Vocodia (VHAI) 10-Q 13 Jan 25 2024 Q3 Quarterly report Financial data

Cover

Cover - shares	9 Months Ended
	Sep. 30, 2024	Jan. 13, 2025
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Transition Report	false
Entity Interactive Data Current	Yes
Amendment Flag	false
Document Period End Date	Sep. 30, 2024
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q3
Entity Information [Line Items]
Entity Registrant Name	VOCODIA HOLDINGS CORP
Entity Central Index Key	0001880431
Entity File Number	001-41963
Entity Tax Identification Number	86-3519415
Entity Incorporation, State or Country Code	WY
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Shell Company	false
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Incorporation, Date of Incorporation	Apr. 27, 2021
Entity Contact Personnel [Line Items]
Entity Address, Address Line One	36401 Congress Avenue
Entity Address, Address Line Two	Suite #160
Entity Address, City or Town	Boca Raton
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	33487
Entity Phone Fax Numbers [Line Items]
City Area Code	(561)
Local Phone Number	484-5234
Entity Listings [Line Items]
Entity Common Stock, Shares Outstanding		300,213,026
Common Stock, par value $0.001 per share
Entity Listings [Line Items]
Title of 12(b) Security	Common Stock, par value $0.001 per share
Trading Symbol	VHAI
Security Exchange Name	NONE
Series A Warrants
Entity Listings [Line Items]
Title of 12(b) Security	Series A Warrants
Trading Symbol	VHAIW
Security Exchange Name	NONE
Series B Warrants
Entity Listings [Line Items]
Title of 12(b) Security	Series B Warrants
Trading Symbol	VHABW
Security Exchange Name	NONE

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($)	Sep. 30, 2024	Dec. 31, 2023
Current Assets
Cash and cash equivalents	$ 1,216
Accounts receivable, net	50,155
Prepaid expenses	157,212	12,770
Other current assets	1,000
Total Current Assets	209,583	12,770
Non-Current Assets
Property and equipment, net	20,499	23,267
Right-of-use assets	240,970	316,310
Deferred offering costs		4,085,726
Other assets	21,400	21,273
Total Non-Current Assets	282,869	4,446,576
TOTAL ASSETS	492,452	4,459,346
Current Liabilities
Accounts payable	1,461,613	1,154,684
Accrued expenses	543,732	903,849
Contract liabilities	15,950	15,950
Note payable		25,000
Convertible notes payable, net	84,881	3,688,566
Derivative liability		1,922,879
Operating lease liability, current portion	146,401	106,833
Total Current Liabilities	2,329,828	7,894,129
Non-current Liability
Operating lease liability, less current portion	114,119	232,787
Total Non-Current Liability	114,119	232,787
TOTAL LIABILITIES	2,443,947	8,126,916
Commitments and contingencies
Shareholders’ Equity (Deficit)
Preferred stock, value
Common stock, $0.0001 par value: 476,000,000 shares authorized; 229,366,391 and 4,234,747 shares issued and outstanding, as of September 30, 2024 and December 31, 2023, respectively	22,937	423
Additional paid-in capital	98,368,382	86,839,777
Accumulated deficit	(100,343,214)	(90,508,170)
Total shareholders’ equity (deficit)	(1,951,495)	(3,667,570)
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY (DEFICIT)	492,452	4,459,346
Related Party
Current Liabilities
Related party payable	77,251	76,368
Series A Preferred Stock
Shareholders’ Equity (Deficit)
Preferred stock, value	400	400
Series B Preferred Stock
Shareholders’ Equity (Deficit)
Preferred stock, value
Series C Convertible Preferred Stock
Shareholders’ Equity (Deficit)
Preferred stock, value
Series D Redeemable Preferred Stock
Shareholders’ Equity (Deficit)
Preferred stock, value

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parentheticals) - $ / shares	Sep. 30, 2024	Dec. 31, 2023
Preferred stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	24,000,000	24,000,000
Common stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized	476,000,000	476,000,000
Common stock, shares issued	229,366,391	4,234,747
Common stock, shares outstanding	229,366,391	4,234,747
Series A Preferred Stock
Preferred stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	4,000,000	4,000,000
Preferred stock, shares issued	4,000,000	4,000,000
Preferred stock, shares outstanding	4,000,000	4,000,000
Series B Preferred Stock
Preferred stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	3,000	3,000
Preferred stock, shares issued	0	1,305
Preferred stock, shares outstanding	0	1,305
Series C Convertible Preferred Stock
Preferred stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	7,000	7,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Series D Redeemable Preferred Stock
Preferred stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	20,000	20,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Income Statement [Abstract]
Sales, net	$ 50,156	$ 9,620	$ 50,231	$ 252,820
Cost of Sales	74,062	16,920	130,321	200,289
Gross Profit (Loss)	(23,906)	(7,300)	(80,090)	52,531
Operating Expenses
General and administrative expenses	740,010	383,555	3,188,266	1,155,262
Salaries and wages	349,731	440,688	1,179,038	2,324,214
Research and development and other service providers	217,360	139,758	1,339,250	1,196,920
Total Operating Expenses	1,307,102	964,001	5,706,554	4,676,396
Operating Loss	(1,331,008)	(971,301)	(5,786,645)	(4,623,865)
Other Income (Expense)
Other income	1,875		76,943
Change in fair value of derivative liability		(134,613)	115,296	(157,395)
Loss on settlement of debt			(3,824,936)
Interest expense	(1,550)	(702,206)	(415,703)	(2,367,680)
Total Other Income (Expense)	325	(836,819)	(4,048,400)	(2,525,075)
Loss Before Taxes	(1,330,682)	(1,808,120)	(9,835,044)	(7,148,940)
Income Taxes
Net Loss	$ (1,330,682)	$ (1,808,120)	$ (9,835,044)	$ (7,148,940)
Basic loss per common share (in Dollars per share)	$ 0	$ (0.46)	$ (0.02)	$ (1.77)
Diluted loss per common share (in Dollars per share)	$ 0	$ (0.46)	$ (0.02)	$ (1.77)
Weighted average number of common shares outstanding - basic (in Shares)	748,869,534	3,910,943	550,232,567	4,031,338
Weighted average number of common shares outstanding - diluted (in Shares)	748,869,534	3,910,943	550,232,567	4,031,338

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Shareholders’ Deficit - USD ($)	Preferred Stock Series A	Preferred Stock Series B	Common Stock	Additional Paid-In Capital	Accumulated Deficit	Total
Balance at Dec. 31, 2022	$ 400		$ 309	$ 83,434,035	$ (81,796,967)	$ 1,637,777
Balance (in Shares) at Dec. 31, 2022	4,000,000		3,094,054
Issuance of common stock and warrants for non-employee services			$ 16	501,991		502,007
Issuance of common stock and warrants for non-employee services (in Shares)			158,193
Employee common stock compensation			$ 60	917,940		918,000
Employee common stock compensation (in Shares)			600,000
Common stock cancelled			$ (16)	16
Common stock cancelled (in Shares)			(162,500)
Issuance of Series B Preferred Stock				155,000		155,000
Issuance of Series B Preferred Stock (in Shares)		155
Issuance common stock for settlement of debt			$ 3	38,247		38,250
Issuance common stock for settlement of debt (in Shares)			25,000
Net loss					(2,924,966)	(2,924,966)
Balance at Mar. 31, 2023	$ 400		$ 372	85,047,229	(84,721,933)	326,068
Balance (in Shares) at Mar. 31, 2023	4,000,000	155	3,714,747
Balance at Dec. 31, 2022	$ 400		$ 309	83,434,035	(81,796,967)	1,637,777
Balance (in Shares) at Dec. 31, 2022	4,000,000		3,094,054
Net loss						(7,148,940)
Balance at Sep. 30, 2023	$ 400		$ 411	86,409,189	(88,945,907)	2,535,907
Balance (in Shares) at Sep. 30, 2023	4,000,000	905	4,114,746
Balance at Mar. 31, 2023	$ 400		$ 372	85,047,229	(84,721,933)	326,068
Balance (in Shares) at Mar. 31, 2023	4,000,000	155	3,714,747
Issuance of common stock and warrants for non-employee services			$ 14	229,485		229,499
Issuance of common stock and warrants for non-employee services (in Shares)			149,999
Net loss					(2,415,854)	(2,415,854)
Balance at Jun. 30, 2023	$ 400		$ 386	85,276,714	(87,137,787)	(1,860,287)
Balance (in Shares) at Jun. 30, 2023	4,000,000	155	3,864,746
Issuance of Series B Preferred Stock				750,000		750,000
Issuance of Series B Preferred Stock (in Shares)		750
Issuance common stock for settlement of legal fees			$ 25	382,475		382,500
Issuance common stock for settlement of legal fees (in Shares)			250,000
Net loss					(1,808,120)	(1,808,120)
Balance at Sep. 30, 2023	$ 400		$ 411	86,409,189	(88,945,907)	2,535,907
Balance (in Shares) at Sep. 30, 2023	4,000,000	905	4,114,746
Balance at Dec. 31, 2023	$ 400		$ 423	86,839,777	(90,508,170)	(3,667,570)
Balance (in Shares) at Dec. 31, 2023	4,000,000	1,305	4,234,747
Issuance of Series B Preferred Stock				605,000		605,000
Issuance of Series B Preferred Stock (in Shares)		605
Common stock units issued for cash			$ 140	5,372,647		5,372,787
Common stock units issued for cash (in Shares)			1,400,000
Deferred offering costs				(4,110,101)		(4,110,101)
Issuance common stock for settlement of debt			$ 15	286,793		286,808
Issuance common stock for settlement of debt (in Shares)			143,262
Common stock issued for conversion of debt			$ 180	7,657,810		7,657,990
Common stock issued for conversion of debt (in Shares)			1,801,880
Common stock issued for conversion of Series B Preferred Stock			$ 69	(69)
Common stock issued for conversion of Series B Preferred Stock (in Shares)		(1,910)	691,404
Common stock issued for exercise of warrants			$ 892	(892)
Common stock issued for exercise of warrants (in Shares)			8,920,700
Series C warrants issued				1,503,514		1,503,514
Stock based compensation				153,000		153,000
Net loss					(6,945,370)	(6,945,370)
Balance at Mar. 31, 2024	$ 400		$ 1,719	98,307,479	(97,453,540)	856,058
Balance (in Shares) at Mar. 31, 2024	4,000,000		17,191,993
Balance at Dec. 31, 2023	$ 400		$ 423	86,839,777	(90,508,170)	(3,667,570)
Balance (in Shares) at Dec. 31, 2023	4,000,000	1,305	4,234,747
Issuance common stock for settlement of legal fees						286,808
Net loss						(9,835,044)
Balance at Sep. 30, 2024	$ 400		$ 22,937	98,368,382	(100,343,214)	(1,951,495)
Balance (in Shares) at Sep. 30, 2024	4,000,000		229,366,391
Balance at Mar. 31, 2024	$ 400		$ 1,719	98,307,479	(97,453,540)	856,058
Balance (in Shares) at Mar. 31, 2024	4,000,000		17,191,993
Common stock issued for exercise of warrants			$ 11,710	49,363		61,073
Common stock issued for exercise of warrants (in Shares)			117,095,110
Net loss					(1,558,992)	(1,558,992)
Balance at Jun. 30, 2024	$ 400		$ 13,429	98,356,842	(99,012,532)	(641,861)
Balance (in Shares) at Jun. 30, 2024	4,000,000		134,287,103
Common stock issued for exercise of warrants			$ 9,508	11,540		21,048
Common stock issued for exercise of warrants (in Shares)			95,079,288
Net loss					(1,330,682)	(1,330,682)
Balance at Sep. 30, 2024	$ 400		$ 22,937	$ 98,368,382	$ (100,343,214)	$ (1,951,495)
Balance (in Shares) at Sep. 30, 2024	4,000,000		229,366,391

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows - USD ($)	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Operating activities:
Net Loss	$ (9,835,044)	$ (7,148,940)
Adjustments to reconcile net loss to cash used in operating activities:
Depreciation	4,899	4,440
Amortization of debt issuance costs	165,963	1,671,003
Stock-based compensation	153,000	1,687,756
Convertible note default penalty	146,054	485,412
Change in fair value of derivative liability	(115,296)	157,395
Loss on settlement of debt	3,824,936
Write-off of accounts payable	(60,861)
Changes in operating assets and liabilities:
Accounts receivable	(50,155)
Prepaid expenses and other assets	(145,442)	113,929
Other assets	(127)
Accounts payable and accrued expenses	626,748	810,355
Related party payable		154,010
Contract liability		(203,000)
Net change in operating right-of-use lease asset and liability	(3,760)	(3,620)
Cash used in operating activities	(5,289,085)	(2,271,260)
Investing activities:
Purchase of property and equipment	(2,131)
Cash used in investing activities	(2,131)
Financing activities:
Proceeds from issuance of common stock units	5,372,787
Deferred offering costs	(24,375)	(49,833)
Proceeds from exercise of warrants	82,121
Proceeds from issuance of Series B Preferred stock	605,000	905,000
Payment of debt issuance costs		(50,000)
Proceeds from related party payable	883
Proceeds from notes payable	30,000
Repayment of notes payable	(55,000)
Proceeds from convertible notes payable	84,000	800,000
Repayment of convertible notes payable	(802,984)
Cash provided by financing activities	5,292,432	1,605,167
Change in cash and cash equivalents	1,216	(666,093)
Cash and cash equivalents, beginning balances		697,626
Cash and cash equivalents, ending balances	1,216	31,533
Supplemental cash flow information:
Cash paid for interest	109,088	1,776
Cash paid for taxes
Non-Cash Investing and Financing Activities:
Initial derivative liabilities recognized as a debt discount		505,227
Common stock cancellation		16
Series C warrants issued	1,503,514
Issuance common stock for settlement of debt	93,298
Issuance common stock for settlement of debt - related party	193,510
Common stock issued for conversion of debt	7,657,990
Common stock issued for conversion of Series B Preferred Shares	69
Common stock issued for exercise of warrants	22,110
Common stock issued for settlement of legal fees for offering costs		382,500
Issuance common stock for services -related party, restricted stock awards (‘RSA”)		$ 183,600

Organization and Going Concern

Organization and Going Concern	9 Months Ended
	Sep. 30, 2024
Organization and Going Concern [Abstract]
ORGANIZATION AND GOING CONCERN	NOTE 1 – ORGANIZATION AND GOING CONCERN Organization and Business Overview The Company and Business: Vocodia Holdings Corp (“we”, “us”, “Vocodia”, “the Company”) was incorporated in the State of Wyoming on April 27, 2021 and is a conversational artificial intelligence (“AI”) technology provider. Vocodia’s technology is used to increase sales and drive conversions for its product or service. Click Fish Media, Inc. (“CFM”) was incorporated in the State of Florida on November 29, 2019 and is an IT services provider. On August 2, 2022, Vocodia purchased all outstanding shares of CFM held by an owner under common ownership for $10 in consideration. The Company determined that the acquisition met the requirements for accounting for the transaction as a transfer of an asset in accordance with Accounting Standards Codification (“ASC”) 805-50, common control transactions and is accounted for by Vocodia at the carrying value of the net assets transferred on a prospective basis. The transfer was not determined to be significant to the accounting and operations of Vocodia. Going Concern The Company’s condensed consolidated financial statements are prepared in accordance with Generally Accepted Accounting Principles (“GAAP”) of the United States including the assumption of a going concern basis, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. However, as shown in the accompanying condensed consolidated financial statements, the Company had a net loss of approximately $9.8 million, an accumulated deficit of approximately $100.3 million, and used cash in operations of approximately $5.3 million for the nine months ended September 30, 2024 and working capital of approximately $2.0 million. In February 2024, the Company completed an Initial Public Offering (“IPO”) of its securities in which it raised $5,950,000 in gross proceeds, before underwriting fees and expenses. The Company expects to continue to incur significant expenditures to develop its technology. As such, there is substantial doubt about the Company’s ability to continue as a going concern. Management recognizes that the Company must obtain additional resources to successfully develop its technology and implement its business plans. Through September 30, 2024, the Company has received funding in the form of indebtedness, from the sale stock subscriptions and the sale of units in its IPO. Management may continue to raise funds to support our operations in 2024 and beyond, however it has no plans to do so at this time. No assurances can be given that we will be successful. If management is not able to timely and successfully raise additional capital if necessary, the implementation of the Company’s business plan, financial condition and results of operations will be materially affected. These condensed consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

Summary of Significant Accounti

Summary of Significant Accounting Policies	9 Months Ended
	Sep. 30, 2024
Summary of Significant Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Rule 8-03 of Regulation S-X. They do not include all information and notes required by GAAP for complete financial statements. However, except as disclosed herein, there has been no material change in the information disclosed in the Notes to Consolidated Financial Statements included in the Annual Report on Form 10-K of Vocodia Holdings Corp for the year ended December 31, 2023. In the opinion of management, all adjustments (including normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the nine months ended September 30, 2024 are not necessarily indicative of the results that may be expected for the year ending December 31, 2024. Basis of Consolidation The financial statements have been prepared on a consolidated basis with those of the Company’s wholly owned subsidiary, CFM. All intercompany transactions and balances have been eliminated in consolidation. Reclassification Certain accounts from prior periods have been reclassified to conform to the current period presentation. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements. The estimates and judgments will also affect the reported amounts for certain expenses during the reporting period. Actual results could differ from these good faith estimates and judgments Significant estimates are contained in the accompanying financial statements for the valuation of derivatives, the valuation allowance on deferred tax assets, share-based compensation, useful lives for depreciation and amortization of long-lived assets, and the incremental borrowing rate used on right-of-use asset. Cash and Cash Equivalents Cash and cash equivalents include cash in bank accounts and money market funds with maturities of less than three months from inception, which are readily convertible to known amounts of cash and which, in the opinion of management, are subject to an insignificant risk of loss in value. At September 30, 2024 and December 31, 2023, the Company had cash equivalents of $1,216 and $0, respectively. Periodically, the Company may carry cash balances at financial institutions in excess of the federally insured limit of $250,000 per institution. The Company has not experienced losses on these accounts and management believes, based upon the quality of the financial institutions, that the credit risk with regard to these deposits is not significant. Revenue Recognition The Company recognizes revenue in an amount that reflects the consideration to which it expects to be entitled in exchange for the transfer of promised goods or services to customers. The Company follows a five-step process to achieve this core principle: (1) identify the contract with the customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to the performance obligations in the contract; and (5) recognize revenue when (or as) the entity satisfies a performance obligation. The Company’s revenues are currently derived from three sources: (1) implementation fees, (2) offering its software as a service on a recurring monthly basis, and (3) generation and verification of leads. Implementation fees are charged for setting up or calibrating its software so that the AI can be used by the customer for its particular use case and are usually a one-time cost. The Company’s contracts with customers are structured with stated prices per service performed, which are not subject to uncertainty or probability of significant reversal; thus, do not represent variable consideration. The recurring monthly fees are charged for the ongoing use of the AI to continue to call/prospect for the Company’s customers, and are charged on a monthly recurring basis. The Company awards discounts to its customers on a discretionary basis. The Company will consider additional revenue streams as its technology develops and new opportunities present. Fair Value of Financial Instruments The Company follows accounting guidelines on fair value measurements for financial instruments measured on a recurring basis, as well as for certain assets and liabilities that are initially recorded at their estimated fair values. Fair Value is defined as the exit price, or the amount that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants as of the measurement date. The Company uses the following three-level hierarchy that maximizes the use of observable inputs and minimizes the use of unobservable inputs to value its financial instruments: ● Level 1: Observable inputs such as unadjusted quoted prices in active markets for identical instruments. ● Level 2: Quoted prices for similar instruments that are directly or indirectly observable in the marketplace. ● Level 3: Significant unobservable inputs which are supported by little or no market activity and that are financial instruments whose values are determined using pricing models, discounted cash flow methodologies, or similar techniques, as well as instruments for which the determination of fair value requires a significant judgment or estimation. Financial instruments measured at fair value are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires the Company to make judgments and consider factors specific to the asset or liability. The use of different assumptions and/or estimation methodologies may have a material effect on estimated fair values. Accordingly, the fair value estimates disclosed, or initial amounts recorded, may not be indicative of the amount that the Company or holders of the instruments could realize in a current market exchange. The carrying amounts of the Company’s financial instruments including cash and cash equivalents, prepaid expenses, accounts payable, accrued liabilities and convertible debt approximate fair value due to the short-term maturities of these instruments. Set out below are the Company’s financial instruments that are required to be remeasured at fair value on a recurring basis and their fair value hierarchy as of December 31, 2023 (none for September 30, 2024): December 31, 2023 Level 1 Level 2 Level 3 Carrying Liabilities: Derivative Liability – Warrants $ - $ - $ 1,698,135 $ 1,698,135 Derivative Liability – Conversion feature - - 224,744 224,744 $ - $ - $ 1,922,879 $ 1,922,879 Deferred Offering Costs Pursuant to ASC 340-10-S99-1, costs directly attributable to an offering of equity securities are deferred and would be charged against the gross proceeds of the offering as a reduction of additional paid-in capital. Deferred offering costs consist of underwriting, legal, accounting, and other expenses incurred through the balance sheet date that are directly related to the proposed public offering. Should the proposed public offering prove to be unsuccessful, these deferred costs, as well as additional expenses to be incurred, will be expensed. As of September 30, 2024 and December 31, 2023, deferred offering costs consisted of the following: September 30, December 31, 2024 2023 General and administrative expenses $ - $ 153,976 Share-based equity compensation - 3,931,750 $ - $ 4,085,726 For the three months ended September 30, 2024, the Company had no additional expense or deferred offering costs. For the nine months ended September 30, 2024, the Company recognized additional expenses of $24,375 and recorded $4,110,101 of deferred offering costs as a reduction to additional paid in capital, upon completion of the IPO. Advertising The Company expenses advertising costs as they are incurred. Advertising expenses for the three months ended September 30, 2024 and 2023, were $162,875 and $15,851, respectively. Advertising expenses for the nine months ended September 30, 2024 and 2023, were $392,243 and $62,322, respectively. Share-Based Compensation The Company accounts for employee and non-employee stock awards under ASC 718, Compensation – Stock Compensation, whereby equity instruments issued to employees for services are recorded based on the fair value of the instrument issued and those issued to nonemployees are recorded based on the fair value of the consideration received or the fair value of the equity instrument, whichever is more reliably measurable. Equity grants are amortized on a straight-line basis over the requisite service periods, which is generally the vesting period. If an award is granted, but vesting does not occur, any previously recognized compensation cost is reversed in the period related to the termination of service. Warrants The Company accounts for warrants as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in FASB ASC 480, Distinguishing Liabilities from Equity (“ASC 480”) and ASC 815, Derivatives and Hedging (“ASC 815”). The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the warrants meet all of the requirements for equity classification under ASC 815, including whether the warrants are indexed to the Company’s own ordinary shares and whether the warrant holders could potentially require “net cash settlement” in a circumstance outside of the Company’s control, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of warrant issuance and as of each subsequent quarterly period end date while the warrants are outstanding. For issued or modified warrants that meet all of the criteria for equity classification, the warrants are required to be recorded as a component of additional paid-in capital at the time of issuance. For issued or modified warrants that do not meet all the criteria for equity classification, the warrants are required to be recorded at their initial fair value on the date of issuance, and each balance sheet date thereafter. Changes in the estimated fair value of the warrants are recognized as a non-cash gain or loss on the statements of operations. The fair value of the warrants was estimated using a Black-Scholes pricing model. Net Income (Loss) Per Share of Common Stock Net loss per share of common stock requires presentation of basic earnings per share on the face of the statements of operations for all entities with complex capital structures and requires a reconciliation of the numerator and denominator of the basic earnings per share computation. In the accompanying financial statements, basic loss per share is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the year. Diluted earnings per share is computed by dividing net income by the weighted average number of shares of common stock and potentially dilutive outstanding shares of common stock during the period to reflect the potential dilution that could occur from common shares issuable through contingent share arrangements, warrants unless the result would be antidilutive. The Company includes in basic earnings per share, common stock that is issuable for the conversion of warrants for little or no cash upon the satisfaction of certain contingent conditions. The Company has determined that the Series B and C warrants meet these conditions as of September 30, 2024, and have included 126,140,138 (126,140,138 and 88,713,943 weighted for three and nine months, respectively) shares of common stock as part of our basic earnings per share, for the nine months ended September 30, 2024. The dilutive effect of restricted stock units, options and warrants subject to vesting and other share-based payment awards is calculated using the “treasury stock method,” which assumes that the “proceeds” from the exercise of these instruments are used to purchase common shares at the average market price for the period. The dilutive effect of convertible securities is calculated using the “if-converted method.” Under the if-converted method, securities are assumed to be converted at the beginning of the period, and the resulting shares of common stock are included in the denominator of the diluted calculation for the entire period being presented. For the three and nine months ended September 30, 2024 and 2023, the following common stock equivalents were excluded from the computation of diluted net loss per share as the result of the computation was anti-dilutive. The number of shares is outstanding shares at September 30, 2024 and 2023. September 30, September 30, 2024 2023 Shares Shares Warrants 1,593,553 461,500 Convertible notes payable - 1,410,106 1,593,553 1,871,606 Recent Accounting Pronouncements In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-07, Segment Reporting Topic 280, “Segment Reporting-Improvements to Reportable Segment Disclosures” which allows disclosure of one or more measures of segment profit or loss used by the chief operating decision maker to allocate resources and assess performance. Additionally, the standard requires enhanced disclosures of significant segment expenses and other segment items, as well as incremental qualitative disclosures on both an annual and interim basis. This guidance is effective for annual reporting periods beginning after December 15, 2023, and interim reporting periods after December 15, 2024. Early adoption is permitted and retrospective application is required for all periods presented. The Company is currently evaluating the impact of adopting this guidance on its Consolidated Financial Statements and disclosures included within Notes to Condensed Consolidated Financial Statements. In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures,” which requires disaggregated information about a reporting entity’s effective tax rate reconciliation as well as information on income taxes paid. The guidance is effective for the Company’s fiscal years beginning after February 1, 2025, with early adoption permitted. The Company does not expect the adoption of this standard to have any material impact on its financial statements.

Property and Equipment

Property and Equipment	9 Months Ended
	Sep. 30, 2024
Property and Equipment [Abstract]
PROPERTY AND EQUIPMENT	NOTE 3 – PROPERTY AND EQUIPMENT As of September 30, 2024 and December 31, 2023, property and equipment consisted of the following: September 30, December 31, 2024 2023 Furniture and Fixtures $ 27,877 $ 27,877 Computer Equipment 11,815 9,684 Total Property and Equipment 39,692 37,561 Less: accumulated depreciation and amortization (19,193 ) (14,294 ) Property and Equipment, net $ 20,499 $ 23,267 During the three months ended September 30, 2024 and 2023, depreciation expense relating to property and equipment was $1,940 and $1,481, respectively. During the nine months ended September 30, 2024 and 2023, depreciation expense relating to property and equipment was $4,899 and $4,440, respectively.

Accounts Payable and Accrued Ex

Accounts Payable and Accrued Expenses	9 Months Ended
	Sep. 30, 2024
Accounts Payable and Accrued Expenses [Abstract]
ACCOUNTS PAYABLE AND ACCRUED EXPENSES	NOTE 4 – ACCOUNTS PAYABLE AND ACCRUED EXPENSES Accounts payable and accrued expenses consisted of the following at September 30, 2024 and December 31, 2023: September 30, December 31, 2024 2023 Accounts payable $ 1,461,613 $ 1,154,684 Accrued expenses - other 386,750 155,310 Insurance payable 68,262 - Accrued payroll 88,051 401,272 Accrued interest 669 339,221 Bank overdraft - 8,046 Accounts payable and accrued expenses $ 543,732 $ 903,849

Operating Leases

Operating Leases	9 Months Ended
	Sep. 30, 2024
Leases [Abstract]
OPERATING LEASES	NOTE 5 – OPERATING LEASES We had operating leases for our corporate offices and one short term lease for executive offices. Our corporate office lease has a remaining lease term of twenty-nine (29) months with no options to extend. Three months ended September 30, 2024 2023 The components of lease expense were as follows: Short-term lease cost $ 1,699 $ - Operating lease cost 30,069 24,772 Total lease cost $ 31,768 $ 24,772 Nine months ended September 30, 2024 2023 The components of lease expense were as follows: Short-term lease cost $ 17,911 $ - Operating lease cost 90,207 72,323 Total lease cost $ 108,118 $ 72,323 Supplemental cash flow information related to leases was as follows: Operating cash flows from operating leases $ 93,965 $ 92,098 Weighted-average remaining lease term - operating leases (year) 2.17 3.17 Weighted-average discount rate — operating leases 6.50 % 6.50 % The following table outlines maturities of our lease liabilities as of September 30, 2024: Year Ending December 31, 2024 (excluding the nine months ended September 30, 2024) $ 31,817 2025 128,362 2026 119,969 Thereafter - 280,148 Less: Imputed interest (19,628 ) Operating lease liabilities $ 260,520

Note Payable and Convertible No

Note Payable and Convertible Notes Payable	9 Months Ended
	Sep. 30, 2024
Note Payable and Convertible Notes Payable [Abstract]
NOTE PAYABLE AND CONVERTIBLE NOTES PAYABLE	NOTE 6 – NOTE PAYABLE AND CONVERTIBLE NOTES PAYABLE Note payable During the year ended December 31, 2023, the Company issued note payable of $25,000 to pay professional fees and recorded it as deferred offering cost. The Note is unsecured, due on the earlier of the completion of an IPO or February 12, 2024, and bears interest at $5,000 if paid before December 31, 2023 or $25,000 if paid after December 31, 2023. During the three and nine months ended September 30, 2024, the Company recorded interest expense of $0 and $5,000, respectively. As of September 30, 2024 and December 31, 2023, accrued interest was $0 and $5,000, respectively. In February 2024, the Company borrowed $30,000 and repaid the note payable and accrued interest totaling $43,000. Convertible notes payable During the years ended December 31, 2023 and 2022, the Company issued $3,368,236 in original issue discount senior secured convertible notes (together, the “Convertible Notes”). The Convertible Notes bear interest at an annualized rate of 15%, with no interest for the first nine months. The Convertible Notes mature nine (9) months after the original issue date of the Convertible Notes, whereupon all outstanding principal and accrued interest is due to the holders of the Convertible Notes. The Convertible Notes include a conversion feature, whereupon a successful Initial Public Offering (“IPO”) (the “Liquidity Event”), the Convertible Notes may be payable to the holders by the Company delivering to the holders shares of common stock equal to the payment amount due at the date of the Liquidity Event divided by the conversion price. As defined in the agreement, the conversion price is the product of the offering price per share of common stock paid in a Liquidity Event and a 35% discount. In connection with the issuance of the Convertible Notes, the Company issued common stock purchase warrants to the holders of the Convertible Notes (the “Warrants”). The Warrants give the holders the right, but not the obligation, to purchase shares of the Company obtained by dividing 50% of the original principal amount of the Convertible Notes by the offering price per share of common stock paid in a Liquidity Event. The exercise price of the Warrants is equal to the product of the conversion price of the Convertible Notes and 120%. The Warrants expire five (5) years from the consummation of the first Liquidity Event. The conversion feature and Warrants have been accounted for as a derivative liability, in accordance with ASC 815 (see Note 7). During January 2024, the Company modified outstanding 2022 Original Issue Discount Convertible Notes with original principal and accrued interest, by agreeing to certain penalties, to extend the maturity dates until February 28, 2024. The Company determined the modifications to be debt extinguishment. As a result of the debt extinguishment, the Company recognized a loss on settlement of debt of $1,387,314. During February 2024, the Company modified certain 2023 Original Issue Discount Convertible Notes with original principal and accrued interest, to extend the maturity dates until February 28, 2024. The Company determined these to be a modification. In February 2024, on completion of the IPO, all outstanding 2023 and 2022 Original Issue Discount Convertible Notes with original principal and accrued interest have been settled. In connection with settlements, the Company paid $894,072 and issued 1,801,880 shares of common stock, value at $7,657,990, to holders of such notes, as a result the Company recognized a loss on settlement of debt of $2,662,842. In addition, the Company issued 495,076 warrants, which immediately upon issuance at IPO were modified to Series C warrants and were classified as equity. The Company recognized a gain on settlement of derivative liability of $225,220, recognized as a settlement of debt. Prior to the modifications and settlements in January and February 2024, the Company recognized a gain on change in fair value of derivative liability for the convertible debt of $145,895 and a loss on change of derivative liability for the warrants of $30,599. On September 18, 2024, entered into a Convertible Note with a principal amount of $105,300 including $15,300 debt discount at a 22% interest rate per annum. Additionally, the Company incurred legal fee reimbursement and due diligence fee amounting to $2,500 and $3,500 recognized as financing cost, respectively. Convertible notes payable, net consisted of the following: Maturities Stated Effective September 30, December 31, (calendar year) Rate Rate 2024 2023 August 2022 issuances 2023 20 % 195 % $ - $ 614,118 September 2022 issuances 2023 20 % 201 % - 1,598,824 November 2022 issuances 2023 20 % 212 % - 423,529 December 2022 issuances 2023 20 % 155 % - 276,000 April 2023 issuances 2024 15 % 215 % - 588,235 May 2023 issuances 2024 15 % 172 % - 58,824 June 2023 issuances 2024 15 % 170 % - 294,118 September 2024 issuances 2025 22 % 73 % 105,300 - Total face value 105,300 3,853,648 Unamortized debt discount and issuance costs (20,419 ) (165,082 ) Total convertible notes 84,881 3,688,566 Current portion of convertible notes (84,881 ) (3,688,566 ) Long-term convertible notes $ - $ - During the three months ended September 30, 2024 and 2023, the Company recorded interest expense of $669 and $701,305, respectively, which included amortization of debt discount of $881 and $331,505, respectively, default penalty of $0 and $253,647, respectively. During the nine months ended September 30, 2024 and 2023, the Company recorded interest expense of $89,802 and $2,365,004, respectively, which included amortization of debt discount of $165,082 and $1,671,003, respectively, default penalty of $146,054 and $485,412, respectively. As of September 30, 2024 and December 31, 2023, accrued interest was $0 and $339,221, respectively.

Derivative Liabilitites

Derivative Liabilitites	9 Months Ended
	Sep. 30, 2024
Derivative Instruments and Hedging Activities Disclosure [Abstract]
DERIVATIVE LIABILITITES	NOTE 7 – DERIVATIVE LIABILITITES Fair Value Assumptions Used in Accounting for Derivative Liabilities ASC 815 requires us to assess the fair market value of derivative liabilities at the end of each reporting period and recognize any change in the fair market value as other income or expense. The Company determined our derivative liabilities to be a Level 3 fair value measurement and used the Black-Scholes pricing model to calculate the fair value as of issuance and at the IPO settlement date of February 26, 2024 The Black-Scholes model, which requires six basic data inputs: the exercise or strike price, expected term, the risk-free interest rate, the current stock price, the estimated volatility of the stock price in the future, and the dividend rate. Changes to these inputs could produce a significantly higher or lower fair value measurement. The current stock price is based on historical issuances. Expected volatility is based on the historical stock price volatility of comparable companies’ common stock, as our stock does not have sufficient historical trading activity. Risk free interest rates were obtained from U.S. Treasury rates for the applicable periods. The following table summarizes the changes in the derivative liabilities during the nine months ended September 30, 2024: 2024 Expected exercise price $ 3.32 - 8.50 Expected conversion price 2.76 Expected term 0.30 - 5.00 years Expected average volatility 80 - 108 % Expected dividend yield - Risk-free interest rate 4.33 – 5.46 % For the nine months ended September 30, 2024, the estimated fair values of the liabilities measured on a recurring basis are as follows: Fair Value Measurements Using Significant Unobservable Inputs (Level 3) Balance - December 31, 2023 $ 1,922,879 Settlement of derivative liability from conversion of debt (78,849 ) Settlement of derivative liability of warrants to Series C warrants (1,728,734 ) Change in fair value of the derivative (115,296 ) Balance – September 30, 2024 $ -

Shareholders_ Equity

Shareholders’ Equity	9 Months Ended
	Sep. 30, 2024
Shareholders’ Equity [Abstract]
SHAREHOLDERS’ EQUITY	NOTE 8 – SHAREHOLDERS’ EQUITY The Company has authorized 476,000,000 shares of common stock with a par value of $0.0001 per share and 24,000,000 shares of Preferred Stock with a par value of $0.0001 per share. The Company shall have the authority to issue the shares of Preferred Stock in one or more series with such rights, preferences and designations as determined by the Board of Directors of the Company. Series A Preferred Stock The Company has designated 4,000,000 preferred shares, par value $0.0001, as Series A Preferred Stock. Initially, holders of Series A Preferred Stock would have the right to vote with 1,000 votes per common share on any matters brought before the stockholders of the Company. On April 17, 2023, our Board passed a resolution, in accordance with the laws of the State of Wyoming which, when the SEC declares our registration statement effective, shall require the Company to amend the rights of all authorized, issued, outstanding, and forthcoming Series A Preferred Stock, so that the holders of the Series A Preferred Stock have no right to vote on any matters brought before the stockholders of the Company. The removal of the voting rights became effective when the SEC declared our Registration Statement on Form S-1 effective on February 14, 2024. The Series A Preferred Stockholders are not entitled to any dividends, or mandatory conversion right or liquidation preference, however, they do have a voluntary conversion right. Holders of the Company’s Series A Preferred Stock shall have the right to convert at a ratio of 0.025 share of the Company’s common stock for 1 share of the Company’s Series A Preferred Stock (subject to adjustments relating to stock splits, distributions, mergers, consolidation, exchange of shares, recapitalization, reorganization, or other similar event). “Conversion Period” shall mean the period commencing on the earlier of (i) nine months after the SEC declares the Company’s Registration Statement on Form S-1 No. 333-269489 effective and (ii) the first anniversary of this unanimous written consent and ending on the fifth anniversary of this unanimous written consent. As of September 30, 2024 and December 31, 2023, 4,000,000 shares of Series A Preferred Stock were issued and outstanding, respectively. Series B Preferred Stock Effective September 27, 2023, the Company has amended the certificate of designation to authorize 3,000 preferred shares, par value $0.0001, as Series B Preferred Stock. Series B Preferred Stock has no voting rights, but shall be mandatorily converted into common stock with voting rights upon the completion of our initial public offering or our change of control. The Series B Preferred Stockholders are not entitled to any dividends. In January 2024, the Company issued an aggregate of 605 shares of our Series B Preferred Stock to several individuals for $605,000. In February 2024, 1,910 shares of Series B Preferred Stock were converted into 691,404 shares of common stock upon the closing of the IPO. As of September 30, 2024 and December 31, 2023, 0 and 1,305 shares of Series B Preferred Stock were issued and outstanding, respectively. Series C Convertible Preferred Stock On August 2, 2024, the Company issued a Certificate of Designation of Series C Convertible Preferred Stock designating 7,000 shares of its authorized and unissued preferred stock as Series C Preferred Stock with a stated value of $1,000.00 per share (the “Stated Value”). The Series C Convertible Preferred Stock sets forth the rights, preferences and limitations of the shares of Series C Preferred Stock. The following is a summary of the terms of the Series C Preferred Stock: ● Dividends ● Voting Rights ● Liquidation ● Conversion (i) “Conversion Amount” means, with respect to each Share, as of the applicable date of determination, the sum of (1) 120% of the Stated Value plus (2) the Additional Amount thereon and any accrued and unpaid late charges with respect to such Stated Value and Additional Amount as of such date of determination. (ii) “Conversion Price” means, with respect to each Share, as of any Conversion Date or other date of determination, an initial price of $0.15, subject to further adjustment as provided herein. On each Reset Date, the Conversion Price shall be adjusted to equal the lower of (a) the Conversion Price then in effect (after taking into account and adjusting pursuant to Section 8(b)) and (b) 100% of the applicable Reset Price, determined as of the applicable date of determination; provided that, the Conversion Price shall not be lower than the Floor Price (as defined below). In the event that the number of Conversion Shares (as defined below) subject to a conversion would exceed the Exchange Limitation (as defined below) prior to the Exchange Limitation Date (as defined below), in aggregate with any prior conversions of the Preferred Shares or other issuances of shares of Common Stock that would be subject to the Exchange Limitation, then the Conversion Price shall not be less than the “Minimum Price” as such term is defined in Rule 14.10(i)(4) of the Rules of the BZX Exchange operated by Cboe Global Markets, Inc. (the “Minimum Price”); provided that, the Company shall, promptly following the Second Closing Date, take all corporate action necessary to call a meeting of its stockholders (the “Stockholders’ Meeting”), which shall occur not later than sixty (60) days from the Second Closing Date, for the purpose of seeking approval of the Company’s stockholders with respect to, inter alia, the issuance of all of the Preferred Shares and Conversion Shares, all as may be required by the applicable rules and regulations of the Principal Market (or any successor entity) (the “Stockholder Approval”). In connection therewith, the Company shall as soon as reasonably practicable after the Second Closing Date file with the SEC proxy materials (including a proxy statement and form of proxy) for use at the Stockholders’ Meeting and, after receiving and promptly responding to any comments of the SEC thereon, shall as soon as reasonably practicable mail such proxy materials to the stockholders of the Company. The Company will comply with Section 14(a) of the 1934 Act and the rules promulgated thereunder in relation to any proxy statement (as amended or supplemented, the “Proxy Statement”) and any form of proxy to be sent to the stockholders of the Company in connection with the Stockholders’ Meeting. The Company’s board of directors shall recommend to the Company’s stockholders that the stockholders vote in favor of the proposals for Stockholder Approval at the Stockholders’ Meeting and take all commercially reasonable action (including, without limitation, the hiring of a proxy solicitation firm of nationally recognized standing) to solicit stockholder votes in respect of the Stockholder Approval. If the Company does not obtain Stockholder Approval at the Stockholders’ Meeting, the Company shall call a meeting every ninety (90) days thereafter to seek Stockholder Approval until the date that Stockholder Approval is obtained (the “Exchange Limitation Date”). In the event that the Conversion Price on a Conversion Date would have been less than the applicable Minimum Price or Floor Price if not for the Company obtaining Stockholder Approval, then on any such Conversion Date the Stated Value shall automatically be increased by an amount equal to the product obtained by multiplying (A) the higher of (I) the highest price that the Common Stock trades at on the Trading Day immediately preceding such Conversion Date and (II) the applicable Conversion Price and (B) the difference obtained by subtracting (I) the number of shares of Common Stock delivered (or to be delivered) to the Holder on the applicable Conversion Date with respect to such conversion of Preferred Shares from (II) the quotient obtained by dividing (x) the applicable Conversion Amount that the Holder has elected to be the subject of the applicable conversion of Preferred Shares, by (y) the applicable Conversion Price. Notwithstanding anything to the contrary herein, the Conversion Price shall not be less than the Floor Price, which shall not be subject to any adjustment ● Redemption As of September 30, 2024 and December 31, 2023, 0 shares of Series C Convertible Preferred Stock were issued and outstanding. Series D Redeemable Preferred Stock On August 2, 2024, the Company issued a Certificate of Designation of Series D Preferred Stock designating 20,000 shares of its authorized and unissued preferred stock as Series D Preferred Stock with a stated value of $0.0001 per share (the “Stated Value”). The Series D Preferred Stock sets forth the rights, preferences and limitations of the shares of Series D Preferred Stock. The defined terms not otherwise defined below are as defined in the Series D Preferred Stock. The following is a summary of the terms of the Series D Preferred Stock: ● Dividends ● Voting Rights ● Liquidation ● Redemption As of September 30, 2024 and December 31, 2023, 0 shares of Series D Redeemable Preferred Stock were issued and outstanding. Security purchase agreement On August 2, 2024, the Company entered into a Securities Purchase Agreement (the “SPA”) with certain accredited investors (the “Purchasers”) for the sale of (i) 2,800 shares of Series C Convertible Preferred Stock, par value $0.0001 per share (the “Series C Preferred Stock”, and the closing of such sale the “Second Closing”) at a purchase price of $1,000 per share for a total of $2,800,000 and (ii) 20,000 shares of Series D Redeemable Preferred Stock, par value $0.0001 per share (the “Series D Preferred Stock” and the closing of such sale, the “First Closing”) at a purchase price of $0.0001 per share for a total of $2.00 (the “Offering”). Further to this initial investment, the SPA contemplates additional investments for an additional $200,000. On September 17, 2024, pursuant to section 8 of the SPA, the Purchasers and the Company have terminated the SPA and any and all obligations therein for both the Company and the Purchasers under the SPA and any related transaction documents. Additionally, given that the Series D Preferred Stock had already been issued to the Purchasers pursuant to section 1(b)(i) of the SPA, the Company has exercised its right pursuant to section 9 of the Certificate of Designation of the Series D Preferred Stock and the Board of Directors of the Company has approved the redemption of all of the 20,000 outstanding shares of Series D Preferred Stock for their stated value of $0.0001 per share. Common Stock Each share of Common Stock entitles the holder to one vote, in person or proxy, on any matter on which an action of the stockholders of the Company is sought. During the nine months ended September 30, 2024, the Company had the following common stock transactions: ● 1,400,000 units, consisting of 1 common share, 1 Series A Warrant and 1 Series B Warrant, at a price of $4.25 per unit for gross proceeds of $5,950,000, from the IPO. After underwriting fees and discounts the net proceeds to the Company amounted to $5,324,000. ● 143,262 shares issued for settlement to related and unrelated parties for accounts payable, valued at $286,808. Amounts settled to related parties were $77,095 (38,404 shares) to our CEO, $95,165 (47,584 shares) to our Chief Product Officer, and $21,250 (10,625 shares) to a company owned by our CFO. ● 1,801,880 shares issued, with a fair value of $7,657,990, for settlement of convertible notes and accrued interest. ● 221,095,098 shares issued for the cash and cashless exercise of 2,210,119 warrants for $82,121. As of September 30, 2024 and December 31, 2023, 229,366,391 and 4,234,747 shares of common stock were issued and outstanding, respectively. For the nine months ended September 30, 2024, the Company recognized additional expenses of $24,375 and recorded $4,110,101 of deferred offering costs as a reduction to additional paid in capital, upon completion of the IPO.

Stock-Based Compensation

Stock-Based Compensation	9 Months Ended
	Sep. 30, 2024
Stock-Based Compensation [Abstract]
STOCK-BASED COMPENSATION	NOTE 9 – STOCK-BASED COMPENSATION During the three months ended September 30, 2024 and 2023, stock-based compensation was recognized as follows: September 30, September 30, 2024 2023 Research and development and other service providers - 267,749 $ - $ 267,749 During the nine months ended September 30, 2024 and 2023, stock-based compensation was recognized as follows: September 30, September 30, 2024 2023 Salaries and wages $ - $ 918,000 Research and development and other service providers - 769,756 Professional fees - related party 153,000 - $ 153,000 $ 1,687,756 Warrants During the nine months ended September 30, 2024, the Company issued warrants as follows; ● 1,609,900 series A warrants with exercise price of $5.5250 and the term of 5 years ● 1,610,000 series B warrants with exercise price of $8.50 and the term of 5 years ● 495,076 Series C warrants with exercise price of $8.50 and the term of 5 years A summary of activity of the warrants during the year ended September 30, 2024, are as follows: Warrants Outstanding Weighted Weighted Average Average Number of Exercise life Outstanding, January 1, 2023 361,500 $ 5.62 3.41 Granted 100,000 1.00 3.00 Expired / cancelled - - - Exercised - - - Outstanding, December 31, 2023 461,500 $ 5.65 2.58 Granted 3,714,976 7.21 5.00 Expired / cancelled (103,750 ) 6.99 - Exercised (2,210,119 ) 8.00 - Outstanding, September 30, 2024 1,862,607 $ 5.65 3.97 The intrinsic value of the warrants as of September 30, 2024 is $0. All of the outstanding warrants are exercisable as of September 30, 2024. 2022 Equity Compensation Plan On November 9, 2023, the Company’s stockholders approved the 2022 Equity Compensation Plan, or the 2022 Plan. The 2022 Plan provides that grants may be in any of the following forms: incentive stock options, nonqualified stock options, stock units, stock awards, dividend equivalents and other stock-based awards. The 2022 Plan is administered and interpreted by the Compensation Committee of the Board of Directors, or the Committee. The Committee has the authority to determine the individuals to whom grants will be made under the 2022 Plan, determine the type, size and terms of the grants, determine the time when grants will be made and the duration of any applicable exercise or restriction period (subject to the limitations of the 2022 Plan) and deal with any other matters arising under the 2022 Plan. The Committee presently consists of three directors, each of whom is a non-employee director of the Company. All the employees of the Company and its subsidiaries are eligible for grants under the 2022 Plan. Non-employee directors of the Company are also eligible to receive grants under the 2022 Plan. Restricted Stock Awards On November 2, 2023, the Company issued 120,000 restricted stock awards (“RSAs”) representing 120,000 shares of common stock to EverAsia Financial Group. Inc, a company owned by our Chief Financial Officer. RSAs issued in connection with the 2022 Plan shall be subject to a twelve-month vesting period, whereas 10,000 shares shall vest upon the first of every month. However, should the Company successfully complete an initial public offering of its common shares on any stock exchange in the United States of America, 100% of the then unvested RSAs shall immediately vest upon the completion of the IPO. During the nine months ended September 30, 2024 and 2023, the Company recorded stock-based compensation of $153,000 and $0, respectively, related to the issuance of RSAs. As of September 30, 2024 and December 31, 2023, there was $0 and $153,000 of total unrecognized expense related to non-vested awards of RSAs. The cost was fully recognized, due to the Company’s IPO being effective on February 23, 2024. The following summary reflects changes in the shares of Common Stock Restricted Stock Awards (RSA): Unvested Outstanding at January 1, 2024 100,000 $ 1.53 153,000 Granted - - Vested /Released (100,000 ) 1.53 (153,000 ) Cancelled - Unvested Outstanding at September 30, 2024 - $ - -

Related Party Transactions

Related Party Transactions	9 Months Ended
	Sep. 30, 2024
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTIONS	NOTE 10 – RELATED PARTY TRANSACTIONS Operating expense related party During the three months ended September 30, 2024 and 2023, the Company incurred approximately $10,000 and $0 respectively, in investor marketing and relations services from a company owned by the former chief strategy officer. During the nine months ended September 30, 2024 and 2023, the Company incurred approximately $40,000 and $4,318, respectively, in investor marketing and relations services from a company owned by the former chief strategy officer. Related party payable On August 1, 2022, the Company entered into a lending arrangement with a related party, the prior owner of Click Fish Media. The loan is for a two (2) year term and accrued simple annual interest at a rate of 5% per annum. As of September 30, 2024 and December 31, 2023, the remaining note payable balance was $75,251 and $76,368, respectively, which includes all outstanding principle and accrued interest. Related party management fees During the three months ended September 30, 2024 and 2023, 47 Capital Management LLC, an entity wholly owned by the former CFO billed the Company $0 and $43,197, respectively, and during the nine months ended September 30, 2024 and 2023, 47 Capital Management LLC billed the Company $0 and $111,297 and the Company paid $20,000 and $111,297, respectively. 47 Capital Management LLC provided outsourced CFO services. During the three months ended September 30, 2024 and 2023, Thornhill Advisory Group, Inc. (f/k/a EverAsia Financial Group), an entity majority owned by the former CFO, billed the Company $134,000 and $13,250 for consulting fees, respectively, and the company paid $54,000 and $10,000 respectively. During the nine months ended September 30, 2024 and 2023, Thornhill Advisory Group, Inc billed the Company $296,000 and $13,250 for consulting fees, respectively and the Company paid $256,000 and $10,000 respectively. Thornhill Advisory Group provided financial consulting services from May 2023 through October 2023. From November 2023 through December 2023, Thornhill Advisory Group, Inc. provided outsourced CFO services. Related party debt conversion to common stock In January 2024, 38,404 shares, valued at $2.00 per share, for a total value of $77,095 were issued to our CEO for settlement to related parties for accounts payable. In January 2024, 47,584 shares, valued at $2.00 per share, for a total value of $95,165 were issued to our Chief Product Officer for settlement to related parties for accounts payable. In January 2024, 10,625 shares, valued at $2.00 per share, for a total value of $21,250 were issued to a company owned by our CFO for settlement to related parties for accounts payable.

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Sep. 30, 2024
Commitments and Contingencies [Abstract]
COMMITMENTS AND CONTINGENCIES	NOTE 11 – COMMITMENTS AND CONTINGENCIES From time to time, we may be involved in various disputes and litigation matters that arise in the ordinary course of business. The Company received correspondence in February, 2023 from an attorney representing a former customer of the Company. The correspondence contains allegations that the customer provided certain leads to the Company that were not processed by the Company according to the agreement between the Company and the customer. Further, the customer alleges that it paid for the processing of those leads and that it was entitled to a refund of a portion of its payment. The Company has requested details of which leads were not processed, however the customer has not provided those details. The Company denies liability and intends to continue to vigorously defend any action, although the probability of a favorable or unfavorable outcome is difficult to estimate as of this date. The result or impact of such allegations are uncertain, including whether or not they could result in damages and/or awards of attorneys’ fees or expenses. While the outcome is uncertain, the Company has accrued $15,950 and accounted for it as Unearned Revenue until the matter is resolved. The Company received a letter dated August 28, 2023, from an attorney hired on behalf of a former employee of the Company. This former employee offered her resignation, which was accepted on July 12, 2023. This letter contains allegations that the former employee was sexually harassed and terminated wrongfully by the Company. The Company is of the opinion that allegations in this letter lack merit. The Company has reported this matter to its insurance carrier and outside counsel has been engaged. The Company denies liability and intends to continue to vigorously defend any action, although the probability of a favorable or unfavorable outcome is difficult to estimate as of this date. The result or impact of such allegations are uncertain, including whether or not they could result in damages and/or awards of attorneys’ fees or expenses. In December 2023 the former employee’s attorney requested that the parties attend mediation, however a date for said mediation has not been determined. Due to the uncertain outcome of the case, no amounts have been accrued. On December 20, 2023, an individual filed a putative class action lawsuit against a customer of the Company that was using the Company’s DISA’s. Shortly thereafter, the individual filed a first amended complaint (FAC) adding the Company as a party. The FAC states that Plaintiff’s phone number has been on the National Do-Not-Call Registry since 2009. Despite this, Plaintiff alleges he received two prerecorded calls from the Company on behalf of its Customer on October 10 and November 28, 2023. Based on these alleged violations, Plaintiff asserts that the Company violated the Telephone Consumer Protection Act’s (TCPA) prerecorded call provision and the South Carolina Telephone Privacy Protection Act. In response to the FAC, both the Company and its Customer filed a motion to dismiss and motion to strike the class allegations. The motions are fully briefed, but the Court has yet to issue a ruling. The parties each exchanged discovery responses. The parties agreed to attend mediation on October 15, 2024. The Company denies liability and intends to continue to vigorously defend any action, although the probability of a favorable or unfavorable outcome is difficult to estimate as of this date. The result or impact of such allegations are uncertain, including whether or not they could result in damages and/or awards of attorneys’ fees or expenses. ProofPositive LLC (“ProofPositive”) commenced an arbitration (“Arbitration”) before the American Arbitration Association (“AAA”) against the Company, Brian Podolak and his wife (under a pseudonym) (“Respondents”) on or about May 31, 2024. In the Arbitration, ProofPositive asserted a number of claims, including claims under the Arizona Securities Act, arising from Respondents’ alleged failure to pay sums purportedly due under a loan agreement and promissory note, an addendum and consulting agreement. The Company denies liability and intends to continue to vigorously defend any action, although the probability of a favorable or unfavorable outcome is difficult to estimate as of this date. The result or impact of such allegations are uncertain, including whether or not they could result in damages and/or awards of attorneys’ fees or expenses.

Prepaid Expense

Prepaid Expense	9 Months Ended
	Sep. 30, 2024
Prepaid Expense [Abstract]
PREPAID EXPENSE	NOTE 12 – PREPAID EXPENSE As of September 30, 2024 and December 31, 2023, prepaid expenses consisted of the following: September 30, December 31, 2024 2023 Prepaid operating expense $ 50,648 $ - Prepaid insurance 93,794 - Prepaid rent 12,770 12,770 Prepaid expense $ 157,212 $ 12,770

Subsequent Events

Subsequent Events	9 Months Ended
	Sep. 30, 2024
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	NOTE 13 – SUBSEQUENT EVENTS On December 16, 2024, the Company issued a Note Payable in the amount of $40,000 bearing interest at 22% per annum and has a maturity date 180 days from the date of the Note. On December 20, 2024, the On September 18, 2024, entered into a Convertible Note with a principal amount of $60,000 including $10,000 debt discount at a 20% interest rate per annum and has a maturity date of June 20, 2025.

Pay vs Performance Disclosure

Pay vs Performance Disclosure - USD ($)	3 Months Ended						9 Months Ended
	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2023
Pay vs Performance Disclosure
Net Income (Loss)	$ (1,330,682)	$ (1,558,992)	$ (6,945,370)	$ (1,808,120)	$ (2,415,854)	$ (2,924,966)	$ (9,835,044)	$ (7,148,940)

Insider Trading Arrangements

Insider Trading Arrangements	3 Months Ended
	Sep. 30, 2024
Trading Arrangements, by Individual
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

Accounting Policies, by Policy

Accounting Policies, by Policy (Policies)	9 Months Ended
	Sep. 30, 2024
Summary of Significant Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Rule 8-03 of Regulation S-X. They do not include all information and notes required by GAAP for complete financial statements. However, except as disclosed herein, there has been no material change in the information disclosed in the Notes to Consolidated Financial Statements included in the Annual Report on Form 10-K of Vocodia Holdings Corp for the year ended December 31, 2023. In the opinion of management, all adjustments (including normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the nine months ended September 30, 2024 are not necessarily indicative of the results that may be expected for the year ending December 31, 2024.
Basis of Consolidation	Basis of Consolidation The financial statements have been prepared on a consolidated basis with those of the Company’s wholly owned subsidiary, CFM. All intercompany transactions and balances have been eliminated in consolidation.
Reclassification	Reclassification Certain accounts from prior periods have been reclassified to conform to the current period presentation.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements. The estimates and judgments will also affect the reported amounts for certain expenses during the reporting period. Actual results could differ from these good faith estimates and judgments Significant estimates are contained in the accompanying financial statements for the valuation of derivatives, the valuation allowance on deferred tax assets, share-based compensation, useful lives for depreciation and amortization of long-lived assets, and the incremental borrowing rate used on right-of-use asset.
Cash and Cash Equivalents	Cash and Cash Equivalents Cash and cash equivalents include cash in bank accounts and money market funds with maturities of less than three months from inception, which are readily convertible to known amounts of cash and which, in the opinion of management, are subject to an insignificant risk of loss in value. At September 30, 2024 and December 31, 2023, the Company had cash equivalents of $1,216 and $0, respectively. Periodically, the Company may carry cash balances at financial institutions in excess of the federally insured limit of $250,000 per institution. The Company has not experienced losses on these accounts and management believes, based upon the quality of the financial institutions, that the credit risk with regard to these deposits is not significant.
Revenue Recognition	Revenue Recognition The Company recognizes revenue in an amount that reflects the consideration to which it expects to be entitled in exchange for the transfer of promised goods or services to customers. The Company follows a five-step process to achieve this core principle: (1) identify the contract with the customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to the performance obligations in the contract; and (5) recognize revenue when (or as) the entity satisfies a performance obligation. The Company’s revenues are currently derived from three sources: (1) implementation fees, (2) offering its software as a service on a recurring monthly basis, and (3) generation and verification of leads. Implementation fees are charged for setting up or calibrating its software so that the AI can be used by the customer for its particular use case and are usually a one-time cost. The Company’s contracts with customers are structured with stated prices per service performed, which are not subject to uncertainty or probability of significant reversal; thus, do not represent variable consideration. The recurring monthly fees are charged for the ongoing use of the AI to continue to call/prospect for the Company’s customers, and are charged on a monthly recurring basis. The Company awards discounts to its customers on a discretionary basis. The Company will consider additional revenue streams as its technology develops and new opportunities present.
Fair Value of Financial Instruments	Fair Value of Financial Instruments The Company follows accounting guidelines on fair value measurements for financial instruments measured on a recurring basis, as well as for certain assets and liabilities that are initially recorded at their estimated fair values. Fair Value is defined as the exit price, or the amount that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants as of the measurement date. The Company uses the following three-level hierarchy that maximizes the use of observable inputs and minimizes the use of unobservable inputs to value its financial instruments: ● Level 1: Observable inputs such as unadjusted quoted prices in active markets for identical instruments. ● Level 2: Quoted prices for similar instruments that are directly or indirectly observable in the marketplace. ● Level 3: Significant unobservable inputs which are supported by little or no market activity and that are financial instruments whose values are determined using pricing models, discounted cash flow methodologies, or similar techniques, as well as instruments for which the determination of fair value requires a significant judgment or estimation. Financial instruments measured at fair value are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires the Company to make judgments and consider factors specific to the asset or liability. The use of different assumptions and/or estimation methodologies may have a material effect on estimated fair values. Accordingly, the fair value estimates disclosed, or initial amounts recorded, may not be indicative of the amount that the Company or holders of the instruments could realize in a current market exchange. The carrying amounts of the Company’s financial instruments including cash and cash equivalents, prepaid expenses, accounts payable, accrued liabilities and convertible debt approximate fair value due to the short-term maturities of these instruments. Set out below are the Company’s financial instruments that are required to be remeasured at fair value on a recurring basis and their fair value hierarchy as of December 31, 2023 (none for September 30, 2024): December 31, 2023 Level 1 Level 2 Level 3 Carrying Liabilities: Derivative Liability – Warrants $ - $ - $ 1,698,135 $ 1,698,135 Derivative Liability – Conversion feature - - 224,744 224,744 $ - $ - $ 1,922,879 $ 1,922,879
Deferred Offering Costs	Deferred Offering Costs Pursuant to ASC 340-10-S99-1, costs directly attributable to an offering of equity securities are deferred and would be charged against the gross proceeds of the offering as a reduction of additional paid-in capital. Deferred offering costs consist of underwriting, legal, accounting, and other expenses incurred through the balance sheet date that are directly related to the proposed public offering. Should the proposed public offering prove to be unsuccessful, these deferred costs, as well as additional expenses to be incurred, will be expensed. As of September 30, 2024 and December 31, 2023, deferred offering costs consisted of the following: September 30, December 31, 2024 2023 General and administrative expenses $ - $ 153,976 Share-based equity compensation - 3,931,750 $ - $ 4,085,726 For the three months ended September 30, 2024, the Company had no additional expense or deferred offering costs. For the nine months ended September 30, 2024, the Company recognized additional expenses of $24,375 and recorded $4,110,101 of deferred offering costs as a reduction to additional paid in capital, upon completion of the IPO.
Advertising	Advertising The Company expenses advertising costs as they are incurred. Advertising expenses for the three months ended September 30, 2024 and 2023, were $162,875 and $15,851, respectively. Advertising expenses for the nine months ended September 30, 2024 and 2023, were $392,243 and $62,322, respectively.
Share-Based Compensation	Share-Based Compensation The Company accounts for employee and non-employee stock awards under ASC 718, Compensation – Stock Compensation, whereby equity instruments issued to employees for services are recorded based on the fair value of the instrument issued and those issued to nonemployees are recorded based on the fair value of the consideration received or the fair value of the equity instrument, whichever is more reliably measurable. Equity grants are amortized on a straight-line basis over the requisite service periods, which is generally the vesting period. If an award is granted, but vesting does not occur, any previously recognized compensation cost is reversed in the period related to the termination of service.
Warrants	Warrants The Company accounts for warrants as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in FASB ASC 480, Distinguishing Liabilities from Equity (“ASC 480”) and ASC 815, Derivatives and Hedging (“ASC 815”). The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the warrants meet all of the requirements for equity classification under ASC 815, including whether the warrants are indexed to the Company’s own ordinary shares and whether the warrant holders could potentially require “net cash settlement” in a circumstance outside of the Company’s control, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of warrant issuance and as of each subsequent quarterly period end date while the warrants are outstanding. For issued or modified warrants that meet all of the criteria for equity classification, the warrants are required to be recorded as a component of additional paid-in capital at the time of issuance. For issued or modified warrants that do not meet all the criteria for equity classification, the warrants are required to be recorded at their initial fair value on the date of issuance, and each balance sheet date thereafter. Changes in the estimated fair value of the warrants are recognized as a non-cash gain or loss on the statements of operations. The fair value of the warrants was estimated using a Black-Scholes pricing model.
Net Income (Loss) Per Share of Common Stock	Net Income (Loss) Per Share of Common Stock Net loss per share of common stock requires presentation of basic earnings per share on the face of the statements of operations for all entities with complex capital structures and requires a reconciliation of the numerator and denominator of the basic earnings per share computation. In the accompanying financial statements, basic loss per share is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the year. Diluted earnings per share is computed by dividing net income by the weighted average number of shares of common stock and potentially dilutive outstanding shares of common stock during the period to reflect the potential dilution that could occur from common shares issuable through contingent share arrangements, warrants unless the result would be antidilutive. The Company includes in basic earnings per share, common stock that is issuable for the conversion of warrants for little or no cash upon the satisfaction of certain contingent conditions. The Company has determined that the Series B and C warrants meet these conditions as of September 30, 2024, and have included 126,140,138 (126,140,138 and 88,713,943 weighted for three and nine months, respectively) shares of common stock as part of our basic earnings per share, for the nine months ended September 30, 2024. The dilutive effect of restricted stock units, options and warrants subject to vesting and other share-based payment awards is calculated using the “treasury stock method,” which assumes that the “proceeds” from the exercise of these instruments are used to purchase common shares at the average market price for the period. The dilutive effect of convertible securities is calculated using the “if-converted method.” Under the if-converted method, securities are assumed to be converted at the beginning of the period, and the resulting shares of common stock are included in the denominator of the diluted calculation for the entire period being presented. For the three and nine months ended September 30, 2024 and 2023, the following common stock equivalents were excluded from the computation of diluted net loss per share as the result of the computation was anti-dilutive. The number of shares is outstanding shares at September 30, 2024 and 2023. September 30, September 30, 2024 2023 Shares Shares Warrants 1,593,553 461,500 Convertible notes payable - 1,410,106 1,593,553 1,871,606
Recent Accounting Pronouncements	Recent Accounting Pronouncements In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-07, Segment Reporting Topic 280, “Segment Reporting-Improvements to Reportable Segment Disclosures” which allows disclosure of one or more measures of segment profit or loss used by the chief operating decision maker to allocate resources and assess performance. Additionally, the standard requires enhanced disclosures of significant segment expenses and other segment items, as well as incremental qualitative disclosures on both an annual and interim basis. This guidance is effective for annual reporting periods beginning after December 15, 2023, and interim reporting periods after December 15, 2024. Early adoption is permitted and retrospective application is required for all periods presented. The Company is currently evaluating the impact of adopting this guidance on its Consolidated Financial Statements and disclosures included within Notes to Condensed Consolidated Financial Statements. In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures,” which requires disaggregated information about a reporting entity’s effective tax rate reconciliation as well as information on income taxes paid. The guidance is effective for the Company’s fiscal years beginning after February 1, 2025, with early adoption permitted. The Company does not expect the adoption of this standard to have any material impact on its financial statements.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Tables)	9 Months Ended
	Sep. 30, 2024
Summary of Significant Accounting Policies [Abstract]
Schedule of Remeasured at Fair Value on a Recurring Basis	Set out below are the Company’s financial instruments that are required to be remeasured at fair value on a recurring basis and their fair value hierarchy as of December 31, 2023 (none for September 30, 2024): December 31, 2023 Level 1 Level 2 Level 3 Carrying Liabilities: Derivative Liability – Warrants $ - $ - $ 1,698,135 $ 1,698,135 Derivative Liability – Conversion feature - - 224,744 224,744 $ - $ - $ 1,922,879 $ 1,922,879
Schedule of Deferred Offering Costs	As of September 30, 2024 and December 31, 2023, deferred offering costs consisted of the following: September 30, December 31, 2024 2023 General and administrative expenses $ - $ 153,976 Share-based equity compensation - 3,931,750 $ - $ 4,085,726
Schedule of Computation of Diluted Net Loss Per Share	For the three and nine months ended September 30, 2024 and 2023, the following common stock equivalents were excluded from the computation of diluted net loss per share as the result of the computation was anti-dilutive. The number of shares is outstanding shares at September 30, 2024 and 2023. September 30, September 30, 2024 2023 Shares Shares Warrants 1,593,553 461,500 Convertible notes payable - 1,410,106 1,593,553 1,871,606

Property and Equipment (Tables)

Property and Equipment (Tables)	9 Months Ended
	Sep. 30, 2024
Property and Equipment [Abstract]
Schedule of Property and Equipment	As of September 30, 2024 and December 31, 2023, property and equipment consisted of the following: September 30, December 31, 2024 2023 Furniture and Fixtures $ 27,877 $ 27,877 Computer Equipment 11,815 9,684 Total Property and Equipment 39,692 37,561 Less: accumulated depreciation and amortization (19,193 ) (14,294 ) Property and Equipment, net $ 20,499 $ 23,267

Accounts Payable and Accrued _2

Accounts Payable and Accrued Expenses (Tables)	9 Months Ended
	Sep. 30, 2024
Accounts Payable and Accrued Expenses [Abstract]
Schedule of Accounts Payable and Accrued Expenses	Accounts payable and accrued expenses consisted of the following at September 30, 2024 and December 31, 2023: September 30, December 31, 2024 2023 Accounts payable $ 1,461,613 $ 1,154,684 Accrued expenses - other 386,750 155,310 Insurance payable 68,262 - Accrued payroll 88,051 401,272 Accrued interest 669 339,221 Bank overdraft - 8,046 Accounts payable and accrued expenses $ 543,732 $ 903,849

Operating Leases (Tables)

Operating Leases (Tables)	9 Months Ended
	Sep. 30, 2024
Leases [Abstract]
Schedule of Operating Leases	We had operating leases for our corporate offices and one short term lease for executive offices. Our corporate office lease has a remaining lease term of twenty-nine (29) months with no options to extend. Three months ended September 30, 2024 2023 The components of lease expense were as follows: Short-term lease cost $ 1,699 $ - Operating lease cost 30,069 24,772 Total lease cost $ 31,768 $ 24,772 Nine months ended September 30, 2024 2023 The components of lease expense were as follows: Short-term lease cost $ 17,911 $ - Operating lease cost 90,207 72,323 Total lease cost $ 108,118 $ 72,323 Supplemental cash flow information related to leases was as follows: Operating cash flows from operating leases $ 93,965 $ 92,098 Weighted-average remaining lease term - operating leases (year) 2.17 3.17 Weighted-average discount rate — operating leases 6.50 % 6.50 %
Schedule of Outlines Maturities of Lease Liabilities	The following table outlines maturities of our lease liabilities as of September 30, 2024: Year Ending December 31, 2024 (excluding the nine months ended September 30, 2024) $ 31,817 2025 128,362 2026 119,969 Thereafter - 280,148 Less: Imputed interest (19,628 ) Operating lease liabilities $ 260,520

Note Payable and Convertible _2

Note Payable and Convertible Notes Payable (Tables)	9 Months Ended
	Sep. 30, 2024
Note Payable and Convertible Notes Payable [Abstract]
Schedule of Convertible Notes Payable, Net	Convertible notes payable, net consisted of the following: Maturities Stated Effective September 30, December 31, (calendar year) Rate Rate 2024 2023 August 2022 issuances 2023 20 % 195 % $ - $ 614,118 September 2022 issuances 2023 20 % 201 % - 1,598,824 November 2022 issuances 2023 20 % 212 % - 423,529 December 2022 issuances 2023 20 % 155 % - 276,000 April 2023 issuances 2024 15 % 215 % - 588,235 May 2023 issuances 2024 15 % 172 % - 58,824 June 2023 issuances 2024 15 % 170 % - 294,118 September 2024 issuances 2025 22 % 73 % 105,300 - Total face value 105,300 3,853,648 Unamortized debt discount and issuance costs (20,419 ) (165,082 ) Total convertible notes 84,881 3,688,566 Current portion of convertible notes (84,881 ) (3,688,566 ) Long-term convertible notes $ - $ -

Derivative Liabilitites (Tables

Derivative Liabilitites (Tables)	9 Months Ended
	Sep. 30, 2024
Derivative Liabilitites [Abstract]
Schedule of Changes in the Derivative Liabilities	The following table summarizes the changes in the derivative liabilities during the nine months ended September 30, 2024: 2024 Expected exercise price $ 3.32 - 8.50 Expected conversion price 2.76 Expected term 0.30 - 5.00 years Expected average volatility 80 - 108 % Expected dividend yield - Risk-free interest rate 4.33 – 5.46 %
Schedule of Estimated Fair Values of the Liabilities Measured on a Recurring Basis	For the nine months ended September 30, 2024, the estimated fair values of the liabilities measured on a recurring basis are as follows: Fair Value Measurements Using Significant Unobservable Inputs (Level 3) Balance - December 31, 2023 $ 1,922,879 Settlement of derivative liability from conversion of debt (78,849 ) Settlement of derivative liability of warrants to Series C warrants (1,728,734 ) Change in fair value of the derivative (115,296 ) Balance – September 30, 2024 $ -

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	9 Months Ended
	Sep. 30, 2024
Stock-Based Compensation [Abstract]
Schedule of Stock-Based Compensation	During the three months ended September 30, 2024 and 2023, stock-based compensation was recognized as follows: September 30, September 30, 2024 2023 Research and development and other service providers - 267,749 $ - $ 267,749 September 30, September 30, 2024 2023 Salaries and wages $ - $ 918,000 Research and development and other service providers - 769,756 Professional fees - related party 153,000 - $ 153,000 $ 1,687,756
Schedule of Activity of the Warrants	A summary of activity of the warrants during the year ended September 30, 2024, are as follows: Warrants Outstanding Weighted Weighted Average Average Number of Exercise life Outstanding, January 1, 2023 361,500 $ 5.62 3.41 Granted 100,000 1.00 3.00 Expired / cancelled - - - Exercised - - - Outstanding, December 31, 2023 461,500 $ 5.65 2.58 Granted 3,714,976 7.21 5.00 Expired / cancelled (103,750 ) 6.99 - Exercised (2,210,119 ) 8.00 - Outstanding, September 30, 2024 1,862,607 $ 5.65 3.97
Schedule of Shares of Common Stock Restricted Stock Awards	The following summary reflects changes in the shares of Common Stock Restricted Stock Awards (RSA): Unvested Outstanding at January 1, 2024 100,000 $ 1.53 153,000 Granted - - Vested /Released (100,000 ) 1.53 (153,000 ) Cancelled - Unvested Outstanding at September 30, 2024 - $ - -

Prepaid Expense (Tables)

Prepaid Expense (Tables)	9 Months Ended
	Sep. 30, 2024
Prepaid Expense [Abstract]
Schedule of Prepaid Expense	As of September 30, 2024 and December 31, 2023, prepaid expenses consisted of the following: September 30, December 31, 2024 2023 Prepaid operating expense $ 50,648 $ - Prepaid insurance 93,794 - Prepaid rent 12,770 12,770 Prepaid expense $ 157,212 $ 12,770

Organization and Going Concern

Organization and Going Concern (Details) - USD ($)			3 Months Ended						9 Months Ended
	Feb. 29, 2024	Aug. 02, 2022	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Organization and Going Concern [Line Items]
Entity incorporation date									Apr. 27, 2021
Net loss			$ (1,330,682)	$ (1,558,992)	$ (6,945,370)	$ (1,808,120)	$ (2,415,854)	$ (2,924,966)	$ (9,835,044)	$ (7,148,940)
Accumulated deficit			$ (100,343,214)						(100,343,214)		$ (90,508,170)
Used cash in operations									(5,289,085)	$ (2,271,260)
Working capital									$ 2,000,000
Gross proceeds	$ 5,950,000
CFM [Member]
Organization and Going Concern [Line Items]
Consideration amount		$ 10

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Summary of Significant Accounting Policies [Line Items]
Cash equivalents	$ 1,216		$ 1,216		$ 0
Federally insured limit	250,000		250,000
Additional expenses			24,375
Advertising expenses	$ 162,875	$ 15,851	$ 392,243	$ 62,322
Series B Warrants [Member]
Summary of Significant Accounting Policies [Line Items]
Weighted common shares (in Shares)	126,140,138		126,140,138
Series C warrants [Member]
Summary of Significant Accounting Policies [Line Items]
Weighted common shares (in Shares)			88,713,943
IPO [Member]
Summary of Significant Accounting Policies [Line Items]
Deferred offering costs	$ 4,110,101		$ 4,110,101

Summary of Significant Accoun_4

Summary of Significant Accounting Policies (Details) - Schedule of Remeasured at Fair Value on a Recurring Basis - Fair Value, Recurring [Member]	Dec. 31, 2023 USD ($)
Liabilities:
Fair value of liabilities	$ 1,922,879
Level 1 [Member]
Liabilities:
Fair value of liabilities
Level 2 [Member]
Liabilities:
Fair value of liabilities
Level 3 [Member]
Liabilities:
Fair value of liabilities	1,922,879
Warrant [Member]
Liabilities:
Fair value of liabilities	1,698,135
Warrant [Member] | Level 1 [Member]
Liabilities:
Fair value of liabilities
Warrant [Member] | Level 2 [Member]
Liabilities:
Fair value of liabilities
Warrant [Member] | Level 3 [Member]
Liabilities:
Fair value of liabilities	1,698,135
Conversion feature [Member]
Liabilities:
Fair value of liabilities	224,744
Conversion feature [Member] | Level 1 [Member]
Liabilities:
Fair value of liabilities
Conversion feature [Member] | Level 2 [Member]
Liabilities:
Fair value of liabilities
Conversion feature [Member] | Level 3 [Member]
Liabilities:
Fair value of liabilities	$ 224,744

Summary of Significant Accoun_5

Summary of Significant Accounting Policies (Details) - Schedule of Deferred Offering Costs - USD ($)	Sep. 30, 2024	Dec. 31, 2023
Schedule of Deferred Offering Costs [Line Items]
Total deferred offering costs		$ 4,085,726
General and Administrative Expenses [Member]
Schedule of Deferred Offering Costs [Line Items]
Total deferred offering costs		153,976
Share-based Equity Compensation [Member]
Schedule of Deferred Offering Costs [Line Items]
Total deferred offering costs		$ 3,931,750

Summary of Significant Accoun_6

Summary of Significant Accounting Policies (Details) - Schedule of Computation of Diluted Net Loss Per Share - shares	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Schedule of Computation of Diluted Net Loss Per Share [Line Items]
Anti-dilutive	1,593,553	1,871,606
Warrants [Member]
Schedule of Computation of Diluted Net Loss Per Share [Line Items]
Anti-dilutive	1,593,553	461,500
Convertible notes payable [Member]
Schedule of Computation of Diluted Net Loss Per Share [Line Items]
Anti-dilutive		1,410,106

Property and Equipment (Details

Property and Equipment (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Property and Equipment [Abstract]
Depreciation expense	$ 1,940	$ 1,481	$ 4,899	$ 4,440

Property and Equipment (Detai_2

Property and Equipment (Details) - Schedule of Property and Equipment - USD ($)	Sep. 30, 2024	Dec. 31, 2023
Schedule of Property and Equipment [Line Items]
Total Property and Equipment	$ 39,692	$ 37,561
Less: accumulated depreciation and amortization	(19,193)	(14,294)
Property and Equipment, net	20,499	23,267
Furniture and Fixtures [Member]
Schedule of Property and Equipment [Line Items]
Total Property and Equipment	27,877	27,877
Computer Equipment [Member]
Schedule of Property and Equipment [Line Items]
Total Property and Equipment	$ 11,815	$ 9,684

Accounts Payable and Accrued _3

Accounts Payable and Accrued Expenses (Details) - Schedule of Accounts Payable and Accrued Expenses - USD ($)	Sep. 30, 2024	Dec. 31, 2023
Accounts Payable and Accrued Expenses [Abstract]
Accounts payable	$ 1,461,613	$ 1,154,684
Accrued expenses - other	386,750	155,310
Insurance payable	68,262
Accrued payroll	88,051	401,272
Accrued interest	669	339,221
Bank overdraft		8,046
Accounts payable and accrued expenses	$ 543,732	$ 903,849

Operating Leases (Details) - Sc

Operating Leases (Details) - Schedule of Operating Leases - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Schedule Of Operating Leases Abstract
Short-term lease cost	$ 1,699		$ 17,911
Operating cash flows from operating leases			93,965	92,098
Operating lease cost	30,069	24,772	90,207	72,323
Total lease cost	31,768	24,772	108,118	72,323
Supplemental cash flow information related to leases was as follows:
Short-term lease cost	1,699		17,911
Operating cash flows from operating leases			93,965	92,098
Operating lease cost	$ 30,069	$ 24,772	$ 90,207	$ 72,323
Weighted-average remaining lease term - operating leases (year)	2 years 2 months 1 day	3 years 2 months 1 day	2 years 2 months 1 day	3 years 2 months 1 day
Weighted-average discount rate — operating leases	6.50%	6.50%	6.50%	6.50%

Operating Leases (Details) - _2

Operating Leases (Details) - Schedule of Outlines Maturities of Lease Liabilities	Sep. 30, 2024 USD ($)
Schedule of Outlines Maturities of Lease Liabilities [Abstract]
2024 (excluding the six months ended June 30, 2024)	$ 31,817
2025	128,362
2026	119,969
Thereafter
Total lease payments	280,148
Less: Imputed interest	(19,628)
Operating lease liabilities	$ 260,520

Note Payable and Convertible _3

Note Payable and Convertible Notes Payable (Details) - USD ($)			1 Months Ended	3 Months Ended			9 Months Ended		12 Months Ended
	Sep. 18, 2024	Feb. 29, 2024	Jan. 31, 2024	Sep. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023	Dec. 31, 2022	Feb. 12, 2024
Note Payable and Convertible Notes Payable [Line Items]
Interest expense				$ 669		$ 701,305	$ 89,802	$ 2,365,004
Loss on settlement of debt				1,387,314			1,387,314
Company paid for settlements		$ 894,072
Common stock issued for conversion of debt		7,657,990					7,657,990
Derivative liability		225,220
Convertible debt	$ 105,300	145,895
Amortization of debt discount	15,300			881		331,505	165,082	1,671,003
Diligence fee	2,500
Financing cost	$ 3,500						24,375	49,833
Penalty amount				146,054		485,412	146,054	$ 485,412
Warrant [Member]
Note Payable and Convertible Notes Payable [Line Items]
Derivative liability		30,599
Note payable [Member]
Note Payable and Convertible Notes Payable [Line Items]
Note payable									$ 25,000
Bears interest Paid									25,000		$ 5,000
Interest expense				0			5,000
Accrued interest		43,000		0			0		5,000
Borrowing		$ 30,000
Convertible Notes Payable [Member]
Note Payable and Convertible Notes Payable [Line Items]
Accrued interest				$ 0			$ 0		339,221
Original issue discount senior secured convertible notes									$ 3,368,236	$ 3,368,236
Percentage of interest rate	22%			15%			15%
Convertible note conversion discount percentage							35%
Percentage of original principal amount							50%
Percentage of conversion price							120%
Maturity date			Feb. 28, 2024
Common stock issued for conversion of debt							$ 7,657,990
Warrant shares (in Shares)		495,076
Debt default penalty				$ 0		$ 253,647
Warrants expire				5 years			5 years
Common Stock [Member]
Note Payable and Convertible Notes Payable [Line Items]
Common stock issued for conversion of debt (in Shares)		1,801,880			1,801,880
Common Stock [Member] | Warrant [Member]
Note Payable and Convertible Notes Payable [Line Items]
Common stock issued for conversion of debt (in Shares)							221,095,098
IPO [Member]
Note Payable and Convertible Notes Payable [Line Items]
Loss on settlement of debt		$ 2,662,842

Note Payable and Convertible _4

Note Payable and Convertible Notes Payable (Details) - Schedule of Convertible Notes Payable, Net - USD ($)	Sep. 30, 2024	Dec. 31, 2023
Schedule of Convertible Notes Payable, Net [Line Items]
Unamortized debt discount and issuance costs	$ (20,419)	$ (165,082)
Total convertible notes	84,881	3,688,566
Current portion of convertible notes	(84,881)	(3,688,566)
Long-term convertible notes
August 2022 issuances [Member]
Schedule of Convertible Notes Payable, Net [Line Items]
Maturities (calendar year)		2023 years
Stated Interest Rate		20%
Effective Interest Rate		195%
Balance		$ 614,118
September 2022 issuances [Member]
Schedule of Convertible Notes Payable, Net [Line Items]
Maturities (calendar year)		2023 years
Stated Interest Rate		20%
Effective Interest Rate		201%
Balance		$ 1,598,824
November 2022 issuances [Member]
Schedule of Convertible Notes Payable, Net [Line Items]
Maturities (calendar year)		2023 years
Stated Interest Rate		20%
Effective Interest Rate		212%
Balance		$ 423,529
December 2022 issuances [Member]
Schedule of Convertible Notes Payable, Net [Line Items]
Maturities (calendar year)		2023 years
Stated Interest Rate		20%
Effective Interest Rate		155%
Balance		$ 276,000
April 2023 issuances [Member]
Schedule of Convertible Notes Payable, Net [Line Items]
Maturities (calendar year)		2024 years
Stated Interest Rate		15%
Effective Interest Rate		215%
Balance		$ 588,235
May 2023 issuances [Member]
Schedule of Convertible Notes Payable, Net [Line Items]
Maturities (calendar year)		2024 years
Stated Interest Rate		15%
Effective Interest Rate		172%
Balance		$ 58,824
June 2023 issuances [Member]
Schedule of Convertible Notes Payable, Net [Line Items]
Maturities (calendar year)		2024 years
Stated Interest Rate		15%
Effective Interest Rate		170%
Balance		$ 294,118
September 2024 issuances [Member]
Schedule of Convertible Notes Payable, Net [Line Items]
Maturities (calendar year)		2025 years
Stated Interest Rate		22%
Effective Interest Rate		73%
Balance	$ 105,300	$ 3,853,648

Derivative Liabilitites (Detail

Derivative Liabilitites (Details) - Schedule of Changes in the Derivative Liabilities	Sep. 30, 2024
Expected exercise price [Member] | Minimum [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative liabilities	3.32
Expected exercise price [Member] | Maximum [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative liabilities	8.5
Expected conversion price [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative liabilities	2.76
Expected term [Member] | Minimum [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative liabilities	0.3
Expected term [Member] | Maximum [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative liabilities	5
Expected average volatility [Member] | Minimum [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative liabilities	80
Expected average volatility [Member] | Maximum [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative liabilities	108
Expected dividend yield [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative liabilities
Risk-free interest rate [Member] | Minimum [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative liabilities	4.33
Risk-free interest rate [Member] | Maximum [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative liabilities	5.46

Derivative Liabilitites (Deta_2

Derivative Liabilitites (Details) - Schedule of Estimated Fair Values of the Liabilities Measured on a Recurring Basis - Fair Value, Recurring [Member] - Fair Value, Inputs, Level 3 [Member]	9 Months Ended
	Sep. 30, 2024 USD ($)
Schedule of Estimated Fair Values of the Liabilities Measured on a Recurring Basis [Line Items]
Balance at beginning	$ 1,922,879
Settlement of derivative liability from conversion of debt	(78,849)
Settlement of derivative liability of warrants to Series C warrants	(1,728,734)
Change in fair value of the derivative	(115,296)
Balance at ending

Shareholders_ Equity (Details)

Shareholders’ Equity (Details) - USD ($)				3 Months Ended		9 Months Ended
	Aug. 02, 2024	Feb. 29, 2024	Jan. 31, 2024	Mar. 31, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023	Sep. 27, 2023
Shareholders’ Equity [Line Items]
Shares authorized						476,000,000		476,000,000
Common stock par value (in Dollars per share)						$ 0.0001		$ 0.0001
Preferred shares, par value (in Dollars per share)						$ 0.0001		$ 0.0001
Preferred stock, shares authorized						24,000,000		24,000,000
Percentage of dividend rate	8%
Dividend term	1 year
Initial price per share (in Dollars per share)	$ 0.15
Additional investments (in Dollars)	$ 200,000
Common stock voting rights						one
Number of shares						1
Warrant per share (in Dollars per share)						$ 4.25
Net proceeds (in Dollars)						$ 5,324,000
Services valued (in Dollars)					$ 382,500	286,808
Accrued interest (in Dollars)		$ 7,657,990				$ 7,657,990
Common stock, shares issued						229,366,391		4,234,747
Common stock, shares outstanding						229,366,391		4,234,747
Additional expenses (in Dollars)						$ 24,375
Series A Warrant [Member]
Shareholders’ Equity [Line Items]
Number of shares						1
Series B Warrant [Member]
Shareholders’ Equity [Line Items]
Number of shares						1
Warrant [Member]
Shareholders’ Equity [Line Items]
Cashless exercise of warrants						2,210,119
Warrants (in Dollars)						$ 82,121
Dividends [Member]
Shareholders’ Equity [Line Items]
Percentage of triggering events	12%
Liquidation [Member]
Shareholders’ Equity [Line Items]
Percentage of stated value of preferred shares	120%
Conversion Rate [Member]
Shareholders’ Equity [Line Items]
Percentage of conversion price	120%
Conversion Price [Member]
Shareholders’ Equity [Line Items]
Percentage of conversion price	100%
Triggering Redemption Amount [Member]
Shareholders’ Equity [Line Items]
Percentage of redemption price	130%
Company Optional Redemption Price [Member]
Shareholders’ Equity [Line Items]
Percentage of redemption price	120%
Preferred Stock [Member]
Shareholders’ Equity [Line Items]
Preferred stock, shares issued						24,000,000
Preferred shares, par value (in Dollars per share)						$ 0.0001
Common Stock [Member]
Shareholders’ Equity [Line Items]
Number of units						1,400,000
Share issued for settlement of debt						143,262
Services valued (in Dollars)					$ 25
Common stock issued for conversion of debt		1,801,880		1,801,880
Common Stock [Member] | Warrant [Member]
Shareholders’ Equity [Line Items]
Common stock issued for conversion of debt						221,095,098
Convertible Debt [Member] | Common Stock [Member]
Shareholders’ Equity [Line Items]
Common stock issued for conversion of debt						1,801,880
Convertible Notes Payable [Member]
Shareholders’ Equity [Line Items]
Percentage of conversion price						120%
Accrued interest (in Dollars)						$ 7,657,990
Chief Executive Officer [Member]
Shareholders’ Equity [Line Items]
Shares issued			38,404
Amounts settled to related parties (in Dollars)			$ 77,095
Share of amounts settled to related parties						38,404
Chief Executive Officer [Member] | Common Stock [Member]
Shareholders’ Equity [Line Items]
Amounts settled to related parties (in Dollars)						$ 77,095
Chief Product Officer [Member]
Shareholders’ Equity [Line Items]
Shares issued			47,584
Amounts settled to related parties (in Dollars)			$ 95,165
Share of amounts settled to related parties						47,584
Chief Product Officer [Member] | Common Stock [Member]
Shareholders’ Equity [Line Items]
Amounts settled to related parties (in Dollars)						$ 95,165
Chief Financial Officer [Member]
Shareholders’ Equity [Line Items]
Shares issued			10,625
Amounts settled to related parties (in Dollars)			$ 21,250
Share of amounts settled to related parties						10,625
Chief Financial Officer [Member] | Common Stock [Member]
Shareholders’ Equity [Line Items]
Amounts settled to related parties (in Dollars)						$ 21,250
Series A Preferred Stock [Member]
Shareholders’ Equity [Line Items]
Preferred stock, shares issued						4,000,000		4,000,000
Preferred shares, par value (in Dollars per share)						$ 0.0001		$ 0.0001
Preferred stock, shares authorized						4,000,000		4,000,000
Preferred stock voting rights						1,000
Preferred stock converted ratio						0.025
Common stock shares						1
Preferred stock, shares outstanding						4,000,000		4,000,000
Series A Preferred Stock [Member] | Preferred Stock [Member]
Shareholders’ Equity [Line Items]
Common stock issued for conversion of debt
Series A Preferred Stock [Member] | Common Stock [Member]
Shareholders’ Equity [Line Items]
Preferred shares, par value (in Dollars per share)						$ 0.0001
Series B Preferred Stock [Member]
Shareholders’ Equity [Line Items]
Preferred stock, shares issued						0		1,305
Preferred shares, par value (in Dollars per share)						$ 0.0001		$ 0.0001
Preferred stock, shares authorized						3,000		3,000
Preferred stock, shares outstanding						0		1,305
Shares issued			605
Preferred stock value (in Dollars)			$ 605,000
Series B Preferred Stock [Member] | Preferred Stock [Member]
Shareholders’ Equity [Line Items]
Preferred shares, par value (in Dollars per share)									$ 0.0001
Preferred stock, shares authorized									3,000
Common stock issued for conversion of debt
Series C Convertible Preferred Stock [Member]
Shareholders’ Equity [Line Items]
Preferred stock, shares issued						0		0
Preferred shares, par value (in Dollars per share)						$ 0.0001		$ 0.0001
Preferred stock, shares authorized						7,000		7,000
Preferred stock, shares outstanding						0		0
Series C Convertible Preferred Stock [Member] | Securities Purchase Agreement [Member]
Shareholders’ Equity [Line Items]
Shares issued	2,800
Par value per share (in Dollars per share)	$ 0.0001
Series C Convertible Preferred Stock [Member] | Common Stock [Member]
Shareholders’ Equity [Line Items]
Preferred shares, par value (in Dollars per share)	$ 1,000
Preferred stock, shares authorized	7,000
Series C Preferred Stock [Member]
Shareholders’ Equity [Line Items]
Percentage of dividend rate	18%
Series D Redeemable Preferred Stock [Member]
Shareholders’ Equity [Line Items]
Preferred stock, shares issued						0		0
Preferred shares, par value (in Dollars per share)						$ 0.0001		$ 0.0001
Preferred stock, shares authorized						20,000		20,000
Preferred stock voting rights	10,000
Preferred stock, shares outstanding						0		0
Redemption outstanding shares	20,000
Redemption per share (in Dollars per share)	$ 0.0001
Series D Redeemable Preferred Stock [Member] | Securities Purchase Agreement [Member]
Shareholders’ Equity [Line Items]
Shares issued	20,000
Par value per share (in Dollars per share)	$ 0.0001
Series D Redeemable Preferred Stock [Member] | Liquidation [Member]
Shareholders’ Equity [Line Items]
Percentage of stated value of preferred shares	120%
Series D Redeemable Preferred Stock [Member] | Common Stock [Member]
Shareholders’ Equity [Line Items]
Preferred shares, par value (in Dollars per share)	$ 0.0001
Preferred stock, shares authorized	20,000
IPO [Member]
Shareholders’ Equity [Line Items]
Common stock, warrant (in Dollars)						$ 5,950,000
Deferred offering costs (in Dollars)						$ 4,110,101
IPO [Member] | Common Stock [Member]
Shareholders’ Equity [Line Items]
Shares issued for the acquisition		691,404
IPO [Member] | Series B Preferred Stock [Member]
Shareholders’ Equity [Line Items]
Shares issued for the acquisition		1,910
Second Closing [Member]
Shareholders’ Equity [Line Items]
Purchase price per share (in Dollars per share)	$ 1,000
Purchase price (in Dollars)	$ 2,800,000
First Closing [Member]
Shareholders’ Equity [Line Items]
Purchase price per share (in Dollars per share)	$ 0.0001
Purchase price (in Dollars)	$ 2

Stock-Based Compensation (Detai

Stock-Based Compensation (Details) - USD ($)		9 Months Ended
	Nov. 02, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Stock-Based Compensation [Line Items]
Restricted stock awards	120,000
Restricted Stock Awards [Member]
Stock-Based Compensation [Line Items]
Restricted stock awards	10,000
Percentage of stock exchange	100%
Stock-based compensation (in Dollars)		$ 153,000	$ 0
Unrecognized expense (in Dollars)		$ 0		$ 153,000
Series A Warrants [Member]
Stock-Based Compensation [Line Items]
Shares of warrant		1,609,900
Exercise price (in Dollars per share)		$ 5.525
Term of warrant		5 years
Series B Warrants [Member]
Stock-Based Compensation [Line Items]
Shares of warrant		1,610,000
Exercise price (in Dollars per share)		$ 8.5
Term of warrant		5 years
Series C Warrants [Member]
Stock-Based Compensation [Line Items]
Shares of warrant		495,076
Exercise price (in Dollars per share)		$ 8.5
Term of warrant		5 years
Warrant [Member]
Stock-Based Compensation [Line Items]
Intrinsic value of the warrants (in Dollars)		$ 0
Common Stock [Member]
Stock-Based Compensation [Line Items]
Restricted stock awards	120,000

Stock-Based Compensation (Det_2

Stock-Based Compensation (Details) - Schedule of Stock-Based Compensation - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Schedule of Stock-Based Compensation [Line Items]
Total stock-based compensation		$ 267,749	$ 153,000	$ 1,687,756
Research and development and other service providers [Member]
Schedule of Stock-Based Compensation [Line Items]
Total stock-based compensation		$ 267,749		769,756
Salaries and wages [Member]
Schedule of Stock-Based Compensation [Line Items]
Total stock-based compensation				918,000
Professional fees - related party [Member]
Schedule of Stock-Based Compensation [Line Items]
Total stock-based compensation			$ 153,000

Stock-Based Compensation (Det_3

Stock-Based Compensation (Details) - Schedule of Activity of the Warrants - Warrants [Member] - $ / shares		9 Months Ended	12 Months Ended
	Dec. 31, 2022	Sep. 30, 2024	Dec. 31, 2023
Schedule of Activity of the Warrants [Line Items]
Number of Warrants, Ending Balance	361,500	1,862,607	461,500
Weighted Average Exercise Price, Ending Balance	$ 5.62	$ 5.65	$ 5.65
Weighted Average Remaining life (years), Ending Balance	3 years 4 months 28 days	3 years 11 months 19 days	2 years 6 months 29 days
Number of Warrants, Granted		3,714,976	100,000
Weighted Average Exercise Price, Granted		$ 7.21	$ 1
Weighted Average Remaining life (years), Granted		5 years	3 years
Number of Warrants, Expired / cancelled		(103,750)
Weighted Average Exercise Price, Expired / cancelled		$ 6.99
Weighted Average Remaining life (years), Expired / cancelled
Number of Warrants, Exercised		(2,210,119)
Weighted Average Exercise Price, Exercised		$ 8
Weighted Average Remaining life (years), Exercised

Stock-Based Compensation (Det_4

Stock-Based Compensation (Details) - Schedule of Shares of Common Stock Restricted Stock Awards - Restricted Stock Awards [Member]	9 Months Ended
	Sep. 30, 2024 USD ($) $ / shares shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Shares, Unvested Outstanding beginning | shares	100,000
Weighted Average Grant Date Fair Value, Unvested Outstanding beginning | $ / shares	$ 1.53
Unvested Value, Outstanding beginning | $	$ 153,000
Shares, Granted | shares
Weighted Average Grant Date Fair Value, Granted | $ / shares
Unvested Value, Granted | $
Shares, Vested/Released | shares	(100,000)
Weighted Average Grant Date Fair Value, Vested/Released | $ / shares	$ 1.53
Unvested Value, Vested/Released | $	$ (153,000)
Shares, Cancelled | shares
Weighted Average Grant Date Fair Value, Cancelled | $ / shares
Shares, Outstanding ending | shares
Weighted Average Grant Date Fair Value, Outstanding ending | $ / shares
Unvested Value, Outstanding ending | $

Related Party Transactions (Det

Related Party Transactions (Details) - USD ($)		3 Months Ended		9 Months Ended
	Jan. 31, 2024	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023	Aug. 01, 2022
Related Party Transactions [Line Items]
Operating expense		$ 1,307,102	$ 964,001	$ 5,706,554	$ 4,676,396
Loan term							2 years
Annual interest rate							5%
Related Party [Member]
Related Party Transactions [Line Items]
Operating expense		10,000	0	40,000	4,318
Notes payable balance		75,251		75,251		$ 76,368
Capital Management LLC [Member]
Related Party Transactions [Line Items]
Consulting fees amount		0	43,197	0	111,297
EverAsia Financial Group, Inc [Member]
Related Party Transactions [Line Items]
Consulting fees amount		134,000	13,250
Thornhill Advisory Group, Inc [Member]
Related Party Transactions [Line Items]
Consulting fees amount				296,000	13,250
Chief Financial Officer [Member]
Related Party Transactions [Line Items]
Consulting fees amount	$ 21,250
Shares issued (in Shares)	10,625
Price per share (in Dollars per share)	$ 2
Chief Financial Officer [Member] | Capital Management LLC [Member]
Related Party Transactions [Line Items]
Consulting fees amount				20,000	111,297
Chief Financial Officer [Member] | EverAsia Financial Group, Inc [Member]
Related Party Transactions [Line Items]
Consulting fees amount		$ 54,000	$ 10,000
Chief Financial Officer [Member] | Thornhill Advisory Group, Inc [Member]
Related Party Transactions [Line Items]
Consulting fees amount				$ 256,000	$ 10,000
CEO [Member]
Related Party Transactions [Line Items]
Consulting fees amount	$ 77,095
Shares issued (in Shares)	38,404
Price per share (in Dollars per share)	$ 2
Chief Product Officer [Member]
Related Party Transactions [Line Items]
Consulting fees amount	$ 95,165
Shares issued (in Shares)	47,584
Price per share (in Dollars per share)	$ 2

Commitments and Contingencies (

Commitments and Contingencies (Details)	Feb. 28, 2023 USD ($)
Commitments and Contingencies [Abstract]
Accrued expenses	$ 15,950

Prepaid Expense (Details) - Sch

Prepaid Expense (Details) - Schedule of Prepaid Expense - USD ($)	Sep. 30, 2024	Dec. 31, 2023
Schedule of Prepaid Expense [Abstract]
Prepaid operating expense	$ 50,648
Prepaid insurance	93,794
Prepaid rent	12,770	12,770
Prepaid expense	$ 157,212	$ 12,770

Subsequent Events (Details)

Subsequent Events (Details) - Subsequent Event [Member] - USD ($)	Dec. 20, 2024	Dec. 16, 2024
Subsequent Events [Line Items]
Note payable		$ 40,000
Convertible note	$ 60,000
Debt discount	$ 10,000
Percentage of interest rate	20%
Note Payable [Member]
Subsequent Events [Line Items]
Percentage of interest rate		22%
Convertible Note [Member]
Subsequent Events [Line Items]
Maturity date	Jun. 20, 2025