Tenax Therapeutics (TENX) 10-K 30 Mar 20 2019 FY Annual report Financial data

Document and Entity Information

Document and Entity Information - USD ($)	12 Months Ended
	Dec. 31, 2019	Mar. 27, 2020	Jun. 30, 2019
Document And Entity Information
Entity Registrant Name	TENAX THERAPEUTICS, INC.
Entity Central Index Key	0000034956
Document Type	10-K
Document Period End Date	Dec. 31, 2019
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Is Entity a Well-known Seasoned Issuer?	No
Is Entity a Voluntary Filer?	No
Is Entity's Reporting Status Current?	Yes
Entity Filer Category	Non-accelerated Filer
Entity Emerging Growth Company	false
Entity Small Business	true
Entity Shell Company	false
Entity Interactive Data Current	Yes
Entity Incorporation, State or Country Code	DE
Entity File Number	001-34600
Entity Public Float			$ 9,167,013
Entity Common Stock, Shares Outstanding		7,608,243
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2019

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($)	Dec. 31, 2019	Dec. 31, 2018
Current assets
Cash and cash equivalents	$ 4,905,993	$ 12,367,321
Marketable securities	493,884	494,633
Prepaid expenses	780,952	458,286
Total current assets	6,180,829	13,320,240
Right of use asset	169,448	0
Property and equipment, net	6,559	8,525
Other assets	8,435	8,435
Total assets	6,365,271	13,337,200
Current liabilities
Accounts payable	1,661,054	749,814
Accrued liabilities	871,341	815,855
Total current liabilities	2,532,395	1,565,669
Lease liability	60,379	0
Total liabilities	2,592,774	1,565,669
Commitments and contingencies; see Note E
Stockholders' equity
Preferred stock	0	0
Common stock, par value $.0001 per share; authorized 400,000,000 shares; issued and outstanding 6,741,860 and 3,792,249, respectively	674	379
Additional paid-in capital	239,939,797	239,572,094
Accumulated other comprehensive gain	458	516
Accumulated deficit	(236,168,436)	(227,801,743)
Total stockholders' equity	3,772,497	11,771,531
Total liabilities and stockholders' equity	6,365,271	13,337,200
Series A Preferred Stock
Stockholders' equity
Preferred stock	$ 4	$ 285

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Dec. 31, 2019	Dec. 31, 2018
Stockholders' equity
Preferred stock, authorized	4,818,654	4,818,654
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, authorized	400,000,000	400,000,000
Common stock, issued	6,741,860	3,792,249
Common stock, outstanding	6,741,860	3,792,249
Series A Preferred Stock
Stockholders' equity
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, issued	5,181,346	5,181,346
Preferred stock, outstanding	38,606	2,854,593

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Operating expenses
General and administrative	$ 5,084,111	$ 5,653,980
Research and development	3,471,153	1,239,300
Total operating expenses	8,555,264	6,893,280
Net operating loss	8,555,264	6,893,280
Other income, net	(160,901)	(79,835)
Deemed dividend on preferred stock	0	7,330,604
Net loss	8,394,363	14,144,049
Unrealized loss (gain) on marketable securities	58	(16,709)
Total comprehensive loss	$ 8,394,421	$ 14,127,340
Net loss per share, basic and diluted	$ (1.35)	$ (9.04)
Weighted average number of common shares outstanding, basic and diluted	6,195,444	1,564,773

CONSOLIDATED STATEMENTS OF STOC

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($)	Preferred Stock	Common Stock	Additional paid-in capital	Accumulated other comprehensive gain (loss)	Accumulated deficit	Total
Beginning balance, shares at Dec. 31, 2017	0	1,411,840
Beginning balance, amount at Dec. 31, 2017	$ 0	$ 141	$ 222,397,198	$ (16,193)	$ (213,499,285)	$ 8,881,861
Preferred stock sold, net of offering costs, shares	5,181,346
Preferred stock sold, net of offering costs, amount	$ 518		8,906,656			8,907,174
Common stock issued for convertible preferred stock, shares	(2,326,753)	2,326,753
Common stock issued for convertible preferred stock, amount	$ (233)	$ 233				0
Compensation on options and restricted stocks issued, shares		37,420
Compensation on options and restricted stocks issued, amount		$ 4	645,193			645,197
Common stock issued for services rendered, shares		10,241
Common stock issued for services rendered, amount		$ 1	100,361			100,362
Deemed dividend on preferred stock			7,330,604			7,330,604
Unrealized gain on marketable securities				16,709		16,709
Fractional shares of common stock due to reverse stock split		5,995
Adoption of new accounting standard			192,082		(158,409)	33,673
Net loss					(14,144,049)	(14,144,049)
Ending balance, shares at Dec. 31, 2018	2,854,593	3,792,249
Ending balance, amount at Dec. 31, 2018	$ 285	$ 379	239,572,094	516	(227,801,743)	11,771,531
Common stock issued for convertible preferred stock, shares	(2,815,987)	2,815,987
Common stock issued for convertible preferred stock, amount	$ (281)	$ 282				1
Compensation on options and restricted stocks issued, shares		12,195
Compensation on options and restricted stocks issued, amount		$ 1	171,215			171,216
Common stock issued for services rendered, shares		71,429
Common stock issued for services rendered, amount		$ 7	99,993			100,000
Deemed dividend on preferred stock						0
Exercise of warrants, shares		50,000
Exercise of warrants, amount		$ 5	96,495			96,500
Adoption of new accounting standard					27,670	27,670
Net loss					(8,394,363)	(8,394,363)
Ending balance, shares at Dec. 31, 2019	38,606	6,741,860
Ending balance, amount at Dec. 31, 2019	$ 4	$ 674	$ 239,939,797	$ 458	$ (236,168,436)	$ 3,772,497

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$ (8,394,363)	$ (14,144,049)
Adjustments to reconcile net loss to net cash used in operating activities
Depreciation and amortization	5,017	9,016
Amortization of right of use asset	102,262	0
Loss (gain) on disposal of property and equipment	522	0
Issuance and vesting of compensatory stock options and warrants	171,216	316,260
Issuance of common stock as compensation	0	190,083
Issuance of common stock for services rendered	100,000	100,362
Deemed dividend on preferred stock	0	7,330,604
Amortization of premium on marketable securities	(1,230)	91,511
Changes in operating assets and liabilities
Accounts receivable, prepaid expenses and other assets	(322,666)	(122,605)
Accounts payable and accrued liabilities	883,042	729,357
Long term portion of lease liability	(99,977)	0
Net cash used in operating activities	(7,556,177)	(5,499,461)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of marketable securities	(618,100)	(493,822)
Sale of marketable securities	620,023	7,856,215
Purchase of property and equipment	(3,574)	(7,595)
Net cash (used in) provided by investing activities	(1,651)	7,354,798
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from the exercise of warrants	96,500	0
Proceeds for issuance of convertible preferred stock, net of issuance costs	0	8,907,174
Net cash provided by financing activities	96,500	8,907,174
Net change in cash and cash equivalents	(7,461,328)	10,762,511
Cash and cash equivalents, beginning of period	12,367,321	1,604,810
Cash and cash equivalents, end of period	4,905,993	12,367,321
Non-cash financing activity
Adoption of ASU 2017-11: Reclassification of equity related financial instruments	$ 0	$ 33,673

A. DESCRIPTION OF BUSINESS

A. DESCRIPTION OF BUSINESS	12 Months Ended
	Dec. 31, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
DESCRIPTION OF BUSINESS	Description of Business—Tenax Therapeutics, Inc. (the “Company”) was originally formed as a New Jersey corporation in 1967 under the name Rudmer, David & Associates, Inc., and subsequently changed its name to Synthetic Blood International, Inc. On June 17, 2008, the stockholders of Synthetic Blood International approved the Agreement and Plan of Merger dated April 28, 2008, between Synthetic Blood International and Oxygen Biotherapeutics, Inc., a Delaware corporation. Oxygen Biotherapeutics was formed on April 17, 2008, by Synthetic Blood International to participate in the merger for the purpose of changing the state of domicile of Synthetic Blood International from New Jersey to Delaware. Certificates of Merger were filed with the states of New Jersey and Delaware, and the merger was effective June 30, 2008. Under the Plan of Merger, Oxygen Biotherapeutics was the surviving corporation and each share of Synthetic Blood International common stock outstanding on June 30, 2008 was converted to one share of Oxygen Biotherapeutics common stock. On September 19, 2014, the Company changed its name to Tenax Therapeutics, Inc. On October 18, 2013, the Company created a wholly owned subsidiary, Life Newco, Inc., a Delaware corporation (“Life Newco”), to acquire certain assets of Phyxius Pharma, Inc., a Delaware corporation (“Phyxius”), pursuant to an Asset Purchase Agreement, dated October 21, 2013 (the “Asset Purchase Agreement”), by and among the Company, Life Newco, Phyxius and the stockholders of Phyxius (the “Phyxius Stockholders”). On November 13, 2013, under the terms and subject to the conditions of the Asset Purchase Agreement, Life Newco acquired certain assets, including a license granting Life Newco an exclusive, sublicenseable right to develop and commercialize pharmaceutical products containing levosimendan, 2.5 mg/ml concentrate for solution for infusion / 5ml vial in the United States and Canada. Reverse Stock Split The Company initiated a 1-for-20 reverse stock split effective February 23, 2018 at 5:00 p.m. All shares and per share amounts in these Consolidated Financial Statements and notes thereto have been retroactively adjusted to give effect to the reverse stock split. Going Concern Management believes the accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”), which contemplate continuation of the Company as a going concern. The Company has an accumulated deficit of $236,168,436 and $227,801,743 at December 31, 2019 and 2018, respectively, and used cash in operations of $7,556,177 and $5,499,461 during the years ended December 31, 2019 and 2018, respectively. The Company requires substantial additional funds to complete clinical trials and pursue regulatory approvals. Management is actively seeking additional sources of equity and/or debt financing; however, there is no assurance that any additional funding will be available. In view of the matters described above, recoverability of a major portion of the recorded asset amounts shown in the accompanying December 31, 2019 balance sheet is dependent upon continued operations of the Company, which in turn is dependent upon the Company’s ability to meet its financing requirements on a continuing basis, to maintain present financing, and to generate cash from future operations. These factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern. The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or amounts and classification of liabilities that might be necessary should the Company be unable to continue in existence.

B. SUMMARY OF CRITICAL ACCOUNTI

B. SUMMARY OF CRITICAL ACCOUNTING POLICIES	12 Months Ended
	Dec. 31, 2019
Accounting Policies [Abstract]
SUMMARY OF CRITICAL ACCOUNTING POLICIES	Use of Estimates The preparation of the accompanying consolidated financial statements in conformity with GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and reported amounts of expenses during the reporting period. Actual results could differ from those estimates. On an ongoing basis, management reviews its estimates to ensure that these estimates appropriately reflect changes in the Company’s business and new information as it becomes available. If historical experience and other factors used by management to make these estimates do not reasonably reflect future activity, the Company’s results of operations and financial position could be materially impacted. Principles of Consolidation The accompanying consolidated financial statements include the accounts and transactions of Tenax Therapeutics, Inc. and Life Newco, Inc. All material intercompany transactions and balances have been eliminated in consolidation. Cash and Cash Equivalents The Company considers all highly liquid instruments with a maturity date of three months or less, when acquired, to be cash equivalents. Cash Concentration Risk The Federal Deposit Insurance Corporation (the “FDIC”) insurance limits are $250,000 per depositor per insured bank. The Company had cash balances of $4,533,976 and $11,876,765 uninsured by the FDIC as of December 31, 2019 and 2018, respectively. Liquidity and Capital Resources The Company has financed its operations since September 1990 through the issuance of debt and equity securities and loans from stockholders. The Company had total current assets of $6,180,829 and $13,320,240 and working capital of $3,648,434 and $11,754,571 as of December 31, 2019 and 2018, respectively. Cash resources, including the fair value of the Company’s available for sale marketable securities as of December 31, 2019 were approximately $5.4 million, compared to approximately $12.9 million as of December 31, 2018. The Company expects to continue to incur expenses related to development of levosimendan for pulmonary hypertension and other potential indications, as well as identifying and developing other potential product candidates. Based on its resources at December 31, 2019, and including the net proceeds from its March 2020 offering, the Company believes that it has sufficient capital to fund its planned operations through the third quarter of calendar year 2020. However, the Company will need substantial additional financing in order to fund its operations beyond such period and thereafter until it can achieve profitability, if ever. The Company depends on its ability to raise additional funds through various potential sources, such as equity and debt financing, or to license its product candidates to another pharmaceutical company. The Company will continue to fund operations from cash on hand and through sources of capital similar to those previously described. The Company cannot assure that it will be able to secure such additional financing, or if available, that it will be sufficient to meet its needs. The continued spread of COVID-19 globally could adversely affect the Company’s clinical trial operations, including its ability to recruit and retain patients, principal investigators and site staff who, as healthcare providers, may have heightened exposure to COVID-19 if an outbreak occurs in their geography. Further, some patients may be unable to comply with clinical trial protocols if quarantines or travel restrictions impede patient movement or interrupt healthcare services, or if the patients become infected with COVID-19 themselves, which would delay the Company’s ability to complete its phase 2 clinical trial or release its clinical trial results. To the extent that the Company raises additional funds by issuing shares of its common stock or other securities convertible or exchangeable for shares of common stock, stockholders will experience dilution, which may be significant. In the event the Company raises additional capital through debt financings, the Company may incur significant interest expense and become subject to covenants in the related transaction documentation that may affect the manner in which the Company conducts its business. To the extent that the Company raises additional funds through collaboration and licensing arrangements, it may be necessary to relinquish some rights to its technologies or product candidates or grant licenses on terms that may not be favorable to the Company. Any or all of the foregoing may have a material adverse effect on the Company’s business and financial performance. Deferred financing costs Deferred financing costs represent legal, due diligence and other direct costs incurred to raise capital or obtain debt. Direct costs include only “out-of-pocket” or incremental costs directly related to the effort, such as a finder’s fee and accounting and legal fees. These costs will be capitalized if the efforts are successful or expensed when unsuccessful. Indirect costs are expensed as incurred. Deferred financing costs related to debt are amortized over the life of the debt. Deferred financing costs related to issuing equity are charged to Additional Paid-in Capital. Derivative financial instruments The Company does not use derivative instruments to hedge exposures to cash flow, market or foreign currency risk. Terms of convertible promissory note instruments and other convertible equity instruments are reviewed to determine whether or not they contain embedded derivative instruments that are required under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 815, Derivatives and Hedging (“ASC 815”) to be accounted for separately from the host contract and recorded on the balance sheet at fair value. The fair value of derivative liabilities, if any, is required to be revalued at each reporting date, with corresponding changes in fair value recorded in current period operating results. Freestanding warrants issued by the Company in connection with the issuance or sale of debt and equity instruments are considered to be derivative instruments and are evaluated and accounted for in accordance with the provisions of ASC 815. Preclinical Study and Clinical Accruals The Company estimates its preclinical study and clinical trial expenses based on the services received pursuant to contracts with several research institutions and contract research organizations (“CROs”) that conduct and manage preclinical and clinical trials on its behalf. The financial terms of the agreements vary from contract to contract and may result in uneven expenses and payment flows. Preclinical study and clinical trial expenses include the following: - fees paid to CROs in connection with clinical trials, - fees paid to research institutions in conjunction with preclinical research studies, and - fees paid to contract manufacturers and service providers in connection with the production and testing of active pharmaceutical ingredients and drug materials for use in preclinical studies and clinical trials. Property and Equipment, Net Property and equipment are stated at cost, subject to adjustments for impairment, less accumulated depreciation and amortization. Depreciation and amortization are computed using the straight-line method over the following estimated useful lives: Laboratory equipment 3 – 5 years Office equipment 5 years Office furniture and fixtures 7 years Computer equipment and software 3 years Leasehold improvements Shorter of useful life or remaining lease term Maintenance and repairs are charged to expense as incurred, and improvements to leased facilities and equipment are capitalized. Research and Development Costs Research and development costs include, but are not limited to, (i) expenses incurred under agreements with CROs and investigative sites, which conduct our clinical trials; (ii) the cost of supplying clinical trial materials; (iii) payments to contract service organizations, as well as consultants; (iv) employee-related expenses, which include salaries and benefits; and (v) depreciation and other allocated expenses, which include direct and allocated expenses for equipment, laboratory and other supplies. All research and development expenses are expensed as incurred. Income Taxes Deferred tax assets and liabilities are recorded for differences between the financial statement and tax bases of the assets and liabilities that will result in taxable or deductible amounts in the future based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. Income tax expense is recorded for the amount of income tax payable or refundable for the period increased or decreased by the change in deferred tax assets and liabilities during the period. Stock-Based Compensation The Company accounts for stock-based awards to employees in accordance with ASC 718, Compensation — Stock Compensation, which provides for the use of the fair value-based method to determine compensation for all arrangements where shares of stock or equity instruments are issued for compensation. Fair values of equity securities are determined by management based predominantly on the trading price of the Company’s common stock. The values of these awards are based upon their grant-date fair value. That cost is recognized over the period during which the employee is required to provide service in exchange for the reward. The Company accounts for equity instruments issued to non-employees in accordance with ASC 505-50, Accounting for Equity Instruments That Are Issued to Other Than Employees for Acquiring, or in Conjunction with Selling, Goods or Services. Equity instruments issued to non-employees are recorded at their fair value on the measurement date and are subject to periodic adjustment as the underlying equity instruments vest. Loss Per Share Basic loss per share, which excludes antidilutive securities, is computed by dividing net loss by the weighted-average number of common shares outstanding for that particular period. In contrast, diluted loss per share considers the potential dilution that could occur from other equity instruments that would increase the total number of outstanding shares of common stock. Such amounts include shares potentially issuable under outstanding options, restricted stock and warrants. The following outstanding options, restricted stock grants, convertible preferred shares and warrants were excluded from the computation of basic and diluted net loss per share for the periods presented because including them would have had an anti-dilutive effect. Year ended December 31, 2019 2018 Warrants to purchase common stock 10,519,945 10,690,718 Options to purchase common stock 244,206 241,735 Convertible preferred shares outstanding 38,606 2,854,593 Restricted stock grants - 19,914 Operating Leases The Company determines if an arrangement includes a lease at inception. Operating leases are included in operating lease right-of-use assets, other current liabilities, and long-term lease liabilities in the Company’s consolidated balance sheet as of December 31, 2019. Right-of-use assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating lease right-of-use assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. In determining the net present value of lease payments, the Company uses the incremental borrowing rate based on the information available at the lease commencement date. The operating lease right-of-use assets also include any lease payments made and exclude lease incentives. The Company’s leases may include options to extend or terminate the lease which are included in the lease term when it is reasonably certain that the Company will exercise any such option. Lease expense is recognized on a straight-line basis over the expected lease term. The Company has elected to account for leases with an initial term of 12 months or less similar to previous guidance for operating leases, under which the Company will recognize those lease payments in the consolidated statements of operations and comprehensive loss on a straight-line basis over the lease term. Prior period amounts continue to be reported in accordance with the Company’s historic accounting under previous lease guidance, see “Recent Accounting Pronouncements” below, for more information about the impact of the adoption of the new lease standard. Recent Accounting Pronouncements In December 2019, the Financial Accounting Standards Board (“FASB”) issued an accounting standard intended to simplify accounting for income taxes. It removes certain exceptions to the general principles in Topic 740, Income Taxes and amends existing guidance to improve consistent application. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020 and early adoption is permitted. The Company is currently evaluating this standard, but it does not believe the adoption of the new guidance will have a material impact on its consolidated financial statements. In June 2016, the FASB issued an accounting standard that amends how credit losses are measured and reported for certain financial instruments that are not accounted for at fair value through net income. This standard requires that credit losses be presented as an allowance rather than as a write-down for available-for-sale debt securities and will be effective for interim and annual reporting periods beginning January 1, 2023, with early adoption permitted. A modified retrospective approach is to be used for certain parts of this guidance, while other parts of the guidance are to be applied using a prospective approach. The Company does not believe the adoption of this standard will have a material impact on its consolidated financial statements and related disclosures. In February 2016, the FASB issued an accounting standard intended to improve financial reporting regarding leasing transactions. The standard requires the Company to recognize on its balance sheet the assets and liabilities for the rights and obligations created by all leased assets. The standard also requires it to provide enhanced disclosures designed to enable users of financial statements to understand the amount, timing, and uncertainty of cash flows arising from all leases, operating and capital, with lease terms greater than 12 months. The standard was effective for financial statements beginning after December 15, 2018, and interim periods within those annual periods. Early adoption was permitted. The Company adopted this standard on January 1, 2019, using the required modified-retrospective approach as of the effective date. The Company elected the package of practical expedients permitted under the transition guidance within the new standard, which among other things, allows it to carryforward the historical lease classification. The Company made an accounting policy election to account for leases with an initial term of 12 months or less similar to previous guidance for operating leases, under which the Company recognizes those lease payments in the consolidated statements of operations and comprehensive loss on a straight-line basis over the lease term. Results for the year ended December 31, 2018 continue to be reported in accordance with historical accounting under previous lease guidance, ASC Topic 840, Leases. The Company recorded a net reduction of $27,670 to opening accumulated deficit as of January 1, 2019, due to the cumulative impact of adopting the new leasing standard, with the impact relating to a change in the classification of the Company’s office space. The adoption of the lease standard did not have a material impact on the Company’s condensed consolidated balance sheets. The table below summarizes the impact of adopting the new standard on its condensed consolidated balance sheet as of January 1, 2019. As Previously Reported New Lease Standard Adjustment As Adjusted Operating lease right-of-use asset $ - $ 271,710 $ 271,710 Operating lease liabilites $ - $ 271,710 $ 271,710 Deferred lease liabilities $ 27,670 $ (27,670 ) $ - Fair Value The Company determines the fair value of its financial assets and liabilities in accordance with the ASC 820, Fair Value Measurements. The Company’s balance sheet includes the following financial instruments: cash and cash equivalents, investments in marketable securities and warrant liabilities. The Company considers the carrying amount of its cash and cash equivalents and short-term notes payable to approximate fair value due to the short-term nature of these instruments. Accounting for fair value measurements involves a single definition of fair value, along with a conceptual framework to measure fair value, with a fair value defined as “the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.” The fair value measurement hierarchy consists of three levels: Level one Quoted market prices in active markets for identical assets or liabilities; Level two Inputs other than level one inputs that are either directly or indirectly observable; and Level three Unobservable inputs developed using estimates and assumptions; which are developed by the reporting entity and reflect those assumptions that a market participant would use. The Company applies valuation techniques that (1) place greater reliance on observable inputs and less reliance on unobservable inputs and (2) are consistent with the market approach, the income approach and/or the cost approach, and include enhanced disclosures of fair value measurements in the Company’s consolidated financial statements. Investments in Marketable Securities The Company classifies all of its investments as available-for-sale. Unrealized gains and losses on investments are recognized in comprehensive income/(loss), unless an unrealized loss is considered to be other than temporary, in which case the unrealized loss is charged to operations. The Company periodically reviews its investments for other than temporary declines in fair value below cost basis and whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. The Company believes the individual unrealized losses represent temporary declines primarily resulting from interest rate changes. Realized gains and losses are reflected in other income (expense) in the Consolidated Statements of Operations and Comprehensive Loss and are determined using the specific identification method with transactions recorded on a settlement date basis. The Company recognized a gain of $66 and a loss of $10,439 for the years ended December 31, 2019 and 2018, respectively. Investments with original maturities at date of purchase beyond three months and which mature at or less than 12 months from the balance sheet date are classified as current. Investments with a maturity beyond 12 months from the balance sheet date are classified as long-term. At December 31, 2019, the Company believes that the costs of its investments are recoverable in all material respects. The following tables summarize the fair value of the Company’s investments by type. The estimated fair value of the Company’s fixed income investments is classified as Level 2 in the fair value hierarchy as defined in GAAP. These fair values are obtained from independent pricing services which utilize Level 2 inputs: December 31, 2019 Amortized Cost Accrued Interest Gross Unrealized Gains Gross Unrealized losses Estimated Fair Value Corporate debt securities $ 490,741 $ 2,687 $ 555 $ (99 ) $ 493,884 Total investments $ 490,741 $ 2,687 $ 555 $ (99 ) $ 493,884 The following table summarizes the scheduled maturity for the Company’s investments at December 31, 2019 and 2018, respectively: December 31, 2019 December 31, 2018 Maturing in one year or less $ 493,884 $ 494,633 Maturing after one year through three years - - Total investments $ 493,884 $ 494,633 The following tables summarize information regarding assets and liabilities measured at fair value on a recurring basis as of December 31, 2019 and December 31, 2018: Fair Value Measurements at Reporting Date Using Balance as of December 31, 2019 Quoted prices in Active Markets for Identical Securities (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Current Assets Cash and cash equivalents $ 4,905,993 $ 4,905,993 $ - $ - Marketable securities $ 493,884 $ - $ 493,884 $ - Fair Value Measurements at Reporting Date Using Balance as of December 31, 2018 Quoted prices in Active Markets for Identical Securities (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Current Assets Cash and cash equivalents $ 12,367,321 $ 12,367,321 $ - $ - Marketable securities $ 494,633 $ - $ 494,633 $ - There were no significant transfers between levels during the year ended December 31, 2019.

C. BALANCE SHEET COMPONENTS

C. BALANCE SHEET COMPONENTS	12 Months Ended
	Dec. 31, 2019
Balance Sheet Related Disclosures [Abstract]
BALANCE SHEET COMPONENTS	Property and equipment, net Property and equipment consist of the following: December 31, 2019 December 31, 2018 Office furniture and fixtures $ 130,192 $ 130,192 Computer equipment and software 80,669 96,593 Laboratory equipment - 354,861 210,861 581,646 Less: Accumulated depreciation (204,302 ) (573,121 ) $ 6,559 $ 8,525 Depreciation and amortization expense were $5,017 and $9,015 for the years ended December 31, 2019 and 2018, respectively. Accrued liabilities Accrued liabilities consist of the following: December 31, 2019 December 31, 2018 Operating costs $ 426,115 $ 244,456 Lease liability 111,353 - Employee related 333,873 571,399 $ 871,341 $ 815,855

D. STOCKHOLDERS' EQUITY

D. STOCKHOLDERS' EQUITY	12 Months Ended
	Dec. 31, 2019
Equity [Abstract]
STOCKHOLDERS' EQUITY	Preferred Stock Under the Company’s Certificate of Incorporation, the Board of Directors is authorized, without further stockholder action, to provide for the issuance of up to 10,000,000 shares of preferred stock, par value $0.0001 per share, in one or more series, to establish from time to time the number of shares to be included in each such series, and to fix the designation, powers, preferences and rights of the shares of each such series and the qualifications, limitations and restrictions thereof. Series A Stock On December 11, 2018, the Company closed its underwritten offering of 5,181,346 units for net proceeds of approximately $9 million. Each unit consists of (a) one share of the Company’s Series A convertible preferred stock, par value $0.0001 per share (the “Series A Stock”), (b) a two-year warrant to purchase one share of common stock at an exercise price of $1.93 (the “Series 1 Warrants”), and (c) a five-year warrant to purchase one share of common stock at an exercise price of $1.93 (the “Series 2 Warrants”). In accordance with ASC 480, the estimated fair-value of $1,800,016 for the beneficial conversion feature was recognized as a deemed dividend on the Series A Stock during the year ended December 31, 2018. The table below sets forth a summary of the designation, powers, preferences and rights of the Series A Stock. Conversion Subject to the ownership limitations described below, the Series A Stock is convertible at any time at the option of the holder into shares of the Company’s common stock at a conversion ratio determined by dividing the stated value of the Series A Stock by a conversion price of $1.93 per share. The conversion price is subject to adjustment in the case of stock splits, stock dividends, combinations of shares and similar recapitalization transactions. The Company will not affect any conversion of the Series A Stock, nor shall a holder convert its shares of Series A Stock, to the extent that such conversion would cause the holder to have acquired, through conversion of the Series A Stock or otherwise, beneficial ownership of a number shares of common stock in excess of 4.99% (or, at the election of the holder prior to the issuance of any shares of Series A Stock, 9.99%) of the common stock outstanding after giving effect to such exercise. Dividends In the event the Company pays dividends on its shares of common stock, the holders of the Series A Stock will be entitled to receive dividends on shares of Series A Stock equal, on an as-if-converted basis, to and in the same form as paid on the common stock. No other dividends will be paid on the shares of Series A Stock. Liquidation Upon any liquidation, dissolution or winding up of the Company after payment or provision for payment of debts and other liabilities of the Company, the holders of Series A Stock shall be entitled to be paid out of the assets of the Company available for distribution to its stockholders an amount equal to the amount that a holder of common stock would receive if the Series A Stock were fully converted to common stock, which amounts will be paid pari passu with all holders of common stock. Voting rights Shares of Series A Stock will generally have no voting rights, except as required by law and except that the consent of holders of a majority of the then outstanding Series A Stock will be required to amend the terms of the Series A Stock or to take other action that adversely affects the rights of the holders of Series A Stock. During the years ended December 31, 2019 and 2018, 2,815,987 and 2,326,753 shares of Series A Stock were converted into 2,815,987 and 2,326,753 shares of common stock, respectively. As of December 31, 2019, there were 38,606 shares of Series A Stock outstanding. Common Stock The Company’s Certificate of Incorporation authorizes it to issue 400,000,000 shares of $0.0001 par value common stock. As of December 31, 2019, and December 31, 2018 there were 6,741,860 and 3,792,249 shares of common stock issued and outstanding, respectively. Warrants Series 1 Warrants As part of the offering of Series A Stock, the Company issued 5,181,346 Series 1 Warrants at an exercise price of $1.93 per share and contractual term of two years. In accordance with ASC 480, these warrants are classified as equity and their relative fair-value of $2,621,809 was recognized as a deemed dividend on the Series A Stock during the year ended December 31, 2018. The estimated fair value is determined using the Black-Scholes Option Pricing Model which is based on the value of the underlying common stock at the valuation measurement date, the remaining contractual term of the warrants, risk-free interest rates, expected dividends and expected volatility of the price of the underlying common stock. During the year ended December 31, 2019, the Company received $96,500 and issued 50,000 shares upon the exercise of outstanding Series 1 Warrants. As of December 31, 2019, there were 5,131,346 Series 1 Warrants outstanding . Series 2 Warrants As part of the offering of Series A Stock, the Company issued 5,181,346 Series 2 Warrants at an exercise price of $1.93 per share and contractual term of five years. In accordance with ASC 480, these warrants are classified as equity and their relative fair-value of $2,908,778 was recognized as a deemed dividend on the Series A Stock during the year ended December 31, 2018. The estimated fair value is determined using the Black-Scholes Option Pricing Model which is based on the value of the underlying common stock at the valuation measurement date, the remaining contractual term of the warrants, risk-free interest rates, expected dividends and expected volatility of the price of the underlying common stock. As of December 31, 2019, all 5,181,349 Series 2 Warrants remain outstanding. Warrants Issued for Services In connection with the offering of Series A Stock described above, the Company entered into an Underwriting Agreement (the “Underwriting Agreement”) with Ladenburg Thalmann & Co. Inc. (the “Underwriter”) pursuant to which, on December 7, 2018, the Company issued to the Underwriter a warrant to purchase 207,253 shares of common stock at an exercise price of $2.4125 per share and contractual term of five years. In accordance with ASC 815, this warrant is classified as equity and its relative fair-value of $183,433 was recognized as additional paid in capital during the year ended December 31, 2018. The estimated fair value is determined using the Black-Scholes Option Pricing Model which is based on the value of the underlying common stock at the valuation measurement date, the remaining contractual term of the warrant, risk-free interest rates, expected dividends and expected volatility of the price of the underlying common stock. As of December 31, 2019, all 207,253 of these Underwriter warrants remain outstanding. On November 11, 2014, the Company issued common stock warrants in connection with the execution of a service agreement for investor relations and corporate communications. As part of the compensation under the agreement, the Company issued up to 8,750 warrants at an exercise price of $80.00 per share and contractual term of five years. The warrants were initially exercisable for 1,250 shares of common stock, and the number of shares of common stock exercisable under these warrants would be automatically increased by 2,500 upon the first occurrence of market price goals of $120.00, $160.00 and $200.00, respectively, during the 18-month period beginning on the effective date. Effective May 11, 2016, the additional 7,500 warrants were no longer exercisable as none of the market price goals were achieved. In accordance with ASC 815, these warrants are classified as equity and their estimated fair-value of $478,115 was recorded as an operating expense in the consolidated statement of operations and as additional paid in capital during the fiscal year ended April 30, 2015. The estimated fair value was determined using the Black-Scholes Option Pricing Model which is based on the value of the underlying common stock at the valuation measurement date, the remaining contractual term of the warrants, risk-free interest rates, expected dividends and expected volatility of the price of the underlying common stock. During the year ended December 31, 2019, all of the 1,250 previously outstanding service agreement warrants expired unexercised. Series D Warrant On August 22, 2013, the Company closed its private placement of an aggregate of $4.6 million shares of the Company’s Series D Stock to OXBT Fund. In connection with the purchase of shares of Series D Stock, OXBT Fund received the Series D Warrant to purchase 117,949 shares of common stock at an exercise price equal to $52.00 and contractual term of six years. In accordance with ASC 815, these warrants are classified as equity and their relative fair-value of $1,531,167 was recognized as a deemed dividend on the Series D Stock during the prior fiscal year ended April 30, 2014. The estimated fair value is determined using the Black-Scholes Option Pricing Model which is based on the value of the underlying common stock at the valuation measurement date, the remaining contractual term of the warrants, risk-free interest rates, expected dividends and expected volatility of the price of the underlying common stock. The Series D Warrant was exercisable beginning on the date of issuance and expired on August 22, 2019. The exercise price and the number of shares issuable upon exercise of Series D Warrant was subject to appropriate adjustment in the event of recapitalization events, stock dividends, stock splits, stock combinations, reclassifications, reorganizations or similar events affecting the Company’s common stock, and also upon any distributions of assets, including cash, stock or other property to the Company’s stockholders. In addition, if stockholder approval for the transaction was obtained, the Series D Warrant would be subject to anti-dilution provisions until such time that for 25 trading days during any 30 consecutive trading day period, the volume weighted average price of the Company’s common stock exceeded $130.00 and the daily dollar trading volume exceeds $350,000 per trading day. The Series D Warrant was issued and sold without registration under the Securities Act in reliance on the exemptions provided by Section 4(a)(2) of the Securities Act and/or Regulation D promulgated thereunder and in reliance on similar exemptions under applicable state laws. Accordingly, OXBT Fund could exercise the Series D Warrant and sell the Series D Stock and underlying shares only pursuant to an effective registration statement under the Securities Act covering the resale of those securities, an exemption under Rule 144 under the Securities Act or another applicable exemption under the Securities Act. During the year ended December 31, 2019, all of the 107,488 previously outstanding Series D Warrants expired unexercised. Series C Warrants On July 23, 2013, as part of the offering of Series C Stock, the Company issued 137,668 Series C Warrants at an exercise price of $52.00 per share and contractual term of six years. In accordance with ASC 815, these warrants are classified as equity and their relative fair-value of $1,867,991 was recognized as a deemed dividend on the Series C Stock during the prior fiscal year ended April 30, 2014. The estimated fair value is determined using the Black-Scholes Option Pricing Model which is based on the value of the underlying common stock at the valuation measurement date, the remaining contractual term of the warrants, risk-free interest rates, expected dividends and expected volatility of the price of the underlying common stock. During the year ended December 31, 2019, all of the 12,035 previously outstanding Series C Warrants expired unexercised The following table summarizes the Company’s warrant activity for the years ended December 31, 2019 and December 31, 2018: Warrants Weighted Average Exercise Price Outstanding at December 31, 2017 120,773 $ 52.29 Issued 10,569,945 1.94 Outstanding at December 31, 2018 10,690,718 $ 2.45 Exercised (50,000 ) 1.93 Expired (120,773 ) 47.30 Outstanding at December 31, 2019 10,519,945 $ 1.94 Stock Options The following table summarizes all options outstanding as of December 31, 2019: Options Outstanding at December 31, 2019 Options Exercisable and Vested at December 31, 2019 Exercise Price Number of Options Weighted Average Remaining Contractual Life (Years) Number of Options Weighted Average Exercise Price $1.72 to $11.20 68,500 8.2 23,500 $ 7.78 $41.40 to $96.40 40,251 5.4 35,377 $ 58.25 $113.00 to $860.00 135,413 0.3 68,423 $ 114.68 $1,012.00 to $2,580.00 42 0.5 42 $ 1,580.00 244,206 3.4 127,342 $ 79.76 The following table summarizes options outstanding that have vested and are expected to vest based on options outstanding as of December 31, 2019: Number of Option Shares Weighted Average Exercise Price Aggregate Intrinsic Value (1) Weighted Average Remaining Contractual Life (Years) Vested 127,342 $ 79.76 $ - 3.4 Vested and expected to vest 231,355 $ 74.91 $ - 3.5 (1) Amount represents the difference between the exercise price and $1.41, the closing price of Tenax Therapeutics’ stock on December 31, 2019, as reported on the Nasdaq Capital Market, for all in-the-money options outstanding. 2016 Stock Incentive Plan In June 2016, the Company adopted the 2016 Stock Incentive Plan (the “2016 Plan”). Under the 2016 Plan, with the approval of the Compensation Committee of the Board of Directors, the Company may grant stock options, stock appreciation rights, restricted stock, restricted stock units, performance shares, performance units, cash-based awards or other stock-based awards. On June 16, 2016, the Company’s stockholders approved the 2016 Plan and authorized for issuance under the 2016 Plan a total of 150,000 shares of common stock. On June 13, 2019, the Company’s stockholders approved an amendment to the 2016 Plan which increased the number of shares of common stock authorized for issuance under the 2016 Plan to a total of 750,000 shares, up from 150,000 previously authorized. The following table summarizes the shares available for grant under the Plan for the years ended December 31, 2019 and 2018: Shares Available for Grant Balances, at December 31, 2017 150,000 Options granted (50,000 ) Balances, at December 31, 2018 100,000 Additional shares reserved 600,000 Options granted (2,500 ) Balances, at December 31, 2019 697,500 2016 Plan Stock Options Stock options granted under the 2016 Plan may be either incentive stock options (“ISOs”), or nonqualified stock options (“NSOs”). ISOs may be granted only to employees. NSOs may be granted to employees, consultants and directors. Stock options under the 2016 Plan may be granted with a term of up to ten years and at prices no less than fair market value at the time of grant. Stock options granted generally vest over three to four years. The following table summarizes the outstanding stock options under the 2016 Plan for the years ended December 31, 2019 and 2018: Outstanding Options Number of Shares Weighted Average Exercise Price Aggregate Intrinsic Value Balances at December 31, 2017 - $ - Options granted 50,000 $ 6.10 Balances at December 31, 2018 50,000 $ 6.10 Options granted 2,500 $ 1.72 Balances at December 31, 2019 52,500 $ 5.89 $ -(1) (1) Amount represents the difference between the exercise price and $1.41, the closing price of Tenax Therapeutics’ stock on December 31, 2019, as reported on the Nasdaq Capital Market, for all in-the-money options outstanding. The Company chose the “straight-line” attribution method for allocating compensation costs of each stock option over the requisite service period using the Black-Scholes Option Pricing Model to calculate the grant date fair value. The Company used the following assumptions to estimate the fair value of options granted under the 2016 Plan for the years ended December 31, 2019 and 2018: For the year ended December 31, 2019 2018 Risk-free interest rate (weighted average) 2.39 % 2.85 % Expected volatility (weighted average) 106.74 % 102.37 % Expected term (in years) 7 7 Expected dividend yield 0.00 % 0.00 % Risk-Free Interest Rate The risk-free interest rate assumption was based on U.S. Treasury instruments with a term that is consistent with the expected term of the Company’s stock options. Expected Volatility The expected stock price volatility for the Company’s common stock was determined by examining the historical volatility and trading history for its common stock over a term consistent with the expected term of its options. Expected Term The expected term of stock options represents the weighted average period the stock options are expected to remain outstanding. It was calculated based on the Company’s historical experience with its stock option grants. Expected Dividend Yield The expected dividend yield of 0% is based on the Company’s history and expectation of dividend payouts. The Company has not paid and does not anticipate paying any dividends in the near future. Forfeitures As stock-based compensation expense recognized in the statement of operations for the years ended December 31, 2019 and 2018 is based on awards ultimately expected to vest, it has been reduced for estimated forfeitures. ASC 718 requires forfeitures to be estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. Forfeitures were estimated based on the Company’s historical experience. The weighted-average grant-date fair value of options granted during the years ended December 31, 2019 and 2018 was $1.47 and $5.20, respectively. The Company recorded compensation expense for these stock options grants of $92,919 and $89,194 for the years ended December 31, 2019 and 2018, respectively. As of December 31, 2019, there were unrecognized compensation costs of approximately $72,000 related to non-vested stock option awards under the 2016 Plan that will be recognized on a straight-line basis over the weighted average remaining vesting period of 1.35 years. 1999 Amended Stock Plan In October 2000, the Company adopted the 1999 Stock Plan, as amended and restated on June 17, 2008 (the “1999 Plan”). Under the 1999 Plan, with the approval of the Compensation Committee of the Board of Directors, the Company could grant stock options, restricted stock, stock appreciation rights and new shares of common stock upon exercise of stock options. On March 13, 2014, the Company’s stockholders approved an amendment to the 1999 Plan which increased the number of shares of common stock authorized for issuance under the 1999 Plan to a total of 200,000 shares, up from 15,000 previously authorized. On September 15, 2015, the Company’s stockholders approved an additional amendment to the 1999 Plan which increased the number of shares of common stock authorized for issuance under the 1999 Plan to a total of 250,000 shares, up from 200,000 previously authorized. The 1999 Plan expired on June 17, 2018 and no new grants may be made under that plan after that date. However, unexpired awards granted under the 1999 Plan remain outstanding and subject to the terms of the 1999 Plan. 1999 Plan Stock Options Stock options granted under the 1999 Plan may be ISOs or NSOs. ISOs could be granted only to employees. NSOs could be granted to employees, consultants and directors. Stock options under the 1999 Plan could be granted with a term of up to ten years and at prices no less than fair market value for ISOs and no less than 85% of the fair market value for NSOs. Stock options granted generally vest over one to three years. The following table summarizes the outstanding stock options under the 1999 Plan for the years ended December 31, 2019 and 2018: Outstanding Options Number of Shares Weighted Average Exercise Price Aggregate Intrinsic Value Balances at December 31, 2017 188,744 $ 95.24 Options granted 3,000 $ 6.23 Options cancelled (9 ) $ 2,760.00 Balances at December 31, 2018 191,735 $ 93.72 Options cancelled (29 ) $ 2,203.00 Balances at December 31, 2019 191,706 $ 93.40 $ -(1) (1) Amount represents the difference between the exercise price and $1.41, the closing price of Tenax Therapeutics’ stock on December 31, 2019, as reported on the Nasdaq Capital Market, for all in-the-money options outstanding. The Company chose the “straight-line” attribution method for allocating compensation costs of each stock option over the requisite service period using the Black-Scholes Option Pricing Model to calculate the grant date fair value. The Company used the following assumptions to estimate the fair value of options granted under the 1999 Plan for the year ended December 31, 2018: For the year ended December 31, 2018 Risk-free interest rate (weighted average) 2.91 % Expected volatility (weighted average) 102.63 % Expected term (in years) 7 Expected dividend yield 0.00 % Risk-Free Interest Rate The risk-free interest rate assumption was based on U.S. Treasury instruments with a term that is consistent with the expected term of the Company’s stock options. Expected Volatility The expected stock price volatility for the Company’s common stock was determined by examining the historical volatility and trading history for its common stock over a term consistent with the expected term of its options. Expected Term The expected term of stock options represents the weighted average period the stock options are expected to remain outstanding. It was calculated based on the historical experience that the Company has had with its stock option grants. Expected Dividend Yield The expected dividend yield of 0% is based on the Company’s history and expectation of dividend payouts. The Company has not paid and do not anticipate paying any dividends in the near future. Forfeitures As stock-based compensation expense recognized in the statement of operations for the years ended December 31, 2019 and 2018 is based on awards ultimately expected to vest, it has been reduced for estimated forfeitures. ASC 718 requires forfeitures to be estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. Forfeitures were estimated based on the Company’s historical experience. The weighted-average grant-date fair value of options granted during the year ended December 31, 2018 was $5.19. The Company recorded compensation expense for these stock options grants of $78,297 and $227,066 for the years ended December 31, 2019 and 2018, respectively. As of December 31, 2019, there were unrecognized compensation costs of approximately $40,000 related to non-vested stock option awards that will be recognized on a straight-line basis over the weighted average remaining vesting period of 0.9 years. Additionally, there were unrecognized compensation costs of approximately $5.9 million related to non-vested stock option awards subject to performance-based vesting milestones with a weighted average remaining life of four months. As of December 31, 2019, none of these milestones have been achieved. Restricted Stock Grants The following table summarizes the outstanding restricted stock under the 1999 Plan for the years ended December 31, 2019 and 2018: Outstanding Restricted Stock Grants Number of Shares Weighted Average Grant Date Fair Value Balances, at December 31, 2017 - $ - Restricted stock granted 85,900 $ 5.82 Restricted stock vested (37,420 ) $ 5.69 Restricted stock cancelled (28,566 ) $ 5.66 Balances, at December 31, 2018 19,914 $ 6.29 Restricted stock vested (12,195 ) $ 6.28 Restricted stock cancelled (7,719 ) $ 6.27 Balances at December 31, 2019 - $ - The Company recorded no compensation expense for these restricted stock grants for the year ended December 31, 2019, and $250,009 for the year ended December 31, 2018. As of December 31, 2019, there were no unrecognized compensation costs related to the non-vested restricted stock grants.

E. COMMITMENTS AND CONTINGENCIE

E. COMMITMENTS AND CONTINGENCIES	12 Months Ended
	Dec. 31, 2019
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	Operating Leases As described above in “NOTE B- SUMMARY OF CRITICAL ACCOUNTING POLICIES”, the Company adopted ASC 842 as of January 1, 2019. Prior period amounts have not been adjusted and continue to be reported in accordance with the Company’s historic accounting under ASC 840. In January 2011, the Company entered into the Lease with Concourse Associates, LLC for office facilities located at the premises in Morrisville, North Carolina (the “Lease”). The Lease was amended in August 2015 to extend the term for the 5,954 square foot rental. The current term began on March 1, 2016 and continues for 64 months to September 30, 2021. Rent payments began on July 1, 2016, following the conclusion of a four-month rent abatement period. The Company has two five-year options to extend the Lease and a one-time option to terminate the Lease 36 months after the commencement of the initial term if no additional space (“Expansion Space”) became available; none of these optional periods have been considered in the determination of the right-of-use asset or the lease liability for the Lease as the Company did not consider it reasonably certain that it would exercise any such options. The Lease further provides that the Company is obligated to pay to the landlord certain variable costs, including taxes and operating expenses. The Company also has a right of first offer to lease the Expansion Space, of no less than 1,000 square feet, as that additional space becomes available adjacent to the premises over the remainder of the initial term of the Lease, at the same rate per square foot as the current premises, with an extension of the term of 60 additional months starting at the commencement date of acquiring the Expansion Space. The Company performed an evaluation of its other contracts with customers and suppliers in accordance with ASC 842 and determined that, except for the Lease described above, none of the Company’s contracts contain a lease. The balance sheet classification of our lease liabilities was as follows: December 31, 2019 December 31, 2018 Current portion included in accrued liabilities $ 111,353 $ - Long term lease liability 60,379 - $ 171,732 $ - As of December 31, 2019, the maturities of our operating lease liabilities were as follows: Year ending December 31, 2020 $ 121,084 2021 61,803 Total lease payments $ 182,887 Less: Imputed interest (11,155 ) Operating lease liability $ 171,732 Simdax license agreement On November 13, 2013, the Company acquired, through its wholly owned subsidiary, Life Newco, that certain License Agreement (the “License”), dated September 20, 2013 by and between Phyxius and Orion Corporation, a global healthcare company incorporated under the laws of Finland (“Orion”), and that certain Side Letter, dated October 15, 2013 by and between Phyxius and Orion. The License grants the Company an exclusive, sublicenseable right to develop and commercialize pharmaceutical products containing levosimendan (the “Product”) in the United States and Canada (the “Territory”) from Orion. Pursuant to the License, the Company must use Orion’s “Simdax®” trademark to commercialize the Product. The License also grants to the Company a right of first refusal to commercialize new developments of the Product, including developments as to the formulation, presentation, means of delivery, route of administration, dosage or indication, i.e. line extension products. Orion’s ongoing role under the License includes sublicense approval, serving as the sole source of manufacture, holding a first right to enforce intellectual property rights in the Territory, and certain regulatory participation rights. Additionally, the Company must grant back to Orion a broad non-exclusive license to any patents or clinical trial data related to the Product developed by the Company under the License. The License has a fifteen-year term, provided, however, that the License will continue after the end of the 15-year term in each country in the Territory until the expiration of Orion’s patent rights in the Product in such country. Pursuant to the terms of the License, the Company paid to Orion a non-refundable up-front payment in the amount of $1.0 million. The License also includes the following development milestones for which the Company shall make non-refundable payments to Orion no later than 28 days after the occurrence of the applicable milestone event: (i) $2.0 million upon the grant of FDA approval, including all registrations, licenses, authorizations and necessary approvals, to develop and/or commercialize the Product in the United States; and (ii) $1.0 million upon the grant of regulatory approval for the Product in Canada. Once commercialized, the Company is obligated to make certain non-refundable commercialization milestone payments to Orion, aggregating up to $13.0 million, contingent upon achievement of certain cumulative net sales amounts in the Territory. The Company must also pay Orion tiered royalties based on net sales of the Product in the Territory made by the Company and its sublicensees. After the end of the term of the License, the Company must pay Orion a royalty based on net sales of the Product in the Territory for as long as the Company sells the Product in the Territory. As of December 31, 2019, the Company has not met any of the developmental milestones and, accordingly, has not recorded any liability for the contingent payments due to Orion. In June 2019, Orion filed a request for arbitration against the Company seeking a declaration regarding the correct interpretation of the line extension provisions of the License and whether or not such provisions apply to the oral form of levosimendan recently developed by Orion. Additionally, Orion requested the Company reimburse Orion for all legal fees associated with the arbitration. The Company submitted its response to the request for arbitration and rejected Orion’s position that the oral formation was not a line extension product under the License and requested Orion reimburse the Company for all legal fees associated with the arbitration. Litigation The Company is subject to litigation in the normal course of business, none of which management believes will have a material adverse effect on the Company’s consolidated financial statements.

F. 401(k) BENEFIT PLAN

F. 401(k) BENEFIT PLAN	12 Months Ended
	Dec. 31, 2019
Retirement Benefits [Abstract]
401(k) BENEFIT PLAN	The Company sponsors a 401(k) Retirement Savings Plan (the “401(k) Plan”) for all eligible employees. Full-time employees over the age of 18 are eligible to participate in the 401(k) Plan after 90 days of continuous employment. Participants may elect to defer earnings into the 401(k) Plan up to the annual IRS limits and the Company provides a matching contribution up to 5% of the participants’ annual salary in accordance with the 401(k) Plan documents. The 401(k) Plan is managed by a third-party trustee. For the years ended December 31, 2019 and 2018, the Company recorded $68,587 and $63,647 for matching contributions expense, respectively.

G. INCOME TAXES

G. INCOME TAXES	12 Months Ended
	Dec. 31, 2019
Income Tax Disclosure [Abstract]
INCOME TAXES	The Company has not recorded any income tax expense (benefit) for the period ended December 31, 2019 due to its history of net operating losses. The reconciliation of income tax expense (benefit) at the statutory federal income tax rate of 21% for the periods ended December 31, 2019 and December 31, 2018 is as follows: December 31, 2019 2018 U.S. federal tax benefit at statutory rate $ (1,762,816 ) $ (2,970,250 ) State income tax benefit, net of federal benefit (165,789 ) (246,376 ) Stock compensation 37,761 68,249 Interest - 1,667,118 Other nondeductible, including goodwill impairment 1,373 1,257 Change in state tax rate 27,945 45,864 Change in the federal tax rate - Federal and state net operating loss adjustments 234,659 451,652 Other, including effect of tax rate brackets (17,043 ) (31,810 ) Change in valuation allowance 1,643,910 1,014,296 $ - $ - The tax effects of temporary differences and carry forwards that give rise to significant portions of the deferred tax assets are as follows: December 31, Deferred Tax Assets 2019 2018 Net operating loss carryforwards $ 34,933,500 $ 33,283,250 Accruals and other 498,572 509,069 Capital loss carryforwards 16,908 16,708 Valuation allowance (35,440,205 ) (33,796,295 ) Net deferred tax assets 8,775 12,732 Deferred Tax Liabilities Other liabilities (8,775 ) (12,732 ) Net Deferred Tax Liabilities $ - $ - The Company has established a valuation allowance against net deferred tax assets due to the uncertainty that such assets will be realized. The Company periodically evaluates the recoverability of the deferred tax assets. At such time that it is determined that it is more likely than not that deferred tax assets will be realizable, the valuation allowance will be reduced. The net increase in the valuation allowance during 2019 was approximately $1.6 million. As of December 31, 2019, the Company had federal and state net operating loss carryforwards of approximately $145.1 million and $117.5 million available to offset future federal and state taxable income, respectively. Federal net operating losses of $130.4 million begin to expire in 2021, while the remaining $14.7 million carryforward indefinitely. State net operating losses begin to expire in 2024. Utilization of the net operating loss carryforwards may be subject to an annual limitation due to the ownership percentage change limitations provided by the Internal Revenue Code of 1986 and similar state provisions. The annual limitations may result in the expiration of the net operating losses before utilization. Management has evaluated all other tax positions that could have a significant effect on the financial statements and determined the Company had no uncertain income tax positions at December 31, 2019. The Company files U.S. and state income tax returns with varying statutes of limitations. The tax years 2001 and forward remain open to examination due to the carryover of unused net operating losses or tax credits.

H. SUBSEQUENT EVENTS

H. SUBSEQUENT EVENTS	12 Months Ended
	Dec. 31, 2019
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	On March 11, 2020, the Company entered into a definitive agreement with a single healthcare-focused institutional investor for the issuance and sale of 750,000 shares of its common stock at a purchase price of $1.1651 per share and pre-funded warrants to purchase up to 1,610,313 shares of its common stock, at a purchase price of $1.1650 per pre-funded warrant (which represents the per share offering price for the common stock less the $0.0001, the exercise price of each pre-funded warrant), for gross proceeds of approximately $2.75 million, in a registered direct offering priced at-the-market under Nasdaq rules. Additionally, in a concurrent private placement, the Company also agreed to issue to the investor unregistered warrants to purchase up to 2,360,313 shares of its common stock. The unregistered warrants have an exercise price of $1.04 per share and exercise period commencing immediately upon the issuance date and a term of five and one-half years. The offering closed on March 13, 2020. The Company agreed to pay H.C. Wainwright & Co., LLC (the “Placement Agent”), a cash fee equal to 7.5% of the gross proceeds of the offerings, totaling approximately $206,250. The Company also agreed to pay the Placement Agent $75,000 for non-accountable expenses, a management fee equal to 1.0% of the gross proceeds and up to $12,900 for clearing fees. In addition, the Company issued designees of the Placement Agent warrants to purchase 177,023 shares of common stock (representing 7.5% of the aggregate number of shares of common stock (or common stock equivalents) sold in the offerings). The Placement Agent warrants have substantially the same terms as the unregistered warrants, except that the Placement Agent warrants have an exercise price equal to $1.4564, or 125% of the offering price per share of common stock, and will be exercisable for five years from the effective date of the offerings. The shares of common stock and pre-funded warrants offered in the registered direct offering (including the shares of common stock underlying the pre-funded warrants) were offered and sold by the Company pursuant to a “shelf” registration statement on Form S-3, which was declared effective by the Securities and Exchange Commission (the “SEC”) on May 23, 2018. The unregistered warrants described above were offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), and Regulation D promulgated thereunder and, along with the shares of common stock underlying the warrants, have not been registered under the Securities Act, or applicable state securities laws. The net proceeds from the offerings, after deducting placement agent fees and other direct offering expenses were approximately $2.125 million. The Company intends to use the net proceeds to further its clinical trials of levosimendan, for research and development and general corporate purposes, including working capital and potential acquisitions.

B. SUMMARY OF CRITICAL ACCOUN_2

B. SUMMARY OF CRITICAL ACCOUNTING POLICIES (Policies)	12 Months Ended
	Dec. 31, 2019
Accounting Policies [Abstract]
Use of Estimates	The preparation of the accompanying consolidated financial statements in conformity with GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and reported amounts of expenses during the reporting period. Actual results could differ from those estimates. On an ongoing basis, management reviews its estimates to ensure that these estimates appropriately reflect changes in the Company’s business and new information as it becomes available. If historical experience and other factors used by management to make these estimates do not reasonably reflect future activity, the Company’s results of operations and financial position could be materially impacted.
Principles of Consolidation	The accompanying consolidated financial statements include the accounts and transactions of Tenax Therapeutics, Inc. and Life Newco, Inc. All material intercompany transactions and balances have been eliminated in consolidation.
Cash and Cash Equivalents	The Company considers all highly liquid instruments with a maturity date of three months or less, when acquired, to be cash equivalents.
Cash Concentration Risk	The Federal Deposit Insurance Corporation (the “FDIC”) insurance limits are $250,000 per depositor per insured bank. The Company had cash balances of $4,533,976 and $11,876,765 uninsured by the FDIC as of December 31, 2019 and 2018, respectively.
Liquidity and Capital Resources	The Company has financed its operations since September 1990 through the issuance of debt and equity securities and loans from stockholders. The Company had total current assets of $6,180,829 and $13,320,240 and working capital of $3,648,434 and $11,754,571 as of December 31, 2019 and 2018, respectively. Cash resources, including the fair value of the Company’s available for sale marketable securities as of December 31, 2019 were approximately $5.4 million, compared to approximately $12.9 million as of December 31, 2018. The Company expects to continue to incur expenses related to development of levosimendan for pulmonary hypertension and other potential indications, as well as identifying and developing other potential product candidates. Based on its resources at December 31, 2019, and including the net proceeds from its March 2020 offering, the Company believes that it has sufficient capital to fund its planned operations through the third quarter of calendar year 2020. However, the Company will need substantial additional financing in order to fund its operations beyond such period and thereafter until it can achieve profitability, if ever. The Company depends on its ability to raise additional funds through various potential sources, such as equity and debt financing, or to license its product candidates to another pharmaceutical company. The Company will continue to fund operations from cash on hand and through sources of capital similar to those previously described. The Company cannot assure that it will be able to secure such additional financing, or if available, that it will be sufficient to meet its needs. The continued spread of COVID-19 globally could adversely affect the Company’s clinical trial operations, including its ability to recruit and retain patients, principal investigators and site staff who, as healthcare providers, may have heightened exposure to COVID-19 if an outbreak occurs in their geography. Further, some patients may be unable to comply with clinical trial protocols if quarantines or travel restrictions impede patient movement or interrupt healthcare services, or if the patients become infected with COVID-19 themselves, which would delay the Company’s ability to complete its phase 2 clinical trial or release its clinical trial results. To the extent that the Company raises additional funds by issuing shares of its common stock or other securities convertible or exchangeable for shares of common stock, stockholders will experience dilution, which may be significant. In the event the Company raises additional capital through debt financings, the Company may incur significant interest expense and become subject to covenants in the related transaction documentation that may affect the manner in which the Company conducts its business. To the extent that the Company raises additional funds through collaboration and licensing arrangements, it may be necessary to relinquish some rights to its technologies or product candidates or grant licenses on terms that may not be favorable to the Company. Any or all of the foregoing may have a material adverse effect on the Company’s business and financial performance.
Deferred Financing Costs	Deferred financing costs represent legal, due diligence and other direct costs incurred to raise capital or obtain debt. Direct costs include only “out-of-pocket” or incremental costs directly related to the effort, such as a finder’s fee and accounting and legal fees. These costs will be capitalized if the efforts are successful or expensed when unsuccessful. Indirect costs are expensed as incurred. Deferred financing costs related to debt are amortized over the life of the debt. Deferred financing costs related to issuing equity are charged to Additional Paid-in Capital.
Derivative Financial Instruments	The Company does not use derivative instruments to hedge exposures to cash flow, market or foreign currency risk. Terms of convertible promissory note instruments and other convertible equity instruments are reviewed to determine whether or not they contain embedded derivative instruments that are required under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 815, Derivatives and Hedging (“ASC 815”) to be accounted for separately from the host contract and recorded on the balance sheet at fair value. The fair value of derivative liabilities, if any, is required to be revalued at each reporting date, with corresponding changes in fair value recorded in current period operating results. Freestanding warrants issued by the Company in connection with the issuance or sale of debt and equity instruments are considered to be derivative instruments and are evaluated and accounted for in accordance with the provisions of ASC 815.
Preclinical Study and Clinical Accruals	The Company estimates its preclinical study and clinical trial expenses based on the services received pursuant to contracts with several research institutions and contract research organizations (“CROs”) that conduct and manage preclinical and clinical trials on its behalf. The financial terms of the agreements vary from contract to contract and may result in uneven expenses and payment flows. Preclinical study and clinical trial expenses include the following: - fees paid to CROs in connection with clinical trials, - fees paid to research institutions in conjunction with preclinical research studies, and - fees paid to contract manufacturers and service providers in connection with the production and testing of active pharmaceutical ingredients and drug materials for use in preclinical studies and clinical trials.
Property and Equipment, Net	Property and equipment are stated at cost, subject to adjustments for impairment, less accumulated depreciation and amortization. Depreciation and amortization are computed using the straight-line method over the following estimated useful lives: Laboratory equipment 3 – 5 years Office equipment 5 years Office furniture and fixtures 7 years Computer equipment and software 3 years Leasehold improvements Shorter of useful life or remaining lease term Maintenance and repairs are charged to expense as incurred, and improvements to leased facilities and equipment are capitalized.
Research and Development Costs	Research and development costs include, but are not limited to, (i) expenses incurred under agreements with CROs and investigative sites, which conduct our clinical trials; (ii) the cost of supplying clinical trial materials; (iii) payments to contract service organizations, as well as consultants; (iv) employee-related expenses, which include salaries and benefits; and (v) depreciation and other allocated expenses, which include direct and allocated expenses for equipment, laboratory and other supplies. All research and development expenses are expensed as incurred.
Income Taxes	Deferred tax assets and liabilities are recorded for differences between the financial statement and tax bases of the assets and liabilities that will result in taxable or deductible amounts in the future based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. Income tax expense is recorded for the amount of income tax payable or refundable for the period increased or decreased by the change in deferred tax assets and liabilities during the period.
Stock-Based Compensation	The Company accounts for stock-based awards to employees in accordance with ASC 718, Compensation — Stock Compensation, which provides for the use of the fair value-based method to determine compensation for all arrangements where shares of stock or equity instruments are issued for compensation. Fair values of equity securities are determined by management based predominantly on the trading price of the Company’s common stock. The values of these awards are based upon their grant-date fair value. That cost is recognized over the period during which the employee is required to provide service in exchange for the reward. The Company accounts for equity instruments issued to non-employees in accordance with ASC 505-50, Accounting for Equity Instruments That Are Issued to Other Than Employees for Acquiring, or in Conjunction with Selling, Goods or Services. Equity instruments issued to non-employees are recorded at their fair value on the measurement date and are subject to periodic adjustment as the underlying equity instruments vest.
Loss per Share	Basic loss per share, which excludes antidilutive securities, is computed by dividing net loss by the weighted-average number of common shares outstanding for that particular period. In contrast, diluted loss per share considers the potential dilution that could occur from other equity instruments that would increase the total number of outstanding shares of common stock. Such amounts include shares potentially issuable under outstanding options, restricted stock and warrants. The following outstanding options, restricted stock grants, convertible preferred shares and warrants were excluded from the computation of basic and diluted net loss per share for the periods presented because including them would have had an anti-dilutive effect. Year ended December 31, 2019 2018 Warrants to purchase common stock 10,519,945 10,690,718 Options to purchase common stock 244,206 241,735 Convertible preferred shares outstanding 38,606 2,854,593 Restricted stock grants - 19,914
Operating Leases	The Company determines if an arrangement includes a lease at inception. Operating leases are included in operating lease right-of-use assets, other current liabilities, and long-term lease liabilities in the Company’s consolidated balance sheet as of December 31, 2019. Right-of-use assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating lease right-of-use assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. In determining the net present value of lease payments, the Company uses the incremental borrowing rate based on the information available at the lease commencement date. The operating lease right-of-use assets also include any lease payments made and exclude lease incentives. The Company’s leases may include options to extend or terminate the lease which are included in the lease term when it is reasonably certain that the Company will exercise any such option. Lease expense is recognized on a straight-line basis over the expected lease term. The Company has elected to account for leases with an initial term of 12 months or less similar to previous guidance for operating leases, under which the Company will recognize those lease payments in the consolidated statements of operations and comprehensive loss on a straight-line basis over the lease term. Prior period amounts continue to be reported in accordance with the Company’s historic accounting under previous lease guidance, see “Recent Accounting Pronouncements” below, for more information about the impact of the adoption of the new lease standard.
Recent Accounting Pronouncements	In December 2019, the Financial Accounting Standards Board (“FASB”) issued an accounting standard intended to simplify accounting for income taxes. It removes certain exceptions to the general principles in Topic 740, Income Taxes and amends existing guidance to improve consistent application. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020 and early adoption is permitted. The Company is currently evaluating this standard, but it does not believe the adoption of the new guidance will have a material impact on its consolidated financial statements. In June 2016, the FASB issued an accounting standard that amends how credit losses are measured and reported for certain financial instruments that are not accounted for at fair value through net income. This standard requires that credit losses be presented as an allowance rather than as a write-down for available-for-sale debt securities and will be effective for interim and annual reporting periods beginning January 1, 2023, with early adoption permitted. A modified retrospective approach is to be used for certain parts of this guidance, while other parts of the guidance are to be applied using a prospective approach. The Company does not believe the adoption of this standard will have a material impact on its consolidated financial statements and related disclosures. In February 2016, the FASB issued an accounting standard intended to improve financial reporting regarding leasing transactions. The standard requires the Company to recognize on its balance sheet the assets and liabilities for the rights and obligations created by all leased assets. The standard also requires it to provide enhanced disclosures designed to enable users of financial statements to understand the amount, timing, and uncertainty of cash flows arising from all leases, operating and capital, with lease terms greater than 12 months. The standard was effective for financial statements beginning after December 15, 2018, and interim periods within those annual periods. Early adoption was permitted. The Company adopted this standard on January 1, 2019, using the required modified-retrospective approach as of the effective date. The Company elected the package of practical expedients permitted under the transition guidance within the new standard, which among other things, allows it to carryforward the historical lease classification. The Company made an accounting policy election to account for leases with an initial term of 12 months or less similar to previous guidance for operating leases, under which the Company recognizes those lease payments in the consolidated statements of operations and comprehensive loss on a straight-line basis over the lease term. Results for the year ended December 31, 2018 continue to be reported in accordance with historical accounting under previous lease guidance, ASC Topic 840, Leases. The Company recorded a net reduction of $27,670 to opening accumulated deficit as of January 1, 2019, due to the cumulative impact of adopting the new leasing standard, with the impact relating to a change in the classification of the Company’s office space. The adoption of the lease standard did not have a material impact on the Company’s condensed consolidated balance sheets. The table below summarizes the impact of adopting the new standard on its condensed consolidated balance sheet as of January 1, 2019. As Previously Reported New Lease Standard Adjustment As Adjusted Operating lease right-of-use asset $ - $ 271,710 $ 271,710 Operating lease liabilites $ - $ 271,710 $ 271,710 Deferred lease liabilities $ 27,670 $ (27,670 ) $ -
Fair Value	The Company determines the fair value of its financial assets and liabilities in accordance with the ASC 820, Fair Value Measurements. The Company’s balance sheet includes the following financial instruments: cash and cash equivalents, investments in marketable securities and warrant liabilities. The Company considers the carrying amount of its cash and cash equivalents and short-term notes payable to approximate fair value due to the short-term nature of these instruments. Accounting for fair value measurements involves a single definition of fair value, along with a conceptual framework to measure fair value, with a fair value defined as “the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.” The fair value measurement hierarchy consists of three levels: Level one Quoted market prices in active markets for identical assets or liabilities; Level two Inputs other than level one inputs that are either directly or indirectly observable; and Level three Unobservable inputs developed using estimates and assumptions; which are developed by the reporting entity and reflect those assumptions that a market participant would use. The Company applies valuation techniques that (1) place greater reliance on observable inputs and less reliance on unobservable inputs and (2) are consistent with the market approach, the income approach and/or the cost approach, and include enhanced disclosures of fair value measurements in the Company’s consolidated financial statements.
Investments in Marketable Securities	The Company classifies all of its investments as available-for-sale. Unrealized gains and losses on investments are recognized in comprehensive income/(loss), unless an unrealized loss is considered to be other than temporary, in which case the unrealized loss is charged to operations. The Company periodically reviews its investments for other than temporary declines in fair value below cost basis and whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. The Company believes the individual unrealized losses represent temporary declines primarily resulting from interest rate changes. Realized gains and losses are reflected in other income (expense) in the Consolidated Statements of Operations and Comprehensive Loss and are determined using the specific identification method with transactions recorded on a settlement date basis. The Company recognized a gain of $66 and a loss of $10,439 for the years ended December 31, 2019 and 2018, respectively. Investments with original maturities at date of purchase beyond three months and which mature at or less than 12 months from the balance sheet date are classified as current. Investments with a maturity beyond 12 months from the balance sheet date are classified as long-term. At December 31, 2019, the Company believes that the costs of its investments are recoverable in all material respects. The following tables summarize the fair value of the Company’s investments by type. The estimated fair value of the Company’s fixed income investments is classified as Level 2 in the fair value hierarchy as defined in GAAP. These fair values are obtained from independent pricing services which utilize Level 2 inputs: December 31, 2019 Amortized Cost Accrued Interest Gross Unrealized Gains Gross Unrealized losses Estimated Fair Value Corporate debt securities $ 490,741 $ 2,687 $ 555 $ (99 ) $ 493,884 Total investments $ 490,741 $ 2,687 $ 555 $ (99 ) $ 493,884 The following table summarizes the scheduled maturity for the Company’s investments at December 31, 2019 and 2018, respectively: December 31, 2019 December 31, 2018 Maturing in one year or less $ 493,884 $ 494,633 Maturing after one year through three years - - Total investments $ 493,884 $ 494,633 The following tables summarize information regarding assets and liabilities measured at fair value on a recurring basis as of December 31, 2019 and December 31, 2018: Fair Value Measurements at Reporting Date Using Balance as of December 31, 2019 Quoted prices in Active Markets for Identical Securities (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Current Assets Cash and cash equivalents $ 4,905,993 $ 4,905,993 $ - $ - Marketable securities $ 493,884 $ - $ 493,884 $ - Fair Value Measurements at Reporting Date Using Balance as of December 31, 2018 Quoted prices in Active Markets for Identical Securities (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Current Assets Cash and cash equivalents $ 12,367,321 $ 12,367,321 $ - $ - Marketable securities $ 494,633 $ - $ 494,633 $ - There were no significant transfers between levels during the year ended December 31, 2019.

B. SUMMARY OF CRITICAL ACCOUN_3

B. SUMMARY OF CRITICAL ACCOUNTING POLICIES (Tables)	12 Months Ended
	Dec. 31, 2019
Accounting Policies [Abstract]
Property and equipment estimated useful life	Laboratory equipment 3 – 5 years Office equipment 5 years Office furniture and fixtures 7 years Computer equipment and software 3 years Leasehold improvements Shorter of useful life or remaining lease term
Anti-dilutive securities	Year ended December 31, 2019 2018 Warrants to purchase common stock 10,519,945 10,690,718 Options to purchase common stock 244,206 241,735 Convertible preferred shares outstanding 38,606 2,854,593 Restricted stock grants - 19,914
Impact of new accounting standard	As Previously Reported New Lease Standard Adjustment As Adjusted Operating lease right-of-use asset $ - $ 271,710 $ 271,710 Operating lease liabilities $ - $ 271,710 $ 271,710 Deferred lease liabilities $ 27,670 $ (27,670 ) $ -
Fair values of investments by type	December 31, 2019 Amortized Cost Accrued Interest Gross Unrealized Gains Gross Unrealized losses Estimated Fair Value Corporate debt securities $ 490,741 $ 2,687 $ 555 $ (99 ) $ 493,884 Total investments $ 490,741 $ 2,687 $ 555 $ (99 ) $ 493,884
Schedule of investments maturity	December 31, 2019 December 31, 2018 Maturing in one year or less $ 493,884 $ 494,633 Maturing after one year through three years - - Total investments $ 493,884 $ 494,633
Fair value measurements	Fair Value Measurements at Reporting Date Using Balance as of December 31, 2019 Quoted prices in Active Markets for Identical Securities (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Current Assets Cash and cash equivalents $ 4,905,993 $ 4,905,993 $ - $ - Marketable securities $ 493,884 $ - $ 493,884 $ - Fair Value Measurements at Reporting Date Using Balance as of December 31, 2018 Quoted prices in Active Markets for Identical Securities (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Current Assets Cash and cash equivalents $ 12,367,321 $ 12,367,321 $ - $ - Marketable securities $ 494,633 $ - $ 494,633 $ -

C. BALANCE SHEET COMPONENTS (Ta

C. BALANCE SHEET COMPONENTS (Tables)	12 Months Ended
	Dec. 31, 2019
Balance Sheet Related Disclosures [Abstract]
Property, plant and equipment	December 31, 2019 December 31, 2018 Office furniture and fixtures $ 130,192 $ 130,192 Computer equipment and software 80,669 96,593 Laboratory equipment - 354,861 210,861 581,646 Less: Accumulated depreciation (204,302 ) (573,121 ) $ 6,559 $ 8,525
Accrued liabilities	December 31, 2019 December 31, 2018 Operating costs $ 426,115 $ 244,456 Lease liability 111,353 - Employee related 333,873 571,399 $ 871,341 $ 815,855

D. STOCKHOLDERS' EQUITY (Tables

D. STOCKHOLDERS' EQUITY (Tables)	12 Months Ended
	Dec. 31, 2019
Equity [Abstract]
Warrant activity	Warrants Weighted Average Exercise Price Outstanding at December 31, 2017 120,773 $ 52.29 Issued 10,569,945 1.94 Outstanding at December 31, 2018 10,690,718 $ 2.45 Exercised (50,000 ) 1.93 Expired (120,773 ) 47.30 Outstanding at December 31, 2019 10,519,945 $ 1.94
Outstanding stock options	Options Outstanding at December 31, 2019 Options Exercisable and Vested at December 31, 2019 Exercise Price Number of Options Weighted Average Remaining Contractual Life (Years) Number of Options Weighted Average Exercise Price $1.72 to $11.20 68,500 8.2 23,500 $ 7.78 $41.40 to $96.40 40,251 5.4 35,377 $ 58.25 $113.00 to $860.00 135,413 0.3 68,423 $ 114.68 $1,012.00 to $2,580.00 42 0.5 42 $ 1,580.00 244,206 3.4 127,342 $ 79.76
Options vested and expected to vest	Number of Option Shares Weighted Average Exercise Price Aggregate Intrinsic Value (1) Weighted Average Remaining Contractual Life (Years) Vested 127,342 $ 79.76 $ - 3.4 Vested and expected to vest 231,355 $ 74.91 $ - 3.5 (1) Amount represents the difference between the exercise price and $1.41, the closing price of Tenax Therapeutics’ stock on December 31, 2019, as reported on the Nasdaq Capital Market, for all in-the-money options outstanding.
Shares available for grant under the Plan	Shares Available for Grant Balances, at December 31, 2017 150,000 Options granted (50,000 ) Balances, at December 31, 2018 100,000 Additional shares reserved 600,000 Options granted (2,500 ) Balances, at December 31, 2019 697,500
Stock options	2016 Stock Incentive Plan Outstanding Options Number of Shares Weighted Average Exercise Price Aggregate Intrinsic Value Balances at December 31, 2017 - $ - Options granted 50,000 $ 6.10 Balances at December 31, 2018 50,000 $ 6.10 Options granted 2,500 $ 1.72 Balances at December 31, 2019 52,500 $ 5.89 $ -(1) (1) Amount represents the difference between the exercise price and $1.41, the closing price of Tenax Therapeutics’ stock on December 31, 2019, as reported on the Nasdaq Capital Market, for all in-the-money options outstanding. 1999 Amended Stock Plan Outstanding Options Number of Shares Weighted Average Exercise Price Aggregate Intrinsic Value Balances at December 31, 2017 - $ - Options granted 50,000 $ 6.10 Balances at December 31, 2018 50,000 $ 6.10 Options granted 2,500 $ 1.72 Balances at December 31, 2019 52,500 $ 5.89 $ -(1) (1) Amount represents the difference between the exercise price and $1.41, the closing price of Tenax Therapeutics’ stock on December 31, 2019, as reported on the Nasdaq Capital Market, for all in-the-money options outstanding.
Fair value assumptions	2016 Stock Incentive Plan For the year ended December 31, 2019 2018 Risk-free interest rate (weighted average) 2.39 % 2.85 % Expected volatility (weighted average) 106.74 % 102.37 % Expected term (in years) 7 7 Expected dividend yield 0.00 % 0.00 % 1999 Amended Stock Plan For the year ended December 31, 2018 Risk-free interest rate (weighted average) 2.91 % Expected volatility (weighted average) 102.63 % Expected term (in years) 7 Expected dividend yield 0.00 %
Outstanding stock options under the 1999 plan	Outstanding Options Number of Shares Weighted Average Exercise Price Aggregate Intrinsic Value Balances at December 31, 2017 188,744 $ 95.24 Options granted 3,000 $ 6.23 Options cancelled (9 ) $ 2,760.00 Balances at December 31, 2018 191,735 $ 93.72 Options cancelled (29 ) $ 2,203.00 Balances at December 31, 2019 191,706 $ 93.40 $ -(1)
Restricted stock grants	Outstanding Restricted Stock Grants Number of Shares Weighted Average Grant Date Fair Value Balances, at December 31, 2017 - $ - Restricted stock granted 85,900 $ 5.82 Restricted stock vested (37,420 ) $ 5.69 Restricted stock cancelled (28,566 ) $ 5.66 Balances, at December 31, 2018 19,914 $ 6.29 Restricted stock vested (12,195 ) $ 6.28 Restricted stock cancelled (7,719 ) $ 6.27 Balances at December 31, 2019 - $ -

E. COMMITMENTS AND CONTINGENC_2

E. COMMITMENTS AND CONTINGENCIES (Tables)	12 Months Ended
	Dec. 31, 2019
Commitments and Contingencies Disclosure [Abstract]
Lease liability	December 31, 2019 December 31, 2018 Current portion included in accrued liabilities $ 111,353 $ - Long term lease liability 60,379 - $ 171,732 $ -
Operating lease liability maturity	Year ending December 31, 2020 $ 121,084 2021 61,803 Total lease payments $ 182,887 Less: Imputed interest (11,155 ) Operating lease liability $ 171,732

G. INCOME TAXES (Tables)

G. INCOME TAXES (Tables)	12 Months Ended
	Dec. 31, 2019
Income Tax Disclosure [Abstract]
Reconciliation of income tax expense (benefit)	December 31, 2019 2018 U.S. federal tax benefit at statutory rate $ (1,762,816 ) $ (2,970,250 ) State income tax benefit, net of federal benefit (165,789 ) (246,376 ) Stock compensation 37,761 68,249 Interest - 1,667,118 Other nondeductible, including goodwill impairment 1,373 1,257 Change in state tax rate 27,945 45,864 Change in the federal tax rate - Federal and state net operating loss adjustments 234,659 451,652 Other, including effect of tax rate brackets (17,043 ) (31,810 ) Change in valuation allowance 1,643,910 1,014,296 $ - $ -
Deferred tax assets and liabilities	December 31, Deferred Tax Assets 2019 2018 Net operating loss carryforwards $ 34,933,500 $ 33,283,250 Accruals and other 498,572 509,069 Capital loss carryforwards 16,908 16,708 Valuation allowance (35,440,205 ) (33,796,295 ) Net deferred tax assets 8,775 12,732 Deferred Tax Liabilities Other liabilities (8,775 ) (12,732 ) Net Deferred Tax Liabilities $ - $ -

A. DESCRIPTION OF BUSINESS (Det

A. DESCRIPTION OF BUSINESS (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Accumulated deficit	$ (236,168,436)	$ (227,801,743)
Net cash used in operating activities	$ (7,556,177)	$ (5,499,461)

B. SUMMARY OF CRITICAL ACCOUN_4

B. SUMMARY OF CRITICAL ACCOUNTING POLICIES (Details)	12 Months Ended
	Dec. 31, 2019
Laboratory equipment | Minimum
Estimated useful life	3 years
Laboratory equipment | Maximum
Estimated useful life	5 years
Office equipment
Estimated useful life	5 years
Office furniture and fixtures
Estimated useful life	7 years
Computer equipment and software
Estimated useful life	3 years
Leasehold improvements
Estimated useful life	Shorter of useful life or remaining lease term

B. SUMMARY OF CRITICAL ACCOUN_5

B. SUMMARY OF CRITICAL ACCOUNTING POLICIES (Details 1) - shares	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Warrants
Anti-dilutive securities	10,519,945	10,690,718
Convertible preferred shares
Anti-dilutive securities	244,206	2,854,593
Options
Anti-dilutive securities	38,606	241,735
Restricted stock
Anti-dilutive securities	0	19,914

B. SUMMARY OF CRITICAL ACCOUN_6

B. SUMMARY OF CRITICAL ACCOUNTING POLICIES (Details 2) - USD ($)	Dec. 31, 2019	Dec. 31, 2018
Operating lease right-of-use asset	$ 169,448	$ 0
Operating lease liabilities	$ 171,732	0
As Previously Reported
Operating lease right-of-use asset		0
Operating lease liabilities		0
Deferred lease liabilities		27,670
New Lease Standard Adjustment
Operating lease right-of-use asset		271,710
Operating lease liabilities		271,710
Deferred lease liabilities		(27,670)
As Adjusted
Operating lease right-of-use asset		271,710
Operating lease liabilities		271,710
Deferred lease liabilities		$ 0

B. SUMMARY OF CRITICAL ACCOUN_7

B. SUMMARY OF CRITICAL ACCOUNTING POLICIES (Details 3)	12 Months Ended
	Dec. 31, 2019USD ($)
Amortized cost	$ 490,741
Accrued interest	2,687
Gross unrealized gains	555
Gross unrealized losses	(99)
Estimated fair value	493,884
Corporate debt securities
Amortized cost	490,741
Accrued interest	2,687
Gross unrealized gains	555
Gross unrealized losses	(99)
Estimated fair value	$ 493,884

B. SUMMARY OF CRITICAL ACCOUN_8

B. SUMMARY OF CRITICAL ACCOUNTING POLICIES (Details 4) - USD ($)	Dec. 31, 2019	Dec. 31, 2018
Accounting Policies [Abstract]
Maturing in one year or less	$ 493,884	$ 494,633
Maturing after one year through three years	0	0
Total investments	$ 493,884	$ 494,633

B. SUMMARY OF CRITICAL ACCOUN_9

B. SUMMARY OF CRITICAL ACCOUNTING POLICIES (Details 5) - USD ($)	Dec. 31, 2019	Dec. 31, 2018
Current Assets
Cash and cash equivalents	$ 4,905,993	$ 12,367,321
Marketable securities	493,884	494,633
Level 1
Current Assets
Cash and cash equivalents	4,905,993	12,367,321
Marketable securities	0	0
Level 2
Current Assets
Cash and cash equivalents	0	0
Marketable securities	493,884	494,633
Level 3
Current Assets
Cash and cash equivalents	0	0
Marketable securities	$ 0	$ 0

B. SUMMARY OF CRITICAL ACCOU_10

B. SUMMARY OF CRITICAL ACCOUNTING POLICIES (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Accounting Policies [Abstract]
Uninsured FDIC	$ 4,533,976	$ 11,876,765
Current assets	6,180,829	13,320,240
Working capital	3,648,434	11,754,571
Cash	5,400,000	12,900,000
Gain (loss) in marketable securities recognized	$ 66	$ (10,439)

C. BALANCE SHEET COMPONENTS (De

C. BALANCE SHEET COMPONENTS (Details) - USD ($)	Dec. 31, 2019	Dec. 31, 2018
Balance Sheet Related Disclosures [Abstract]
Office furniture and fixtures	$ 130,192	$ 130,192
Computer equipment and software	80,669	96,593
Laboratory equipment	0	354,861
Property and equipment, gross	210,861	581,646
Less: accumulated depreciation	(204,302)	(573,121)
Property and equipment, net	$ 6,559	$ 8,525

C. BALANCE SHEET COMPONENTS (_2

C. BALANCE SHEET COMPONENTS (Details 1) - USD ($)	Dec. 31, 2019	Dec. 31, 2018
Balance Sheet Related Disclosures [Abstract]
Operating costs	$ 426,115	$ 244,456
Lease liability	111,353	0
Employee related	333,873	571,399
Total	$ 871,341	$ 815,855

C. BALANCE SHEET COMPONENTS (_3

C. BALANCE SHEET COMPONENTS (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Balance Sheet Related Disclosures [Abstract]
Depreciation and amortization expense	$ 5,017	$ 9,015

D. STOCKHOLDERS' EQUITY (Detail

D. STOCKHOLDERS' EQUITY (Details) - $ / shares	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Equity [Abstract]
Number of warrants outstanding, beginning	10,690,718	120,773
Number of warrants, issued		10,569,945
Number of warrants, exercised	(50,000)
Number of warrants, expired	(120,773)
Number of warrants outstanding, ending	10,519,945	10,690,718
Weighted average exercise price outstanding, beginning	$ 2.45	$ 52.29
Weighted average exercise price, issued		1.94
Weighted average exercise price, exercised	1.93
Weighted average exercise price, expired	47.30
Weighted average exercise price outstanding, ending	$ 1.94	$ 2.45

D. STOCKHOLDERS' EQUITY (Deta_2

D. STOCKHOLDERS' EQUITY (Details 1)	12 Months Ended
	Dec. 31, 2019$ / sharesshares
Number of options outstanding, ending	244,206
Weighted average remaining contractual life	3 years 4 months 24 days
Number of options exercisable and vested	127,342
Options exercisable and vested weighted average exercise price | $ / shares	$ 79.76
Exercise Price $1.72 to $11.20
Number of options outstanding, ending	68,500
Weighted average remaining contractual life	8 years 2 months 12 days
Number of options exercisable and vested	23,500
Options exercisable and vested weighted average exercise price | $ / shares	$ 7.78
Exercise Price $41.40 to $96.40
Number of options outstanding, ending	40,251
Weighted average remaining contractual life	5 years 4 months 24 days
Number of options exercisable and vested	35,377
Options exercisable and vested weighted average exercise price | $ / shares	$ 58.25
Exercise Price $113.00 to $860.00
Number of options outstanding, ending	135,413
Weighted average remaining contractual life	3 months 18 days
Number of options exercisable and vested	68,423
Options exercisable and vested weighted average exercise price | $ / shares	$ 114.68
Exercise Price $1,012.00 to $2,580.00
Number of options outstanding, ending	42
Weighted average remaining contractual life	6 months
Number of options exercisable and vested	42
Options exercisable and vested weighted average exercise price | $ / shares	$ 1,580

D. STOCKHOLDERS' EQUITY (Deta_3

D. STOCKHOLDERS' EQUITY (Details 2)	12 Months Ended
	Dec. 31, 2019USD ($)$ / sharesshares
Equity [Abstract]
Number of option shares vested | shares	127,342
Weighted average exercise price vested | $ / shares	$ 79.76
Aggregate intrinsic value vested | $	$ 0	[1]
Weighted average remaining contractual life vested	3 years 4 months 24 days
Number of option shares vested and expected to vest | shares	231,355
Weighted average exercise price vested and expected to vest | $ / shares	$ 74.91
Aggregate intrinsic value vested and expected to vest | $	$ 0	[1]
Weighted average remaining contractual life vested and expected to vest	3 years 6 months
[1]	Amount represents the difference between the exercise price and $1.41, the closing price of Tenax Therapeutics' stock on December 31, 2019, as reported on the Nasdaq Capital Market, for all in-the-money options outstanding.

D. STOCKHOLDERS' EQUITY (Deta_4

D. STOCKHOLDERS' EQUITY (Details 3) - 2016 Stock Incentive Plan - shares	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Shares available for grant, beginning	100,000	150,000
Shares available for grant, additional shares reserved	600,000
Shares available for grant, options granted	(2,500)	(50,000)
Shares available for grant, ending	697,500	100,000

D. STOCKHOLDERS' EQUITY (Deta_5

D. STOCKHOLDERS' EQUITY (Details 4) - USD ($)		12 Months Ended
		Dec. 31, 2019	Dec. 31, 2018
Number of options outstanding, ending		244,206
2016 Stock Incentive Plan
Number of options outstanding, beginning		50,000	0
Number of options granted		2,500	50,000
Number of options outstanding, ending		52,500	50,000
Weighted average exercise price outstanding, beginning		$ 6.10	$ 0
Weighted average exercise price granted		1.72	6.10
Weighted average exercise price outstanding, ending		$ 5.89	$ 6.10
Aggregate intrinsic value	[1]	$ 0
1999 Amended Stock Plan
Number of options outstanding, beginning		191,735	188,744
Number of options granted			3,000
Number of options cancelled		(29)	(9)
Number of options outstanding, ending		191,706	191,735
Weighted average exercise price outstanding, beginning		$ 93.72	$ 95.24
Weighted average exercise price granted			6.23
Weighted average exercise price cancelled		2,203	2,760
Weighted average exercise price outstanding, ending		$ 93.40	$ 93.72
Aggregate intrinsic value	[1]	$ 0
[1]	Amount represents the difference between the exercise price and $1.41, the closing price of Tenax Therapeutics' stock on December 31, 2019, as reported on the Nasdaq Capital Market, for all in-the-money options outstanding.

D. STOCKHOLDERS' EQUITY (Deta_6

D. STOCKHOLDERS' EQUITY (Details 5)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
2016 Stock Incentive Plan
Risk-free interest rate (weighted average)	2.39%	2.85%
Expected volatility (weighted average)	106.74%	102.37%
Expected term (in years)	7 years	7 years
Expected dividend yield	0.00%	0.00%
1999 Amended Stock Plan
Risk-free interest rate (weighted average)	2.91%
Expected volatility (weighted average)	102.63%
Expected term (in years)	7 years
Expected dividend yield	0.00%

D. STOCKHOLDERS' EQUITY (Deta_7

D. STOCKHOLDERS' EQUITY (Details 6) - $ / shares	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Equity [Abstract]
Number of restricted stock grants, beginning	19,914	0
Number of restricted stock grants, granted		85,900
Number of restricted stock grants, vested	(12,195)	(37,420)
Number of restricted stock grants, cancelled	(7,719)	(28,566)
Number of restricted stock grants, ending	0	19,914
Weighted average drant date fair value, beginning	$ 6.29	$ 0
Weighted average drant date fair value, granted		5.82
Weighted average drant date fair value, vested	6.28	5.69
Weighted average drant date fair value, cancelled	6.27	5.66
Weighted average drant date fair value, ending	$ .00	$ 6.29

D. STOCKHOLDERS' EQUITY (Deta_8

D. STOCKHOLDERS' EQUITY (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Preferred stock, authorized	4,818,654	4,818,654
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, authorized	400,000,000	400,000,000
Common stock, issued	6,741,860	3,792,249
Common stock, outstanding	6,741,860	3,792,249
Restricted stock expense	$ 0	$ 250,009
2016 Stock Incentive Plan
Weighted-average grant-date fair value of options granted	$ 1.47	$ 5.20
Stock option expense	$ 92,919	$ 89,194
Unrecognized compensation costs	$ 72,000
Unrecognized compensation costs period for recognition	1 year 4 months 6 days
1999 Amended Stock Plan
Weighted-average grant-date fair value of options granted		$ 5.19
Stock option expense	$ 78,297	$ 227,066
Unrecognized compensation costs	$ 40,000
Unrecognized compensation costs period for recognition	10 months 24 days
Series 1 Warrants
Warrants outstanding	5,131,346
Series 2 Warrants
Warrants outstanding	5,181,349
Underwriter Warrants
Warrants outstanding	207,253
Series A Preferred Stock
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, issued	5,181,346	5,181,346
Preferred stock, outstanding	38,606	2,854,593

E. COMMITMENTS AND CONTINGENC_3

E. COMMITMENTS AND CONTINGENCIES (Details) - USD ($)	Dec. 31, 2019	Dec. 31, 2018
Commitments and Contingencies Disclosure [Abstract]
Current portion included in accrued liabilities	$ 111,353	$ 0
Long term lease liability	60,379	0
Total	$ 171,732	$ 0

E. COMMITMENTS AND CONTINGENC_4

E. COMMITMENTS AND CONTINGENCIES (Details 1) - USD ($)	Dec. 31, 2019	Dec. 31, 2018
Commitments and Contingencies Disclosure [Abstract]
2020	$ 121,084
2021	61,803
Total lease payments	182,887
Less: imputed interest	(11,155)
Operating lease liability	$ 171,732	$ 0

F. 401(k) BENEFIT PLAN (Details

F. 401(k) BENEFIT PLAN (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Retirement Benefits [Abstract]
Matching contributions expense for retirement savings plan	$ 68,587	$ 63,647

G. INCOME TAXES (Details)

G. INCOME TAXES (Details) - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Income Tax Disclosure [Abstract]
U.S. federal tax benefit at statutory rate	$ (1,762,816)	$ (2,970,250)
State income tax benefit, net of federal benefit	(165,789)	(246,376)
Stock compensation	37,761	68,249
Interest	0	1,667,118
Other nondeductible, including goodwill impairment	1,373	1,257
Change in state tax rate	27,945	45,864
Change in the federal tax rate	0	0
Federal and state net operating loss adjustments	234,659	451,652
Other, including effect of tax rate brackets	(17,043)	(31,810)
Change in valuation allowance	1,643,910	1,014,296
Income tax	$ 0	$ 0

G. INCOME TAXES (Details 1)

G. INCOME TAXES (Details 1) - USD ($)	Dec. 31, 2019	Dec. 31, 2018
Deferred Tax Assets
Net operating loss carryforwards	$ 34,933,500	$ 33,283,250
Accruals and others	498,572	509,069
Capital loss carryoforwards	16,908	16,708
Valuation allowance	(35,440,205)	(33,796,295)
Net deferred tax assets	8,775	12,732
Deferred Tax Liabilities
Other liabilities	(8,775)	(12,732)
Net deferred tax liabilities	$ 0	$ 0

G. INCOME TAXES (Details Narrat

G. INCOME TAXES (Details Narrative)	12 Months Ended
	Dec. 31, 2019USD ($)
Operating loss carryforwards, expiration dates	Dec. 31, 2024
Federal
Operating loss carryforwards	$ 145,100,000
State
Operating loss carryforwards	$ 117,500,000