Greenwich LifeSciences (GLSI) 10-K 15 Apr 24 2023 FY Annual report Financial data

Cover

Cover - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Apr. 10, 2024	Jun. 30, 2023
Cover [Abstract]
Document Type	10-K
Amendment Flag	false
Document Annual Report	true
Document Transition Report	false
Document Period End Date	Dec. 31, 2023
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2023
Current Fiscal Year End Date	--12-31
Entity File Number	001-39555
Entity Registrant Name	GREENWICH LIFESCIENCES, INC.
Entity Central Index Key	0001799788
Entity Tax Identification Number	20-5473709
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	3992 Bluebonnet Dr.
Entity Address, Address Line Two	Building 14
Entity Address, City or Town	Stafford
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	77477
City Area Code	(832)
Local Phone Number	819-3232
Title of 12(b) Security	Common Stock, $0.001 par value
Trading Symbol	GLSI
Security Exchange Name	NASDAQ
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false
Entity Shell Company	false
Entity Public Float				$ 56,572,305
Entity Common Stock, Shares Outstanding			12,878,409
ICFR Auditor Attestation Flag	false
Document Financial Statement Error Correction [Flag]	false
Auditor Firm ID	587	206
Auditor Name	RBSM LLP	MaloneBailey, LLP
Auditor Location	Austin, Texas	Houston, Texas

Balance Sheets

Balance Sheets - USD ($)	Dec. 31, 2023	Dec. 31, 2022
Current assets
Cash	$ 6,989,424	$ 13,468,026
Acquired patents, net	5,391	9,003
Total assets	6,994,815	13,477,029
Current liabilities
Accounts payable & accrued interest	256,317	220,845
Unreimbursed expenses	38,089	42,060
Total current liabilities	294,406	262,905
Total liabilities	294,406	262,905
Stockholders’ equity
Common stock, $0.001 par value; 100,000,000 shares authorized; 12,848,165 shares issued and outstanding as of December 31, 2023 and 2022	12,848	12,848
Additional paid-in capital	57,052,130	54,674,042
Accumulated deficit	(50,364,569)	(41,472,766)
Total stockholders’ equity	6,700,409	13,214,124
Total liabilities and stockholders’ equity	$ 6,994,815	$ 13,477,029

Balance Sheets (Parenthetical)

Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	12,848,165	12,848,165
Common stock, shares outstanding	12,848,165	12,848,165

Statements of Operations

Statements of Operations - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Income Statement [Abstract]
Revenue
Operating expenses
Research and development	7,698,622	6,475,668
General and administrative	1,629,244	1,564,586
Total operating expenses	9,327,866	8,040,254
Loss from operations	(9,327,866)	(8,040,254)
Interest income	436,063	215,017
Net loss	$ (8,891,803)	$ (7,825,237)
Per share information:
Net loss per common share, basic	$ (0.69)	$ (0.61)
Net loss per common share, diluted	$ (0.69)	$ (0.61)
Weighted average common shares outstanding, basic	12,848,165	12,913,848
Weighted average common shares outstanding, diluted	12,848,165	12,913,848

Statements of Stockholders' Equ

Statements of Stockholders' Equity - USD ($)	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Total
Balances at Dec. 31, 2021	$ 13,148	$ 60,466,093	$ (33,647,529)	$ 26,831,712
Balance, shares at Dec. 31, 2021	13,147,829
Stock-based compensation	$ 220	1,743,645		1,743,865
Stock-based compensation, shares	220,164
Repurchase of common stock via stock repurchase program, net of costs	$ (520)	(7,535,696)		(7,536,216)
Repurchase of common stock via stock buy back program, net of costs, shares	(519,828)
Net loss			(7,825,237)	(7,825,237)
Balances at Dec. 31, 2022	$ 12,848	54,674,042	(41,472,766)	13,214,124
Balance, shares at Dec. 31, 2022	12,848,165
Stock-based compensation		2,378,088		2,378,088
Net loss			(8,891,803)	(8,891,803)
Balances at Dec. 31, 2023	$ 12,848	$ 57,052,130	$ (50,364,569)	$ 6,700,409
Balance, shares at Dec. 31, 2023	12,848,165

Statements of Cash Flows

Statements of Cash Flows - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Operating activities:
Net loss	$ (8,891,803)	$ (7,825,237)
Adjustments required to reconcile net loss to net cash used in operating activities:
Amortization	3,612	3,612
Stock-based compensation	2,378,088	1,743,865
Changes in operating assets and liabilities:
Accounts payable	35,472
Unreimbursed expenses (accrued)	(3,971)	(122,267)
Net cash used in operating activities	(6,478,602)	(6,200,027)
Financing activities:
Repurchase of common stock via stock repurchase program, net of costs		(7,536,216)
Net cash provided by (used in) financing activities		(7,536,216)
Net increase (decrease) in cash	(6,478,602)	(13,736,243)
Cash, beginning of period	13,468,026	27,204,269
Cash, end of period	$ 6,989,424	$ 13,468,026

Organization and Description of

Organization and Description of the Business	12 Months Ended
	Dec. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization and Description of the Business	1. Organization and Description of the Business Greenwich LifeSciences, Inc. (the “Company”) was incorporated in the state of Delaware in 2006 under the name Norwell, Inc. In March 2018, Norwell, Inc. changed its name to Greenwich LifeSciences, Inc. In February 2023, Greenwich LifeSciences Europe Limited was incorporated as a wholly owned subsidiary in Ireland. The Company is developing a breast cancer immunotherapy focused on preventing the recurrence of breast cancer following surgery.

Going Concern

Going Concern	12 Months Ended
	Dec. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Going Concern	2. Going Concern The Company has prepared its financial statements on a going concern basis, which assumes that the Company will realize its assets and satisfy its liabilities in the normal course of business. However, the Company has incurred net losses since its inception and has negative operating cash flows. These circumstances raise substantial doubt about the Company’s ability to continue as a going concern. The accompanying financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classifications of liabilities that may result from the outcome of the uncertainty concerning the Company’s ability to continue as a going concern. As of December 31, 2023, the Company had cash of $ 6,989,424

Significant Accounting Policies

Significant Accounting Policies	12 Months Ended
	Dec. 31, 2023
Accounting Policies [Abstract]
Significant Accounting Policies	3. Significant Accounting Policies Basis of Presentation The accompanying financial statements are presented in conformity with accounting principles generally accepted in the U.S. (“GAAP”) and pursuant to the rules and regulations of US Securities and Exchange Commission (“SEC”). Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in its financial statements and accompanying notes. On an ongoing basis, management evaluates these estimates and judgments, which are based on historical and anticipated results and trends and on various other assumptions that management believes to be reasonable under the circumstances. By their nature, estimates are subject to an inherent degree of uncertainty and, as such, actual results may differ from management’s estimates. Cash Cash consists primarily of deposits with commercial banks and financial institutions. These cash deposits exceed the insured limits at individual banks and financial institutions. Impairment of Long-Lived Assets The Company reviews long-lived assets for impairment when events or changes in circumstances indicate the carrying value of the assets may not be recoverable. Recoverability is measured by comparison of the book values of the assets to future net undiscounted cash flows that the assets or the asset groups are expected to generate. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the book value of the assets exceed their fair value, which is measured based on the estimated discounted future net cash flows arising from the assets or asset groups. No impairment losses on long-lived assets have been recorded through December 31, 2023. Leases In February 2016, the FASB issued Accounting Standards Update (“ASU”) No. 2016-02-Leases (Topic 842), which significantly amends the way companies are required to account for leases. Under the updated leasing guidance, some leases that did not have to be reported previously are now required to be presented as an asset and liability on the balance sheet. In addition, for certain leases, what was previously classified as an operating expense must now be allocated between amortization expense and interest expense. The Company elected to adopt this update using the modified retrospective transition method and prior periods have not been restated. The current monthly rent is approximately $ 2,582 the underlying lease expires in May of 2024. Stock-Based Compensation Compensation expense related to warrants and stock granted to employees and non-employees is measured at the grant date based on the estimated fair value of the award and is recognized on a straight-line basis over the requisite service period. Forfeitures are recognized as a reduction of stock-based compensation expense as they occur. Stock-based compensation expense for an award with a performance condition is recognized when the achievement of such performance condition is determined to be probable. If the outcome of such performance condition is not determined to be probable or is not met, no compensation expense is recognized and any previously recognized compensation expense is reversed. GREENWICH LIFESCIENCES, INC. NOTES TO FINANCIAL STATEMENTS Research and Development Costs Research and development expenses are charged to operations as incurred. Research and development expenses include, among other things, salaries, costs of outside collaborators and outside services, and supplies. Income Taxes The Company’s income tax returns are based on calculations and assumptions that are subject to examination by the Internal Revenue Service and other tax authorities. In addition, the calculation of tax liabilities involves dealing with uncertainties in the application of complex tax regulations. Basic and Diluted Loss per Share The Company computes loss per share in accordance with Accounting Standards Codification (“ASC”) 260 — Earnings per Share. ASC 260 requires presentation of both basic and diluted earnings per share (“EPS”) on the face of the statements of operations. Basic EPS is computed by dividing net loss available to common shareholders (numerator) by the weighted average number of common shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period using the treasury stock method and convertible notes payable using the if-converted method. Diluted EPS excludes all dilutive potential shares if their effect is antidilutive. During periods of net loss, all common stock equivalents are excluded from the diluted EPS calculation because they are antidilutive. As of December 31, 2023 and 2022, the Company had common stock equivalents related to warrants outstanding to acquire 20,174 As of December 31, 2023 and 2022, the Company had common stock equivalents related to options outstanding to acquire 1,498,128 As of December 31, 2023 and 2022, the Company has no Convertible Debt and Convertible Preferred Stock In January 2021, the Company early adopted ASU 2020-06 Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815-40). ASU 2020-06 simplifies the accounting for convertible debt instruments and convertible preferred stock by reducing the number of accounting models and limiting the number of embedded conversion features separately recognized from the primary contract. The guidance also includes targeted improvements to the disclosures for convertible instruments and earnings per share. ASU 2020-06 is effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. Early adoption is permitted, but no earlier than fiscal years beginning after December 15, 2020. The adoption of ASU 2020-06 did not have a material impact on the Company’s financial statements. Recently Adopted Accounting Pronouncements In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. The main objective of the standard is to provide financial statement users with more decision-useful information about the expected credit losses on financial instruments and other commitments to extend credit held by a reporting entity at each reporting date. To achieve this objective, the amendments in this standard replace the incurred loss impairment methodology in current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. The update is effective for the Company beginning January 1, 2023 with early adoption permitted. The Company adopted the standard on January 1, 2023. The adoption of this standard did not have a material effect on the Company’s audited consolidated financial statements and related disclosures. Recently Issued Accounting Pronouncements Not Yet Adopted In July 2023, No 2023 03, 205 220 480 505 718 No. 120, December 15, 2023, not In October 2023, the FASB issued ASU 2023-06—Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative. The main objective of the amendment is to modify the disclosure or presentation requirements of various Topics in the Codification. Certain amendments represent clarifications to or technical corrections of the current requirements. to eliminate disclosure requirements that were redundant, duplicative, overlapping, outdated, or superseded. The effective date for each amendment will be when the SEC’s removal of that related disclosure from Regulation S-X or Regulation S-K becomes effective, with early adoption prohibited. The Company is still evaluating the impact of the adoption of this standard.

Related Party Transactions

Related Party Transactions	12 Months Ended
	Dec. 31, 2023
Related Party Transactions [Abstract]
Related Party Transactions	4. Related Party Transactions Unreimbursed expenses have been accrued and incurred by management, which total $ 38,089 42,060 GREENWICH LIFESCIENCES, INC. NOTES TO FINANCIAL STATEMENTS

Income Taxes

Income Taxes	12 Months Ended
	Dec. 31, 2023
Income Tax Disclosure [Abstract]
Income Taxes	5. Income Taxes Significant components of the Company’s deferred tax assets and liabilities were as follows: Schedule of Components of Deferred Tax Assets and Liabilities 2023 2022 December 31, 2023 2022 Deferred tax assets: Net operating loss carryforwards 4,505,244 3,137,364 Valuation allowance (4,505,244 ) (3,137,364 ) Total deferred tax assets — — The federal income tax rate used for 2023 and 2022 was 21 21.5 2037 The Company’s issuances of common and preferred stock may have resulted in ownership changes as defined by Section 382 of the Code. The Company has not conducted a Section 382 study to date. It is possible that a future analysis may result in the conclusion that a portion of the Company’s NOL carryforwards and R&D tax credit carryforwards will be limited due to Sections 382 and 383 of the Code. The Company is subject to U.S. federal tax examinations by tax authorities for the years 2010 to 2009 due to the fact that NOL carryforwards exist going back to 2010 that may be utilized on a current or future year tax return.

Commitments and Contingencies

Commitments and Contingencies	12 Months Ended
	Dec. 31, 2023
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	6. Commitments and Contingencies License Obligation, Legal Expenses, and Manufacturing Agreements The Company entered into an exclusive license agreement with The Henry M. Jackson Foundation (“HJF”) in April 2009, as amended, pursuant to which it acquired exclusive marketing rights to GP2, the Company’s product candidate. In consideration for such licensed rights, the Company issued HJF 202,619 0.267 15 3,607 Accounts payable includes accrued interest which totals $ 220,845 GREENWICH LIFESCIENCES, INC. NOTES TO FINANCIAL STATEMENTS Legal Proceedings From time to time, the Company may be involved in disputes, including litigation, relating to claims arising out of operations in the normal course of business. Any of these claims could subject the Company to costly legal expenses and, while management generally believes that there will be adequate insurance to cover different liabilities at such time the Company becomes a public company and commences clinical trials, the Company’s future insurance carriers may deny coverage or policy limits may be inadequate to fully satisfy any damage awards or settlements. If this were to happen, the payment of any such awards could have a material adverse effect on the results of operations and financial position. Additionally, any such claims, whether or not successful, could damage the Company’s reputation and business. The Company is currently not a party to any legal proceedings, the adverse outcome of which, in management’s opinion, individually or in the aggregate, could have a material adverse effect on our results of operations or financial position.

Stockholders_ Equity

Stockholders’ Equity	12 Months Ended
	Dec. 31, 2023
Equity [Abstract]
Stockholders’ Equity	7. Stockholders’ Equity On September 30, 2019, the board of directors (the “Board”) and stockholders of the Company adopted the Greenwich LifeSciences, Inc. 2019 Equity Incentive Plan setting aside and reserving 1,498,128 As of December 31, 2023 and 2022, 893,181 908,362 120 2,009,657 15,181 34,157 no 220,164 495,369 On January 23, 2022, the Board of Directors authorized the Company’s management to implement a stock repurchase program for up to $ 10 519,828 7,536,216 On January 23, 2022, November 30, 2022, and November 17, 2023, the Board of Directors sequentially extended the lock-up of the shares owned by the Company’s directors, officers, and existing pre-IPO investors to December 31, 2024 (approximately 51 months from date of the Company’s IPO). During this period, current officers, directors and certain shareholders will not be able to sell their shares of the Company’s common stock unless otherwise modified by the Board of Directors. On June 22, 2020, the Company filed an amendment to its Amended and Restated Certificate of Incorporation, as amended (the “Certificate of Incorporation”), to effectuate a 1-for-2.67 reverse stock split GREENWICH LIFESCIENCES, INC. NOTES TO FINANCIAL STATEMENTS Initial Public Offering (IPO) On September 25, 2020, the Company completed its initial public offering (the “IPO”) pursuant to which it issued and sold 1,260,870 5.75 7,250,002 6,207,502 1,042,500 189,130 On September 29, 2020, in connection with the completion of the IPO, the Company converted all of the outstanding shares of Series A Preferred Stock into an aggregate of 1,520,937 129,267 66,575 305,990 42,404 42,404 5.75 On September 29, 2020, in connection with the completion of the IPO, the Board and stockholders of the Company approved the Company’s Second Amended and Restated Bylaws and the filing of the Company’s Second Amended and Restated Certificate of Incorporation with the Delaware Secretary of State which authorizes the Company to issue 100,000,000 0.001 10,000,000 0.001 Follow-On Offering On December 22, 2020, the Company completed a follow-on offering pursuant to which it issued and sold 660,000 40.00 26,400,000 23,959,000 2,441,000 99,000 On January 29, 2021, the underwriter exercised its option to purchase 70,000 40.00 2,800,000 2,548,000 252,000 GREENWICH LIFESCIENCES, INC. NOTES TO FINANCIAL STATEMENTS Warrants Prior to the IPO, there were no outstanding warrants to purchase shares of common stock accounted for as equity or liabilities. On September 25, 2020, in connection with the IPO, the underwriter, Aegis Capital Corp., was issued a warrant to purchase 100,870 8 September 24, 2025 7.1875 125 97 125 6.9718 On October 19, 2021, the underwriter warrants were partially exercised resulting in the issuance of 80,696 562,596 At December 31, 2023, outstanding warrants to purchase shares of common stock accounted for as equity or liabilities were as follows with an aggregate intrinsic value as of December 31, 2023 of $ 67,230 10.52 Schedule of Outstanding Warrants Shares Underlying Outstanding Exercise Expiration Warrants Price (1) Date (1) 20,174 $ 7.1875 September 24, 2025 20,174 (1) The warrants are exercisable at any time and from time to time, in whole or in part, during a period commencing March 24, 2021 and expiring September 24, 2025 7.1875 6.9718 Options On June 22, 2022, prior to the close of the Nasdaq market, 1,498,128 7.63 9,512,356 3.2 106 3,626,584 5,885,772 four year

Subsequent Events

Subsequent Events	12 Months Ended
	Dec. 31, 2023
Subsequent Events [Abstract]
Subsequent Events	8. Subsequent Events Between January 1, 2024 and April 10, 2024, the Company completed At The Market (“ATM”) offerings pursuant to its ATM agreement with Jefferies, in which it issued and sold a total of 30,244 12.81 387,490 348,741 $ 38,749 . On March 12, 2024, the Board of Directors further extended the lock-up of the shares owned by the Company’s directors, officers, and existing pre-IPO investors to June 30, 2025 (approximately 57 months from date of the Company’s IPO). During this period, current officers, directors and certain shareholders will not be able to sell their shares of the Company’s common stock unless otherwise modified by the Board of Directors.

Significant Accounting Polici_2

Significant Accounting Policies (Policies)	12 Months Ended
	Dec. 31, 2023
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying financial statements are presented in conformity with accounting principles generally accepted in the U.S. (“GAAP”) and pursuant to the rules and regulations of US Securities and Exchange Commission (“SEC”).
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in its financial statements and accompanying notes. On an ongoing basis, management evaluates these estimates and judgments, which are based on historical and anticipated results and trends and on various other assumptions that management believes to be reasonable under the circumstances. By their nature, estimates are subject to an inherent degree of uncertainty and, as such, actual results may differ from management’s estimates.
Cash	Cash Cash consists primarily of deposits with commercial banks and financial institutions. These cash deposits exceed the insured limits at individual banks and financial institutions.
Impairment of Long-Lived Assets	Impairment of Long-Lived Assets The Company reviews long-lived assets for impairment when events or changes in circumstances indicate the carrying value of the assets may not be recoverable. Recoverability is measured by comparison of the book values of the assets to future net undiscounted cash flows that the assets or the asset groups are expected to generate. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the book value of the assets exceed their fair value, which is measured based on the estimated discounted future net cash flows arising from the assets or asset groups. No impairment losses on long-lived assets have been recorded through December 31, 2023.
Leases	Leases In February 2016, the FASB issued Accounting Standards Update (“ASU”) No. 2016-02-Leases (Topic 842), which significantly amends the way companies are required to account for leases. Under the updated leasing guidance, some leases that did not have to be reported previously are now required to be presented as an asset and liability on the balance sheet. In addition, for certain leases, what was previously classified as an operating expense must now be allocated between amortization expense and interest expense. The Company elected to adopt this update using the modified retrospective transition method and prior periods have not been restated. The current monthly rent is approximately $ 2,582 the underlying lease expires in May of 2024.
Stock-Based Compensation	Stock-Based Compensation Compensation expense related to warrants and stock granted to employees and non-employees is measured at the grant date based on the estimated fair value of the award and is recognized on a straight-line basis over the requisite service period. Forfeitures are recognized as a reduction of stock-based compensation expense as they occur. Stock-based compensation expense for an award with a performance condition is recognized when the achievement of such performance condition is determined to be probable. If the outcome of such performance condition is not determined to be probable or is not met, no compensation expense is recognized and any previously recognized compensation expense is reversed. GREENWICH LIFESCIENCES, INC. NOTES TO FINANCIAL STATEMENTS
Research and Development Costs	Research and Development Costs Research and development expenses are charged to operations as incurred. Research and development expenses include, among other things, salaries, costs of outside collaborators and outside services, and supplies.
Income Taxes	Income Taxes The Company’s income tax returns are based on calculations and assumptions that are subject to examination by the Internal Revenue Service and other tax authorities. In addition, the calculation of tax liabilities involves dealing with uncertainties in the application of complex tax regulations.
Basic and Diluted Loss per Share	Basic and Diluted Loss per Share The Company computes loss per share in accordance with Accounting Standards Codification (“ASC”) 260 — Earnings per Share. ASC 260 requires presentation of both basic and diluted earnings per share (“EPS”) on the face of the statements of operations. Basic EPS is computed by dividing net loss available to common shareholders (numerator) by the weighted average number of common shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period using the treasury stock method and convertible notes payable using the if-converted method. Diluted EPS excludes all dilutive potential shares if their effect is antidilutive. During periods of net loss, all common stock equivalents are excluded from the diluted EPS calculation because they are antidilutive. As of December 31, 2023 and 2022, the Company had common stock equivalents related to warrants outstanding to acquire 20,174 As of December 31, 2023 and 2022, the Company had common stock equivalents related to options outstanding to acquire 1,498,128 As of December 31, 2023 and 2022, the Company has no
Convertible Debt and Convertible Preferred Stock	Convertible Debt and Convertible Preferred Stock In January 2021, the Company early adopted ASU 2020-06 Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815-40). ASU 2020-06 simplifies the accounting for convertible debt instruments and convertible preferred stock by reducing the number of accounting models and limiting the number of embedded conversion features separately recognized from the primary contract. The guidance also includes targeted improvements to the disclosures for convertible instruments and earnings per share. ASU 2020-06 is effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. Early adoption is permitted, but no earlier than fiscal years beginning after December 15, 2020. The adoption of ASU 2020-06 did not have a material impact on the Company’s financial statements.
Recently Adopted Accounting Pronouncements	Recently Adopted Accounting Pronouncements In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. The main objective of the standard is to provide financial statement users with more decision-useful information about the expected credit losses on financial instruments and other commitments to extend credit held by a reporting entity at each reporting date. To achieve this objective, the amendments in this standard replace the incurred loss impairment methodology in current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. The update is effective for the Company beginning January 1, 2023 with early adoption permitted. The Company adopted the standard on January 1, 2023. The adoption of this standard did not have a material effect on the Company’s audited consolidated financial statements and related disclosures.
Recently Issued Accounting Pronouncements Not Yet Adopted	Recently Issued Accounting Pronouncements Not Yet Adopted In July 2023, No 2023 03, 205 220 480 505 718 No. 120, December 15, 2023, not In October 2023, the FASB issued ASU 2023-06—Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative. The main objective of the amendment is to modify the disclosure or presentation requirements of various Topics in the Codification. Certain amendments represent clarifications to or technical corrections of the current requirements. to eliminate disclosure requirements that were redundant, duplicative, overlapping, outdated, or superseded. The effective date for each amendment will be when the SEC’s removal of that related disclosure from Regulation S-X or Regulation S-K becomes effective, with early adoption prohibited. The Company is still evaluating the impact of the adoption of this standard.

Income Taxes (Tables)

Income Taxes (Tables)	12 Months Ended
	Dec. 31, 2023
Income Tax Disclosure [Abstract]
Schedule of Components of Deferred Tax Assets and Liabilities	Significant components of the Company’s deferred tax assets and liabilities were as follows: Schedule of Components of Deferred Tax Assets and Liabilities 2023 2022 December 31, 2023 2022 Deferred tax assets: Net operating loss carryforwards 4,505,244 3,137,364 Valuation allowance (4,505,244 ) (3,137,364 ) Total deferred tax assets — —

Stockholders_ Equity (Tables)

Stockholders’ Equity (Tables)	12 Months Ended
	Dec. 31, 2023
Equity [Abstract]
Schedule of Outstanding Warrants	Schedule of Outstanding Warrants Shares Underlying Outstanding Exercise Expiration Warrants Price (1) Date (1) 20,174 $ 7.1875 September 24, 2025 20,174 (1) The warrants are exercisable at any time and from time to time, in whole or in part, during a period commencing March 24, 2021 and expiring September 24, 2025 7.1875 6.9718

Going Concern (Details Narrativ

Going Concern (Details Narrative) - USD ($)	Dec. 31, 2023	Dec. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Cash	$ 6,989,424	$ 13,468,026

Significant Accounting Polici_3

Significant Accounting Policies (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Monthly rent	$ 2,582
Lease expires	the underlying lease expires in May of 2024.
Common stock equivalents to warrants outstanding	20,174
Convertible Preferred Stock [Member]
Common stock equivalents	0	0
Common Stock [Member]
Common stock equivalents to warrants outstanding	20,174	20,174
Common stock equivalents to options outstanding	1,498,128	1,498,128

Related Party Transactions (Det

Related Party Transactions (Details Narrative) - USD ($)	Dec. 31, 2023	Dec. 31, 2022
Related Party Transaction [Line Items]
Unreimbursed expenses	$ 38,089	$ 42,060
Management [Member]
Related Party Transaction [Line Items]
Unreimbursed expenses	$ 38,089	$ 42,060

Schedule of Components of Defer

Schedule of Components of Deferred Tax Assets and Liabilities (Details) - USD ($)	Dec. 31, 2023	Dec. 31, 2022
Deferred tax assets:
Net operating loss carryforwards	$ 4,505,244	$ 3,137,364
Valuation allowance	(4,505,244)	(3,137,364)
Total deferred tax assets

Income Taxes (Details Narrative

Income Taxes (Details Narrative) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Income Tax Disclosure [Abstract]
Federal income tax rate, percentage	21%	21%
Federal net operating loss carryforwards	$ 21.5
Federal operating loss carryforwards expiration date	2037

Commitments and Contingencies (

Commitments and Contingencies (Details Narrative) - USD ($)	1 Months Ended	12 Months Ended
	Apr. 30, 2009	Dec. 31, 2023	Dec. 31, 2022
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Amortized value		$ 3,612	$ 3,612
Accounts payable and accrued liabilities		$ 220,845	$ 220,845
License Agreement [Member] | The Henry M. Jackson Foundation ("HJF") [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Shares issued price per share	$ 0.267
License Agreement [Member] | The Henry M. Jackson Foundation ("HJF") [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Shares issued during period common stock	202,619
Amortized period	15 years
Amortized value	$ 3,607

Schedule of Outstanding Warrant

Schedule of Outstanding Warrants (Details)	Dec. 31, 2023 $ / shares shares
Accumulated Other Comprehensive Income (Loss) [Line Items]
Shares Underlying Outstanding Warrants	20,174
Warrant [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Shares Underlying Outstanding Warrants	20,174
Exercise Price | $ / shares	$ 7.1875	[1]
Expiration Date	Sep. 24, 2025	[1]
[1]The warrants are exercisable at any time and from time to time, in whole or in part, during a period commencing March 24, 2021 and expiring September 24, 2025 7.1875 6.9718

Schedule of Outstanding Warra_2

Schedule of Outstanding Warrants (Details) (Parenthetical) - Warrant [Member]	Dec. 31, 2023 $ / shares
Accumulated Other Comprehensive Income (Loss) [Line Items]
Expiration date	Sep. 24, 2025	[1]
Exercise price per share	$ 7.1875	[1]
Warrants Exercised within Six Months [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Exercise price per share	$ 6.9718
[1]The warrants are exercisable at any time and from time to time, in whole or in part, during a period commencing March 24, 2021 and expiring September 24, 2025 7.1875 6.9718

Stockholders_ Equity (Details N

Stockholders’ Equity (Details Narrative) - USD ($)

12 Months Ended

Jun. 22, 2022

Jan. 23, 2022

Oct. 19, 2021

Jan. 29, 2021

Dec. 22, 2020

Sep. 25, 2020

Jul. 22, 2020

Dec. 31, 2023

Dec. 31, 2022

Dec. 29, 2023

Sep. 29, 2020

Sep. 30, 2019

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of shares granted

1,498,128

893,181

893,181

Number of additional granted shares issued

120

Aggregate vested shares value

$ 2,009,657

Number of unvested shares

15,181

Unrecognized value of shares

$ 34,157

Fair value

$ 5,885,772

Stock repurchase value

$ 7,536,216

Repurchase of common stock, shares

519,828

Repurchase common stock value

$ 7,536,216

Common stock, shares authorized

100,000,000

100,000,000

Common stock, par value

$ 0.001

$ 0.001

Issuance of common stock through partial exercise of underwriter warrants and gross proceeds

$ 562,596

Aggregate intrinsic value of outstanding warrants

$ 67,230

Closing share price

$ 10.52

Exercise price

$ 7.63

Stock granted

$ 9,512,356

Risk-free interest rate

3.20%

Voltality rate

106%

Compensation expense

$ 3,626,584

Vesting term

4 years

IPO [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of shares issued

1,260,870

Public offering price

$ 5.75

Gross proceeds from sale of shares

$ 7,250,002

Number of shares issued, value

6,207,502

Underwriting discounts and commissions and offering expenses

$ 1,042,500

Exercised option to purchase of shares

189,130

Additional common shares issuable upon conversion of preferred stock

42,404

Conversion price per share

$ 5.75

Common stock, shares authorized

100,000,000

Common stock, par value

$ 0.001

Preferred stock, shares authorized

10,000,000

Preferred stock, par value

$ 0.001

IPO [Member] | Series A Preferred Stock [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Converted shares of preferred stock into common stock

1,520,937

IPO [Member] | Series B Preferred Stock [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Converted shares of preferred stock into common stock

129,267

IPO [Member] | Series C Preferred Stock [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Converted shares of preferred stock into common stock

66,575

IPO [Member] | Series D Preferred Stock [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Converted shares of preferred stock into common stock

305,990

Additional common shares issuable upon conversion of preferred stock

42,404

Follow On Offering [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of shares issued

660,000

Public offering price

$ 40

Gross proceeds from sale of shares

$ 26,400,000

Exercised option to purchase of shares

99,000

Net proceeds from sale of shares

$ 23,959,000

Net of underwriting discount commission and offering expenses

$ 2,441,000

Over-Allotment Option [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Public offering price

$ 40

Gross proceeds from sale of shares

$ 2,800,000

Underwriting discounts and commissions and offering expenses

$ 252,000

Exercised option to purchase of shares

70,000

Net proceeds from sale of shares

$ 2,548,000

Amended and Restated Certificate of Incorporation [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Reverse stock split

1-for-2.67 reverse stock split

Maximum [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Stock repurchase value

$ 10,000,000

Common Stock [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of shares granted

908,362

908,362

Common stock grant vested

0

220,164

Fair value

$ 495,369

Stock repurchase value

$ 520

Issuance of common stock through partial exercise of underwriter warrants, shares

80,696

Warrant [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Warrants expiration date

[1]

Sep. 24, 2025

Warrant exercise price

[1]

$ 7.1875

Warrant [Member] | IPO [Member] | Aegis Capital Corp [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Public offering price

$ 6.9718

Warrants to purchase of common stock

100,870

Sale of shares percentage

8%

Warrants expiration date

Sep. 24, 2025

Warrant exercise price

$ 7.1875

Public offering price, percentage

125%

Warrants exercise price, percentage

97%

2019 Equity Incentive Plan [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Common stock capital shares reserved for future issuance

1,498,128

[1]The warrants are exercisable at any time and from time to time, in whole or in part, during a period commencing March 24, 2021 and expiring September 24, 2025 7.1875 6.9718

Subsequent Events (Details Narr

Subsequent Events (Details Narrative) - Subsequent Event [Member] - At The Market Offering [Member]	3 Months Ended
	Apr. 10, 2024 USD ($) $ / shares shares
Subsequent Event [Line Items]
Number of shares issued | shares	30,244
Public offering price | $ / shares	$ 12.81
Gross proceeds from sale of shares	$ 387,490
Net proceeds from sale of shares	348,741
Net of underwriting discount commission and offering expenses	$ 38,749