−Removed: Management’s Discussion and Analysis
−Removed: of Financial Condition and Results of Operations
−Removed: In reviewing Management’s
−Removed: Discussion and Analysis of Financial Condition and Results of Operations, you should refer to our Consolidated Financial Statements and
−Removed: the notes related thereto.
−Removed: Results of Operations
−Removed: Fiscal Year ended October 31, 2024 compared with
−Removed: Fiscal Year ended October 31, 2023
−Removed: We did not have any revenue in
−Removed: fiscal year 2024.
−Removed: In fiscal year 2023, we recorded revenue of approximately $210,000 from one license agreement related to our encrypted
−Removed: audio/video conference calling technology.
−Removed: The license agreement provided for a one-time, non-recurring, lump sum payment in exchange
−Removed: for a non-exclusive retroactive and future license, and covenant not to sue.
−Removed: Pursuant to the terms of the agreement, we have no further
−Removed: obligations with respect to the granted intellectual property rights, including no obligation to maintain or upgrade the technology, or
−Removed: provide future support or services.
−Removed: Accordingly, the performance obligations from the license were satisfied and 100% of the revenue was
−Removed: recognized upon execution of the license agreement.
−Removed: Over the past several years, our
−Removed: revenue, if any, was derived from technology licensing and the sale of patented technologies, including revenue from the settlement of
−Removed: As part of our legacy operations, the Company remains engaged in limited patent licensing activities in the area of encrypted
−Removed: audio/video conference calling.
−Removed: We do not expect these activities to be a significant part of the Company’s ongoing operations,
−Removed: nor do we expect these activities to require material financial resources or attention of senior management.
−Removed: We have not generated any revenue
−Removed: to date from our therapeutics or vaccine programs.
−Removed: In addition, while we pursue our therapeutics and vaccine programs, we may also make
−Removed: investments in and form new companies to develop additional emerging technologies.
−Removed: We do not expect to begin generating revenue with respect
−Removed: to any of our current therapy or vaccine programs in the near term.
−Removed: We hope to achieve a profitable outcome by eventually licensing our
−Removed: technologies to large pharmaceutical companies that have the resources and infrastructure in place to manufacture, market and sell our
−Removed: technologies as therapeutics or vaccines.
−Removed: The eventual licensing of any of our technologies may take several years, if it is to occur
−Removed: at all, and may depend on positive results from human clinical trials.
−Removed: Inventor Royalties, Contingent
−Removed: Legal Fees, Litigation and Licensing Expenses Related to Patent Assertion
−Removed: We did not have any inventor royalties,
−Removed: contingent legal fees, litigation and licensing expenses related to patent assertion activities in fiscal year 2024.
+Added: Management’s Discussion and Analysis of Financial Condition and Results of Operations
+Added: reviewing Management’s Discussion and Analysis of Financial Condition and Results of Operations, you should refer to our Consolidated
+Added: Financial Statements and the notes related thereto.
+Added: of Operations
+Added: Year ended October 31, 2025 compared with Fiscal Year ended October 31, 2024
+Added: did not have any revenue in fiscal years 2025 and 2024.
+Added: Over the past several years, our revenue, if any, was derived from technology
+Added: licensing and the sale of patented technologies, including revenue from the settlement of litigation.
+Added: As part of our legacy operations,
+Added: the Company remains engaged in limited patent licensing activities in the area of encrypted audio/video conference calling.
+Added: expect these activities to be a significant part of the Company’s ongoing operations, nor do we expect these activities to require
+Added: material financial resources or attention of senior management.
+Added: have not generated any revenue to date from our therapeutics or vaccine programs.
+Added: In addition, while we pursue our therapeutics and vaccine
+Added: programs, we may also make investments in and form new companies to develop additional emerging technologies.
+Added: We do not expect to begin
+Added: generating revenue with respect to any of our current therapy or vaccine programs in the near term.
+Added: Our plan is to achieve a profitable outcome
+Added: by eventually licensing our technologies to large pharmaceutical companies that have the resources and infrastructure in place to manufacture,
+Added: market and sell our technologies as therapeutics or vaccines.
+Added: The eventual licensing of any of our technologies may take several years,
+Added: if it is to occur at all, and may depend on positive results from human clinical trials.
+Added: and Development Expenses
+Added: research and development expenses are related to the development of our cancer vaccines and CAR-T therapeutics programs and in fiscal year 2025,
+Added: the expenses incurred consisted of approximately $3,121,000 and $1,950,000 for cancer vaccines and CAR-T therapeutics, respectively.
+Added: In fiscal year 2024, research and development expenses for our cancer vaccines and CAR-T therapeutics were approximately $3,748,000 and
+Added: $2,648,000, respectively.
+Added: and development expenses decreased by approximately $1,325,000 to approximately $5,071,000 in fiscal year 2025, from approximately
$6,396,000 in fiscal year 2024.
−Removed: inventor royalties, contingent legal fees, litigation and licensing expenses related to patent assertion activities were approximately
−Removed: Inventor royalties and contingent legal fees are expensed in the period that the related revenues are recognized.
−Removed: and licensing expenses related to patent assertion, other than contingent legal fees, are expensed in the period incurred.
−Removed: Research and Development
−Removed: In fiscal year 2024, research and development expenses
−Removed: were related to the development of our cancer therapeutics and vaccine programs and the expenses incurred consisted
−Removed: of approximately $3,748,000 and $2,648,000 for cancer vaccines and CAR-T therapeutics, respectively.
−Removed: In fiscal year 2023, research and development expenses were related to the development of our cancer therapeutics
−Removed: and vaccines, as well as our anti-viral therapeutics program, and the expenses incurred consisted of approximately $2,682,000, $1,839,000
−Removed: and $248,000 for cancer vaccines, CAR-T therapeutics and anti-viral therapeutics, respectively.
−Removed: Research and development expenses
−Removed: increased by approximately $1,627,000 to approximately $6,396,000 in fiscal year 2024, from approximately $4,769,000 in fiscal year 2023.
−Removed: The increase in research and development expenses was primarily due to an increase in research and development expenses related to our
−Removed: CAR-T development program of approximately $845,000, an increase in research and development expenses related to our breast cancer vaccine
−Removed: development program of approximately $834,000, an increase in research and development expenses related to our new vaccine discover program
−Removed: of approximately $113,000, an increase in clinical trial consulting services of approximately $101,000, offset by a decrease in research
−Removed: and development expenses related to our ovarian cancer vaccine development program of approximately $170,000 and a decrease in consultant
−Removed: stock option expense of approximately $137,000.
−Removed: General and Administrative
−Removed: General and administrative expenses
−Removed: increased by approximately $1,144,000 to approximately $7,435,000 in fiscal year 2024, from approximately $6,291,000 in fiscal year 2023.
−Removed: The increase in general and administrative expenses was principally due to an increase in investor and public relations firm expenses
−Removed: of approximately $629,000, an increase in stock compensation for investor and public relations firm of approximately $145,000, an increase
−Removed: in employee compensation and related costs, other than stock option compensation expense, of approximately $141,000 and an increase in
−Removed: employee stock option compensation expense of approximately $111,000.
−Removed: Interest Income
−Removed: Interest income increased to approximately
−Removed: $1,133,000 in fiscal year 2024 compared to approximately $1,081,000 in fiscal year 2023, due to an increase in interest rates and the
−Removed: increased average dollar amount held in short-term investments.
−Removed: Net Loss Attributable to
−Removed: Noncontrolling Interest
−Removed: The net loss attributable to noncontrolling
−Removed: interest, representing Wistar’s ownership interest in Certainty’s net loss, increased by approximately $25,000 to approximately
−Removed: $144,000 in fiscal year 2024, from approximately $119,000 in fiscal year 2023, as Certainty’s net loss increased.
−Removed: Liquidity and Capital Resources
−Removed: Our primary sources of liquidity
−Removed: are cash, cash equivalents and short-term investments.
−Removed: Based on currently available information
−Removed: as of January 10, 2025, we believe that our existing cash, cash equivalents, short-term investments and expected cash flows will be sufficient
−Removed: to fund our activities for at least the next twelve months.
−Removed: We have implemented a business model that conserves funds by collaborating
−Removed: with third parties to develop our technologies.
−Removed: However, our projections of future cash needs and cash flows may differ from actual results.
−Removed: If current cash on hand, cash equivalents, short-term investments and cash that may be generated from our business operations are insufficient
−Removed: to continue to operate our business, or if we elect to invest in or acquire a company or companies or new technology or technologies that
−Removed: are synergistic with or complementary to our technologies, we may be required to obtain more working capital.
−Removed: During the year ended October
−Removed: 31, 2024, we raised approximately $2,955,000, net of expenses, through an at-the-market equity offering of 785,290 shares of common stock.
−Removed: Under our at-the-market equity program, which is currently effective and may remain available for us to use in the future, as of October
−Removed: 31, 2024, we may sell up to $97 million of common stock.
−Removed: We may seek to obtain working capital during our fiscal year 2025 or thereafter
−Removed: through sales of our equity securities or through bank credit facilities or public or private debt from various financial institutions
−Removed: where possible.
−Removed: We cannot be certain that additional funding will be available on acceptable terms, or at all.
−Removed: If we do identify sources
−Removed: for additional funding, the sale of additional equity securities or convertible debt will result in dilution to our stockholders.
−Removed: give no assurance that we will generate sufficient cash flows in the future to satisfy our liquidity requirements or sustain future operations,
−Removed: or that other sources of funding, such as sales of equity or debt, would be available or would be approved by our security holders, if
−Removed: needed, on favorable terms or at all.
−Removed: If we fail to obtain additional working capital as and when needed, such failure could have a material
−Removed: adverse impact on our business, results of operations and financial condition.
−Removed: Furthermore, such lack of funds may inhibit our ability
−Removed: to respond to competitive pressures or unanticipated capital needs, or may force us to reduce operating expenses, which could significantly
−Removed: harm the business and development of operations.
+Added: The decrease in research and development expenses was primarily due to a decrease in research and
+Added: development expenses related to our breast cancer vaccine development program as a result of fluctuations in the timing of certain
+Added: materials manufacturing activities of approximately $674,000, a decrease in research and development expenses related to our CAR-T
+Added: development program as a result of fluctuations in the timing of certain materials manufacturing activities of approximately
+Added: $406,000, a decrease in employee stock option expense as a result of decreases in the calculated fair market value of stock options
+Added: granted during the year and allocations of headcount to research and development activities of approximately $274,000, and a
+Added: decrease in employee compensation expense other than stock-based compensation as a result of changes in allocations of headcount to
+Added: research and development activities of approximately $61,000, offset by an increase in research and development expenses related to
+Added: our new vaccine discovery program due to a full year of activity compared to the prior year of approximately $113,000.
+Added: and Administrative Expenses
+Added: and administrative expenses decreased by approximately $805,000 to approximately $6,630,000 in fiscal year 2025, from approximately
+Added: $7,435,000 in fiscal year 2024.
+Added: The decrease in general and administrative expenses was principally due to a decrease in investor
+Added: and public relations firm expenses as a result of changes in firms used during the year of approximately $454,000, a decrease in
+Added: director stock option compensation expense as a result of decreases in the calculated fair market value of stock options granted
+Added: during the year of approximately $359,000, a decrease in stock compensation for investor and public relations firms as a result of
+Added: changes in firms used during the year of approximately $219,000, a decrease in employee stock option compensation expense as a
+Added: result of decreases in the calculated fair market value of stock options granted during the year of approximately $106,000, and a
+Added: decrease in employee compensation expense other than stock-based compensation as a result of changes in allocations of headcount between research and development and general and administrative
+Added: activities as well as changes in employee compensation of approximately $54,000, offset by an increase in expenses related to a change in clinical materials manufacturing vendors of approximately $244,000, an increase in
+Added: shareholder relations expenses of approximately $74,000, and an increase in patent prosecution expenses of approximately
+Added: income decreased to approximately $673,000 in fiscal year 2025 compared to approximately $1,133,000 in fiscal year 2024, due to a decrease
+Added: in the amount of short-term investments held and a decrease in interest rates.
+Added: Loss Attributable to Noncontrolling Interest
+Added: net loss attributable to noncontrolling interest, representing Wistar’s ownership interest in Certainty’s net loss, decreased
+Added: by approximately $43,000 to approximately $101,000 in fiscal year 2025, from approximately $144,000 in fiscal year 2024, as Certainty’s
+Added: net loss decreased.
+Added: and Capital Resources
+Added: primary sources of liquidity are cash, cash equivalents and short-term investments.
+Added: on currently available information as of January 12, 2026, we believe that our existing cash, cash equivalents, short-term investments
+Added: and expected cash flows will be sufficient to fund our activities for at least the next twelve months.
+Added: We have implemented a business
+Added: model that conserves funds by collaborating with third parties to develop our technologies.
+Added: However, our projections of future cash needs
+Added: and cash flows may differ from actual results.
+Added: If current cash on hand, cash equivalents, short-term investments and cash that may be
+Added: generated from our business operations are insufficient to continue to operate our business, or if we elect to invest in or acquire a
+Added: company or companies or new technology or technologies that are synergistic with or complementary to our technologies, we may be required
+Added: to obtain more working capital.
+Added: During the year ended October 31, 2025, we raised approximately $2,378,000, net of expenses, through
+Added: an at-the-market equity offering of 772,001 shares of common stock.
+Added: Under our at-the-market equity program, which is currently effective
+Added: and may remain available for us to use in the future, as of October 31, 2025, we may sell up to $100 million of common stock.
+Added: seek to obtain working capital during our fiscal year 2026 or thereafter through sales of our equity securities or through bank credit
+Added: facilities or public or private debt from various financial institutions where possible.
+Added: We cannot be certain that additional funding
+Added: will be available on acceptable terms, or at all.
+Added: If we do identify sources for additional funding, the sale of additional equity securities
+Added: or convertible debt will result in dilution to our stockholders.
+Added: We can give no assurance that we will generate sufficient cash flows
+Added: in the future to satisfy our liquidity requirements or sustain future operations, or that other sources of funding, such as sales of
+Added: equity or debt, would be available or would be approved by our security holders, if needed, on favorable terms or at all.
+Added: to obtain additional working capital as and when needed, such failure could have a material adverse impact on our business, results of
+Added: operations and financial condition.
+Added: Furthermore, such lack of funds may inhibit our ability to respond to competitive pressures or unanticipated
+Added: capital needs, or may force us to reduce operating expenses, which could significantly harm the business and development of operations.
the fiscal year ended October 31, 2025, cash used in operating activities was approximately $7,173,000.
3 unchanged sentences
Cash provided by financing activities was approximately
−Removed: $3,415,000, resulting from the sale of 785,290 shares of common stock in at at-the-market equity offering of approximately $2,955,000,
−Removed: proceeds from the exercise of stock options of approximately $456,000 and proceeds from the sale of common stock pursuant to an employee
−Removed: stock purchase plan of approximately $10,000, offset by the purchase of treasury stock of approximately $6,000.
−Removed: As a result, our cash,
−Removed: cash equivalents, and short-term investments at October 31, 2024 decreased approximately $3,920,000 to approximately $19,924,000 from
−Removed: approximately $23,844,000 at the end of fiscal year 2023.
−Removed: have expected future cash obligations related to the lease of our offices through 2029 , inclusive of extension periods , estimated at approximately $312,000.
−Removed: Off-Balance Sheet Arrangements
−Removed: We have no variable interest entities
−Removed: or other significant off-balance sheet obligation arrangements.
−Removed: Critical Accounting Policies
−Removed: The Company’s consolidated
−Removed: financial statements are prepared in conformity with accounting principles generally accepted in the United States of America.
−Removed: these financial statements, we make assumptions, judgments and estimates that can have a significant impact on amounts reported in our
−Removed: consolidated financial statements.
−Removed: We base our assumptions, judgments and estimates on historical experience and various other factors
−Removed: that we believe to be reasonable under the circumstances.
−Removed: Actual results could differ materially from these estimates under different
−Removed: assumptions or conditions.
−Removed: On a regular basis, we evaluate our assumptions, judgments and estimates and make changes accordingly.
−Removed: We believe that, of the significant
−Removed: accounting policies discussed in Note 2 to our Consolidated Financial Statements, the following accounting policies require our most difficult,
−Removed: subjective, or complex judgments:
+Added: $2,280,000, resulting from the sale of 772,001 shares of common stock in an at-the-market equity offering of approximately $2,378,000
+Added: net of expenses and proceeds from the sale of common stock pursuant to an employee stock purchase plan of approximately $7,000, offset
+Added: by net costs from the exercise of stock options of approximately $105,000.
+Added: As a result, our cash, cash equivalents, and short-term investments
+Added: at October 31, 2025 decreased approximately $4,750,000 to approximately $15,174,000 from approximately $19,924,000 at the end of fiscal
+Added: have expected future cash obligations related to the lease of our offices through 2029, inclusive of extension periods, estimated at
+Added: approximately $256,000.
+Added: Sheet Arrangements
+Added: have no variable interest entities or other significant off-balance sheet obligation arrangements.
+Added: Accounting Policies
+Added: Company’s consolidated financial statements are prepared in conformity with accounting principles generally accepted in the United
+Added: States of America.
+Added: In preparing these financial statements, we make assumptions, judgments and estimates that can have a significant
+Added: impact on amounts reported in our consolidated financial statements.
+Added: We base our assumptions, judgments and estimates on historical experience
+Added: and various other factors that we believe to be reasonable under the circumstances.
+Added: Actual results could differ materially from these
+Added: estimates under different assumptions or conditions.
+Added: On a regular basis, we evaluate our assumptions, judgments and estimates and make
+Added: changes accordingly.
+Added: believe that, of the significant accounting policies discussed in Note 2 to our Consolidated Financial Statements, the following accounting
+Added: policies require our most difficult, subjective, or complex judgments:
Revenue Recognition;
Stock-Based Compensation;
−Removed: Research and Development Expense.
−Removed: Revenue Recognition
−Removed: Our revenue has been derived solely
−Removed: from technology licensing and the sale of patented technologies.
−Removed: Revenue is recognized upon transfer of control of intellectual property
−Removed: rights and satisfaction of other contractual performance obligations to licensees in an amount that reflects the consideration we expect
−Removed: Our revenue recognition policy
−Removed: requires us to make certain judgments and estimates in connection with the accounting for revenue.
−Removed: Such areas may include determining
−Removed: the existence of a contract and identifying each party’s rights and obligations to transfer goods and services, identifying the
−Removed: performance obligations in the contract, determining the transaction price and allocating the transaction price to separate performance
−Removed: obligations, estimating the timing of satisfaction of performance obligations, determining whether a promise to grant a license is distinct
−Removed: from other promised goods or services and evaluating whether a license transfers to a customer at a point in time or over time.
−Removed: Our revenue arrangements provide
−Removed: for the payment, within 30 days of execution of the agreement, of contractually determined, one-time, paid-up license fees in settlement
−Removed: of litigation and in consideration for the grant of certain intellectual property rights for patented technologies owned or controlled
−Removed: by the Company.
+Added: Research and Development
+Added: revenue has been derived solely from technology licensing and the sale of patented technologies.
+Added: Revenue is recognized upon transfer
+Added: of control of intellectual property rights and satisfaction of other contractual performance obligations to licensees in an amount that
+Added: reflects the consideration we expect to receive.
+Added: revenue recognition policy requires us to make certain judgments and estimates in connection with the accounting for revenue.
+Added: may include determining the existence of a contract and identifying each party’s rights and obligations to transfer goods and services,
+Added: identifying the performance obligations in the contract, determining the transaction price and allocating the transaction price to separate
+Added: performance obligations, estimating the timing of satisfaction of performance obligations, determining whether a promise to grant a license
+Added: is distinct from other promised goods or services and evaluating whether a license transfers to a customer at a point in time or over
+Added: revenue arrangements provide for the payment, within 30 days of execution of the agreement, of contractually determined, one-time, paid-up
+Added: license fees in settlement of litigation and in consideration for the grant of certain intellectual property rights for patented technologies
+Added: owned or controlled by the Company.
These arrangements typically include some combination of the following:
−Removed: (i) the grant of a non-exclusive, retroactive
−Removed: and future license to manufacture and/or sell products covered by patented technologies owned or controlled by the Company, (ii) a covenant-not-to-sue,
−Removed: (iii) the release of the licensee from certain claims, and (iv) the dismissal of any pending litigation.
−Removed: In such instances, the intellectual
−Removed: property rights granted have been perpetual in nature, extending until the expiration of the related patents.
−Removed: Pursuant to the terms of
−Removed: these agreements, we have no further obligations with respect to the granted intellectual property rights, including no obligation to
−Removed: maintain or upgrade the technology, or provide future support or services.
−Removed: Licensees obtained control of the intellectual property rights
−Removed: they have acquired upon execution of the agreement.
−Removed: Accordingly, the performance obligations from these agreements were satisfied and
−Removed: 100% of the revenue was recognized upon the execution of the agreements.
−Removed: Stock-Based Compensation
−Removed: The compensation cost for service-based
−Removed: stock options granted to employees, directors and consultants is measured at the grant date, based on the fair value of the award using
−Removed: the Black-Scholes pricing model, and is recognized as an expense on a straight-line basis over the requisite service period (the vesting
−Removed: period of the stock option) which is one to four years.
−Removed: For employee options vesting if the trading price of the Company’s common
−Removed: stock exceeds certain price targets, we use a Monte Carlo Simulation in estimating the fair value at grant date and recognize compensation
−Removed: cost over the implied service period.
−Removed: For stock-based awards that vest upon the achievement of a performance metric, the Company recognizes
−Removed: the estimated fair value of the award when achievement becomes probable.
−Removed: For stock awards granted to employees
−Removed: and directors that vest at date of grant, we recognize expense based on the grant date market price of the underlying common stock.
−Removed: restricted stock awards vesting upon achievement of a price target of our common stock, we use a Monte Carlo Simulation in estimating
−Removed: the fair value at grant date and recognize compensation cost over the implied service period (median time to vest).
−Removed: The Black-Scholes pricing model
−Removed: and the Monte Carlo Simulation we use to estimate fair value requires valuation assumptions of expected term, expected volatility, risk-free
−Removed: interest rates and expected dividend yield.
−Removed: The expected term of stock options represents the weighted average period the stock options
−Removed: are expected to remain outstanding.
−Removed: For employees, we use the simplified method, which is a weighted average of the vesting term and contractual
−Removed: term, to determine expected term.
−Removed: The simplified method was adopted since we do not believe that historical experience is representative
−Removed: of future performance because of the impact of the changes in our operations and the change in terms from historical options.
−Removed: For consultants
−Removed: we use the contract term for expected term.
−Removed: Under the Black-Scholes pricing model, we estimated the expected volatility of our shares
−Removed: of common stock based upon the historical volatility of our share price over a period of time equal to the expected term of the grants.
−Removed: We estimated the risk-free interest rate based on the implied yield available on the applicable grant date of a U.S.
−Removed: Treasury note with
−Removed: a term equal to the expected term of the underlying grants.
−Removed: We made the dividend yield assumption based on our history of not paying dividends
−Removed: and our expectation not to pay dividends in the future.
−Removed: We will reconsider use of the
−Removed: Black-Scholes pricing model and the Monte Carlo Simulation if additional information becomes available in the future that indicates another
−Removed: model would be more appropriate.
−Removed: If factors change and we employ different assumptions in future periods, the compensation expense that
−Removed: we record may differ significantly from what we have recorded in the current period.
+Added: (i) the grant of a non-exclusive,
+Added: retroactive and future license to manufacture and/or sell products covered by patented technologies owned or controlled by the Company,
+Added: (ii) a covenant-not-to-sue, (iii) the release of the licensee from certain claims, and (iv) the dismissal of any pending litigation.
+Added: In such instances, the intellectual property rights granted have been perpetual in nature, extending until the expiration of the related
+Added: Pursuant to the terms of these agreements, we have no further obligations with respect to the granted intellectual property
+Added: rights, including no obligation to maintain or upgrade the technology, or provide future support or services.
+Added: Licensees obtained control
+Added: of the intellectual property rights they have acquired upon execution of the agreement.
+Added: Accordingly, the performance obligations from
+Added: these agreements were satisfied and 100% of the revenue was recognized upon the execution of the agreements.
+Added: compensation cost for service-based stock options granted to employees, directors and consultants is measured at the grant date, based
+Added: on the fair value of the award using the Black-Scholes pricing model, and is recognized as an expense on a straight-line basis over the
+Added: requisite service period (the vesting period of the stock option) which is one to four years.
+Added: For employee options vesting if the trading
+Added: price of the Company’s common stock exceeds certain price targets, we use a Monte Carlo Simulation in estimating the fair value
+Added: at grant date and recognize compensation cost over the implied service period.
+Added: For stock-based awards that vest upon the achievement
+Added: of a performance metric, the Company recognizes the estimated fair value of the award when achievement becomes probable.
+Added: restricted stock awards granted to employees and directors that vest at date of grant, we recognize expense based on the grant date
+Added: market price of the underlying common stock.
+Added: For restricted stock awards vesting upon achievement of a price target of our common
+Added: stock, we use a Monte Carlo Simulation in estimating the fair value at grant date and recognize compensation cost over the implied
+Added: service period (median time to vest).
+Added: Black-Scholes pricing model and the Monte Carlo Simulation we use to estimate fair value requires valuation assumptions of expected term,
+Added: expected volatility, risk-free interest rates and expected dividend yield.
+Added: The expected term of stock options represents the weighted
+Added: average period the stock options are expected to remain outstanding.
+Added: For employees, we use the simplified method, which is a weighted
+Added: average of the vesting term and contractual term, to determine expected term.
+Added: The simplified method was adopted since we do not believe
+Added: that we have sufficient historical exercise data on which to base our own estimate.
+Added: For consultants, we use the contract term for expected term.
+Added: Under the Black-Scholes pricing model,
+Added: we estimated the expected volatility of our shares of common stock based upon the historical volatility of our share price over a period
+Added: of time equal to the expected term of the grants.
+Added: We estimated the risk-free interest rate based on the implied yield available on the
+Added: applicable grant date of a U.S.
+Added: Treasury note with a term equal to the expected term of the underlying grants.
+Added: We made the dividend yield
+Added: assumption based on our history of not paying dividends and our expectation not to pay dividends in the future.
+Added: will reconsider use of the Black-Scholes pricing model and the Monte Carlo Simulation if additional information becomes available in
+Added: the future that indicates another model would be more appropriate.
+Added: If factors change and we employ different assumptions in future periods,
+Added: the compensation expense that we record may differ significantly from what we have recorded in the current period.
and Development Expense
−Removed: research and development expenses as incurred.
−Removed: Advance payments for future research and development activities are deferred and expensed
−Removed: as the services are performed.
−Removed: We recognize our preclinical studies and clinical trial expenses based on the services performed pursuant
−Removed: to contracts with research institutions, clinical research organizations (“CROs”), clinical manufacturing organizations (“CMOs”),
−Removed: and other parties that conduct and manage various stages of research and development activities on our behalf.
−Removed: Fees for such services
−Removed: are recognized based on management’s estimates after considering the activities and tasks completed by each service provider in
−Removed: a given period, the time period over which services are expected to be performed, and the level of effort expended in each reporting period.
−Removed: At each balance sheet date, management
−Removed: estimates prepaid and accrued research and development costs by discussing progress or stage of completion of activities with internal
−Removed: personnel and external service providers, and comparing this information to payments made, invoices received, and the agreed-upon contractual
−Removed: fee to be paid for such services in the applicable contract or statements of work.
−Removed: In addition, we allocate certain
−Removed: internal compensation costs to research and development expenses based on management’s estimates of each employee’s time and
−Removed: effort expended.
−Removed: Effect of Recent Accounting Pronouncements
−Removed: We discuss the potential expected impacts of recently
−Removed: issued pronouncements in Note 2 to the Consolidated Financial Statements.
−Removed: Quantitative and Qualitative Disclosures
−Removed: About Market Risk
−Removed: Not required for a smaller reporting
−Removed: Financial Statements and Supplementary
−Removed: See accompanying “Index
−Removed: to Consolidated Financial Statements.”
−Removed: Changes in and Disagreements With Accountants
−Removed: on Accounting and Financial Disclosure
+Added: recognize research and development expenses as incurred.
+Added: Advance payments for future research and development activities are deferred
+Added: and expensed as the services are performed.
+Added: We recognize our preclinical studies and clinical trial expenses based on the services performed
+Added: pursuant to contracts with research institutions, clinical research organizations (“CROs”), clinical manufacturing organizations
+Added: (“CMOs”), and other parties that conduct and manage various stages of research and development activities on our behalf.
+Added: Fees for such services are recognized based on management’s estimates after considering the activities and tasks completed by each
+Added: service provider in a given period, the time period over which services are expected to be performed, and the level of effort expended
+Added: in each reporting period.
+Added: each balance sheet date, management estimates prepaid and accrued research and development costs by discussing progress or stage of completion
+Added: of activities with internal personnel and external service providers, and comparing this information to payments made, invoices received,
+Added: and the agreed-upon contractual fee to be paid for such services in the applicable contract or statements of work.
+Added: addition, we allocate certain internal compensation costs to research and development expenses based on management’s estimates
+Added: of each employee’s time and effort expended.
+Added: of Recent Accounting Pronouncements
+Added: discuss the potential expected impacts of recently issued pronouncements in Note 2 to the Consolidated Financial Statements.
+Added: Quantitative and Qualitative Disclosures About Market Risk
+Added: required for a smaller reporting company.
+Added: Financial Statements and Supplementary Data
+Added: accompanying “Index to Consolidated Financial Statements.”
+Added: Changes in and Disagreements With Accountants on Accounting and Financial Disclosure
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.