What changed in this filing

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Item 1. Financial Statements

2023-11-14 compared with 2023-08-14 · 499 added, 349 removed, 373 unchanged (69% of the section changed)

4 unchanged sentences

thousands, except for share and per share amounts)

June 30, 2023

September 30, 2023

December 31, 2022

1 unchanged sentence

Cash and cash equivalents

Marketable securities

Marketable investments

Funds receivable from New Jersey net operating loss

14 unchanged sentences

Stockholders’ equity:

Series B Convertible Preferred Stock, stated value $ 1,000 per share, 690 and 696 issued and outstanding, respectively

Common Stock, par value $ 0.001 per share, authorized 350,000,000 shares;

48,419,491 and 48,084,287 , issued and outstanding, respectively

Preferred Stock, $ 0.01 par value, 5,000,000 authorized shares, inclusive of the following:

Series A Junior Participating Preferred Stock, $ 0.001 par value, 4,000,000

and 250,000 shares authorized as of September 30, 2023, and December 31, 2022, respectively;

issued and outstanding - none

Series B Convertible Preferred Stock, stated value $ 1,000 per share, 10,000 shares authorized;

690 and 696 issued and outstanding as of September 30, 2023, and December 31, 2022, respectively

Preferred Stock, $0.01 par value, 5,000,000 authorized shares, inclusive of the following:

Common Stock, $ 0.001 par value, authorized shares - 350,000,000 ;

issued and outstanding shares 48,797,450 and 48,084,287 (including 133,333 and 561,104 of unvested stock awards) as of September 30, 2023 and December 31, 2022, respectively

Additional paid-in capital

5 unchanged sentences

AND SUBSIDIARIES

Statements of Comprehensive Loss

Statements of Operations and Comprehensive Loss

thousands, except share and per share data)

Three months ended

Six months ended

September 30,

Nine months ended

September 30,

Clinical treatment programs - US

6 unchanged sentences

Operating Loss

Gain (Loss) on investments

Loss on investments

Interest and other income

Interest expense and other finance costs

(Loss) on sale of fixed assets

Gain on sale of fixed assets

Redeemable warrants valuation adjustment

Gain from sale of Income tax operating losses

Gain on sale of income tax operating losses

Basic and diluted loss per share

4 unchanged sentences

Statements of Changes in Stockholders’ Equity

the Six Months Ended June 30, 2023 and 2022

the Nine months Ended September 30, 2023

thousands except share data)

For the Three Months Ended September 30, 2023

Comprehensive

1 unchanged sentence

Stockholders’

Balance December 31, 2022

Balance June 30, 2023

$ ( 389,116 )

1 unchanged sentence

Equity-based compensation

Series B preferred shares converted to common shares

Net comprehensive loss

Balance March 31, 2023

Balance September 30, 2023

$ ( 396,932 )

For the Three Months Ended September 30, 2022

Comprehensive

Income (Loss)

Stockholders’

Balance June 30, 2022

$ ( 369,772 )

Common stock issuance, net of costs

Equity-based compensation

Series B preferred shares converted to common shares

Cashless warrant conversion

Net comprehensive loss

Balance June 30, 2023

Balance September 30, 2022

$ ( 376,157 )

Accumulated other

accompanying notes to consolidated financial statements.

IMMUNOTECH INC.

AND SUBSIDIARIES

Statements of Changes in Stockholders’ Equity

thousands except share data)

For the Nine Months Ended September 30, 2023

Comprehensive

7 unchanged sentences

Net comprehensive loss

Balance March 31, 2022

Balance September 30, 2023

$ ( 396,932 )

For the Nine Months Ended September 30, 2022

Comprehensive

Income (Loss)

Stockholders’

Balance December 31, 2021

$ ( 361,101 )

1 unchanged sentence

Equity-based compensation

Cashless warrant conversion

Series B preferred shares converted to common shares

Net comprehensive loss

Balance June 30, 2022

$ ( 369,772 )

Balance September 30, 2022

$ ( 376,157 )

3 unchanged sentences

Statements of Cash Flows

the Six Months Ended June 30, 2023 and 2022

the Nine months Ended September 30, 2023 and 2022

Cash flows from operating activities:

2 unchanged sentences

Redeemable warrants valuation adjustment

Abandonment of patent and trademark rights

Amortization of patent, trademark rights

Changes in ROU assets

Gain from sale of income tax operating losses

Non-cash lease expense

Gain on sale of income tax operating losses

Equity-based compensation

(Loss) on sale of marketable securities

Loss on sale of investments

Change in assets and liabilities:

Other receivables

Funds receivable from New Jersey net operating loss

5 unchanged sentences

Cash flows from investing activities:

Proceeds from sale of marketable securities

Purchase of marketable securities

Proceeds from sale of property and equipment

Proceeds from sale of marketable investments

Purchase of marketable investments

(Purchase of) Proceeds from sale of property and equipment

Purchase of patent and trademark rights

3 unchanged sentences

Net cash provided by financing activities

Net (decrease) increase in cash and cash equivalents

Net decrease in cash and cash equivalents

Cash and cash equivalents at beginning of period

1 unchanged sentence

Supplemental disclosures of non-cash investing and financing cash flow information:

Operating lease-Right of Use Assets

Unrealized gain (loss) on marketable securities

Operating lease liability arising from obtaining right of use asset

Unrealized loss on marketable investments

Conversion of Series B preferred

12 unchanged sentences

flagship products are Ampligen (rintatolimod), a first-in-class drug of large macromolecular RNA (ribonucleic acid) molecules, and Alferon

N Injection (Interferon Alfa-n3).

N Injection (Interferon alfa).

Ampligen has not been approved by the FDA or marketed in the United States.

Ampligen is approved for

commercial sale in the Argentine Republic for the treatment of severe Chronic Fatigue Syndrome (“CFS”).

Company’s primary present business focus involves Ampligen.

Ampligen is a double-stranded RNA (“dsRNA”) molecule being

developed for globally important cancers, viral diseases and disorders of the immune system.

Ampligen is approved for commercial

sale in the Argentine Republic for the treatment of severe Chronic Fatigue Syndrome (“CFS”).

Company’s primary business focus involves Ampligen.

Ampligen is a double-stranded RNA (“dsRNA”) molecule being developed

for globally important cancers, viral diseases and disorders of the immune system.

Company is currently proceeding primarily in four areas:

a randomized, controlled study to evaluate efficacy and safety of Ampligen compared to a

control group to treat locally advanced pancreatic cancer patients.

Ampligen in other cancers, as a potential therapy that modifies the tumor microenvironment

with the goal of increasing anti-tumor responses to checkpoint inhibitors.

Ampligen’s antiviral activities and potential use as a prophylactic or treatment for

existing viruses, new viruses and mutated viruses thereof.

Ampligen as a treatment for myalgic encephalomyelitis/chronic fatigue syndrome (“ME/CFS”)

and fatigue and/or Post-COVID conditions of fatigue.

Company is prioritizing activities in an order related to the stage of development, with those clinical activities in oncology, ME/CFS

and Post-COVID conditions having priority over antiviral experimentation.

The Company intends that priority clinical work be conducted

in trials authorized by the FDA or European Medicines Agency (“EMA”), which trials support commercial development.

AIM’s antiviral experimentation is designed to accumulate additional preliminary data supporting their hypothesis that Ampligen

is a powerful, broad-spectrum prophylaxis and early-onset therapeutic that may confer enhanced immunity and cross-protection.

AIM will conduct antiviral programs in those venues most readily available including foreign venues and able to generate valid proof-of-concept

a randomized, controlled study to evaluate efficacy and safety of Ampligen compared to a control group to treat locally advanced

pancreatic cancer patients.

Ampligen in other cancers, as a potential therapy that modifies the tumor microenvironment with the goal of increasing anti-tumor

responses to checkpoint inhibitors.

Ampligen’s antiviral activities and potential use as a prophylactic or treatment for existing viruses, new viruses and mutated

viruses thereof.

Ampligen as a treatment for myalgic encephalomyelitis/chronic fatigue syndrome (“ME/CFS”) and fatigue and/or Post-COVID

conditions of fatigue.

Company is prioritizing activities in an order related to the stage of development, with those clinical activities such as pancreatic

cancer, ME/CFS and Post-COVID conditions having priority over antiviral experimentation.

The Company intends that priority clinical work

be conducted in trials authorized by the FDA or European Medicines Agency (“EMA”), which trials support a potential future

However, AIM’s antiviral experimentation is designed to accumulate additional preliminary data supporting their hypothesis

that Ampligen is a powerful, broad-spectrum prophylaxis and early-onset therapeutic that may confer enhanced immunity and cross-protection.

Accordingly, AIM will conduct antiviral programs in those venues most readily available and able to generate valid proof-of-concept data,

including foreign venues.

business plan requires one or more Contract Manufacturing Organizations (“CMO”) to produce Ampligen and its Active Pharmaceutical

5 unchanged sentences

R&D development of polymer manufacture is ongoing.

While AIM believes it has sufficient Ampligen API to meet current needs, it is

also continually exploring new efficiencies in order to maximize its ability to fulfill future obligations.

the opinion of management, all adjustments necessary for a fair presentation of its consolidated financial statements have been included.

13 unchanged sentences

of significant estimates include determination of other-than-temporary impairment on securities, valuation of deferred taxes, patent

and trademark valuations, stock-based compensation calculations, fair value of warrants, and contingency accruals.

and trademark valuations, equity-based compensation calculations, fair value of warrants, and contingency accruals.

Net Loss Per Share

1 unchanged sentence

Equivalent common shares, consisting of stock options and warrants which amounted to 2,763,020 and 2,445,805 are excluded from the calculation

of diluted net loss per share for the six months ended June 30, 2023, and 2022, respectively, since their effect is antidilutive due

to the net losses recorded for the periods.

of diluted net loss per share for the nine months ended September 30, 2023, and 2022, respectively, since their effect is antidilutive

due to the net losses recorded for the periods.

Equity-Based Compensation

2018 Equity Incentive Plan, effective September 12, 2018, as amended and restated on August 19, 2019 (the “2018 Equity

Incentive Plan”) authorizes the grant of (i) Incentive Stock Options, (ii) Nonstatutory Stock Options, (iii) Stock

Appreciation Rights, (iv) Restricted Stock Awards, (v) Restricted Stock Unit Awards, (vi) Performance Stock Awards, (vii)

Performance Cash Awards, and (viii) Other Stock Awards.

Initially, a maximum of 7,000,000

shares of Common Stock were reserved for potential issuance pursuant to awards under the 2018 Equity Incentive Plan.

When the plan

was amended and restated, an additional 250,000

shares were reserved for potential issuance pursuant to awards under the 2018 Equity Incentive Plan.

The number of shares of the

Company’s common stock available for grant and issuance under the 2018 Equity Incentive Plan is subject to an annual increase

on July 1 of each calendar year, by an amount equal to two percent (2%) of the then outstanding shares of the Company’s common

stock (the “2018 Plan Evergreen Provision”).

On July 1, 2019, 2020, 2021, 2022 and 2023, the number of shares of the

Company’s common stock available for grant and issuance under the 2018 Equity Incentive Plan increased by 44,299

shares, 685,012

shares, 956,660

shares, 960,976

shares and 968,389

shares, respectively.

As a result of the 2018 Plan Evergreen Provisions, a maximum of 10,865,336

shares of Common Stock is reserved for potential issuance pursuant to awards under the 2018 Equity Incentive Plan as of January 1,

Unless sooner terminated, the 2018 Equity Incentive Plan will continue in effect for a period of 10

years from its effective date.

On October 17, 2018, the Board of Directors (the “Board”) issued 26,324

options to the officers and directors at the exercise price of $ 9.68

expiring in 10

years, and on November 14, 2018, the Board issued 23

options to each employee, officer and director at the exercise price of $ 9.68

expiring in ten

On January 28, 2019, 27,570

options were issued to each of these officers with an exercise price of $ 9.68

for a period of ten

years with a vesting period of one year.

In August 2020, 400,000

options were issued to each of these officers with an exercise price range of $ 2.77

for a period of ten

years with a vesting period of one year.

During the fiscal year ending December 31, 2021, 613,512

options were issued to officers, directors and consultants with an exercise price range of $ 1.11

for a period of ten

years with a vesting period of one year.

During the fiscal year ending December 31, 2022, 850,000

options were issued to officers, directors and consultants with an exercise price range of $ 0.31

for a period of ten

years with a vesting period of one year.

During the nine months ended September 30, 2023 there have been no

options issued.

fair value of each option and equity warrant award is estimated on the date of grant using a Black-Scholes-Merton option pricing valuation

5 unchanged sentences

data to estimate expected dividend yield, expected life and forfeiture rates.

During the six months ended June 30, 2023, there were no

options granted and 300,000 options granted during the six months ended June 30, 2022.

stock option activity during the three months ended June 30, 2023, was as follows:

During the nine months ended September 30, 2023, there

were no options granted and 300,000 options granted during the nine months ended September 30, 2022.

stock option activity during the three months ended September 30, 2023, was as follows:

option activity for employees:

of Vest Stock Option Activity

Outstanding March 31, 2023

of Stock Option Activity

Outstanding June 30, 2023

Vested and expected to vest June 30, 2023

Exercisable June 30, 2023

Outstanding September 30, 2023

Vested and expected to vest September 30, 2023

Exercisable September 30, 2023

stock option activity for employees:

of Unvested Stock Option Activity

Unvested March 31, 2023

Unvested June 30, 2023

Unvested September 30, 2023

option activity for non-employees:

of Vest Stock Option Activity

Outstanding March 31, 2023

of Stock Option Activity

Outstanding June 30, 2023

Vested and expected to vest June 30, 2023

Exercisable June 30, 2023

Outstanding September 30, 2023

Vested and expected to vest September 30, 2023

Exercisable September 30, 2023

stock option activity for non-employees:

of Unvested Stock Option Activity

Unvested March 31, 2023

Unvested June 30, 2023

compensation expense was approximately $ 50,000 and $ 275,000 for the three months ended June 30, 2023 and 2022, respectively.

stock option activity during the six months ended June 30, 2023, was as follows:

Unvested September 30, 2023

compensation expense was approximately $ 50,000 and $ 275,000 for the three months ended September 30, 2023 and 2022, respectively.

stock option activity during the nine months ended September 30, 2023, was as follows:

option activity for employees:

Outstanding January 1, 2023

Outstanding June 30, 2023

Vested and expected to vest June 30, 2023

Exercisable June 30, 2023

Outstanding September 30, 2023

Vested and expected to vest September 30, 2023

Exercisable September 30, 2023

stock option activity for employees:

Unvested January 1, 2023

Unvested June 30, 2023

Unvested September 30, 2023

option activity for non-employees:

Outstanding January 1, 2023

Outstanding June 30, 2023

Vested and expected to vest June 30, 2023

Exercisable June 30, 2023

Outstanding September 30, 2023

Vested and expected to vest September 30, 2023

Exercisable September 30, 2023

stock option activity for non-employees:

Unvested January 1, 2023

Unvested June 30, 2023

compensation expense was approximately $ 132,000 and $ 517,000 for the six months ended June 30, 2023 and 2022, respectively.

June 30, 2023, and 2022, respectively, there was approximately $ 85,000 and $ 454,000 of unrecognized equity-based compensation cost related

to options granted under the Equity Incentive Plan.

Marketable Securities

securities consist of mutual funds.

As of June 30, 2023 and December 31, 2022, it was determined that none of the marketable securities

Unvested September 30, 2023

compensation expense was approximately $ 182,000 and $ 792,000 for the nine months ended September 30, 2023 and 2022, respectively.

of September 30, 2023, and 2022, there was approximately $ 35,000

and $ 179,000 ,

respectively, of unrecognized equity-based compensation cost related to options granted under the Equity Incentive Plan.

fourth quarter 2023, there will be no

unrecognized equity-based compensation.

Marketable Investments

investments consist of mutual funds.

As of September 30, 2023 and December 31, 2022, it was determined that none of the marketable investments

had an other-than-temporary impairment.

As of June 30, 2023 and December 31, 2022, all securities were measured as Level 1 instruments

As of September 30, 2023 and December 31, 2022, all securities were measured as Level 1 instruments

of the fair value measurements standard (See Note 11:

As of June 30, 2023, and December 31, 2022 the Company held $ 7,360,000

As of September 30, 2023, and December 31, 2022 the Company held $ 7,167,000

and $ 7,137,000 in mutual funds, respectively.

Funds classified as available for sale consisted of:

(in thousands)

of Available of Sale

September 30, 2023

(in thousands)

Schedule of Equity Securities

Net gain recognized during the period on equity securities

For the Three months Ended September 30, 2023

(in thousands)

Net losses recognized during the period on equity securities

Net gains and losses recognized during the period on equity securities sold during the period

Unrealized gains and losses recognized during the reporting period on equity securities still held at the reporting date

For the Nine months Ended

September 30, 2023

(in thousands)

Net losses recognized during the period on equity securities

Net gains and losses recognized during the period on equity securities sold during the period

Unrealized gains and losses recognized during the reporting period on equity securities still held at the reporting date

Funds classified as available for sale consisted of:

December 31, 2022

(in thousands)

Short-Term Investments

For the Three months Ended September 30, 2022 (in

Net losses recognized during the period on equity securities

1 unchanged sentence

Unrealized gains and losses recognized during the reporting period on equity securities still held at the reporting date

Nine months Ended September 30, 2022

(in thousands)

Net losses recognized during the period on equity securities

Net gains and losses recognized during the period on equity securities sold during the period

Unrealized gains and losses recognized during the reporting period on equity securities still held at the reporting date

Accrued Expenses

1 unchanged sentence

Accrued Expenses

June 30, 2023

September 30, 2023

December 31, 2022

(in thousands)

June 30, 2023

September 30, 2023

December 31, 2022

5 unchanged sentences

of Property and Equipment

June 30, 2023

September 30, 2023

December 31, 2022

(in thousands)

June 30, 2023

September 30, 2023

December 31, 2022

5 unchanged sentences

lives of the respective assets, ranging from three to ten years.

Depreciation expense for the six months ending June 30, 2023 and June

30, 2022 was $ 21,000 and $ 20,000 , respectively.

Company made a strategic shift on in-house manufacturing and recorded an impairment of the facility in the amount of $ 1,800,000 during

the year ended December 31, 2021.

During the period ending June 30, 2022, the Company reported assets held for sale related to the pending

sale of the manufacturing facility located at 783 Jersey Avenue (See Note 11 Fair Value).

Depreciation expense for the nine months ending September 30, 2023 and

September 30, 2022 was $ 30,000 and $ 29,000 , respectively.

Patents, and Trademark Rights, Net

table below presents the changes in patent and trademark rights (in thousands):

of Patents, Trademark Rights

1 unchanged sentence

Abandonments and expirations

December 31, 2022

Abandonments and expirations

June 30, 2023

September 30, 2023

and trademarks are stated at cost.

Patents are amortized using the straight-line method over an estimated useful life of 17

years and 10 years, respectively.

of patents and trademarks for each of the next five years and thereafter is as follows:

Patents and trademarks are amortized using the straight-line method over an estimated useful life

of 17 years and 10 years, respectively.

of patents and trademarks for each of the next five years and thereafter is as follows (in thousands):

of Amortization of Patents and Trademarks

3 unchanged sentences

Company is authorized to issue 5,000,000 shares of $ 0.01 par value preferred stock with such designations, rights and preferences as

may be determined by the Board of Directors.

may be determined by the Board.

Of our authorized preferred stock, 4,000,000 shares have been designated as Series A Junior

Participating Preferred Stock and 10,000 shares have been designated as Series B Convertible Preferred Stock.

The Series B Convertible

Preferred Stock has a stated value of $ 1,000 per share.

Company is authorized to issue 8,000 Series B Convertible Preferred Stock, no par value, stated value $ 1,000 per share.

As of June 30,

2023, and December 31, 2022, the Company had 690 and 696 shares of Series B Convertible Preferred Stock outstanding, respectively.

shall be entitled to receive, and the Company shall pay, dividends on shares of Series B Preferred Stock equal (on an as-if-converted-to-Common-Stock

basis) to and in the same form as dividend actually paid on shares of Common Stock when as and if such dividends are paid on shares of

the Common Stock.

Each such Preferred Share is convertible into 114 shares of common stock.

Upon any liquidation, dissolution or winding-up

of the Company, whether voluntary or involuntary, the Holders shall be entitled to receive out of the assets, whether capital or surplus

of the Company the same amount that a holder of Common Stock would receive if the Preferred Stock was fully converted.

The Series B Convertible

Preferred Stock does not carry voting Rights.

Series A Junior Participating

Preferred Stock

On May 10, 2023, the Company filed

a Certificate of Increase in Delaware, increasing the number of preferred stock designated as Series A Junior Participating Preferred

Stock to 4,000,000 from 250,000 shares.

B Convertible Preferred Stock

series of preferred stock shall be designated as its Series B Convertible Preferred Stock (the “Preferred Stock”) and the

number of shares so designated shall be up to 10,000 .

Each share of Preferred Stock shall have a par value of $ 0.01

per share and a stated value equal to $ 1,000

(the “Stated Value”).

of Preferred Stock shall initially be issued and maintained in the form of securities held in book-entry form and the Depository Trust

Company or its nominee (“DTC”) shall initially be the sole registered holder of the shares of Preferred Stock.

share of Preferred Stock shall be convertible, at any time and from time to time from and after the Original Issue Date at the option

of the Holder thereof or at any time and from time to time on or after the second anniversary of the Original Issue Date at the option

of the Corporation, into that number of shares of Common Stock (subject in each case to the limitations determined by dividing the Stated

Value of such share of Preferred Stock by the Conversion Price).

The conversion price for the Preferred Stock shall be equal to $ 0.20 ,

subject to adjustment herein (the “Conversion Price”).

to a registration statement relating to a rights offering declared effective by the SEC on February 14, 2019, AIM distributed to its

holders of common stock and to holders of certain options and warrants as of February 14, 2019, at no charge, one non-transferable subscription

right for each share of common stock held or deemed held on the record date.

Each right entitled the holder to purchase one unit, at

a subscription price of $ 1,000 per unit, consisting of one share of Series B Convertible Preferred Stock with a face value of $ 1,000

(and immediately convertible into common stock at an assumed conversion price of $ 8.80 ) and 114 warrants with an assumed exercise price

The warrants are exercisable for five years after the date of issuance.

The net proceeds realized from the rights offering

were approximately $ 4,700,000 .

During the six months ending June 30, 2023, 2 shares of Series B Convertible Preferred Stock were converted

into common stock.

May 10, 2023, the Company filed a Certificate of Increase in Delaware, increasing the number of preferred stock designated as Series

A Junior Participating Preferred Stock to 4,000,000 .

holders of common stock and to holders of certain options and redeemable warrants as of February 14, 2019, at no charge, one non-transferable

subscription right for each share of common stock held or deemed held on the record date.

Each right entitled the holder to purchase

one unit, at a subscription price of $ 1,000 per unit, consisting of one share of Series B Convertible Preferred Stock with a face

value of $ 1,000 (and immediately convertible into common stock at an assumed conversion price of $ 8.80 ) and 114 warrants with an assumed

exercise price of $ 8.80 .

The redeemable warrants are exercisable for five years after the date of issuance.

The net proceeds realized

from the rights offering were approximately $ 4,700,000 .

During the nine months ending September 30, 2023, 6 shares of Series B Convertible

Preferred Stock were converted into common stock.

of September 30, 2023, and December 31, 2022, the Company had 690 and 696 shares of Series B Convertible Preferred Stock outstanding,

respectively.

Holders shall be entitled to receive, and the Company shall pay, dividends on shares of Series B Preferred Stock equal

(on an as-if-converted-to-Common-Stock basis) to and in the same form as dividend actually paid on shares of Common Stock when as and

if such dividends are paid on shares of the Common Stock.

Each such Preferred Share is convertible into 114 shares of common stock.

any liquidation, dissolution or winding-up of the Company, whether voluntary or involuntary, the Holders shall be entitled to receive

out of the assets, whether capital or surplus of the Company the same amount that a holder of Common Stock would receive if the Preferred

Stock was fully converted.

The Series B Convertible Preferred Stock does not carry voting Rights.

Common Stock and Equity Finances

1 unchanged sentence

authorized shares.

July 7, 2020, the board of directors approved a plan pursuant to which all directors, officers, and employees could purchase from the

Company up to an aggregate of $ 500,000 worth of shares at the market price.

Pursuant to NYSE American rules, this plan was effective

for a sixty-day period commencing upon the date that the NYSE American approved the Company’s Supplemental Listing Application.

The Company created successive new plans following the expiration of the plan.

During the fiscal years ended December 31, 2021 and 2022,

the Company issued 132,238 and 86,817 shares of its common stock at prices ranging from $ 1.16 to $ 2.35 ;

and from $ 0.76 to $ 1.02 /per

share under these plans.

The latest plan was approved by the board of directors in June 2023.

the six months ended June 30, 2023, the Company issued a total of 322,583 shares of its common stock at a price of $ 0.31 for total proceeds

of $ 100,000 .

the six months ended June 30, 2022, the Company issued a total of 53,922 shares

of its common stock at prices ranging from $ 1.02 for

total proceeds of $ 55,000 as part of the employee stock purchase plan, not from the 2018 Equity Incentive Plan .

September 27, 2019, the Company closed a public offering underwritten by A.G.P./Alliance Global Partners, LLC (the “Offering”)

of (i) 1,740,550 shares of Common Stock;

(ii) pre-funded warrants exercisable for 7,148,310 shares of Common Stock (the “Pre-funded

Warrants”), and (iii) warrants to purchase up to an aggregate of 8,888,860 shares of Common Stock (the “Warrants”).

In conjunction with the Offering, a Representative’s

Warrant to purchase up to an aggregate of 266,665 shares of common stock (the “Representative’s Warrant”) .

The shares of Common Stock and Warrants were sold at a combined Offering price of $ 0.90 , less underwriting discounts and commissions.

Each Warrant sold with the shares of Common Stock represents the right to purchase one share of Common Stock at an exercise price of

$ 0.99 per share.

The Pre-Funded Warrants and Warrants were sold at a combined Offering price of $ 0.899 , less underwriting discounts and

The Pre-Funded Warrants were sold to purchasers whose purchase of shares of Common Stock in the Offering would otherwise

result in the purchaser, together with its affiliates and certain related parties, beneficially owning more than 4.99 % of the Company’s

outstanding Common Stock immediately following the consummation of the Offering, in lieu of shares of Common Stock.

Each Pre-Funded Warrant

represents the right to purchase one share of Common Stock at an exercise price of $ 0.001 per share.

The Pre-Funded Warrants are exercisable

immediately and may be exercised at any time until the Pre-Funded Warrants are exercised in full.

A registration statement on Form S-1,

relating to the Offering was filed with the SEC and was declared effective on September 25, 2019, the net proceeds were approximately

$ 7,200,000 .

During the year ending December 31 , 2020, 1,870,000 of the Pre-funded Warrants

were exercised and 8,873,960 Warrants were exercised.

In addition, on March 25, 2020, the Representative’s Warrant was amended

to permit exercise of such warrant to commence on March 30, 2020.

These warrants were exercised on March 31, 2020 and an aggregate of

266,665 shares were issued upon exercise of this warrant for gross proceeds of approximately $ 264,000 and a $ 46,000 expense for the warrant

modification.

As of June 30, 2023, there are 15,000 Warrants outstanding.

2018 Equity Incentive Plan, effective September 12, 2018, authorizes the grant of (i) Incentive Stock Options, (ii) Nonstatutory Stock

Options, (iii) Stock Appreciation Rights, (iv) Restricted Stock Awards, (v) Restricted Stock Unit Awards, (vi) Performance Stock Awards,

(vii) Performance Cash Awards, and (viii) Other Stock Awards.

Initially, a maximum of 7,000,000 shares of Common Stock is reserved for

potential issuance pursuant to awards under the 2018 Equity Incentive Plan.

Unless sooner terminated, the 2018 Equity Incentive Plan

will continue in effect for a period of 10 years from its effective date.

On October 17, 2018, the Board of Directors issued 26,324 options

to the officers and directors at the exercise price of $ 9.68 expiring in 10 years, and on November 14, 2018, the Board of Directors issued

23 options to each employee, officer and director at the exercise price of $ 9.68 expiring in ten years .

On January 28, 2019, 27,570 options

were issued to each of these officers with an exercise price of $ 9.68 for a period of ten years with a vesting period of one year.

August 2020, 400,000 options were issued to each of these officers with an exercise price range of $ 2.77 to $ 3.07 for a period of ten

years with a vesting period of one year.

During the fiscal year ending December 31, 2022, 850,000 options were issued to employees with

an exercise price range of $ 0.31 to $ 1.71 for a period of ten years with a vesting period of one year.

During the fourth quarter of 2021,

613,512 options were issued to employees with an exercise price range of $ 1.11 to $ 1.71 for a period of ten years with a vesting period

As of September 30, 2023, and December 31, 2022, there were 48,797,450 and 48,084,287

shares of Common Stock issued and outstanding, respectively.

Stock Purchase Plan (Not equity compensation)

July 7, 2020, the Board approved a plan pursuant to which all directors, officers, and employees could purchase from

the Company up to an aggregate of $ 500,000 worth of shares at the market price (including subsequent plans, the “Employee Stock Purchase Plan”).

Pursuant to NYSE American rules, this plan was

effective for a sixty-day period commencing upon the date that the NYSE American approved the Company’s Supplemental Listing

The Company created successive new plans following the expiration of the July 7, 2020 plan.

The latest plan was

approved by the Board in October 2023 and expires January 2,2024.

the nine months ended September 30, 2023, the Company issued a total of 385,424 shares of its common stock at a price ranging from $ 0.31 to $ 0.67 for total proceeds of $ 135,000 as part of the employee stock purchase plan.

the nine months ended September 30, 2022, the Company issued a total of 87,045 shares of its common stock at prices ranging from $ 0.72

to $ 1.02 for total proceeds of $ 80,000 as part of the employee stock purchase plan.

Warrants (Rights offering)

September 27, 2019, the Company closed a public offering underwritten by A.G.P./Alliance Global Partners, LLC (the

“Offering”) of (i) 1,740,550 shares of Common Stock;

(ii) pre-funded warrants exercisable for 7,148,310 shares of Common

Stock (the “Pre-funded Warrants”), and (iii) warrants to purchase up to an aggregate of 8,888,860 shares of Common Stock

(the “Warrants”).

In conjunction with the Offering, we issued a

Representative’s Warrant to purchase up to an aggregate of 266,665 shares of common stock (the “Representative’s

The shares of Common Stock and Warrants were sold at a combined Offering

price of $ 0.90 , less underwriting discounts and commissions.

Each Warrant sold with the shares of Common Stock represents the right

to purchase one share of Common Stock at an exercise price of $ 0.99 per share.

The Pre-Funded Warrants and Warrants were sold at a

combined Offering price of $ 0.899 , less underwriting discounts and commissions.

The Pre-Funded Warrants were sold to purchasers

whose purchase of shares of Common Stock in the Offering would otherwise result in the purchaser, together with its affiliates and

certain related parties, beneficially owning more than 4.99 % of the Company’s outstanding Common Stock immediately following

the consummation of the Offering, in lieu of shares of Common Stock.

Each Pre-Funded Warrant represents the right to purchase one

share of Common Stock at an exercise price of $ 0.001 per share.

The Pre-Funded Warrants are exercisable immediately and may be

exercised at any time until the Pre-Funded Warrants are exercised in full.

A registration statement on Form S-1, relating to the

Offering was filed with the SEC and was declared effective on September 25, 2019, the net proceeds were approximately $ 7,200,000 .

During the year ending December 31 , 2020, 1,870,000 of the Pre-funded Warrants were

exercised and 8,873,960 Warrants were exercised.

In addition, on March 25, 2020, the Representative’s Warrant was

amended to permit exercise of such warrant to commence on March 30, 2020.

These warrants were exercised on March 31, 2020 and an

aggregate of 266,665 shares were issued upon exercise of this warrant for gross proceeds of approximately $ 264,000 and a $ 46,000

expense for the warrant modification.

As of September 30, 2023, there are 15,000 Warrants outstanding.

Distribution Agreement

April 19, 2023, the Company entered into an Equity Distribution Agreement (the “EDA”) with Maxim Group LLC (“Maxim”),

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under the EDA.

For the six months ended June 30, 2023, the Company sold 11,937 shares under the EDA for total gross proceeds of $ 5,593 ,

which includes a 3.0 % fee to Maxim of $ 168 .

Subsequent to the period ended June 30, 2023, the Company sold 234,386 shares under the EDA

for total gross proceeds of $ 152,579 , which includes a 3.0 % fee to Maxim of $ 4,577 .

For the nine months ended September 30, 2023, the Company sold 327,055 shares under the EDA for total gross proceeds of

approximately $ 209,000 , which includes a 3.0 % fee to Maxim of $ 6,271 .

May 12, 2023, the Company amended and restated its November 14, 2017 Rights Plan with American Stock Transfer & Trust Company as

Rights Agent (the “Rights Plan”).

of June 30, 2023, and December 31, 2022, there were 48,419,491 and 48,084,287 shares outstanding, respectively.

Cash and Cash Equivalents

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Company has implemented all new accounting pronouncements that are in effect.

These pronouncements did not have any material impact

on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting

pronouncements that have been issued that might have a material impact on its financial position or results of operations.

Accounting pronouncements issued by the FASB since filing the Annual Report on Form 10-K for the year ended December 31, 2022 did not or are not believed by management to have a material

impact on the Company’s present or future financial statements.

These pronouncements did not have any material impact on

the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements

that have been issued that might have a material impact on its financial position or results of operations.

Accounting pronouncements

issued by the FASB since filing the Annual Report on Form 10-K for the year ended December 31, 2022 did not or are not believed by management

to have a material impact on the Company’s present or future financial statements.

Company complies with the provisions of FASB ASC 820 “Fair Value Measurements” for its financial and non-financial assets

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and liability category measured at fair value on either a recurring or nonrecurring basis.

fair values of cash and cash equivalents, other assets, accounts payable and accrued expenses approximate their carrying values due to

the short-term maturities of these items and are considered a Level 1 instrument of the fair value measurements standard.

also has certain warrants with a cash settlement feature in the occurrence of a Fundamental Transaction.

The fair value of the redeemable

warrants (“Warrants”) related to the Company’s April 2018 and March 2019 common stock and warrant issuance, are calculated

using a Monte Carlo Simulation.

Company recomputes the fair value of the Warrants at the issuance date and the end of each quarterly reporting period.

Such value computation

includes subjective input assumptions that are consistently applied each period.

If the Company were to alter its assumptions or the

numbers input based on such assumptions, the resulting fair value could be materially different.

Company utilized the following assumptions to estimate the fair value of the April 2018 Warrants:

Company accounts for certain assets and liabilities at fair value.

The hierarchy below lists three levels of fair value based on the

extent to which inputs used in measuring fair value are observable in the market.

AIM categorizes each of its fair value measurements

in one of these three levels based on the lowest level input that is significant to the fair value measurement in its entirety.

1 – Quoted prices are available in active markets for identical assets or liabilities at the reporting date.

Generally, this

includes debt and equity securities that are traded in an active market.

2 – Observable inputs other than Level 1 prices such as quote prices for similar assets or liabilities;

quoted prices in markets

that are not active;

or other inputs that are observable or can be corroborated by observable market data for substantially the full

term of the assets or liabilities.

Generally, this includes debt and equity securities that are not traded in an active market.

3 – Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the

assets or liabilities.

Level 3 assets and liabilities include financial instruments whose value is determined using pricing models,

discounted cash flow methodologies, or other valuation techniques, as well as instruments for which the determination of fair value

requires significant management judgment or estimation.

As of September 30, 2023, the Company has classified the warrants with cash

settlement features as Level 3.

Management evaluates a variety of inputs and then estimates fair value based on those inputs.

discussed above, the Company utilized the Monte Carlo Simulation Model in valuing the warrants.

table below presents the balances of assets and liabilities measured at fair value on a recurring basis by level within the hierarchy

as (in thousands):

of Assets and Liabilities Measured at Fair Value on a Recurring Basis

September 30, 2023

Cash equivalent

Marketable investments

December 31, 2022

Cash equivalent

Marketable investments

Company’s cash balances are representative of their fair values as these balances are comprised of deposits available on demand.

For certain instruments, including funds receivable from New Jersey net operating loss, accounts payable and accrued expenses, it was

estimated that the carrying values approximated the fair value due to the short-term maturities of these instruments (Level 1).

Company also has certain redeemable warrants with a cash settlement feature in the occurrence of a Fundamental Transaction.

value of the redeemable warrants (“Redeemable Warrants”) related to the Company’s April 2018 and March 2019 common

stock and warrant issuance, are calculated using a Monte Carlo Simulation (Level 3).

Company recomputes the fair value of the Redeemable Warrants at the issuance date and the end of each quarterly reporting period.

Such value computation includes subjective input assumptions that are consistently applied each period.

If the Company were to alter

its assumptions or the numbers input based on such assumptions, the resulting fair value could be materially different.

Company utilized the following assumptions to estimate the fair value of the April 2018 Redeemable Warrants:

of Assumptions to Estimate Fair Value of Warrants

September 30,

Underlying price per share

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Warrants measurement input

Company utilized the following assumptions to estimate the fair value of the March 2019 Warrants:

Company utilized the following assumptions to estimate the fair value of the March 2019 Redeemable Warrants:

September 30,

Underlying price per share

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significant assumptions using the Monte Carlo Simulation approach for valuation of the Warrants are:

(i) Risk-Free

Interest Rate .

The risk-free interest rates for the Warrants are based on U.S.

constant maturities for periods commensurate with the remaining expected holding periods

of the warrants.

(ii) Expected

Treasury constant maturities for periods commensurate

with the remaining expected holding periods of the warrants.

Holding Period .

The expected holding period represents the period of time that the Warrants

are expected to be outstanding until they are exercised.

The Company utilizes the remaining

contractual term of the Warrants at each valuation date as the expected holding period.

(iii) Expected

Expected stock volatility is based on daily observations of the Company’s

historical stock values for a period commensurate with the remaining expected holding period

on the last day of the period for which the computation is made.

(iv) Expected

The expected holding period represents the period of time that the Warrants are expected to be outstanding until

they are exercised.

The Company utilizes the remaining contractual term of the Warrants at each valuation date as the expected holding

Expected stock volatility is based on daily observations of the Company’s historical stock values for a period

commensurate with the remaining expected holding period on the last day of the period for which the computation is made.

Dividend Yield .

The expected dividend yield is based on the Company’s anticipated

dividend payments over the remaining expected holding period.

As the Company has never issued

dividends, the expected dividend yield is 0% and this assumption will be continued in future

calculations unless the Company changes its dividend policy.

The expected dividend yield is based on the Company’s anticipated dividend payments over the remaining

expected holding period.

As the Company has never issued dividends, the expected dividend yield is 0% and this assumption will be

continued in future calculations unless the Company changes its dividend policy.

Probability of a Fundamental Transaction.

Put rights arise if a Fundamental Transaction

1) is an all cash transaction;

(2) results in the Company going private;

or (3) is a transaction

involving a person or entity not traded on a national securities exchange.

The Company believes

such an occurrence is unlikely because:

Company only has one product that is FDA approved but is currently not available for commercial

Company will have to perform additional clinical trials for FDA approval of its flagship

Put rights arise if a Fundamental Transaction 1) is an all cash transaction;

in the Company going private;

or (3) is a transaction involving a person or entity not traded on a national securities exchange.

The Company believes such an occurrence is unlikely because:

Company only has one product that is FDA approved but is currently not available for commercial sales.

Company will have to perform additional clinical trials for FDA approval of its flagship product.

and market conditions continue to include uncertainty, adding risk to any transaction.

nature of a life sciences company is heavily dependent on future funding and high fixed costs,

including Research & Development.

Company has minimal revenues streams which are insufficient to meet the funding needs for

the cost of operations or construction at their manufacturing facility;

Company’s Rights Agreement and Executive Agreements make it less attractive to a potential

nature of a life sciences company is heavily dependent on future funding and high fixed costs, including Research & Development.

Company has minimal revenues streams which are insufficient to meet the funding needs for the cost of operations or construction

at their manufacturing facility;

Company’s Rights Agreement and Executive Agreements make it less attractive to a potential buyer.

the above factors utilized in analysis of the likelihood of the Put’s potential Liability, the Company estimated the range of probabilities

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Monte Carlo Simulation has incorporated a 5.0 % probability of a Fundamental Transaction to date for the life of the securities.

(vi) Expected

Timing of Announcement of a Fundamental Transaction.

As the Company has no specific expectation

of a Fundamental Transaction, for reasons elucidated above, the Company utilized a discrete

uniform probability distribution over the Expected Holding Period to model in the potential

announcement of a Fundamental Transaction occurring during the Expected Holding Period.

(vii) Expected

As the Company has no specific expectation of a Fundamental Transaction,

for reasons elucidated above, the Company utilized a discrete uniform probability distribution over the Expected Holding Period to

model in the potential announcement of a Fundamental Transaction occurring during the Expected Holding Period.

100 Day Volatility at Announcement of a Fundamental Transaction .

An estimate of future

volatility is necessary as there is no mechanism for directly measuring future stock price

Daily observations of the Company’s historical stock values for the 100

days immediately prior to the Warrants’ grant dates, with a floor of 100 %, were utilized

as a proxy for future volatility estimates.

(viii) Expected

An estimate of future volatility is necessary as there is no

mechanism for directly measuring future stock price movements.

Daily observations of the Company’s historical stock values

for the 100 days immediately prior to the Redeemable Warrants’ grant dates, with a floor of 100 %, were utilized as a proxy

for future volatility estimates.

Risk-Free Interest Rate at Announcement of a Fundamental Transaction .

The Company utilized

a risk-free interest rate corresponding to the forward U.S.

Treasury rate for the period

equal to the time between the date forecast for the public announcement of a Fundamental

Transaction and the Warrant expiration date for each simulation.

(ix) Expected

The Company utilized a risk-free interest rate corresponding

to the forward U.S.

Treasury rate for the period equal to the time between the date forecast for the public announcement of a Fundamental

Transaction and the Redeemable Warrant expiration date for each simulation.

Time Between Announcement and Consummation of a Fundamental Transaction.

time between the announcement and the consummation of a Fundamental Transaction is based

on the Company’s experience with the due diligence process performed by acquirers and

is estimated to be six months.

The Monte Carlo Simulation approach incorporates this additional

period to reflect the delay Warrant Holders would experience in receiving the proceeds of

The expected time between the announcement and the consummation

of a Fundamental Transaction is based on the Company’s experience with the due diligence process performed by acquirers and

is estimated to be nine months.

The Monte Carlo Simulation approach incorporates this additional period to reflect the delay Warrant

Holders would experience in receiving the proceeds of the Put.

the assumptions remain consistent from period to period (e.g., utilizing historical stock prices), the actual historical prices input

for the relevant period input change.

As of June 30, 2023 and December 31, 2022 there was no carrying amount and estimated fair value

of the above Warrants.

Company accounts for certain assets and liabilities at fair value.

The hierarchy below lists three levels of fair value based on the

extent to which inputs used in measuring fair value are observable in the market.

AIM categorizes each of its fair value measurements

in one of these three levels based on the lowest level input that is significant to the fair value measurement in its entirety.

1 – Quoted prices are available in active markets for identical assets or liabilities

at the reporting date.

Generally, this includes debt and equity securities that are traded

in an active market.

2 – Observable inputs other than Level 1 prices such as quote prices for similar assets

or liabilities;

quoted prices in markets that are not active;

or other inputs that are observable

or can be corroborated by observable market data for substantially the full term of the assets

or liabilities.

Generally, this includes debt and equity securities that are not traded in

an active market.

3 – Unobservable inputs that are supported by little or no market activity and that

are significant to the fair value of the assets or liabilities.

Level 3 assets and liabilities

include financial instruments whose value is determined using pricing models, discounted

cash flow methodologies, or other valuation techniques, as well as instruments for which

the determination of fair value requires significant management judgment or estimation.

of June 30, 2023, the Company has classified the warrants with cash settlement features as

Management evaluates a variety of inputs and then estimates fair value based on

those inputs.

As discussed above, the Company utilized the Monte Carlo Simulation Model in

valuing the warrants.

table below presents the balances of assets and liabilities measured at fair value on a recurring basis by level within the hierarchy

as (in thousands):

of Assets and Liabilities Measured at Fair Value on a Recurring Basis

As of June 30, 2023

Marketable securities

Redeemable warrants

As of December 31, 2022

Marketable securities

Redeemable warrant

As of September 30, 2023 and December 31, 2022 there was no carrying amount and estimated fair

value of the above Redeemable Warrants.

Company leases office and storage space, and other equipment under non-cancellable operating leases with initial terms typically ranging

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On October 5, 2022, the Company renewed the lease for an additional one-year term at

a monthly cost of $ 2,850 commencing on May 1, 2023 .

a monthly cost of $ 2,850 that commenced on May 1, 2023 .

On October 6, 2023, the Company renewed the lease for an additional one-year

term at a monthly cost of $ 3,000 that commences on May 1, 2024 , extending the lease through April 30, 2025.

February 17, 2022, the Company entered into a Lease Agreement for a term of two years commencing on March 1, 2022 , pursuant to which

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The Company’s leases have remaining lease terms between 9 and 50 months.

As of September

30, 2023, and December 31, 2022, the weighted-average remaining term was 43 and 42 months, respectively.

Company’s weighted average incremental borrowing rate for its leases was 10 % as of June 30, 2023, and December 31, 2022, respectively.

minimum lease payments as of June 30, 2023, are as follows:

Company’s weighted average incremental borrowing rate for its leases was 10 % as of September 30, 2023, and December 31, 2022, respectively.

minimum lease payments as of September 30, 2023, are as follows (in thousands):

of Operating Lease Future Payments

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Less imputed interest

of June 30, 2023, the net balance of the right of use assets was $ 781,000 and the corresponding lease liability balance was $ 803,000 .

At December 31, 2022, the balance of the right of use assets was $ 829,000 and the corresponding lease liability balance was $ 837,000 .

Total rent expense was $ 141,000 for the six months ended June 30, 2023, and $ 27,000 for the six months ended June 30, 2022.

of September 30, 2023, and December 31, 2022, the balance of the right of use assets was $ 727,000 and $ 829,000 , respectively, and the

corresponding lease liability balance was $ 750,000 and $ 837,000 , respectively.

Total rent expense for the nine months ended September

30, 2023, and September 30, 2022, was $ 230,000 and 75,000 , respectively.

Total rent expense for short term leases for the nine months

ended September 30, 2023, and September 30, 2022, was $ 198,000 , and $ 8,000 , respectively, included as general and administrative expense.

Research, Consulting and Supply Agreements

following represent companies with which AIM has active contracts that it paid toward during the six months ended June 30, 2023.

following represent companies with which AIM has active contracts that it paid toward during the nine months ended September 30, 2023.

Clinical Research LLC

has multiple contracts with Amarex Clinical Research LLC (“Amarex”).

During the six months ended June 30, 2023, the Company

paid $ 538,000 related to these ongoing agreements:

Cancer - In April 2022, AIM executed a work order with Amarex pursuant to which Amarex is

managing a Phase 2 clinical trial in locally advanced pancreatic cancer patients designated

Per the work order, AIM anticipates that Amarex’s management of the study

will cost approximately $ 8.2 million.

This estimate includes pass-through costs of approximately

$ 1.0 million and excludes certain third-party and investigator costs and escalations necessary

for study completion.

AIM anticipates that the study will take approximately 4.6 years to

the six months ended June 30, 2023, the Company paid approximately $ 233,400 related to this

Conditions - On June 13, 2022, AIM executed a work order with Amarex, pursuant to which Amarex

is managing a Phase 2 trial in patients with Post-COVID Conditions.

It is planned that the

study will be conducted at up to 10 sites in the United States.

During the nine months ended September 30, 2023, the

Company paid $ 1,266,800 related to these ongoing agreements:

Cancer - In April 2022, AIM executed a work order with Amarex pursuant to which Amarex is managing a Phase 2 clinical trial in locally

advanced pancreatic cancer patients designated AMP-270.

Per the work order, AIM anticipates that Amarex’s management of the

study will cost approximately $ 8.4 million.

This estimate includes pass-through costs of approximately $ 1.0 million and excludes

certain third-party and investigator costs and escalations necessary for study completion.

AIM anticipates that the study will take

approximately 4.6 years to complete.

the nine months ended September 30, 2023, the Company paid approximately $ 350,600 related to this agreement.

Conditions - On September 13, 2022, AIM executed a work order with Amarex, pursuant to which Amarex is managing a Phase 2 trial in

patients with Post-COVID Conditions.

AIM is sponsoring the study.

AIM anticipates that the study will cost approximately $ 6.4 million, which includes pass

through costs of approximately $ 125,470 , investigator costs estimated at about $ 4.4 million,

and excludes certain other third-party costs and escalations.

the six months ended June 30, 2023, the Company paid approximately $ 304,600 related to this

AIM anticipates that the study will cost approximately $ 6.4 million,

which includes pass through costs of approximately $ 125,470 , investigator costs estimated at about $ 4.4 million, and excludes certain

other third-party costs and escalations.

the nine months ended September 30, 2023, the Company paid approximately $ 916,200 related to this agreement.

Services Limited

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or the terms of the agreement are met.

the six months ended June 30, 2023, the Company paid approximately $ 18,000 related to this

the nine months ended September 30, 2023, the Company paid approximately $ 31,100 related to this agreement.

HollisterStier

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for a total of $ 1,432,257 to manufacture additional lots of Ampligen at Jubilant.

were no payments related to this agreement during the six months ended June 30, 2023.

Subsequent to June 30, 2023, the Company paid $ 1,432,257

related to this agreement.

the nine months ended September 30, 2023, the Company paid approximately $ 1,432,300 related to this agreement.

Pharmaceutics

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(“Pii”) as a “Fill & Finish” provider to enhance

the AIM’s capacity to produce the drug Ampligen.

AIM’s capacity to produce the drug Ampligen.

This addition amplifies AIM’s manufacturing capability by providing redundancy

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year ended December 31, 2022, the Company had incurred an expense and paid Pii approximately $ 278,000 .

the six months ended June 30, 2023, the Company paid approximately $ 55,400 related to this

the nine months ended September 30, 2023, the Company paid approximately $ 55,400 related to this agreement.

April 2021, AIM approved a proposal from Polysciences Inc.

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For the year ended December 31, 2021, the Company incurred an expense and paid Polysciences approximately $ 250,000 .

the six months ended June 30, 2023, there were no payments related to this agreement.

the nine months ended September 30, 2023, there were no payments related to this agreement.

also utilizes Yamasa Corporation (“Yamasa”) for the production of raw materials required to create polymer precursors to

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These raw materials will be used in the manufacture of polymer precursors at Sterling.

the six months ended June 30, 2023, there were no payments related to this agreement.

the nine months ended September 30, 2023, there were no payments related to this agreement.

Pharma Solutions

December 5, 2022, the Company entered into a Master Service Agreement and a Quality Agreement with Sterling Pharma Solutions (“Sterling”)

for the manufacture of the Company’s Poly I and Poly C12U polynucleotides and transfer of associated test methods at Sterling’

for the manufacture of the Company’s Poly I and Poly C12U polynucleotides and transfer of associated test methods at Sterling’s

Dudley, UK location to produce the polymer precursors to manufacture the drug Ampligen.

the six months ended June 30, 2023, the Company paid approximately $ 357,000 related to this

the nine months ended September 30, 2023, the Company paid approximately $ 357,000 related to this agreement.

Subsequent Events

As disclosed in a Schedule 13D/A filed with the SEC on August 7, 2023, a stockholder submitted a notice of intent to nominate individuals

for election as directors at the Company’s 2023 Annual Meeting of Stockholders.

the Company’s lawsuit against BioLife Plasma Services, LP, the trial court issued a ruling in March 2023 on cross Motions for Summary

Judgment in which it denied all of the Company’s motions and granted defendant’s Motion to exclude evidence of future loss

of profit damages.

The ruling specified that AIM had properly pled and the Court was specifically allowing AIM’s damages theory

to proceed on reliance damages.

The Company sought reconsideration of the ruling based on its internal inconsistency with the contemporaneously

issued Order which allowed only the counterclaims to proceed.

In July, the Company sought appellate review of the inconsistent lower

Court pretrial rulings.

On September 8, 2023, the Court issued an Order in response to the Motion for Reconsideration.

The Court granted

the Motion, vacated its prior Order on summary judgment, and issued a new Order and Opinion.

The new Order and Opinion again denied the

motion for summary judgment in total, and granted the motion for summary judgment of defendants.

The effect of the Order was to once

again allow only the defendant’s counterclaim to proceed.

On October 6, 2023, the Company sought a certification of the Court to

allow immediate appeal.

The Court has not ruled on the Motion.

August 8, 2023, the Company filed a motion to reconsider its lawsuit against Robert Chioini, Todd Deutsch, Jonathan Jorgl, Ted D.

Kellner, Walter Lautz, Michael Rice and Franz Tudor in the Federal District Court for the Middle District of Florida (the

“Federal Securities Action”).

The court had dismissed the Federal Securities Action on July 10, 2023 on mootness grounds

because the 2022 Annual Meeting, including the election of directors, had already occurred.

The Company filed a motion for the

district court to reconsider the dismissal of the Federal Securities Action.

The district court denied its motion to reconsider on

September 27, 2023.

Separately, Mr.

Lautz moved for reconsideration of the district court’s order pursuant to the Private

Securities Litigation Reform Act of 1995 on August 7, 2023, and Mr.

Jorgl moved for attorneys’ fees under Rule 11 on September

On October 10, 2023, the district court granted-in-part Mr.

Lautz’s motion, postponed ruling on Mr.

motion and scheduled a hearing on November 2, 2023.

However, after the Company filed a notice of appeal on October 27, 2023, the

district court canceled the November 2, 2023 hearing and ordered the parties to meet and confer on preparing a joint statement

addressing whether (1) the district court retained subject matter jurisdiction over Messrs.

Lautz and Jorgl’s motions and (2)

judicial economy counsels in favor of postponing a ruling on Messrs.

Lautz and Jorgl’s motions pending our appeal.

August 25, 2023, Ted D.

Kellner filed suit against the Company and the members of its Board in the Delaware Court of Chancery (the “2023

Delaware Litigation”).

The complaint challenged (1) the Company’s adoption of amendments to the advance notice provision

of its bylaws;

and (2) the decision of the Board to reject Kellner’s notice of intent to nominate himself and two other candidates

for election to the Board at the Company’s 2023 annual meeting of stockholders on the basis that the nomination notice failed to

comply with the Company’s amended bylaws.

The complaint seeks, among other things, a declaration that (1) the amendments to the

Company’s bylaws were unlawful;

and/or (2) the Board’s application of the amended bylaws to reject Kellner’s nomination

notice was unlawful or inequitable.

On September 11, 2023, the Company and the members of the Board filed an answer responding to Kellner’s

complaint and filed a counterclaim.

The counterclaim seeks a declaration that (1) the Company’s bylaw amendments are lawful and

and (2) Kellner’s nomination notice did not comply with the Company’s bylaws.

Upon completion of expedited discovery and briefing, the Delaware Court

of Chancery held trial from October 30, 2023 to November 1, 2023.

Post-trial briefs from both parties are due on November 16, 2023, and

post-trial argument is scheduled for November 21, 2023.

An opinion is expected before the Company’s 2023 annual meeting of stockholders,

scheduled to convene on December 1, 2023.

Although Kellner is not presently seeking monetary relief of legal fees from the Company in

the 2023 Delaware Litigation, if elected, his slate of purported director nominees intends to seek to reimburse Kellner and related parties’

legal fees and expenses incurred during their 2022 and 2023 proxy contests.

On July 20, 2023, the Company and the Board, as the defendants, filed a

motion to shift all litigation fees they incurred in connection with the Jorgl v.

AIM Immunotech, Inc.

action to Jorgl on the basis

that he brought the litigation in bad faith (the “AIM Fee Motion”).

Also on July 20, 2023, Jorgl filed a motion to shift certain

legal fees to the defendants that he incurred in connection with contesting a subpoena defendants served on the legal counsel that advised

Jorgl in his nomination efforts, Baker & Hostetler LLP (the “Jorgl Fee Motion”).

The Delaware Court of Chancery recently

ruled on certain discovery motions pertaining to the AIM Fee Motion, and the parties will be negotiating a briefing schedule to complete

briefing on the AIM Fee Motion and the Jorgl Fee Motion.

October 16, 2023, AIM entered into an agreement with Azenova, LLC (“Azenova”),

a professional business development (BD) consulting firm, to assist AIM with its BD efforts

with the goal of entering into a partnership, out-license or other transaction whereby a

biopharmaceutical company takes on the further development and commercialization of Ampligen

with the goal of maximizing value to AIM.

On October 26,

2023, by unanimous consent, the Board approved the latest Employee Stock Purchase Plan pursuant to which all directors,

officers, and employees could purchase from the Company up to an aggregate of $ 500,000

worth of shares at the market price.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements