Tharimmune (THAR) 10-Q 9 May 24 2024 Q1 Quarterly report Financial data

Cover

Cover - shares	3 Months Ended
	Mar. 31, 2024	May 08, 2024
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Mar. 31, 2024
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2024
Current Fiscal Year End Date	--12-31
Entity File Number	001-41210
Entity Registrant Name	THARIMMUNE, INC.
Entity Central Index Key	0001861657
Entity Tax Identification Number	84-2642541
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	1200 Route 22 East
Entity Address, Address Line Two	Suite 2000
Entity Address, City or Town	Bridgewater
Entity Address, State or Province	NJ
Entity Address, Postal Zip Code	08807
City Area Code	(908)
Local Phone Number	270-8260
Title of 12(b) Security	Common stock, $0.0001 par value
Trading Symbol	THAR
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		11,789,676

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($)	Mar. 31, 2024	Dec. 31, 2023
Current assets
Cash	$ 8,427,290	$ 10,935,352
Prepaid expenses and other current assets	460,007	11,041
Total current assets	8,887,297	10,946,393
Total assets	8,887,297	10,946,393
Current liabilities
Accounts payable	993,244	908,577
Accrued expenses	527,527	906,469
Insurance premium financing liability	317,119
Total current liabilities	1,837,890	1,815,046
Total liabilities	1,837,890	1,815,046
Commitments and contingencies (see Note 5)
Stockholders’ equity
Preferred stock, $0.0001 par value, 10,000,000 shares authorized, no shares issued and outstanding as of March 31, 2024 and December 31, 2023
Common stock, $0.0001 par value, 250,000,000 shares authorized, 11,793,309 shares and 11,743,309 shares issued and 11,789,676 shares and 11,739,676 shares outstanding as of March 31, 2024 and December 31, 2023, respectively	1,180	1,175
Additional paid-in capital	34,077,827	33,903,663
Accumulated deficit	(26,959,635)	(24,703,526)
Treasury stock, at cost, 3,633 shares held in treasury as of March 31, 2024 and December 31, 2023	(69,965)	(69,965)
Total stockholders’ equity	7,049,407	9,131,347
Total liabilities and stockholders’ equity	$ 8,887,297	$ 10,946,393

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Mar. 31, 2024	Dec. 31, 2023
Statement of Financial Position [Abstract]
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	250,000,000	250,000,000
Common stock, shares issued	11,793,309	11,743,309
Common stock, shares outstanding	11,789,676	11,739,676
Treasury stock, common shares	3,633	3,633

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Operating expenses
Research and development	$ 1,025,258	$ 1,047,677
General and administrative	1,322,045	1,666,721
Total operating expenses	2,347,303	2,714,398
Loss from operations	(2,347,303)	(2,714,398)
Other income (expense)
Interest expense	(4,700)	(6,138)
Interest income	95,894	32,248
Total other income (expense), net	91,194	26,110
Net loss	$ (2,256,109)	$ (2,688,288)
Net loss per share:
Basic	$ (0.19)	$ (5.84)
Diluted	$ (0.19)	$ (5.84)
Weighted average number of common shares outstanding:
Basic	11,757,808	460,580
Diluted	11,757,808	460,580

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Changes in Stockholders' Equity (Unaudited) - USD ($)	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Treasury Stock, Common [Member]	Total
Balance at Dec. 31, 2022	$ 1,160	$ 20,996,892	$ (15,384,432)	$ (69,965)	$ 5,543,655
Balance, shares at Dec. 31, 2022	11,604,970			90,826
Net loss			(2,688,288)		(2,688,288)
Stock based compensation		345,432			345,432
Balance at Mar. 31, 2023	$ 1,160	21,342,324	(18,072,720)	$ (69,965)	3,200,799
Balance, shares at Mar. 31, 2023	11,604,970			90,826
Balance at Dec. 31, 2023	$ 1,175	33,903,663	(24,703,526)	$ (69,965)	9,131,347
Balance, shares at Dec. 31, 2023	11,743,309			3,633
Net loss			(2,256,109)		(2,256,109)
Stock based compensation		153,619			153,619
Stock issuance pursuant to services agreement	$ 5	20,545			20,550
Stock issuance pursuant to services agreement, shares	50,000
Balance at Mar. 31, 2024	$ 1,180	$ 34,077,827	$ (26,959,635)	$ (69,965)	$ 7,049,407
Balance, shares at Mar. 31, 2024	11,793,309			3,633

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Cash flows from operating activities:
Net loss	$ (2,256,109)	$ (2,688,288)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock based compensation	153,619	345,432
Stock issuance pursuant to services agreement	20,550
Increase in operating assets:
Prepaid expenses and other current assets	(448,966)	(892,964)
Increase (decrease) in operating liabilities:
Accounts payable	84,667	(280,622)
Accrued expenses	(378,942)	51,752
Net cash used in operating activities	(2,825,181)	(3,464,690)
Net cash provided by (used in) investing activities
Cash flows from financing activities:
Payment of deferred offering costs		(36,553)
Proceeds from insurance premium financing liability	393,960	716,775
Repayment of insurance premium financing liability	(76,841)	(156,858)
Net cash provided by financing activities	317,119	523,364
Net decrease in cash	(2,508,062)	(2,941,326)
Cash, beginning of period	10,935,352	6,510,534
Cash, end of period	8,427,290	3,569,208
Supplemental disclosure of non-cash financing activities:
Unpaid deferred financing costs		$ 45,107

Pay vs Performance Disclosure

Pay vs Performance Disclosure - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Pay vs Performance Disclosure [Table]
Net Income (Loss)	$ (2,256,109)	$ (2,688,288)

Insider Trading Arrangements

Insider Trading Arrangements	3 Months Ended
	Mar. 31, 2024
Insider Trading Arrangements [Line Items]
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Description of Business and Liq

Description of Business and Liquidity	3 Months Ended
	Mar. 31, 2024
Accounting Policies [Abstract]
Description of Business and Liquidity	Note 1 – Description of Business and Liquidity Nature of Operations Tharimmune, Inc. (formerly, Hillstream BioPharma, Inc.) (“Tharimmune” or the “Company”) was incorporated on March 28, 2017, as a Delaware C-corporation. At March 31, 2024, Tharimmune had one wholly-owned subsidiary: HB Pharma Corp. (“HB”). Tharimmune is a clinical-stage biotechnology company developing therapeutic candidates in rare, inflammatory, and oncologic conditions with high unmet need. On November 3, 2023, the Company entered into a patent license agreement (the “Avior License Agreement”) with Avior Inc. d/b/a Avior Bio, LLC (“Avior”) pursuant to which it received an exclusive sublicensable right and license to Licensed Patent Rights and Licensed Technology to, among other things, Develop, have Developed, make, have made, use, sell, import, export and commercialize TH104 and TH103) and to practice the Licensed Technology in connection with the foregoing, throughout the world (each as defined in the Avior License Agreement. In February 2023, the U.S. Food and Drug Administration (“FDA”) approved an investigational new drug (“IND”) application for TH104. TH104 has a dual mechanism of action by affecting multiple receptors, known to suppress chronic, debilitating pruritis or “uncontrollable itching.” With respect to TH104, the Company intends to first seek approval for the treatment of moderate to severe chronic pruritis in patients with primary biliary cholangitis (“PBC”), an orphan rare form of liver disease with no known cure in which more than 70% of patients suffer from debilitating chronic pruritis, and with respect to TH103, it intends to develop the product candidate and potentially file an IND. The Company is also developing an early-stage pipeline of novel therapeutic candidates targeting validated high value immuno-oncology (“IO”) targets including human epidermal growth factor (“EGF”) receptor 2 (“HER2”), human EGF receptor 3 (“HER3”) and programmed cell death protein 1 (“PD-1”). The Company is developing antibodies including bispecific antibodies, antibody drug conjugates (“ADCs”) and small molecular weight bovine-derived Picobodies™ or antibody “knob” domains which have the potential to target and bind more tightly to “undruggable” epitopes better than full sized antibodies. The Company is advancing TH3215, a bispecific against both HER2 and HER3 antibody which targets a novel “bridging epitope” encompassing multiple domains of the HER2 extracellular domain (“ECD”) as well as ligand-dependent and independent blocking of the ECD of HER3 into IND-enabling studies in 2024. In addition, the Company anticipates that TH0059, a HER2/HER3 bispecific ADC (“bsADC”), and TH1940, a PD-1 Picobody, will progress to enter IND-enabling studies in 2024. The Company has deprioritized its previous preclinical candidate, HSB-1216, due to a strategic reprioritization of its vision to focus on therapeutics in high unmet need cancers focused on novel epitopes of certain antitumor drug targets. Name Change On September 21, 2023, Hillstream BioPharma, Inc. filed a Certificate of Amendment (the “Amendment”) to its Certificate of Incorporation, as amended (the “Certificate of Incorporation”), with the Secretary of State of the State of Delaware pursuant to which it changed its name to Tharimmune, Inc. effective as of September 25, 2023. The name change became effective with The Nasdaq Capital Market on September 25, 2023 and the Company’s common stock has since traded on The Nasdaq Capital Market under the new name and new ticker symbol, “THAR.” Liquidity and Going Concern The accompanying condensed consolidated financial statements have been prepared on the basis that the Company will continue as a going concern, which contemplates, among other things, the realization of assets and satisfaction of liabilities in the normal course of business. During the three months ended March 31, 2024, the Company incurred operating losses in the amount of approximately $ 2.3 million, expended approximately $ 2.8 million in net cash used in operating activities, and had an accumulated deficit of approximately $ 27.0 million as of March 31, 2024. Through March 31, 2024, the Company has primarily financed its operations through public and private offerings of its equity securities. The Company received net proceeds from its initial public offering (“IPO”) on January 14, 2022 of approximately $ 12.5 million. Additionally, the Company closed a public offering (the “May Offering”) of its common stock on May 2, 2023. Net proceeds to the Company from the May Offering were approximately $ 2.1 million. The Company recently closed an additional public offering (the “November Offering”) of its common stock on November 30, 2023. Net proceeds to the Company from the November Offering were approximately $ 8.7 million. See Note 3 to the condensed consolidated financial statements for details regarding the May and November Offerings. The shares of the Company’s common stock began trading on The Nasdaq Capital Market on January 12, 2022 under the ticker symbol “HILS” and effective as of September 25, 2023, are traded under the ticker symbol “THAR.” Based on the Company’s limited operating history, recurring negative cash flows from operations, current plans and available resources, the Company will need substantial additional funding to support future operating activities. The Company has concluded that the prevailing conditions and ongoing liquidity risks faced raise substantial doubt about the Company’s ability to continue as a going concern for at least one year following the date these consolidated financial statements are issued. The accompanying condensed consolidated financial statements do not include any adjustments that might be necessary should the Company be unable to continue as a going concern. The Company may seek to raise additional funding through the sale of additional equity or debt securities, enter into strategic partnerships, grants, or other arrangements or a combination of the foregoing to support its future operations, however, there can be no assurance that the Company will be able to obtain additional capital on terms acceptable to the Company, on a timely basis or at all. The failure to obtain sufficient additional funding could adversely affect the Company’s ability to achieve its business objectives and product development timelines and may result in the Company delaying or terminating clinical trial activities which could have a material adverse effect on the Company’s results of operations. Other Risks and Uncertainties There can be no assurance that the Company’s products, if approved, will be accepted in the marketplace, nor can there be any assurance that any future products can be developed or manufactured at an acceptable cost and with appropriate performance characteristics, or that such products will be successfully marketed, if at all. The Company is subject to risks common to biopharmaceutical companies including, but not limited to, the development of new technological innovations, dependence on key personnel, protection of proprietary technology, compliance with government regulations, product liability, uncertainty of market acceptance of products and the need to obtain additional financing. The Company is dependent on third party suppliers. The Company’s products require approval or clearance from the FDA prior to commencing commercial sales in the United States. Approvals or clearances are also required in foreign jurisdictions in which the Company may license or sell its products. There can be no assurance that the Company’s products will receive all of the required approvals or clearances.

Summary of Significant Accounti

Summary of Significant Accounting Policies	3 Months Ended
	Mar. 31, 2024
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Note 2 – Summary of Significant Accounting Policies Basis of Presentation These accompanying unaudited condensed consolidated interim financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial reporting. These condensed consolidated financial statements are unaudited and, in the opinion of management, include all adjustments (consisting of normal recurring adjustments and accruals) necessary for a fair statement of the balance sheet, operating results, and cash flows for the periods presented in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). Operating results for the three months ended March 31, 2024 are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2024 or any other future period. Certain information and footnote disclosure normally included in the annual financial statements prepared in accordance with U.S. GAAP have been omitted in accordance with the SEC’s rules and regulations for interim reporting. The Company’s financial position, results of operations, and cash flows are presented in U.S. Dollars. These condensed consolidated financial statements and related notes should be read in conjunction with the audited financial statements and related notes thereto for the year ended December 31, 2023 included in the Company’s Annual Report on Form 10-K filed with the SEC on February 23, 2024. The Company operates in one segment. Reverse Stock Split On November 17, 2023, the Company effectuated a reverse split of shares of its common stock at a ratio of 1-for-25 Principles of Consolidation The condensed consolidated financial statements include the accounts of Tharimmune and its wholly-owned subsidiaries, HB and Farrington Therapeutics LLC. All significant intercompany balances and transactions have been eliminated in consolidation. On February 27, 2023, the Company filed a Certificate of Cancellation with the Delaware Secretary of State with respect to Farrington Therapeutics LLC. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Management bases its estimates on historical experience and on assumptions believed to be reasonable under the circumstances. The estimation process often may yield a range of potentially reasonable estimates of the ultimate future outcomes, and management must select an amount that falls within that range of reasonable estimates. Areas of the condensed consolidated financial statements where estimates may have the most significant effect include research and development expense recognition, valuation of common shares and share-based compensation, allowances of deferred tax assets, valuation of debt related instruments, and cash flow assumptions regarding going concern considerations. Although management believes the estimates that have been used are reasonable, actual results could vary from the estimates that were used. Concentration of Credit Risk The Company maintains cash balances with various financial institutions. Account balances at these institutions are insured by the Federal Deposit Insurance Corporation up to $ 250,000 The Company believes that it is not subject to unusual credit risk beyond the normal credit risk associated with commercial banking relationships. Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less at the date of purchase to be cash equivalents. Cash equivalents, if any, are stated at cost and consist primarily of money market accounts. Research and Development Research and development costs are expensed as incurred. Research and development expenses include personnel costs associated with research and development activities, including third-party contractors to perform research, conduct clinical trials, and manufacture drug supplies and materials. The Company accrues for costs incurred by external service providers, including contract research organizations and clinical investigators, based on its estimates of service performed and costs incurred. These estimates include the level of services performed by third parties, patient enrollment in clinical trials, administrative costs incurred by third parties, and other indicators of the services completed. Stock-Based Compensation The Company recognizes compensation costs resulting from the issuance of stock-based awards to employees, non-employees, and directors as an expense in the condensed consolidated statements of operations over the requisite service period based on a measurement of fair value for each stock-based award. The fair value of each option grant to employees, non-employees, and directors is estimated as of the date of grant using the Black-Scholes option-pricing model, net of actual forfeitures. The fair value is amortized as compensation cost on the straight-line basis over the requisite service period of the awards, which is generally the vesting period. The fair value of each stock option grant is estimated on the date of grant using the Black-Scholes option-pricing model. Prior to January 12, 2022, the Company was a private company and the Company’s common stock has only been publicly traded since that date. As a result, the Company has lacked company-specific historical and implied volatility information. Therefore, it has estimated its expected stock volatility based on the historical data regarding the volatility of a publicly traded set of peer companies. The expected term of stock options granted was between five and seven years. The risk-free interest rate was determined by reference to the U.S. Treasury yield curve in effect at the time of grant of the award for time periods approximately equal to the expected term of the award. Fair Value Measurements The Company applies Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 820, Fair Value Measurement The carrying value of the Company’s cash, prepaid expenses, accounts payable, and accrued expenses approximate fair value because of the short-term maturity of these consolidated financial instruments. The valuation hierarchy is composed of three levels. The classification within the valuation hierarchy is based on the lowest level of input that is significant to the fair value measurement. The levels within the valuation hierarchy are described below: Level 1 Inputs: Level 2 Inputs: Level 3 Inputs: such as estimates, assumptions, and valuation techniques when little or no market data exists for the assets or liabilities, that reflect the reporting entity’s own assumptions. Deferred Offering Costs Deferred offering costs consists primarily of legal, accounting, underwriters’ fees, printing, and filing fees that are incurred prior to an offering of the Company’s common stock and are initially capitalized and then subsequently reclassified to additional paid-in capital upon completion of the offering. If an offering is not completed, any associated offering costs will be expensed immediately upon termination of the offering. Insurance Premium Financing Liability In January 2023, the Company entered into an insurance premium financing agreement for $ 955,700 5.25 238,925 81,394 In January 2024, the Company entered into an insurance premium financing agreement for $ 492,450 7.5 98,490 40,763 369,337 Retirement Plan The Company has a 401(k) defined contribution plan which covers all employees that meet the plan’s eligibility requirements. Eligible employees may contribute a percentage of their salary subject to certain limitations. The Company makes a discretionary match which is currently equal to 3% of employee contributions. Total company contributions to the plan were $ 337 1,819 Income Taxes The Company accounts for income taxes using the asset-and-liability method in accordance with FASB ASC Topic 740, Income Taxes Deferred income taxes are recognized for the tax effect of temporary differences between the financial statement carrying amount of assets and liabilities and the amounts used for income tax purposes and for certain changes in valuation allowances. Valuation allowances are recorded to reduce certain deferred tax assets when, in management’s estimation, it is more-likely-than-not that a tax benefit will not be realized. A full valuation allowance has been recognized for all periods since it is more-likely-than-not that some portion or all of the deferred tax assets will not be realized in future periods. The Company follows the guidance in FASB ASC Subtopic 740-10 in assessing uncertain tax positions. The standard applies to all tax positions and clarifies the recognition of tax benefits in the financial statements by providing for a two-step approach of recognition and measurement. The first step involves assessing whether the tax position is more-likely-than-not to be sustained upon examination based upon its technical merits. The second step involves measurement of the amount to be recognized. Tax positions that meet the more-likely-than-not threshold are measured at the largest amount of tax benefit that is greater than 50% likely of being realized upon ultimate finalization with the taxing authority. The Company recognizes the impact of an uncertain income tax position in the financial statements if it believes that the position is more-likely-than-not to be sustained by the relevant taxing authority. The Company will recognize interest and penalties related to tax positions in income tax expense. At March 31, 2024 and December 31, 2023, the Company had no unrecognized uncertain income tax positions, and therefore no amounts have been recognized in the condensed consolidated financial statements. Net Loss per Share The Company reports loss per share in accordance with FASB ASC Subtopic 260-10, Earnings Per Share Potentially dilutive securities not included in the computation of loss per share for the three months ended March 31, 2024 and 2023 included options to purchase 90,758 85,758 7,500 6,360 300,000 1-for-25 Recently Adopted Accounting Pronouncements The Company has evaluated all recent accounting pronouncements that were required to be adopted and believes that other than the following, none of them will have a material effect on the Company’s financial position, results of operations, or cash flows. The FASB issued Accounting Standards Update (“ASU”) 2020-06, Debt - Debt with Conversion and Other Options Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity Earnings Per Share

Common Stock

Common Stock	3 Months Ended
	Mar. 31, 2024
Equity [Abstract]
Common Stock	Note 3 – Common Stock Pursuant to an amendment to the Company’s Certificate of Incorporation filed in April 2019, the Company increased the number of authorized shares of common stock to 250,000,000 1-for-25 On February 16, 2022, the Company entered into an agreement for marketing and investor related consulting services. Pursuant to the agreement, compensation includes a monthly fee and an upfront issuance of shares of the Company’s common stock. On the effective date of February 16, 2022, the Company issued 1,270 78.75 100,000 100,000 2,801 35.70 100,000 On March 17, 2023, the Company filed a Registration Statement on Form S-3 with the SEC using a “shelf” registration process pursuant to which, the Company may sell, from time to time in one or more offerings, shares of common stock and preferred stock, various series of debt securities and/or warrants to purchase any of such securities, either individually or as units comprised of a combination of one or more of the other securities in one or more offerings up to a total dollar amount of $ 75 On May 2, 2023, the Company closed a public offering pursuant to which it issued 212,000 12.50 2.7 186,000 417,000 2.1 795,000 On July 26, 2023, pursuant to the research and development collaboration and license agreement with Applied Biomedical Science Institute (“ABSI”), further described in Note 5 to the condensed consolidated financial statements, the Company issued 25,107 9.95 250,000 On November 30, 2023, the Company closed a public offering pursuant to which it issued 1,825,000 1.00 8,175,000 0.001 4.99 9.99 10.0 1.3 8.7 1,500,000 1,000,000 1.0 70,000 On January 24, 2024, pursuant to a corporate advisory consulting agreement, the Company issued 50,000 0.411 20,550

Stock Based Compensation

Stock Based Compensation	3 Months Ended
	Mar. 31, 2024
Share-Based Payment Arrangement [Abstract]
Stock Based Compensation	Note 4 – Stock Based Compensation Incentive Plans and Options Under the Company’s 2017 Stock Incentive Plan (the “2017 Plan”) the Company may grant incentive stock options, non-statutory stock options, rights to purchase common stock, stock appreciation rights, restricted stock, performance shares, and performance units to employees, directors, and consultants of the Company and its affiliates. Up to 3,788 The Company has granted options to acquire 3,712 330 76 3,712 3.9 4.2 In July 2019, the Company authorized an additional plan, the 2019 Stock Incentive Plan (the “2019 Plan”). Under the 2019 Plan, the Company may grant incentive stock options, non-statutory stock options, rights to purchase common stock, stock appreciation rights, restricted stock, performance shares, and performance units to employees, directors, and consultants of the Company and its affiliates. At both March 31, 2024 and December 31, 2023, a total of 156,060 As of both March 31, 2024 and December 31, 2023, the Company has granted options to acquire 156,060 0 82,046 73.66 7.6 7.8 On August 17, 2023, the Company authorized a new plan, the Tharimmune, Inc. 2023 Omnibus Incentive Plan (the “2023 Plan”). Under the Company’s 2023 Plan, the Company may grant incentive stock options, non-statutory stock options, rights to purchase common stock, stock appreciation rights, restricted stock, performance shares, and performance units to employees, directors, and consultants of the Company and its affiliates. Up to 2,600,000 During the three months ended March 31, 2024, the Company granted 0 2,595,000 5,000 3.94 9.6 9.9 The following table summarizes stock-based activities under the 2017, 2019, and 2023 Stock Incentive Plans: Schedule of Stock Option Activity Weighted Weighted Shares Average Average Underlying Exercise Contractual Options Price Terms Outstanding at December 31, 2023 90,758 $ 80.30 7.8 Outstanding at March 31, 2024 90,758 $ 80.30 7.5 Exercisable options at March 31, 2024 77,187 $ 76.77 7.5 Vested and expected to vest at March 31, 2024 90,758 $ 80.30 7.5 The fair value of stock option awards is estimated at the date of grant using the Black-Scholes option-pricing model. The estimated fair value of each stock option is then expensed over the requisite service period, which is generally the vesting period (ranging between immediate vesting and four years). The determination of fair value using the Black-Scholes model is affected by the Company’s share price as well as assumptions regarding a number of complex and subjective variables, including expected price volatility, expected life, risk-free interest rate and forfeitures. Forfeitures are accounted for as they occur. Stock options granted during the three months ended March 31, 2023 were valued using the Black-Scholes option-pricing model with the following weighted-average assumptions: Schedule of Options Weighted Average Assumptions For the three months ended March 31, 2024 2023 Expected volatility N/A 95.1 % Risk-free interest rate N/A 3.99 % Expected dividend yield N/A 0 % Expected life of options in years N/A 5.0 Estimated fair value of options granted N/A $ 9.75 No The weighted-average grant date fair value of stock options granted during the three months ended March 31, 2023 was $ 9.75 80.51 14.16 Total stock-based compensation expense included in the accompanying condensed consolidated statements of operations was as follows: Schedule of Stock Based Compensation Expense 2024 2023 For the three months ended March 31, 2024 2023 Research and development $ 77,768 $ 161,509 General and administrative 75,851 183,923 Total stock-based compensation $ 153,619 $ 345,432 As of March 31, 2024, the total unrecognized compensation expense related to non-vested options was approximately $ 1.1 1.8 Warrants In connection with the IPO, the Company issued warrants to purchase such number of shares of the Company’s common stock equal to 5% of the total shares of common stock issued in the IPO. The warrants are exercisable at $ 125.00 In connection with the May Offering as described in Note 3 to the consolidated financial statements, the Company issued warrants to designees of the underwriter (the “Representative’s Warrants”) to purchase 6,360 3 15.625 In connection with the November Offering as described in Note 3 to the consolidated financial statements, the Company issued pre-funded warrants to purchase 8,175,000 0.001 4.99 9.99 1,500,000 1,000,000 0.001 The underwriters received warrants to purchase 300,000 1.25 300,000 Terms of the warrants outstanding at March 31, 2024 are as follows: Schedule of Warrants Initial Expiration Exercise Warrants Warrants Warrants Issuance Date Exercise Date Date Price Issued Exercised Outstanding January 14, 2022 July 10, 2022 January 11, 2027 $ 125.00 7,500 - 7,500 May 2, 2023 November 2, 2023 May 2, 2028 $ 15.625 6,360 - 6,360 November 30, 2023 November 30, 2023 May 2, 2028 $ 0.001 8,175,000 8,175,000 - November 30, 2023 November 30, 2023 May 2, 2028 $ 0.001 1,000,000 1,000,000 - November 30, 2023 May 27, 2024 May 2, 2028 $ 1.250 300,000 - 300,000

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2024
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Note 5 – Commitments and Contingencies Small Molecule Analogues On December 30, 2019, the Company acquired a series of small molecule analogues pursuant to an Asset Purchase Agreement (“APA”). Pursuant to the APA, the Company is required to make a payment of $50,000 upon raising of at least $2.0 million in funding, and up to approximately $1.75 million based upon successfully meeting clinical and sales milestones. The Company included, in accounts payable at both March 31, 2024 and December 31, 2023 50,000 Research Collaboration and Product License Agreement with Minotaur Therapeutics, Inc. (“Minotaur”) and Commercial License Agreement with Taurus Biosciences, LLC (“Taurus”) The Company has entered into a research collaboration and product license agreement with Minotaur (as amended, the “Minotaur Agreement”) and a commercial license agreement with Taurus (the “Taurus Agreement”) for use of certain technology, including OmniAb antibodies, to advance Picobodies against novel, unreachable, and undruggable epitopes in high-value validated targets starting with PD-1. The Minotaur Agreement and Taurus Agreement are for the development of proprietary targeted biologics, including TH 1940, against PD-1. It is anticipated that the Company will collaborate with Minotaur under the license from Taurus to discover, develop, and advance biotherapeutics against high-value validated IO targets starting with PD-1. The Minotaur Agreement included an up-front payment of $ 150,000 1,000,000 Research and Development Collaboration and License Agreement with Applied Biomedical Science Institute On July 5, 2023 (the “ABSI Effective Date”), the Company entered into a Research and Development Collaboration and License Agreement (the “ABSI Agreement”) with ABSI pursuant to which ABSI granted the Company an exclusive royalty-bearing, sublicensable license to the ABSI Patents (as defined in the ABSI Agreement) and a non-exclusive, royalty-bearing, sublicensable license to the ABSI Know-How (as defined in the ABSI Agreement) to Exploit (as defined in the ABSI Agreement) the ABSI Products (as defined in the ABSI Agreement) for the treatment, diagnosis, prediction, detection or prevention of disease in humans and animals worldwide (the “Territory”). Pursuant to the ABSI Agreement, the parties shall form a committee to manage the preclinical, investigational new drug enabling studies and such other activities as shall lead to the initiation of a Phase 1 clinical trial of the ABSI Product. The parties will collaborate on a Target-by-Target basis to identify and evaluate ABSI Products directed against such Target (as defined below) with a view to identifying or generating suitable Products (as defined in the ABSI Agreement) for the Company to Exploit. “Target” means ErB2 (Her2) and ErbB3. Upon completion of the Discovery Timeline (as defined in the ABSI Agreement) for a Target, subject to the terms and conditions of ABSI Agreement, the Company shall exclusively own any ABSI Products against such Target. In the event the committee determines that the discovery activities are unsuccessful with respect to a Target, the Company may propose an additional target, which, upon approval by ABSI, shall replace a failed Target. Pursuant to the ABSI Agreement: (i) the Company issued ABSI 25,107 250,000 10 8,250,000 On a Product-by-Product basis, upon the expiration of the last Royalty Term of such Product in the Territory, licenses granted to the Company with respect to such Product shall be deemed non-exclusive, fully paid, royalty-free, perpetual and irrevocable. The ABSI Agreement shall expire upon the expiration of the last Royalty Term of the last Product, unless such agreement is terminated earlier pursuant to its terms. The ABSI Agreement may also be terminated (i) by either the Company or ABSI for (A) a material breach of the ABSI Agreement or (B) bankruptcy, (ii) ABSI may terminate the ABSI Agreement upon the commencement of a Challenge Proceeding (as defined in the ABSI Agreement) or (iii) the Company may terminate the ABSI Agreement at any time upon 90 days prior written notice to ABSI. Upon termination or expiration of the ABSI Agreement other than as a result of a bankruptcy or Challenge Proceeding, all licenses granted to the Company pursuant to such agreement will terminate and all rights under such licenses shall revert to ABSI. On March 11, 2024, the Company entered into an addendum to the ABSI Agreement to fund research services with quarterly payments of $ 50,000 th 50,000 Avior Patent License Agreement On November 3, 2023 (the “Avior Effective Date”), the Company entered into the Avior Patent License Agreement with Avior pursuant to which the Company received an exclusive sublicensable right and license to Licensed Patent Rights and Licensed Technology to, among other things, Develop, have Developed, make, have made, use, sell, import, export and commercialize TH104 and TH103 and to practice the Licensed Technology in connection with the foregoing, throughout the world. Pursuant to the Avior Patent License Agreement, the Company shall pay Avior a mid-six digit up front license fee within ten days of the Avior Effective Date and an additional mid six-digit license fee which shall be paid in four equal installments within ten days of the end of each fiscal quarter following the Avior Effective Date. In addition, the Company shall pay Avior a high single digit percentage of any upfront payments received by it as a result of the grant of any sublicenses with respect to TH104. The Company shall also pay Avior milestone payments in the aggregate amount of $ 24,250,000 During the three months ended March 31, 2024, the Company paid milestone fees of $ 150,000 Employment Agreements On June 1, 2021, the Company entered into an Amended and Restated Employment Agreement with the Company’s CEO, as amended periodically (the “Amended and Restated Employment Agreement”). The term of the Amended and Restated Employment Agreement commenced upon the closing of the Company’s IPO in January 2022 and continues for a period of five years and automatically renews for successive one-year periods at the end of each term unless either party provides written notice of their intent not to renew at least 60 days prior to the expiration of the then effective term. Pursuant to the Amended and Restated Employment Agreement, the CEO will receive an annual base salary of $ 485,000 55 (i) $250 million, the CEO shall receive a cash payment of $150,000; (ii) $500 million, the CEO shall receive a cash payment of $350,000; and (iii) $1.0 billion, the CEO shall receive a cash payment of $750,000 30,303 100.00 On January 1, 2023, in lieu of half of his 2023 salary, the CEO was issued options to purchase up to 20,605 9.75 On July 6, 2023, the Company entered into an amended and restated employment agreement (the “CEO Employment Agreement”) with the CEO. The Employment Agreement has the same terms as the COO Employment Agreement (as defined below) except, the CEO shall (i) receive a base salary of $ 500,000 60 In connection with the appointment of the Company’s Chief Operating Officer, on July 11, 2023 (the “Effective Date”), the Company entered into an employment agreement (the “COO Employment Agreement”) with the COO. The COO Employment Agreement shall continue for a period of five years and, thereafter, shall automatically renew for successive one-year terms unless either party provides the other party with written notice of non-renewal at least 60 days prior to the last day of the then-current term. Pursuant to the COO Employment Agreement, the COO shall: (i) receive a base salary of $ 400,000 50

Subsequent Events

Subsequent Events	3 Months Ended
	Mar. 31, 2024
Subsequent Events
Subsequent Events	Note 6 – Subsequent Events There were no material subsequent events that required recognition or additional disclosure in these condensed consolidated financial statements.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2024
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation These accompanying unaudited condensed consolidated interim financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial reporting. These condensed consolidated financial statements are unaudited and, in the opinion of management, include all adjustments (consisting of normal recurring adjustments and accruals) necessary for a fair statement of the balance sheet, operating results, and cash flows for the periods presented in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). Operating results for the three months ended March 31, 2024 are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2024 or any other future period. Certain information and footnote disclosure normally included in the annual financial statements prepared in accordance with U.S. GAAP have been omitted in accordance with the SEC’s rules and regulations for interim reporting. The Company’s financial position, results of operations, and cash flows are presented in U.S. Dollars. These condensed consolidated financial statements and related notes should be read in conjunction with the audited financial statements and related notes thereto for the year ended December 31, 2023 included in the Company’s Annual Report on Form 10-K filed with the SEC on February 23, 2024. The Company operates in one segment.
Reverse Stock Split	Reverse Stock Split On November 17, 2023, the Company effectuated a reverse split of shares of its common stock at a ratio of 1-for-25
Principles of Consolidation	Principles of Consolidation The condensed consolidated financial statements include the accounts of Tharimmune and its wholly-owned subsidiaries, HB and Farrington Therapeutics LLC. All significant intercompany balances and transactions have been eliminated in consolidation. On February 27, 2023, the Company filed a Certificate of Cancellation with the Delaware Secretary of State with respect to Farrington Therapeutics LLC.
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 reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Management bases its estimates on historical experience and on assumptions believed to be reasonable under the circumstances. The estimation process often may yield a range of potentially reasonable estimates of the ultimate future outcomes, and management must select an amount that falls within that range of reasonable estimates. Areas of the condensed consolidated financial statements where estimates may have the most significant effect include research and development expense recognition, valuation of common shares and share-based compensation, allowances of deferred tax assets, valuation of debt related instruments, and cash flow assumptions regarding going concern considerations. Although management believes the estimates that have been used are reasonable, actual results could vary from the estimates that were used.
Concentration of Credit Risk	Concentration of Credit Risk The Company maintains cash balances with various financial institutions. Account balances at these institutions are insured by the Federal Deposit Insurance Corporation up to $ 250,000 The Company believes that it is not subject to unusual credit risk beyond the normal credit risk associated with commercial banking relationships.
Cash and Cash Equivalents	Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less at the date of purchase to be cash equivalents. Cash equivalents, if any, are stated at cost and consist primarily of money market accounts.
Research and Development	Research and Development Research and development costs are expensed as incurred. Research and development expenses include personnel costs associated with research and development activities, including third-party contractors to perform research, conduct clinical trials, and manufacture drug supplies and materials. The Company accrues for costs incurred by external service providers, including contract research organizations and clinical investigators, based on its estimates of service performed and costs incurred. These estimates include the level of services performed by third parties, patient enrollment in clinical trials, administrative costs incurred by third parties, and other indicators of the services completed.
Stock-Based Compensation	Stock-Based Compensation The Company recognizes compensation costs resulting from the issuance of stock-based awards to employees, non-employees, and directors as an expense in the condensed consolidated statements of operations over the requisite service period based on a measurement of fair value for each stock-based award. The fair value of each option grant to employees, non-employees, and directors is estimated as of the date of grant using the Black-Scholes option-pricing model, net of actual forfeitures. The fair value is amortized as compensation cost on the straight-line basis over the requisite service period of the awards, which is generally the vesting period. The fair value of each stock option grant is estimated on the date of grant using the Black-Scholes option-pricing model. Prior to January 12, 2022, the Company was a private company and the Company’s common stock has only been publicly traded since that date. As a result, the Company has lacked company-specific historical and implied volatility information. Therefore, it has estimated its expected stock volatility based on the historical data regarding the volatility of a publicly traded set of peer companies. The expected term of stock options granted was between five and seven years. The risk-free interest rate was determined by reference to the U.S. Treasury yield curve in effect at the time of grant of the award for time periods approximately equal to the expected term of the award.
Fair Value Measurements	Fair Value Measurements The Company applies Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 820, Fair Value Measurement The carrying value of the Company’s cash, prepaid expenses, accounts payable, and accrued expenses approximate fair value because of the short-term maturity of these consolidated financial instruments. The valuation hierarchy is composed of three levels. The classification within the valuation hierarchy is based on the lowest level of input that is significant to the fair value measurement. The levels within the valuation hierarchy are described below: Level 1 Inputs: Level 2 Inputs: Level 3 Inputs: such as estimates, assumptions, and valuation techniques when little or no market data exists for the assets or liabilities, that reflect the reporting entity’s own assumptions.
Deferred Offering Costs	Deferred Offering Costs Deferred offering costs consists primarily of legal, accounting, underwriters’ fees, printing, and filing fees that are incurred prior to an offering of the Company’s common stock and are initially capitalized and then subsequently reclassified to additional paid-in capital upon completion of the offering. If an offering is not completed, any associated offering costs will be expensed immediately upon termination of the offering.
Insurance Premium Financing Liability	Insurance Premium Financing Liability In January 2023, the Company entered into an insurance premium financing agreement for $ 955,700 5.25 238,925 81,394 In January 2024, the Company entered into an insurance premium financing agreement for $ 492,450 7.5 98,490 40,763 369,337
Retirement Plan	Retirement Plan The Company has a 401(k) defined contribution plan which covers all employees that meet the plan’s eligibility requirements. Eligible employees may contribute a percentage of their salary subject to certain limitations. The Company makes a discretionary match which is currently equal to 3% of employee contributions. Total company contributions to the plan were $ 337 1,819
Income Taxes	Income Taxes The Company accounts for income taxes using the asset-and-liability method in accordance with FASB ASC Topic 740, Income Taxes Deferred income taxes are recognized for the tax effect of temporary differences between the financial statement carrying amount of assets and liabilities and the amounts used for income tax purposes and for certain changes in valuation allowances. Valuation allowances are recorded to reduce certain deferred tax assets when, in management’s estimation, it is more-likely-than-not that a tax benefit will not be realized. A full valuation allowance has been recognized for all periods since it is more-likely-than-not that some portion or all of the deferred tax assets will not be realized in future periods. The Company follows the guidance in FASB ASC Subtopic 740-10 in assessing uncertain tax positions. The standard applies to all tax positions and clarifies the recognition of tax benefits in the financial statements by providing for a two-step approach of recognition and measurement. The first step involves assessing whether the tax position is more-likely-than-not to be sustained upon examination based upon its technical merits. The second step involves measurement of the amount to be recognized. Tax positions that meet the more-likely-than-not threshold are measured at the largest amount of tax benefit that is greater than 50% likely of being realized upon ultimate finalization with the taxing authority. The Company recognizes the impact of an uncertain income tax position in the financial statements if it believes that the position is more-likely-than-not to be sustained by the relevant taxing authority. The Company will recognize interest and penalties related to tax positions in income tax expense. At March 31, 2024 and December 31, 2023, the Company had no unrecognized uncertain income tax positions, and therefore no amounts have been recognized in the condensed consolidated financial statements.
Net Loss per Share	Net Loss per Share The Company reports loss per share in accordance with FASB ASC Subtopic 260-10, Earnings Per Share Potentially dilutive securities not included in the computation of loss per share for the three months ended March 31, 2024 and 2023 included options to purchase 90,758 85,758 7,500 6,360 300,000 1-for-25
Recently Adopted Accounting Pronouncements	Recently Adopted Accounting Pronouncements The Company has evaluated all recent accounting pronouncements that were required to be adopted and believes that other than the following, none of them will have a material effect on the Company’s financial position, results of operations, or cash flows. The FASB issued Accounting Standards Update (“ASU”) 2020-06, Debt - Debt with Conversion and Other Options Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity Earnings Per Share

Stock Based Compensation (Table

Stock Based Compensation (Tables)	3 Months Ended
	Mar. 31, 2024
Share-Based Payment Arrangement [Abstract]
Schedule of Stock Option Activity	The following table summarizes stock-based activities under the 2017, 2019, and 2023 Stock Incentive Plans: Schedule of Stock Option Activity Weighted Weighted Shares Average Average Underlying Exercise Contractual Options Price Terms Outstanding at December 31, 2023 90,758 $ 80.30 7.8 Outstanding at March 31, 2024 90,758 $ 80.30 7.5 Exercisable options at March 31, 2024 77,187 $ 76.77 7.5 Vested and expected to vest at March 31, 2024 90,758 $ 80.30 7.5
Schedule of Options Weighted Average Assumptions	Stock options granted during the three months ended March 31, 2023 were valued using the Black-Scholes option-pricing model with the following weighted-average assumptions: Schedule of Options Weighted Average Assumptions For the three months ended March 31, 2024 2023 Expected volatility N/A 95.1 % Risk-free interest rate N/A 3.99 % Expected dividend yield N/A 0 % Expected life of options in years N/A 5.0 Estimated fair value of options granted N/A $ 9.75
Schedule of Stock Based Compensation Expense	Total stock-based compensation expense included in the accompanying condensed consolidated statements of operations was as follows: Schedule of Stock Based Compensation Expense 2024 2023 For the three months ended March 31, 2024 2023 Research and development $ 77,768 $ 161,509 General and administrative 75,851 183,923 Total stock-based compensation $ 153,619 $ 345,432
Schedule of Warrants	Terms of the warrants outstanding at March 31, 2024 are as follows: Schedule of Warrants Initial Expiration Exercise Warrants Warrants Warrants Issuance Date Exercise Date Date Price Issued Exercised Outstanding January 14, 2022 July 10, 2022 January 11, 2027 $ 125.00 7,500 - 7,500 May 2, 2023 November 2, 2023 May 2, 2028 $ 15.625 6,360 - 6,360 November 30, 2023 November 30, 2023 May 2, 2028 $ 0.001 8,175,000 8,175,000 - November 30, 2023 November 30, 2023 May 2, 2028 $ 0.001 1,000,000 1,000,000 - November 30, 2023 May 27, 2024 May 2, 2028 $ 1.250 300,000 - 300,000

Description of Business and L_2

Description of Business and Liquidity (Details Narrative) - USD ($)				3 Months Ended
	Nov. 30, 2023	May 02, 2023	Jan. 14, 2022	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Subsidiary, Sale of Stock [Line Items]
Operating Income (Loss)				$ 2,347,303	$ 2,714,398
Net Cash Provided by (Used in) Operating Activities				2,825,181	$ 3,464,690
Retained Earnings (Accumulated Deficit)				$ 26,959,635		$ 24,703,526
Net proceeds from sale of stock	$ 8,700,000	$ 2,100,000
IPO [Member]
Subsidiary, Sale of Stock [Line Items]
Proceeds from Issuance Initial Public Offering			$ 12,500,000

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Details Narrative) - USD ($)				1 Months Ended		3 Months Ended
	Nov. 17, 2023	Nov. 02, 2023	May 02, 2023	Jan. 31, 2024	Jan. 31, 2023	Mar. 31, 2024	Mar. 31, 2023
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Reverse stock split	1-for-25
FDIC insured amount						$ 250,000
Insurance premium				$ 492,450	$ 955,700
Interest rate				7.50%	5.25%
Payments to insurance premium financing liability				$ 98,490	$ 238,925
Insurance premium interest amount				$ 40,763	$ 81,394
Prepaid insurance						369,337
Company contributions						$ 337	$ 1,819
Options [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities						90,758	85,758
Warrant [Member] | IPO [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities						7,500	7,500
Warrant [Member] | Public Offering [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities		300,000	6,360

Common Stock (Details Narrative

Common Stock (Details Narrative) - USD ($)

3 Months Ended

Jan. 24, 2024

Nov. 30, 2023

Nov. 17, 2023

Jul. 26, 2023

May 02, 2023

Mar. 17, 2023

Feb. 16, 2023

Feb. 16, 2022

Jan. 14, 2022

Mar. 31, 2024

Mar. 31, 2023

Dec. 31, 2023

Apr. 30, 2019

Subsidiary, Sale of Stock [Line Items]

Common stock, shares authorized

250,000,000

250,000,000

250,000,000

Stockholders' equity, reverse stock split

1-for-25

Number of shares issued services, value

$ 20,550

Sale of stock shelf registration maximum

$ 75,000,000

Share-based payment award, options, outstanding, number

90,758

90,758

Warrant exercise price

$ 15.625

Stock based compensation

$ 153,619

$ 345,432

ABSI [Member]

Subsidiary, Sale of Stock [Line Items]

Shares issued, price per share

$ 9.95

Compensation expense

$ 250,000

Number of shares issued

25,107

Common Stock [Member]

Subsidiary, Sale of Stock [Line Items]

Number of shares issued services

50,000

Number of shares issued services, value

$ 5

Warrant [Member]

Subsidiary, Sale of Stock [Line Items]

Warrant exercise price

$ 125

Equity Offering [Member]

Subsidiary, Sale of Stock [Line Items]

Shares issued, price per share

$ 1

Number of shares issued

1,825,000

212,000

Gross proceeds from issuance initial public offering

$ 10,000,000

Commissions and other offering expenses

1,300,000

Proceeds from issuance initial public offering

$ 8,700,000

Share-based payment award, options, outstanding, number

1,500,000

Equity Offering [Member] | Equity Method Investment [Member]

Subsidiary, Sale of Stock [Line Items]

Ownership percentage

4.99%

Equity Offering [Member] | Equity Method Investment [Member] | Purchaser [Member]

Subsidiary, Sale of Stock [Line Items]

Ownership percentage

9.99%

Equity Offering [Member] | Warrant [Member]

Subsidiary, Sale of Stock [Line Items]

Share-based payment award, options, outstanding, number

8,175,000

Warrant exercise price

$ 0.001

Equity Offering [Member] | Warrant [Member] | Underwriter [Member]

Subsidiary, Sale of Stock [Line Items]

Gross proceeds from issuance initial public offering

$ 1,000,000

Commissions and other offering expenses

$ 70,000

Share-based payment award, options, outstanding, number

1,000,000

IPO [Member]

Subsidiary, Sale of Stock [Line Items]

Shares issued, price per share

$ 12.50

Gross proceeds from issuance initial public offering

$ 2,700,000

Underwriting discount

186,000

Commissions and other offering expenses

$ 417,000

Proceeds from issuance initial public offering

$ 12,500,000

Share-based payment award, options, outstanding, number

1,500,000

795,000

IPO [Member] | Equity Method Investment [Member] | Purchaser [Member]

Subsidiary, Sale of Stock [Line Items]

Ownership percentage

9.99%

IPO [Member] | Common Stock [Member]

Subsidiary, Sale of Stock [Line Items]

Proceeds from issuance initial public offering

$ 2,100,000

IPO [Member] | Warrant [Member]

Subsidiary, Sale of Stock [Line Items]

Shares issued, price per share

$ 0.001

Share-based payment award, options, outstanding, number

1,000,000

Warrant exercise price

$ 0.001

Consulting Services Agreement [Member]

Subsidiary, Sale of Stock [Line Items]

Number of shares issued services

2,801

1,270

Shares issued, price per share

$ 35.70

$ 78.75

Compensation expense

$ 100,000

$ 100,000

Number of shares issued services, value

$ 100,000

Consulting Agreement [Member]

Subsidiary, Sale of Stock [Line Items]

Number of shares issued

50,000

Share price

$ 0.411

Stock based compensation

$ 20,550

Schedule of Stock Option Activi

Schedule of Stock Option Activity (Details) - $ / shares	3 Months Ended	12 Months Ended
	Mar. 31, 2024	Dec. 31, 2023
Share-Based Payment Arrangement [Abstract]
Shares underlying option, outstanding, beginning	90,758
Weighted average exercise price, outstanding, beginning	$ 80.30
Weighted average contractual terms, outstanding, ending	7 years 6 months	7 years 9 months 18 days
Shares underlying option, outstanding, ending	90,758	90,758
Weighted average exercise price, outstanding, ending	$ 80.30	$ 80.30
Shares underlying option, exercisable, ending	77,187
Weighted average exercise price, exercisable, ending	$ 76.77
Weighted average contractual terms, exercisable	7 years 6 months
Shares underlying option, vested and expected to vest, ending	90,758
Weighted average exercise price, vested and expected to vest, ending	$ 80.30
Weighted average contractual terms, vested and expected to vest	7 years 6 months

Schedule of Options Weighted Av

Schedule of Options Weighted Average Assumptions (Details)	3 Months Ended
	Mar. 31, 2023 $ / shares
Share-Based Payment Arrangement [Abstract]
Expected volatility	95.10%
Risk-free interest rate	3.99%
Expected dividend yield	0%
Expected life of options in years	5 years
Estimated fair value of options granted	$ 9.75

Schedule of Stock Based Compens

Schedule of Stock Based Compensation Expense (Details) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation	$ 153,619	$ 345,432
Research and Development Expense [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation	77,768	161,509
General and Administrative Expense [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation	$ 75,851	$ 183,923

Schedule of Warrants (Details)

Schedule of Warrants (Details) - $ / shares	3 Months Ended
	Mar. 31, 2024	May 02, 2023
Warrants, Exercise Price		$ 15.625
Warrant [Member]
Warrants, Issuance Date	Jan. 14, 2022
Warrants, Initial Exercise Date	Jul. 10, 2022
Warrants, Expiration Date	Jan. 11, 2027
Warrants, Exercise Price	$ 125
Warrants, Issued	7,500
Warrant, Exercised
Warrants, Outstanding	7,500
Warrant One [Member]
Warrants, Issuance Date	May 02, 2023
Warrants, Initial Exercise Date	Nov. 02, 2023
Warrants, Expiration Date	May 02, 2028
Warrants, Exercise Price	$ 15.625
Warrants, Issued	6,360
Warrant, Exercised
Warrants, Outstanding	6,360
Warrant Two [Member]
Warrants, Issuance Date	Nov. 30, 2023
Warrants, Initial Exercise Date	Nov. 30, 2023
Warrants, Expiration Date	May 02, 2028
Warrants, Exercise Price	$ 0.001
Warrants, Issued	8,175,000
Warrant, Exercised	8,175,000
Warrants, Outstanding
Warrant Three [Member]
Warrants, Issuance Date	Nov. 30, 2023
Warrants, Initial Exercise Date	Nov. 30, 2023
Warrants, Expiration Date	May 02, 2028
Warrants, Exercise Price	$ 0.001
Warrants, Issued	1,000,000
Warrant, Exercised	1,000,000
Warrants, Outstanding
Warrant Four [Member]
Warrants, Issuance Date	Nov. 30, 2023
Warrants, Initial Exercise Date	May 27, 2024
Warrants, Expiration Date	May 02, 2028
Warrants, Exercise Price	$ 1.250
Warrants, Issued	300,000
Warrant, Exercised
Warrants, Outstanding	300,000

Stock Based Compensation (Detai

Stock Based Compensation (Details Narrative) - USD ($) $ / shares in Units, $ in Millions			3 Months Ended		12 Months Ended
	Nov. 30, 2023	May 02, 2023	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023	Aug. 17, 2023
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share-based payment award, options, outstanding, number			90,758		90,758
Weighted average contractual term			7 years 6 months		7 years 9 months 18 days
Weighted average exercise prices			$ 80.30		$ 80.30
Weighted average grant date fair value of stock options granted			0	$ 9.75
Weighted average fair value of stock options vested			$ 80.51	$ 14.16
Unrecognized compensation expense			$ 1.1
Unrecognized compensation expense, recognized period			1 year 9 months 18 days
Warrant exercise price		$ 15.625
Number of securities sold percentage		3%
IPO [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Shares issued, price per share		$ 12.50
Share-based payment award, options, outstanding, number	1,500,000	795,000
IPO [Member] | Affiliated Entity [Member] | Equity Method Investment [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Ownership percentage	4.99%
IPO [Member] | Purchaser [Member] | Equity Method Investment [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Ownership percentage	9.99%
Equity Offering [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Shares issued, price per share	$ 1
Share-based payment award, options, outstanding, number	1,500,000
Equity Offering [Member] | Equity Method Investment [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Ownership percentage	4.99%
Equity Offering [Member] | Purchaser [Member] | Equity Method Investment [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Ownership percentage	9.99%
Warrant [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Warrant exercise price			$ 125
Warrant [Member] | IPO [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Shares issued, price per share	$ 0.001
Share-based payment award, options, outstanding, number	1,000,000
Warrant exercise price	$ 0.001
Purchase of shares		6,360
Share-based payment award, description	The underwriters received warrants to purchase 300,000 shares of common stock with an initial exercise price of $1.25, exercisable beginning May 27, 2024, and expiring May 2, 2028 (the “Underwriters Warrants”)
Warrant [Member] | IPO [Member] | Underwriters Warrants [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Warrant exercise price	$ 1.25
Warrants to purchase shares	300,000		300,000		300,000
Warrant [Member] | Equity Offering [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Warrant exercise price	$ 0.001
Warrants to purchase shares	8,175,000
2017 Stock Incentive Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Shares issued to pursuants			3,788
Options granted in period			3,712
Shares issued, price per share			$ 330
Number of shares available for grant			76
Share-based payment award, options, outstanding, number			3,712		3,712
Weighted average contractual term			3 years 10 months 24 days		4 years 2 months 12 days
2019 Stock Incentive Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Shares issued to pursuants			156,060		156,060
Options granted in period			156,060		156,060
Number of shares available for grant			0		0
Share-based payment award, options, outstanding, number			82,046		82,046
Weighted average contractual term			7 years 7 months 6 days		7 years 9 months 18 days
Weighted average exercise prices			$ 73.66		$ 73.66
Omnibus Equity Incentive Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Shares issued to pursuants						2,600,000
2023 Stock Incentive Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Options granted in period			0
Number of shares available for grant			2,595,000		2,595,000
Share-based payment award, options, outstanding, number			5,000		5,000
Weighted average contractual term			9 years 7 months 6 days		9 years 10 months 24 days
Weighted average exercise prices			$ 3.94		$ 3.94

Commitments and Contingencies (

Commitments and Contingencies (Details Narrative) - USD ($)

1 Months Ended

3 Months Ended

12 Months Ended

Mar. 11, 2024

Nov. 03, 2023

Jul. 27, 2023

Jul. 11, 2023

Jul. 06, 2023

Jul. 05, 2023

Jan. 01, 2023

Jun. 01, 2021

Dec. 30, 2019

Jan. 31, 2023

Mar. 31, 2024

Dec. 31, 2023

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Upfront payment

$ 150,000

Milestone payment

$ 1,000,000

Payments for research and development

$ 50,000

$ 50,000

Asset Purchase Agreement [Member]

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Asset acquisition description

the Company acquired a series of small molecule analogues pursuant to an Asset Purchase Agreement (“APA”). Pursuant to the APA, the Company is required to make a payment of $50,000 upon raising of at least $2.0 million in funding, and up to approximately $1.75 million based upon successfully meeting clinical and sales milestones. The Company included, in accounts payable at both March 31, 2024 and December 31, 2023

Initial payment

50,000

$ 50,000

ABSI [Member]

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Milestone payment

$ 8,250,000

ABSI shares issued, shares

25,107

ABSI shares issued, value

$ 250,000

Net proceeds

$ 10,000,000

Avior Patent License Agreement [Member]

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Milestone payment

$ 24,250,000

Milestone fees

$ 150,000

Restated Employment Agreement [Member] | Chief Executive Officer [Member]

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Salaries and wages

$ 500,000

$ 485,000

Percentage of cash bonus received

60%

55%

Other commitments, description

(i) $250 million, the CEO shall receive a cash payment of $150,000; (ii) $500 million, the CEO shall receive a cash payment of $350,000; and (iii) $1.0 billion, the CEO shall receive a cash payment of $750,000

Stock options granted

20,605

30,303

Shares issued price per share

$ 9.75

$ 100

Restated Employment Agreement [Member] | Chief Operating Officer [Member]

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Salaries and wages

$ 400,000

Percentage of cash bonus received

50%