What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2026-03-11 compared with 2025-12-09 · 104 added, 98 removed, 636 unchanged (24% of the section changed)

2 unchanged sentences

Condensed Balance Sheets

October 31, 2025

April 30, 2025

2 unchanged sentences

TOTAL CURRENT ASSETS

Property, plant and equipment, net

Property and equipment, net

LIABILITIES AND STOCKHOLDERS’ EQUITY

5 unchanged sentences

Series B Convertible Preferred Stock, $ 1,000

designated and nil 0

issued and outstanding as of October 31, 2025 and 6,000 shares designated, $ 1,000

stated value per share, and 2,100

issued and outstanding as of April 30, 2025

stated value per share, nil 0

shares designated;

nil 0 and 2,100 issued and outstanding as of January 31, 2026 and April 30, 2025, respectively

Common stock, $ 0.0001 par value:

300,000,000 shares authorized;

3,801,604 and 778,733 issued and outstanding as of October 31,

3,804,741 and 778,733 issued and outstanding as of January

31, 2026 and April 30, 2025, respectively

9 unchanged sentences

Condensed Statements of Operations

For the Three Months Ended October 31,

For the Six Months Ended October 31,

For the Three Months Ended

For the Nine Months Ended January 31,

OPERATING EXPENSES

6 unchanged sentences

( 5,895,964 )

( 3,357,888 )

OTHER EXPENSE, NET

17 unchanged sentences

Condensed Statements of Stockholders’

For the Three Months Ended October 31, 2025

Series B Convertible

BALANCES, July 31, 2025 -

For the Three Months Ended January 31, 2026

BALANCES, October 31, 2025 -

- 3,804,741 -

Conversion of preferred stock to common stock

$ ( 62,238,703 )

Stock-based compensation to employees and consultants

1 unchanged sentence

( 2,198,991 )

BALANCES, October 31, 2025 -

BALANCES, January 31, 2026 -

- 3,804,741 -

$ ( 64,437,694 )

The accompanying notes are an integral part of

2 unchanged sentences

Condensed Statements of Stockholders’

For the Three Months Ended October 31, 2024

For the Three Months Ended January 31, 2025

Series A Convertible

Series B Convertible

BALANCES, July 31, 2024

$ ( 54,994,819 )

BALANCES, October 31, 2024

$ ( 56,356,382 )

Issuance of common stock for cash, net of issuance costs

Issuance of common stock for restricted stock awards

Issuance of preferred stock for cash, net of issuance costs

Conversion of preferred stock to common stock

Stock-based compensation to employees and consultants

Preferred Series A dividend

( 1,039,434 )

BALANCES, October 31, 2024

BALANCES, January 31, 2025

$ ( 57,395,816 )

3 unchanged sentences

Condensed Statements of Stockholders’

For the Six Months Ended October 31, 2025

Series B Convertible

Series C Convertible

For the Nine Months Ended January 31, 2026

B Convertible

C Convertible

BALANCES, April 30, 2025

$ ( 58,535,261 )

Issuance of preferred stock for cash, net of issuance

Issuance of preferred stock for cash, net of issuance costs

Conversion of preferred stock to common stock

2 unchanged sentences

( 5,902,433 )

BALANCES, October 31, 2025

BALANCES, January 31, 2026

$ ( 64,437,694 )

3 unchanged sentences

Condensed Statements of Stockholders’

For the Six Months Ended October 31, 2024

For the Nine Months Ended January 31, 2025

Series A Convertible

3 unchanged sentences

$ ( 2,594,185 )

Issuance of common stock for cash, net of issuance

Issuance of preferred stock for cash

Issuance of common stock for cash, net of issuance costs

Issuance of common stock for restricted stock awards

Conversion of note payable and interest to preferred

Issuance of preferred stock for cash

Conversion of note payable and interest to preferred stock

Conversion of preferred stock to common stock

Stock-based compensation to employees and consultants

Preferred Series A dividend

( 3,375,408 )

BALANCES, October 31, 2024

BALANCES, January 31, 2025

$ ( 57,395,816 )

3 unchanged sentences

Condensed Statements of Cash Flows

For the Six Months Ended October 31,

For the Nine Months Ended January 31,

Cash flows from operating activities:

19 unchanged sentences

Net cash provided by financing activities

Net increase in cash

Net (decrease) increase in cash

( 1,235,519 )

Cash at beginning of period

6 unchanged sentences

Fair value of warrants issued in connection with Series A convertible preferred stock

Series A convertible preferred stock dividends

Conversion of note payable and accrued interest into Series B convertible preferred stock

18 unchanged sentences

a royalty-bearing exclusive worldwide license from the Licensor.

The Company devotes

substantially all its efforts towards research and development of its two product candidates and raising capital.

The Company has

not generated any product revenue to date.

The Company has financed its operations to date primarily through debt financings and

through the sale of its common stock, par value $ 0.0001

per share (“Common Stock”) and its preferred stock, par value $ 0.0001

The Company expects to continue to incur net losses in the foreseeable future.

The Company devotes substantially

all its efforts towards research and development of its two product candidates and raising capital.

The Company has not generated any

product revenue to date.

The Company has financed its operations to date primarily through debt financings and through the sale of its

common stock, par value $ 0.0001 per share (“Common Stock”) and its preferred stock, par value $ 0.0001 per share.

expects to continue to incur net losses for the foreseeable future.

Reverse Stock Split

21 unchanged sentences

LIQUIDITY AND GOING CONCERN

The accompanying

condensed financial statements have been prepared on the basis that the Company will continue as a going concern.

As of October 31,

2025, the Company had cash of $ 4.4 million, working

capital of $ 4.0 million, an

accumulated deficit of $ 62.2

million and stockholders’ equity of $ 4.4

For the three and six months ended October 31, 2025, the Company had net losses of $ 1.0

million and $ 3.7 million, respectively.

For the six months ended October 31, 2025, cash used in operating activities was

$ 3.5 million.

Historically, the Company has financed its operations principally through issuances of equity and debt instruments.

The accompanying condensed

financial statements have been prepared on the basis that the Company will continue as a going concern.

As of January 31, 2026, the Company

had cash of $ 2.7 million, working capital of $ 1.8 million, an accumulated deficit of $ 64.4 million and stockholders’ equity of $ 2.2

For the three and nine months ended January 31, 2026, the Company had net losses of $ 2.2 million and $ 5.9 million, respectively.

For the nine months ended January 31, 2026, cash used in operating activities was $ 5.3 million.

Historically, the Company has financed

its operations principally through issuances of equity and debt instruments.

Management expects to continue

43 unchanged sentences

highly liquid investments with a remaining maturity of three months or less when purchased to be cash equivalents.

As of October 31, 2025

As of January 31, 2026

and April 30, 2025, the Company had no cash equivalents.

53 unchanged sentences

As a result, if factors or expected outcomes change and the

Company uses significantly different assumptions or estimates, the Company’s stock-based compensation could be materially different.

Company uses significantly different assumptions or estimates, the Company’s stock-based compensation could be materially impacted.

The Company accounts for stock

25 unchanged sentences

instruments have been excluded from the computation of loss per common share.

The following sets forth

the number of shares of Common Stock underlying outstanding stock options, restricted stock units and warrants that have been excluded

from the computation of loss per common share:

The following sets forth the

number of shares of Common Stock underlying outstanding stock options, restricted stock units and warrants that have been excluded from

the computation of loss per common share:

Schedule of antidilutive securities excluded from computation of earnings per share

For the Three Months Ended October 31,

For the Three and Nine Months Ended January 31,

Stock options (1)

Restricted stock units

(1) The Company has excluded 1,111 stock options for the six months ended October 31, 2024, with an exercise

(1) The Company has excluded 1,111 stock options for the nine months ended January 31, 2025, with an exercise

price of $0.54, from its anti-dilutive securities as these shares have been included in our determination of basic loss per share as they

32 unchanged sentences

Schedule of prepaid expenses and other current assets

October 31, 2025

January 31, 2026

April 30, 2025

4 unchanged sentences

Prepaid clinical trial expenses

at October 31, 2025, represented the unamortized portion of prepaid clinical trial expense and will be amortized as used over the next

at January 31, 2026, represented the unamortized portion of prepaid clinical trial expense and will be amortized as used, which the Company’s

management estimates to be over the next three to six months.

On June 14, 2025, the Company

purchased directors’ and officers’ insurance for 12 months in the amount of $ 220,000 .

Prepaid insurance at October 31, 2025

Prepaid insurance at January 31, 2026

represented the unamortized portion of directors’ and officers’ insurance.

49 unchanged sentences

of settling such obligations with cash payments.

2025 Stock Incentive Plan and Option Grants

On November 13, 2025, the

Company’s Board of Directors approved and adopted the Company’s 2025 Stock Incentive Plan (“2025 Plan”).

Plan provides for the issuance of a maximum of 1.6 million shares of Common Stock to be offered to eligible individuals of (1) stock options

(incentive and non-statutory), (2) restricted stock, (3) stock appreciation rights, or SARs, (4) restricted stock units, and (5) other

stock-based compensation.

The 2025 Plan is subject to stockholders’ approval and will be submitted to stockholders at a meeting

of stockholders on April 17, 2026 for their approval and adoption.

On November 13, 2025, the

Board also approved grants of 1.59 million options to purchase shares of Common Stock at an exercise price of $ 2.32 , which includes grants

of 1.21 million options to directors and executive officers, subject to the approval of the 2025 Plan by stockholders.

Vesting for all

1.59 million grants is 50% upon stockholder approval and 50% in equal monthly installments thereafter over the next 24 months.

A summary of stock option

activity for the six months ended October 31, 2025 is presented below:

activity for the nine months ended January 31, 2026 is presented below:

Schedule of stock option activity

5 unchanged sentences

Options expired

Balance at October 31, 2025

Options vested and expected to vest at October 31, 2025

Options exercisable at October 31, 2025

Balance at January 31, 2026

Options vested and expected to vest at January 31, 2026

Options exercisable at January 31, 2026

The aggregate intrinsic value

21 unchanged sentences

Due to the significant risks and uncertainties

associated with achieving the market-contingent awards, as of October 31, 2025, the Company’s management believes that the achievement

associated with achieving the market-contingent awards, as of January 31, 2026, the Company’s management believes that the achievement

of the requisite performance conditions is not probable and, as a result, no compensation cost has been recognized for these awards.

7 unchanged sentences

the Company’s Phase II clinical trial of AL001 would be achieved and had recognized the related stock-based compensation.

October 31, 2025, the Company’s management believed that the achievement of the second performance condition was not probable and,

January 31, 2026, the Company’s management believed that the achievement of the second performance condition was not probable and,

as a result, no compensation cost has been recognized related to Phase I/IIA of ALZN002.

1 unchanged sentence

The Company’s results

of operations, which included expenses relating to stock-based compensation for three and six months ended October 31, 2025 and 2024,

of operations, which included expenses relating to stock-based compensation for three and nine months ended January 31, 2026 and 2025,

were comprised as follows:

Schedule of stock-based compensation

For the Three Months Ended October 31,

For the Six Months Ended October 31,

For the Three Months Ended January 31,

For the Nine Months Ended January 31,

General and administrative

As of October 31, 2025, total

As of January 31, 2026, total

unamortized stock-based compensation expense related to unvested employee and non-employee awards that were expected to vest was $ 6,000 .

The weighted-average period over which such stock-based compensation expense will be recognized was approximately 0.1 years.

Warrant activity for the

six months ended October 31, 2025 is presented below:

Warrant activity for the nine

months ended January 31, 2026 is presented below:

Schedule of warrant activity

3 unchanged sentences

Cancelled/Expired

Outstanding at October 31, 2025

Outstanding at January 31, 2026

The following table summarizes

information about Common Stock warrants outstanding and exercisable at October 31, 2025:

information about Common Stock warrants outstanding and exercisable at January 31, 2026:

Schedule of common stock warrants outstanding

88 unchanged sentences

Company is authorized to issue 10,000,000 shares of Preferred Stock, $ 0.0001 par value.

As of October 31, 2025, the rights, preferences,

As of January 31, 2026, the rights, preferences,

privileges and restrictions of Preferred Stock have not been determined.

14 unchanged sentences

up to 66,667 shares of Common Stock.

The AL SPA provided that Ault Lending could have purchased up to $6 million of Series B Convertible

The AL SPA provided Ault Lending the right to purchase up to $6 million of Series B Convertible

Preferred Stock in one or more closings.

Ault Lending had the right to purchase up to $2 million of Series B Convertible Preferred Stock,

on or before March 31, 2024, and the right to purchase up to $4 million of Series B Convertible Preferred Stock after March 31, 2024,

but on or before March 31, 2025 (the “Termination Date”).

on or before March 31, 2024, and the right to purchase up to $4 million of Series B Convertible Preferred Stock between March 31, 2024

and March 31, 2025 (the “Termination Date”).

The final closing did not occur prior to the Termination Date and

31 unchanged sentences

Price then in effect, as well as upon customary stock splits, stock dividends, combinations or similar events.

During the six months ended

October 31, 2025, Ault Lending converted 2,100 shares of Series B Convertible Preferred Stock into 905,172 shares of Common Stock.

During the nine months ended

January 31, 2026, Ault Lending converted 2,100 shares of Series B Convertible Preferred Stock into 905,172 shares of Common Stock.

C Convertible Preferred Stock

42 unchanged sentences

adjusted for stock dividends, stock splits, stock combinations and other similar transactions.

During the six months ended

October 31, 2025, Orchid converted 575.7176 shares of Series C Convertible Preferred Stock into 2,117,699 shares of Common Stock.

During the nine months ended

January 31, 2026, Orchid converted 575.7176 shares of Series C Convertible Preferred Stock into 2,120,836 shares of Common Stock.

SUBSEQUENT EVENTS

2025 Stock Incentive Plan and Option Grants

On November 13, 2025, the

Company’s Board of Directors approved and adopted the Company’s 2025 Stock Incentive Plan (“2025 Plan”).

Plan provides for the issuance of a maximum of 1.6 million shares of Common Stock to be offered to eligible individuals of (1) stock options

(incentive and non-statutory), (2) restricted stock, (3) stock appreciation rights, or SARs, (4) restricted stock units, and (5) other

stock-based compensation.

The 2025 Plan is subject to stockholders’ approval and will be submitted to stockholders at a meeting

of stockholders for their approval and adoption.

On November 13, 2025, the

Board also approved grants of 1.59 million options to purchase shares of Common Stock at an exercise price of $ 2.32 , which includes grants

of 1.21 million options to directors and executive officers, subject to the approval of the 2025 Plan by stockholders.

Vesting for all

1.59 million grants is 50% upon stockholder approval and 50% in equal monthly installments thereafter over the next 24 months.

On March 6, 2026, the

Company entered into an At-the-Market Issuance Sales Agreement with Ascendiant Capital Markets, LLC (the “ATM

Offering”), as sales agent to sell shares of its Common Stock, having an aggregate offering price of up to $ 3.0

million from time to time, through the ATM Offering.

The Company filed a prospectus supplement with the SEC relating to the

offer and sale of up to $ 3.0

million in shares of Common Stock in the ATM Offering.

The offer and sale of the shares will be made pursuant to the Company’s

effective “shelf” registration statement on Form S-3 and an accompanying base prospectus contained therein

(Registration Statement No.

333-273610) filed with the SEC on August 2, 2023 and declared effective by the SEC on August 10,

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