What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2023-09-06 compared with 2023-06-14 · 219 added, 230 removed, 451 unchanged (50% of the section changed)

4 unchanged sentences

thousands, except share and per share data)

April 30, 2023

July 31, 2023

October 31, 2022

19 unchanged sentences

Series A convertible preferred stock, par value $ 100 per share;

140 shares authorized;

no shares issued or outstanding

Preferred stock, value

Common stock, par value $ .01 per share;

100,000,000 shares authorized;

30,958,665 and 30,913,902 shares issued and outstanding as of April 30, 2023 and October 31, 2022, respectively

31,017,770 and 30,913,902

shares issued and outstanding as of July 31, 2023 and October 31, 2022, respectively

Additional paid-in capital

9 unchanged sentences

For the three months ended

For the six months ended

For the nine months ended

Operating costs and expenses:

Inventor royalties, contingent legal fees, litigation and licensing expenses

Research and development expenses (including non-cash stock-based compensation expenses of $ 492 , $ 966 , $ 998 and $ 2,243 , respectively)

General and administrative expenses (including non-cash stock-based compensation expenses of $ 735 , $ 779 , $ 1,292 and $ 1,856 , respectively)

Research and development expenses (including non-cash share-based compensation expenses of $ 520 , $ 771 , $ 1,517 and $ 3,014 , respectively)

General and administrative expenses (including non-cash share-based compensation expenses of $ 697 , $ 675 , $ 1,990 and $ 2,531 , respectively)

Total operating costs and expenses

12 unchanged sentences

thousands, except share data)

THE THREE MONTHS ENDED APRIL 30, 2023

Additional Paid-in

Total Shareholders’

Non- controlling

Balance, January 31, 2023

THE THREE MONTHS ENDED JULY 31, 2023

Shareholders’

Balance, April 30, 2023

$ ( 222,995 )

3 unchanged sentences

Common stock issued to consultants

Common stock issued pursuant to employee stock purchase plan

Balance, April 30, 2023

Balance, July 31, 2023

$ ( 225,506 )

THE THREE MONTHS ENDED APRIL 30, 2022

Additional Paid-in

Total Shareholders’

Non- controlling

Balance, January 31, 2022

THE THREE MONTHS ENDED JULY 31, 2022

Shareholders’

Balance, April 30, 2022

$ ( 212,163 )

Stock option compensation to employees and directors

Stock options and warrants issued to consultants

Stock options issued to consultants

Common stock issued upon exercise of stock options

Common stock issued to consultants

Common stock issued pursuant to employee stock purchase plan

Balance, April 30, 2022

Balance, July 31, 2022

$ ( 214,909 )

4 unchanged sentences

thousands, except share data)

THE SIX MONTHS ENDED APRIL 30, 2023

Additional Paid-in

Total Shareholders’

Non- controlling

THE NINE MONTHS ENDED JULY 31, 2023

Shareholders’

Balance, October 31, 2022

1 unchanged sentence

Stock option compensation to employees and directors

Stock options issued to consultants

Stock options and warrants issued to consultants

Common stock issued upon exercise of stock options

1 unchanged sentence

Common stock issued pursuant to employee stock purchase plan

Balance, April 30, 2023

Balance, July 31, 2023

$ ( 225,506 )

THE SIX MONTHS ENDED APRIL 30, 2022

Additional Paid-in

Total Shareholders’

Non- controlling

THE NINE MONTHS ENDED JULY 31, 2022

Shareholders’

Balance, October 31, 2021

$ ( 204,790 )

Balance, value

$ ( 204,790 )

4 unchanged sentences

Common stock issued pursuant to employee stock purchase plan

Balance, April 30, 2022

Balance, July 31, 2022

$ ( 214,909 )

Balance, value

$ ( 214,909 )

3 unchanged sentences

CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

For the six months ended

For the nine months ended July 31,

Cash flows from operating activities:

13 unchanged sentences

Proceeds from maturities of short-term investments

Net cash (used in) provided by investing activities

Net cash used in investing activities

Cash flows from financing activities:

8 unchanged sentences

AND SUBSIDIARIES

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

BUSINESS AND FUNDING

26 unchanged sentences

The study is being conducted

at Cleveland Clinic and will consist of 18 to 24 patients who have completed treatment for early-stage, triple-negative breast cancer

within the past three years and are currently tumor-free but at high risk for recurrence.

During the course of the study, participants

will receive three vaccinations, each two weeks apart, and will be closely monitored for side effects and immune response.

2022, we announced that we had reached the MTD and in April 2023 we presented the immunological data collected to date at the annual

meeting of the American Association for Cancer Research.

The data presented show that in the vaccinated women who had been tested to

date, various levels of antigen-specific T cell responses were observed at all dose levels.

Upon reaching MTD, we began expanding the

dose cohorts and are vaccinating additional participants.

Further, we have commenced recruitment for participants in the second stage

of our Phase 1 trial, that will include participants who have never had cancer, but carry certain genetic mutations that indicate a greater

risk of developing TNBC in the future.

at Cleveland Clinic.

The first segment of the study, Phase 1a, will consist of 18 to 24 patients who have completed treatment for early-stage,

triple-negative breast cancer within the past three years and are currently tumor-free but at high risk for recurrence.

that 42% of TNBC patients will have a recurrence of their cancer, with most of the recurrences occurring in the first two to three years

after standard of care treatment.

During the course of the Phase 1a study, participants will receive three vaccinations, each two weeks

apart, and will be closely monitored for side effects and immune response.

In April 2023, we presented the immunological data collected

to date at the annual meeting of the American Association for Cancer Research.

The data presented show that in the vaccinated women who

had been tested to date, various levels of antigen-specific T cell responses were observed at all dose levels.

In January 2023, the number

of participants in each dose cohort was expanded, and as of August 2023, we have completed vaccinating all patients in these expanded

The patient blood samples are currently being analyzed, and we anticipate presenting data from all Phase 1a trial participants

vaccinated to date at the San Antonio Breast Cancer Symposium in December 2023.

In the coming months, we will begin vaccinating participants

in two additional dose cohorts at dose levels higher than the currently determined maximum tolerated dose and lower than the highest

dose where we saw dose limiting toxicity.

Further, we have commenced recruitment for participants in the second segment of the trial,

Phase 1b, that will include participants who have never had cancer, but carry certain genetic mutations that indicate a greater risk

of developing TNBC in the future.

Finally, we have also commenced recruitment for participants in the third segment of the trial, Phase

1c, that will include participants who are currently undergoing treatment with pembrolizumab (Keytruda®).

November 2020, we executed a license agreement with Cleveland Clinic pursuant to which the Company was granted an exclusive worldwide,

12 unchanged sentences

PREVENT program.

The NCI is a part of the National Institutes of Health.

The PREVENT program is a peer-reviewed agent development program

designed to support pre-clinical development of innovative interventions and biomarkers for cancer prevention and interception towards

clinical trials.

The scientific and financial resources of the PREVENT program will be used for our ovarian cancer vaccine technology

to perform virtually all pre-clinical research and development, manufacturing and IND-enabling studies.

This work is being performed

at NCI facilities, by NCI scientific staff and with NCI financial resources and will require no material financial expenditures by the

Company, nor the transfer of any rights of the Company’s assets.

The NCI is a part of the National Institutes of Health (“NIH”).

The PREVENT program is a peer-reviewed agent

development program designed to support pre-clinical development of innovative interventions and biomarkers for cancer prevention and

interception towards clinical trials.

The scientific and financial resources of the PREVENT program are being used for our ovarian cancer

vaccine technology to perform virtually all pre-clinical research and development, manufacturing and IND-enabling studies.

is being performed at NCI facilities, by NCI scientific staff and with NCI financial resources and will require no material financial

expenditures by the Company, nor the transfer of any rights of the Company’s assets.

subsidiary, Certainty, is developing immuno-therapy drugs against cancer.

1 unchanged sentence

to use certain intellectual property owned or controlled by The Wistar Institute (“Wistar”), the nation’s first independent

biomedical research institute and a leading National Cancer Institute designated cancer research center, relating to Wistar’s chimeric

endocrine receptor targeted therapy technology.

We have initially focused on the development of a treatment for ovarian cancer, but we

also may pursue applications of the technology for the development of treatments for additional solid tumors.

The license agreement requires

Certainty to make certain cash and equity payments to Wistar upon achievement of specific development milestones.

With respect to Certainty’s

equity obligations to Wistar, Certainty issued to Wistar shares of its common stock equal to five percent ( 5 %) of the common stock of

biomedical research institute and a leading NCI designated cancer research center, relating to Wistar’s chimeric endocrine receptor

targeted therapy technology.

We have initially focused on the development of a treatment for ovarian cancer, but we also may pursue applications

of the technology for the development of treatments for additional solid tumors.

The license agreement requires Certainty to make certain

cash and equity payments to Wistar upon achievement of specific development milestones.

With respect to Certainty’s equity obligations

to Wistar, Certainty issued to Wistar shares of its common stock equal to five percent ( 5 %) of the common stock of Certainty.

in collaboration with the H.

5 unchanged sentences

We began patient recruitment

for the trial in March 2022, and in August 2022, we treated the first patient in the trial.

The treatment appears to have been well-tolerated

by the patient, and we continue to monitor her condition.

Further, in May 2023, we treated the second patient in the trial, at the same

dose level as the first patient, and the treatment appears to have been well-tolerated by this patient as well.

We anticipate treating

one additional patient (the third) at the same dose level.

The successive three-patient cohort is expected to receive a higher dose of

The process of recruiting additional patients is ongoing.

This study is a dose-escalation trial with two arms based on injection

method—intraperitoneal or intravenous—to determine the maximum tolerated dose in patients with recurrent epithelial ovarian

cancer and to assess persistence, expansion and efficacy of the modified T-cells.

The study is being conducted at Moffitt and will consist

of 24 to 48 patients who have received at least two prior lines of chemotherapy.

The study is estimated to be completed in two to four

years depending on multiple factors including when maximum tolerated dose is reached, the rate of patient recruitment, and how long we

maintain the two different injection methods.

for the trial in March 2022, and in August 2022, we treated the first patient in the trial, and the treatment was well-tolerated by the

Further, in May 2023 and August 2023, we treated the second and third patients in the trial, respectively, at the same dose

level as the first patient, and the treatment appears to have been well-tolerated by both patients.

We anticipate that we will begin

enrolling the successive patient cohort, that we expect to give a three-times higher dose of cells, in the fourth quarter of 2023.

study is a dose-escalation trial with two arms based on delivery method—intraperitoneal or intravenous—to determine the maximum

tolerated dose in patients with recurrent epithelial ovarian cancer and to assess persistence, expansion and efficacy of the modified

The study is being conducted at Moffitt and will consist of 24 to 48 patients who have received at least two prior lines of

chemotherapy.

The study is estimated to be completed in two to four years depending on multiple factors including when maximum tolerated

dose is reached, the rate of patient enrollment, and how long we maintain the two different delivery methods.

April 2020, we entered into a collaboration with OntoChem GmbH (“OntoChem”) which was later assigned to MolGenie GmbH (“MolGenie”),

16 unchanged sentences

material financial resources or attention of senior management.

the past several years, our revenue was derived from technology licensing and the sale of patented technologies, including revenue

from the settlement of litigation (during the three months ended April 30, 2023, we derived approximately $ 210,000 of revenue from these activities).

the past several years, our revenue was derived from technology licensing and the sale of patented technologies, including revenue from

the settlement of litigation (during the nine months ended July 31, 2023, we derived approximately $ 210,000 of revenue from these activities).

We have not generated any revenue to date from our vaccine or therapeutics programs.

addition, while we pursue our vaccine and therapeutics programs, we may also make investments in and form new companies to develop

additional emerging technologies.

We do not expect to begin generating revenue with respect to any of our current vaccine or therapy

programs in the near term.

We hope to achieve a profitable outcome by eventually licensing our technologies to large pharmaceutical

companies that have the resources and infrastructure in place to manufacture, market and sell our technologies as vaccines or

therapeutics.

The eventual licensing of any of our technologies may take several years, if it is to occur at all, and may depend on

positive results from human clinical trials.

In addition, while we pursue our vaccine and therapeutics

programs, we may also make investments in and form new companies to develop additional emerging technologies.

We do not expect to begin

generating revenue with respect to any of our current vaccine or therapy programs in the near term.

We hope to achieve a profitable outcome

by eventually licensing our technologies to large pharmaceutical companies that have the resources and infrastructure in place to manufacture,

market and sell our technologies as vaccines or therapeutics.

The eventual licensing of any of our technologies may take several years,

if it is to occur at all, and may depend on positive results from human clinical trials.

and Management’s Plans

on currently available information as of June 14, 2023, we believe that our existing cash, cash equivalents, short-term investments

on currently available information as of September 6, 2023, we believe that our existing cash, cash equivalents, short-term investments

and expected cash flows will be sufficient to fund our activities for at least the next twelve months.

7 unchanged sentences

to obtain more working capital.

Under our at-the-market equity program as of April 30, 2023, we may sell up to $ 100 million of common

We did not sell any shares under our at-the-market equity program during the three and six months ended April 30, 2023.

Under our at-the-market equity program as of July 31, 2023, we may sell up to $ 100 million of common

We did not sell any shares under our at-the-market equity program during the three and nine months ended July 31, 2023.

seek to obtain working capital during our fiscal year 2023 or thereafter through sales of our equity securities or public or private

25 unchanged sentences

include all adjustments of a normal recurring nature which, in the opinion of management, are necessary for a fair statement of our financial

position as of April 30, 2023, and results of operations and cash flows for the interim periods represented.

position as of July 31, 2023, and results of operations and cash flows for the interim periods represented.

The results of operations

for the three and six months ended April 30, 2023 are not necessarily indicative of the results to be expected for the year.

for the three and nine months ended July 31, 2023 are not necessarily indicative of the results to be expected for the year.

Noncontrolling

2 unchanged sentences

The following table sets

forth the changes in noncontrolling interest for the six months ended April 30, 2023 (in thousands):

OF CHANGES IN NONCONTROLLING INTEREST

forth the changes in noncontrolling interest for the nine months ended July 31, 2023 (in thousands):

SCHEDULE OF CHANGES IN NONCONTROLLING INTEREST

Balance, October 31, 2022

Net loss attributable to noncontrolling interest

Balance, April 30, 2023

Balance, July 31, 2023

revenue has been derived solely from technology licensing and the sale of patented technologies.

27 unchanged sentences

and Development Expenses

and development expenses, consisting primarily of employee compensation, payments to third parties for research and development

activities and other direct costs associated with developing immuno-therapy drugs against cancer, developing anti-viral drug

candidates for COVID-19 (through March 2023), developing our breast cancer vaccine, and developing our ovarian cancer vaccine, are expensed in the

consolidated financial statements in the period incurred.

Investment Policy

The Company’s investment policy is to acquire debt securities with

fixed maturities and contractual cash flows that the Company has the positive intent and ability to hold to maturity.

These securities

are recorded at amortized cost, net of any applicable discount which is amortized to interest income, and are accounted for as held-to-maturity

STOCK-BASED COMPENSATION

Company maintains stock equity incentive plans under which the Company grants incentive stock options, non-qualified stock options, stock

appreciation rights, stock awards, performance awards, or stock units to employees, directors and consultants.

and development expenses, consisting primarily of employee compensation, payments to third parties for research and development activities

and other direct costs associated with developing immuno-therapy drugs against cancer, developing anti-viral drug candidates for COVID-19

(through March 2023), developing our breast cancer vaccine, and developing our ovarian cancer vaccine, are expensed in the consolidated

financial statements in the period incurred.

Company’s investment policy is to acquire debt securities with fixed maturities and contractual cash flows that the Company has

the positive intent and ability to hold to maturity.

These securities are recorded at amortized cost, net of any applicable discount

which is amortized to interest income, and are accounted for as held-to-maturity securities.

SHARE-BASED COMPENSATION

Company maintains equity incentive plans under which the Company grants incentive stock options, non-qualified stock options, stock appreciation

rights, stock awards, performance awards, or stock units to employees, directors and consultants.

Option Compensation Expense

2 unchanged sentences

(the vesting period of the stock option) which is one to four years.

We recorded stock-based compensation expense related to service-based

stock options granted to employees and directors of approximately $ 1,155,000 and $ 875,000 during the three months ended April 30, 2023

and 2022, respectively, and approximately $ 2,112,000 and $ 1,605,000 during the six months ended April 30, 2023 and 2022, respectively.

We recorded share-based compensation expense related to service-based

stock options granted to employees and directors of approximately $ 1,153,000 and $ 941,000 during the three months ended July 31, 2023

and 2022, respectively, and approximately $ 3,265,000 and $ 2,546,000 during the nine months ended July 31, 2023 and 2022, respectively.

stock options granted to employees and directors that vest based on market conditions, such as the trading price of the Company’s

6 unchanged sentences

We recorded market condition stock-based

compensation expense during the three months ended April 30, 2023 and 2022 of $ 0 and approximately $ 587,000 , respectively, and $ 0 and

approximately $ 1,993,000 during the six months ended April 30, 2023 and 2022, respectively.

compensation expense during the three months ended July 31, 2023 and 2022 of approximately $ 0 and $ 388,000 , respectively, and approximately

$ 0 and $ 2,381,000 during the nine months ended July 31, 2023 and 2022, respectively.

compensation cost for service-based stock options granted to consultants is measured at the grant date, based on the fair value of the

2 unchanged sentences

We recorded stock-based consulting expense related to stock options granted

to consultants of approximately $ 47,000 and $ 109,000 during the three months ended April 30, 2023 and 2022, respectively, and approximately

$ 128,000 and $ 218,000 during the six months ended April 30, 2023 and 2022, respectively.

the three months ended April 30, 2023, we had two stock option plans:

the Anixa Biosciences, Inc.

to consultants of approximately $ 47,000 and $ 109,000 during the three months ended July 31, 2023 and 2022, respectively, and approximately

$ 175,000 and $ 326,000 during the nine months ended July 31, 2023 and 2022, respectively.

stock options granted to consultants that vest based on market conditions, such as changes in trading activity in the Company’s

common stock, we use the Black-Scholes pricing model to estimate the fair value at the time which we believe the market conditions are

reasonably likely to be met.

On January 30, 2023, we granted market condition stock options to a consultant for 200,000 shares of common

stock, that vests in full upon the achievement of certain Company stock trading activity metrics that must be met within twelve months.

We did not record any market condition stock-based compensation expense on the date of grant nor in the three and nine months ended July

31, 2023, as we do not believe it is likely that the market conditions will be met.

the three months ended July 31, 2023, we had securities outstanding that were granted from two stock option plans:

the Anixa Biosciences,

2010 Share Incentive Plan (the “2010 Share Plan”) and the Anixa Biosciences, Inc.

2018 Share Incentive Plan (the “2018

Share Plan”) and the Anixa Biosciences, Inc.

2018 Share Incentive Plan (the “2018 Share Plan”), which were adopted

by our Board of Directors on July 14, 2010 and January 25, 2018, respectively.

The 2018 Share Plan was approved by our shareholders on

March 29, 2018.

Share Plan”), which were adopted by our Board of Directors on July 14, 2010 and January 25, 2018, respectively.

The 2018 Share

Plan was approved by our shareholders on March 29, 2018.

Option Activity

the three months ended April 30, 2023 and 2022, we granted options to purchase 0 shares and 1,400,000 shares of common stock, respectively,

and during the six months ended April 30, 2023 and 2022, we granted options to purchase 1,505,000 shares and 1,430,000 shares of common

stock, respectively, to employees and consultants, with exercise prices ranging from $ 4.19 to $ 4.81 per share, pursuant to the 2018 Share

During the three months ended April 30, 2023 and 2022, stock options to purchase 27,818 and 0 shares of common stock, respectively,

were exercised with aggregate proceeds of $ 75,000 and $ 0 , respectively.

During the six months ended April 30, 2023 and 2022, stock options

to purchase 29,382 shares of common stock, net of 808 shares withheld on a cashless exercise and 46,909 shares of common stock, net of

53,091 shares withheld on a cashless exercise, respectively, were exercised with aggregate proceeds of $ 78,000 and $ 0 , respectively.

On January 30, 2023, we granted

an option, expiring on January 30, 2028 , to purchase 200,000 shares of common stock at $ 4.35 per share, to a consultant for investor relations

The option vests based on certain performance conditions related to Company common stock trading activity.

As of April 30, 2023,

the performance conditions have not been achieved and it does not appear likely that they will be achieved.

Accordingly, we have recorded

no consulting expense for this option during the three and six months ended April 30, 2023.

the three months ended July 31, 2023 and 2022, we did not grant any options to purchase shares of common stock, and during the nine months

ended July 31, 2023 and 2022, we granted options to purchase 1,505,000 shares and 1,430,000 shares of common stock, respectively, to

employees and consultants, with exercise prices ranging from $ 4.19 to $ 4.81 per share, pursuant to the 2018 Share Plan.

During the three

months ended July 31, 2023 and 2022, stock options to purchase 10,446 and 321,388 shares of common stock, respectively, were exercised

on a cash basis, with aggregate proceeds of approximately $ 3,000 and $ 830,000 , respectively.

During the three months ended July 31, 2023

and 2022, stock options to purchase 160,000 shares of common stock, of which 115,417 shares were withheld, and 680,000 shares of common

stock, of which 505,340 shares were withheld, were exercised on a cashless basis, respectively.

During the nine months ended July 31,

2023 and 2022, stock options to purchase 39,525 and 321,388 shares of common stock, respectively, were exercised on a cash basis, with

aggregate proceeds of approximately $ 81,000 and $ 830,000 , respectively.

During the nine months ended July 31, 2023 and 2022, stock options

to purchase 161,111 shares of common stock, of which 116,225 shares were withheld, and 780,000 shares of common stock, of which 558,431

shares were withheld, were exercised on a cashless basis, respectively.

2010 Share Plan provided for the grant of nonqualified stock options, stock appreciation rights, stock awards, performance awards and

2 unchanged sentences

respect to the ability to grant future awards on July 14, 2020.

Information regarding the 2010 Share Plan for the six months ended April

Information regarding the 2010 Share Plan for the nine months ended July

31, 2023 is as follows:

OF OPTION ACTIVITY

Weighted Average Exercise Price Per Share

Aggregate Intrinsic Value (in thousands)

SCHEDULE OF OPTION ACTIVITY

Average Exercise Price Per Share

Intrinsic Value

(in thousands)

Options outstanding at October 31, 2022

Options outstanding and exercisable at April 30, 2023

following table summarizes information about stock options outstanding and exercisable under the 2010 Share Plan as of April

OF OUTSTANDING AND EXERCISABLE

Options outstanding and exercisable at July 31, 2023

following table summarizes information about stock options outstanding and exercisable under the 2010 Share Plan as of July 31, 2023:

SCHEDULE OF OUTSTANDING AND EXERCISABLE

Range of Exercise Prices

Number Outstanding and Exercisable

Weighted Average Remaining Contractual Life (in years)

Number Outstanding and

Weighted Average Remaining Contractual Life

Weighted Average Exercise Price

4 unchanged sentences

performance awards and stock units to employees, directors and consultants.

As of April 30, 2023, the 2018 Share Plan had 825,000 shares

As of July 31, 2023, the 2018 Share Plan had 825,000 shares

available for future grants.

Information regarding the 2018 Share Plan for the six months ended April 30, 2023 is as follows:

OF OPTION ACTIVITY

Information regarding the 2018 Share Plan for the nine months ended July 31, 2023 is as follows:

SCHEDULE OF OPTION ACTIVITY

Weighted Average Exercise Price Per Share

2 unchanged sentences

Options outstanding at October 31, 2022

Options outstanding at April 30, 2023

Options exercisable at April 30, 2023

following table summarizes information about stock options outstanding and exercisable under the 2018 Share Plan as of April 30, 2023:

OF OUTSTANDING AND EXERCISABLE

Options outstanding at July 31, 2023

Options exercisable at July 31, 2023

following table summarizes information about stock options outstanding and exercisable under the 2018 Share Plan as of July 31, 2023:

SCHEDULE OF OUTSTANDING AND EXERCISABLE

Options Outstanding

7 unchanged sentences

Weighted Average Exercise Price

$ 2.09 - $ 3.87

$ 3.96 - $ 5.30

Stock Purchase Plan

1 unchanged sentence

Employee Stock Purchase Plan (the “ESPP”) which permits eligible employees

to purchase shares at not less than 85 %

of the market value of the Company’s common stock on the offering date or the purchase date of the applicable offering period,

whichever is lower.

The plan was adopted by our Board of Directors on August 13, 2018 and approved by our shareholders on September

During the three and six months ended April 30, 2023 and 2022, employees purchased 1,903

shares, respectively, with aggregate proceeds of approximately $ 7,000

and $ 7,000 ,

respectively.

to purchase shares at not less than 85 % of the market value of the Company’s common stock on the offering date or the purchase

date of the applicable offering period, whichever is lower.

The plan was adopted by our Board of Directors on August 13, 2018 and approved

by our shareholders on September 27, 2018.

During the nine months ended July 31, 2023 and 2022, employees purchased 1,903 and 2,389 shares,

respectively, with aggregate proceeds of approximately $ 6,000 and $ 6,000 , respectively.

October 30, 2020, we issued a warrant, expiring on October 30, 2025 , to purchase 60,000 shares of common stock at $ 2.06 per share, vesting

4 unchanged sentences

over five months , to a consultant for investor relations services.

We recorded consulting expense of approximately $ 110,000 and $ 220,000 ,

respectively, during the three and six months ended April 30, 2022, based on the fair value of the warrant on the date of grant recognized

on a straight-line basis over the vesting period.

We recorded consulting expense of approximately $ 0 and $ 220,000 , respectively,

during the three and nine months ended July 31, 2022, based on the fair value of the warrant on the date of grant recognized on a straight-line

basis over the vesting period.

The warrant terminated in May 2022 upon termination of the consulting agreement.

of April 30, 2023, we also had warrants outstanding to purchase 300,000 shares of common stock at $ 6.56 per share, issued during fiscal

of July 31, 2023, we also had warrants outstanding to purchase 300,000 shares of common stock at $ 6.56 per share, issued during fiscal

year 2021 and expiring on March 22, 2026 .

regarding the Company’s warrants for the six months ended April 30, 2023 is as follows:

SCHEDULE OF WARRANTS

Weighted Average Exercise Price Per Share

Aggregate Intrinsic Value

regarding the Company’s warrants for the nine months ended July 31, 2023 is as follows:

SCHEDULE OF WARRANTS ACTIVITY

Average Exercise Price Per Share

Intrinsic Value

Warrants outstanding at October 31, 2022

Warrants outstanding and exercisable at April 30, 2023

following table summarizes information about the Company’s outstanding and exercisable warrants as of April 30, 2023:

SCHEDULE OF OUTSTANDING

AND EXERCISABLE

of Exercise Prices

Outstanding and Exercisable

Average Remaining Contractual Life (in years)

Average Exercise Price

Warrants outstanding and exercisable at July 31, 2023

following table summarizes information about the Company’s outstanding and exercisable warrants as of July 31, 2023:

SCHEDULE OF OUTSTANDING AND EXERCISABLE

Outstanding and

Weighted Average

Contractual Life

FAIR VALUE MEASUREMENTS

15 unchanged sentences

a market participant would use in pricing the instruments.

following table presents the hierarchy for our financial assets measured at fair value on a recurring basis as of April 30, 2023 (in

OF FAIR VALUE MEASUREMENTS

following table presents the hierarchy for our financial assets measured at fair value on a recurring basis as of July 31, 2023 (in thousands):

SCHEDULE OF FAIR VALUE MEASUREMENTS

Money market funds:

1 unchanged sentence

Certificates of deposit:

Cash equivalents

Short-term investments

treasury bills:

Cash equivalents

Short-term investments

9 unchanged sentences

Total financial assets

non-financial assets that are measured on a non-recurring basis are property and equipment and other assets which are measured using

fair value techniques whenever events or changes in circumstances indicate a condition of impairment exists.

The estimated fair value

of prepaid expenses and other current assets, accounts payable and accrued expenses approximates their individual carrying amounts due

to the short-term nature of these measurements.

Cash equivalents are stated at carrying value which approximates fair value.

non-financial assets that are measured at fair value on a non-recurring basis are property and equipment and other assets which are measured

using fair value techniques whenever events or changes in circumstances indicate a condition of impairment exists.

The estimated fair

value of prepaid expenses and other current assets, accounts payable and accrued expenses approximates their individual carrying amounts

due to the short-term nature of these measurements.

The carrying value of cash equivalents approximates fair value.

ACCRUED EXPENSES

expenses consist of the following as of:

OF ACCRUED EXPENSES

SCHEDULE OF ACCRUED EXPENSES

July 31, 2023

October 31, 2022

(in thousands)

1 unchanged sentence

Accrued royalty and contingent legal fees

Accrued collaborative research expenses

Accrued other

5 unchanged sentences

is the same as Basic EPS, as the inclusion of the effect of common share equivalents then outstanding would be anti-dilutive.

reason, excluded from the calculation of Diluted EPS for the six months ended April 30, 2023 and 2022, were stock options to purchase

reason, excluded from the calculation of Diluted EPS for the nine months ended July 31, 2023 and 2022, were stock options to purchase

11,473,236 and 11,094,104 shares, respectively, and warrants to purchase 300,000 and 300,000 shares, respectively.

EFFECT OF RECENTLY ADOPTED AND ISSUED PRONOUNCEMENTS

January 2020, the FASB issued Accounting Standards Update 2020-01 (“ASU 2020-01”) Investments-Equity Securities (Topic 321),

Investments-Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815).

The amendments in ASU 2020-01 clarify

certain interactions between the guidance to account for certain equity securities under Topic 321, the guidance to account for investments

under the equity method of accounting in Topic 323, and the guidance in Topic 815, which could change how an entity accounts for an equity

security under the measurement alternative or a forward contract or purchased option to purchase securities that, upon settlement of

the forward contract or exercise of the purchased option, would be accounted for under the equity method of accounting or the fair value

option in accordance with Topic 825, Financial Instruments.

These amendments improve current GAAP by reducing diversity in practice and

increasing comparability of the accounting for these interactions.

The amendments in this update are effective for fiscal years beginning

after December 15, 2020, and interim periods within those fiscal years.

The adoption of this standard did not have a material impact

on our consolidated financial statements and related disclosures.

August 2020, the FASB issued Accounting Standards Update 2020-06 (“ASU 2020-06”), Accounting for Convertible Instruments

40 unchanged sentences

could be subject to limitations under Internal Revenue Code section 382, the effects of which have not been determined by the Company.

We have no unrecognized income tax benefits as of April 30, 2023 and October 31, 2022 and we account for interest and penalties related

We have no unrecognized income tax benefits as of July 31, 2023 and October 31, 2022 and we account for interest and penalties related

to income tax matters, if any, in general and administrative expenses.

7 unchanged sentences

with a discount rate of 10 %.

Rent expense was approximately $ 17,000 and $ 17,000 , respectively, for the three months ended April 30, 2023

and 2022, and approximately $ 33,000 and $ 33,000 , respectively, for the six months ended April 30, 2023 and 2022.

Rent expense was approximately $ 17,000 and $ 17,000 , respectively, for the three months ended July 31, 2023

and 2022, and approximately $ 50,000 and $ 50,000 , respectively, for the nine months ended July 31, 2023 and 2022.

operating leases, the lease liability is initially measured at the present value of the unpaid lease payments.

The remaining 38 -month

lease term as of April 30, 2023 for the Company’s lease includes the noncancelable period of the lease and the additional two-year

option period that the Company is reasonably certain to exercise.

All right-of-use assets are reviewed for impairment when indications

of impairment are present.

of April 30, 2023, the annual minimum future lease payments of our operating lease liabilities were as follows (in thousands):

OF MINIMUM LEASE PAYMENTS

lease term as of July 31, 2023 for the Company’s lease includes the noncancelable period of the lease and the additional two-year

option period that the Company expects to exercise.

All right-of-use assets are reviewed for impairment when indications of impairment

of July 31, 2023, the annual minimum future lease payments of our operating lease liabilities were as follows (in thousands):

SCHEDULE OF MINIMUM LEASE PAYMENTS

For Periods Ended October 31,

Operating Leases

Total future minimum lease payments, undiscounted

1 unchanged sentence

Present value of future minimum lease payments

COMMITMENTS AND CONTINGENCES

AND CONTINGENCES

than lawsuits related to the enforcement of our patent rights, we are not a party to any material pending legal proceedings, nor are

13 unchanged sentences

The following represents selected financial information for our segments for the three

and six months ended April 30, 2023 and 2022 and as of April 30, 2023 and October 31, 2022, in thousands:

OF SEGMENT INFORMATION

and nine months ended July 31, 2023 and 2022 and as of July 31, 2023 and October 31, 2022, in thousands:

SCHEDULE OF SEGMENT INFORMATION

For the Three Months Ended

For the Six Months Ended

Net income/(loss):

For the Nine Months Ended

CAR-T Therapeutics

2 unchanged sentences

Total operating costs and expenses

Less non-cash stock-based compensation

Operating costs and expenses excluding non-cash stock-based compensation

Operating costs and expenses excluding non-cash stock-based compensation:

Less non-cash share-based compensation

Operating costs and expenses

excluding non-cash share-based

Operating costs and expenses excluding

non-cash share-based compensation:

CAR-T Therapeutics

1 unchanged sentence

Anti-Viral Therapeutics

July 31, 2023

October 31, 2022

Total assets:

2 unchanged sentences

Anti-Viral Therapeutics

costs and expenses excluding non-cash stock-based compensation is the measurement the chief operating decision-maker uses in managing

costs and expenses excluding non-cash share-based compensation is the measurement the chief operating decision-maker uses in managing

the enterprise.

Company’s consolidated revenue of $ 210,000 and inventor royalties, contingent legal fees, litigation and licensing expense of $ 161,000

for the three and six months ended April 30, 2023 were solely related to our encrypted audio/video conference calling technology, which

is included in our Other segment.

All our revenue is generated domestically (United States) based on the country in which the licensee

for the nine months ended July 31, 2023 were solely related to our encrypted audio/video conference calling technology, which is included

in our Other segment.

All our revenue is generated domestically (United States) based on the country in which the licensee is located.

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