Tharimmune (THAR) 10-Q 7 Nov 24 2024 Q3 Quarterly report Financial data

Cover

Cover - shares	9 Months Ended
	Sep. 30, 2024	Nov. 05, 2024
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Sep. 30, 2024
Document Fiscal Period Focus	Q3
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		1,486,037

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($)		Sep. 30, 2024	Dec. 31, 2023
Current assets
Cash and cash equivalents		$ 4,774,237	$ 10,935,352
Prepaid expenses and other current assets		477,009	11,041
Total current assets		5,251,246	10,946,393
Total assets		5,251,246	10,946,393
Current liabilities
Accounts payable		783,839	908,577
Accrued expenses		1,369,090	906,469
Insurance premium financing liability		80,768
Total current liabilities		2,233,697	1,815,046
Total liabilities		2,233,697	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 September 30, 2024 and December 31, 2023
Common stock, $0.0001 par value, 250,000,000 shares Authorized, 1,284,287 shares and 884,720 shares issued and 1,284,041 shares and 884,474 shares outstanding as of September 30, 2024 and December 31, 2023, respectively	[1]	129	89
Additional paid-in capital		36,167,929	33,904,749
Accumulated deficit		(33,080,544)	(24,703,526)
Treasury stock, at cost, 246 shares held in treasury as of September 30, 2024 and December 31, 2023		(69,965)	(69,965)
Total stockholders’ equity		3,017,549	9,131,347
Total liabilities and stockholders’ equity		$ 5,251,246	$ 10,946,393
[1]Amounts have been retroactively restated to reflect the 1-for-15

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Sep. 30, 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	1,284,287	884,720
Common stock, shares outstanding	1,284,041	884,474
Treasury stock, common shares	246	246

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (Unaudited) - USD ($)		3 Months Ended		9 Months Ended
		Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Operating expenses
Research and development		$ 2,281,827	$ 488,177	$ 4,306,638	$ 2,566,910
General and administrative		1,583,744	1,356,893	4,279,690	4,357,154
Total operating expenses		3,865,571	1,845,070	8,586,328	6,924,064
Loss from operations		(3,865,571)	(1,845,070)	(8,586,328)	(6,924,064)
Other income (expense)
Interest expense		(3,009)	(3,496)	(12,926)	(16,151)
Interest income		72,728	28,451	222,236	94,898
Total other income, net		69,719	24,955	209,310	78,747
Net loss		$ (3,795,852)	$ (1,820,115)	$ (8,377,018)	$ (6,845,317)
Net loss per share:
Basic		$ (2.45)	$ (39.42)	$ (7.39)	$ (175.50)
Diluted		$ (2.45)	$ (39.42)	$ (7.39)	$ (175.50)
Weighted average number of common shares outstanding*:
Basic	[1]	1,547,324	46,169	1,133,236	39,004
Diluted	[1]	1,547,324	46,169	1,133,236	39,004
[1]Amounts have been retroactively restated to reflect the 1-for-15

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	$ 3	$ 20,998,049	$ (15,384,432)	$ (69,965)	$ 5,543,655
Balance, shares at Dec. 31, 2022	31,001			246
Stock issuance pursuant to services agreement		350,000			350,000
Stock issuance pursuant to services agreement, shares	1,861
Net loss			(6,845,317)		(6,845,317)
Stock based compensation		661,419			661,419
Issuance costs related to Form S-3 Registration Statement	$ 2	2,047,164			2,047,166
Public offering, net of issuance costs of $602,834, shares	14,134
Balance at Sep. 30, 2023	$ 5	24,056,632	(22,229,749)	$ (69,965)	1,756,923
Balance, shares at Sep. 30, 2023	46,996			246
Balance at Jun. 30, 2023	$ 5	23,548,672	(20,409,634)	$ (69,965)	3,069,078
Balance, shares at Jun. 30, 2023	45,135			246
Stock issuance pursuant to services agreement		350,000			350,000
Stock issuance pursuant to services agreement, shares	1,861
Net loss			(1,820,115)		(1,820,115)
Stock based compensation		157,960			157,960
Balance at Sep. 30, 2023	$ 5	24,056,632	(22,229,749)	$ (69,965)	1,756,923
Balance, shares at Sep. 30, 2023	46,996			246
Balance at Dec. 31, 2023	$ 89	33,904,749	(24,703,526)	$ (69,965)	9,131,347
Balance, shares at Dec. 31, 2023	884,720			246
Stock issuance pursuant to services agreement	$ 1	20,549			20,550
Stock issuance pursuant to services agreement, shares	3,334
Net loss			(8,377,018)		(8,377,018)
Stock based compensation		499,209			499,209
Issuance costs related to Form S-3 Registration Statement		(72,450)			(72,450)
Cashless exercise of pre-funded warrants	18	(18)
Private investment in public equity offering, net of issuance costs of $268,250	$ 21	1,815,890			1,815,911
Private investment in public equity offering, net of issuance costs of $268,250, shares	207,292
Balance at Sep. 30, 2024	$ 129	36,167,929	(33,080,544)	$ (69,965)	3,017,549
Balance, shares at Sep. 30, 2024	1,284,287			246
Balance at Jun. 30, 2024	$ 111	36,048,454	(29,284,692)	$ (69,965)	6,693,908
Balance, shares at Jun. 30, 2024	1,095,346			246
Net loss			(3,795,852)		(3,795,852)
Stock based compensation		191,943			191,943
Issuance costs related to Form S-3 Registration Statement		(72,450)			(72,450)
Cashless exercise of pre-funded warrants	$ 18	(18)
Exercise of pre-funded warrants, shares	188,941
Balance at Sep. 30, 2024	$ 129	$ 36,167,929	$ (33,080,544)	$ (69,965)	$ 3,017,549
Balance, shares at Sep. 30, 2024	1,284,287			246

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Changes in Stockholders' Equity (Unaudited) (Parenthetical) - USD ($)	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Statement of Stockholders' Equity [Abstract]
Stock issuance cost	$ 268,250	$ 602,834

Condensed Consolidated Statem_4

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Cash flows from operating activities:
Net loss	$ (8,377,018)	$ (6,845,317)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock based compensation	499,209	661,419
Stock issuance pursuant to services agreement	20,550	250,000
Increase in operating assets:
Prepaid expenses and other current assets	(348,968)	(134,796)
Increase (decrease) in operating liabilities:
Accounts payable	(124,738)	184,190
Accrued expenses	462,621	(175)
Net cash used in operating activities	(7,868,344)	(5,884,679)
Net cash provided by (used in) investing activities
Cash flows from financing activities:
Proceeds from issuance of common stock upon private investment in public equity offering	2,084,161
Proceeds from issuance of common stock upon public offering, net of underwriting discounts and issuance costs		2,263,826
Payment of deferred offering costs	(457,700)	(281,660)
Proceeds from insurance premium financing liability	393,960	716,775
Repayment of insurance premium financing liability	(313,192)	(635,735)
Net cash provided by financing activities	1,707,229	2,063,206
Net decrease in cash	(6,161,115)	(3,821,473)
Cash, beginning of period	10,935,352	6,510,534
Cash, end of period	4,774,237	2,689,061
Issuance of common stock:
Prepaid marketing and investor related consulting services		100,000
Research and development service licensing agreement intangible license asset		$ 250,000

Pay vs Performance Disclosure

Pay vs Performance Disclosure - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Pay vs Performance Disclosure [Table]
Net Income (Loss)	$ (3,795,852)	$ (1,820,115)	$ (8,377,018)	$ (6,845,317)

Insider Trading Arrangements

Insider Trading Arrangements	3 Months Ended
	Sep. 30, 2024
Trading Arrangements, by Individual [Table]
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	9 Months Ended
	Sep. 30, 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 September 30, 2024, Tharimmune had one wholly-owned subsidiary: Hillstream Oncology, Inc. (“Hillstream Oncology”), formerly, HB Pharma Corp. 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 pruritic, and with respect to TH103, it intends to develop the product candidate and potentially file an IND after discussion with regulators. On September 11, 2024, Tharimmune entered into a Patent License Agreement (the “Intract Agreement”) with Intract Pharma Limited (“Intract”), pursuant to which, the Company exclusively licensed INT-023/TH023, an oral anti-Tumor Necrosis Factor-alpha (TNF-α) monoclonal antibody infliximab. Infliximab is a purified, recombinant DNA-derived chimeric IgG monoclonal antibody protein that contains both murine and human components that inhibit tumor TNF-α. Under the terms of the Agreement, the Company licensed global development and commercialization rights (outside of South Korea) to Intract’s Soteria® and Phloral® delivery platform along with an existing supply agreement for infliximab to be used in the oral product development program. 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 2025. 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.” In addition, on May 23, 2024, HB Pharma Corp. filed a Certificate of Amendment to its Certificate of Incorporation, as amended, with the Secretary of State of the State of Delaware pursuant to which it changed its name to Hillstream Oncology, Inc. effective as of May 23, 2024. 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 nine months ended September 30, 2024, the Company incurred operating losses in the amount of approximately $ 8.6 7.9 33.1 12.5 2.1 8.7 1.65 1.8 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. Letter of Intent On September 30, 2024, the Company entered into a nonbinding, exclusive letter of intent (the “LOI”) with Intract pursuant to which the Company will acquire all outstanding shares of common stock of privately-held Intract in exchange for newly issued restricted common stock. Under the terms of the LOI, following the execution of a definitive agreement and the closing of the merger, Intract shareholders will own 49 75,000

Summary of Significant Accounti

Summary of Significant Accounting Policies	9 Months Ended
	Sep. 30, 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 nine months ended September 30, 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 Splits On November 17, 2023, the Company effectuated a reverse split of shares of its common stock at a ratio of 1-for-25 1-for-15 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 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 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: 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. At September 30, 2024, the Company incurred $ 117,000 Insurance Premium Financing Liability In January 2023, the Company entered into an insurance premium financing agreement for $ 955,700 nine months 5.25 238,925 81,394 In January 2024, the Company entered into an insurance premium financing agreement for $ 492,450 10 months 7.5 98,490 40,763 123,108 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 $ 3,346 3,683 3,602 7,498 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 September 30, 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 nine months ended September 30, 2024 and 2023 included options to purchase 108,955 5,767 507 424 20,000 329,771 19,786 1-for-25 1-for-15 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	9 Months Ended
	Sep. 30, 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 1-for-15 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 85 1,176.47 100,000 100,000 187 534.76 100,000 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 14,134 188.00 2.7 186,000 417,000 2.1 53,000 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 1,674 149.34 250,000 On November 30, 2023, the Company closed a public offering pursuant to which it issued 121,667 15.00 545,000 0.015 those purchasers whose purchase of common stock in the offering would otherwise result in the purchaser, together with its affiliates and certain related parties, beneficially owning more than 4.99% (or, at the election of the purchaser, 9.99%) of the Company’s outstanding common stock immediately following the consummation of the offering 10.0 1.3 8.7 100,000 66,667 1.0 70,000 On January 24, 2024, pursuant to a corporate advisory consulting agreement, the Company issued 3,334 6.16 20,550 On June 7, 2024, the Company entered into an At the Market Offering Agreement (the “ATM Agreement”) with Rodman & Renshaw LLC (the “ATM Sales Manager”) under which the Company may sell, from time to time through the ATM Sales Manager, shares of common stock in one or more offerings up to a total dollar amount of $ 1.65 On June 21, 2024, the Company closed a private placement offering with certain accredited investors of $ 2.08 207,292 3.16 452,253 0.001 329,771 3.09 1.8 268,000 19,786 3.09

Stock Based Compensation

Stock Based Compensation	9 Months Ended
	Sep. 30, 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 261 The Company has granted options to acquire 255 4,950 6 255 3.4 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 September 30, 2024 and December 31, 2023, a total of 10,452 As of both September 30, 2024 and December 31, 2023, the Company has granted options to acquire 10,452 0 5,512 1,105.5 7.1 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. Initially, options to purchase up to 6,934 173,600 During the three and nine months ended September 30, 2024, the Company granted 102,853 70,412 6,934 103,188 335 3.11 59.14 9.9 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 6,102 $ 1,208.72 7.8 Granted 102,853 $ 2.925 9.9 Outstanding at September 30, 2024 108,955 $ 70.46 9.7 Exercisable options at September 30, 2024 22,592 $ 285.23 9.2 Vested and expected to vest at September 30, 2024 108,955 $ 70.46 9.7 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 nine months ended September 30, 2024 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 For the nine months ended September 30, September 30, September 30, September 30, 2024 2023 * 2024 2023 Expected volatility 100.8 % N/A 100.8 % 95.1 % Risk-free interest rate 3.80 % N/A 3.80 % 3.99 % Expected dividend yield 0 % N/A 0 % 0 % Expected life of options in years 5.0 N/A 5.0 5.0 Estimated fair value of options granted $ 2.23 N/A $ 2.23 $ 0.29 * No stock options were granted during the three months ended September 30, 2023. The weighted-average grant date fair value of stock options granted during the three and nine months ended September 30, 2024 was $ 2.23 11.11 28.49 108.23 1,055.28 342.15 Total stock-based compensation expense included in the accompanying condensed consolidated statements of operations was as follows: Schedule of Stock-Based Compensation Expense September 30, September 30, September 30, September 30, For the three months ended For the nine months ended September 30, September 30, September 30, September 30, Research and development $ 88,535 $ 82,066 $ 244,112 $ 325,675 General and administrative 103,408 75,894 255,097 335,744 Total stock-based compensation $ 191,943 $ 157,960 $ 499,209 $ 661,419 As of September 30, 2024, the total unrecognized compensation expense related to non-vested options was approximately $ 979,813 0.84 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, or 507 1,875.00 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 424 234.375 In connection with the November Offering as described in Note 3 to the consolidated financial statements, the Company issued pre-funded warrants to purchase 545,000 0.015 those purchasers whose purchase of common stock in the November Offering would otherwise result in the purchaser, together with its affiliates and certain related parties, beneficially owning more than 4.99% (or, at the election of the purchaser, 9.99%) of outstanding common stock immediately following the consummation of the offering 100,000 66,667 0.015 20,000 18.75 May 27, 2024 May 2, 2028 20,000 In connection with the PIPE Offering as described in Note 3 to the consolidated financial statements, the Company issued Pre-Funded Warrants to purchase 452,253 0.001 329,771 3.09 19,786 3.09 189,005 Terms of the warrants outstanding at September 30, 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 $ 1,875.00 500 - 500 May 2, 2023 November 2, 2023 May 2, 2028 $ 234.375 424 - 424 November 30, 2023 November 30, 2023 N/A $ 0.015 545,000 545,000 - November 30, 2023 November 30, 2023 N/A $ 0.015 66,667 66,667 - November 30, 2023 May 27, 2024 May 2, 2028 $ 18.75 20,000 - 20,000 June 21, 2024 June 21, 2024 N/A $ 0.001 452,253 189,005 263,248 June 21, 2024 June 21, 2024 December 21, 2029 $ 3.09 329,771 - 329,771 June 21, 2024 June 21, 2024 December 21, 2029 $ 3.09 19,786 - 19,786

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Sep. 30, 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 September 30, 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 50,000 150,000 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 and nine months ended September 30, 2024, the Company paid license fees of $ 150,000 450,000 750,000 Enkefalos License Agreement On June 17, 2024 (the “Enkefalos Effective Date”), the Company signed a letter of intent to enter into the Enkefalos License Agreement with Enkefalos Biosciences Inc. pursuant to which the Company is licensing the global rights in all fields of use for the products related to the compounds knows as cyclotides to deliver HER2 antibodies across the blood-brain barrier and all associated know-how, technology, intellectual property and related information and constructs, and any associated authorized generic rights and all related assets (collectively, the “Products” referred to in this letter as ENBI-01) from Enkefalos Biosciences, Inc. Pursuant to the Enkefalos License Agreement, the Company shall pay Enkefalos an up-front license fee of $ 150,000 50,000 8,500,000 During the nine months ended September 30, 2024, the Company incurred license fees of $ 150,000 Intract Patent License Agreement On September 11, 2024, the Company entered into a patent license agreement (the “Intract Agreement”) with Intract. Pursuant to the Intract Agreement, the Company exclusively licensed INT-023/TH023, an oral anti-Tumor Necrosis Factor-alpha (TNF-α) monoclonal antibody infliximab. Under the terms of the Intract Agreement, the Company licensed global development and commercialization rights (outside of South Korea) to Intract’s Soteria® and Phloral® delivery platform along with an existing supply agreement for infliximab to be used in the oral product development program. Pursuant to the Intract Agreement, the Company paid Intract an up-front license fee of $ 400,000 During the three and nine months ended September 30, 2024, the Company incurred fees of $ 400,000 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 2,021 1,500.00 On January 1, 2023, in lieu of half of his 2023 salary, the CEO was issued options to purchase up to 1,374 146.25 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	9 Months Ended
	Sep. 30, 2024
Subsequent Events [Abstract]
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)	9 Months Ended
	Sep. 30, 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 nine months ended September 30, 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 Splits	Reverse Stock Splits On November 17, 2023, the Company effectuated a reverse split of shares of its common stock at a ratio of 1-for-25 1-for-15
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
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 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:
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. At September 30, 2024, the Company incurred $ 117,000
Insurance Premium Financing Liability	Insurance Premium Financing Liability In January 2023, the Company entered into an insurance premium financing agreement for $ 955,700 nine months 5.25 238,925 81,394 In January 2024, the Company entered into an insurance premium financing agreement for $ 492,450 10 months 7.5 98,490 40,763 123,108
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 $ 3,346 3,683 3,602 7,498
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 September 30, 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 nine months ended September 30, 2024 and 2023 included options to purchase 108,955 5,767 507 424 20,000 329,771 19,786 1-for-25 1-for-15
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)	9 Months Ended
	Sep. 30, 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 6,102 $ 1,208.72 7.8 Granted 102,853 $ 2.925 9.9 Outstanding at September 30, 2024 108,955 $ 70.46 9.7 Exercisable options at September 30, 2024 22,592 $ 285.23 9.2 Vested and expected to vest at September 30, 2024 108,955 $ 70.46 9.7
Schedule of Options Weighted Average Assumptions	Stock options granted during the nine months ended September 30, 2024 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 For the nine months ended September 30, September 30, September 30, September 30, 2024 2023 * 2024 2023 Expected volatility 100.8 % N/A 100.8 % 95.1 % Risk-free interest rate 3.80 % N/A 3.80 % 3.99 % Expected dividend yield 0 % N/A 0 % 0 % Expected life of options in years 5.0 N/A 5.0 5.0 Estimated fair value of options granted $ 2.23 N/A $ 2.23 $ 0.29 * No stock options were granted during the three months ended September 30, 2023.
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 September 30, September 30, September 30, September 30, For the three months ended For the nine months ended September 30, September 30, September 30, September 30, Research and development $ 88,535 $ 82,066 $ 244,112 $ 325,675 General and administrative 103,408 75,894 255,097 335,744 Total stock-based compensation $ 191,943 $ 157,960 $ 499,209 $ 661,419
Schedule of Warrants	Terms of the warrants outstanding at September 30, 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 $ 1,875.00 500 - 500 May 2, 2023 November 2, 2023 May 2, 2028 $ 234.375 424 - 424 November 30, 2023 November 30, 2023 N/A $ 0.015 545,000 545,000 - November 30, 2023 November 30, 2023 N/A $ 0.015 66,667 66,667 - November 30, 2023 May 27, 2024 May 2, 2028 $ 18.75 20,000 - 20,000 June 21, 2024 June 21, 2024 N/A $ 0.001 452,253 189,005 263,248 June 21, 2024 June 21, 2024 December 21, 2029 $ 3.09 329,771 - 329,771 June 21, 2024 June 21, 2024 December 21, 2029 $ 3.09 19,786 - 19,786

Description of Business and L_2

Description of Business and Liquidity (Details Narrative) - USD ($)							3 Months Ended		9 Months Ended
	Jun. 21, 2024	Jun. 17, 2024	Jun. 07, 2024	Nov. 30, 2023	May 02, 2023	Jan. 14, 2022	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Subsidiary, Sale of Stock [Line Items]
Operating loss							$ 3,865,571	$ 1,845,070	$ 8,586,328	$ 6,924,064
Net cash used in operating activities									7,868,344	$ 5,884,679
Accumulated deficit							33,080,544		33,080,544		$ 24,703,526
Letter of intent exclusivity fee							$ 75,000		$ 75,000
Shareholders [Member]
Subsidiary, Sale of Stock [Line Items]
Voting interest percentage							49%		49%
ATM Agreement [Member]
Subsidiary, Sale of Stock [Line Items]
Net proceeds from offering			$ 1,650,000
IPO [Member]
Subsidiary, Sale of Stock [Line Items]
Proceeds from initial public offering						$ 12,500,000
May Offering [Member]
Subsidiary, Sale of Stock [Line Items]
Net proceeds from offering					$ 2,100,000
November Offering [Member]
Subsidiary, Sale of Stock [Line Items]
Net proceeds from offering				$ 8,700,000
PIPE Offering [Member]
Subsidiary, Sale of Stock [Line Items]
Net proceeds from offering	$ 1,800,000	$ 1,800,000

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Details Narrative) - USD ($)			1 Months Ended		3 Months Ended		9 Months Ended
	May 24, 2024	Nov. 17, 2023	Jan. 31, 2024	Jan. 31, 2023	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Jun. 21, 2024
Short-Term Debt [Line Items]
Reverse stock split	1-for-15	1-for-25
FDIC insured amount					$ 250,000		$ 250,000
Deferred offering costs					117,000		117,000
Down payment							313,192	$ 635,735
Company contributions					3,346	$ 3,602	$ 3,683	$ 7,498
PIPE Offering [Member]
Short-Term Debt [Line Items]
Deferred offering costs									$ 268,000
Share-Based Payment Arrangement, Option [Member]
Short-Term Debt [Line Items]
Antidilutive securities							108,955	5,767
Warrant [Member]
Short-Term Debt [Line Items]
Antidilutive securities							507	507
Warrant [Member] | May Offering [Member]
Short-Term Debt [Line Items]
Antidilutive securities							424
Warrant [Member] | November Offering [Member]
Short-Term Debt [Line Items]
Antidilutive securities							20,000
Warrant [Member] | PIPE Offering [Member]
Short-Term Debt [Line Items]
Antidilutive securities							329,771
Warrant [Member] | PIPE Offering [Member] | Placement Agents [Member]
Short-Term Debt [Line Items]
Antidilutive securities							19,786
Insurance Premium Financing Liability [Member]
Short-Term Debt [Line Items]
Insurance premium financing liability			$ 492,450	$ 955,700
Term			10 months	9 months
Interest rate			7.50%	5.25%
Down payment			$ 98,490	$ 238,925
Principal and interest payments per month			$ 40,763	$ 81,394
Prepaid insurance					$ 123,108		$ 123,108

Common Stock (Details Narrative

Common Stock (Details Narrative) - USD ($)

3 Months Ended

9 Months Ended

Jun. 21, 2024

Jun. 17, 2024

Jun. 07, 2024

May 24, 2024

Jan. 24, 2024

Nov. 30, 2023

Nov. 17, 2023

Jul. 26, 2023

May 02, 2023

Mar. 17, 2023

Feb. 16, 2023

Feb. 16, 2022

Sep. 30, 2023

Sep. 30, 2024

Sep. 30, 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

Reverse stock split

1-for-15

1-for-25

Compensation expense

$ 350,000

$ 20,550

$ 350,000

Sale of stock shelf registration maximum

$ 75,000,000

Share-based payment award, options, outstanding, number

108,955

6,102

Proceeds from private placement offering

$ 2,084,161

Offering costs

$ 117,000

Warrant [Member]

Subsidiary, Sale of Stock [Line Items]

Warrant exercise price

$ 1,875

ABSI [Member]

Subsidiary, Sale of Stock [Line Items]

Shares issued, price per share

$ 149.34

Number of shares issued, shares

1,674

Compensation expense

$ 250,000

May Offering [Member]

Subsidiary, Sale of Stock [Line Items]

Shares issued, price per share

$ 188

Number of shares issued

14,134

Gross proceeds from offering

$ 2,700,000

Underwriting discount and commissions

186,000

Commissions and other offering expenses

417,000

Net proceeds from offering

$ 2,100,000

Share-based payment award, options, outstanding, number

53,000

November Offering [Member]

Subsidiary, Sale of Stock [Line Items]

Shares issued, price per share

$ 15

Number of shares issued

121,667

Gross proceeds from offering

$ 10,000,000

Underwriting discount and commissions

1,300,000

Net proceeds from offering

$ 8,700,000

Share-based payment award, options, outstanding, number

100,000

Equity beneficial description

those purchasers whose purchase of common stock in the offering would otherwise result in the purchaser, together with its affiliates and certain related parties, beneficially owning more than 4.99% (or, at the election of the purchaser, 9.99%) of the Company’s outstanding common stock immediately following the consummation of the offering

November Offering [Member] | Prefunded Warrant [Member]

Subsidiary, Sale of Stock [Line Items]

Underwriting discount and commissions

$ 70,000

Number of shares issued

545,000

Warrant exercise price

$ 0.015

Equity beneficial description

those purchasers whose purchase of common stock in the November Offering would otherwise result in the purchaser, together with its affiliates and certain related parties, beneficially owning more than 4.99% (or, at the election of the purchaser, 9.99%) of outstanding common stock immediately following the consummation of the offering

Option exercised to purchase warrants

66,667

Proceeds from options exercised

$ 1,000,000

PIPE Offering [Member]

Subsidiary, Sale of Stock [Line Items]

Shares issued, price per share

$ 3.16

Number of shares issued

207,292

Net proceeds from offering

$ 1,800,000

$ 1,800,000

Number of shares issued

189,005

Proceeds from private placement offering

2,080,000

Offering costs

$ 268,000

PIPE Offering [Member] | Prefunded Warrant [Member]

Subsidiary, Sale of Stock [Line Items]

Number of shares issued

452,253

Warrant exercise price

$ 0.001

PIPE Offering [Member] | Warrant [Member]

Subsidiary, Sale of Stock [Line Items]

Number of shares issued

329,771

Warrant exercise price

$ 3.09

$ 3.09

PIPE Offering [Member] | Placement Agent Warrants [Member]

Subsidiary, Sale of Stock [Line Items]

Number of shares issued

19,786

Warrant exercise price

$ 3.09

Consulting Services Agreement [Member]

Subsidiary, Sale of Stock [Line Items]

Number of shares issued for services

187

85

Shares issued, price per share

$ 534.76

$ 1,176.47

Compensation expense

$ 100,000

$ 100,000

Consulting Agreement [Member]

Subsidiary, Sale of Stock [Line Items]

Number of shares issued for services

3,334

Shares issued, price per share

$ 6.16

Compensation expense

$ 20,550

ATM Agreement [Member]

Subsidiary, Sale of Stock [Line Items]

Net proceeds from offering

$ 1,650,000

Schedule of Stock Option Activi

Schedule of Stock Option Activity (Details) - $ / shares	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Share-Based Payment Arrangement [Abstract]
Shares underlying option, outstanding, beginning	6,102
Weighted average exercise price, outstanding, beginning	$ 1,208.72
Weighted average contractual terms, outstanding	9 years 8 months 12 days	7 years 9 months 18 days
Shares underlying option, Granted	102,853
Weighted average exercise price, granted	$ 2.925
Weighted average contractual terms, granted	9 years 10 months 24 days
Shares underlying option, outstanding, ending	108,955	6,102
Weighted average exercise price, outstanding, ending	$ 70.46	$ 1,208.72
Shares underlying option, exercisable	22,592
Weighted average exercise price, exercisable	$ 285.23
Weighted average contractual terms, exercisable	9 years 2 months 12 days
Shares underlying option, vested and expected to vest	108,955
Weighted average exercise price, vested and expected to vest	$ 70.46
Weighted average contractual terms, vested and expected to vest	9 years 8 months 12 days

Schedule of Options Weighted Av

Schedule of Options Weighted Average Assumptions (Details) - $ / shares	3 Months Ended	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2024	Sep. 30, 2023
Share-Based Payment Arrangement [Abstract]
Expected volatility	100.80%	100.80%	95.10%
Risk-free interest rate	3.80%	3.80%	3.99%
Expected dividend yield	0%	0%	0%
Expected life of options in years	5 years	5 years	5 years
Estimated fair value of options granted	$ 2.23	$ 2.23	$ 0.29

Schedule of Stock-Based Compens

Schedule of Stock-Based Compensation Expense (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation	$ 191,943	$ 157,960	$ 499,209	$ 661,419
Research and Development Expense [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation	88,535	82,066	244,112	325,675
General and Administrative Expense [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation	$ 103,408	$ 75,894	$ 255,097	$ 335,744

Schedule of Warrants (Details)

Schedule of Warrants (Details)	9 Months Ended
	Sep. 30, 2024 $ / shares shares
Warrant [Member]
Warrants, Issuance Date	Jan. 14, 2022
Warrants, Initial Exercise Date	Jul. 10, 2022
Warrants, Expiration Date	Jan. 11, 2027
Warrants, Exercise Price | $ / shares	$ 1,875
Warrants, Issued	500
Warrants, Exercised
Warrants, Outstanding	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 | $ / shares	$ 234.375
Warrants, Issued	424
Warrants, Exercised
Warrants, Outstanding	424
Warrant Two [Member]
Warrants, Issuance Date	Nov. 30, 2023
Warrants, Initial Exercise Date	Nov. 30, 2023
Warrants, Exercise Price | $ / shares	$ 0.015
Warrants, Issued	545,000
Warrants, Exercised	545,000
Warrants, Outstanding
Warrant Three [Member]
Warrants, Issuance Date	Nov. 30, 2023
Warrants, Initial Exercise Date	Nov. 30, 2023
Warrants, Exercise Price | $ / shares	$ 0.015
Warrants, Issued	66,667
Warrants, Exercised	66,667
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 | $ / shares	$ 18.75
Warrants, Issued	20,000
Warrants, Exercised
Warrants, Outstanding	20,000
Warrant Five [Member]
Warrants, Issuance Date	Jun. 21, 2024
Warrants, Initial Exercise Date	Jun. 21, 2024
Warrants, Exercise Price | $ / shares	$ 0.001
Warrants, Issued	452,253
Warrants, Exercised	189,005
Warrants, Outstanding	263,248
Warrant Six [Member]
Warrants, Issuance Date	Jun. 21, 2024
Warrants, Initial Exercise Date	Jun. 21, 2024
Warrants, Expiration Date	Dec. 21, 2029
Warrants, Exercise Price | $ / shares	$ 3.09
Warrants, Issued	329,771
Warrants, Exercised
Warrants, Outstanding	329,771
Warrant Seven [Member]
Warrants, Issuance Date	Jun. 21, 2024
Warrants, Initial Exercise Date	Jun. 21, 2024
Warrants, Expiration Date	Dec. 21, 2029
Warrants, Exercise Price | $ / shares	$ 3.09
Warrants, Issued	19,786
Warrants, Exercised
Warrants, Outstanding	19,786

Stock Based Compensation (Detai

Stock Based Compensation (Details Narrative) - USD ($)		3 Months Ended		9 Months Ended		12 Months Ended
	Nov. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023	Jun. 21, 2024	May 14, 2024	Aug. 17, 2023	May 02, 2023	Jan. 14, 2022
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Options granted in period				102,853
Share-based payment award, options, outstanding, number		108,955		108,955		6,102
Weighted average contractual term				9 years 8 months 12 days		7 years 9 months 18 days
Weighted-average exercise price		$ 70.46		$ 70.46		$ 1,208.72
Weighted average grant date fair value of stock options granted		2.23		2.23	$ 108.23
Weighted average fair value of stock options vested		$ 11.11	$ 1,055.28	$ 28.49	$ 342.15
Unrecognized compensation expense		$ 979,813		$ 979,813
Unrecognized compensation expense, recognition period				10 months 2 days
Warrant [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Warrant exercise price		$ 1,875		$ 1,875
Warrants exercisable date				Jul. 10, 2022
Warrants expiration date		Jan. 11, 2027		Jan. 11, 2027
Warrant One [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Warrant exercise price		$ 234.375		$ 234.375
Warrants exercisable date				Nov. 02, 2023
Warrants expiration date		May 02, 2028		May 02, 2028
IPO [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Warrants to purchase common stock											507
Warrant exercise price											$ 1,875
IPO [Member] | Warrant [Member] | Underwriters Warrants [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Warrant exercise price	$ 18.75
May Offering [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Shares issued price per share										$ 188
Share-based payment award, options, outstanding, number										53,000
May Offering [Member] | Representative's Warrants [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Warrants to purchase common stock										424
Warrant exercise price										$ 234.375
November Offering [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Shares issued price per share	$ 15
Share-based payment award, options, outstanding, number	100,000
Equity beneficial description	those purchasers whose purchase of common stock in the offering would otherwise result in the purchaser, together with its affiliates and certain related parties, beneficially owning more than 4.99% (or, at the election of the purchaser, 9.99%) of the Company’s outstanding common stock immediately following the consummation of the offering
November Offering [Member] | Underwriters Warrants [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Warrants to purchase common stock	20,000	20,000		20,000		20,000
Warrants exercisable date	May 27, 2024
Warrants expiration date	May 02, 2028
November Offering [Member] | Prefunded Warrant [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Warrants to purchase common stock	545,000
Warrant exercise price	$ 0.015
Equity beneficial description	those purchasers whose purchase of common stock in the November Offering would otherwise result in the purchaser, together with its affiliates and certain related parties, beneficially owning more than 4.99% (or, at the election of the purchaser, 9.99%) of outstanding common stock immediately following the consummation of the offering
Option exercised to purchase warrants	66,667
PIPE Offering [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Shares issued price per share							$ 3.16
Warrants to purchase common stock		189,005		189,005
PIPE Offering [Member] | Prefunded Warrant [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Warrants to purchase common stock							452,253
Warrant exercise price							$ 0.001
PIPE Offering [Member] | Warrant [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Warrants to purchase common stock							329,771
Warrant exercise price	$ 3.09						$ 3.09
PIPE Offering [Member] | Warrant One [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of shares issued	19,786
2017 Stock Incentive Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Shares issued to pursuants		261		261
Options granted in period				255
Shares issued price per share		$ 4,950		$ 4,950
Number of shares available for issuance		6		6
Share-based payment award, options, outstanding, number		255		255		255
Weighted average contractual term				3 years 4 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		10,452		10,452		10,452
Options granted in period				10,452		10,452
Number of shares available for issuance		0		0		0
Share-based payment award, options, outstanding, number		5,512		5,512		5,512
Weighted average contractual term				7 years 1 month 6 days		7 years 9 months 18 days
Weighted-average exercise price		$ 1,105.5		$ 1,105.5		$ 1,105.5
2023 Omnibus Equity Incentive Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Shares issued to pursuants								173,600	6,934
Options granted in period		102,853		102,853
Number of shares available for issuance		70,412		70,412		6,934
Share-based payment award, options, outstanding, number		103,188		103,188		335
Weighted average contractual term				9 years 10 months 24 days		9 years 10 months 24 days
Weighted-average exercise price		$ 3.11		$ 3.11		$ 59.14

Commitments and Contingencies (

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

1 Months Ended

3 Months Ended

9 Months Ended

12 Months Ended

Sep. 11, 2024

Jun. 17, 2024

Mar. 11, 2024

Nov. 03, 2023

Jul. 27, 2023

Jul. 11, 2023

Jul. 06, 2023

Jul. 05, 2023

Jan. 01, 2023

Jan. 14, 2022

Jun. 01, 2021

Dec. 30, 2019

Jan. 31, 2023

Sep. 30, 2024

Sep. 30, 2024

Sep. 30, 2023

Dec. 31, 2023

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Upfront payment

$ 150,000

Milestone payment

$ 1,000,000

Value of common stock issued

$ (72,450)

$ (72,450)

$ 2,047,166

Payments for research and development

$ 50,000

50,000

$ 150,000

Stock options granted

102,853

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 September 30, 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

Common stock issued

25,107

Value of common stock issued

$ 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 paid

150,000

450,000

Milestone fees

750,000

Enkefalos License Agreement [Member]

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Upfront payment

$ 150,000

Milestone fees paid

150,000

Agreement description

the Company shall pay Enkefalos an up-front license fee of $150,000 within ten days of the Enkefalos Effective Date and an additional license fee of $150,000 to be paid 6 months after the Enkefalos Effective Date and an annual license fee of $50,000

Annual license fee

$ 50,000

Maximum milestone payment

$ 8,500,000

Intract Patent License Agreement (Member)

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Upfront payment

$ 400,000

Milestone fees paid

$ 400,000

$ 400,000

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

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Agreement 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

Salaries and wages

$ 500,000

$ 485,000

Percentage of cash bonus received

60%

55%

Stock options granted

1,374

2,021

Shares issued price per share

$ 146.25

$ 1,500

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%