What changed in this filing

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Item 1. Financial Statements

2025-08-14 compared with 2025-05-15 · 433 added, 332 removed, 609 unchanged (56% of the section changed)

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thousands, except for share and per share amounts)

March 31, 2025 and Audited December 31, 2024)

June 30, 2025 and Audited December 31, 2024)

June 30, 2025

December 31, 2024

Current assets:

Cash and cash

Cash and cash equivalents

Marketable investments

Other Receivables

expenses and other current assets

current assets

Prepaid expenses and other current assets

Total current assets

Property and equipment, net

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Patent and trademark rights, net

LIABILITIES AND STOCKHOLDERS’

LIABILITIES AND STOCKHOLDERS’ DEFICIT

Current liabilities:

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Accrued expenses

Current portion of operating

lease liability

portion of note payable, net

current liabilities

Current portion of operating lease liability

Current portion of note payable, net

Total current liabilities

Long-term liabilities:

lease liability

Operating lease liability

Total liabilities

Commitments and contingencies (Notes 13 and 14)

Stockholders’ deficit:

Series A Junior Participating Preferred Stock,

$ 0.001 par value, 4,000,000 and 250,000 shares authorized as of March 31, 2025, and December 31, 2024, respectively;

issued and outstanding

Series B Convertible Preferred Stock, stated

value $ 1,000 per share, 10,000 shares authorized;

as of March 31, 2025, and December 31, 2024, respectively;

issued and outstanding

Series A Junior Participating Preferred Stock, $ 0.001 par value, 4,000,000 and 250,000 shares authorized

as of June 30, 2025, and December 31, 2024, respectively;

issued and outstanding – none

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

June 30, 2025, and December 31, 2024, respectively;

issued and outstanding – none

Preferred Stock, value

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

and outstanding shares 72,290,030 and 65,526,320 as of March 31, 2025 and December 31, 2024, respectively

issued and outstanding shares 764,188 and 655,263 as of June

30, 2025 and December 31, 2024, respectively

Additional paid-in capital

Accumulated deficit

stockholders’ deficit

liabilities and stockholders’ deficit

Total stockholders’ deficit

Total liabilities and stockholders’ deficit

accompanying notes to consolidated financial statements.

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thousands, except share and per share data)

months ended March 31,

treatment programs – US

Three months ended June 30,

Six months ended June 30,

Clinical treatment programs - US

Total Revenues

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Research and development

and administrative

General and administrative

Total Costs and Expenses

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Interest and other income

Interest Expense and Other

Finance Costs

Basic and diluted loss

Weighted average shares outstanding basic

Interest expense and other finance costs

(Loss) on warrant issuance

Basic and diluted loss per share

Weighted average shares outstanding basic and diluted

accompanying notes to consolidated financial statements.

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AND SUBSIDIARIES

Statements of Changes in Stockholders’ Equity (Deficit)

Statements of Changes in Stockholders’ Equity

the Six Months Ended June 30, 2025 and 2024

thousands except share data)

Stockholders’

Preferred Shares

Stockholders’ Equity

Balance December 31, 2024

$ ( 426,828 )

Shares issued for:

Common stock issuance, net of costs

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$ ( 430,533 )

Stockholders’

Balance December 31, 2023

Common stock issuance, net of costs

Adjustment for fractional shares

Net comprehensive loss

Balance June 30, 2025

$ ( 433,327 )

Preferred Shares

Stockholders’ Equity

Balance December 31, 2023

$ ( 409,508 )

Shares issued for:

Common stock issuance, net of costs

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Equity-based compensation

Committed Shares

Net comprehensive loss

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$ ( 415,325 )

Common stock issuance, net of costs

Issuance of Warrants

Equity-based compensation

Series B preferred shares expired

Net Comprehensive loss

Balance June 30, 2024

$ ( 417,161 )

accompanying notes to consolidated financial statements.

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Statements of Cash Flows

the Three Months Ended March 31, 2025 and 2024

the Six Months Ended June 30, 2025 and 2024

Cash flows from operating activities:

Adjustments to reconcile net loss to net cash

used in operating activities:

Depreciation of property

and equipment

Abandonment and expiration

of patents and trademark rights

Amortization of patent,

trademark rights

Amortization of Debt Discount

and Other Expenses

Adjustments to reconcile net loss to net cash used in operating activities:

Depreciation of property and equipment

Abandonment and expiration of patents and trademark rights

Amortization of patent, trademark rights

Non-cash lease expense

Equity-based compensation

Loss (gain) on sale of

marketable investments

Loss (gain) on sale of marketable investments

Loss on issuance of warrants

Amortization of financial obligation

Change in assets and liabilities:

Funds receivable from New

Jersey net operating loss

Other receivables

Prepaid expenses and other

current assets and other non-current assets

Funds receivable from New Jersey net operating loss

Prepaid expenses and other current assets and other non-current assets

Lease liability

Accounts payable

Net cash used in operating

Accrued expenses

Net cash used in operating activities

Cash flows from investing activities:

Proceeds from sale of marketable

Purchase of marketable

abandonment of patent and trademark rights

Net cash provided by (used

in) investing activities

Proceeds from sale of marketable investments

Purchase of marketable investments

(Purchase) abandonment of patent and trademark rights

Net cash provided by investing activities

Cash flows from financing activities:

Proceeds from sale of stock,

net of issuance costs

from note payable, net of issuance costs

Net cash provided by financing

Proceeds from sale of stock, net of issuance costs

Proceeds from note payable, net of issuance costs

Proceeds from issuance of equity warrants

Net cash provided by financing activities

Net decrease in cash and cash equivalents

Cash and cash equivalents

at beginning of period

Cash and cash equivalents

at end of period

Cash and cash equivalents at beginning of period

Cash and cash equivalents at end of period

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

Unrealized gain (loss) on marketable investments

Unrealized gain on marketable investments

Repayment of debt obligation with shares

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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

New Drug Application (“NDA”).

However, AIM’s antiviral experimentation is designed to accumulate additional preliminary

data supporting our 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.

has engaged Amarex Clinical Research (“Amarex”), its Clinical Research Organization, with the application and eventual management

of a follow-up Investigational New Drug (“IND”) application for the study of a potential avian influenza combination therapy

of Ampligen and AstraZeneca’s FluMist, a nasal spray vaccine that helps prevent seasonal influenza.

It is seeking collaborative

grants from government and industry to defray the cost of the study.

In addition, AIM recently announced that the Erasmus Medical Center

Safety Committee granted approval to proceed with a Phase 2 Study of Ampligen and Imfinzi as a potential combination therapy for late-stage

pancreatic cancer.

cancer, having priority over other 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 New Drug Application (“NDA”).

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

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ended December 31, 2024, filed on March 27, 2025.

a Special Meeting of Stockholders held on April 30, 2025, the Company’s stockholders approved a series of alternate amendments

to the Company’s Certificate of Incorporation to effect a reverse stock split of the Company’s outstanding common stock at

a ratio in the range of up to 1-for-100 , with such ratio to be determined by the Company’s Board of Directors.

Stockholders will

be given cash in lieu of any fractional shares on a post-split basis.

Following the Reverse Stock Split, the new CUSIP number of the

common stock will be 00901B303, with the par value per share of common stock remaining at $ 0.001 .

The Company’s Board

of Directors approved the implementation of the reverse stock split at a ratio 1-for-100 which took effect on June 12, 2025.

and per share amounts for prior periods have been revised to give retroactive effect to this reverse stock split.

preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires

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within one year after the date that the financial statements are issued.

The Company’s principal source of

liquidity is its cash and cash equivalents, marketable securities, and proceeds from financing activities to provide the necessary

funding to meet its obligations as they become due.

The Company has suffered losses from operations and net cash used on operating

activities for the year ended December 31, 2024 and for the period ended March 31, 2025, and has a working capital deficit as of

December 31, 2024 and as of March 31, 2025.

Additionally, its stockholders’ equity was below the minimum requirements for

continued listing on the New York Stock Exchange American (“NYSE American”).

These conditions raise substantial doubt

regarding the Company’s ability to continue as a going concern for a period of at least one year from the date of issuance of these unaudited

condensed consolidated financial statements.

Management evaluated the conditions, and the significance of these conditions related

to the Company’s ability to meet its obligations.

If the Company is unable to implement sufficient mitigation efforts, it may need to limit its

business activities or be unable to continue as a going concern, which would have a material adverse effect on its results of

operations and financial condition.

Company’s principal source of liquidity is its cash and cash equivalents, marketable securities, and proceeds from financing

activities to provide the necessary funding to meet its obligations as they become due.

The Company has incurred losses from

operations and net cash used on operating activities for the year ended December 31, 2024 and for the six months ended June 30,

2025, and has a working capital deficit as of December 31, 2024 and as of June 30, 2025.

Additionally, its stockholders’

equity was below the minimum requirements for continued listing on the New York Stock Exchange American (“NYSE

These factors raise substantial doubt regarding the Company’s ability to continue as a going concern for a

period of at least one year from the date of issuance of these unaudited condensed consolidated financial statements.

evaluated the conditions and the significance in relation to the Company’s ability to meet its obligations and noted that all outstanding debt is current as of June 30, 2025.

If the Company is

unable to implement sufficient mitigation efforts, it may need to limit its business activities or be unable to continue as a going

concern, which would have a material adverse effect on its results of operations and financial condition.

December 11, 2024, the Company received an official notice of noncompliance with the NYSE American’s continued listing requirements.

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the Company is not able to regain compliance by June 11, 2026, its common stock may be delisted from the NYSE American.

As of March 31,

As of June 30,

2025, its stockholders’ deficit was ($ 6.5 ) million.

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unable to regain compliance with the NYSE American’s listing standards and its securities could be subject to delisting.

in the event that the price of the common stock drops to $ 0.10 per share, trading in the common stock will automatically be suspended and the common

stock would be subject to delisting.

price dropped below $ 0.10 and on April 4, 2025, the Company received a delisting letter from the NYSE American and trading in its common

stock on the NYSE American was suspended.

AIM sought a review of the delisting and were granted a hearing to be held on June 5, 2025.

Since the suspension of its common stock, AIM trades on the Pink Open Market under the symbol “AIMI”.

in the event that the price of the common stock drops to $ 0.10 per share, trading in the common stock will automatically be suspended

and the common stock would be subject to delisting.

The price dropped below $ 0.10 and on April 4, 2025, the Company received a delisting

letter from the NYSE American and trading in its common stock on the NYSE American was suspended.

AIM sought a review of the delisting

and were granted a hearing to be held on June 5, 2025.

Since the suspension of its common stock, AIM trades on the Pink Open Market under

the symbol “AIMI”.

April 30, 2025, the Company held a special meeting of stockholders to approve a series of alternate amendments to its Certificate of

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approved the measure.

Before the reverse split can be effected it must be authorized by the Financial Industry Regulatory Authority.

That process currently is underway.

Cash and Cash Equivalents

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maturity of three months or less to be cash equivalents.

At various times throughout the three months ended March 31, 2025, some accounts

At various times throughout the six months ended June 30, 2025, some accounts

held at financial institutions were in excess of the federally insured limit of $ 250,000 .

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securities consist of mutual funds.

At March 31, 2025 and December 31, 2024, it was determined that none of the marketable securities

At June 30, 2025 and December 31, 2024, it was determined that none of the marketable securities

had an other-than-temporary impairment.

At March 31, 2025 and December 31, 2024, all securities were measured as Level 1 instruments

of the fair value measurements standard (See Note 12:

At March 31, 2025, and December 31, 2024 the Company held $ 1,349,000

and $ 2,276,000 respectively, in mutual funds.

Funds classified as available for sale consisted of $ 1,349,000

at March 31, 2025.

net loss recognized for the three-month period ended March 31, 2025 on equity securities was ($ 69,000 ).

The unrealized gains recognized for the three-month period ended March 31, 2025 on equity securities still held was $ 96,000 .

The net gain recognized for the three-month period ended March 31, 2025 on equity securities was $ 27,000 .

At June 30, 2025 and December 31, 2024, all securities were measured as Level 1 instruments of

the fair value measurements standard (See Note 12:

At June 30, 2025, and December 31, 2024 the Company held $ 359,000 and

$ 2,276,000 respectively, in mutual funds.

Funds classified as available for sale consisted of $ 359,000 at June 30, 2025.

The net loss recognized for the six-month period ended

June 30, 2025 on equity securities was ($ 68,000 ) .

The unrealized gains recognized for the six-month period ended June 30, 2025 on equity

securities still held was $ 85,000 .

The net gain recognized for the six-month period ended June 30, 2025 on equity securities was $ 17,000 .

Funds classified as available for sale consisted of $ 2,276,000 at December 31, 2024.

The net loss recognized for the three-month period

ended March 31, 2024 on equity securities was ($ 20,000 ).

The unrealized losses recognized during the three-month period ended March 31,

The net loss recognized for the six-month period

ended June 30, 2024 on equity securities was ($ 219,000 ) .

The unrealized gains recognized for the six-month period ended June 30, 2024

on equity securities still held was $ 42,000 .

The net loss recognized for the three-month period ended March 31, 2024 on equity

securities was ($ 93,000 ).

The net loss recognized for the six-month period ended June 30, 2024 on equity securities

was ($ 177,000 ) .

Property and Equipment, net

Schedule of Property and Equipment

June 30, 2025

December 31, 2024

(in thousands)

June 30, 2025

December 31, 2024

Furniture, fixtures, and equipment

accumulated depreciation

Property and equipment,

Property and equipment, net

and equipment are recorded at cost.

Depreciation is computed using the straight-line method over the estimated useful lives of the respective

assets, ranging from 3 three to ten years .

Depreciation expense for the three months ending March 31, 2025 and March 31, 2024 was $ 10,000

and $ 9,000 , respectively.

Depreciation is computed using the straight-line method over the estimated useful lives of the

respective assets, ranging from 3 three to ten

Depreciation expense

for the six months ending June 30, 2025 and June 30, 2024 was $ 19,000 and

respectively.

Patents and Trademark Rights, Net

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of Patent and Trademark Rights

Carrying Value

Net amortizable patents

and trademarks rights

June 30, 2025

December 31, 2024

Gross Carrying Value

Accumulated Amortization

Net Carrying Value

Gross Carrying Value

Accumulated Amortization

Net Carrying Value

Net amortizable patents and trademarks rights

Schedule of Changes in Patents, Trademark Rights

December 31, 2024

March 31, 2025

June 30, 2025

and trademarks are stated at cost (primarily legal fees) and are amortized using the straight-line method over an estimated useful life

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Schedule of Accrued Expenses

June 30, 2025

December 31, 2024

(in thousands)

June 30, 2025

December 31, 2024

Professional fees

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Unsecured Promissory Note

February 16, 2024, the Company (“Borrower”) entered into a Note and Note Purchase Agreement with Streeterville Capital

LLC (“Streeterville” or the “Lender”).

February 16, 2024, the Company (“Borrower”) entered into a Note and Note Purchase Agreement with Streeterville Capital LLC

(“Streeterville” or the “Lender”).

Under the terms of the agreements, Streeterville paid the Company $ 2,500,000

in exchange for an unsecured promissory Note with an Original Issue Discount of $ 781,000 .

The Company will pay $ 3,300,000

consisting of the principal amount of the Note, together with the original issue discount and $ 20,000

in exchange for an unsecured promissory Note with an Original

Issue Discount of $ 781,000 .

The Company will pay approximately $ 3,300,000

consisting of the principal amount of the Note, together with

the original issue discount and $ 20,000

of lender transaction fees, no later than February 16, 2026.

The stated interest rate of the note is 10 %.

On May 13, 2025, the Lender and the Borrower entered into a Forbearance

Agreement pursuant to which, for a 1 % fee and expenses, the Lender released the Borrower and its affiliates from all defaults under the

Agreements through the date of the Forbearance Agreement and confirmed that, as a result, no Default Interest is due.

The outstanding

balance of the Note, following the application for the Forbearance Fee, is $ 2,484,000 .

On May 13, 2025, the Lender and the Borrower entered into a Forbearance Agreement pursuant to which, for a 1 %

fee and expenses, the Lender released the Borrower and its affiliates from all defaults under the Agreements through the date of the

Forbearance Agreement and confirmed that, as a result, no Default Interest is due.

June 30, 2025, the Company (“Borrower”) entered into a Note and Note Purchase Agreement with Streeterville Capital LLC (“Streeterville”

or the “Lender”).

Under the terms of the agreements, Streeterville paid the Company $ 250,000

in exchange for an unsecured promissory Note with an Original

Issue Discount of $ 50,000 .

The Company will pay $ 310,000

consisting of the principal amount of the Note, together with

the original issue discount and $ 10,000

of lender transaction fees, no later than October 28, 2025.

Schedule of Long Term Debt

Debt schedule at March 31, 2025 (in thousands)

Debt schedule at June 30, 2025 (in thousands)

Long-term debt

Unamortized Original issue discount

Unamortized Financing

Unamortized Financing fees

Unamortized discount and

debt issuance costs

Less current portion

of long-term debt, net

Less current portion of long-term debt, net

Long-term debt, net

maturities for long-term debt as of March 31, 2025 were as follows:

maturities for long-term debt as of June 30, 2025 were as follows:

Schedule of Maturities of Long-Term Debt

Fiscal years ending December 31:

expense related to long-term debt was $ 124,000 at March 31, 2025.

This included $ 68,000 in original issue discount and $ 3,000 for loan

Interest expense

related to long-term debt was $ 149,000

for the three months ended June 30, 2025.

This included $ 62,000

in original issue discount and $ 2,500 for loan

fee amortization.

Future maturities of long-term debt at March 31, 2025 were $ 2,386,000 for fiscal years ending December 31, 2025.

Interest expense related to long-term debt was $ 273,000

for the six months ended June 30, 2025.

This included $ 134,000

in original issue discount and $ 5,000 for loan

fee amortization.

portion of long-term debt of approximately $ 2,290,000 is net of the current portion of debt discount of approximately $ 415,000 and the

current portion of debt origination costs of approximately $ 9,000 as of March 31, 2025.

current portion of debt origination costs of approximately $ 16,000 as of June 30, 2025.

agreement allows the Lender to redeem up to $250,000 per calendar month beginning in August 2024, upon providing written notice to Borrower.

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increasing the outstanding balance by applying the triggering effect, or making the Note immediately due and payable .

In the three months

ended March 31, 2025, the Company entered into agreements with the Lender to settle a portion of its outstanding loan obligation in the

In the six months

ended June 30, 2025, the Company entered into agreements with the Lender to settle a portion of its outstanding loan obligation in the

amount of $ 450,000 through the issuance of 20,541 shares of common stock, rather than cash payment.

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Stock Awards.

Initially, a maximum of 7,000,000

shares of common stock were reserved for potential issuance

Initially, a maximum of 70,000 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 2,500 shares 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”).

As a result of

the 2018 Plan Evergreen Provisions, a maximum of 12,008,069

shares of common stock is reserved for potential issuance pursuant

to awards under the 2018 Equity Incentive Plan as of January 1, 2025.

Unless sooner terminated, the 2018 Equity Incentive Plan will continue

in effect for a period of 10

years from its effective date.

There were no

options issues to officers during the three months ended March

31, 2025 and the fiscal year ending December 31, 2024.

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”).

As a result of the 2018 Plan Evergreen Provisions, a maximum of 4,632 unissued shares of common stock is reserved for potential issuance

pursuant to awards under the 2018 Equity Incentive Plan as of June 30, 2025.

On July 1, 2025, the number of shares of the Company’s

common stock available for grant and issuance under the 2018 Equity Incentive Plan increased by 15,283 shares.

Unless sooner terminated,

the 2018 Equity Incentive Plan will continue in effect for a period of 10 years from its effective date.

There were no options issues

to officers during the six months ended June 30, 2025 and the fiscal year ending December 31, 2024.

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

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

During the three months ended March 31, 2025 and 2024,

there were no options granted.

options activity during the three months ended March 31, 2025, was as follows:

During the six months ended June 30, 2024 and 2023, there

were no options granted.

options activity during the three months ended June 30, 2025, was as follows:

option activity for employees:

Schedule of Stock Option Activity

Outstanding January 1, 2025

Outstanding March 31, 2025

Vested and expected

to vest March 31, 2025

Exercisable March 31, 2025

Outstanding June 30, 2025

Vested and expected to vest June 30, 2025

Exercisable June 30, 2025

option activity for non-employees:

Schedule of Stock Option Activity

Outstanding January 1, 2025

Outstanding March 31, 2025

Vested and expected

to vest March 31, 2025

Exercisable March 31, 2025

was no unvested stock option activity for employees and non-employees.

compensation expense was approximately $ 60,000 and $ 80,000 for the three months ended March 31, 2025 and 2024, resulting in a decrease

in general and administrative expenses, respectively.

March 31, 2025, there was no unrecognized equity-based compensation cost related to options granted under the Equity Incentive Plan.

At March 31, 2024, there was approximately $ 214,000 of unrecognized equity-based compensation cost related to options granted under the

Equity Incentive Plan.

Outstanding June 30, 2025

Vested and expected to vest June 30, 2025

Exercisable June 30, 2025

compensation expense was approximately $ 0 and $ 80,000 for the three months ended June 30, 2025 and 2024, resulting in a decrease in general

and administrative expenses, respectively.

stock option activity during the six months ended June 30, 2025, was as follows:

option activity for employees:

Intrinsic Value

Outstanding January 1, 2025

Outstanding June 30, 2025

Vested and expected to vest June 30, 2025

Exercisable June 30, 2025

option activity for non-employees:

Intrinsic Value

Outstanding January 1, 2025

Outstanding June 30, 2025

Vested and expected to vest June 30, 2025

Exercisable June 30, 2025

compensation expense was approximately $ 60,000 and $ 160,000 for the six months ended June 30, 2025 and 2024, respectively.

June 30, 2025, and 2024, respectively, there was approximately $ 0 and $ 134,000 of unrecognized equity-based compensation cost related

to options granted under the Equity Incentive Plan.

Stockholders’ Equity (Deficit)

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A Junior Participating Preferred Stock to 4,000,000 from 250,000 shares.

As of March 31, 2025, there were no Series A Junior Participating

As of June 30, 2025, there were no Series A Junior Participating

Preferred Stock outstanding.

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Preferred Stock had expired, and none were converted prior to expiration.

At March 31, 2025 the Company had no shares of Series B Convertible

At June 30, 2025 the Company had no shares of Series B Convertible

Preferred Stock outstanding.

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authorized shares.

As of March 31, 2025 and December 31, 2024, there were 72,290,030 and 65,526,320

shares of common stock issued and outstanding, respectively.

As of June 30, 2025 and December 31, 2024, there were 764,188 and 655,263 shares of common stock issued and outstanding,

respectively.

June 2025, the Company effected a 100-to-1 reverse stock split of the outstanding shares, in order to become compliant with the NYSE

This did not affect the number of authorized shares.

All references to shares of common stock, options, warrants and preferred

stock have been adjusted herein to give effect to this reverse stock split.

Stock Purchase Plan (Not equity compensation)

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the NYSE American accepts the SLAP.

Subsequent to the quarter ended March 31, 2025, an additional 4,133,859

shares were issued under the Employee Stock Purchase Plan to certain officers and directors.

the three months ended March 31, 2025, the Company issued a total of 83,334 shares of its common stock at a price of $ 0.12 for total

proceeds of approximately $ 10,000 as part of the employee stock purchase plan.

the three months ended March 31, 2024, the Company issued a total of 243,009 shares of its common stock at a price ranging from $ 0.33

to $ 0.39 for total proceeds of approximately $ 82,000 as part of the employee stock purchase plan.

the three months ended June 30, 2025, the Company issued a total of 41,339 shares of its common stock at a price of $ 2.54 for total proceeds

of approximately $ 105,000 as part of the employee stock purchase plan.

the six months ended June 30, 2025, the Company issued a total of 42,171 shares of its common stock at a price ranging from $ 2.54 to

$ 12.00 for total proceeds of approximately $ 115,000 as part of the employee stock purchase plan.

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

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Warrants”), and (iii) warrants to purchase up to an aggregate of 88,888 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 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

In conjunction with the Offering, we issued a Representative’s Warrant to purchase up to an aggregate of 2,666 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 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 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 ended 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.

the three months ended March 31, 2025, there were no warrants exercised.

During the three months ended March 31, 2024, 205,000 warrants

were exercised, and 5,830,028 warrants expired unexercised.

As of March 31, 2025 and December 31, 2024, there were no warrants outstanding.

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 ended December 31, 2020, 18,700 of the Pre-funded

Warrants were exercised and 88,739 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 2,666 shares were issued upon exercise of this warrant for gross proceeds of approximately $ 264,000 and a $ 46,000 expense for the

warrant modification.

the six months ended June 30, 2024, 2,050 warrants were exercised, and 58,300 warrants expired unexercised.

As of June 30, 2025

and December 31, 2024, there were no warrants outstanding related to the Rights Offering.

Distribution Agreement

On April 19, 2023,

we entered into an Equity Distribution Agreement (the “EDA”), with Maxim, pursuant to which we may sell from time to time,

shares of our common stock having an aggregate offering price of up to $ 8.5 million through Maxim, as agent.

The amount was subsequently

reduced from $ 8.5 million to $ 3.1 million.

April 19, 2023, the Company entered into an Equity Distribution Agreement (the “EDA”), with Maxim, pursuant to which

they may sell from time to time, shares of our common stock having an aggregate offering price of up to $ 8.5

million through Maxim, as agent.

The amount was subsequently reduced from $ 8.5

million to $ 3.1

Sales under the EDA were registered under the S-3 Shelf Registration Statement.

Under the terms

of the Distribution Agreement, Maxim is entitled to a transaction fee at a fixed rate of 3.0 % of the gross sales price of shares sold

under the EDA.

For the year ended December 31, 2024, we sold 1,395,612 shares under the EDA for total gross proceeds of approximately

$ 649,916 , which includes a 3.0 % fee to Maxim of $ 19,497 .

Subsequent to December 31, 2024, the Company has sold 1,119,106 shares under

the EDA for total gross proceeds of approximately $ 259,800 , which includes a 3.0 % fee to Maxim of approximately $ 7,800 .

April 1, 2025, the Company entered into a new EDA with Maxim pursuant to which it may issue and sell up to an aggregate of $ 3,000,000

shares of the Company’s common stock from time to time through Maxim acting as agent.

Under the terms of the EDA, in no event will

the Company, inter alia, issue or sell through the EDA such number or dollar amount of shares of common stock that would exceed the number

or dollar amount of shares of common stock permitted to be sold under Form S-3 (including General Instruction I.B.6 thereof, if applicable).

Company will pay Maxim in cash, upon each sale of the common stock pursuant to the EDA, a commission in an amount equal to 3.0 % of the

aggregate gross proceeds from each sale of common stock.

Because there is no minimum offering amount required as a condition to this

offering, the actual total public offering amount, commissions and proceeds to the Company, if any, are not determinable at this time.

The Company has agreed, under certain circumstances, to reimburse a portion of Maxim’s expenses, including legal fees up to a maximum

of $ 50,000 , and $ 5,000 on a quarterly basis thereafter.

the Universal Shelf Registration Statement nor the At-The Market Offering with Maxim may occur unless and until certain other events

first occur, including but not limited to, the Registration Statement being declared effective by the SEC and AIM’s common stock

recommences trading on the NYSE American.

Equity Purchase Agreement

On March 28, 2024, the Company

entered into a purchase agreement and a registration rights agreement with Atlas Sciences, LLC (“Atlas”), pursuant to which

Atlas committed to purchase up to $ 15 million of common stock of the Company for a period of 24 months from the date of the purchase agreement.

Under the terms of the Distribution

Agreement, Maxim is entitled to a transaction fee at a fixed rate of 3.0 %

of the gross sales price of shares sold under the EDA.

For the year ended December 31, 2024, the company sold 13,956

shares under the EDA for total gross proceeds of approximately $ 649,916 ,

which includes a 3.0 %

fee to Maxim of $ 19,497 .

For the six months ended June 30, 2025, the Company has sold 11,191

shares under the EDA for total gross proceeds of approximately $ 259,800 ,

which includes a 3.0 %

fee to Maxim of approximately $ 7,800 .

April 1, 2025, the Company entered into a new EDA, a sales agreement, with Maxim pursuant to which it may issue and sell up to an aggregate

of $ 3,000,000 shares of the Company’s common stock from time to time through Maxim acting as agent.

Under the terms of the sales

agreement in no event will the Company, inter alia, issue or sell through the sales agreement such number or dollar amount of shares

of common stock that would exceed the number or dollar amount of shares of common stock permitted to be sold under Form S-3 (including

General Instruction I.B.6 thereof, if applicable).

Company will pay Maxim in cash, upon each sale of the common stock pursuant to the sales agreement, a commission in an amount equal to

3.0 % of the aggregate gross proceeds from each sale of common stock.

Because there is no minimum offering amount required as a condition

to this offering, the actual total public offering amount, commissions and proceeds to the Company, if any, are not determinable at this

The Company has agreed, under certain circumstances, to reimburse a portion of Maxim’s expenses, including legal fees up

to a maximum of $ 50,000 , and $ 5,000 on a quarterly basis thereafter.

shares under the sales agreement will only be offered after a prospectus related to such offering is filed with the SEC.

the shares are offered, they will be offered pursuant to a shelf registration statement on Form S-3 (File No.

333-286319), which was

declared effective on July 3, 2025.

Purchase Agreement

March 28, 2024, the Company entered into a purchase agreement and a registration rights agreement with Atlas Sciences, LLC (“Atlas”),

pursuant to which Atlas committed to purchase up to $ 15 million of common stock of the Company for a period of 24 months from the date

of the purchase agreement.

No assurance can be given as to the actual amount that will be raised pursuant to the purchase agreement.

Under the terms of the purchase

agreement, the Company, at its sole discretion, shall have the right to issue Put shares to the Investor at 95 % of the Market Price of

the shares on the day of trade.

Sales under the purchase agreement are limited to a daily maximum of the lessor of:

$ 500,000 , the Median

Daily Trading volume, and a beneficial ownership limitation of 4.99 % and a maximum of 19.99 % of the outstanding shares at the time of

the purchase agreement.

In April 2024, the Company filed a registration statement with the SEC on Form S-1 registering a total of 9,975,000

shares for resale pursuant to the Atlas Agreements, consisting of 9,636,400 shares that can be sold by the Company to Atlas and 338,600

shares that were issued to Atlas as Commitment Shares.

the terms of the purchase agreement, the Company, at its sole discretion, shall have the right to issue Put shares to the Investor at

95 % of the Market Price of the shares on the day of trade.

Sales under the purchase agreement are limited to a daily maximum of the lessor

$ 500,000 , the Median Daily Trading volume, and a beneficial ownership limitation of 4.99 % and a maximum of 19.99 % of the outstanding

shares at the time of the purchase agreement.

In April 2024, the Company filed a registration statement with the SEC on Form S-1 registering

a total of 99,750 shares for resale pursuant to the Atlas Agreements, consisting of 96,364 shares that can be sold by the Company to

Atlas and 3,386 shares that were issued to Atlas as Commitment Shares.

The registration statement was declared effective on May 1, 2024.

In the fiscal year ended December

31, 2024, a total of 759,685 shares have been issued pursuant to the purchase agreement for a total of approximately $ 128,000 after clearing

In the three months ended March 31, 2025, a total of 3,082,961 shares have been issued pursuant to the purchase agreement for a total of approximately

$ 398,000 after clearing costs.

There were no shares issued subsequent to March 31, 2025.

In the fiscal year ended December 31, 2024, a total of 7,596 shares have been issued pursuant to the purchase agreement for a total of

approximately $ 128,000 after clearing costs.

In the six months ended June 30, 2025, a total of 30,829 shares have been issued pursuant

to the purchase agreement for a total of approximately $ 398,000 after clearing costs.

There were no shares issued subsequent to June

Purchase Agreements

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333-262280), which was declared effective

on February 4, 2022 (as amended from time to time, the “Registration Statement”).

on February 4, 2022.

to the terms of the Purchase Agreement, subject to certain exceptions, the Company could not issue any equity securities for 60 days

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$ 2.5 million.

For the three months ended March 31,2025, no Common Warrants were exercised, and all remain outstanding on March 31, 2025

related to this agreement.

For the six months ended June 30,2025, no Common Warrants were exercised, and all remain outstanding on June 30, 2025 related

to this agreement.

September 30, 2024, the Company entered into a Purchase Agreement with the Selling Stockholder as Purchaser, pursuant to which we issued

to the Selling Stockholder, (i) in a registered direct offering, 4,653,036 shares of our common stock (“Shares”) and (ii)

in the concurrent Private Placement, Class C and Class D Warrants, each to purchase an aggregate of up to 4,653,036 Shares (the “Common

to the Selling Stockholder, (i) in a registered direct offering, 46,530 shares of our common stock (“Shares”) and (ii) in

the concurrent Private Placement, Class C and Class D Warrants, each to purchase an aggregate of up to 46,530 Shares (the “Common

Warrant Shares”) each with an exercise price of $ 28.00 .

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$ 2.5 million.

For the three months ended March 31,2025, no Common Warrants were exercised, and all remain outstanding on March 31, 2025

related to this agreement.

For the six months ended June 30,2025, no Common Warrants were exercised, and all remain outstanding on June 30, 2025 related

to this agreement.

Net Loss Per Share

and diluted net loss per share is computed using the weighted average number of shares of common stock outstanding during the period.

Equivalent common shares, consisting of 23,880,581 and 20,587,988 of stock options and warrants, are excluded from the calculation of

diluted net loss per share for the periods ended March 31, 2025 and December 31, 2024, respectively, since their effect is antidilutive

due to the net loss of the Company.

Basic and diluted net loss per share is computed using the weighted average number of shares of common stock outstanding

during the period.

Equivalent common shares, consisting of stock options and warrants which amounted to a post-split elimination

of 13 options and warrants for the three months ended June 30, 2025 and stock options and warrants which amounted to 112,030 for the three

months ended June 30, 2024;

and 238,792 and 145,897 shares for the six months ended June 30, 2025 and 2024, respectively, are excluded from the calculation of diluted

net loss per share since their effect is anti-dilutive.

Recent Accounting Pronouncements

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No Fundamental Transaction occurred.

In March 2024, 205,000 of these warrants converted on a cashless basis and 5,830,028

In March 2024, 205,000 of these warrants converted on a cashless basis and the remaining

5,830,028 expired.

Company estimated the fair value of the June 2024 Warrants and October 2024 Warrants using the Black-Scholes Model, which uses multiple

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Schedule of Assumptions to Estimate Fair Value of Warrants

June 30, 2024

Underlying price per share

6 unchanged sentences

Company utilized the following assumptions to estimate the fair value of the Class B Warrants:

June 30, 2024

Underlying price per share

6 unchanged sentences

Company utilized the following assumptions to estimate the fair value of the Class C Warrants:

October 1, 2024

Underlying price per share

6 unchanged sentences

Company utilized the following assumptions to estimate the fair value of the Class D Warrants:

October 1, 2024

Underlying price per share

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Expected dividend yield

Warrant measurement input

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

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Schedule of Range of Probabilities

Range of Probability

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

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

As of June 30, 2025

Cash equivalents

Marketable securities

As of December 31, 2024

Cash equivalents

Marketable securities

3 unchanged sentences

AIM has classified all of its leases as operating

March 31, 2025 and December 31, 2024, the balance of the right of use assets was $ 554,000 and $ 618,000 , respectively, and the corresponding

June 30, 2025 and December 31, 2024, the balance of the right of use assets was $ 496,000 and $ 618,000 , respectively, and the corresponding

operating lease liability balance was $ 515,000 and $ 634,000 , respectively.

Right of use assets are recorded net of accumulated amortization

of $ 490,000 and $ 428,000 as of March 31, 2025 and December 31, 2024, respectively.

of $ 507,000 and $ 428,000 as of June 30, 2025 and December 31, 2024, respectively.

recognized rent expense associated with these leases are follows:

Schedule of AIM Recognized Rent Expense Associated with Operating Lease

Operating lease

and variable lease costs

June 30, 2025

June 30, 2024

(in thousands)

June 30, 2025

June 30, 2024

Operating lease costs

Short-term and variable lease costs

Total lease costs

4 unchanged sentences

Company’s leases have remaining lease terms between 6 and 29 months.

As of March 31, 2025, the weighted-average remaining term

was 28 months.

As of June 30, 2025, the weighted-average remaining term was

At December 31, 2024, the weighted-average remaining term was 41 months.

The Company’s weighted average incremental

borrowing rate for its leases was 10 % at March 31, 2025 and December 31, 2024.

minimum payments as of March 31, 2025, are as follows:

borrowing rate for its leases was 10 % at June 30, 2025 and December 31, 2024.

minimum payments as of June 30, 2025, are as follows:

Schedule of Operating Lease Future Payments

Year Ending December 31,

(in thousands)

Year Ending December 31, (in thousands)

Less imputed interest

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The Company expenses these research and development costs when incurred.

the three months ended March 31, 2025, research and development expenses were comprised of:

the three months ended June 30, 2025, research and development expenses were comprised of:

clinical studies ($ 733,000 ), manufacturing

and engineering ($ 144,000 ), quality control ($ 232,000 ) and regulatory ($ 64,000 ).

the three months ended June 30, 2024, research and development expenses were comprised of:

clinical studies ($ 350,000 ), manufacturing

and engineering ($ 330,000 ), quality control ($ 284,000 ) and regulatory ($ 180,000 ).

the six months ended June 30, 2025, research and development expenses were comprised of:

clinical studies ($ 1,327,000 ), manufacturing

and engineering ($ 324,000 ), quality control ($ 462,000 ) and regulatory ($ 140,000 ).

the six months ended June 30, 2024, research and development expenses were comprised of:

clinical studies ($ 1,298,000 ), manufacturing

and engineering ($ 576,000 ), quality control ($ 834,000 ) and regulatory ($ 389,000 ).

following summarizes the most substantial of our contracts relating to research, consulting, and supply costs for AIM as they related

to research and development costs for the three months ended March 31, 2025.

to research and development costs for the three and six months ended June 30, 2025.

Clinical Research LLC

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LLC (“Amarex”).

During the three months ended March 31, 2025 and 2024, the Company incurred approximately $ 105,000 and $ 521,000 ,

During the six months ended June 30, 2025 and 2024, the Company incurred approximately $ 205,000 and $ 607,000 ,

respectively, related to these ongoing agreements:

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AIM anticipates that the study will take approximately 4.6 years to

the three months ended March 31, 2025, the Company incurred approximately $ 3,000 related

to this agreement.

the three months ended March 31, 2024, the Company incurred approximately $ 86,000 related

the three months ended June 30, 2025, the Company incurred approximately $ 94,000 related to

this agreement.

the three months ended June 30, 2024, the Company incurred approximately $ 66,500 related

to this agreement.

the six months ended June 30, 2025, the Company incurred approximately $ 192,000 related to this

the six months ended June 30, 2024, the Company incurred approximately $ 153,700 related to

this agreement.

Conditions - In September 2022, AIM executed a work order with Amarex, pursuant to which

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This study was completed in 2023, although certain activities are still ongoing.

the three months ended March 31, 2025, the Company incurred approximately $ 102,000 related

the three months ended June 30, 2025, the Company did not incur any expenses related

to this agreement.

the three months ended March 31, 2024, the Company incurred approximately $ 435,000 related

the three months ended June 30, 2024, the Company incurred approximately $ 59,000 related

to this agreement.

the six months ended June 30, 2025, the Company incurred approximately $ 8,100 related to this

the six months ended June 30, 2024, the Company incurred approximately $ 352,000 related to

this agreement.

HollisterStier

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manufactured additional two lots of Ampligen in December 2019 and January 2020.

In March 2023, the Company ordered an additional 27,900

vials from Jubilant at a cost of approximately $ 1,432,000 .

the three months ended March 31, 2025, the Company did no t incur any expense related to this

the three months ended March 31, 2024, the Company incurred approximately $ 1,000 related

to this agreement.

In December 2023, Jubilant manufactured an additional

lot of Ampligen.

the three months ended June 30, 2025, the Company did not incur any expense related to this agreement.

the three months ended June 30, 2024, the Company incurred approximately $ 1,000 related to

this agreement.

the six months ended June 30, 2025, the Company did no t incur any expense related to this

the six months ended June 30, 2024, the Company incurred approximately $ 1,000 related to

this agreement.

Pharma Solutions

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

the three months ended March 31, 2025, the Company did no t incur any expense related to this

the three months ended March 31, 2024, the Company incurred approximately $ 129,000 related

to this agreement.

the three months ended June 30, 2025, the Company did no t incur any expense related to this

the three months ended June 30, 2024, the Company did no t incur any expense related to this

the six months ended June 30, 2025, the Company did no t incur any expense related to this

the six months ended June 30, 2024, the Company incurred approximately $ 129,000 related to

this agreement.

December 2022, the Company entered into a joint clinical study agreement with Erasmus University Medical Center Rotterdam to conduct

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for immune monitoring in pancreatic cancer patients.

the three months ended March 31, 2024, the Company incurred approximately $ 4,000 related to this agreement.

the three months ended March 31, 2025, the Company did no t incur any expense related to this

the three months ended March 31, 2024, the Company incurred approximately $ 4,000 related

the three months ended June 30, 2025, the Company did no t incur any expense related to this

the three months ended June 30, 2024, the Company incurred approximately $ 75,000 related

to this agreement.

the six months ended June 30, 2025, the Company did no t incur any expense related to this

the six months ended June 30, 2024, the Company incurred approximately $ 79,000 related to

this agreement.

Sales International

2 unchanged sentences

for its services, Azenova will receive a fixed monthly retainer of $ 30,000 per month in addition to 360,000 stock options that vest monthly.

the three months ended March 31, 2025, the Company incurred approximately $ 15,000 related

to this agreement.

the three months ended March 31, 2024, the Company incurred approximately $ 90,000 related

the three months ended June 30, 2025, the Company did no t incur any expense related to this

the three months ended June 30, 2024, the Company incurred approximately $ 90,000 related

to this agreement.

the six months ended June 30, 2025, the Company incurred approximately $ 15,000 related to

this agreement.

the six months ended June 30, 2024, the Company incurred approximately $ 180,000 related to

this agreement.

September 2023, the Company entered into an agreement with Alcami Corporation to perform an extractables study for a primary packaging

3 unchanged sentences

in December 2023.

the three months ended March 31, 2025, the Company incurred approximately $ 7,000 of lab services

the three months ended March 31, 2024, the Company incurred approximately $ 10,000 of lab

services from Alcami.

the three months ended June 30, 2025, the Company incurred approximately $ 3,500 of lab services from Alcami.

the three months ended June 30, 2024, the Company incurred approximately $ 3,500 of lab services

the six months ended June 30, 2025, the Company incurred approximately $ 10,400 of lab services

the six months ended June 30, 2024, the Company incurred approximately $ 14,000 of lab services

Subsequent Events

Special Meeting of Stockholders was held on April 30, 2025.

At the meeting, there were 72,290,030 outstanding shares of the Company’s

common stock entitled to vote, and the requisite quorum for the meeting of 33 1/3% was present.

The vote found in favor of a proposal

to approve a series of alternate amendments to the Company’s Certificate of Incorporation to effect, at the option of the Company’s

Board of Directors, a reverse stock split of the Company’s outstanding common stock at a ratio in the range of up to 1-for-100 ,

with such ratio to be determined by the Board of Directors in its sole discretion.

Before the reverse split can be effected it must be

authorized by FINRA.

That process currently is underway.

Amended and Restated 2018 Equity Incentive Plan

July 1, 2025, the Company filed a Registration Statement registering additional shares of common stock under the Company’s Amended

and Restated 2018 Equity Incentive Plan.

The number of shares of the Company’s common stock available for grant and issuance under

the 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.

On July 1, 2025, the number of shares of the Company’s common stock available for grant

and issuance under the 2018 Plan increased by 15,283 shares.

Offering on a Registration Statement on Form S-1

July 30, 2025, the Company closed a financing pursuant to a Registration Statement on Form S-1 (SEC File No.

333-284443) in which it

raised $ 8,000,000 in gross proceeds.

An aggregate of 2,000,000 shares of its common stock (or pre-funded warrants in lieu thereof), Class

E warrants to purchase up to 2,000,000 shares of common stock, and Class F warrants to purchase up to 2,000,000 shares of common stock,

at a combined public offering price of $ 4.00 per share (or $ 3.999 per pre-funded warrant).

The warrants have an exercise price of $ 4.00

per share, and are exercisable immediately upon issuance.

The Class E warrants will expire on the fifth anniversary of the original issuance

date, and the Class F warrants will expire on the eighteen-month anniversary of the original issuance date.

Maxim Group LLC acted as

sole placement agent in connection with this offering.

Repayment of Streeterville Bridge Note

On August 1, 2025, the Company repaid the Streeterville

Bridge Note early and took advantage of an early repayment discount.

The Note was paid in full for $ 285,000 .

Reduction in Outstanding Accounts Payable

On August 12, 2025,

the Company reduced its outstanding accounts payable to one of its vendors by successfully effecting a reduction, which will alleviate

negative working capital and increase Shareholders Equity.

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