities for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. We measure deferred tax assets and liabilities using enacted tax rates applied to taxable income in the years in which we expect to realize those temporary differences. We recognize the effect on deferred tax assets and liabilities of a change in tax rates as income or loss in the period that includes the enactment date. We establish a valuation allowance, when necessary, to reduce deferred tax assets to the amount we expect to realize. We recognize the financial statement effects of uncertain tax positions when it is more-likely-than- not, no Comprehensive Loss Comprehensive loss includes net loss and certain changes in stockholders’ equity that are excluded from net loss, primarily unrealized gains or losses on our marketable securities. Net Loss per Share We calculate basic net loss per share by dividing the net loss by the weighted-average number of shares of common stock outstanding during the period, without consideration for potentially dilutive securities. Diluted net loss per share is the same as basic net loss per share for each period presented, since the effects of potentially dilutive securities are antidilutive given our net loss. Major Vendor We had a major vendor that accounted for approximately 39.9% and 23.2% of the research and development expenses for the years ended December 31, 2022 2021, December 31, 2022 2021, December 31, 2022 2021, not December 31, 2022 2021. We had an additional vendor in 2021 December 31, 2021. not December 31, 2021. Recently Adopted Accounting Pronouncements In August 2020, No. 2020 06, 470 20 815 40 January 1, 2022. not In October 2020, No. 2020 10, January 1, 2022. not Recent Accounting Pronouncements In June 2016, No. 2016 13, Financial Instruments Credit Losses (Topic 326 January 1, 2023. not |
Note 3 - Merger (10Q)
Note 3 - Merger (10Q) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Notes to Financial Statements | ||
Business Combination Disclosure [Text Block] | 3. Under the Business Combination Agreement, Legacy Apexigen was valued at $205.0 million on a fully diluted basis, net of exercise proceeds for Legacy Apexigen’s pre-closing stock options. On July 29, 2022, Upon the closing of the merger, we amended and restated our certificate of incorporation to, among other things, increase the total number of authorized shares of capital stock to 1,020,000,000 shares, of which 1,000,000,000 shares were designated common stock, $0.0001 par value per share, and of which 20,000,000 shares were designated preferred stock, $0.0001 par value per share. Immediately prior to the closing of the merger, each issued and outstanding share of Legacy Apexigen’s convertible preferred stock, was converted into shares of common stock based on a one one 7 Upon the consummation of the merger, each share of Legacy Apexigen common stock issued and outstanding was canceled and converted into the right to receive 0.102448 shares (the “Exchange Ratio”) of BCAC's common stock (the “Per Share Merger Consideration”). Outstanding stock options, whether vested or unvested, to purchase shares of Legacy Apexigen's common stock granted under the 2010 2020 8 Outstanding warrants to purchase shares of common stock remained outstanding after the closing of the merger. The warrants became exercisable 30 five 2 7 In connection with the merger, certain stockholders exercised their right to redeem certain of their outstanding shares for cash, resulting in the redemption of 4,618,607 shares of common stock for gross redemption payments of $47.2 million. In addition, a number of investors purchased an aggregate of 1,452,000 shares of common stock (the “PIPE Shares”), for a purchase price of $10.00 per share, as applicable, for an aggregate purchase price of $14.5 million pursuant to separate subscription agreements. The PIPE transaction closed simultaneously with the consummation of the merger. In connection with the Business Combination, we incurred direct and incremental costs of approximately $9.2 million related to the equity issuance, consisting primarily of investment banking, legal, accounting, and other professional fees, which we recorded to additional paid-in capital as a reduction of proceeds. The merger is accounted for as a reverse recapitalization in accordance with U.S. GAAP. Under this method of accounting, BCAC was treated as the “acquired” company for financial reporting purposes. Accordingly, for accounting purposes, the merger was treated as the equivalent of Legacy Apexigen issuing stock for the net assets of BCAC, accompanied by a recapitalization. The net assets of BCAC are stated at historical cost, with no Prior to the merger, Legacy Apexigen and BCAC filed separate standalone federal, state, and local income tax returns. As a result of the merger, we will file a consolidated income tax return. Although, for legal purposes, BCAC acquired Legacy Apexigen, and the merger represents a reverse acquisition for federal income tax purposes. BCAC will be the parent of the consolidated group with Legacy Apexigen as a subsidiary, but in the year of the closing of the merger, Legacy Apexigen will file a full-year tax return with BCAC joining in the return the day after the closing date of the merger. Upon closing of the merger, we received gross proceeds of $19.0 million from the merger and PIPE financing, offset by transaction costs of $9.2 million recorded in 2022 Cash - BCAC's trust (net of redemption) $ 4,435 Cash - Private offering 14,520 Less: BCAC's Extension and Working Capital Notes repayment in 2022 (861 ) Proceeds from merger and private offering for the year ended December 31, 2022 18,094 Less: transaction costs paid in 2022 (9,221 ) Net proceeds from merger and private offering for the year ended December 31, 2022 8,873 Less: transaction costs paid in 2021 (11 ) Plus: net assets of BCAC (394 ) Merger and private offering for the year ended December 31, 2022 $ 8,468 The number of shares of common stock issued immediately following the consummation of the merger was: Common stock, outstanding prior to merger 5,061,592 Less: redemption of BCAC shares (4,618,607 ) Common stock of BCAC 442,985 BCAC Sponsor shares 1,190,979 BCAC Representative shares 57,500 Shares issued in private offering 1,452,000 Business combination and private offering shares 3,143,464 Legacy Apexigen shares 18,147,032 Total shares of common stock immediately after merger 21,290,496 Exercise of Legacy Apexigen common stock warrant 4,539 Shares issued to Lincoln Park (Note 6) 150,000 Total shares of common stock on July 29, 2022 21,445,035 The number of Legacy Apexigen's shares was determined as follows: Legacy Apexigen Shares Legacy Apexigen Shares, effected for Exchange Ratio Balance as of December 31, 2020 30,521,693 3,126,980 Recapitalization applied to Convertible Preferred Stock outstanding at December 31, 2020 145,130,628 14,868,374 Exercise of common stock options - 2021 548,972 56,238 Exercise of common stock options - 2022 (pre-Closing) 702,074 71,922 Exercise of common stock restricted awards - 2022 (pre-Closing) 229,556 23,518 Total Legacy Apexigen shares as of July 29, 2022 177,132,923 18,147,032 | 3. On July 29, 2022, Upon the closing of the merger, we amended and restated our certificate of incorporation to, among other things, increase the total number of authorized shares of capital stock to 1,020,000,000 shares, of which 1,000,000,000 shares were designated common stock, $0.0001 par value per share, and of which 20,000,000 shares were designated preferred stock, $0.0001 par value per share. Immediately prior to the closing of the merger, each issued and outstanding share of Legacy Apexigen’s convertible preferred stock, was converted into shares of common stock based on a one one 7 Upon the consummation of the merger, each share of Legacy Apexigen common stock issued and outstanding was canceled and converted into the right to receive 0.102448 shares (the “Exchange Ratio”) of our common stock (the “Per Share Merger Consideration”). Outstanding stock options, whether vested or unvested, to purchase shares of Legacy Apexigen's common stock granted under the 2010 2020 9 Outstanding warrants to purchase shares of common stock remained outstanding after the closing of the merger. The warrants became exercisable 30 five 2 8 In connection with the merger, certain stockholders exercised their right to redeem certain of their outstanding shares for cash, resulting in the redemption of 4,618,607 shares of common stock for gross redemption payments of $47.2 million. In addition, a number of investors purchased an aggregate of 1,452,000 shares of common stock (the “PIPE Shares”), for a purchase price of $10.00 per share, as applicable, for an aggregate purchase price of $14.5 million pursuant to separate subscription agreements. The PIPE transaction closed simultaneously with the consummation of the Business Combination. In connection with the merger, we incurred direct and incremental costs of approximately $9.2 million related to the equity issuance, consisting primarily of investment banking, legal, accounting, and other professional fees, which we recorded to additional paid-in capital as a reduction of proceeds. The merger is accounted for as a reverse recapitalization in accordance with U.S. GAAP. Under this method of accounting, BCAC was treated as the “acquired” company for financial reporting purposes. Accordingly, for accounting purposes, the Business Combination was treated as the equivalent of Legacy Apexigen issuing stock for the net assets of BCAC, accompanied by a recapitalization. The net assets of BCAC are stated at historical cost, with no Prior to the merger, Legacy Apexigen and BCAC filed separate standalone federal, state, and local income tax returns. As a result of the merger, we will file a consolidated income tax return. Although, for legal purposes, BCAC acquired Legacy Apexigen, and the merger represents a reverse acquisition for federal income tax purposes. BCAC will be the parent of the consolidated group with Legacy Apexigen as a subsidiary, but in the year of the closing of the merger, Legacy Apexigen will file a full-year tax return with BCAC joining in the return the day after the closing date of the merger. Upon closing of the merger, we received gross proceeds of $19.0 million from the Business Combination and PIPE financing, offset by transaction costs of $9.2 million recorded in 2022 Cash - BCAC's trust (net of redemption) $ 4,435 Cash - Private offering 14,520 Less: BCAC's Extension and Working Capital Notes repayment in 2022 (861 ) Proceeds from merger and private offering for the year ended December 31, 2022 18,094 Less: transaction costs paid in 2022 (9,221 ) Net proceeds from merger and private offering for the year ended December 31, 2022 8,873 Less: transaction costs paid in 2021 (11 ) Plus: net assets of BCAC (394 ) Merger and private offering for the years ended December 31, 2022 $ 8,468 The number of shares of common stock issued immediately following the Closing Date was: Common stock, outstanding prior to merger 5,061,592 Less: redemption of BCAC shares (4,618,607 ) Common stock of BCAC 442,985 BCAC Sponsor shares 1,190,979 BCAC Representative shares 57,500 Shares issued in private offering 1,452,000 Business combination and private offering shares 3,143,464 Legacy Apexigen shares 18,147,032 Total shares of common stock immediately after merger 21,290,496 Exercise of Legacy Apexigen common stock warrant 4,539 Shares issued to Lincoln Park (Note 7) 150,000 Total shares of common stock on July 29, 2022 21,445,035 The number of Legacy Apexigen's shares was determined as follows: Legacy Apexigen Shares Legacy Apexigen Shares, effected for Exchange Ratio Balance as of December 31, 2020 30,521,693 3,126,980 Recapitalization applied to Convertible Preferred Stock outstanding at December 31, 2020 145,130,628 14,868,374 Exercise of common stock options - 2021 548,972 56,238 Exercise of common stock options - 2022 (pre-Closing) 702,074 71,922 Exercise of common stock restricted awards - 2022 (pre-Closing) 229,556 23,518 Total Legacy Apexigen shares as of July 29, 2022 177,132,923 18,147,032 |
Note 4 - Fair Value Measurement
Note 4 - Fair Value Measurement (10Q) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Notes to Financial Statements | ||
Fair Value Disclosures [Text Block] | 4. We record financial assets and liabilities at fair value. The accounting guidance for fair value provides a framework for measuring fair value, clarifies the definition of fair value and expands disclosures about fair value measurements. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the reporting date. We categorize assets and liabilities recorded at fair value in the consolidated financial statements based upon the level of judgment associated with the inputs used to measure their fair value. Hierarchical levels are directly related to the amount of subjectivity with the inputs to the valuation of these assets or liabilities as follows: Level 1 Level 2 1 not Level 3 no As of March 31, 2023, three March 31, 2023. 1 December 31, 2022, 1 In certain cases where there is limited activity or less transparency around the inputs to valuation, we classify securities as Level 3. 3 The following tables set forth the financial instruments that we measured at fair value on a recurring basis by level within the fair value hierarchy (in thousands): March 31, 2023 Level 1 Level 2 Level 3 Total Financial assets: Money market funds $ 9,549 $ - $ - $ 9,549 Total $ 9,549 $ - $ - $ 9,549 Financial liability: Derivative warrant liabilities $ - $ - $ 10 $ 10 Total $ - $ - $ 10 $ 10 December 31, 2022 Level 1 Level 2 Level 3 Total Financial assets: Money market funds $ 14,671 $ - $ - $ 14,671 U.S. treasury securities 1,997 - - 1,997 Total $ 16,668 $ - $ - $ 16,668 Financial liability: Preferred stock warrant liability $ - $ - $ 11 $ 11 Total $ - $ - $ 11 $ 11 The derivative warrant liabilities had a fair value of $10,000 and $11,000 as of March 31, 2023 December 31, 2022, zero The following tables summarize the estimated fair value of our marketable securities and the gross unrealized holding gains and losses (in thousands): March 31, 2023 Unrealized Amortized Cost Gains Losses Estimated Fair Value Cash and cash equivalents: Cash $ 3,181 $ - $ - $ 3,181 Money market funds 9,549 - - 9,549 Total cash and cash equivalents $ 12,730 $ - $ - $ 12,730 December 31, 2022 Unrealized Amortized Cost Gains Losses Estimated Fair Value Cash and cash equivalents: Cash $ 131 $ - $ - $ 131 Money market funds 14,671 - - 14,671 Total cash and cash equivalents $ 14,802 $ - $ - $ 14,802 Marketable securities: U.S. treasury securities $ 1,997 $ - $ - $ 1,997 Total marketable securities $ 1,997 $ - $ - $ 1,997 | 4. We record financial assets and liabilities at fair value. The accounting guidance for fair value provides a framework for measuring fair value, clarifies the definition of fair value and expands disclosures about fair value measurements. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the reporting date. We categorize assets and liabilities recorded at fair value in the consolidated financial statements based upon the level of judgment associated with the inputs used to measure their fair value. Hierarchical levels are directly related to the amount of subjectivity with the inputs to the valuation of these assets or liabilities as follows: Level 1 Level 2 1 not Level 3 no As of December 31, 2022, three 1 December 31, 2021, 2 In certain cases where there is limited activity or less transparency around the inputs to valuation, we classify securities as Level 3. 3 The following tables set forth the financial instruments that we measured at fair value on a recurring basis by level within the fair value hierarchy (in thousands): December 31, 2022 Level 1 Level 2 Level 3 Total Financial assets: Money market funds $ 14,671 $ - $ - $ 14,671 U.S. treasury securities 1,997 - - 1,997 Total $ 16,668 $ - $ - $ 16,668 Financial liability: Derivative warrant liabilities $ - $ - $ 11 $ 11 Total $ - $ - $ 11 $ 11 December 31, 2021 Level 1 Level 2 Level 3 Total Financial assets: Money market funds $ 18,526 $ - $ - $ 18,526 Commercial paper - 5,498 - 5,498 Corporate debt securities - 4,512 - 4,512 Government debt securities - 1,503 - 1,503 Asset backed securities - 1,404 - 1,404 Total $ 18,526 $ 12,917 $ - $ 31,443 Financial liability: Preferred stock warrant liability $ - $ - $ 2 $ 2 Total $ - $ - $ 2 $ 2 In 2021, 3 The derivative warrant liabilities had a fair value of $11,000 as of December 31, 2022. zero The preferred stock warrant liability had a fair value of $2,000 as of December 31, 2021. The following tables summarize the estimated fair value of our marketable securities and the gross unrealized holding gains and losses (in thousands): December 31, 2022 Unrealized Amortized Cost Gains Losses Estimated Fair Value Cash and cash equivalents: Cash $ 131 $ - $ - $ 131 Money market funds 14,671 - - 14,671 Total cash and cash equivalents $ 14,802 $ - $ - $ 14,802 Marketable securities: U.S. treasury securities $ 1,997 $ - $ - $ 1,997 Total marketable securities $ 1,997 $ - $ - $ 1,997 December 31, 2021 Unrealized Amortized Cost Gains Losses Estimated Fair Value Cash and cash equivalents: Cash $ 4,917 $ - $ - $ 4,917 Money market funds 18,526 - - 18,526 Total cash and cash equivalents $ 23,443 $ - $ - $ 23,443 Marketable securities: Commercial paper $ 5,498 $ - $ - $ 5,498 Corporate debt securities 4,515 - (3 ) 4,512 Government debt securities 1,503 - - 1,503 Asset backed securities 1,405 - (1 ) 1,404 Total marketable securities $ 12,921 $ - $ (4 ) $ 12,917 |
Note 5 - Balance Sheet Componen
Note 5 - Balance Sheet Components (10 Q) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Notes to Financial Statements | ||
Supplemental Balance Sheet Disclosures [Text Block] | 5. Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consist of the following (in thousands): March 31, 2023 December 31, 2022 Prepaid clinical development expenses $ 1,091 $ 1,128 Prepaid insurance expenses 606 970 Other prepaid expenses and current assets 426 520 Total prepaid expenses and other current assets $ 2,123 $ 2,618 Property and Equipment, Net We moved to a new office in March 2023 not March 31, 2023. three March 31, 2023. three March 31, 2023. March 31, 2023 December 31, 2022 Laboratory equipment $ - $ 909 Furniture and fixtures - 28 Office equipment - 25 Software - 12 Total property and equipment - 974 Less: accumulated depreciation - (824 ) Total property and equipment, net $ - $ 150 Depreciation expense for property and equipment was $17,000 and $28,000 for the three March 31, 2023 2022, Accrued Liabilities Accrued liabilities consist of the following (in thousands): March 31, 2023 December 31, 2022 Accrued clinical trial and manufacturing costs $ 4,201 $ 4,340 Accrued personnel costs 494 497 Other accrued liabilities 799 522 Total accrued liabilities $ 5,494 $ 5,359 | 5. Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consist of the following (in thousands): December 31, 2022 2021 Prepaid clinical development expenses $ 1,128 $ 776 Prepaid insurance expenses 970 56 Deferred financing costs 261 467 Other prepaid expenses and current assets 259 382 Total prepaid expenses and other current assets 2,618 1,681 Property and Equipment, Net Property and equipment, net consists of the following (in thousands): December 31, 2022 2021 Laboratory equipment $ 909 $ 943 Furniture and fixtures 28 28 Office equipment 25 25 Software 12 12 Total property and equipment 974 1,008 Less: accumulated depreciation (824 ) (763 ) Total property and equipment, net $ 150 $ 245 Depreciation expense for property and equipment was $110,000 and $105,000 for the years ended December 31, 2022 2021, Accrued Liabilities Accrued liabilities consist of the following (in thousands): December 31, 2022 2021 Accrued clinical trial and manufacturing costs $ 4,340 $ 6,472 Accrued personnel costs 497 1,172 Other accrued liabilities 522 844 Total accrued liabilities $ 5,359 $ 8,488 |
Note 6 - Stockholder's Equity
Note 6 - Stockholder's Equity | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Notes to Financial Statements | ||
Equity [Text Block] | 6. Preferred Stock As discussed in Note 3, Merger July 29, 2022 Prior to the Business Combination, Legacy Apexigen had shares of $0.001 par value Series A- 1, 2, 1:1 1:0.102448, July 29, 2022 (Closing Date) Convertible Preferred Stock Preferred Stock Shares Exchange Ratio Common Stock Shares Series A-1 (pre-combination) 39,196,116 0.102448 4,015,564 Series A-2 (pre-combination) 12,625,343 0.102448 1,293,442 Series B (pre-combination) 14,218,546 0.102448 1,456,662 Series C (pre-combination) 79,090,623 0.102448 8,102,706 Total 145,130,628 14,868,374 As of March 31, 2023, March 31, 2023, Common Stock The holders of common stock are entitled to one may may no At March 31, 2023, Equity awards issued and outstanding 5,172,649 Equity awards available for future grants 1,853,805 Shares available for Employee Stock Purchase Plan 483,801 Common stock warrants 5,824,314 Total common stock reserved for issuance 13,334,569 Private Offerings In March 2022, “2022 3 July 2022, 2022 "2022 “2022 2023 one one one 2022 one six July 29, 2022 five July 29, 2022, In January 2023, "2023 2023, March 31, 2023. "2023 “2023 2023 one one 2023 one six January 30, 2023 July 30, 2028, 2023 2023 2023 2023 Lincoln Park In conjunction with the merger, we entered into an equity line agreement and a registration rights agreement (“RRA”) with Lincoln Park in March 2022, may may not At the closing of the merger, we issued 150,000 shares of common stock to Lincoln Park as an initial fee for its commitment to purchase shares of our common stock under the equity line agreement. On the date that is 90 calendar days after the merger, we were obligated to issue additional commitment shares to Lincoln Park, calculated as the lesser of (i) $1.5 million of shares of common stock at a price per share equal to the arithmetic average of the closing sale price for our common stock during the ten October 2022 December 31, 2022. Subject to the terms of the equity line agreement, we have the right, in our sole discretion, to present Lincoln Park with a purchase notice (a “Regular Purchase Notice”), provided that the closing stock price of the common stock on the Nasdaq is not may not three ten In addition, on any date on which we submit a Regular Purchase Notice for the maximum amount allowed for such a Regular Purchase to Lincoln Park, we also have the right, in our sole discretion, to present Lincoln Park with an accelerated purchase notice (an “Accelerated Purchase Notice”), directing Lincoln Park to purchase an amount of Purchase Shares (an “Accelerated Purchase”), which number of Purchase Shares will not 300% 30% 95% no In September 2022, | 7. Preferred Stock As discussed in Note 3, Business Combination July 29, 2022 Prior to the Business Combination, Legacy Apexigen had shares of $0.001 par value Series A- 1, 2, 1:1 1:0.102448, July 29, 2022 (Closing Date) Convertible Preferred Stock Preferred Stock Shares Exchange Ratio Common Stock Shares Series A-1 (pre-combination) 39,196,116 0.102448 4,015,564 Series A-2 (pre-combination) 12,625,343 0.102448 1,293,442 Series B (pre-combination) 14,218,546 0.102448 1,456,662 Series C (pre-combination) 79,090,623 0.102448 8,102,706 Total 145,130,628 14,868,374 As of December 31, 2022, December 31, 2022, Common Stock The holders of common stock are entitled to one may may no At December 31, 2022, Equity awards issued and outstanding 4,839,554 Equity awards available for future grants 1,065,423 Shares available for Employee Stock Purchase Plan 257,341 Common stock warrants 3,728,821 Total common stock reserved for issuance 9,891,139 Lincoln Park In conjunction with the Business Combination (see Note 1 March 2022, may may not On the date of Closing, we issued 150,000 shares of common stock to Lincoln Park as an initial fee for its commitment to purchase shares of our common stock under the Lincoln Park Purchase Agreement. On the date that is 90 calendar days after the date of Closing, we were obligated to issue to Lincoln Park the lesser of (i) $1.5 million of shares of common stock at a price per share equal to the arithmetic average of the closing sale price for our common stock during the ten October 2022 December 31, 2022. Subject to the terms of the Lincoln Park Purchase Agreement, we have the right, in our sole discretion, to present Lincoln Park with a purchase notice (a “Regular Purchase Notice”), provided that the closing stock price of the common stock on the Nasdaq is not may not three ten In addition, on any date on which we submit a Regular Purchase Notice for the maximum amount allowed for such a Regular Purchase to Lincoln Park, we also have the right, in our sole discretion, to present Lincoln Park with an accelerated purchase notice (an “Accelerated Purchase Notice”), directing Lincoln Park to purchase an amount of Purchase Shares (an “Accelerated Purchase”), which number of Purchase Shares will not 300% 30% 95% no In September 2022, |
Note 7 - Public and Private War
Note 7 - Public and Private Warrants | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Notes to Financial Statements | ||
Warrants [Text Block] | 7. Prior to the merger, BCAC issued 2,875,000 shares of public warrants and 123,500 shares of private warrants in connection with BCAC's initial public offering. In connection with the closing of the 2022 2023 July 29, 2022 January 30, 2023, 6 March 31, 2023, August 28, 2022, 30 July 29, 2022, fifth July 29, 2022, six January 30, 2023, July 30, 2028, We may ● in whole or in part; ● at a price of $0.01 per warrant; ● upon a minimum of 30 days’ prior written notice of redemption; and ● if, and only if, the last reported closing price of the ordinary shares equals or exceeds $18.00 per share for any 20 trading days within a 30-trading day period on the third If we call the public warrants for redemption, management will have the option to require all holders that wish to exercise the public warrants to do so on a “cashless basis,” as described in the warrant agreement. The private placement warrants are identical to the public warrants, except that none The exercise price and number of shares of common stock issuable upon exercise of the warrants may not In connection with the 2022 2023 6 July 29, 2022 January 30, 2023, 2022 2023 December 31, 2022 three March 31, 2023. 2022 2023 December 31, 2022 three March 31, 2023. July 29, 2022 January 30, 2023 Expected term (years) 5.00 5.00 Expected volatility 87.90 % 82.40 % Risk-free interest rate 2.70 % 3.60 % Expected dividend 0.00 % 0.00 % The assumptions used to determine the fair value of the public warrants are as follows: ● Expected volatility: Because our stock is recently traded in an active market, we calculate volatility by using the historical volatilities of the common stock of comparable publicly traded companies. The historical volatility data was computed using the daily closing prices for the selected companies’ shares during the equivalent period of the calculated expected term of the public warrants. ● Risk-free interest rate: we base the risk-free interest rate from the U.S. Treasury yield curve in effect at the measurement date with maturities approximately equal to the expected term. ● Expected term: we determine the expected life of public warrants over the period when the share public warrants are vested and ending on the date when the share public warrants would expire. ● Expected dividend yield: we have never paid cash dividends on its common stock and do not | 8. Prior to the merger, BCAC issued 2,875,000 shares of public warrants and 123,500 shares of private warrants in connection with the BCAC's initial public offering. In connection with the PIPE transaction closed on July 29, 2022 ( 1 December 31, 2022, August 28, 2022, 30 3 fifth We may ● in whole or in part; ● at a price of $0.01 per warrant; ● upon a minimum of 30 days’ prior written notice of redemption; and ● if, and only if, the last reported closing price of the ordinary shares equals or exceeds $18.00 per share for any 20 trading days within a 30-trading day period on the third If we call the public warrants for redemption, management will have the option to require all holders that wish to exercise the public warrants to do so on a “cashless basis,” as described in the warrant agreement. The private placement warrants are identical to the public warrants, except that none The exercise price and number of shares of common stock issuable upon exercise of the warrants may not |
Note 8 - Equity Plans and Relat
Note 8 - Equity Plans and Related Equity Activities | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Notes to Financial Statements | ||
Share-Based Payment Arrangement [Text Block] | 8. Equity Incentive Plans In December 2010, 2010 2010 2020. August 2020, 2020 2022 2022 2020 2010 2010 No 2020 2022 2022 Initially, the maximum number of shares of common stock reserved for issuance under the 2022 may 2022 2010 2020 March 31, 2023, 2022 January 1 January 1, 2023 January 1, 2032, 1 2 3 2022 January 1, 2023, 2022 The Board determines the period over which options become exercisable and options generally vest over a four No ten 10% not five not 100% 10% not 110% In February 2021, ten 718, Stock Compensation one 2021. 2021, 2021. No March 31, 2023. March 31, 2023 In September 2022, three March 31, 2023. March 31, 2023 In October 2022, December 2022 June 2023. December 15, 2022, three March 31, 2023 three March 31, 2023 three March 31, 2023. March 31, 2023 In March 2023, three March 31, 2023. March 31, 2023 Equity Plans' Activities There were no options granted during the three March 31, 2023. three March 31, 2022, three March 31, 2022, three March 31, 2022 three March 31, 2023 2022, three March 31, 2023. three March 31, 2022, Equity Stock Purchase Plan In August 2022, 2022 As of March 31, 2023, January 1 January 1, 2023 January 1, 2032, 1 1.0% 2 536,126 may 1 2 January 1, 2023, The initial offering period commenced in November 2022. March 31, 2023, three March 31, 2023. March 31, 2023, March 31, 2023, Stock-Based Compensation Stock-based compensation is included in the consolidated statements of operations and comprehensive loss in research and development and general and administrative expense depending on the nature of the services provided. The following table illustrates stock-based compensation expense related to stock options granted under the Plans recognized for the three March 31, 2023 2022 Three Months Ended March 31, 2023 2022 Research and development $ 97 $ 119 General and administrative 390 302 Total stock-based compensation $ 487 $ 421 As of March 31, 2023, | 9. Equity Incentive Plans In December 2010, 2010 2010 2020. August 2020, 2020 3 2022 2022 2020 2010 2010 No 2020 2022 2022 Initially, the maximum number of shares of common stock that we may 2022 may 2022 2010 2020 December 31, 2022, 2022 January 1 January 1, 2023 January 1, 2032, 1 2 3 2022 The Board determines the period over which options become exercisable and options generally vest over a four No ten 10% not five not 100% 10% not 110% In February 2021, ten 718, Stock Compensation one 2021. December 31, 2021, December 31, 2021. No December 31, 2022. December 31, 2022 In July 2022, two December 31, 2022. In September 2022, December 31, 2022. In October 2022, December 2022 June 2023. December 31, 2022. 2022, Equity Stock Purchase Plan In August 2022, 2022 The ESPP authorizes the issuance of 257,341 shares of common stock under purchase rights granted to our eligible employees or to eligible employees of any of our designated affiliates. The number of shares of common stock reserved for issuance will automatically increase on January 1 January 1, 2023 January 1, 2032, 1 1.0% 2 536,126 may 1 2 The initial offering period commenced in November 2022. December 31, 2022, December 31, 2022. December 31, 2022, December 31, 2022, Stock-Based Compensation Stock-based compensation is included in the consolidated statements of operations and comprehensive loss in research and development and general and administrative expense depending on the nature of the services provided. The following table illustrates stock-based compensation expense related to equity awards granted under the Plans and ESPP recognized for years ended December 31, 2022 2021 Year Ended December 31, 2022 2021 Research and development $ 583 $ 292 General and administrative 1,300 851 Total stock-based compensation $ 1,883 $ 1,143 As of December 31, 2022, Summary of Assumptions for Stock Options and ESPP In determining the fair value of the stock options granted and ESPP, we used the Black-Scholes option-pricing model and the following assumptions: Year Ended December 31, 2022 2021 Option Grants: Expected term (years) 5.00 - 6.06 5.62 - 10.00 Expected volatility 71% - 86% 88% Risk-free interest rate 0.53% - 4.07% 0.60% - 1.20% Expected dividend 0% 0% ESPP: Expected term (years) 0.50 - 2.00 Expected volatility 83% - 93% Risk-free interest rate 4.37% - 4.60% Expected dividend 0% The assumptions used to determine the fair value of the equity awards are as follows: ● Expected volatility: Because our stock is recently traded in an active market, we calculate volatility by using the historical volatilities of the common stock of comparable publicly traded companies. The historical volatility data was computed using the daily closing prices for the selected companies’ shares during the equivalent period of the calculated expected term of the equity awards. ● Risk-free interest rate: we base the risk-free interest rate from the U.S. Treasury yield curve in effect at the measurement date with maturities approximately equal to the expected term. ● Expected term: we determine the expected life of awards granted using the “simplified” method. Under this approach, we presume the expected term to be the mid-point between the weighted-average vesting term and the contractual term of the option. The simplified method makes the assumption that the award recipient will exercise share options evenly over the period when the share options are vested and ending on the date when the share options would expire. ● Expected dividend yield: we have never paid cash dividends on its common stock and do not Equity Plans' Activities The following table summarizes the activities under the Plans (in thousands, except share and per share amounts): Awards Available to Grant Number of Awards Outstanding Weighted Average Exercise Price Weighted Average Remaining Contractual Terms (Years) Aggregate Intrinsic Value Outstanding at December 31, 2021 888,435 3,536,715 $ 2.71 Shares authorized added to 2022 Plan 2,573,405 Shares not returned to plan (913,842 ) Options Granted (2,097,010 ) 2,097,010 $ 3.18 Options Exercised - (75,550 ) $ 1.45 Options Cancelled 839,156 (839,156 ) $ 2.43 Restricted stock awards granted (23,518 ) 23,518 $ - Restricted stock awards vested - (23,518 ) $ - Restricted stock units granted (243,618 ) 243,618 $ - Restricted stock units vested - (80,668 ) $ - Restricted stock units forfeited 42,415 (42,415 ) $ - Outstanding at December 31, 2022 1,065,423 4,839,554 $ 2.91 6.66 $ 82 Vested and exercisable at December 31, 2022 2,685,009 $ 2.75 4.41 $ - Vested and expected to vest at December 31, 2022 4,824,187 $ 2.91 6.65 $ 82 The weighted average grant date fair value of options granted during 2022 2021 The following table summarizes information about our outstanding options as of December 31, 2022 December 31, 2022: Awards Outstanding Awards Exercisable Range of Exercise Price Number of Awards Weighted-Average Remaining Contractual Term (Years) Weighted Average Exercise Price per Share Number of Awards Weighted-Average Remaining Contractual Term (Years) Weighted Average Exercise Price per Share $1.27 to $2.65 3,103,997 6.12 $ 2.08 1,692,935 3.09 $ 1.68 $3.03 to $4.79 1,384,481 7.55 $ 4.38 820,036 6.72 $ 4.13 $6.54 to $7.62 230,541 6.83 $ 6.84 172,038 6.40 $ 6.69 4,719,019 6.58 $ 2.99 2,685,009 4.41 $ 2.75 |
Note 9 - Commitments and Contin
Note 9 - Commitments and Contingencies | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Notes to Financial Statements | ||
Commitments and Contingencies Disclosure [Text Block] | 9. Indemnification As permitted under Delaware law and in accordance with our bylaws, we have agreed to indemnify our officers and directors for certain events or occurrences, subject to certain limits, while the officer or director is or was serving at our request in such capacity. The term of the indemnification period is equal to the officer’s or director’s lifetime. The maximum amount of potential future indemnification is unlimited. However, we currently hold director and officer liability insurance, which limits our exposure and may not We have certain agreements with service providers and other parties with which we do business that contain indemnification provisions pursuant to which we have agreed to indemnify the party against certain types of third not March 31, 2023, no March 31, 2023. March 31, 2023, not not March 31, 2023. Clinical Collaborations We have entered into a number of collaboration arrangements for the clinical development of sotiga with companies and academic and non-profit institutions. These arrangements specify whether we or the collaborator bears the cost of the clinical trials, and in the case of combination therapies, typically the collaborators provide the supply of such drug products while we supply sotiga. Our applicable share of the costs of these clinical collaborations are reflected as research and development expenses. Upon achievement of certain regulatory and clinical milestones related to the development of sotiga in pancreatic cancer, we will be obligated to pay an aggregate of up to $9.5 million in cash and shares of common stock. Because we are not none March 31, 2023, no Other No not | 10. Indemnification As permitted under Delaware law and in accordance with our bylaws, we have agreed to indemnify our officers and directors for certain events or occurrences, subject to certain limits, while the officer or director is or was serving at our request in such capacity. The term of the indemnification period is equal to the officer’s or director’s lifetime. The maximum amount of potential future indemnification is unlimited. However, we currently hold director and officer liability insurance, which limits our exposure and may not We have certain agreements with service providers and other parties with which we do business that contain indemnification provisions pursuant to which we have agreed to indemnify the party against certain types of third not December 31, 2022, no December 31, 2022. December 31, 2022, not not December 31, 2022. Clinical Collaborations We have entered into a number of collaboration arrangements for the clinical development of sotigalimab with companies and academic and non-profit institutions. These arrangements specify whether we or the collaborator bears the cost of the clinical trials, and in the case of combination therapies, typically the collaborators provide the supply of such drug products while we supply sotigalimab. Our applicable share of the costs of these clinical collaborations are reflected as research and development expenses. Upon achievement of certain regulatory and clinical milestones related to the development of sotigalimab in pancreatic cancer, we will be obligated to pay an aggregate of up to $9.5 million in cash and shares of common stock. Because we are not none December 31, 2022, no Other No not |
Note 10 - Income Taxes
Note 10 - Income Taxes | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Notes to Financial Statements | ||
Income Tax Disclosure [Text Block] | 10. The effective tax rate for the three March 31, 2023 2022 | 11. We recorded no provision for income taxes for the years ended December 31, 2022 2021 The effective tax rate of the provision for income taxes differs from the federal statutory rate as follows: Year Ended December 31, 2022 2021 Federal statutory income tax rate 21.0 % 21.0 % Permanent differences 0.8 % -0.3 % Other credit 2.3 % 3.2 % Other -0.7 % -0.3 % Change in valuation allowance -23.4 % -23.6 % 0.0 % 0.0 % The components of deferred tax assets and liabilities are as follows (in thousands): Year Ended December 31, 2022 2021 Deferred tax assets: Net operating loss carry forwards $ 33,333 $ 27,217 Tax credits 4,702 3,964 Section 174 R&D Capitalization 4,274 - Depreciation and amortization 90 - Stock-based compensation 666 - Other reserves and accruals 1,462 1,334 Gross deferred tax assets 44,527 32,515 Deferred tax liabilities: Depreciation and amortization - (24 ) Right-of-use assets (21 ) (101 ) Gross deferred tax liabilities (21 ) (125 ) Valuation allowance (44,506 ) (32,390 ) Net deferred tax assets - - Realization of the deferred tax assets depends upon future taxable income. Since the amount and timing of future income are uncertain, the net deferred tax assets as of December 31, 2022 2021 December 31, 2022 2021, As of December 31, 2022, December 31, 2017 2033. March 27, 2020, 100% 2021. 2018, 2019 2020 five not December 31, 2022, 2035. December 31, 2022. 2030, no 2020 2021. December 31, 2022, 2041. may 1986, may We elected to recognize, if incurred, interest and penalties related to liabilities for uncertain tax positions as a part of income tax expense. We have incurred no We determine our uncertain tax positions based on whether and how much of a tax benefit taken by us in its tax filings is more likely than not A reconciliation of the beginning and ending amounts of unrecognized tax benefits is as follows (in thousands): Year Ended December 31, 2022 2021 Gross unrecognized tax benefit at January 1 $ 1,598 $ 1,181 Additions for tax provision taken in the current year 405 417 Gross unrecognized tax benefit at December 31 $ 2,003 $ 1,598 We do not 12 |
Note 11 - Net Loss Per Share
Note 11 - Net Loss Per Share | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Notes to Financial Statements | ||
Earnings Per Share [Text Block] | 11. The following outstanding potentially dilutive common stock equivalents have been excluded from the calculation of diluted net loss per share for the periods presented due to their anti-dilutive effect: As of March 31, 2023 2022 Stock options 5,172,649 3,447,426 Common stock warrants 5,824,314 13,361 Total common stock reserved for issuance 10,996,963 3,460,787 | 12. The following outstanding potentially dilutive common stock equivalents have been excluded from the calculation of diluted net loss per share for the periods presented due to their anti-dilutive effect: December 31, 2022 2021 Equity awards 4,839,554 3,536,780 Common stock warrants 3,728,821 13,361 Total anti-dilutive securities 8,568,375 3,550,141 |
Note 12 - Subsequent Event
Note 12 - Subsequent Event | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Notes to Financial Statements | ||
Subsequent Events [Text Block] | 12. On April 11, 2023, not 5450 1 30 no In accordance with Nasdaq Listing Rule 5810 3 180 not may second 180 not may We can achieve compliance with the minimum bid price requirement if, during either compliance period, the closing bid price per share of our stock is at least $1.00 ten We intend to monitor the closing bid price of our stock and assess potential actions to regain compliance, but there can be no 180 second 180 | 14. On January 23, 2023, six five one We also entered into a letter agreement (the “Engagement Agreement”) with the Placement Agent, pursuant to which the Placement Agent agreed to serve as the exclusive placement agent for us in connection with the Private Placement. We agreed to pay the Placement Agent a cash fee equal to 7% of the gross proceeds from the sale of the shares and accompanying Warrants in the Private Placement. The Placement Agent received warrants to purchase up to 99,785 shares of Common Stock (the “Placement Agent Warrants”) on substantially the same terms as the Warrants, except that the Placement Agent Warrants have an exercise price equal to 125% of the price paid by investors in the Private Placement, or $1.75 per share of Common Stock. On January 30, 2023, |
Note 1 - Organization and Des_2
Note 1 - Organization and Description of the Business | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Notes to Financial Statements | ||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | 1. Description of Business Apexigen, Inc. (“Apexigen” or "we") is a clinical-stage biopharmaceutical company focused on discovering and developing antibody therapeutics for oncology, with an emphasis on new immuno-oncology agents designed to harness the patient’s immune system to combat and eradicate cancer. Our lead product candidates are sotigalimab (“sotiga” or “APX005M” CD40 APX601, TNFR2 October 2019, first In March 2022, July 2022. Legacy Apexigen was incorporated in Delaware in 2010, 2012. Liquidity and Capital Resources On February 27, 2023, February 23, 2023, 11 20 eight March 31, 2023 not second third 2023. three March 31, 2023. As of March 31, 2023, fourth 2023 no March 31, 2023. March 31, 2023, We may third may one To the extent that we raise additional capital through strategic alliances, licensing arrangements or other monetization transactions with third may may not may may | 1. Description of Business Apexigen, Inc. (“Apexigen” or "we") is a clinical-stage biopharmaceutical company focused on discovering and developing antibody therapeutics for oncology, with an emphasis on new immuno-oncology agents designed to harness the patient’s immune system to combat and eradicate cancer. Our lead product candidates are sotigalimab (“sotiga” or “APX005M” CD40 APX601, TNFR2 October 2019, first On March 17, 2022, 3 7 24 The transactions contemplated under the Business Combination Agreement (the “Business Combination”) closed on July 29, 2022 ( one one one 30 July 29, 2022 five July 29, 2022. Legacy Apexigen was incorporated in Delaware in 2010, 2012. Liquidity and Capital Resources As of December 31, 2022, third 2023 no December 31, 2022. December 31, 2022, We may third may one To the extent that we raise additional capital through strategic alliances, licensing arrangements or other monetization transactions with third may may not may may |
Note 2 - Summary of Significa_2
Note 2 - Summary of Significant Accounting Policies | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Notes to Financial Statements | ||
Significant Accounting Policies [Text Block] | 2. Unaudited Interim Financial Information The unaudited interim consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States ("GAAP"), and in our opinion, include all adjustments of a normal recurring nature necessary for fair financial statement presentation. Interim results are not December 31, 2023. These unaudited interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements for the year ended December 31, 2022 10 As a result of the merger in 2022, 1:0.102448 Principles of Consolidation The unaudited condensed consolidated financial statements include the accounts of Apexigen and its wholly owned subsidiary. All significant inter-company transactions and balances have been eliminated in consolidation. Emerging Growth Company We are an “emerging growth company,” as defined in Section 2 2012 may not 102 1 not not 1934 not may Use of Estimates The preparation of consolidated financial statements in conformity with 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 consolidated financial statements and the reported amounts expensed during the reporting period. On an ongoing basis, management evaluates its estimates, including those related to accruals for research and development costs, stock-based compensation, uncertain tax positions and fair values of common stock. We adjust such estimates and assumptions when facts and circumstances dictate. Changes in those estimates resulting from continuing changes in the economic environment will be reflected in the consolidated financial statements in future periods. As future events and their effects cannot be determined with precision, actual results could materially differ from those estimates and assumptions. Segment Reporting We have one operating segment, which is the business of researching, developing and commercializing antibody therapeutics for oncology. Our chief operating decision maker, our Chief Executive Officer, manages our operations on an aggregated basis for the purposes of allocating resources and evaluating financial performance. Cash and Cash Equivalents We consider all highly liquid investments purchased with original maturities of three Short-Term Investments Short-term investments consist of U.S. treasury securities with original maturities of greater than three one Fair Value Measurements We apply fair value accounting to all financial assets and liabilities and non-financial assets and liabilities that are recognized or disclosed at fair value in the consolidated financial statements on a recurring basis. The carrying amount of our financial assets and liabilities, including accounts payable and accrued expenses, approximate their fair values due to their short-term maturities. Concentrations of Credit and Other Risks Financial instruments that potentially expose the Company to concentrations of credit risk consist principally of cash and cash equivalents on deposit with financial institutions, the balance of which frequently exceed federally insured limits. On March 10, 2023, may not March 31, 2023, We are subject to a number of risks similar to other early-stage biopharmaceutical companies, including the need to obtain adequate additional funding, possible failure of clinical trials, the need to obtain marketing approval for our product candidates, competitors developing new technological innovations, the need to successfully commercialize and gain market acceptance of our products, and protection of proprietary technology. If we do not Property and Equipment, Net Property and equipment are stated at cost, less accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the related assets. The estimated useful life of laboratory equipment, furniture and fixtures, office equipment, and software ranges from two five Impairment of Long-Lived Assets Our long-lived assets are comprised principally of our property and equipment and right-of-use lease assets. We periodically evaluate our long-lived assets for impairment whenever events or changes in business circumstances indicate that the carrying amount of the assets or group of assets may not three March 31, 2023 2022. Deferred Financing Costs Deferred financing costs consist of direct costs and commitment fees directly attributable to the commencement of the equity line agreement with Lincoln Park upon the closing of the merger in July 2022. 24 March 31, 2023, three March 31, 2023. Revenue Recognition Under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers not not March 31, 2023. We may not October 2019, one may March 31, 2023 December 31, 2022, Lease We determine if an arrangement is a lease at inception and if so, we determine whether the lease qualifies as an operating or a finance lease. We previously leased our principal facility under a non-cancelable operating lease agreement with a lease term ended in March 2023. six March 2023. March 31, 2023 December 31, 2022, three March 31, 2023 2022, Research and Development Expenses Research and development costs are expensed as incurred. Research and development expenses are primarily for the development of sotiga, our lead product candidate, as well as APX601 We estimate external research and development expenses based on the services performed, pursuant to contracts with commercial and academic institutions that conduct and manage research and development services on our behalf. We record the costs of research and development activities based upon the estimated amount of services provided but not third not may Nonrefundable advance payments for goods or services to be received in the future for use in research and development activities are capitalized and then expensed as the related goods are delivered or the services are performed. We evaluate such payments for current or long-term classification based on when they will be realized. Transaction Costs Transaction costs consist of direct legal, accounting, filing and other fees and costs directly attributable to our exploration of strategic alternatives. We expense transaction costs in the period in which the costs are incurred and the services are received. Transaction costs were $0.2 million for the three March 31, 2023 Common Stock Warrant We record at fair value freestanding puttable or redeemable warrants, or warrants which are not December 31, 2021. July 2022, March 31, 2023. Public Warrants The public warrants, issued in connection with the BCAC's initial public offering prior to the merger and the private offering transactions completed in July 2022 January 2023, 7 Derivative Warrant Liabilities We account for the private placement warrants (see Note 7 815, Derivative and Hedging may March 31, 2023 December 31, 2022, not three March 31, 2023. Stock-Based Compensation We measure all equity awards granted to employees and non-employees based on the estimated grant date fair value. For awards subject to service-based vesting conditions, we recognize stock-based compensation expense on a straight-line basis over the requisite service period, which is generally the vesting term. For awards subject to performance-based vesting conditions, we recognize stock-based compensation expense using the accelerated attribution method when it is probable that the performance condition will be achieved. We recognize forfeitures as they occur. We use the Black-Scholes option-pricing model to estimate the fair value of equity awards and recognize expense using the straight-line attribution approach. The Black-Scholes option-pricing model requires assumptions to be made related to the expected term of the awards, expected stock priced volatility, risk-free rate for a period that approximates the expected term of the awards and the expected dividend yield. Income Taxes We account for income taxes under the asset and liability method. Under this method, we recognize deferred tax assets and liabilities for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. We measure deferred tax assets and liabilities using enacted tax rates applied to taxable income in the years in which we expect to realize those temporary differences. We recognize the effect on deferred tax assets and liabilities of a change in tax rates as income or loss in the period that includes the enactment date. We establish a valuation allowance, when necessary, to reduce deferred tax assets to the amount we expect to realize. We recognize the financial statement effects of uncertain tax positions when it is more-likely-than- not, no Comprehensive Loss Comprehensive loss includes net loss and certain changes in stockholders’ equity that are excluded from net loss, primarily unrealized gains or losses on our marketable securities. Net Loss per Share We calculate basic net loss per share by dividing the net loss by the weighted-average number of shares of common stock outstanding during the period, without consideration for potentially dilutive securities. Diluted net loss per share is the same as basic net loss per share for each period presented, since the effects of potentially dilutive securities are antidilutive given our net loss. Major Vendor We had a major vendor that accounted for approximately 15.0% and 42.1% of the research and development expenses for the three March 31, 2023 2022, March 31, 2023 December 31, 2022, March 31, 2023 December 31, 2022, not three March 31, 2023 2022. We had additional two three March 31, 2023, not March 31, 2023. | 2. Basis of Presentation We prepare our consolidated financial statements and accompanying notes in accordance with accounting principles generally accepted in the United States of America (“GAAP”). Principles of Consolidation The consolidated financial statements include the accounts of Apexigen and its wholly owned subsidiary. All significant inter-company transactions and balances have been eliminated in consolidation. Emerging Growth Company We are an “emerging growth company,” as defined in Section 2 2012 may not 102 1 not not 1934 not may Use of Estimates The preparation of consolidated financial statements in conformity with 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 consolidated financial statements and the reported amounts expensed during the reporting period. On an ongoing basis, management evaluates its estimates, including those related to accruals for research and development costs, stock-based compensation, uncertain tax positions and fair values of common stock. We adjust such estimates and assumptions when facts and circumstances dictate. Changes in those estimates resulting from continuing changes in the economic environment will be reflected in the consolidated financial statements in future periods. As future events and their effects cannot be determined with precision, actual results could materially differ from those estimates and assumptions. Segment Reporting We have one operating segment, which is the business of researching, developing and commercializing antibody therapeutics for oncology. Our chief operating decision maker, Chief Executive Officer, manages our operations on an aggregated basis for the purposes of allocating resources and evaluating financial performance. Cash and Cash Equivalents We consider all highly liquid investments purchased with original maturities of three Short-Term Investments Short-term investments consist of debt securities with original maturities of greater than three one Fair Value Measurements We apply fair value accounting to all financial assets and liabilities and non-financial assets and liabilities that are recognized or disclosed at fair value in the consolidated financial statements on a recurring basis. The carrying amount of our financial assets and liabilities, including accounts payable and accrued expenses, approximate their fair values due to their short-term maturities. Concentrations of Credit and Other Risks Financial instruments that potentially subject us to a concentration of credit risk consist primarily of cash and cash equivalents and short-term investments. We hold our bank deposits at accredited financial institutions and these deposits may not December 31, 2022 2021, We are subject to a number of risks similar to other early-stage biopharmaceutical companies, including the need to obtain adequate additional funding, possible failure of clinical trials, the need to obtain marketing approval for our product candidates, competitors developing new technological innovations, the need to successfully commercialize and gain market acceptance of our products, and protection of proprietary technology. If we do not Property and Equipment, Net Property and equipment are stated at cost, less accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the related assets. The estimated useful life of laboratory equipment, furniture and fixtures, office equipment, and software ranges from two five Impairment of Long-Lived Assets Our long-lived assets are comprised principally of our property and equipment and right-of-use lease assets. We periodically evaluate our long-lived assets for impairment whenever events or changes in business circumstances indicate that the carrying amount of the assets or group of assets may not December 31, 2022. Deferred Transaction Costs Deferred transaction costs consist of direct legal, accounting, filing and other fees and costs directly attributable to the merger (see Note 3 December 31, 2021. 2021, 2022 3 Deferred Financing Costs Deferred financing costs consist of direct costs and commitment fees directly attributable to the commencement of the equity line of credit from Lincoln Park Capital Fund, LLC upon closing of the Business Combination (see Note 7 24 December 31, 2022, December 31, 2022. Revenue Recognition Under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers not not December 31, 2022. We may not October 2019, one may December 31, 2022 2021, Lease We determine if an arrangement is a lease at inception and if so, we determine whether the lease qualifies as an operating or a finance lease. We include operating lease in operating lease right-of-use (“ROU”) assets and lease liabilities in our consolidated balance sheets. We did not December 31, 2022 2021. not may 12 not We lease our facility under a non-cancelable operating lease agreement and recognize related rent expense on a straight-line basis over the terms of the leases. As an implicit interest rate is not Research and Development Expenses Research and development costs are expensed as incurred. Research and development expenses are primarily for the development of sotiga, our lead product candidate, as well as APX601 We estimate external research and development expenses based on the services performed, pursuant to contracts with commercial and academic institutions that conduct and manage research and development services on our behalf. We record the costs of research and development activities based upon the estimated amount of services provided but not third not may Nonrefundable advance payments for goods or services to be received in the future for use in research and development activities are capitalized and then expensed as the related goods are delivered or the services are performed. We evaluate such payments for current or long-term classification based on when they will be realized. Common Stock Warrant We record at fair value freestanding puttable or redeemable warrants, or warrants which are not December 31, 2021. 3 December 31, 2022. Public Warrants The public warrants, issued in connection with the BCAC's initial public offering prior to the merger and the PIPE transaction completed in July 2022, 8 Derivative Warrant Liabilities We account for the private placement warrants (see Note 8 815, Derivative and Hedging may December 31, 2022, December 31, 2022. Stock-Based Compensation We measure all equity awards granted to employees and non-employees based on the estimated grant date fair value. For awards subject to service-based vesting conditions, we recognize stock-based compensation expense on a straight-line basis over the requisite service period, which is generally the vesting term. For awards subject to performance-based vesting conditions, we recognize stock-based compensation expense using the accelerated attribution method when it is probable that the performance condition will be achieved. We recognize forfeitures as they occur. We use the Black-Scholes option-pricing model to estimate the fair value of equity awards and recognize expense using the straight-line attribution approach. The Black-Scholes option-pricing model requires assumptions to be made related to the expected term of the awards, expected stock priced volatility, risk-free rate for a period that approximates the expected term of the awards and the expected dividend yield. Income Taxes We account for income taxes under the asset and liability method. Under this method, we recognize deferred tax assets and liabilities for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. We measure deferred tax assets and liabilities using enacted tax rates applied to taxable income in the years in which we expect to realize those temporary differences. We recognize the effect on deferred tax assets and liabilities of a change in tax rates as income or loss in the period that includes the enactment date. We establish a valuation allowance, when necessary, to reduce deferred tax assets to the amount we expect to realize. We recognize the financial statement effects of uncertain tax positions when it is more-likely-than- not, no Comprehensive Loss Comprehensive loss includes net loss and certain changes in stockholders’ equity that are excluded from net loss, primarily unrealized gains or losses on our marketable securities. Net Loss per Share We calculate basic net loss per share by dividing the net loss by the weighted-average number of shares of common stock outstanding during the period, without consideration for potentially dilutive securities. Diluted net loss per share is the same as basic net loss per share for each period presented, since the effects of potentially dilutive securities are antidilutive given our net loss. Major Vendor We had a major vendor that accounted for approximately 39.9% and 23.2% of the research and development expenses for the years ended December 31, 2022 2021, December 31, 2022 2021, December 31, 2022 2021, not December 31, 2022 2021. We had an additional vendor in 2021 December 31, 2021. not December 31, 2021. Recently Adopted Accounting Pronouncements In August 2020, No. 2020 06, 470 20 815 40 January 1, 2022. not In October 2020, No. 2020 10, January 1, 2022. not Recent Accounting Pronouncements In June 2016, No. 2016 13, Financial Instruments Credit Losses (Topic 326 January 1, 2023. not |
Note 3 - Merger
Note 3 - Merger | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Notes to Financial Statements | ||
Business Combination Disclosure [Text Block] | 3. Under the Business Combination Agreement, Legacy Apexigen was valued at $205.0 million on a fully diluted basis, net of exercise proceeds for Legacy Apexigen’s pre-closing stock options. On July 29, 2022, Upon the closing of the merger, we amended and restated our certificate of incorporation to, among other things, increase the total number of authorized shares of capital stock to 1,020,000,000 shares, of which 1,000,000,000 shares were designated common stock, $0.0001 par value per share, and of which 20,000,000 shares were designated preferred stock, $0.0001 par value per share. Immediately prior to the closing of the merger, each issued and outstanding share of Legacy Apexigen’s convertible preferred stock, was converted into shares of common stock based on a one one 7 Upon the consummation of the merger, each share of Legacy Apexigen common stock issued and outstanding was canceled and converted into the right to receive 0.102448 shares (the “Exchange Ratio”) of BCAC's common stock (the “Per Share Merger Consideration”). Outstanding stock options, whether vested or unvested, to purchase shares of Legacy Apexigen's common stock granted under the 2010 2020 8 Outstanding warrants to purchase shares of common stock remained outstanding after the closing of the merger. The warrants became exercisable 30 five 2 7 In connection with the merger, certain stockholders exercised their right to redeem certain of their outstanding shares for cash, resulting in the redemption of 4,618,607 shares of common stock for gross redemption payments of $47.2 million. In addition, a number of investors purchased an aggregate of 1,452,000 shares of common stock (the “PIPE Shares”), for a purchase price of $10.00 per share, as applicable, for an aggregate purchase price of $14.5 million pursuant to separate subscription agreements. The PIPE transaction closed simultaneously with the consummation of the merger. In connection with the Business Combination, we incurred direct and incremental costs of approximately $9.2 million related to the equity issuance, consisting primarily of investment banking, legal, accounting, and other professional fees, which we recorded to additional paid-in capital as a reduction of proceeds. The merger is accounted for as a reverse recapitalization in accordance with U.S. GAAP. Under this method of accounting, BCAC was treated as the “acquired” company for financial reporting purposes. Accordingly, for accounting purposes, the merger was treated as the equivalent of Legacy Apexigen issuing stock for the net assets of BCAC, accompanied by a recapitalization. The net assets of BCAC are stated at historical cost, with no Prior to the merger, Legacy Apexigen and BCAC filed separate standalone federal, state, and local income tax returns. As a result of the merger, we will file a consolidated income tax return. Although, for legal purposes, BCAC acquired Legacy Apexigen, and the merger represents a reverse acquisition for federal income tax purposes. BCAC will be the parent of the consolidated group with Legacy Apexigen as a subsidiary, but in the year of the closing of the merger, Legacy Apexigen will file a full-year tax return with BCAC joining in the return the day after the closing date of the merger. Upon closing of the merger, we received gross proceeds of $19.0 million from the merger and PIPE financing, offset by transaction costs of $9.2 million recorded in 2022 Cash - BCAC's trust (net of redemption) $ 4,435 Cash - Private offering 14,520 Less: BCAC's Extension and Working Capital Notes repayment in 2022 (861 ) Proceeds from merger and private offering for the year ended December 31, 2022 18,094 Less: transaction costs paid in 2022 (9,221 ) Net proceeds from merger and private offering for the year ended December 31, 2022 8,873 Less: transaction costs paid in 2021 (11 ) Plus: net assets of BCAC (394 ) Merger and private offering for the year ended December 31, 2022 $ 8,468 The number of shares of common stock issued immediately following the consummation of the merger was: Common stock, outstanding prior to merger 5,061,592 Less: redemption of BCAC shares (4,618,607 ) Common stock of BCAC 442,985 BCAC Sponsor shares 1,190,979 BCAC Representative shares 57,500 Shares issued in private offering 1,452,000 Business combination and private offering shares 3,143,464 Legacy Apexigen shares 18,147,032 Total shares of common stock immediately after merger 21,290,496 Exercise of Legacy Apexigen common stock warrant 4,539 Shares issued to Lincoln Park (Note 6) 150,000 Total shares of common stock on July 29, 2022 21,445,035 The number of Legacy Apexigen's shares was determined as follows: Legacy Apexigen Shares Legacy Apexigen Shares, effected for Exchange Ratio Balance as of December 31, 2020 30,521,693 3,126,980 Recapitalization applied to Convertible Preferred Stock outstanding at December 31, 2020 145,130,628 14,868,374 Exercise of common stock options - 2021 548,972 56,238 Exercise of common stock options - 2022 (pre-Closing) 702,074 71,922 Exercise of common stock restricted awards - 2022 (pre-Closing) 229,556 23,518 Total Legacy Apexigen shares as of July 29, 2022 177,132,923 18,147,032 | 3. On July 29, 2022, Upon the closing of the merger, we amended and restated our certificate of incorporation to, among other things, increase the total number of authorized shares of capital stock to 1,020,000,000 shares, of which 1,000,000,000 shares were designated common stock, $0.0001 par value per share, and of which 20,000,000 shares were designated preferred stock, $0.0001 par value per share. Immediately prior to the closing of the merger, each issued and outstanding share of Legacy Apexigen’s convertible preferred stock, was converted into shares of common stock based on a one one 7 Upon the consummation of the merger, each share of Legacy Apexigen common stock issued and outstanding was canceled and converted into the right to receive 0.102448 shares (the “Exchange Ratio”) of our common stock (the “Per Share Merger Consideration”). Outstanding stock options, whether vested or unvested, to purchase shares of Legacy Apexigen's common stock granted under the 2010 2020 9 Outstanding warrants to purchase shares of common stock remained outstanding after the closing of the merger. The warrants became exercisable 30 five 2 8 In connection with the merger, certain stockholders exercised their right to redeem certain of their outstanding shares for cash, resulting in the redemption of 4,618,607 shares of common stock for gross redemption payments of $47.2 million. In addition, a number of investors purchased an aggregate of 1,452,000 shares of common stock (the “PIPE Shares”), for a purchase price of $10.00 per share, as applicable, for an aggregate purchase price of $14.5 million pursuant to separate subscription agreements. The PIPE transaction closed simultaneously with the consummation of the Business Combination. In connection with the merger, we incurred direct and incremental costs of approximately $9.2 million related to the equity issuance, consisting primarily of investment banking, legal, accounting, and other professional fees, which we recorded to additional paid-in capital as a reduction of proceeds. The merger is accounted for as a reverse recapitalization in accordance with U.S. GAAP. Under this method of accounting, BCAC was treated as the “acquired” company for financial reporting purposes. Accordingly, for accounting purposes, the Business Combination was treated as the equivalent of Legacy Apexigen issuing stock for the net assets of BCAC, accompanied by a recapitalization. The net assets of BCAC are stated at historical cost, with no Prior to the merger, Legacy Apexigen and BCAC filed separate standalone federal, state, and local income tax returns. As a result of the merger, we will file a consolidated income tax return. Although, for legal purposes, BCAC acquired Legacy Apexigen, and the merger represents a reverse acquisition for federal income tax purposes. BCAC will be the parent of the consolidated group with Legacy Apexigen as a subsidiary, but in the year of the closing of the merger, Legacy Apexigen will file a full-year tax return with BCAC joining in the return the day after the closing date of the merger. Upon closing of the merger, we received gross proceeds of $19.0 million from the Business Combination and PIPE financing, offset by transaction costs of $9.2 million recorded in 2022 Cash - BCAC's trust (net of redemption) $ 4,435 Cash - Private offering 14,520 Less: BCAC's Extension and Working Capital Notes repayment in 2022 (861 ) Proceeds from merger and private offering for the year ended December 31, 2022 18,094 Less: transaction costs paid in 2022 (9,221 ) Net proceeds from merger and private offering for the year ended December 31, 2022 8,873 Less: transaction costs paid in 2021 (11 ) Plus: net assets of BCAC (394 ) Merger and private offering for the years ended December 31, 2022 $ 8,468 The number of shares of common stock issued immediately following the Closing Date was: Common stock, outstanding prior to merger 5,061,592 Less: redemption of BCAC shares (4,618,607 ) Common stock of BCAC 442,985 BCAC Sponsor shares 1,190,979 BCAC Representative shares 57,500 Shares issued in private offering 1,452,000 Business combination and private offering shares 3,143,464 Legacy Apexigen shares 18,147,032 Total shares of common stock immediately after merger 21,290,496 Exercise of Legacy Apexigen common stock warrant 4,539 Shares issued to Lincoln Park (Note 7) 150,000 Total shares of common stock on July 29, 2022 21,445,035 The number of Legacy Apexigen's shares was determined as follows: Legacy Apexigen Shares Legacy Apexigen Shares, effected for Exchange Ratio Balance as of December 31, 2020 30,521,693 3,126,980 Recapitalization applied to Convertible Preferred Stock outstanding at December 31, 2020 145,130,628 14,868,374 Exercise of common stock options - 2021 548,972 56,238 Exercise of common stock options - 2022 (pre-Closing) 702,074 71,922 Exercise of common stock restricted awards - 2022 (pre-Closing) 229,556 23,518 Total Legacy Apexigen shares as of July 29, 2022 177,132,923 18,147,032 |
Note 4 - Fair Value Measureme_2
Note 4 - Fair Value Measurement | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Notes to Financial Statements | ||
Fair Value Disclosures [Text Block] | 4. We record financial assets and liabilities at fair value. The accounting guidance for fair value provides a framework for measuring fair value, clarifies the definition of fair value and expands disclosures about fair value measurements. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the reporting date. We categorize assets and liabilities recorded at fair value in the consolidated financial statements based upon the level of judgment associated with the inputs used to measure their fair value. Hierarchical levels are directly related to the amount of subjectivity with the inputs to the valuation of these assets or liabilities as follows: Level 1 Level 2 1 not Level 3 no As of March 31, 2023, three March 31, 2023. 1 December 31, 2022, 1 In certain cases where there is limited activity or less transparency around the inputs to valuation, we classify securities as Level 3. 3 The following tables set forth the financial instruments that we measured at fair value on a recurring basis by level within the fair value hierarchy (in thousands): March 31, 2023 Level 1 Level 2 Level 3 Total Financial assets: Money market funds $ 9,549 $ - $ - $ 9,549 Total $ 9,549 $ - $ - $ 9,549 Financial liability: Derivative warrant liabilities $ - $ - $ 10 $ 10 Total $ - $ - $ 10 $ 10 December 31, 2022 Level 1 Level 2 Level 3 Total Financial assets: Money market funds $ 14,671 $ - $ - $ 14,671 U.S. treasury securities 1,997 - - 1,997 Total $ 16,668 $ - $ - $ 16,668 Financial liability: Preferred stock warrant liability $ - $ - $ 11 $ 11 Total $ - $ - $ 11 $ 11 The derivative warrant liabilities had a fair value of $10,000 and $11,000 as of March 31, 2023 December 31, 2022, zero The following tables summarize the estimated fair value of our marketable securities and the gross unrealized holding gains and losses (in thousands): March 31, 2023 Unrealized Amortized Cost Gains Losses Estimated Fair Value Cash and cash equivalents: Cash $ 3,181 $ - $ - $ 3,181 Money market funds 9,549 - - 9,549 Total cash and cash equivalents $ 12,730 $ - $ - $ 12,730 December 31, 2022 Unrealized Amortized Cost Gains Losses Estimated Fair Value Cash and cash equivalents: Cash $ 131 $ - $ - $ 131 Money market funds 14,671 - - 14,671 Total cash and cash equivalents $ 14,802 $ - $ - $ 14,802 Marketable securities: U.S. treasury securities $ 1,997 $ - $ - $ 1,997 Total marketable securities $ 1,997 $ - $ - $ 1,997 | 4. We record financial assets and liabilities at fair value. The accounting guidance for fair value provides a framework for measuring fair value, clarifies the definition of fair value and expands disclosures about fair value measurements. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the reporting date. We categorize assets and liabilities recorded at fair value in the consolidated financial statements based upon the level of judgment associated with the inputs used to measure their fair value. Hierarchical levels are directly related to the amount of subjectivity with the inputs to the valuation of these assets or liabilities as follows: Level 1 Level 2 1 not Level 3 no As of December 31, 2022, three 1 December 31, 2021, 2 In certain cases where there is limited activity or less transparency around the inputs to valuation, we classify securities as Level 3. 3 The following tables set forth the financial instruments that we measured at fair value on a recurring basis by level within the fair value hierarchy (in thousands): December 31, 2022 Level 1 Level 2 Level 3 Total Financial assets: Money market funds $ 14,671 $ - $ - $ 14,671 U.S. treasury securities 1,997 - - 1,997 Total $ 16,668 $ - $ - $ 16,668 Financial liability: Derivative warrant liabilities $ - $ - $ 11 $ 11 Total $ - $ - $ 11 $ 11 December 31, 2021 Level 1 Level 2 Level 3 Total Financial assets: Money market funds $ 18,526 $ - $ - $ 18,526 Commercial paper - 5,498 - 5,498 Corporate debt securities - 4,512 - 4,512 Government debt securities - 1,503 - 1,503 Asset backed securities - 1,404 - 1,404 Total $ 18,526 $ 12,917 $ - $ 31,443 Financial liability: Preferred stock warrant liability $ - $ - $ 2 $ 2 Total $ - $ - $ 2 $ 2 In 2021, 3 The derivative warrant liabilities had a fair value of $11,000 as of December 31, 2022. zero The preferred stock warrant liability had a fair value of $2,000 as of December 31, 2021. The following tables summarize the estimated fair value of our marketable securities and the gross unrealized holding gains and losses (in thousands): December 31, 2022 Unrealized Amortized Cost Gains Losses Estimated Fair Value Cash and cash equivalents: Cash $ 131 $ - $ - $ 131 Money market funds 14,671 - - 14,671 Total cash and cash equivalents $ 14,802 $ - $ - $ 14,802 Marketable securities: U.S. treasury securities $ 1,997 $ - $ - $ 1,997 Total marketable securities $ 1,997 $ - $ - $ 1,997 December 31, 2021 Unrealized Amortized Cost Gains Losses Estimated Fair Value Cash and cash equivalents: Cash $ 4,917 $ - $ - $ 4,917 Money market funds 18,526 - - 18,526 Total cash and cash equivalents $ 23,443 $ - $ - $ 23,443 Marketable securities: Commercial paper $ 5,498 $ - $ - $ 5,498 Corporate debt securities 4,515 - (3 ) 4,512 Government debt securities 1,503 - - 1,503 Asset backed securities 1,405 - (1 ) 1,404 Total marketable securities $ 12,921 $ - $ (4 ) $ 12,917 |
Note 5 - Balance Sheet Compon_2
Note 5 - Balance Sheet Components | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Notes to Financial Statements | ||
Supplemental Balance Sheet Disclosures [Text Block] | 5. Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consist of the following (in thousands): March 31, 2023 December 31, 2022 Prepaid clinical development expenses $ 1,091 $ 1,128 Prepaid insurance expenses 606 970 Other prepaid expenses and current assets 426 520 Total prepaid expenses and other current assets $ 2,123 $ 2,618 Property and Equipment, Net We moved to a new office in March 2023 not March 31, 2023. three March 31, 2023. three March 31, 2023. March 31, 2023 December 31, 2022 Laboratory equipment $ - $ 909 Furniture and fixtures - 28 Office equipment - 25 Software - 12 Total property and equipment - 974 Less: accumulated depreciation - (824 ) Total property and equipment, net $ - $ 150 Depreciation expense for property and equipment was $17,000 and $28,000 for the three March 31, 2023 2022, Accrued Liabilities Accrued liabilities consist of the following (in thousands): March 31, 2023 December 31, 2022 Accrued clinical trial and manufacturing costs $ 4,201 $ 4,340 Accrued personnel costs 494 497 Other accrued liabilities 799 522 Total accrued liabilities $ 5,494 $ 5,359 | 5. Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consist of the following (in thousands): December 31, 2022 2021 Prepaid clinical development expenses $ 1,128 $ 776 Prepaid insurance expenses 970 56 Deferred financing costs 261 467 Other prepaid expenses and current assets 259 382 Total prepaid expenses and other current assets 2,618 1,681 Property and Equipment, Net Property and equipment, net consists of the following (in thousands): December 31, 2022 2021 Laboratory equipment $ 909 $ 943 Furniture and fixtures 28 28 Office equipment 25 25 Software 12 12 Total property and equipment 974 1,008 Less: accumulated depreciation (824 ) (763 ) Total property and equipment, net $ 150 $ 245 Depreciation expense for property and equipment was $110,000 and $105,000 for the years ended December 31, 2022 2021, Accrued Liabilities Accrued liabilities consist of the following (in thousands): December 31, 2022 2021 Accrued clinical trial and manufacturing costs $ 4,340 $ 6,472 Accrued personnel costs 497 1,172 Other accrued liabilities 522 844 Total accrued liabilities $ 5,359 $ 8,488 |
Note 6 - Lease
Note 6 - Lease | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Lessee, Operating Leases [Text Block] | 6. We lease our principal facility under a non-cancelable operating lease agreement with a lease term ending in March 2023. not December 31, 2022 2021, December 31, 2022 2021, Future minimum lease payments as of December 31, 2022, Operating Leases Year ending December 31, 2023 $ 106 Total undiscounted future lease payments 106 Less: imputed interest - Total lease liabilities $ 106 |
Note 7 - Stockholder's Equity
Note 7 - Stockholder's Equity | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Notes to Financial Statements | ||
Equity [Text Block] | 6. Preferred Stock As discussed in Note 3, Merger July 29, 2022 Prior to the Business Combination, Legacy Apexigen had shares of $0.001 par value Series A- 1, 2, 1:1 1:0.102448, July 29, 2022 (Closing Date) Convertible Preferred Stock Preferred Stock Shares Exchange Ratio Common Stock Shares Series A-1 (pre-combination) 39,196,116 0.102448 4,015,564 Series A-2 (pre-combination) 12,625,343 0.102448 1,293,442 Series B (pre-combination) 14,218,546 0.102448 1,456,662 Series C (pre-combination) 79,090,623 0.102448 8,102,706 Total 145,130,628 14,868,374 As of March 31, 2023, March 31, 2023, Common Stock The holders of common stock are entitled to one may may no At March 31, 2023, Equity awards issued and outstanding 5,172,649 Equity awards available for future grants 1,853,805 Shares available for Employee Stock Purchase Plan 483,801 Common stock warrants 5,824,314 Total common stock reserved for issuance 13,334,569 Private Offerings In March 2022, “2022 3 July 2022, 2022 "2022 “2022 2023 one one one 2022 one six July 29, 2022 five July 29, 2022, In January 2023, "2023 2023, March 31, 2023. "2023 “2023 2023 one one 2023 one six January 30, 2023 July 30, 2028, 2023 2023 2023 2023 Lincoln Park In conjunction with the merger, we entered into an equity line agreement and a registration rights agreement (“RRA”) with Lincoln Park in March 2022, may may not At the closing of the merger, we issued 150,000 shares of common stock to Lincoln Park as an initial fee for its commitment to purchase shares of our common stock under the equity line agreement. On the date that is 90 calendar days after the merger, we were obligated to issue additional commitment shares to Lincoln Park, calculated as the lesser of (i) $1.5 million of shares of common stock at a price per share equal to the arithmetic average of the closing sale price for our common stock during the ten October 2022 December 31, 2022. Subject to the terms of the equity line agreement, we have the right, in our sole discretion, to present Lincoln Park with a purchase notice (a “Regular Purchase Notice”), provided that the closing stock price of the common stock on the Nasdaq is not may not three ten In addition, on any date on which we submit a Regular Purchase Notice for the maximum amount allowed for such a Regular Purchase to Lincoln Park, we also have the right, in our sole discretion, to present Lincoln Park with an accelerated purchase notice (an “Accelerated Purchase Notice”), directing Lincoln Park to purchase an amount of Purchase Shares (an “Accelerated Purchase”), which number of Purchase Shares will not 300% 30% 95% no In September 2022, | 7. Preferred Stock As discussed in Note 3, Business Combination July 29, 2022 Prior to the Business Combination, Legacy Apexigen had shares of $0.001 par value Series A- 1, 2, 1:1 1:0.102448, July 29, 2022 (Closing Date) Convertible Preferred Stock Preferred Stock Shares Exchange Ratio Common Stock Shares Series A-1 (pre-combination) 39,196,116 0.102448 4,015,564 Series A-2 (pre-combination) 12,625,343 0.102448 1,293,442 Series B (pre-combination) 14,218,546 0.102448 1,456,662 Series C (pre-combination) 79,090,623 0.102448 8,102,706 Total 145,130,628 14,868,374 As of December 31, 2022, December 31, 2022, Common Stock The holders of common stock are entitled to one may may no At December 31, 2022, Equity awards issued and outstanding 4,839,554 Equity awards available for future grants 1,065,423 Shares available for Employee Stock Purchase Plan 257,341 Common stock warrants 3,728,821 Total common stock reserved for issuance 9,891,139 Lincoln Park In conjunction with the Business Combination (see Note 1 March 2022, may may not On the date of Closing, we issued 150,000 shares of common stock to Lincoln Park as an initial fee for its commitment to purchase shares of our common stock under the Lincoln Park Purchase Agreement. On the date that is 90 calendar days after the date of Closing, we were obligated to issue to Lincoln Park the lesser of (i) $1.5 million of shares of common stock at a price per share equal to the arithmetic average of the closing sale price for our common stock during the ten October 2022 December 31, 2022. Subject to the terms of the Lincoln Park Purchase Agreement, we have the right, in our sole discretion, to present Lincoln Park with a purchase notice (a “Regular Purchase Notice”), provided that the closing stock price of the common stock on the Nasdaq is not may not three ten In addition, on any date on which we submit a Regular Purchase Notice for the maximum amount allowed for such a Regular Purchase to Lincoln Park, we also have the right, in our sole discretion, to present Lincoln Park with an accelerated purchase notice (an “Accelerated Purchase Notice”), directing Lincoln Park to purchase an amount of Purchase Shares (an “Accelerated Purchase”), which number of Purchase Shares will not 300% 30% 95% no In September 2022, |
Note 8 - Public and Private War
Note 8 - Public and Private Warrants | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Notes to Financial Statements | ||
Warrants [Text Block] | 7. Prior to the merger, BCAC issued 2,875,000 shares of public warrants and 123,500 shares of private warrants in connection with BCAC's initial public offering. In connection with the closing of the 2022 2023 July 29, 2022 January 30, 2023, 6 March 31, 2023, August 28, 2022, 30 July 29, 2022, fifth July 29, 2022, six January 30, 2023, July 30, 2028, We may ● in whole or in part; ● at a price of $0.01 per warrant; ● upon a minimum of 30 days’ prior written notice of redemption; and ● if, and only if, the last reported closing price of the ordinary shares equals or exceeds $18.00 per share for any 20 trading days within a 30-trading day period on the third If we call the public warrants for redemption, management will have the option to require all holders that wish to exercise the public warrants to do so on a “cashless basis,” as described in the warrant agreement. The private placement warrants are identical to the public warrants, except that none The exercise price and number of shares of common stock issuable upon exercise of the warrants may not In connection with the 2022 2023 6 July 29, 2022 January 30, 2023, 2022 2023 December 31, 2022 three March 31, 2023. 2022 2023 December 31, 2022 three March 31, 2023. July 29, 2022 January 30, 2023 Expected term (years) 5.00 5.00 Expected volatility 87.90 % 82.40 % Risk-free interest rate 2.70 % 3.60 % Expected dividend 0.00 % 0.00 % The assumptions used to determine the fair value of the public warrants are as follows: ● Expected volatility: Because our stock is recently traded in an active market, we calculate volatility by using the historical volatilities of the common stock of comparable publicly traded companies. The historical volatility data was computed using the daily closing prices for the selected companies’ shares during the equivalent period of the calculated expected term of the public warrants. ● Risk-free interest rate: we base the risk-free interest rate from the U.S. Treasury yield curve in effect at the measurement date with maturities approximately equal to the expected term. ● Expected term: we determine the expected life of public warrants over the period when the share public warrants are vested and ending on the date when the share public warrants would expire. ● Expected dividend yield: we have never paid cash dividends on its common stock and do not | 8. Prior to the merger, BCAC issued 2,875,000 shares of public warrants and 123,500 shares of private warrants in connection with the BCAC's initial public offering. In connection with the PIPE transaction closed on July 29, 2022 ( 1 December 31, 2022, August 28, 2022, 30 3 fifth We may ● in whole or in part; ● at a price of $0.01 per warrant; ● upon a minimum of 30 days’ prior written notice of redemption; and ● if, and only if, the last reported closing price of the ordinary shares equals or exceeds $18.00 per share for any 20 trading days within a 30-trading day period on the third If we call the public warrants for redemption, management will have the option to require all holders that wish to exercise the public warrants to do so on a “cashless basis,” as described in the warrant agreement. The private placement warrants are identical to the public warrants, except that none The exercise price and number of shares of common stock issuable upon exercise of the warrants may not |
Note 9 - Equity Plans and Relat
Note 9 - Equity Plans and Related Equity Activities | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Notes to Financial Statements | ||
Share-Based Payment Arrangement [Text Block] | 8. Equity Incentive Plans In December 2010, 2010 2010 2020. August 2020, 2020 2022 2022 2020 2010 2010 No 2020 2022 2022 Initially, the maximum number of shares of common stock reserved for issuance under the 2022 may 2022 2010 2020 March 31, 2023, 2022 January 1 January 1, 2023 January 1, 2032, 1 2 3 2022 January 1, 2023, 2022 The Board determines the period over which options become exercisable and options generally vest over a four No ten 10% not five not 100% 10% not 110% In February 2021, ten 718, Stock Compensation one 2021. 2021, 2021. No March 31, 2023. March 31, 2023 In September 2022, three March 31, 2023. March 31, 2023 In October 2022, December 2022 June 2023. December 15, 2022, three March 31, 2023 three March 31, 2023 three March 31, 2023. March 31, 2023 In March 2023, three March 31, 2023. March 31, 2023 Equity Plans' Activities There were no options granted during the three March 31, 2023. three March 31, 2022, three March 31, 2022, three March 31, 2022 three March 31, 2023 2022, three March 31, 2023. three March 31, 2022, Equity Stock Purchase Plan In August 2022, 2022 As of March 31, 2023, January 1 January 1, 2023 January 1, 2032, 1 1.0% 2 536,126 may 1 2 January 1, 2023, The initial offering period commenced in November 2022. March 31, 2023, three March 31, 2023. March 31, 2023, March 31, 2023, Stock-Based Compensation Stock-based compensation is included in the consolidated statements of operations and comprehensive loss in research and development and general and administrative expense depending on the nature of the services provided. The following table illustrates stock-based compensation expense related to stock options granted under the Plans recognized for the three March 31, 2023 2022 Three Months Ended March 31, 2023 2022 Research and development $ 97 $ 119 General and administrative 390 302 Total stock-based compensation $ 487 $ 421 As of March 31, 2023, | 9. Equity Incentive Plans In December 2010, 2010 2010 2020. August 2020, 2020 3 2022 2022 2020 2010 2010 No 2020 2022 2022 Initially, the maximum number of shares of common stock that we may 2022 may 2022 2010 2020 December 31, 2022, 2022 January 1 January 1, 2023 January 1, 2032, 1 2 3 2022 The Board determines the period over which options become exercisable and options generally vest over a four No ten 10% not five not 100% 10% not 110% In February 2021, ten 718, Stock Compensation one 2021. December 31, 2021, December 31, 2021. No December 31, 2022. December 31, 2022 In July 2022, two December 31, 2022. In September 2022, December 31, 2022. In October 2022, December 2022 June 2023. December 31, 2022. 2022, Equity Stock Purchase Plan In August 2022, 2022 The ESPP authorizes the issuance of 257,341 shares of common stock under purchase rights granted to our eligible employees or to eligible employees of any of our designated affiliates. The number of shares of common stock reserved for issuance will automatically increase on January 1 January 1, 2023 January 1, 2032, 1 1.0% 2 536,126 may 1 2 The initial offering period commenced in November 2022. December 31, 2022, December 31, 2022. December 31, 2022, December 31, 2022, Stock-Based Compensation Stock-based compensation is included in the consolidated statements of operations and comprehensive loss in research and development and general and administrative expense depending on the nature of the services provided. The following table illustrates stock-based compensation expense related to equity awards granted under the Plans and ESPP recognized for years ended December 31, 2022 2021 Year Ended December 31, 2022 2021 Research and development $ 583 $ 292 General and administrative 1,300 851 Total stock-based compensation $ 1,883 $ 1,143 As of December 31, 2022, Summary of Assumptions for Stock Options and ESPP In determining the fair value of the stock options granted and ESPP, we used the Black-Scholes option-pricing model and the following assumptions: Year Ended December 31, 2022 2021 Option Grants: Expected term (years) 5.00 - 6.06 5.62 - 10.00 Expected volatility 71% - 86% 88% Risk-free interest rate 0.53% - 4.07% 0.60% - 1.20% Expected dividend 0% 0% ESPP: Expected term (years) 0.50 - 2.00 Expected volatility 83% - 93% Risk-free interest rate 4.37% - 4.60% Expected dividend 0% The assumptions used to determine the fair value of the equity awards are as follows: ● Expected volatility: Because our stock is recently traded in an active market, we calculate volatility by using the historical volatilities of the common stock of comparable publicly traded companies. The historical volatility data was computed using the daily closing prices for the selected companies’ shares during the equivalent period of the calculated expected term of the equity awards. ● Risk-free interest rate: we base the risk-free interest rate from the U.S. Treasury yield curve in effect at the measurement date with maturities approximately equal to the expected term. ● Expected term: we determine the expected life of awards granted using the “simplified” method. Under this approach, we presume the expected term to be the mid-point between the weighted-average vesting term and the contractual term of the option. The simplified method makes the assumption that the award recipient will exercise share options evenly over the period when the share options are vested and ending on the date when the share options would expire. ● Expected dividend yield: we have never paid cash dividends on its common stock and do not Equity Plans' Activities The following table summarizes the activities under the Plans (in thousands, except share and per share amounts): Awards Available to Grant Number of Awards Outstanding Weighted Average Exercise Price Weighted Average Remaining Contractual Terms (Years) Aggregate Intrinsic Value Outstanding at December 31, 2021 888,435 3,536,715 $ 2.71 Shares authorized added to 2022 Plan 2,573,405 Shares not returned to plan (913,842 ) Options Granted (2,097,010 ) 2,097,010 $ 3.18 Options Exercised - (75,550 ) $ 1.45 Options Cancelled 839,156 (839,156 ) $ 2.43 Restricted stock awards granted (23,518 ) 23,518 $ - Restricted stock awards vested - (23,518 ) $ - Restricted stock units granted (243,618 ) 243,618 $ - Restricted stock units vested - (80,668 ) $ - Restricted stock units forfeited 42,415 (42,415 ) $ - Outstanding at December 31, 2022 1,065,423 4,839,554 $ 2.91 6.66 $ 82 Vested and exercisable at December 31, 2022 2,685,009 $ 2.75 4.41 $ - Vested and expected to vest at December 31, 2022 4,824,187 $ 2.91 6.65 $ 82 The weighted average grant date fair value of options granted during 2022 2021 The following table summarizes information about our outstanding options as of December 31, 2022 December 31, 2022: Awards Outstanding Awards Exercisable Range of Exercise Price Number of Awards Weighted-Average Remaining Contractual Term (Years) Weighted Average Exercise Price per Share Number of Awards Weighted-Average Remaining Contractual Term (Years) Weighted Average Exercise Price per Share $1.27 to $2.65 3,103,997 6.12 $ 2.08 1,692,935 3.09 $ 1.68 $3.03 to $4.79 1,384,481 7.55 $ 4.38 820,036 6.72 $ 4.13 $6.54 to $7.62 230,541 6.83 $ 6.84 172,038 6.40 $ 6.69 4,719,019 6.58 $ 2.99 2,685,009 4.41 $ 2.75 |
Note 10 - Commitments and Conti
Note 10 - Commitments and Contingencies | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Notes to Financial Statements | ||
Commitments and Contingencies Disclosure [Text Block] | 9. Indemnification As permitted under Delaware law and in accordance with our bylaws, we have agreed to indemnify our officers and directors for certain events or occurrences, subject to certain limits, while the officer or director is or was serving at our request in such capacity. The term of the indemnification period is equal to the officer’s or director’s lifetime. The maximum amount of potential future indemnification is unlimited. However, we currently hold director and officer liability insurance, which limits our exposure and may not We have certain agreements with service providers and other parties with which we do business that contain indemnification provisions pursuant to which we have agreed to indemnify the party against certain types of third not March 31, 2023, no March 31, 2023. March 31, 2023, not not March 31, 2023. Clinical Collaborations We have entered into a number of collaboration arrangements for the clinical development of sotiga with companies and academic and non-profit institutions. These arrangements specify whether we or the collaborator bears the cost of the clinical trials, and in the case of combination therapies, typically the collaborators provide the supply of such drug products while we supply sotiga. Our applicable share of the costs of these clinical collaborations are reflected as research and development expenses. Upon achievement of certain regulatory and clinical milestones related to the development of sotiga in pancreatic cancer, we will be obligated to pay an aggregate of up to $9.5 million in cash and shares of common stock. Because we are not none March 31, 2023, no Other No not | 10. Indemnification As permitted under Delaware law and in accordance with our bylaws, we have agreed to indemnify our officers and directors for certain events or occurrences, subject to certain limits, while the officer or director is or was serving at our request in such capacity. The term of the indemnification period is equal to the officer’s or director’s lifetime. The maximum amount of potential future indemnification is unlimited. However, we currently hold director and officer liability insurance, which limits our exposure and may not We have certain agreements with service providers and other parties with which we do business that contain indemnification provisions pursuant to which we have agreed to indemnify the party against certain types of third not December 31, 2022, no December 31, 2022. December 31, 2022, not not December 31, 2022. Clinical Collaborations We have entered into a number of collaboration arrangements for the clinical development of sotigalimab with companies and academic and non-profit institutions. These arrangements specify whether we or the collaborator bears the cost of the clinical trials, and in the case of combination therapies, typically the collaborators provide the supply of such drug products while we supply sotigalimab. Our applicable share of the costs of these clinical collaborations are reflected as research and development expenses. Upon achievement of certain regulatory and clinical milestones related to the development of sotigalimab in pancreatic cancer, we will be obligated to pay an aggregate of up to $9.5 million in cash and shares of common stock. Because we are not none December 31, 2022, no Other No not |
Note 11 - Income Taxes
Note 11 - Income Taxes | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Notes to Financial Statements | ||
Income Tax Disclosure [Text Block] | 10. The effective tax rate for the three March 31, 2023 2022 | 11. We recorded no provision for income taxes for the years ended December 31, 2022 2021 The effective tax rate of the provision for income taxes differs from the federal statutory rate as follows: Year Ended December 31, 2022 2021 Federal statutory income tax rate 21.0 % 21.0 % Permanent differences 0.8 % -0.3 % Other credit 2.3 % 3.2 % Other -0.7 % -0.3 % Change in valuation allowance -23.4 % -23.6 % 0.0 % 0.0 % The components of deferred tax assets and liabilities are as follows (in thousands): Year Ended December 31, 2022 2021 Deferred tax assets: Net operating loss carry forwards $ 33,333 $ 27,217 Tax credits 4,702 3,964 Section 174 R&D Capitalization 4,274 - Depreciation and amortization 90 - Stock-based compensation 666 - Other reserves and accruals 1,462 1,334 Gross deferred tax assets 44,527 32,515 Deferred tax liabilities: Depreciation and amortization - (24 ) Right-of-use assets (21 ) (101 ) Gross deferred tax liabilities (21 ) (125 ) Valuation allowance (44,506 ) (32,390 ) Net deferred tax assets - - Realization of the deferred tax assets depends upon future taxable income. Since the amount and timing of future income are uncertain, the net deferred tax assets as of December 31, 2022 2021 December 31, 2022 2021, As of December 31, 2022, December 31, 2017 2033. March 27, 2020, 100% 2021. 2018, 2019 2020 five not December 31, 2022, 2035. December 31, 2022. 2030, no 2020 2021. December 31, 2022, 2041. may 1986, may We elected to recognize, if incurred, interest and penalties related to liabilities for uncertain tax positions as a part of income tax expense. We have incurred no We determine our uncertain tax positions based on whether and how much of a tax benefit taken by us in its tax filings is more likely than not A reconciliation of the beginning and ending amounts of unrecognized tax benefits is as follows (in thousands): Year Ended December 31, 2022 2021 Gross unrecognized tax benefit at January 1 $ 1,598 $ 1,181 Additions for tax provision taken in the current year 405 417 Gross unrecognized tax benefit at December 31 $ 2,003 $ 1,598 We do not 12 |
Note 12 - Net Loss Per Share
Note 12 - Net Loss Per Share | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Notes to Financial Statements | ||
Earnings Per Share [Text Block] | 11. The following outstanding potentially dilutive common stock equivalents have been excluded from the calculation of diluted net loss per share for the periods presented due to their anti-dilutive effect: As of March 31, 2023 2022 Stock options 5,172,649 3,447,426 Common stock warrants 5,824,314 13,361 Total common stock reserved for issuance 10,996,963 3,460,787 | 12. The following outstanding potentially dilutive common stock equivalents have been excluded from the calculation of diluted net loss per share for the periods presented due to their anti-dilutive effect: December 31, 2022 2021 Equity awards 4,839,554 3,536,780 Common stock warrants 3,728,821 13,361 Total anti-dilutive securities 8,568,375 3,550,141 |
Note 13 - 401(k) Plan
Note 13 - 401(k) Plan | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Retirement Benefits [Text Block] | 13. 401 We have a 401 401 December 31, 2022 2021, |
Note 14 - Subsequent Events
Note 14 - Subsequent Events | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Notes to Financial Statements | ||
Subsequent Events [Text Block] | 12. On April 11, 2023, not 5450 1 30 no In accordance with Nasdaq Listing Rule 5810 3 180 not may second 180 not may We can achieve compliance with the minimum bid price requirement if, during either compliance period, the closing bid price per share of our stock is at least $1.00 ten We intend to monitor the closing bid price of our stock and assess potential actions to regain compliance, but there can be no 180 second 180 | 14. On January 23, 2023, six five one We also entered into a letter agreement (the “Engagement Agreement”) with the Placement Agent, pursuant to which the Placement Agent agreed to serve as the exclusive placement agent for us in connection with the Private Placement. We agreed to pay the Placement Agent a cash fee equal to 7% of the gross proceeds from the sale of the shares and accompanying Warrants in the Private Placement. The Placement Agent received warrants to purchase up to 99,785 shares of Common Stock (the “Placement Agent Warrants”) on substantially the same terms as the Warrants, except that the Placement Agent Warrants have an exercise price equal to 125% of the price paid by investors in the Private Placement, or $1.75 per share of Common Stock. On January 30, 2023, |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Accounting Policies [Abstract] | ||
Unaudited Interim Financial Statements [Policy Text Block] | Unaudited Interim Financial Information The unaudited interim consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States ("GAAP"), and in our opinion, include all adjustments of a normal recurring nature necessary for fair financial statement presentation. Interim results are not December 31, 2023. These unaudited interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements for the year ended December 31, 2022 10 As a result of the merger in 2022, 1:0.102448 | |
Consolidation, Policy [Policy Text Block] | Principles of Consolidation The unaudited condensed consolidated financial statements include the accounts of Apexigen and its wholly owned subsidiary. All significant inter-company transactions and balances have been eliminated in consolidation. | Principles of Consolidation The consolidated financial statements include the accounts of Apexigen and its wholly owned subsidiary. All significant inter-company transactions and balances have been eliminated in consolidation. |
Emerging Growth Company [Policy Text Block] | Emerging Growth Company We are an “emerging growth company,” as defined in Section 2 2012 may not 102 1 not not 1934 not may | Emerging Growth Company We are an “emerging growth company,” as defined in Section 2 2012 may not 102 1 not not 1934 not may |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates The preparation of consolidated financial statements in conformity with 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 consolidated financial statements and the reported amounts expensed during the reporting period. On an ongoing basis, management evaluates its estimates, including those related to accruals for research and development costs, stock-based compensation, uncertain tax positions and fair values of common stock. We adjust such estimates and assumptions when facts and circumstances dictate. Changes in those estimates resulting from continuing changes in the economic environment will be reflected in the consolidated financial statements in future periods. As future events and their effects cannot be determined with precision, actual results could materially differ from those estimates and assumptions. | Use of Estimates The preparation of consolidated financial statements in conformity with 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 consolidated financial statements and the reported amounts expensed during the reporting period. On an ongoing basis, management evaluates its estimates, including those related to accruals for research and development costs, stock-based compensation, uncertain tax positions and fair values of common stock. We adjust such estimates and assumptions when facts and circumstances dictate. Changes in those estimates resulting from continuing changes in the economic environment will be reflected in the consolidated financial statements in future periods. As future events and their effects cannot be determined with precision, actual results could materially differ from those estimates and assumptions. |
Segment Reporting, Policy [Policy Text Block] | Segment Reporting We have one operating segment, which is the business of researching, developing and commercializing antibody therapeutics for oncology. Our chief operating decision maker, our Chief Executive Officer, manages our operations on an aggregated basis for the purposes of allocating resources and evaluating financial performance. | Segment Reporting We have one operating segment, which is the business of researching, developing and commercializing antibody therapeutics for oncology. Our chief operating decision maker, Chief Executive Officer, manages our operations on an aggregated basis for the purposes of allocating resources and evaluating financial performance. |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents We consider all highly liquid investments purchased with original maturities of three | Cash and Cash Equivalents We consider all highly liquid investments purchased with original maturities of three |
Investment, Policy [Policy Text Block] | Short-Term Investments Short-term investments consist of U.S. treasury securities with original maturities of greater than three one | Short-Term Investments Short-term investments consist of debt securities with original maturities of greater than three one |
Fair Value Measurement, Policy [Policy Text Block] | Fair Value Measurements We apply fair value accounting to all financial assets and liabilities and non-financial assets and liabilities that are recognized or disclosed at fair value in the consolidated financial statements on a recurring basis. The carrying amount of our financial assets and liabilities, including accounts payable and accrued expenses, approximate their fair values due to their short-term maturities. | Fair Value Measurements We apply fair value accounting to all financial assets and liabilities and non-financial assets and liabilities that are recognized or disclosed at fair value in the consolidated financial statements on a recurring basis. The carrying amount of our financial assets and liabilities, including accounts payable and accrued expenses, approximate their fair values due to their short-term maturities. |
Concentration Risk, Credit Risk, Policy [Policy Text Block] | Concentrations of Credit and Other Risks Financial instruments that potentially expose the Company to concentrations of credit risk consist principally of cash and cash equivalents on deposit with financial institutions, the balance of which frequently exceed federally insured limits. On March 10, 2023, may not March 31, 2023, We are subject to a number of risks similar to other early-stage biopharmaceutical companies, including the need to obtain adequate additional funding, possible failure of clinical trials, the need to obtain marketing approval for our product candidates, competitors developing new technological innovations, the need to successfully commercialize and gain market acceptance of our products, and protection of proprietary technology. If we do not | Concentrations of Credit and Other Risks Financial instruments that potentially subject us to a concentration of credit risk consist primarily of cash and cash equivalents and short-term investments. We hold our bank deposits at accredited financial institutions and these deposits may not December 31, 2022 2021, We are subject to a number of risks similar to other early-stage biopharmaceutical companies, including the need to obtain adequate additional funding, possible failure of clinical trials, the need to obtain marketing approval for our product candidates, competitors developing new technological innovations, the need to successfully commercialize and gain market acceptance of our products, and protection of proprietary technology. If we do not |
Property, Plant and Equipment, Policy [Policy Text Block] | Property and Equipment, Net Property and equipment are stated at cost, less accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the related assets. The estimated useful life of laboratory equipment, furniture and fixtures, office equipment, and software ranges from two five | Property and Equipment, Net Property and equipment are stated at cost, less accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the related assets. The estimated useful life of laboratory equipment, furniture and fixtures, office equipment, and software ranges from two five |
Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block] | Impairment of Long-Lived Assets Our long-lived assets are comprised principally of our property and equipment and right-of-use lease assets. We periodically evaluate our long-lived assets for impairment whenever events or changes in business circumstances indicate that the carrying amount of the assets or group of assets may not three March 31, 2023 2022. | Impairment of Long-Lived Assets Our long-lived assets are comprised principally of our property and equipment and right-of-use lease assets. We periodically evaluate our long-lived assets for impairment whenever events or changes in business circumstances indicate that the carrying amount of the assets or group of assets may not December 31, 2022. |
Deferred Charges, Policy [Policy Text Block] | Deferred Financing Costs Deferred financing costs consist of direct costs and commitment fees directly attributable to the commencement of the equity line agreement with Lincoln Park upon the closing of the merger in July 2022. 24 March 31, 2023, three March 31, 2023. | Deferred Transaction Costs Deferred transaction costs consist of direct legal, accounting, filing and other fees and costs directly attributable to the merger (see Note 3 December 31, 2021. 2021, 2022 3 Deferred Financing Costs Deferred financing costs consist of direct costs and commitment fees directly attributable to the commencement of the equity line of credit from Lincoln Park Capital Fund, LLC upon closing of the Business Combination (see Note 7 24 December 31, 2022, December 31, 2022. |
Revenue from Contract with Customer [Policy Text Block] | Revenue Recognition Under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers not not March 31, 2023. We may not October 2019, one may March 31, 2023 December 31, 2022, | Revenue Recognition Under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers not not December 31, 2022. We may not October 2019, one may December 31, 2022 2021, |
Lessee, Leases [Policy Text Block] | Lease We determine if an arrangement is a lease at inception and if so, we determine whether the lease qualifies as an operating or a finance lease. We previously leased our principal facility under a non-cancelable operating lease agreement with a lease term ended in March 2023. six March 2023. March 31, 2023 December 31, 2022, three March 31, 2023 2022, | Lease We determine if an arrangement is a lease at inception and if so, we determine whether the lease qualifies as an operating or a finance lease. We include operating lease in operating lease right-of-use (“ROU”) assets and lease liabilities in our consolidated balance sheets. We did not December 31, 2022 2021. not may 12 not We lease our facility under a non-cancelable operating lease agreement and recognize related rent expense on a straight-line basis over the terms of the leases. As an implicit interest rate is not |
Research and Development Expense, Policy [Policy Text Block] | Research and Development Expenses Research and development costs are expensed as incurred. Research and development expenses are primarily for the development of sotiga, our lead product candidate, as well as APX601 We estimate external research and development expenses based on the services performed, pursuant to contracts with commercial and academic institutions that conduct and manage research and development services on our behalf. We record the costs of research and development activities based upon the estimated amount of services provided but not third not may Nonrefundable advance payments for goods or services to be received in the future for use in research and development activities are capitalized and then expensed as the related goods are delivered or the services are performed. We evaluate such payments for current or long-term classification based on when they will be realized. | Research and Development Expenses Research and development costs are expensed as incurred. Research and development expenses are primarily for the development of sotiga, our lead product candidate, as well as APX601 We estimate external research and development expenses based on the services performed, pursuant to contracts with commercial and academic institutions that conduct and manage research and development services on our behalf. We record the costs of research and development activities based upon the estimated amount of services provided but not third not may Nonrefundable advance payments for goods or services to be received in the future for use in research and development activities are capitalized and then expensed as the related goods are delivered or the services are performed. We evaluate such payments for current or long-term classification based on when they will be realized. |
Transaction Costs [Policy Text Block] | Transaction Costs Transaction costs consist of direct legal, accounting, filing and other fees and costs directly attributable to our exploration of strategic alternatives. We expense transaction costs in the period in which the costs are incurred and the services are received. Transaction costs were $0.2 million for the three March 31, 2023 | |
Stockholders' Equity, Policy [Policy Text Block] | Common Stock Warrant We record at fair value freestanding puttable or redeemable warrants, or warrants which are not December 31, 2021. July 2022, March 31, 2023. Public Warrants The public warrants, issued in connection with the BCAC's initial public offering prior to the merger and the private offering transactions completed in July 2022 January 2023, 7 | Common Stock Warrant We record at fair value freestanding puttable or redeemable warrants, or warrants which are not December 31, 2021. 3 December 31, 2022. Public Warrants The public warrants, issued in connection with the BCAC's initial public offering prior to the merger and the PIPE transaction completed in July 2022, 8 |
Derivatives, Policy [Policy Text Block] | Derivative Warrant Liabilities We account for the private placement warrants (see Note 7 815, Derivative and Hedging may March 31, 2023 December 31, 2022, not three March 31, 2023. | Derivative Warrant Liabilities We account for the private placement warrants (see Note 8 815, Derivative and Hedging may December 31, 2022, December 31, 2022. |
Share-Based Payment Arrangement [Policy Text Block] | Stock-Based Compensation We measure all equity awards granted to employees and non-employees based on the estimated grant date fair value. For awards subject to service-based vesting conditions, we recognize stock-based compensation expense on a straight-line basis over the requisite service period, which is generally the vesting term. For awards subject to performance-based vesting conditions, we recognize stock-based compensation expense using the accelerated attribution method when it is probable that the performance condition will be achieved. We recognize forfeitures as they occur. We use the Black-Scholes option-pricing model to estimate the fair value of equity awards and recognize expense using the straight-line attribution approach. The Black-Scholes option-pricing model requires assumptions to be made related to the expected term of the awards, expected stock priced volatility, risk-free rate for a period that approximates the expected term of the awards and the expected dividend yield. | Stock-Based Compensation We measure all equity awards granted to employees and non-employees based on the estimated grant date fair value. For awards subject to service-based vesting conditions, we recognize stock-based compensation expense on a straight-line basis over the requisite service period, which is generally the vesting term. For awards subject to performance-based vesting conditions, we recognize stock-based compensation expense using the accelerated attribution method when it is probable that the performance condition will be achieved. We recognize forfeitures as they occur. We use the Black-Scholes option-pricing model to estimate the fair value of equity awards and recognize expense using the straight-line attribution approach. The Black-Scholes option-pricing model requires assumptions to be made related to the expected term of the awards, expected stock priced volatility, risk-free rate for a period that approximates the expected term of the awards and the expected dividend yield. |
Income Tax, Policy [Policy Text Block] | Income Taxes We account for income taxes under the asset and liability method. Under this method, we recognize deferred tax assets and liabilities for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. We measure deferred tax assets and liabilities using enacted tax rates applied to taxable income in the years in which we expect to realize those temporary differences. We recognize the effect on deferred tax assets and liabilities of a change in tax rates as income or loss in the period that includes the enactment date. We establish a valuation allowance, when necessary, to reduce deferred tax assets to the amount we expect to realize. We recognize the financial statement effects of uncertain tax positions when it is more-likely-than- not, no | Income Taxes We account for income taxes under the asset and liability method. Under this method, we recognize deferred tax assets and liabilities for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. We measure deferred tax assets and liabilities using enacted tax rates applied to taxable income in the years in which we expect to realize those temporary differences. We recognize the effect on deferred tax assets and liabilities of a change in tax rates as income or loss in the period that includes the enactment date. We establish a valuation allowance, when necessary, to reduce deferred tax assets to the amount we expect to realize. We recognize the financial statement effects of uncertain tax positions when it is more-likely-than- not, no |
Comprehensive Income, Policy [Policy Text Block] | Comprehensive Loss Comprehensive loss includes net loss and certain changes in stockholders’ equity that are excluded from net loss, primarily unrealized gains or losses on our marketable securities. | Comprehensive Loss Comprehensive loss includes net loss and certain changes in stockholders’ equity that are excluded from net loss, primarily unrealized gains or losses on our marketable securities. |
Earnings Per Share, Policy [Policy Text Block] | Net Loss per Share We calculate basic net loss per share by dividing the net loss by the weighted-average number of shares of common stock outstanding during the period, without consideration for potentially dilutive securities. Diluted net loss per share is the same as basic net loss per share for each period presented, since the effects of potentially dilutive securities are antidilutive given our net loss. | Net Loss per Share We calculate basic net loss per share by dividing the net loss by the weighted-average number of shares of common stock outstanding during the period, without consideration for potentially dilutive securities. Diluted net loss per share is the same as basic net loss per share for each period presented, since the effects of potentially dilutive securities are antidilutive given our net loss. |
Major Vendor [Policy Text Block] | Major Vendor We had a major vendor that accounted for approximately 15.0% and 42.1% of the research and development expenses for the three March 31, 2023 2022, March 31, 2023 December 31, 2022, March 31, 2023 December 31, 2022, not three March 31, 2023 2022. We had additional two three March 31, 2023, not March 31, 2023. | Major Vendor We had a major vendor that accounted for approximately 39.9% and 23.2% of the research and development expenses for the years ended December 31, 2022 2021, December 31, 2022 2021, December 31, 2022 2021, not December 31, 2022 2021. We had an additional vendor in 2021 December 31, 2021. not December 31, 2021. |
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation We prepare our consolidated financial statements and accompanying notes in accordance with accounting principles generally accepted in the United States of America (“GAAP”). | |
New Accounting Pronouncements, Policy [Policy Text Block] | Recently Adopted Accounting Pronouncements In August 2020, No. 2020 06, 470 20 815 40 January 1, 2022. not In October 2020, No. 2020 10, January 1, 2022. not Recent Accounting Pronouncements In June 2016, No. 2016 13, Financial Instruments Credit Losses (Topic 326 January 1, 2023. not |
Note 3 - Merger (10Q) (Tables)
Note 3 - Merger (10Q) (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Notes Tables | ||
Schedule of Business Acquisitions, by Acquisition [Table Text Block] | Cash - BCAC's trust (net of redemption) $ 4,435 Cash - Private offering 14,520 Less: BCAC's Extension and Working Capital Notes repayment in 2022 (861 ) Proceeds from merger and private offering for the year ended December 31, 2022 18,094 Less: transaction costs paid in 2022 (9,221 ) Net proceeds from merger and private offering for the year ended December 31, 2022 8,873 Less: transaction costs paid in 2021 (11 ) Plus: net assets of BCAC (394 ) Merger and private offering for the year ended December 31, 2022 $ 8,468 Common stock, outstanding prior to merger 5,061,592 Less: redemption of BCAC shares (4,618,607 ) Common stock of BCAC 442,985 BCAC Sponsor shares 1,190,979 BCAC Representative shares 57,500 Shares issued in private offering 1,452,000 Business combination and private offering shares 3,143,464 Legacy Apexigen shares 18,147,032 Total shares of common stock immediately after merger 21,290,496 Exercise of Legacy Apexigen common stock warrant 4,539 Shares issued to Lincoln Park (Note 6) 150,000 Total shares of common stock on July 29, 2022 21,445,035 Legacy Apexigen Shares Legacy Apexigen Shares, effected for Exchange Ratio Balance as of December 31, 2020 30,521,693 3,126,980 Recapitalization applied to Convertible Preferred Stock outstanding at December 31, 2020 145,130,628 14,868,374 Exercise of common stock options - 2021 548,972 56,238 Exercise of common stock options - 2022 (pre-Closing) 702,074 71,922 Exercise of common stock restricted awards - 2022 (pre-Closing) 229,556 23,518 Total Legacy Apexigen shares as of July 29, 2022 177,132,923 18,147,032 | Cash - BCAC's trust (net of redemption) $ 4,435 Cash - Private offering 14,520 Less: BCAC's Extension and Working Capital Notes repayment in 2022 (861 ) Proceeds from merger and private offering for the year ended December 31, 2022 18,094 Less: transaction costs paid in 2022 (9,221 ) Net proceeds from merger and private offering for the year ended December 31, 2022 8,873 Less: transaction costs paid in 2021 (11 ) Plus: net assets of BCAC (394 ) Merger and private offering for the years ended December 31, 2022 $ 8,468 Common stock, outstanding prior to merger 5,061,592 Less: redemption of BCAC shares (4,618,607 ) Common stock of BCAC 442,985 BCAC Sponsor shares 1,190,979 BCAC Representative shares 57,500 Shares issued in private offering 1,452,000 Business combination and private offering shares 3,143,464 Legacy Apexigen shares 18,147,032 Total shares of common stock immediately after merger 21,290,496 Exercise of Legacy Apexigen common stock warrant 4,539 Shares issued to Lincoln Park (Note 7) 150,000 Total shares of common stock on July 29, 2022 21,445,035 Legacy Apexigen Shares Legacy Apexigen Shares, effected for Exchange Ratio Balance as of December 31, 2020 30,521,693 3,126,980 Recapitalization applied to Convertible Preferred Stock outstanding at December 31, 2020 145,130,628 14,868,374 Exercise of common stock options - 2021 548,972 56,238 Exercise of common stock options - 2022 (pre-Closing) 702,074 71,922 Exercise of common stock restricted awards - 2022 (pre-Closing) 229,556 23,518 Total Legacy Apexigen shares as of July 29, 2022 177,132,923 18,147,032 |
Note 4 - Fair Value Measureme_3
Note 4 - Fair Value Measurement (10Q) (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Notes Tables | ||
Fair Value Measurements, Recurring and Nonrecurring [Table Text Block] | March 31, 2023 Level 1 Level 2 Level 3 Total Financial assets: Money market funds $ 9,549 $ - $ - $ 9,549 Total $ 9,549 $ - $ - $ 9,549 Financial liability: Derivative warrant liabilities $ - $ - $ 10 $ 10 Total $ - $ - $ 10 $ 10 December 31, 2022 Level 1 Level 2 Level 3 Total Financial assets: Money market funds $ 14,671 $ - $ - $ 14,671 U.S. treasury securities 1,997 - - 1,997 Total $ 16,668 $ - $ - $ 16,668 Financial liability: Preferred stock warrant liability $ - $ - $ 11 $ 11 Total $ - $ - $ 11 $ 11 | December 31, 2022 Level 1 Level 2 Level 3 Total Financial assets: Money market funds $ 14,671 $ - $ - $ 14,671 U.S. treasury securities 1,997 - - 1,997 Total $ 16,668 $ - $ - $ 16,668 Financial liability: Derivative warrant liabilities $ - $ - $ 11 $ 11 Total $ - $ - $ 11 $ 11 December 31, 2021 Level 1 Level 2 Level 3 Total Financial assets: Money market funds $ 18,526 $ - $ - $ 18,526 Commercial paper - 5,498 - 5,498 Corporate debt securities - 4,512 - 4,512 Government debt securities - 1,503 - 1,503 Asset backed securities - 1,404 - 1,404 Total $ 18,526 $ 12,917 $ - $ 31,443 Financial liability: Preferred stock warrant liability $ - $ - $ 2 $ 2 Total $ - $ - $ 2 $ 2 |
Cash and Cash Equivalents and Debt Securities, Available-for-sale, Amortized Cost to Fair Value [Table Text Block] | March 31, 2023 Unrealized Amortized Cost Gains Losses Estimated Fair Value Cash and cash equivalents: Cash $ 3,181 $ - $ - $ 3,181 Money market funds 9,549 - - 9,549 Total cash and cash equivalents $ 12,730 $ - $ - $ 12,730 December 31, 2022 Unrealized Amortized Cost Gains Losses Estimated Fair Value Cash and cash equivalents: Cash $ 131 $ - $ - $ 131 Money market funds 14,671 - - 14,671 Total cash and cash equivalents $ 14,802 $ - $ - $ 14,802 Marketable securities: U.S. treasury securities $ 1,997 $ - $ - $ 1,997 Total marketable securities $ 1,997 $ - $ - $ 1,997 | December 31, 2022 Unrealized Amortized Cost Gains Losses Estimated Fair Value Cash and cash equivalents: Cash $ 131 $ - $ - $ 131 Money market funds 14,671 - - 14,671 Total cash and cash equivalents $ 14,802 $ - $ - $ 14,802 Marketable securities: U.S. treasury securities $ 1,997 $ - $ - $ 1,997 Total marketable securities $ 1,997 $ - $ - $ 1,997 December 31, 2021 Unrealized Amortized Cost Gains Losses Estimated Fair Value Cash and cash equivalents: Cash $ 4,917 $ - $ - $ 4,917 Money market funds 18,526 - - 18,526 Total cash and cash equivalents $ 23,443 $ - $ - $ 23,443 Marketable securities: Commercial paper $ 5,498 $ - $ - $ 5,498 Corporate debt securities 4,515 - (3 ) 4,512 Government debt securities 1,503 - - 1,503 Asset backed securities 1,405 - (1 ) 1,404 Total marketable securities $ 12,921 $ - $ (4 ) $ 12,917 |
Note 5 - Balance Sheet Compon_3
Note 5 - Balance Sheet Components (10 Q) (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Notes Tables | ||
Schedule of Prepaid Expenses and Other Current Assets [Table Text Block] | March 31, 2023 December 31, 2022 Prepaid clinical development expenses $ 1,091 $ 1,128 Prepaid insurance expenses 606 970 Other prepaid expenses and current assets 426 520 Total prepaid expenses and other current assets $ 2,123 $ 2,618 | December 31, 2022 2021 Prepaid clinical development expenses $ 1,128 $ 776 Prepaid insurance expenses 970 56 Deferred financing costs 261 467 Other prepaid expenses and current assets 259 382 Total prepaid expenses and other current assets 2,618 1,681 |
Property, Plant and Equipment [Table Text Block] | March 31, 2023 December 31, 2022 Laboratory equipment $ - $ 909 Furniture and fixtures - 28 Office equipment - 25 Software - 12 Total property and equipment - 974 Less: accumulated depreciation - (824 ) Total property and equipment, net $ - $ 150 | December 31, 2022 2021 Laboratory equipment $ 909 $ 943 Furniture and fixtures 28 28 Office equipment 25 25 Software 12 12 Total property and equipment 974 1,008 Less: accumulated depreciation (824 ) (763 ) Total property and equipment, net $ 150 $ 245 |
Schedule of Accrued Liabilities [Table Text Block] | March 31, 2023 December 31, 2022 Accrued clinical trial and manufacturing costs $ 4,201 $ 4,340 Accrued personnel costs 494 497 Other accrued liabilities 799 522 Total accrued liabilities $ 5,494 $ 5,359 | December 31, 2022 2021 Accrued clinical trial and manufacturing costs $ 4,340 $ 6,472 Accrued personnel costs 497 1,172 Other accrued liabilities 522 844 Total accrued liabilities $ 5,359 $ 8,488 |
Note 6 - Stockholder's Equity (
Note 6 - Stockholder's Equity (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Notes Tables | ||
Schedule of Convertible Preferred Stock [Table Text Block] | July 29, 2022 (Closing Date) Convertible Preferred Stock Preferred Stock Shares Exchange Ratio Common Stock Shares Series A-1 (pre-combination) 39,196,116 0.102448 4,015,564 Series A-2 (pre-combination) 12,625,343 0.102448 1,293,442 Series B (pre-combination) 14,218,546 0.102448 1,456,662 Series C (pre-combination) 79,090,623 0.102448 8,102,706 Total 145,130,628 14,868,374 | July 29, 2022 (Closing Date) Convertible Preferred Stock Preferred Stock Shares Exchange Ratio Common Stock Shares Series A-1 (pre-combination) 39,196,116 0.102448 4,015,564 Series A-2 (pre-combination) 12,625,343 0.102448 1,293,442 Series B (pre-combination) 14,218,546 0.102448 1,456,662 Series C (pre-combination) 79,090,623 0.102448 8,102,706 Total 145,130,628 14,868,374 |
Schedule of Stockholders Equity [Table Text Block] | Equity awards issued and outstanding 5,172,649 Equity awards available for future grants 1,853,805 Shares available for Employee Stock Purchase Plan 483,801 Common stock warrants 5,824,314 Total common stock reserved for issuance 13,334,569 | Equity awards issued and outstanding 4,839,554 Equity awards available for future grants 1,065,423 Shares available for Employee Stock Purchase Plan 257,341 Common stock warrants 3,728,821 Total common stock reserved for issuance 9,891,139 |
Note 7 - Public and Private W_2
Note 7 - Public and Private Warrants (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Notes Tables | |
Fair Value Measurement Inputs and Valuation Techniques [Table Text Block] | July 29, 2022 January 30, 2023 Expected term (years) 5.00 5.00 Expected volatility 87.90 % 82.40 % Risk-free interest rate 2.70 % 3.60 % Expected dividend 0.00 % 0.00 % |
Note 8 - Equity Plans and Rel_2
Note 8 - Equity Plans and Related Equity Activities (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Notes Tables | ||
Share-Based Payment Arrangement, Cost by Plan [Table Text Block] | Three Months Ended March 31, 2023 2022 Research and development $ 97 $ 119 General and administrative 390 302 Total stock-based compensation $ 487 $ 421 | Year Ended December 31, 2022 2021 Research and development $ 583 $ 292 General and administrative 1,300 851 Total stock-based compensation $ 1,883 $ 1,143 |
Note 11 - Net Loss Per Share (T
Note 11 - Net Loss Per Share (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Notes Tables | ||
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | As of March 31, 2023 2022 Stock options 5,172,649 3,447,426 Common stock warrants 5,824,314 13,361 Total common stock reserved for issuance 10,996,963 3,460,787 | December 31, 2022 2021 Equity awards 4,839,554 3,536,780 Common stock warrants 3,728,821 13,361 Total anti-dilutive securities 8,568,375 3,550,141 |
Note 3 - Merger (Tables)
Note 3 - Merger (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Notes Tables | ||
Schedule of Business Acquisitions, by Acquisition [Table Text Block] | Cash - BCAC's trust (net of redemption) $ 4,435 Cash - Private offering 14,520 Less: BCAC's Extension and Working Capital Notes repayment in 2022 (861 ) Proceeds from merger and private offering for the year ended December 31, 2022 18,094 Less: transaction costs paid in 2022 (9,221 ) Net proceeds from merger and private offering for the year ended December 31, 2022 8,873 Less: transaction costs paid in 2021 (11 ) Plus: net assets of BCAC (394 ) Merger and private offering for the year ended December 31, 2022 $ 8,468 Common stock, outstanding prior to merger 5,061,592 Less: redemption of BCAC shares (4,618,607 ) Common stock of BCAC 442,985 BCAC Sponsor shares 1,190,979 BCAC Representative shares 57,500 Shares issued in private offering 1,452,000 Business combination and private offering shares 3,143,464 Legacy Apexigen shares 18,147,032 Total shares of common stock immediately after merger 21,290,496 Exercise of Legacy Apexigen common stock warrant 4,539 Shares issued to Lincoln Park (Note 6) 150,000 Total shares of common stock on July 29, 2022 21,445,035 Legacy Apexigen Shares Legacy Apexigen Shares, effected for Exchange Ratio Balance as of December 31, 2020 30,521,693 3,126,980 Recapitalization applied to Convertible Preferred Stock outstanding at December 31, 2020 145,130,628 14,868,374 Exercise of common stock options - 2021 548,972 56,238 Exercise of common stock options - 2022 (pre-Closing) 702,074 71,922 Exercise of common stock restricted awards - 2022 (pre-Closing) 229,556 23,518 Total Legacy Apexigen shares as of July 29, 2022 177,132,923 18,147,032 | Cash - BCAC's trust (net of redemption) $ 4,435 Cash - Private offering 14,520 Less: BCAC's Extension and Working Capital Notes repayment in 2022 (861 ) Proceeds from merger and private offering for the year ended December 31, 2022 18,094 Less: transaction costs paid in 2022 (9,221 ) Net proceeds from merger and private offering for the year ended December 31, 2022 8,873 Less: transaction costs paid in 2021 (11 ) Plus: net assets of BCAC (394 ) Merger and private offering for the years ended December 31, 2022 $ 8,468 Common stock, outstanding prior to merger 5,061,592 Less: redemption of BCAC shares (4,618,607 ) Common stock of BCAC 442,985 BCAC Sponsor shares 1,190,979 BCAC Representative shares 57,500 Shares issued in private offering 1,452,000 Business combination and private offering shares 3,143,464 Legacy Apexigen shares 18,147,032 Total shares of common stock immediately after merger 21,290,496 Exercise of Legacy Apexigen common stock warrant 4,539 Shares issued to Lincoln Park (Note 7) 150,000 Total shares of common stock on July 29, 2022 21,445,035 Legacy Apexigen Shares Legacy Apexigen Shares, effected for Exchange Ratio Balance as of December 31, 2020 30,521,693 3,126,980 Recapitalization applied to Convertible Preferred Stock outstanding at December 31, 2020 145,130,628 14,868,374 Exercise of common stock options - 2021 548,972 56,238 Exercise of common stock options - 2022 (pre-Closing) 702,074 71,922 Exercise of common stock restricted awards - 2022 (pre-Closing) 229,556 23,518 Total Legacy Apexigen shares as of July 29, 2022 177,132,923 18,147,032 |
Note 4 - Fair Value Measureme_4
Note 4 - Fair Value Measurement (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Notes Tables | ||
Fair Value Measurements, Recurring and Nonrecurring [Table Text Block] | March 31, 2023 Level 1 Level 2 Level 3 Total Financial assets: Money market funds $ 9,549 $ - $ - $ 9,549 Total $ 9,549 $ - $ - $ 9,549 Financial liability: Derivative warrant liabilities $ - $ - $ 10 $ 10 Total $ - $ - $ 10 $ 10 December 31, 2022 Level 1 Level 2 Level 3 Total Financial assets: Money market funds $ 14,671 $ - $ - $ 14,671 U.S. treasury securities 1,997 - - 1,997 Total $ 16,668 $ - $ - $ 16,668 Financial liability: Preferred stock warrant liability $ - $ - $ 11 $ 11 Total $ - $ - $ 11 $ 11 | December 31, 2022 Level 1 Level 2 Level 3 Total Financial assets: Money market funds $ 14,671 $ - $ - $ 14,671 U.S. treasury securities 1,997 - - 1,997 Total $ 16,668 $ - $ - $ 16,668 Financial liability: Derivative warrant liabilities $ - $ - $ 11 $ 11 Total $ - $ - $ 11 $ 11 December 31, 2021 Level 1 Level 2 Level 3 Total Financial assets: Money market funds $ 18,526 $ - $ - $ 18,526 Commercial paper - 5,498 - 5,498 Corporate debt securities - 4,512 - 4,512 Government debt securities - 1,503 - 1,503 Asset backed securities - 1,404 - 1,404 Total $ 18,526 $ 12,917 $ - $ 31,443 Financial liability: Preferred stock warrant liability $ - $ - $ 2 $ 2 Total $ - $ - $ 2 $ 2 |
Cash and Cash Equivalents and Debt Securities, Available-for-sale, Amortized Cost to Fair Value [Table Text Block] | March 31, 2023 Unrealized Amortized Cost Gains Losses Estimated Fair Value Cash and cash equivalents: Cash $ 3,181 $ - $ - $ 3,181 Money market funds 9,549 - - 9,549 Total cash and cash equivalents $ 12,730 $ - $ - $ 12,730 December 31, 2022 Unrealized Amortized Cost Gains Losses Estimated Fair Value Cash and cash equivalents: Cash $ 131 $ - $ - $ 131 Money market funds 14,671 - - 14,671 Total cash and cash equivalents $ 14,802 $ - $ - $ 14,802 Marketable securities: U.S. treasury securities $ 1,997 $ - $ - $ 1,997 Total marketable securities $ 1,997 $ - $ - $ 1,997 | December 31, 2022 Unrealized Amortized Cost Gains Losses Estimated Fair Value Cash and cash equivalents: Cash $ 131 $ - $ - $ 131 Money market funds 14,671 - - 14,671 Total cash and cash equivalents $ 14,802 $ - $ - $ 14,802 Marketable securities: U.S. treasury securities $ 1,997 $ - $ - $ 1,997 Total marketable securities $ 1,997 $ - $ - $ 1,997 December 31, 2021 Unrealized Amortized Cost Gains Losses Estimated Fair Value Cash and cash equivalents: Cash $ 4,917 $ - $ - $ 4,917 Money market funds 18,526 - - 18,526 Total cash and cash equivalents $ 23,443 $ - $ - $ 23,443 Marketable securities: Commercial paper $ 5,498 $ - $ - $ 5,498 Corporate debt securities 4,515 - (3 ) 4,512 Government debt securities 1,503 - - 1,503 Asset backed securities 1,405 - (1 ) 1,404 Total marketable securities $ 12,921 $ - $ (4 ) $ 12,917 |
Note 5 - Balance Sheet Compon_4
Note 5 - Balance Sheet Components (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Notes Tables | ||
Schedule of Prepaid Expenses and Other Current Assets [Table Text Block] | March 31, 2023 December 31, 2022 Prepaid clinical development expenses $ 1,091 $ 1,128 Prepaid insurance expenses 606 970 Other prepaid expenses and current assets 426 520 Total prepaid expenses and other current assets $ 2,123 $ 2,618 | December 31, 2022 2021 Prepaid clinical development expenses $ 1,128 $ 776 Prepaid insurance expenses 970 56 Deferred financing costs 261 467 Other prepaid expenses and current assets 259 382 Total prepaid expenses and other current assets 2,618 1,681 |
Property, Plant and Equipment [Table Text Block] | March 31, 2023 December 31, 2022 Laboratory equipment $ - $ 909 Furniture and fixtures - 28 Office equipment - 25 Software - 12 Total property and equipment - 974 Less: accumulated depreciation - (824 ) Total property and equipment, net $ - $ 150 | December 31, 2022 2021 Laboratory equipment $ 909 $ 943 Furniture and fixtures 28 28 Office equipment 25 25 Software 12 12 Total property and equipment 974 1,008 Less: accumulated depreciation (824 ) (763 ) Total property and equipment, net $ 150 $ 245 |
Schedule of Accrued Liabilities [Table Text Block] | March 31, 2023 December 31, 2022 Accrued clinical trial and manufacturing costs $ 4,201 $ 4,340 Accrued personnel costs 494 497 Other accrued liabilities 799 522 Total accrued liabilities $ 5,494 $ 5,359 | December 31, 2022 2021 Accrued clinical trial and manufacturing costs $ 4,340 $ 6,472 Accrued personnel costs 497 1,172 Other accrued liabilities 522 844 Total accrued liabilities $ 5,359 $ 8,488 |
Note 6 - Lease (Tables)
Note 6 - Lease (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Lessee, Operating Lease, Liability, to be Paid, Maturity [Table Text Block] | Operating Leases Year ending December 31, 2023 $ 106 Total undiscounted future lease payments 106 Less: imputed interest - Total lease liabilities $ 106 |
Note 7 - Stockholder's Equity (
Note 7 - Stockholder's Equity (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Notes Tables | ||
Schedule of Convertible Preferred Stock [Table Text Block] | July 29, 2022 (Closing Date) Convertible Preferred Stock Preferred Stock Shares Exchange Ratio Common Stock Shares Series A-1 (pre-combination) 39,196,116 0.102448 4,015,564 Series A-2 (pre-combination) 12,625,343 0.102448 1,293,442 Series B (pre-combination) 14,218,546 0.102448 1,456,662 Series C (pre-combination) 79,090,623 0.102448 8,102,706 Total 145,130,628 14,868,374 | July 29, 2022 (Closing Date) Convertible Preferred Stock Preferred Stock Shares Exchange Ratio Common Stock Shares Series A-1 (pre-combination) 39,196,116 0.102448 4,015,564 Series A-2 (pre-combination) 12,625,343 0.102448 1,293,442 Series B (pre-combination) 14,218,546 0.102448 1,456,662 Series C (pre-combination) 79,090,623 0.102448 8,102,706 Total 145,130,628 14,868,374 |
Schedule of Stockholders Equity [Table Text Block] | Equity awards issued and outstanding 5,172,649 Equity awards available for future grants 1,853,805 Shares available for Employee Stock Purchase Plan 483,801 Common stock warrants 5,824,314 Total common stock reserved for issuance 13,334,569 | Equity awards issued and outstanding 4,839,554 Equity awards available for future grants 1,065,423 Shares available for Employee Stock Purchase Plan 257,341 Common stock warrants 3,728,821 Total common stock reserved for issuance 9,891,139 |
Note 9 - Equity Plans and Rel_2
Note 9 - Equity Plans and Related Equity Activities (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Notes Tables | ||
Share-Based Payment Arrangement, Cost by Plan [Table Text Block] | Three Months Ended March 31, 2023 2022 Research and development $ 97 $ 119 General and administrative 390 302 Total stock-based compensation $ 487 $ 421 | Year Ended December 31, 2022 2021 Research and development $ 583 $ 292 General and administrative 1,300 851 Total stock-based compensation $ 1,883 $ 1,143 |
Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | Year Ended December 31, 2022 2021 Option Grants: Expected term (years) 5.00 - 6.06 5.62 - 10.00 Expected volatility 71% - 86% 88% Risk-free interest rate 0.53% - 4.07% 0.60% - 1.20% Expected dividend 0% 0% ESPP: Expected term (years) 0.50 - 2.00 Expected volatility 83% - 93% Risk-free interest rate 4.37% - 4.60% Expected dividend 0% | |
Share-Based Payment Arrangement, Activity [Table Text Block] | Awards Available to Grant Number of Awards Outstanding Weighted Average Exercise Price Weighted Average Remaining Contractual Terms (Years) Aggregate Intrinsic Value Outstanding at December 31, 2021 888,435 3,536,715 $ 2.71 Shares authorized added to 2022 Plan 2,573,405 Shares not returned to plan (913,842 ) Options Granted (2,097,010 ) 2,097,010 $ 3.18 Options Exercised - (75,550 ) $ 1.45 Options Cancelled 839,156 (839,156 ) $ 2.43 Restricted stock awards granted (23,518 ) 23,518 $ - Restricted stock awards vested - (23,518 ) $ - Restricted stock units granted (243,618 ) 243,618 $ - Restricted stock units vested - (80,668 ) $ - Restricted stock units forfeited 42,415 (42,415 ) $ - Outstanding at December 31, 2022 1,065,423 4,839,554 $ 2.91 6.66 $ 82 Vested and exercisable at December 31, 2022 2,685,009 $ 2.75 4.41 $ - Vested and expected to vest at December 31, 2022 4,824,187 $ 2.91 6.65 $ 82 | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Table Text Block] | Awards Outstanding Awards Exercisable Range of Exercise Price Number of Awards Weighted-Average Remaining Contractual Term (Years) Weighted Average Exercise Price per Share Number of Awards Weighted-Average Remaining Contractual Term (Years) Weighted Average Exercise Price per Share $1.27 to $2.65 3,103,997 6.12 $ 2.08 1,692,935 3.09 $ 1.68 $3.03 to $4.79 1,384,481 7.55 $ 4.38 820,036 6.72 $ 4.13 $6.54 to $7.62 230,541 6.83 $ 6.84 172,038 6.40 $ 6.69 4,719,019 6.58 $ 2.99 2,685,009 4.41 $ 2.75 |
Note 11 - Income Taxes (Tables)
Note 11 - Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | Year Ended December 31, 2022 2021 Federal statutory income tax rate 21.0 % 21.0 % Permanent differences 0.8 % -0.3 % Other credit 2.3 % 3.2 % Other -0.7 % -0.3 % Change in valuation allowance -23.4 % -23.6 % 0.0 % 0.0 % |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | Year Ended December 31, 2022 2021 Deferred tax assets: Net operating loss carry forwards $ 33,333 $ 27,217 Tax credits 4,702 3,964 Section 174 R&D Capitalization 4,274 - Depreciation and amortization 90 - Stock-based compensation 666 - Other reserves and accruals 1,462 1,334 Gross deferred tax assets 44,527 32,515 Deferred tax liabilities: Depreciation and amortization - (24 ) Right-of-use assets (21 ) (101 ) Gross deferred tax liabilities (21 ) (125 ) Valuation allowance (44,506 ) (32,390 ) Net deferred tax assets - - |
Schedule of Unrecognized Tax Benefits Roll Forward [Table Text Block] | Year Ended December 31, 2022 2021 Gross unrecognized tax benefit at January 1 $ 1,598 $ 1,181 Additions for tax provision taken in the current year 405 417 Gross unrecognized tax benefit at December 31 $ 2,003 $ 1,598 |
Note 12 - Net Loss Per Share (T
Note 12 - Net Loss Per Share (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Notes Tables | ||
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | As of March 31, 2023 2022 Stock options 5,172,649 3,447,426 Common stock warrants 5,824,314 13,361 Total common stock reserved for issuance 10,996,963 3,460,787 | December 31, 2022 2021 Equity awards 4,839,554 3,536,780 Common stock warrants 3,728,821 13,361 Total anti-dilutive securities 8,568,375 3,550,141 |
Note 1 - Organization and Des_3
Note 1 - Organization and Description of the Business (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | |||
Feb. 23, 2023 | Mar. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Workforce Reduction, Percent | 55% | |||
Severance Costs | $ 300 | |||
Cash, Cash Equivalents, and Short-Term Investments | 12,700 | $ 16,800 | ||
Retained Earnings (Accumulated Deficit) | $ (182,846) | $ (176,793) | $ (144,724) |
Note 2 - Summary of Significa_3
Note 2 - Summary of Significant Accounting Policies (Details Textual) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2023 USD ($) shares | Mar. 31, 2022 USD ($) | Dec. 31, 2022 USD ($) shares | Dec. 31, 2021 USD ($) | |
Number of Operating Segments | 1 | 1 | ||
Concentration Risk, Credit Risk, Off Balance Sheet Amount | $ 0 | $ 0 | $ 0 | |
Impairment, Long-Lived Asset, Held-for-Use | 0 | 0 | ||
Debt Issuance Costs, Noncurrent, Net | 2,400,000 | 2,800,000 | ||
Amortization of Debt Issuance Costs | 400,000 | 700,000 | ||
Contract with Customer, Liability, Current | 6,150,000 | 5,659,000 | 3,610,000 | |
Monthly Rent | 2,000 | |||
Operating Lease, Right-of-Use Asset | 0 | 100,000 | 483,000 | |
Operating Lease, Liability | 0 | 106,000 | 500,000 | |
Operating Lease, Expense | 100,000 | $ 100,000 | $ 400,000 | $ 600,000 |
Transaction Costs | $ 200,000 | |||
Class of Warrant or Right, Outstanding (in shares) | shares | 4,321 | 4,321 | ||
Derivative Liability | $ 10,000 | $ 11,000 | ||
Supplier Concentration Risk [Member] | Research and Development Expense [Member] | Major Vendor [Member] | ||||
Concentration Risk, Percentage | 15% | 42.10% | 39.90% | 23.20% |
Supplier Concentration Risk [Member] | Accounts Payable and Accrued Liabilities [Member] | Major Vendor [Member] | ||||
Concentration Risk, Percentage | 11.50% | 24.80% | 24.80% | 28.10% |
Supplier Concentration Risk [Member] | Accounts Payable and Accrued Liabilities [Member] | Another Vendor [Member] | ||||
Concentration Risk, Percentage | 43.30% | 33.60% | 27.70% | |
Supplier Concentration Risk [Member] | General and Administrative Expense [Member] | Two Vendors [Member] | ||||
Concentration Risk, Percentage | 12.80% | 10.10% | ||
Minimum [Member] | Laboratory Equipment [Member] | ||||
Property, Plant and Equipment, Useful Life (Year) | 2 years | 2 years | ||
Maximum [Member] | Laboratory Equipment [Member] | ||||
Property, Plant and Equipment, Useful Life (Year) | 5 years | 5 years | ||
Reverse Stock Split [Member] | ||||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 0.102448 |
Note 3 - Merger (10Q) (Details
Note 3 - Merger (10Q) (Details Textual) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||
Jul. 29, 2022 USD ($) $ / shares shares | Mar. 31, 2023 USD ($) $ / shares shares | Mar. 31, 2022 USD ($) | Dec. 31, 2022 USD ($) $ / shares shares | Dec. 31, 2021 USD ($) $ / shares shares | Dec. 31, 2020 shares | |
Common Stock, Shares Authorized (in shares) | shares | 1,000,000,000 | 1,000,000,000 | 23,563,040 | |||
Common Stock, Par or Stated Value Per Share (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||
Preferred Stock, Shares Authorized (in shares) | shares | 20,000,000 | 20,000,000 | ||||
Preferred Stock, Par or Stated Value Per Share (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | ||||
Proceeds from Issuance of Common Stock | $ 2,500 | $ 0 | ||||
Proceeds From Business Combination and Private Offering | 18,094 | 0 | ||||
Payments of Merger Related Costs, Financing Activities | $ 251 | $ 122 | 9,221 | $ 61 | ||
Extension and Working Capital Notes [Member] | ||||||
Repayments of Debt | 861 | |||||
Legacy Apexigen [Member] | ||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net | $ 205,000 | |||||
Capital Units, Authorized (in shares) | shares | 1,020,000,000 | |||||
Common Stock, Shares Authorized (in shares) | shares | 1,000,000,000 | |||||
Common Stock, Par or Stated Value Per Share (in dollars per share) | $ / shares | $ 0.0001 | |||||
Preferred Stock, Shares Authorized (in shares) | shares | 20,000,000 | |||||
Preferred Stock, Par or Stated Value Per Share (in dollars per share) | $ / shares | $ 0.0001 | |||||
Conversion of Stock, Shares Converted (in shares) | shares | 145,130,628 | |||||
Preferred Stock, Convertible, Conversion Ratio | 0.102448 | |||||
Business Combination, Direct and Incremental Costs Related to Equity Issuance | 9,200 | |||||
Proceeds From Business Combination and Private Offering | 18,094 | |||||
Legacy Apexigen [Member] | Extension and Working Capital Notes [Member] | ||||||
Repayments of Debt | 900 | |||||
Legacy Apexigen [Member] | P I P E Investment [Member] | ||||||
Stock Redeemed or Called During Period, Shares (in shares) | shares | 4,618,607 | |||||
Stock Redeemed or Called During Period, Value | $ 47,200 | |||||
Stock Issued During Period, Shares, New Issues (in shares) | shares | 1,452,000 | |||||
Business Acquisition, Share Price (in dollars per share) | $ / shares | $ 10 | |||||
Proceeds from Issuance of Common Stock | $ 14,500 | |||||
Proceeds From Business Combination and Private Offering | $ 19,000 | |||||
Payments of Merger Related Costs, Financing Activities | $ 9,200 |
Note 3 - Merger - Schedule of E
Note 3 - Merger - Schedule of Elements of Business Combination (10Q) (Details) - USD ($) | 3 Months Ended | 7 Months Ended | 12 Months Ended | ||||
Jul. 29, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | Jul. 28, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Cash - BCAC's trust (net of redemption) | $ 4,435,000 | ||||||
Cash - Private offering | $ 2,791,000 | $ 0 | 14,520,000 | ||||
Proceeds from merger and private offering for the year ended December 31, 2022 | 18,094,000 | $ 0 | |||||
Less: transaction costs paid in 2022 | $ (9,200,000) | $ (11,000) | |||||
Common stock, shares outstanding (in shares) | 24,652,546 | 22,646,015 | 18,051,592 | ||||
Exercise of common stock options (in shares) | 0 | 75,550 | |||||
Extension and Working Capital Notes [Member] | |||||||
Less: BCAC's Extension and Working Capital Notes repayment in 2022 | $ (861,000) | ||||||
Legacy Apexigen [Member] | |||||||
Proceeds from merger and private offering for the year ended December 31, 2022 | 18,094,000 | ||||||
Less: transaction costs paid in 2022 | (9,221,000) | $ (11,000) | |||||
Net proceeds from merger and private offering for the year ended December 31, 2022 | 8,873,000 | ||||||
Plus: net assets of BCAC | (394,000) | ||||||
Merger and private offering for the year ended December 31, 2022 | 8,468,000 | ||||||
Common stock, shares outstanding (in shares) | 21,445,035 | 5,061,592 | |||||
Less: redemption of BCAC shares (in shares) | (4,618,607) | ||||||
Common stock of BCAC (in shares) | 442,985 | ||||||
BCAC Sponsor shares (in shares) | 1,190,979 | ||||||
BCAC Representative shares (in shares) | 57,500 | ||||||
Business combination and private offering shares (in shares) | 3,143,464 | ||||||
Legacy Apexigen shares (in shares) | 18,147,032 | ||||||
Total shares of common stock immediately after merger (in shares) | 21,290,496 | ||||||
Exercise of Legacy Apexigen common stock warrant (in shares) | 4,539 | ||||||
Balance as of December 31, 2020 (in shares) | 177,132,923 | 30,521,693 | |||||
Balance as of December 31, 2020 (in shares) | 18,147,032 | 3,126,980 | |||||
Recapitalization applied to Convertible Preferred Stock outstanding at December 31, 2020 (in shares) | 145,130,628 | ||||||
Recapitalization applied to Convertible Preferred Stock outstanding at December 31, 2020 (in shares) | 14,868,374 | ||||||
Exercise of common stock options (in shares) | 702,074 | 548,972 | |||||
Exercise of common stock options (in shares) | 71,922 | 56,238 | |||||
Exercise of common stock restricted awards - 2022 (pre-Closing) (in shares) | 229,556 | ||||||
Exercise of common stock restricted awards - 2022 (pre-Closing) (in shares) | 23,518 | ||||||
Total Legacy Apexigen shares as of July 29, 2022 (in shares) | 18,147,032 | 3,126,980 | |||||
Legacy Apexigen [Member] | Lincoln Park Capital Fund [Member] | |||||||
Shares issued in private offering (in shares) | 150,000 | ||||||
Legacy Apexigen [Member] | Private Offering [Member] | |||||||
Shares issued in private offering (in shares) | 1,452,000 | ||||||
Legacy Apexigen [Member] | Extension and Working Capital Notes [Member] | |||||||
Less: BCAC's Extension and Working Capital Notes repayment in 2022 | $ (900,000) |
Note 4 - Fair Value Measureme_5
Note 4 - Fair Value Measurement (10Q) (Details Textual) - USD ($) | Mar. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Short-Term Investments | $ 0 | $ 1,997,000 | $ 12,917,000 |
Derivative Liability | 10,000 | 11,000 | |
Warrant [Member] | |||
Derivative Liability | $ 10,000 | $ 11,000 | $ 2,000 |
Note 4 - Fair Value Measureme_6
Note 4 - Fair Value Measurement - Financial Instruments on Recurring Basis (10Q) (Details) - Fair Value, Recurring [Member] - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Financial assets | $ 9,549 | $ 16,668 | $ 31,443 |
Financial liability | 10 | 11 | 2 |
Derivative Warrant Liabilities [Member] | |||
Financial liability | 10 | 11 | |
Money Market Funds [Member] | |||
Financial assets | 9,549 | 14,671 | 18,526 |
US Treasury Securities [Member] | |||
Financial assets | 1,997 | ||
Fair Value, Inputs, Level 1 [Member] | |||
Financial assets | 9,549 | 16,668 | 18,526 |
Financial liability | 0 | 0 | 0 |
Fair Value, Inputs, Level 1 [Member] | Derivative Warrant Liabilities [Member] | |||
Financial liability | 0 | 0 | |
Fair Value, Inputs, Level 1 [Member] | Money Market Funds [Member] | |||
Financial assets | 9,549 | 14,671 | 18,526 |
Fair Value, Inputs, Level 1 [Member] | US Treasury Securities [Member] | |||
Financial assets | 1,997 | ||
Fair Value, Inputs, Level 2 [Member] | |||
Financial assets | 0 | 0 | 12,917 |
Financial liability | 0 | 0 | 0 |
Fair Value, Inputs, Level 2 [Member] | Derivative Warrant Liabilities [Member] | |||
Financial liability | 0 | 0 | |
Fair Value, Inputs, Level 2 [Member] | Money Market Funds [Member] | |||
Financial assets | 0 | 0 | 0 |
Fair Value, Inputs, Level 2 [Member] | US Treasury Securities [Member] | |||
Financial assets | 0 | ||
Fair Value, Inputs, Level 3 [Member] | |||
Financial assets | 0 | 0 | 0 |
Financial liability | 10 | 11 | 2 |
Fair Value, Inputs, Level 3 [Member] | Derivative Warrant Liabilities [Member] | |||
Financial liability | 10 | 11 | |
Fair Value, Inputs, Level 3 [Member] | Money Market Funds [Member] | |||
Financial assets | $ 0 | 0 | $ 0 |
Fair Value, Inputs, Level 3 [Member] | US Treasury Securities [Member] | |||
Financial assets | $ 0 |
Note 4 - Fair Value Measureme_7
Note 4 - Fair Value Measurement - Estimated Fair Value of Marketable Securities and Gross Unrealized Holding Gains and Losses (10Q) (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
cash equivalents, amortized cost | $ 12,730 | $ 14,802 | $ 23,443 |
Cash equivalents unrealized gains | 0 | 0 | 0 |
cash equivalents, unrealized loss | 0 | 0 | 0 |
fair value | 12,730 | 14,802 | 23,443 |
marketable securities, amortization cost | 1,997 | 12,921 | |
Unrealized gains, securities | 0 | 0 | |
Unrealized loss, securities | 0 | (4) | |
Marketable Securities, fair value | 1,997 | 12,917 | |
US Treasury Securities [Member] | |||
marketable securities, amortization cost | 1,997 | ||
Unrealized gains, securities | 0 | ||
Unrealized loss, securities | 0 | ||
Marketable Securities, fair value | 1,997 | ||
Cash [Member] | |||
cash equivalents, amortized cost | 3,181 | 131 | 4,917 |
Cash equivalents unrealized gains | 0 | 0 | 0 |
cash equivalents, unrealized loss | 0 | 0 | 0 |
fair value | 3,181 | 131 | 4,917 |
Money Market Funds [Member] | |||
cash equivalents, amortized cost | 9,549 | 14,671 | 18,526 |
Cash equivalents unrealized gains | 0 | 0 | 0 |
cash equivalents, unrealized loss | 0 | 0 | 0 |
fair value | $ 9,549 | $ 14,671 | $ 18,526 |
Note 5 - Balance Sheet Compon_5
Note 5 - Balance Sheet Components (10 Q) (Details Textual) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
Gain (Loss) on Disposition of Property Plant Equipment | $ 16,000 | $ 0 | ||
Depreciation | 17,000 | $ 28,000 | $ 110,000 | $ 105,000 |
Laboratory Equipment [Member] | ||||
Property, Plant and Equipment, Disposals | 150,000 | |||
Gain (Loss) on Disposition of Property Plant Equipment | $ 16,000 |
Note 5 - Balance Sheet Compon_6
Note 5 - Balance Sheet Components - Summary of Prepaid Expenses and Other Current Assets (10Q) (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Prepaid clinical development expenses | $ 1,091 | $ 1,128 | $ 776 |
Prepaid insurance expenses | 606 | 970 | 56 |
Other prepaid expenses and current assets | 426 | 520 | |
Total prepaid expenses and other current assets | $ 2,123 | $ 2,618 | $ 1,681 |
Note 5 - Balance Sheet Compon_7
Note 5 - Balance Sheet Components - Summary of Property, Plant and Equipment (10Q) (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Property, Plant and Equipment, Gross | $ 0 | $ 974 | $ 1,008 |
Less: accumulated depreciation | 0 | (824) | (763) |
Total property and equipment, net | 0 | 150 | 245 |
Laboratory Equipment [Member] | |||
Property, Plant and Equipment, Gross | 0 | 909 | 943 |
Furniture and Fixtures [Member] | |||
Property, Plant and Equipment, Gross | 0 | 28 | 28 |
Office Equipment [Member] | |||
Property, Plant and Equipment, Gross | 0 | 25 | 25 |
Software Development [Member] | |||
Property, Plant and Equipment, Gross | $ 0 | $ 12 | $ 12 |
Note 5 - Balance Sheet Compon_8
Note 5 - Balance Sheet Components - Summary of Accrued Liabilities (10Q) (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Accrued clinical trial and manufacturing costs | $ 4,201 | $ 4,340 | $ 6,472 |
Accrued personnel costs | 494 | 497 | 1,172 |
Other accrued liabilities | 799 | 522 | 844 |
Total accrued liabilities | $ 5,494 | $ 5,359 | $ 8,488 |
Note 6 - Stockholder's Equity_2
Note 6 - Stockholder's Equity (Details Textual) - USD ($) | 3 Months Ended | 12 Months Ended | ||||
Jan. 30, 2023 | Jul. 29, 2022 | Mar. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Jul. 28, 2022 | |
Preferred Stock, Par or Stated Value Per Share (in dollars per share) | $ 0.0001 | $ 0.0001 | ||||
Preferred Stock, Shares Authorized (in shares) | 20,000,000 | 20,000,000 | ||||
Preferred Stock, Shares Outstanding (in shares) | 145,130,628 | 0 | 0 | |||
Business Acquisition, Transaction Costs | $ 9,200,000 | $ 11,000 | ||||
Common Stock, Par or Stated Value Per Share (in dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||
Increase (Decrease) Fair Value of Liability for Common Stock to be Issued | $ (205,000) | $ 0 | ||||
Proceeds from Issuance of Common Stock | $ 2,500,000 | $ 0 | ||||
Nasdaq Capital [Member] | ||||||
Sale of Stock, Price Per Share (in dollars per share) | $ 3 | $ 3 | ||||
Number of Trading Days for Determining Share Price (Day) | 10 days | 10 days | ||||
Lincoln Park Purchase Agreement [Member] | ||||||
Equity Method Investment, Ownership Percentage | 4.99% | 4.99% | ||||
Lincoln Park Capital Fund [Member] | ||||||
Sale of Stock, Number of Shares Issued in Transaction (in shares) | 500,000 | 500,000 | ||||
Stock Issued During Period, Shares, New Issues (in shares) | 616,684 | |||||
Number of Trading Days for Determining Share Price (Day) | 90 days | 90 days | ||||
Stock Issued During Period, Value, Other | $ 1,000,000 | $ 1,000,000 | ||||
Increase (Decrease) Fair Value of Liability for Common Stock to be Issued | 205,000 | |||||
Proceeds from Issuance of Common Stock | 2,500,000 | |||||
Purchase Share [Member] | Lincoln Park Capital Fund [Member] | ||||||
Maximum Amount of Purchase of Common Stock | 50,000,000 | 50,000,000 | ||||
Stock Issued During Period, Shares, New Issues (in shares) | 150,000 | |||||
Commitment Shares [Member] | Lincoln Park Capital Fund [Member] | ||||||
Stock Issued During Period, Value, Other | $ 1,500,000 | |||||
Commitment Shares [Member] | Lincoln Park Capital Fund [Member] | Maximum [Member] | ||||||
Sale of Stock, Number of Shares Issued in Transaction (in shares) | 500,000 | |||||
Convertible and Non-convertible Unsecured Promissory Notes [Member] | ||||||
Repayments of Debt | $ 900,000 | |||||
Two Thousand Twenty Two P I P E [Member] | ||||||
Sale of Stock, Consideration Received on Transaction | 19,000,000 | |||||
Asset, Held-in-Trust | 4,500,000 | |||||
Proceeds from Sale, Maturity and Collection of Investments | $ 14,500,000 | |||||
Business Acquisition, Transaction Costs | $ 9,200,000 | |||||
Sale of Stock, Number of Shares Issued in Transaction (in shares) | 1,452,000 | |||||
Sale of Stock, Price Per Share (in dollars per share) | $ 10 | |||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 11.50 | |||||
Two Thousand Twenty Two P I P E [Member] | Private Placement [Member] | ||||||
Business Acquisition, Transaction Costs | 700,000 | |||||
Sale of Stock, Number of Shares Issued in Transaction (in shares) | 1,995,708 | |||||
Sale of Stock, Price Per Share (in dollars per share) | $ 1.40 | |||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 1.40 | |||||
Gross Proceeds from Issuance of Shares | $ 2,800,000 | |||||
Transaction Costs Paid in Cash | 300,000 | |||||
Accrued Transaction Costs | $ 400,000 | |||||
Cash Fee, Percentage of Gross Proceeds from Sale of Shares | 7% | |||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 99,785 | |||||
Percentage of Exercise Price, Warrants | 125% | |||||
Common Stock, Par or Stated Value Per Share (in dollars per share) | $ 1.75 | |||||
Series C Preferred Stock [Member] | ||||||
Preferred Stock, Par or Stated Value Per Share (in dollars per share) | $ 0.001 | |||||
Preferred Stock, Shares Outstanding (in shares) | 79,090,623 |
Note 6 - Stockholder's Equity -
Note 6 - Stockholder's Equity - Summary of Convertible Preferred Stock (Details) | Mar. 31, 2023 shares | Dec. 31, 2022 shares | Jul. 29, 2022 shares |
Preferred Stock, Shares Outstanding (in shares) | 0 | 0 | 145,130,628 |
Common Stock, Shares (in shares) | 14,868,374 | ||
Series A-1 Preferred Stock [Member] | |||
Preferred Stock, Shares Outstanding (in shares) | 39,196,116 | ||
Conversion Ratio | 0.102448 | ||
Common Stock, Shares (in shares) | 4,015,564 | ||
Series A-2 Preferred Stock [Member] | |||
Preferred Stock, Shares Outstanding (in shares) | 12,625,343 | ||
Conversion Ratio | 0.102448 | ||
Common Stock, Shares (in shares) | 1,293,442 | ||
Series B Preferred Stock [Member] | |||
Preferred Stock, Shares Outstanding (in shares) | 14,218,546 | ||
Conversion Ratio | 0.102448 | ||
Common Stock, Shares (in shares) | 1,456,662 | ||
Series C Preferred Stock [Member] | |||
Preferred Stock, Shares Outstanding (in shares) | 79,090,623 | ||
Conversion Ratio | 0.102448 | ||
Common Stock, Shares (in shares) | 8,102,706 |
Note 6 - Stockholder's Equity_3
Note 6 - Stockholder's Equity - Summary of Common Stock Reserved for Issuance (Details) - shares | Mar. 31, 2023 | Dec. 31, 2022 |
Shares Reserved for Future Issuance (in shares) | 13,334,569 | 9,891,139 |
Stock Options Issued and Outstanding [Member] | ||
Shares Reserved for Future Issuance (in shares) | 5,172,649 | 4,839,554 |
Stock Options Available for Future Grants [Member] | ||
Shares Reserved for Future Issuance (in shares) | 1,853,805 | 1,065,423 |
Shares Available for Employee Stock Purchase Plan [Member] | ||
Shares Reserved for Future Issuance (in shares) | 483,801 | 257,341 |
Common Stock Warrants [Member] | ||
Shares Reserved for Future Issuance (in shares) | 5,824,314 | 3,728,821 |
Note 7 - Public and Private W_3
Note 7 - Public and Private Warrants (Details Textual) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Jan. 30, 2023 | Jul. 29, 2022 | Mar. 31, 2023 | Dec. 31, 2022 | |
Class of Warrant or Right, Outstanding (in shares) | 4,321 | 4,321 | ||
P I P E Investment [Member] | ||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 11.50 | |||
Public Warrants [Member] | ||||
Class of Warrant or Right, Outstanding (in shares) | 1,995,708 | 3,601,000 | ||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 1.40 | $ 11.50 | ||
Class Of Warrant or Right, Redemption Price of Warrants or Rights (in dollars per share) | $ 0.01 | $ 0.01 | ||
Number of Consecutive Trading Days for Determining Share Price Triggering Warrant Redemption (Day) | 30 days | 30 days | ||
Warrant Redemption Condition, Minimum Share Price (in dollars per share) | $ 18 | $ 18 | ||
Class Of Warrant or Right, Redemption of Warrants or Rights, Threshold Consecutive Trading Days (Day) | 20 days | 20 days | ||
Class of Warrant or Right, Redemption of Warrants or Rights, Threshold Trading Days (Day) | 30 days | 30 days | ||
Warrants and Rights Outstanding | $ 1,100,000 | $ 3,500,000 | ||
Public Warrants [Member] | P I P E Investment [Member] | ||||
Class of Warrant or Right, Outstanding (in shares) | 2,095,493 | 726,000 | ||
Class of Warrant or Right, Issued | $ 2,095,493 | $ 726,000 | ||
Public Warrants [Member] | IPO [Member] | ||||
Class of Warrant or Right, Outstanding (in shares) | 2,875,000 | 2,875,000 | ||
Private Placement Warrants [Member] | ||||
Class of Warrant or Right, Outstanding (in shares) | 123,500 | 123,500 | ||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 11.50 | $ 11.50 | ||
Private Placement Warrants [Member] | IPO [Member] | ||||
Class of Warrant or Right, Outstanding (in shares) | 123,500 | 123,500 | ||
Public Warrants 2 [Member] | ||||
Class of Warrant or Right, Outstanding (in shares) | 99,785 | |||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 1.75 | |||
Public Warrants 3 [Member] | ||||
Class of Warrant or Right, Outstanding (in shares) | 3,601,000 | |||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 11.50 |
Note 7 - Public and Private W_4
Note 7 - Public and Private Warrants - Measurement Inputs and Valuation Techniques of Warrants (Details) - Public Warrants [Member] | Jan. 30, 2023 | Jul. 29, 2022 |
Measurement Input, Expected Term [Member] | ||
Measurement Input | 5 | 5 |
Measurement Input, Price Volatility [Member] | ||
Measurement Input | 0.8240 | 0.8790 |
Measurement Input, Risk Free Interest Rate [Member] | ||
Measurement Input | 0.0360 | 0.0270 |
Measurement Input, Expected Dividend Rate [Member] | ||
Measurement Input | 0 | 0 |
Note 8 - Equity Plans and Rel_3
Note 8 - Equity Plans and Related Equity Activities (Details Textual) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||||
Dec. 15, 2022 | Oct. 31, 2022 | Sep. 30, 2022 | Aug. 31, 2022 | Feb. 28, 2021 | Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Jan. 01, 2023 | |
Common Stock, Capital Shares Reserved for Future Issuance (in shares) | 13,334,569 | 9,891,139 | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period (Year) | 4 years | 4 years | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested, Number of Shares (in shares) | 5,122 | |||||||||
Share-Based Payment Arrangement, Expense | $ 487,000 | $ 421,000 | $ 1,883,000 | $ 1,143,000 | ||||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 4,200,000 | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 0 | 524,253 | 2,097,010 | |||||||
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share) | $ 4.79 | $ 3.18 | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value (in dollars per share) | $ 2.30 | $ 3.39 | ||||||||
Restricted Stock, Value, Shares Issued Net of Tax Withholdings | $ 6,000 | $ 43,000 | ||||||||
Operating Expenses | $ 6,216,000 | $ 9,094,000 | $ 32,686,000 | $ 28,957,000 | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested, Weighted Average Grant Date Fair Value (in dollars per share) | $ 3.42 | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period, Fair Value | $ 1,800,000 | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Forfeitures in Period (in shares) | 80,751 | 580,333 | 839,156 | |||||||
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price (in dollars per share) | $ 3.74 | $ 2.30 | $ 1.45 | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercises in Period (in shares) | 0 | 75,550 | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested and Expected to Vest, Exercisable, Aggregate Intrinsic Value | $ 100,000 | $ 0 | ||||||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition (Year) | 2 years 7 months 6 days | |||||||||
Share-Based Payment Arrangement, Nonvested Award, Option, Cost Not yet Recognized, Amount | $ 3,600,000 | |||||||||
Incentive Stock Option [Member] | ||||||||||
Common Stock, Capital Shares Reserved for Future Issuance (in shares) | 7,026,454 | 5,904,977 | ||||||||
Share-Based Payment Arrangement, Option [Member] | ||||||||||
Share-Based Payment Arrangement, Expense | $ 20,000 | |||||||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 60,000 | $ 60,000 | ||||||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition (Year) | 2 years 4 months 24 days | |||||||||
Nonstatutory Stock Option [Member] | Non Executive Board [Member] | ||||||||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 1,100,000 | |||||||||
Restricted Stock Units (RSUs) [Member] | ||||||||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | 200,000 | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Aggregate Intrinsic Value, Vested | $ 300,000 | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period (in shares) | 121,804 | 10,823 | 80,668 | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Forfeited in Period (in shares) | 41,136 | 6,993 | 42,415 | |||||||
Operating Expenses | $ 5,000 | $ 300,000 | ||||||||
Share Based Compensation Arrangement, Number of Options for Which Repricing Approved for Various Employees (in shares) | 482,500 | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested, Weighted Average Grant Date Fair Value (in dollars per share) | $ 0.52 | |||||||||
Restricted Stock Units (RSUs) [Member] | Units Granted October 2022 [Member] | ||||||||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 100,000 | |||||||||
Operating Expenses | $ 200,000 | |||||||||
Restricted Stock Units (RSUs) [Member] | Share-Based Payment Arrangement, Tranche One [Member] | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Rights, Percentage | 50% | |||||||||
Restricted Stock Units (RSUs) [Member] | Share-Based Payment Arrangement, Tranche Two [Member] | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Rights, Percentage | 50% | |||||||||
Two Thousand Twenty Two Equity Incentive Plan [Member] | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized (in shares) | 2,573,405 | 2,573,405 | ||||||||
Common Stock, Capital Shares Reserved for Future Issuance (in shares) | 3,216,756 | 3,216,756 | 1,132,300 | |||||||
Annual Increase in Shares Reserved For Issuance as A Percentage of Common Shares Outstanding | 5% | 5% | ||||||||
Two Thousand Twenty Two Equity Incentive Plan [Member] | Restricted Stock Units (RSUs) [Member] | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Non-Option Equity Instruments, Granted (in shares) | 243,618 | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value (in dollars per share) | $ 2.46 | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Aggregate Intrinsic Value, Vested | $ 600,000 | |||||||||
Two Thousand Twenty Two Equity Incentive Plan [Member] | Maximum [Member] | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Expirations in Period (in shares) | 3,461,319 | 3,461,319 | ||||||||
Two Thousand and Ten Equity Incentive Plan or Two Thousand and Twenty Equity Incentive Plan [Member] | Share-Based Payment Arrangement, Option [Member] | Non Executive Board [Member] | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Shares Purchased for Award (in shares) | 20,489 | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Expiration Period (Year) | 10 years | |||||||||
Two Thousand and Ten Equity Incentive Plan or Two Thousand and Twenty Equity Incentive Plan [Member] | Nonstatutory Stock Option [Member] | Non Executive Board [Member] | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period (Year) | 3 years | |||||||||
Share-Based Payment Arrangement, Expense | $ 100,000 | $ 100,000 | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 700,000 | |||||||||
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share) | $ 2.65 | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value (in dollars per share) | 1.96 | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Grant Date Intrinsic Value (in dollars per share) | $ 1,300,000 | |||||||||
Equity Stock Purchase Plan [Member] | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized (in shares) | 257,341 | 483,801 | ||||||||
Common Stock, Capital Shares Reserved for Future Issuance (in shares) | 483,801 | 257,341 | 226,460 | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Expiration Period (Year) | 24 months | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period, Fair Value | $ 37,000 | $ 39,000 | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Maximum Employee Subscription Rate | 15% | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award, Maximum Employee Subscription Amount | $ 25,000 | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Purchase Price of Common Stock, Percent | 85% | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Shares Issued in Period (in shares) | 0 | 0 | ||||||||
Share-Based Payment Arrangement, Nonvested Award, Excluding Option, Cost Not yet Recognized, Amount | $ 100,000 | $ 300,000 | ||||||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition (Year) | 1 year 7 months 6 days |
Note 8 - Equity Plans and Rel_4
Note 8 - Equity Plans and Related Equity Activities - Stock-based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share-based Payment Arrangement, Expense | $ 487 | $ 421 | $ 1,883 | $ 1,143 |
Research and Development Expense [Member] | ||||
Share-based Payment Arrangement, Expense | 97 | 119 | 583 | 292 |
General and Administrative Expense [Member] | ||||
Share-based Payment Arrangement, Expense | $ 390 | $ 302 | $ 1,300 | $ 851 |
Note 9 - Commitments and Cont_2
Note 9 - Commitments and Contingencies (Details Textual) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Clinical Collaborations [Member] | Maximum [Member] | ||
Clinical Milestones Payment in Cash and Shares of Common Stock | $ 9.5 | $ 9.5 |
Note 10 - Income Taxes (Details
Note 10 - Income Taxes (Details Textual) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21% | 21% | 21% |
Note 11 - Net Loss Per Share -
Note 11 - Net Loss Per Share - Antidilutive Securities (Details) - shares | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
Antidilutive Securities (in shares) | 10,996,963 | 3,460,787 | 8,568,375 | 3,550,141 |
Share-Based Payment Arrangement, Option [Member] | ||||
Antidilutive Securities (in shares) | 5,172,649 | 3,447,426 | ||
Warrant [Member] | ||||
Antidilutive Securities (in shares) | 5,824,314 | 13,361 | 3,728,821 | 13,361 |
Note 1 - Organization and Des_4
Note 1 - Organization and Description of the Business (Details Textual) - USD ($) | Jul. 29, 2022 | Mar. 31, 2023 | Dec. 31, 2022 | Mar. 17, 2022 | Dec. 31, 2021 |
Business Acquisition, Transaction Costs | $ 9,200,000 | $ 11,000 | |||
Cash, Cash Equivalents, and Short-Term Investments | $ 12,700,000 | 16,800,000 | |||
Retained Earnings (Accumulated Deficit) | $ (182,846,000) | (176,793,000) | $ (144,724,000) | ||
Convertible and Non-convertible Unsecured Promissory Notes [Member] | |||||
Repayments of Debt | $ 900,000 | ||||
P I P E Investment [Member] | |||||
Sale of Stock, Consideration Received on Transaction | 19,000,000 | ||||
Proceeds from Sale, Maturity and Collection of Investments | $ 14,500,000 | ||||
Business Acquisition, Transaction Costs | $ 9,200,000 | ||||
Sale of Stock, Number of Shares Issued in Transaction (in shares) | 1,452,000 | ||||
Sale of Stock, Price Per Share (in dollars per share) | $ 10 | ||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right (in shares) | 1 | ||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 11.50 | ||||
Number of Days Commences for Share Purchase After the Closing and Terminating on The Five-year Anniversary (Day) | 30 days | ||||
P I P E Investment [Member] | Cash [Member] | |||||
Asset, Held-in-Trust | $ 4,500,000 | ||||
Business Combination Agreement [Member] | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net | $ 205,000,000 |
Note 2 - Summary of Significa_4
Note 2 - Summary of Significant Accounting Policies (Details Textual) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2023 USD ($) shares | Mar. 31, 2022 | Dec. 31, 2022 USD ($) shares | Dec. 31, 2021 USD ($) | |
Number of Operating Segments | 1 | 1 | ||
Concentration Risk, Credit Risk, Off Balance Sheet Amount | $ 0 | $ 0 | $ 0 | |
Impairment, Long-Lived Asset, Held-for-Use | 0 | 0 | ||
Deferred Costs | 500,000 | |||
Business Acquisition, Transaction Costs | 9,200,000 | 11,000 | ||
Debt Issuance Costs, Noncurrent, Net | 2,400,000 | 2,800,000 | ||
Amortization of Debt Issuance Costs | 400,000 | 700,000 | ||
Contract with Customer, Liability, Current | $ 6,150,000 | $ 5,659,000 | $ 3,610,000 | |
Class of Warrant or Right, Outstanding (in shares) | shares | 4,321 | 4,321 | ||
Derivative Liability | $ 10,000 | $ 11,000 | ||
Fair Value Adjustment of Warrants | $ 78,000 | |||
Supplier Concentration Risk [Member] | Research and Development Expense [Member] | Major Vendor [Member] | ||||
Concentration Risk, Percentage | 15% | 42.10% | 39.90% | 23.20% |
Supplier Concentration Risk [Member] | Research and Development Expense [Member] | Additional Vendor [Member] | ||||
Concentration Risk, Percentage | 12.40% | |||
Supplier Concentration Risk [Member] | Accounts Payable and Accrued Liabilities [Member] | Major Vendor [Member] | ||||
Concentration Risk, Percentage | 11.50% | 24.80% | 24.80% | 28.10% |
Supplier Concentration Risk [Member] | Accounts Payable and Accrued Liabilities [Member] | Another Vendor [Member] | ||||
Concentration Risk, Percentage | 43.30% | 33.60% | 27.70% | |
Minimum [Member] | Laboratory Equipment [Member] | ||||
Property, Plant and Equipment, Useful Life (Year) | 2 years | 2 years | ||
Minimum [Member] | Software Development [Member] | ||||
Property, Plant and Equipment, Useful Life (Year) | 2 years | |||
Minimum [Member] | Office Equipment [Member] | ||||
Property, Plant and Equipment, Useful Life (Year) | 2 years | |||
Minimum [Member] | Furniture and Fixtures [Member] | ||||
Property, Plant and Equipment, Useful Life (Year) | 2 years | |||
Maximum [Member] | Laboratory Equipment [Member] | ||||
Property, Plant and Equipment, Useful Life (Year) | 5 years | 5 years | ||
Maximum [Member] | Software Development [Member] | ||||
Property, Plant and Equipment, Useful Life (Year) | 5 years | |||
Maximum [Member] | Office Equipment [Member] | ||||
Property, Plant and Equipment, Useful Life (Year) | 5 years | |||
Maximum [Member] | Furniture and Fixtures [Member] | ||||
Property, Plant and Equipment, Useful Life (Year) | 5 years |
Note 3 - Merger (Details Textua
Note 3 - Merger (Details Textual) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||
Jul. 29, 2022 USD ($) $ / shares shares | Mar. 31, 2023 USD ($) $ / shares shares | Mar. 31, 2022 USD ($) | Dec. 31, 2022 USD ($) $ / shares shares | Dec. 31, 2021 USD ($) $ / shares shares | Dec. 31, 2020 shares | |
Common Stock, Shares Authorized (in shares) | shares | 1,000,000,000 | 1,000,000,000 | 23,563,040 | |||
Common Stock, Par or Stated Value Per Share (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||
Preferred Stock, Shares Authorized (in shares) | shares | 20,000,000 | 20,000,000 | ||||
Preferred Stock, Par or Stated Value Per Share (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | ||||
Proceeds from Issuance of Common Stock | $ 2,500 | $ 0 | ||||
Proceeds From Business Combination and Private Offering | 18,094 | 0 | ||||
Payments of Merger Related Costs, Financing Activities | $ 251 | $ 122 | 9,221 | $ 61 | ||
Extension and Working Capital Notes [Member] | ||||||
Repayments of Debt | 861 | |||||
Legacy Apexigen [Member] | ||||||
Capital Units, Authorized (in shares) | shares | 1,020,000,000 | |||||
Common Stock, Shares Authorized (in shares) | shares | 1,000,000,000 | |||||
Common Stock, Par or Stated Value Per Share (in dollars per share) | $ / shares | $ 0.0001 | |||||
Preferred Stock, Shares Authorized (in shares) | shares | 20,000,000 | |||||
Preferred Stock, Par or Stated Value Per Share (in dollars per share) | $ / shares | $ 0.0001 | |||||
Conversion of Stock, Shares Converted (in shares) | shares | 145,130,628 | |||||
Preferred Stock, Convertible, Conversion Ratio | 0.102448 | |||||
Business Combination, Direct and Incremental Costs Related to Equity Issuance | 9,200 | |||||
Proceeds From Business Combination and Private Offering | 18,094 | |||||
Legacy Apexigen [Member] | Extension and Working Capital Notes [Member] | ||||||
Repayments of Debt | 900 | |||||
Legacy Apexigen [Member] | P I P E Investment [Member] | ||||||
Stock Redeemed or Called During Period, Shares (in shares) | shares | 4,618,607 | |||||
Stock Redeemed or Called During Period, Value | $ 47,200 | |||||
Stock Issued During Period, Shares, New Issues (in shares) | shares | 1,452,000 | |||||
Business Acquisition, Share Price (in dollars per share) | $ / shares | $ 10 | |||||
Proceeds from Issuance of Common Stock | $ 14,500 | |||||
Proceeds From Business Combination and Private Offering | $ 19,000 | |||||
Payments of Merger Related Costs, Financing Activities | $ 9,200 |
Note 3 - Merger - Schedule of_2
Note 3 - Merger - Schedule of Elements of Business Combination (Details) - USD ($) | 3 Months Ended | 7 Months Ended | 12 Months Ended | ||||
Jul. 29, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | Jul. 28, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Cash - BCAC's trust (net of redemption) | $ 4,435,000 | ||||||
Cash - Private offering | $ 2,791,000 | $ 0 | 14,520,000 | ||||
Proceeds from merger and private offering for the year ended December 31, 2022 | 18,094,000 | $ 0 | |||||
Less: transaction costs paid in 2022 | $ (9,200,000) | $ (11,000) | |||||
Common stock, shares outstanding (in shares) | 24,652,546 | 22,646,015 | 18,051,592 | ||||
Exercise of common stock options (in shares) | 0 | 75,550 | |||||
Extension and Working Capital Notes [Member] | |||||||
Less: BCAC's Extension and Working Capital Notes repayment in 2022 | $ (861,000) | ||||||
Legacy Apexigen [Member] | |||||||
Proceeds from merger and private offering for the year ended December 31, 2022 | 18,094,000 | ||||||
Less: transaction costs paid in 2022 | (9,221,000) | $ (11,000) | |||||
Net proceeds from merger and private offering for the year ended December 31, 2022 | 8,873,000 | ||||||
Plus: net assets of BCAC | (394,000) | ||||||
Merger and private offering for the year ended December 31, 2022 | 8,468,000 | ||||||
Common stock, shares outstanding (in shares) | 21,445,035 | 5,061,592 | |||||
Less: redemption of BCAC shares (in shares) | (4,618,607) | ||||||
Common stock of BCAC (in shares) | 442,985 | ||||||
BCAC Sponsor shares (in shares) | 1,190,979 | ||||||
BCAC Representative shares (in shares) | 57,500 | ||||||
Business combination and private offering shares (in shares) | 3,143,464 | ||||||
Legacy Apexigen shares (in shares) | 18,147,032 | ||||||
Total shares of common stock immediately after merger (in shares) | 21,290,496 | ||||||
Exercise of Legacy Apexigen common stock warrant (in shares) | 4,539 | ||||||
Balance as of December 31, 2020 (in shares) | 177,132,923 | 30,521,693 | |||||
Balance as of December 31, 2020 (in shares) | 18,147,032 | 3,126,980 | |||||
Recapitalization applied to Convertible Preferred Stock outstanding at December 31, 2020 (in shares) | 145,130,628 | ||||||
Recapitalization applied to Convertible Preferred Stock outstanding at December 31, 2020 (in shares) | 14,868,374 | ||||||
Exercise of common stock options (in shares) | 702,074 | 548,972 | |||||
Exercise of common stock options (in shares) | 71,922 | 56,238 | |||||
Exercise of common stock restricted awards - 2022 (pre-Closing) (in shares) | 229,556 | ||||||
Exercise of common stock restricted awards - 2022 (pre-Closing) (in shares) | 23,518 | ||||||
Total Legacy Apexigen shares as of July 29, 2022 (in shares) | 18,147,032 | 3,126,980 | |||||
Legacy Apexigen [Member] | Lincoln Park Capital Fund [Member] | |||||||
Shares issued in private offering (in shares) | 150,000 | ||||||
Legacy Apexigen [Member] | Private Offering [Member] | |||||||
Shares issued in private offering (in shares) | 1,452,000 | ||||||
Legacy Apexigen [Member] | Extension and Working Capital Notes [Member] | |||||||
Less: BCAC's Extension and Working Capital Notes repayment in 2022 | $ (900,000) |
Note 4 - Fair Value Measureme_8
Note 4 - Fair Value Measurement (Details Textual) - USD ($) | Mar. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Derivative Liability | $ 10,000 | $ 11,000 | |
Warrant [Member] | |||
Derivative Liability | $ 10,000 | $ 11,000 | $ 2,000 |
Note 4 - Fair Value Measureme_9
Note 4 - Fair Value Measurement - Financial Instruments on Recurring Basis (Details) - Fair Value, Recurring [Member] - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Financial assets | $ 9,549 | $ 16,668 | $ 31,443 |
Financial liability | 10 | 11 | 2 |
Derivative Warrant Liabilities [Member] | |||
Financial liability | 10 | 11 | |
Preferred Stock Warrant Liability [Member] | |||
Financial liability | 2 | ||
Money Market Funds [Member] | |||
Financial assets | 9,549 | 14,671 | 18,526 |
US Treasury Securities [Member] | |||
Financial assets | 1,997 | ||
Commercial Paper [Member] | |||
Financial assets | 5,498 | ||
Corporate Debt Securities [Member] | |||
Financial assets | 4,512 | ||
US Government Debt Securities [Member] | |||
Financial assets | 1,503 | ||
Asset-Backed Securities [Member] | |||
Financial assets | 1,404 | ||
Fair Value, Inputs, Level 1 [Member] | |||
Financial assets | 9,549 | 16,668 | 18,526 |
Financial liability | 0 | 0 | 0 |
Fair Value, Inputs, Level 1 [Member] | Derivative Warrant Liabilities [Member] | |||
Financial liability | 0 | 0 | |
Fair Value, Inputs, Level 1 [Member] | Preferred Stock Warrant Liability [Member] | |||
Financial liability | 0 | ||
Fair Value, Inputs, Level 1 [Member] | Money Market Funds [Member] | |||
Financial assets | 9,549 | 14,671 | 18,526 |
Fair Value, Inputs, Level 1 [Member] | US Treasury Securities [Member] | |||
Financial assets | 1,997 | ||
Fair Value, Inputs, Level 1 [Member] | Commercial Paper [Member] | |||
Financial assets | 0 | ||
Fair Value, Inputs, Level 1 [Member] | Corporate Debt Securities [Member] | |||
Financial assets | 0 | ||
Fair Value, Inputs, Level 1 [Member] | US Government Debt Securities [Member] | |||
Financial assets | 0 | ||
Fair Value, Inputs, Level 1 [Member] | Asset-Backed Securities [Member] | |||
Financial assets | 0 | ||
Fair Value, Inputs, Level 2 [Member] | |||
Financial assets | 0 | 0 | 12,917 |
Financial liability | 0 | 0 | 0 |
Fair Value, Inputs, Level 2 [Member] | Derivative Warrant Liabilities [Member] | |||
Financial liability | 0 | 0 | |
Fair Value, Inputs, Level 2 [Member] | Preferred Stock Warrant Liability [Member] | |||
Financial liability | 0 | ||
Fair Value, Inputs, Level 2 [Member] | Money Market Funds [Member] | |||
Financial assets | 0 | 0 | 0 |
Fair Value, Inputs, Level 2 [Member] | US Treasury Securities [Member] | |||
Financial assets | 0 | ||
Fair Value, Inputs, Level 2 [Member] | Commercial Paper [Member] | |||
Financial assets | 5,498 | ||
Fair Value, Inputs, Level 2 [Member] | Corporate Debt Securities [Member] | |||
Financial assets | 4,512 | ||
Fair Value, Inputs, Level 2 [Member] | US Government Debt Securities [Member] | |||
Financial assets | 1,503 | ||
Fair Value, Inputs, Level 2 [Member] | Asset-Backed Securities [Member] | |||
Financial assets | 1,404 | ||
Fair Value, Inputs, Level 3 [Member] | |||
Financial assets | 0 | 0 | 0 |
Financial liability | 10 | 11 | 2 |
Fair Value, Inputs, Level 3 [Member] | Derivative Warrant Liabilities [Member] | |||
Financial liability | 10 | 11 | |
Fair Value, Inputs, Level 3 [Member] | Preferred Stock Warrant Liability [Member] | |||
Financial liability | 2 | ||
Fair Value, Inputs, Level 3 [Member] | Money Market Funds [Member] | |||
Financial assets | $ 0 | 0 | 0 |
Fair Value, Inputs, Level 3 [Member] | US Treasury Securities [Member] | |||
Financial assets | $ 0 | ||
Fair Value, Inputs, Level 3 [Member] | Commercial Paper [Member] | |||
Financial assets | 0 | ||
Fair Value, Inputs, Level 3 [Member] | Corporate Debt Securities [Member] | |||
Financial assets | 0 | ||
Fair Value, Inputs, Level 3 [Member] | US Government Debt Securities [Member] | |||
Financial assets | 0 | ||
Fair Value, Inputs, Level 3 [Member] | Asset-Backed Securities [Member] | |||
Financial assets | $ 0 |
Note 4 - Fair Value Measurem_10
Note 4 - Fair Value Measurement - Estimated Fair Value of Marketable Securities and Gross Unrealized Holding Gains and Losses (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
cash equivalents, amortized cost | $ 12,730 | $ 14,802 | $ 23,443 |
Cash equivalents unrealized gains | 0 | 0 | 0 |
cash equivalents, unrealized loss | 0 | 0 | 0 |
fair value | 12,730 | 14,802 | 23,443 |
marketable securities, amortization cost | 1,997 | 12,921 | |
Unrealized gains, securities | 0 | 0 | |
Unrealized loss, securities | 0 | (4) | |
Marketable Securities, fair value | 1,997 | 12,917 | |
US Treasury Securities [Member] | |||
marketable securities, amortization cost | 1,997 | ||
Unrealized gains, securities | 0 | ||
Unrealized loss, securities | 0 | ||
Marketable Securities, fair value | 1,997 | ||
Commercial Paper, Not Included with Cash and Cash Equivalents [Member] | |||
marketable securities, amortization cost | 5,498 | ||
Unrealized gains, securities | 0 | ||
Unrealized loss, securities | 0 | ||
Marketable Securities, fair value | 5,498 | ||
Corporate Debt Securities [Member] | |||
marketable securities, amortization cost | 4,515 | ||
Unrealized gains, securities | 0 | ||
Unrealized loss, securities | (3) | ||
Marketable Securities, fair value | 4,512 | ||
US Government Debt Securities [Member] | |||
marketable securities, amortization cost | 1,503 | ||
Unrealized gains, securities | 0 | ||
Unrealized loss, securities | 0 | ||
Marketable Securities, fair value | 1,503 | ||
Asset-Backed Securities [Member] | |||
marketable securities, amortization cost | 1,405 | ||
Unrealized gains, securities | 0 | ||
Unrealized loss, securities | (1) | ||
Marketable Securities, fair value | 1,404 | ||
Cash [Member] | |||
cash equivalents, amortized cost | 3,181 | 131 | 4,917 |
Cash equivalents unrealized gains | 0 | 0 | 0 |
cash equivalents, unrealized loss | 0 | 0 | 0 |
fair value | 3,181 | 131 | 4,917 |
Money Market Funds [Member] | |||
cash equivalents, amortized cost | 9,549 | 14,671 | 18,526 |
Cash equivalents unrealized gains | 0 | 0 | 0 |
cash equivalents, unrealized loss | 0 | 0 | 0 |
fair value | $ 9,549 | $ 14,671 | $ 18,526 |
Note 5 - Balance Sheet Compon_9
Note 5 - Balance Sheet Components (Details Textual) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
Depreciation | $ 17,000 | $ 28,000 | $ 110,000 | $ 105,000 |
Note 5 - Balance Sheet Compo_10
Note 5 - Balance Sheet Components - Summary of Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Prepaid clinical development expenses | $ 1,091 | $ 1,128 | $ 776 |
Prepaid insurance expenses | 606 | 970 | 56 |
Deferred financing costs | 261 | 467 | |
Other prepaid expenses and current assets | 259 | 382 | |
Total prepaid expenses and other current assets | $ 2,123 | $ 2,618 | $ 1,681 |
Note 5 - Balance Sheet Compo_11
Note 5 - Balance Sheet Components - Summary of Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Property, Plant and Equipment, Gross | $ 0 | $ 974 | $ 1,008 |
Less: accumulated depreciation | 0 | (824) | (763) |
Total property and equipment, net | 0 | 150 | 245 |
Laboratory Equipment [Member] | |||
Property, Plant and Equipment, Gross | 0 | 909 | 943 |
Furniture and Fixtures [Member] | |||
Property, Plant and Equipment, Gross | 0 | 28 | 28 |
Office Equipment [Member] | |||
Property, Plant and Equipment, Gross | 0 | 25 | 25 |
Software Development [Member] | |||
Property, Plant and Equipment, Gross | $ 0 | $ 12 | $ 12 |
Note 5 - Balance Sheet Compo_12
Note 5 - Balance Sheet Components - Summary of Accrued Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Accrued clinical trial and manufacturing costs | $ 4,201 | $ 4,340 | $ 6,472 |
Accrued personnel costs | 494 | 497 | 1,172 |
Other accrued liabilities | 799 | 522 | 844 |
Total accrued liabilities | $ 5,494 | $ 5,359 | $ 8,488 |
Note 6 - Lease (Details Textual
Note 6 - Lease (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
Operating Lease, Weighted Average Discount Rate, Percent | 5.05% | |||
Operating Lease, Right-of-Use Asset | $ 0 | $ 100 | $ 483 | |
Operating Lease, Liability | 0 | 106 | 500 | |
Operating Lease, Expense | $ 100 | $ 100 | $ 400 | $ 600 |
Note 6 - Lease - Maturity of Op
Note 6 - Lease - Maturity of Operating Lease (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Year ending December 31, 2023 | $ 106 | ||
Total undiscounted future lease payments | 106 | ||
Less: imputed interest | 0 | ||
Total lease liabilities | $ 0 | $ 106 | $ 500 |
Note 7 - Stockholder's Equity_2
Note 7 - Stockholder's Equity (Details Textual) - USD ($) | 3 Months Ended | 12 Months Ended | |||
Jul. 29, 2022 | Mar. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Jul. 28, 2022 | |
Preferred Stock, Par or Stated Value Per Share (in dollars per share) | $ 0.0001 | $ 0.0001 | |||
Preferred Stock, Shares Authorized (in shares) | 20,000,000 | 20,000,000 | |||
Preferred Stock, Shares Outstanding (in shares) | 145,130,628 | 0 | 0 | ||
Increase (Decrease) Fair Value of Liability for Common Stock to be Issued | $ (205,000) | $ 0 | |||
Proceeds from Issuance of Common Stock | $ 2,500,000 | $ 0 | |||
Nasdaq Capital [Member] | |||||
Number of Trading Days for Determining Share Price (Day) | 10 days | 10 days | |||
Sale of Stock, Price Per Share (in dollars per share) | $ 3 | $ 3 | |||
Lincoln Park Purchase Agreement [Member] | |||||
Equity Method Investment, Ownership Percentage | 4.99% | 4.99% | |||
Lincoln Park Capital Fund [Member] | |||||
Stock Issued During Period, Shares, New Issues (in shares) | 616,684 | ||||
Number of Trading Days for Determining Share Price (Day) | 90 days | 90 days | |||
Stock Issued During Period, Value, Other | $ 1,000,000 | $ 1,000,000 | |||
Sale of Stock, Number of Shares Issued in Transaction (in shares) | 500,000 | 500,000 | |||
Common Stock Liability | $ 1,400,000 | ||||
Increase (Decrease) Fair Value of Liability for Common Stock to be Issued | 205,000 | ||||
Proceeds from Issuance of Common Stock | 2,500,000 | ||||
Purchase Share [Member] | Lincoln Park Capital Fund [Member] | |||||
Maximum Amount of Purchase of Common Stock | $ 50,000,000 | 50,000,000 | |||
Stock Issued During Period, Shares, New Issues (in shares) | 150,000 | ||||
Commitment Shares [Member] | Lincoln Park Capital Fund [Member] | |||||
Stock Issued During Period, Value, Other | $ 1,500,000 | ||||
Commitment Shares [Member] | Lincoln Park Capital Fund [Member] | Maximum [Member] | |||||
Sale of Stock, Number of Shares Issued in Transaction (in shares) | 500,000 | ||||
Series C Preferred Stock [Member] | |||||
Preferred Stock, Par or Stated Value Per Share (in dollars per share) | $ 0.001 | ||||
Preferred Stock, Shares Outstanding (in shares) | 79,090,623 | ||||
Series B Preferred Stock [Member] | |||||
Preferred Stock, Par or Stated Value Per Share (in dollars per share) | 0.001 | ||||
Preferred Stock, Shares Outstanding (in shares) | 14,218,546 | ||||
Series A-1 Preferred Stock [Member] | |||||
Preferred Stock, Par or Stated Value Per Share (in dollars per share) | 0.001 | ||||
Preferred Stock, Shares Outstanding (in shares) | 39,196,116 | ||||
Series A-2 Preferred Stock [Member] | |||||
Preferred Stock, Par or Stated Value Per Share (in dollars per share) | $ 0.001 | ||||
Preferred Stock, Shares Outstanding (in shares) | 12,625,343 |
Note 7 - Stockholder's Equity -
Note 7 - Stockholder's Equity - Summary of Convertible Preferred Stock (Details) | Mar. 31, 2023 shares | Dec. 31, 2022 shares | Jul. 29, 2022 shares |
Preferred Stock, Shares Outstanding (in shares) | 0 | 0 | 145,130,628 |
Common Stock, Shares (in shares) | 14,868,374 | ||
Series A-1 Preferred Stock [Member] | |||
Preferred Stock, Shares Outstanding (in shares) | 39,196,116 | ||
Conversion Ratio | 0.102448 | ||
Common Stock, Shares (in shares) | 4,015,564 | ||
Series A-2 Preferred Stock [Member] | |||
Preferred Stock, Shares Outstanding (in shares) | 12,625,343 | ||
Conversion Ratio | 0.102448 | ||
Common Stock, Shares (in shares) | 1,293,442 | ||
Series B Preferred Stock [Member] | |||
Preferred Stock, Shares Outstanding (in shares) | 14,218,546 | ||
Conversion Ratio | 0.102448 | ||
Common Stock, Shares (in shares) | 1,456,662 | ||
Series C Preferred Stock [Member] | |||
Preferred Stock, Shares Outstanding (in shares) | 79,090,623 | ||
Conversion Ratio | 0.102448 | ||
Common Stock, Shares (in shares) | 8,102,706 |
Note 7 - Stockholder's Equity_3
Note 7 - Stockholder's Equity - Summary of Common Stock Reserved for Issuance (Details) - shares | Mar. 31, 2023 | Dec. 31, 2022 |
Shares Reserved for Future Issuance (in shares) | 13,334,569 | 9,891,139 |
Stock Options Issued and Outstanding [Member] | ||
Shares Reserved for Future Issuance (in shares) | 5,172,649 | 4,839,554 |
Stock Options Available for Future Grants [Member] | ||
Shares Reserved for Future Issuance (in shares) | 1,853,805 | 1,065,423 |
Shares Available for Employee Stock Purchase Plan [Member] | ||
Shares Reserved for Future Issuance (in shares) | 483,801 | 257,341 |
Common Stock Warrants [Member] | ||
Shares Reserved for Future Issuance (in shares) | 5,824,314 | 3,728,821 |
Note 8 - Public and Private W_2
Note 8 - Public and Private Warrants (Details Textual) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Jan. 30, 2023 | Jul. 29, 2022 | Mar. 31, 2023 | Dec. 31, 2022 | |
Class of Warrant or Right, Outstanding (in shares) | 4,321 | 4,321 | ||
P I P E Investment [Member] | ||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 11.50 | |||
Public Warrants [Member] | ||||
Class of Warrant or Right, Outstanding (in shares) | 1,995,708 | 3,601,000 | ||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 1.40 | $ 11.50 | ||
Class Of Warrant or Right, Redemption Price of Warrants or Rights (in dollars per share) | $ 0.01 | $ 0.01 | ||
Number of Consecutive Trading Days for Determining Share Price Triggering Warrant Redemption (Day) | 30 days | 30 days | ||
Warrant Redemption Condition, Minimum Share Price (in dollars per share) | $ 18 | $ 18 | ||
Class Of Warrant or Right, Redemption of Warrants or Rights, Threshold Consecutive Trading Days (Day) | 20 days | 20 days | ||
Class of Warrant or Right, Redemption of Warrants or Rights, Threshold Trading Days (Day) | 30 days | 30 days | ||
Public Warrants [Member] | P I P E Investment [Member] | ||||
Class of Warrant or Right, Outstanding (in shares) | 2,095,493 | 726,000 | ||
Class of Warrant or Right, Issued | $ 2,095,493 | $ 726,000 | ||
Public Warrants [Member] | IPO [Member] | ||||
Class of Warrant or Right, Outstanding (in shares) | 2,875,000 | 2,875,000 | ||
Private Placement Warrants [Member] | ||||
Class of Warrant or Right, Outstanding (in shares) | 123,500 | 123,500 | ||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 11.50 | $ 11.50 | ||
Private Placement Warrants [Member] | IPO [Member] | ||||
Class of Warrant or Right, Outstanding (in shares) | 123,500 | 123,500 |
Note 9 - Equity Plans and Rel_3
Note 9 - Equity Plans and Related Equity Activities (Details Textual) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||
Dec. 15, 2022 | Oct. 31, 2022 | Sep. 30, 2022 | Aug. 31, 2022 | Jul. 31, 2022 | Feb. 28, 2021 | Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Jan. 01, 2023 | |
Common Stock, Capital Shares Reserved for Future Issuance (in shares) | 13,334,569 | 9,891,139 | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period (Year) | 4 years | 4 years | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested, Number of Shares (in shares) | 5,122 | ||||||||||
Share-Based Payment Arrangement, Expense | $ 487,000 | $ 421,000 | $ 1,883,000 | $ 1,143,000 | |||||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 4,200,000 | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 0 | 524,253 | 2,097,010 | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period, Fair Value | $ 1,800,000 | ||||||||||
General and Administrative Expense | $ 3,279,000 | $ 1,986,000 | $ 9,651,000 | $ 7,293,000 | |||||||
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share) | $ 4.79 | $ 3.18 | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value (in dollars per share) | $ 2.30 | $ 3.39 | |||||||||
Operating Expenses | 6,216,000 | $ 9,094,000 | $ 32,686,000 | $ 28,957,000 | |||||||
Restricted Stock, Value, Shares Issued Net of Tax Withholdings | $ 6,000 | $ 43,000 | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term (Year) | 6 years 7 months 28 days | ||||||||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition (Year) | 2 years 7 months 6 days | ||||||||||
Incentive Stock Option [Member] | |||||||||||
Common Stock, Capital Shares Reserved for Future Issuance (in shares) | 7,026,454 | 5,904,977 | |||||||||
Share-Based Payment Arrangement, Option [Member] | |||||||||||
Share-Based Payment Arrangement, Expense | $ 20,000 | ||||||||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 60,000 | $ 60,000 | |||||||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition (Year) | 2 years 4 months 24 days | ||||||||||
Nonstatutory Stock Option [Member] | Non Executive Board [Member] | |||||||||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 1,100,000 | ||||||||||
Restricted Stock Units (RSUs) [Member] | |||||||||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | 200,000 | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Aggregate Intrinsic Value, Vested | 300,000 | ||||||||||
Operating Expenses | $ 5,000 | $ 300,000 | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Forfeited in Period (in shares) | 41,136 | 6,993 | 42,415 | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Non-Option Equity Instruments, Outstanding, Number (in shares) | 120,535 | ||||||||||
Restricted Stock Units (RSUs) [Member] | Share-Based Payment Arrangement, Tranche One [Member] | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Rights, Percentage | 50% | ||||||||||
Restricted Stock Units (RSUs) [Member] | Share-Based Payment Arrangement, Tranche Two [Member] | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Rights, Percentage | 50% | ||||||||||
Two Thousand Twenty Two Equity Incentive Plan [Member] | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized (in shares) | 2,573,405 | 2,573,405 | |||||||||
Common Stock, Capital Shares Reserved for Future Issuance (in shares) | 3,216,756 | 3,216,756 | 1,132,300 | ||||||||
Annual Increase in Shares Reserved For Issuance as A Percentage of Common Shares Outstanding | 5% | 5% | |||||||||
Two Thousand Twenty Two Equity Incentive Plan [Member] | Restricted Stock Units (RSUs) [Member] | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value (in dollars per share) | $ 2.46 | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Non-Option Equity Instruments, Granted (in shares) | 243,618 | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Aggregate Intrinsic Value, Vested | $ 600,000 | ||||||||||
Two Thousand Twenty Two Equity Incentive Plan [Member] | Maximum [Member] | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Expirations in Period (in shares) | 3,461,319 | 3,461,319 | |||||||||
Two Thousand and Ten Equity Incentive Plan or Two Thousand and Twenty Equity Incentive Plan [Member] | Share-Based Payment Arrangement, Option [Member] | Non Executive Board [Member] | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Shares Purchased for Award (in shares) | 20,489 | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Expiration Period (Year) | 10 years | ||||||||||
Two Thousand and Ten Equity Incentive Plan or Two Thousand and Twenty Equity Incentive Plan [Member] | Restricted Stock [Member] | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 23,518 | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value (in dollars per share) | $ 10.30 | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period, Fair Value | $ 200,000 | ||||||||||
General and Administrative Expense | $ 200,000 | ||||||||||
Two Thousand and Ten Equity Incentive Plan or Two Thousand and Twenty Equity Incentive Plan [Member] | Nonstatutory Stock Option [Member] | Non Executive Board [Member] | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period (Year) | 3 years | ||||||||||
Share-Based Payment Arrangement, Expense | $ 100,000 | $ 100,000 | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 700,000 | ||||||||||
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share) | $ 2.65 | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value (in dollars per share) | 1.96 | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Grant Date Intrinsic Value (in dollars per share) | $ 1,300,000 | ||||||||||
Equity Stock Purchase Plan [Member] | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized (in shares) | 257,341 | 483,801 | |||||||||
Common Stock, Capital Shares Reserved for Future Issuance (in shares) | 483,801 | 257,341 | 226,460 | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Expiration Period (Year) | 24 months | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period, Fair Value | $ 37,000 | $ 39,000 | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Maximum Employee Subscription Rate | 15% | ||||||||||
Share Based Compensation Arrangement By Share Based Payment Award, Maximum Employee Subscription Amount | $ 25,000 | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Purchase Price of Common Stock, Percent | 85% | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Shares Issued in Period (in shares) | 0 | 0 | |||||||||
Share-Based Payment Arrangement, Nonvested Award, Excluding Option, Cost Not yet Recognized, Amount | $ 100,000 | $ 300,000 | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term (Year) | 1 year 10 months 24 days | ||||||||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition (Year) | 1 year 7 months 6 days |
Note 9 - Equity Plans and Rel_4
Note 9 - Equity Plans and Related Equity Activities - Stock-based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share-based Payment Arrangement, Expense | $ 487 | $ 421 | $ 1,883 | $ 1,143 |
Research and Development Expense [Member] | ||||
Share-based Payment Arrangement, Expense | 97 | 119 | 583 | 292 |
General and Administrative Expense [Member] | ||||
Share-based Payment Arrangement, Expense | $ 390 | $ 302 | $ 1,300 | $ 851 |
Note 9 - Equity Plans and Rel_5
Note 9 - Equity Plans and Related Equity Activities - Schedule of Valuation Assumptions of Stock Options (Details) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Equity Stock Purchase Plan [Member] | ||
Expected volatility, minimum | 83% | |
Expected volatility, maximum | 93% | |
Risk-free interest rate, minimum | 4.37% | |
Risk-free interest rate, maximum | 4.60% | |
Expected dividend | 0% | |
Minimum [Member] | Equity Stock Purchase Plan [Member] | ||
Expected term (years) (Year) | 6 months | |
Maximum [Member] | Equity Stock Purchase Plan [Member] | ||
Expected term (years) (Year) | 2 years | |
Share-Based Payment Arrangement, Option [Member] | ||
Expected volatility, minimum | 71% | |
Expected volatility, maximum | 86% | |
Expected volatility | 88% | |
Risk-free interest rate, minimum | 0.53% | 0.60% |
Risk-free interest rate, maximum | 4.07% | 1.20% |
Expected dividend | 0% | 0% |
Share-Based Payment Arrangement, Option [Member] | Minimum [Member] | ||
Expected term (years) (Year) | 5 years | 5 years 7 months 13 days |
Share-Based Payment Arrangement, Option [Member] | Maximum [Member] | ||
Expected term (years) (Year) | 6 years 21 days | 10 years |
Note 9 - Equity Plans and Rel_6
Note 9 - Equity Plans and Related Equity Activities - Summary of Activities Under the Plans (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Dec. 15, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
Outstanding (in shares) | 1,065,423 | 888,435 | |||
Outstanding, shares (in shares) | 4,839,554 | 3,536,715 | |||
Outstanding, weighted average exercise price (in dollars per share) | $ 2.91 | $ 2.71 | |||
Shares authorized added to 2022 Plan (in shares) | 2,573,405 | ||||
Shares not returned to plan (in shares) | (913,842) | ||||
Options Granted (in shares) | (2,097,010) | ||||
Options Granted, shares (in shares) | 0 | 524,253 | 2,097,010 | ||
Options Granted, weighted average exercise price (in dollars per share) | $ 4.79 | $ 3.18 | |||
Options Exercised (in shares) | 0 | ||||
Options Exercised, shares (in shares) | 0 | (75,550) | |||
Options Exercised, weighted average exercise price (in dollars per share) | $ 3.74 | $ 2.30 | $ 1.45 | ||
Options Cancelled (in shares) | 839,156 | ||||
Options Cancelled, shares (in shares) | (80,751) | (580,333) | (839,156) | ||
Options Cancelled, weighted average exercise price (in dollars per share) | $ 2.43 | ||||
Outstanding, term (Year) | 6 years 7 months 28 days | ||||
Outstanding, intrinsic value | $ 82 | ||||
Vested and exercisable, shares (in shares) | 2,685,009 | ||||
Vested and exercisable, weighted average exercise price (in dollars per share) | $ 2.75 | ||||
Vested and exercisable, term (Year) | 4 years 4 months 28 days | ||||
Vested and exercisable, intrinsic value | $ 100 | $ 0 | |||
Vested and expected to vest, shares (in shares) | 4,824,187 | ||||
Vested and expected to vest, weighted average exercise price (in dollars per share) | $ 2.91 | ||||
Vested and expected to vest, term (Year) | 6 years 7 months 24 days | ||||
Vested and expected to vest, intrinsic value | $ 82 | ||||
Restricted Stock [Member] | |||||
Restricted stock awards granted (in shares) | (23,518) | ||||
Restricted stock awards granted, shares (in shares) | 23,518 | ||||
Restricted stock awards vested (in shares) | 0 | ||||
Restricted stock awards vested, shares (in shares) | (23,518) | ||||
Restricted Stock Units (RSUs) [Member] | |||||
Restricted stock awards granted (in shares) | (243,618) | ||||
Restricted stock awards granted, shares (in shares) | 243,618 | ||||
Restricted stock awards vested (in shares) | 0 | ||||
Restricted stock awards vested, shares (in shares) | (121,804) | (10,823) | (80,668) | ||
Restricted stock units forfeited (in shares) | 42,415 | ||||
Restricted stock units forfeited, shares (in shares) | (41,136) | (6,993) | (42,415) |
Note 9 - Equity Plans and Rel_7
Note 9 - Equity Plans and Related Equity Activities - Exercise Price Range of Options (Details) | 12 Months Ended |
Dec. 31, 2022 $ / shares shares | |
Shares Outstanding (in shares) | shares | 4,719,019 |
Outstanding, Weighted Average Remaining Contractual Term (Year) | 6 years 6 months 29 days |
Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 2.99 |
Shares Exercisable (in shares) | shares | 2,685,009 |
Exercisable, Weighted Average Remaining Contractual Term (Year) | 4 years 4 months 28 days |
Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 2.75 |
Range Of Exercise Price One Point Two Seven To Two Point Six Five [Member] | |
Lower Range Limit (in dollars per share) | 1.27 |
Upper Range Limit (in dollars per share) | $ 2.65 |
Shares Outstanding (in shares) | shares | 3,103,997 |
Outstanding, Weighted Average Remaining Contractual Term (Year) | 6 years 1 month 13 days |
Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 2.08 |
Shares Exercisable (in shares) | shares | 1,692,935 |
Exercisable, Weighted Average Remaining Contractual Term (Year) | 3 years 1 month 2 days |
Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 1.68 |
Range Of Exercise Price Three Point Zero Three To Four Point Seven Nine [Member] | |
Lower Range Limit (in dollars per share) | 3.03 |
Upper Range Limit (in dollars per share) | $ 4.79 |
Shares Outstanding (in shares) | shares | 1,384,481 |
Outstanding, Weighted Average Remaining Contractual Term (Year) | 7 years 6 months 18 days |
Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 4.38 |
Shares Exercisable (in shares) | shares | 820,036 |
Exercisable, Weighted Average Remaining Contractual Term (Year) | 6 years 8 months 19 days |
Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 4.13 |
Range Of Exercise Price Six Point Five Four To Seven Point Six Two [Member] | |
Lower Range Limit (in dollars per share) | 6.54 |
Upper Range Limit (in dollars per share) | $ 7.62 |
Shares Outstanding (in shares) | shares | 230,541 |
Outstanding, Weighted Average Remaining Contractual Term (Year) | 6 years 9 months 29 days |
Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 6.84 |
Shares Exercisable (in shares) | shares | 172,038 |
Exercisable, Weighted Average Remaining Contractual Term (Year) | 6 years 4 months 24 days |
Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 6.69 |
Note 10 - Commitments and Con_2
Note 10 - Commitments and Contingencies (Details Textual) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Clinical Collaborations [Member] | Maximum [Member] | ||
Clinical Milestones Payment in Cash and Shares of Common Stock | $ 9.5 | $ 9.5 |
Note 11 - Income Taxes (Details
Note 11 - Income Taxes (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Expense (Benefit) | $ 0 | $ 0 |
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount | $ 12,100 | $ 6,800 |
As Per CARES Act Permits, Operating Loss Carryforwards and Carrybaks to Offset, Percentage of Taxable Income | 80% | |
Domestic Tax Authority [Member] | Research Tax Credit Carryforward [Member] | ||
Tax Credit Carryforward, Amount | $ 3,700 | |
Domestic Tax Authority [Member] | Orphan Drug Tax Credit Carry Forward [Member] | ||
Tax Credit Carryforward, Amount | 900 | |
State and Local Jurisdiction [Member] | ||
Operating Loss Carryforwards | 64,600 | |
State and Local Jurisdiction [Member] | Research Tax Credit Carryforward [Member] | ||
Tax Credit Carryforward, Amount | 2,500 | |
Internal Revenue Service (IRS) [Member] | Domestic Tax Authority [Member] | ||
Operating Loss Carryforwards | 137,300 | |
Operating Loss Carryforwards Not Subject to Expiration | 109,000 | |
Operating Loss Carryforwards Subject to Expiration | $ 28,300 |
Note 11 - Income Taxes - Reconc
Note 11 - Income Taxes - Reconciliation of Effective Income Tax Rate (Details) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Federal statutory income tax rate | 21% | 21% | 21% |
Permanent differences | 0.80% | (0.30%) | |
Other credit | 2.30% | 3.20% | |
Other | (0.70%) | (0.30%) | |
Change in valuation allowance | (23.40%) | (23.60%) | |
Effective Income Tax Rate Reconciliation, Percent | 0% | 0% |
Note 11 - Income Taxes - Schedu
Note 11 - Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Net operating loss carry forwards | $ 33,333 | $ 27,217 |
Tax credits | 4,702 | 3,964 |
Section 174 R&D Capitalization | 4,274 | 0 |
Depreciation and amortization | 90 | 0 |
Stock-based compensation | 666 | 0 |
Other reserves and accruals | 1,462 | 1,334 |
Gross deferred tax assets | 44,527 | 32,515 |
Depreciation and amortization | 0 | (24) |
Right-of-use assets | (21) | (101) |
Gross deferred tax liabilities | (21) | (125) |
Valuation allowance | (44,506) | (32,390) |
Net deferred tax assets | $ 0 | $ 0 |
Note 11 - Income Taxes - Sche_2
Note 11 - Income Taxes - Schedule of Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Gross unrecognized tax benefit at January 1 | $ 1,598 | $ 1,181 |
Additions for tax provision taken in the current year | 405 | 417 |
Gross unrecognized tax benefit at December 31 | $ 2,003 | $ 1,598 |
Note 12 - Net Loss Per Share -
Note 12 - Net Loss Per Share - Antidilutive Securities (Details) - shares | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
Antidilutive Securities (in shares) | 10,996,963 | 3,460,787 | 8,568,375 | 3,550,141 |
Share-Based Payment Arrangement [Member] | ||||
Antidilutive Securities (in shares) | 4,839,554 | 3,536,780 | ||
Warrant [Member] | ||||
Antidilutive Securities (in shares) | 5,824,314 | 13,361 | 3,728,821 | 13,361 |
Note 13 - 401(k) Plan (Details
Note 13 - 401(k) Plan (Details Textual) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Defined Contribution Plan, Maximum Annual Contributions Per Employee, Percent | 100% | |
Defined Contribution Plan, Employer Matching Contribution, Percent of Match | 4% | |
Defined Contribution Plan, Cost | $ 177 | $ 139 |
Note 14 - Subsequent Events (De
Note 14 - Subsequent Events (Details Textual) - USD ($) $ / shares in Units, $ in Millions | Jan. 30, 2023 | Jan. 23, 2023 | Mar. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Common Stock, Par or Stated Value Per Share (in dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||
Subsequent Event [Member] | Securities Purchase Agreement Warrant [Member] | |||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 1,995,708 | ||||
Class of Warrants or Rights, Issuance Price (in dollars per share) | $ 1.40 | ||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 1.40 | ||||
Subsequent Event [Member] | Warrant With Engagement Agreement [Member] | |||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 99,785 | ||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 1.75 | ||||
Cash Fee, Percentage of Gross Proceeds from Sale of Shares | 7% | ||||
Class of Warrant or Right, Exercise Price, Percentage of Price Paid | 125% | ||||
Private Placement [Member] | Subsequent Event [Member] | |||||
Stock Issued During Period, Shares, New Issues (in shares) | 1,995,708 | ||||
Common Stock, Par or Stated Value Per Share (in dollars per share) | $ 0.0001 | ||||
Proceeds from Issuance or Sale of Equity | $ 2.8 |