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Item 2. Management’s Discussion and Analysis

2022-11-14 compared with 2022-08-12 · 770 added, 635 removed, 70 unchanged (95% of the section changed)

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION

FORWARD-LOOKING

STATEMENT NOTICE

Form 10-Q contains certain forward-looking statements.

For this purpose, any statements contained in this Form 10-Q that are not statements

of historical fact may be deemed to be forward-looking statements.

Without limiting the foregoing, words such as “may,”

“will,” “expect,” “believe,” “anticipate,” “estimate” or “continue”

or comparable terminology are intended to identify forward-looking statements.

These statements by their nature involve substantial

risks and uncertainties, and actual results may differ materially depending on a variety of factors, many of which are not within our

These factors include but are not limited to economic conditions generally and in the industries in which we may participate;

competition within our chosen industry, including competition from much larger competitors;

technological advances and failure to successfully

develop business relationships.

Actinium Pharmaceuticals, Inc.

is a clinical-stage, biopharmaceutical company applying its proprietary platform technology and deep understanding of radiobiology to

the development of novel targeted radiotherapies for patients with unmet needs.

Our targeted radiotherapies combine the cell-killing ability

of radiation via a radioisotope payload with a targeting agent, such as a monoclonal antibody, to deliver radiation in a precise manner

inside the body to specific, targeted cells, to potentially achieve greater efficacy with lower toxicity than with external beam radiation.

They also enable a broader usage of radiation than external beam radiation as they can be used in the treatment of both solid tumors and

blood cancers, which generally cannot be treated with external radiation given their diffuse nature.

Our clinical pipeline is focused

on targeting the antigens CD45 and CD33, both of which are expressed in multiple hematologic cancers, which are known to be highly sensitive

to radiation.

Our clinical programs are focused on two primary areas:

(1) targeted conditioning prior to a bone marrow transplant (“BMT”),

adoptive cell therapy (“ACT”) such as CAR-T or gene therapy with Iomab-B and (2) targeted radiotherapy combinations with Actimab-A

and other therapeutic agents.

Our product development strategy is actively informed by clinical data with Iomab-B and Actimab-A in approximately

600 patients, including our ongoing Pivotal Phase 3 SIERRA trial, which completed its targeted enrollment of 150 patients in the third

quarter of 2021, with the last patient receiving their BMT in the fourth quarter of 2021.

Our clinical pipeline has emanated from our

Antibody Warhead Enabling (“AWE”) technology platform, which is protected by over 195 issued and pending patents, trade secrets

and know-how that we are applying to the development of targeted radiotherapies for blood and solid tumor indications, independently and

with collaborators.

Ongoing collaborations include a research partnership with Astellas Pharma, Inc.

(“Astellas”) focused

on the development of theranostics, which enable the diagnosis and treatment, for solid tumor indications, a collaboration with EpicentRx,

Inc, focused on a novel CD47 immunotherapy targeted radiotherapy combination, leveraging EpicentRx’s RRx-001, that is being studied

in a Phase 3 trial in non-small cell lung cancer, with our clinical stage Actimab-A in AML models, and a collaboration with AVEO Oncology,

focused on developing a HER3 targeting ARC or Antibody Radiation Conjugate for solid tumors leveraging with their clinical stage antibody.

We are also utilizing our AWE technology platform to advance our research objectives focused on developing next-generation targeted radiotherapies

with our expanded research and development organization and research laboratories leveraging our drug development experience.

the best of our knowledge, we are advancing the most advanced multi-target, multi-indication, clinical-stage pipeline for targeted conditioning.

Our targeted conditioning agents are intended to potentially enable improved access and outcomes to cell-based therapies with curative

potential, including BMT, ACT and gene therapy.

Conditioning in the context of BMT, ACT or gene therapy is the act of depleting certain

blood and immune-forming cells, including bone marrow stem cells and, in some cases, cancer cells prior to transplanting new cells into

MANAGEMENT’S DISCUSSION

AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION

FORWARD-LOOKING STATEMENT NOTICE

This Form 10-Q contains certain

forward-looking statements.

For this purpose, any statements contained in this Form 10-Q that are not statements of historical fact may

be deemed to be forward-looking statements.

Without limiting the foregoing, words such as “may,” “will,”

“expect,” “believe,” “anticipate,” “estimate” or “continue” or comparable

terminology are intended to identify forward-looking statements.

These statements by their nature involve substantial risks and

uncertainties, and actual results may differ materially depending on a variety of factors, many of which are not within our control.

factors include but are not limited to economic conditions generally and in the industries in which we may participate;

competition within

our chosen industry, including competition from much larger competitors;

technological advances and failure to successfully develop business

relationships.

Description of Business

Actinium Pharmaceuticals,

is a clinical-stage, biopharmaceutical company applying its proprietary platform technology and clinical experience to develop novel

targeted radiotherapies for patients with unmet needs.

Our targeted radiotherapies combine the cell-killing ability of radiation via a

radioisotope payload with a targeting agent, such as a monoclonal antibody, to deliver radiation in a precise manner inside the body to

specific, targeted cells such as cancer cells, to potentially achieve greater efficacy with lower toxicity than with cytotoxic chemotherapy

or external beam radiation.

Targeted radiotherapies also enable broader application of radiation than external beam radiation as they

can be used in the treatment of both solid tumors and blood cancers, which generally cannot be treated with external radiation given their

diffuse nature.

CD45 and CD33 are both expressed

in multiple hematologic cancers, which are known to be highly sensitive to radiation.

Our clinical programs against these targets are

focused on two primary areas:

(1) targeted conditioning prior to a bone marrow transplant (“BMT”), adoptive cell therapy (“ACT”)

such as CAR-T or gene therapy with Iomab-B and (2) targeted radiotherapy combinations with Actimab-A and other therapeutic agents.

Our most advanced clinical development program is Iomab-B, a CD45 targeting

radiotherapy being developed to enable patients with blood cancers and other conditions to receive cellular and gene therapies.

is being studied in the pivotal Phase SIERRA trial to enable a bone marrow transplant (“BMT”) in patients with active, relapsed

or refractory acute myeloid leukemia (“r/r AML”) age 55 and above, a patient population not considerable eligible for BMT,

which is the only potentially curative treatment option, with current approaches.

On October 31, 2022, we announced

that Iomab-B met the primary endpoint of the SIERRA trial with a high degree of statistical significance (p<0.0001).

Additional data

from the SIERRA trial will be reported by year end 2022 including survival data.

trial was conducted in patients 55 years of age or older with r/r AML who typically cannot access a potentially lifesaving BMT as

they are deemed unfit and thus unable to tolerate standard chemotherapy-based conditioning.

Trial results showed that with Iomab-B conditioning,

these patients have increased access to a BMT with a clinically meaningful duration of complete remission, along with a favorable safety

profile, potentially establishing a new treatment option for the majority of the 10,000 r/r AML patients in the U.S.

who are deemed

unfit for BMT with current approaches.

Our second most advanced clinical

program is Actimab-A, a CD33 targeting radiotherapy that we are developing as a therapeutic to be used in combination with our treatment

modalities to leverage the potential synergistic mechanism of targeted radiation.

Actimab-A is being studied in a Phase 1/2 combination

trial with the salvage regimen CLAG-M in patients with r/r AML fit for intensive therapy and in a Phase 1/2 combination trial with Venetoclax,

a targeted therapy, in patients with r/r AML who are both fit and unfit for intensive therapy.

On November 3, 2022, we announced that Phase 1 results from the Actimab-A

CLAG-M trial were accepted for oral presentation at the American Society of Hematology (“ASH”) Annual Meeting & Symposium

on December 10, 2022.

The study enrolled patients with r/r AML with a median age of 63, 2 lines of prior therapies (range:

67% had adverse cytogenetics with 52% having a TP53 mutation.

Prior treatment included BMT in 57% and prior Venetoclax therapy in 57%

This patient population has dismal survival outcomes and outside of this novel combination clinical trial, would not be treated

There was a 67% overall response rate (“ORR”) across all dose cohorts and an 83% ORR at the recommended Phase

2 dose (“RP2D”).

Overall, 72% of patients achieving a Complete Remission (“CR”) or Complete Remission with incomplete

count recovery (“CRi”) were minimal residual disease (“MRD”) negative and 83% of patients receiving the RP2D were

MRD negative.

Median overall survival was 12-months with a 53% 1-year overall survival rate and 32% 2-year overall survival rate.

context for this analysis, the median OS in patients who relapse post Venetoclax is less than 3 months and the median OS in patients who

relapse with a TP53 mutation is less than 2 months.

More detailed information will be presented in an oral presentation at ASH in December.

Data from our Actimab-A Venetoclax combination trial has been accepted

for poster presentation at ASH.

This trial is exploring the potential mechanistic synergy we elucidated in preclinical models, that depleting

Mcl-1 via targeted radiation from Actimab-A can re-sensitize or reduce resistance to Venetoclax.

We have observed responses including

a CR in early-dose cohorts.

This trial is ongoing with dose escalation and scheduling optimization ongoing.

We expect to present proof

of concept from the Phase 1 portion of this study in 2023.

We are studying Iomab-ACT, a low dose version of Iomab-B, for conditioning

prior to CAR-T cellular therapy in collaboration with Memorial Sloan Kettering Cancer Center, which is funded by a National Institutes

of Health (“NIH”) grant.

We have completed treatment of an initial cohort of 3 patients and will expand to a second cohort.

We expect to present proof of concept data from this study in 2023.

Our clinical pipeline has

emanated from our Antibody Warhead Enabling (“AWE”) technology platform, which is protected by over 195 issued and pending

patents, trade secrets and know-how that we are applying to the development of targeted radiotherapies for blood and solid tumor indications,

independently and with collaborators.

We are also utilizing our AWE technology platform to advance our research objectives focused on

developing next-generation targeted radiotherapies with our expanded research and development organization and research laboratories leveraging

our drug development experience.

We are advancing a pipeline

of clinical-stage development programs that we believe can improve patient access to potentially curative treatments and improve patient

To the best of our knowledge, we are developing the most advanced multi-indication, clinical-stage radiotherapy pipeline for

targeted conditioning.

In addition, we believe we have the most experience with Actinium-225 based alpha therapies with approximately

150 patients treated across six Phase 1 and Phase 2 clinical trials.

Our product development strategy

is actively informed by clinical data with our drug candidates Iomab-B, Actimab-A and Iomab-ACT in approximately 600 patients and 19 clinical

trials, including the Pivotal Phase 3 SIERRA trial for Iomab-B, 12 prior clinical trials with Iomab-B at the Fred Hutchinson Cancer Research

Center, 6 trials with Actimab-A and the MSKCC/NIH trial with Iomab-ACT.

We are applying our clinical experience to address unmet patient

needs with our programs:

Targeted Conditioning Programs

for Cell and Gene Therapy :

Iomab-B and Iomab-ACT are intended to potentially enable improved access and outcomes to cell-based therapies

with curative potential, including BMT, ACT and gene therapy.

Conditioning in the context of BMT, ACT or gene therapy is the act of depleting

certain blood and immune-forming cells, including bone marrow stem cells and, in some cases, cancer cells prior to transplanting new cells

into a patient.

Currently, conditioning is accomplished using a combination of cytotoxic chemotherapeutic agents and external radiation.

non-targeted conditioning regimens are highly toxic and may prevent a patient from receiving a potentially curative therapy and hinder

We believe our targeted conditioning agents have the potential to increase patient access and outcomes by way of their ability

to selectively deplete targeted cells while sparing normal healthy cells, resulting in potentially lower systemic and off-target toxicities.

We use our ARCs both at high isotope dose levels to achieve myeloablation, which fully depletes bone marrow stem cells and at lower isotope

dose levels to achieve lymphodepletion, which spares bone marrow stem cells from depletion.

In addition, dosing may be titrated downward

from myeloablative doses to achieve partial myeloablation, which may be appropriate for certain gene therapy programs.

Targeted Conditioning Program

(I-131 apamistamab), our lead candidate and targeted conditioning agent is comprised of the anti-CD45 monoclonal antibody known as apamistamab

(formerly BC8) and the radioisotope Iodine-131 (“I-131”).

CD45 is an antigen expressed on leukemia, lymphoma and myeloma

cancer cells, as well as nucleated immune cells including bone marrow stem cells, but is not expressed outside of the hematopoietic,

These non-targeted conditioning regimens are highly toxic and may prevent a patient from receiving a potentially curative therapy and

hinder outcomes.

We believe our targeted conditioning agents have the potential to increase patient access and outcomes by way of their

ability to selectively deplete targeted cells while sparing normal healthy cells, resulting in potentially lower systemic and off-target

We intend to develop our targeted conditioning programs for BMT, ACT and gene therapy applications for malignant and non-malignant

diseases and believe that multiple radioisotopes may be utilized including alpha and beta emitters.

Actinium-225 Based Therapeutic

Backbone Therapy Program in AML :

Our Actimab-A program demonstrates our leadership

in the clinical development of Ac-225 therapeutics, as we focus this industry leading alpha-isotope based radiotherapy program as a backbone

therapy for novel combinations in r/r AML.

Actimab-A is the first radiotherapeutic for r/r AML and has the unique value proposition

of broad applicability, a differentiated mechanism of action, and targeted precision that is well-tolerated with minimal toxicity.

Specifically,

Actimab-A targets CD33, which is expressed in virtually all AML patients regardless of cytogenetics or mutations and enables potent alpha

radiation to be directed against radiosensitive AML cells that have no known resistance or repair mechanism when hit with the Ac-225 isotope

payload that causes double stranded breaks in DNA.

We believe that Actimab-A in combination with chemotherapy, targeted agents or immunotherapy,

in r/r AML as a backbone therapy, represents a significant opportunity to improve patient outcomes in AML and are developing our product

candidates according to this strategy.

Platform Collaborations and Preclinical Programs :

We are leveraging our clinical experience, robust intellectual property and radiotherapy know-how through research collaborations and

our own preclinical development programs.

Through our research collaborations, such as with Astellas, we are advancing into solid tumors

Here we can utilize the ability of radioisotopes to be used for diagnostic purposes as well as therapeutics, which is referred

to as theranostics.

We are also exploring novel targeted radiotherapies in solid tumors and blood cancers such as HER3 expressing solid

tumors in collaboration with AVEO and combinations with immunotherapies such as CD47 immune checkpoint inhibitors with EpicentRx.

Acute Myeloid Leukemia and Relapsed or Refractory

AML is a blood cancer that

arises when hematopoietic progenitor cells fail to differentiate into functioning mature cells and begin to proliferate rapidly, crowding

functional mature cells out of the bone marrow.

AML is the most common acute leukemia with approximately 21,000 patients expected to be

diagnosed in the U.S.

It is also one of the most lethal blood cancers with the lowest 5-year survival.

The median age of diagnosis

is 68 years of age and more than 50% of patients are over the age of 50.

Treatment for AML is determined by a patient’s fitness

or ability to tolerate treatment intensity.

Initial treatment is classified as intensive therapy with curative intent or lower intensity

conditioning with non-curative intent.

Chemotherapy regimens such as cytarabine and daunorubicin known as “7+3” are examples

of intensive regimens, while azacytidine or other hypomethylating agents (“HMAs”) are examples of lower intensity treatment.

Multiple targeted agents have been approved since 2017, including Venetoclax, FLT3 inhibitors, IDH inhibitors, hedgehog pathway inhibitors

and mylotarg.

An estimated 60% of patients are fit and able to tolerate intensive therapy while 40% are unfit and can only receive less

intensive therapy that does not have curative intent.

Approximately 50% of patients ultimately relapse or develop refractory disease including

primary induction failure, where a patient never achieves a remission.

The only curative treatment option for relapsed or refractory AML

Development Strategy for Relapsed and

Refractory AML

We are developing Iomab-B

and Actimab-A to holistically address the unmet needs of both fit and unfit patients with AML, initially targeting the estimated 10,000

patients with relapsed or refractory disease.

These patients are largely treated in approximately 100 centers and a majority of the BMTs

are done in the top 50 centers.

There is virtually total overlap between the top 50 BMT centers and top 100 AML treatment centers.

developing two targeted radiotherapies for this indication, we believe we can address a significant number of patients at various stages

of their disease and treatment journey.

We also believe we can produce operating leverage through synergies in supply chain and commercialization

across both drug candidates.

In addition, we believe both Iomab-B and Actimab-A have potential to be used in other blood cancer indications.

Iomab-B enables patients with

r/rr AML with active disease, who cannot tolerate intensive therapy and who otherwise would not be considered for BMT, to receive a potentially

curative BMT.

The SIERRA trial demonstrated the ability of Iomab-B conditioning to enable 100% of patients to proceed to BMT and achieve

rapid engraftment resulting in significantly higher rates of patients with Complete Remissions and durable Complete Remissions.

The tolerable

safety profile of Iomab-B and efficacy as shown in SIERRA trial could transform the treatment paradigm for r/r AML.

For r/r AML patients requiring

salvage therapy, we believe combinations based on our Actimab-A alpha therapy have the potential to improve patient outcomes.

We are combining

Actimab-A with CLAG-M for patients fit for intensive therapy in a Phase 1 trial conducted at the Medical College of Wisconsin (“MCW”).

This novel combination trial enrolled patients who otherwise would not be considered for CLAG-M and added Actimab-A to precisely target

and kill any residual AML cells following treatment with CLAG-M.

The Actimab-A CLAG-M combination has a manageable safety profile and

produced high response rates, high rates of MRD negativity and 53% 1- year and 32% 2-year median overall survival in a cohort of heavily

pretreated patients with adverse cytogenetics, including 52% of patients who had a TP53 mutation.

These survival outcomes represent a

significant improvement over current dismal survival rates in these very hard to treat patients and support continued development.

We are also studying Actimab

in combination with Venetoclax for patients who are both unfit and fit for intensive therapy.

Venetoclax is approved in combination with

HMAs, and we believe Actimab-A has a more synergistic mechanism and that its targeted nature can produce better patient outcomes than

Venetoclax HMA combinations.

We are currently conducting a multi-center Phase 1/2 trial of this novel combination and are optimizing the

dosing regimen for the anticipated Phase 2 portion of the trial.

Iomab-B (I-131 apamistamab),

our lead candidate and targeted conditioning agent is comprised of the anti-CD45 monoclonal antibody known as apamistamab (formerly BC8)

and the radioisotope Iodine-131 (“I-131”).

Iomab-B is a first-in-class targeted radiotherapy intended to improve patient access

to potentially curative BMT by simultaneously and rapidly depleting blood cancer, immune and bone marrow stem cells that uniquely express

CD45 is an antigen expressed on leukemia, lymphoma and myeloma cancer cells, but is not expressed outside of the hematopoietic,

or blood-forming system.

This unique expression on blood cancer and immune cells enables simultaneous depletion of both cell types,

making CD45 an optimal antigen for targeted conditioning applications.

CD45 is a cell surface antigen with an average expression of 200,000

copies per cell, however, it only internalizes at a rate of 10-15%.

We believe our ARC approach is the most effective method to target

CD45 positive cells, as the radioisotope payload linear energy transfer can readily ablate a targeted cell without requiring payload

internalization like an antibody drug conjugate or without relying on biological effector function processes like a naked antibody.

since CD45 expression level varies from low to high antigen density as the immune cells become more terminally differentiated, we can

selectively condition depending on the therapeutic application, from full myeloablation to transient lymphodepletion, by adjusting the

dose or intensity of the I-131 isotope payload.

Full myeloablation can be achieved with high doses of I-131, as its energy pathlength

and crossfire effect can penetrate into bone marrow niches to target and deplete blood and immune system forming bone marrow stem cells.

Myeloablation is applicable to autologous or allogeneic BMT and to autologous gene-edited or modified therapies that can reconstitute

a patient’s blood and immune systems.

Alternatively, low doses of I-131 can be transiently lymphodepleting and spare a patient’s

bone marrow stem cells, which we believe is ideal for ACT applications such as CAR-T.

We intend to develop our CD45 targeted conditioning

program for BMT, ACT and gene therapy applications for malignant and non-malignant diseases and believe that multiple radioisotopes beyond

I-131 may be utilized including alpha and beta emitters.

uses high doses of I-131 to achieve myeloablative conditioning prior to a BMT.

Iomab-B is currently being studied in the pivotal Phase

3 Study of Iomab-B in Elderly Relapsed or Refractory AML (“SIERRA”), clinical trial for targeted conditioning prior to an

allogeneic BMT for patients with active, relapsed or refractory (“r/r”) Acute Myeloid Leukemia, (“AML”), who

are age 55 or older.

Enrollment of the planned 150 patients in the SIERRA trial was completed in the third quarter of 2021 with the last

patient receiving their BMT in the fourth quarter of 2021.

Patients with active, r/r AML are not normally considered eligible for BMT

and the SIERRA trial is the only randomized Phase 3 trial to offer BMT as a treatment option for this patient population.

trial compares outcomes of patients randomized to receive Iomab-B and a BMT (the “study arm”) to those patients randomized

This unique expression on blood cancer and immune cells enables simultaneous depletion of both cell types, making

CD45 an optimal antigen for targeted conditioning applications.

CD45 is a cell surface antigen with an average expression of 200,000 copies

per cell, however, it only internalizes at a rate of 10-15%.

We believe our targeted radiotherapy approach is the most effective method

to target CD45 positive cells, as the radioisotope payload linear energy transfer can readily ablate a targeted cell without requiring

payload internalization like an antibody drug conjugate or without relying on biological effector function processes like a naked antibody.

Developed at the Fred Hutchinson Cancer Research Center, a pioneer in the field of BMT, Iomab-B is supported by data in six disease indications

including leukemias, lymphomas and multiple myeloma, which afflict over 100,000 patients annually.

Studied in over 400 patients, prior

studies with Iomab-B have demonstrated nearly universal access to BMT, increased survival and tolerability in multiple clinical trials

including the recently completed pivotal Phase 3 SIERRA trial in patients with active leukemic blasts >5%, relapsed or refractory

acute myeloid leukemia age 55 and above.

Pivotal Phase 3 SIERRA Trial

The pivotal Phase 3 SIERRA

(Study of Iomab-B in Elderly relapsed or refractory AML) is a 153-patient, randomized, multi-center clinical trial, studying Iomab-B compared

to the control arm of physician's choice of salvage therapy.

Patients with active, r/r AML are not considered eligible for BMT with current

approaches and the SIERRA trial is the only randomized Phase 3 trial to offer BMT as a treatment option for this patient population.

SIERRA trial compares outcomes of patients randomized to receive Iomab-B and a BMT (the “study arm”) to those patients randomized

to receive physician’s choice of salvage therapy (the “control arm”).

3 unchanged sentences

chemotherapies.

Patients who fail to achieve a Complete Remission (“CR”) on the control arm are ineligible to proceed to

a BMT, but the trial design permits these patients to “cross over” to receive the study arm treatment if they meet the eligibility

The primary endpoint of the SIERRA trial is durable Complete Remission (“dCR”) of 180 days and the secondary endpoint

is Overall Survival (“OS”).

When the crossover patients receive Iomab-B and BMT, they have not achieved remission with their

salvage therapy and are considered to be failures for the primary endpoint of the study.

The SIERRA trial recruited patients at 24 sites

in the United States and Canada, which includes many of the leading BMT sites based on volume.

approved, we expect our initial commercial launch would target the leading 50-100 BMT and medical centers that perform the vast majority

of BMTs in the United States.

In the European Union (“EU”), we received favorable feedback from the European Medicines Agency

(“EMA”) via their scientific advice program that the trial design, primary endpoint and planned statistical analysis from

the SIERRA trial are acceptable as the basis for a Marketing Authorization Application, or MAA.

Additionally, the EMA commented that

it does not anticipate the need for further standalone preclinical toxicology or safety studies.

Overall, transplant procedures in the

EU are approximately fifty percent higher than in the United States with a similar market dynamic, with a majority of BMT volume being

conducted in a concentrated number of leading medical centers.

In April 2022, we entered into a license and supply agreement with Immedica

Pharma AB, or Immedica, pursuant to which Immedica licensed the exclusive product rights for commercialization of Iomab-B in the European

Economic Area, Middle East and North Africa.

including Algeria, Andorra, Bahrain, Cyprus, Egypt, Iran, Iraq, Israel, Jordan, Kuwait,

Lebanon, Libya.

Monaco, Morocco, Oman, Palestine, Qatar, San Marino, Saudi Arabia, Switzerland, Syria, Tunisia, Turkey, the United Arab

Emirates, the United Kingdom, the Vatican City and Yemen.

Upon signing, we were entitled to an upfront payment of $35 million from Immedica,

which we received in May 2022.

Under the terms of the agreement, we are eligible to receive regulatory and commercial milestone payments

and we are entitled to receive royalties in the mid-20 percent range on net sales of the product in certain countries that may result

from the License Agreement.

We will continue to be responsible for certain clinical development activities and the manufacturing of Iomab-B

and will retain commercialization rights in the U.S.

and rest of the world.

from full patient enrollment in the SIERRA trial (153 patients), was presented at the Transplantation & Cellular Therapy (TCT) Tandem

Meetings of ASTCT and CIBMTR, the combined annual meetings of the American Society for Transplantation and Cellular Therapy (ASTCT) and

the Center for International Blood & Marrow Transplant Research (CIBMTR) in April 2022.

The data presented includes rates of BMT

access and engraftment, 100-day non-relapse transplant-related mortality (100-day TRM) and adverse events, which has been reported from

interim analyses conducted at 25%, 50%, 75% and 100% of patient enrollment pursuant to the study protocol.

The data presented at ASH

highlighted that 100% of patients (66/66) on the study arm that received a therapeutic dose of Iomab-B received a BMT, with a median

time to BMT of 30 days, and all patients achieved neutrophil and platelet engraftment in a median time of 18 days despite a high median

Patients who fail to achieve a Complete Remission (“CR”) on the control arm are ineligible to proceed to a

BMT, but the trial design permits these patients to “cross over” to receive the study arm treatment if they meet the eligibility

The primary endpoint of the SIERRA trial is durable Complete Remission (“dCR”) of 180 days and the secondary endpoints

are Overall Survival (“OS”) and Event Free Survival (“EFS”).

On October 31, 2022, we announced

positive topline results from the SIERRA trial that Iomab-B met the study’s dCR primary endpoint with a high degree of statistical

significance (p<0.0001).

Additional data from the SIERRA trial is expected to be presented by year-end 2022.

Data from full patient

enrollment in the SIERRA trial (153 patients), was previously presented at the Transplantation & Cellular Therapy (TCT) Tandem Meetings

of ASTCT and CIBMTR, the combined annual meetings of the American Society for Transplantation and Cellular Therapy (ASTCT) and the Center

for International Blood & Marrow Transplant Research (CIBMTR) in April 2022 and at ASH highlighting that 100% of patients (66/66)

on the study arm that received a therapeutic dose of Iomab-B received a BMT, with a median time to BMT of 30 days, and all patients achieved

neutrophil and platelet engraftment in a median time of 18 days despite a high median blast count of 30%.

On the control arm, only 18%

of patients (14/77) achieved remission after salvage therapy, and then received a BMT with a median time to BMT of 67 days and median

blast count of 20%.

On the control arm, only 18% of patients (14/77) achieved remission after salvage therapy, and then received a BMT

with a median time to BMT of 67 days and median blast count of 20%.

Of the 82% of patients failing to achieve a complete remission (“CR”)

with conventional care (63/77), 40 patients were eligible and elected to cross over to receive Iomab-B followed by transplant.

patients are considered as having failed the primary endpoint of the study.

All crossover patients who received the therapeutic dose

of Iomab-B (40/40) received a BMT, with a median time to BMT of 24 days and they achieved engraftment in a median time of 19 days despite

high median blast count of 35% at time of crossover.

It was also reported that 100-day TRM of the study or Iomab-B arm was 09% (6/65)

of patients that received a BMT compared to 14% of patients (2/14) who received a BMT after salvage therapy on the control arm.

The universal

engraftment rate and low 100-day TRM rate of the Iomab-B arm resulted in 59 patients potentially evaluable for the primary endpoint compared

to 12 patients in the control arm, an approximate five times difference.

At each of the interim analyses throughout the SIERRA trial,

this approximate five times difference has been consistent in favor of the Iomab-B arm as a result of higher rates of BMT engraftment

and lower rates of 100-day TRM.

Top-line data for the primary endpoint of durable Complete Remission is expected to be presented in the

fourth quarter of 2022 based on the current status of the data collection and data query process with certain SIERRA trial sites.

believe topline data from SIERRA will support the submission of a Biologics License Application (“BLA”) with the FDA, which

we expect to file in the first half of 2023.

Iomab-ACT program is intended for targeted conditioning prior to ACT or gene therapy and uses the same I-131-apamistamab construct as

Iomab-B at varying doses.

At lower doses of one-eighth to one-sixth of the myeloablative dose, it is applicable for lymphodepletion prior

to CAR-T or certain gene therapy applications where stem cell myeloablation is not necessary.

At higher doses it is applicable for gene

therapy applications where stem cell myeloablation is necessary.

believe our Iomab-ACT program is highly differentiated when compared to Fludarabine and Cyclophosphamide (“Flu/Cy”) or other

chemotherapy-based regimens that are used as the standard of practice today for lymphodepletion prior to CAR-T.

CD45 is an antigen expressed

on certain immune cell types that are relevant to the mechanism of CAR-T therapies including lymphocytes, regulatory T-cells and macrophages

that have been associated with clinical responses that may limit the safety, efficacy and durability of response of these CAR-T therapies

including cytokine release syndrome (“CRS”) and neurotoxicity.

Some of these limitations may be attributable to the chemotherapy-based

conditioning agents that are being used prior to CAR-T therapies.

Preclinical data supporting the rational for our Iomab-ACT program

was presented at multiple medical conferences in 2019.

Unlike chemotherapy, Iomab-ACT is targeted in nature and, due to this CD45-directed

targeting, we expect we can improve CAR-T cell expansion, potentially resulting in responses that are more durable, but also resulting

in reduced CAR-T related toxicities.

Importantly, we expect the Iomab-ACT program construct to enable lymphodepletion through a single-dose,

outpatient administration versus Flu/Cy or other chemotherapy-based lymphodepletion regimens that can require multiple infusion cycles

over several days.

Because of this potentially superior profile, the Iomab-ACT construct could result in improved access to CAR-T therapy

and better outcomes.

are studying Iomab-ACT in a clinical collaboration with Memorial Sloan Kettering Cancer Center (“MSKCC”) for targeted conditioning

prior to administration of MSKCC’s 19-28z CD19 targeting CAR-T in patients with relapsed or refractory B-cell acute lymphoblastic

leukemia (“ALL”) or diffuse large B-cell lymphoma (“DLBCL”).

We received grant funding from the National Institute

of Health (“NIH”) to fund this trial with MSKCC being a co-recipient on this grant.

This is a first of its kind study to

use an ARC-based conditioning regimen with CAR-T therapy.

The hypothesized rationale for this study is that Iomab-ACT will exert an anti-tumor

effect on the chemotherapy-refractory B-ALL cells that are sensitive to radiation resulting in reduced disease burden and simultaneously

deplete CD45 expressing immune cells implicated in CAR-T related toxicities, resulting in an optimal homeostatic environment for the

Results with MSKCC’s 19-28z CD-19 CAR-T in 53 patients with r/r B-ALL published in the New England Journal of Medicine

reported complete remissions in 83% (44/53) of patients, which compares favorably to standard chemotherapy regimens that have complete

remission rates of 18% - 45% in this patient population.

Median event-free survival (“EFS”) was 6.1 months and median overall

survival (“OS”) was 12.9 months at a median follow up period of 29 months (range 1 – 65 months).

There was a 26% (14/53)

rate of Grade 3 or greater CRS and a 42% rate of Grade 3 or 4 neurotoxicity reported.

The study will evaluate the feasibility of using

an ARC-based conditioning regimen with CAR-T therapy and will evaluate safety measures including incidence of CRS and neurotoxicity and

Of the 82% of patients failing to achieve a complete remission (“CR”) with conventional care (63/77),

40 patients were eligible and elected to cross over to receive Iomab-B followed by transplant.

These patients are considered as having

failed the primary endpoint of the study.

All crossover patients who received the therapeutic dose of Iomab-B (40/40) received a BMT,

with a median time to BMT of 24 days and they achieved engraftment in a median time of 19 days despite high median blast count of 35%

at time of crossover.

It was also reported that 100-day TRM of the study or Iomab-B arm was 09% (6/65) of patients that received a BMT

compared to 14% of patients (2/14) who received a BMT after salvage therapy on the control arm.

These data support the value proposition

of Iomab-B enabling patients access to BMT who would not otherwise be eligible and potentially better outcomes.

Actinium intends to submit

a Biologics License Application (BLA) in 2023, seeking approval for Iomab-B to address patients age 55+ with r/r AML who cannot access

BMT with currently available therapies.

Iomab-B has been granted Orphan Drug Designation from the U.S.

Food and Drug Administration (FDA)

and has patent protection into 2037.

If approved, we expect our

initial commercial launch will target the leading 50-100 BMT and medical centers that perform the vast majority of BMTs in the United

In the European Union (“EU”), we received favorable feedback from the European Medicines Agency (“EMA”)

via their scientific advice program that the trial design, primary endpoint and planned statistical analysis from the SIERRA trial are

acceptable as the basis for a Marketing Authorization Application, or MAA.

Additionally, the EMA commented that it does not anticipate

the need for further standalone preclinical toxicology or safety studies.

Overall, transplant procedures in the EU are approximately fifty

percent higher than in the United States with a similar market dynamic, with a majority of BMT volume being conducted in a concentrated

number of leading medical centers.

In April 2022, we entered into a license and supply agreement with Immedica Pharma AB, or Immedica,

pursuant to which Immedica licensed the exclusive product rights for commercialization of Iomab-B in the European Economic Area, Middle

East and North Africa.

including Algeria, Andorra, Bahrain, Cyprus, Egypt, Iran, Iraq, Israel, Jordan, Kuwait, Lebanon, Libya.

Morocco, Oman, Palestine, Qatar, San Marino, Saudi Arabia, Switzerland, Syria, Tunisia, Turkey, the United Arab Emirates, the United Kingdom,

the Vatican City and Yemen.

Upon signing, we were entitled to an upfront payment of $35 million from Immedica, which we received in May

Under the terms of the agreement, we are eligible to receive regulatory and commercial milestone payments and we are entitled to

receive royalties in the mid-20 percent range on net sales of the product in certain countries that may result from the License Agreement.

We will continue to be responsible for certain clinical development activities and the manufacturing of Iomab-B and will retain commercialization

rights in the U.S.

and rest of the world.

Our Iomab-ACT program is intended

for targeted conditioning prior to ACT or gene therapy and uses the same I-131-apamistamab construct as Iomab-B at varying doses.

doses of one-eighth to one-sixth of the myeloablative dose, it is applicable for lymphodepletion prior to CAR-T or certain gene therapy

applications where stem cell myeloablation is not necessary.

At higher doses it is applicable for gene therapy applications where stem

cell myeloablation is necessary.

We believe our Iomab-ACT program is highly differentiated when compared to Fludarabine and Cyclophosphamide

(“Flu/Cy”) or other chemotherapy-based regimens that are used as the standard of practice today for lymphodepletion prior

CD45 is an antigen expressed on certain immune cell types that are relevant to the mechanism of CAR-T therapies including lymphocytes,

regulatory T-cells and macrophages that have been associated with clinical responses that may limit the safety, efficacy and durability

of response of these CAR-T therapies including cytokine release syndrome (“CRS”) and neurotoxicity.

Some of these limitations

may be attributable to the chemotherapy-based conditioning agents that are being used prior to CAR-T therapies.

Unlike chemotherapy, Iomab-ACT

is targeted in nature and due to this CD45-directed targeting, we expect we can improve CAR-T cell expansion, potentially resulting in

responses that are more durable, but also resulting in reduced CAR-T related toxicities.

Importantly, we expect the Iomab-ACT program

construct to enable lymphodepletion through a single-dose, outpatient administration versus Flu/Cy or other chemotherapy-based lymphodepletion

regimens that can require multiple infusion cycles over several days.

Because of this potentially superior profile, the Iomab-ACT construct

could result in improved access to CAR-T therapy and better outcomes.

We are studying

Iomab-ACT in a clinical collaboration with Memorial Sloan Kettering Cancer Center (“MSKCC”) for targeted conditioning

prior to administration of MSKCC’s 19-28z CD19, targeting CAR-T in patients with relapsed or refractory B-cell acute

lymphoblastic leukemia (“ALL”) or diffuse large B-cell lymphoma (“DLBCL”).

We received grant funding from

the National Institute of Health (“NIH”) to fund this trial with MSKCC being a co-recipient on this grant.

first of its kind study to use an ARC-based conditioning regimen with CAR-T therapy.

The hypothesized rationale for this study is

that Iomab-ACT will exert an anti-tumor effect on the chemotherapy-refractory B-ALL cells that are sensitive to radiation, resulting

in reduced disease burden and simultaneously deplete CD45 expressing immune cells implicated in CAR-T related toxicities, resulting

in an optimal homeostatic environment for the CAR-T cells.

The study will evaluate the feasibility of using a targeted radiotherapy

based conditioning regimen with CAR-T therapy and will evaluate safety measures including incidence of CRS and neurotoxicity and

efficacy measures, including responses and survival outcomes.

We expect proof of concept data from this study in the second half of 2022.

addition, we are working in collaboration with the University of California Davis to utilize Iomab-ACT conditioning with a novel anti-HIV

autologous gene therapy.

We continue to identify additional gene therapies for which Iomab-ACT can be used for targeted conditioning

with the goal of collaborating with multiple academic or industry developers to establish Iomab-ACT as a non-chemotherapy universal targeted

conditioning solution.

Combinations and Therapeutics

CD33 program is evaluating the clinical utility of Actimab-A, comprised of the anti-CD33 mAb lintuzumab linked to the potent alpha-emitting

radioisotope Actinium-225 (“Ac-225”).

CD33 is expressed in the majority of patients with AML and myelodysplastic syndrome

(“MDS”) as well as approximately one-third of patients with multiple myeloma.

Ac-225 emits four alpha particles and can kill

a cell with one alpha-particle hit, making it one of the most powerful cell-killing agents with no know resistance mechanism to the double

strand DNA breaks it can cause.

We expect proof of concept data from this study in 2023.

In addition, we are working

in collaboration with the University of California Davis to utilize Iomab-ACT conditioning with a novel anti-HIV autologous gene therapy.

We continue to identify additional gene therapies for which Iomab-ACT can be used for targeted conditioning with the goal of collaborating

with multiple academic or industry developers to establish Iomab-ACT as a non-chemotherapy universal targeted conditioning solution.

Actinium-225 Based Therapeutic Backbone Therapy

Program in AML

Our CD33 Alpha program is

evaluating the clinical utility of Actimab-A, comprised of the anti-CD33 mAb lintuzumab linked to the potent alpha-emitting radioisotope

Actinium-225 (“Ac-225”).

CD33 is expressed in the majority of patients with AML and myelodysplastic syndrome (“MDS”)

as well as approximately one-third of patients with multiple myeloma.

Ac-225 emits four alpha particles and can kill a cell with one alpha-particle

hit, making it one of the most powerful cell-killing agents with no know resistance mechanism to the double strand DNA breaks it can cause.

We source Ac-225 from the Department of Energy’s Oak Ridge National Laboratory.

CD33 development program is driven by data obtained from over one hundred fifty treated patients, including results from a Phase 1/2

trial that studied Actimab-A as a single agent at multiple dose levels in 58 patients with newly diagnosed AML, which was completed in

2018, as well as trials studying Actimab-A in combination with other agents.

believe that radiation delivered internally via a targeting moiety can be synergistic when used in combination with chemotherapy, targeted

agents and immunotherapy based on mechanistic rationales supported by our own clinical data, preclinical research and scientific and

clinical evidence in the literature.

We have prioritized our efforts and resources in favor of combination trials for our CD33 program

development strategy rather than single agent trials at this time as we believe Actimab-A can be a backbone therapy in AML when combined

with other therapeutic modalities.

Our CD33 development program encompasses the following ongoing trials:

-A Combination Trials :

combination of Actimab-A with CLAG-M has been studied in a Phase 1 combination trial that was conducted in collaboration with the Medical

College of Wisconsin (“MCW”) in patients age 18 and above with r/r AML who are fit for intensive therapy.

Patient enrollment

was completed in November 2021.

CLAG-M (cladribine, cytarabine, filgrastim and mitoxantrone) is a salvage chemotherapy regimen that produced

a 55% remission rate in patients with r/r AML in a previous study conducted by MCW that compared outcomes of patients receiving either

CLAG-M, MEC or CLAG salvage therapy regimens.

Data from the Phase 1 combination trial of Actimab-A + CLAG-M were presented at ASH in

December 2021.

After completion of dose-escalation in the Phase 1 trial, the recommended Phase 2 dose was determined to be 0.75 µCi/kg

of Actimab-A.

3 patients were enrolled in the 0.75 µCi/kg dose cohort, which had a 100% remission rate comprised of 1 complete

remission (“CR”) and 2 complete remissions with incomplete platelet recovery (“CRp”), there were no dose limiting

toxicities (“DLTs”) or 30-day mortality reported.

Overall, a 67% (12/18) overall response rate (“ORR”) was reported

across all dose cohorts (0.25 – 1.0 µCi/kg) and remissions were achieved in every dose cohort including the 0.25 and 0.50

µCi/kg doses of Actimab-A, which have been shown to be subtherapeutic as a single agent.

In addition, there was a 72% minimal residual

disease (“MRD”) negativity rate, which compares favorably to the 39% MRD negativity rate reported by MCW with CLAG-M alone.

This study enrolled patients who previously failed Venetoclax, a targeted Bcl-2 inhibitor, and efficacy was similar in patients Venetoclax

naïve and those that previously failed Venetoclax, with a 60% response rate in previous Venetoclax failures.

We are working to develop

a regulatory and development pathway for the Actimab-A CLAG-M combination and will be evaluating potential registration enabling strategies.

In addition, we believe this Actimab-A + CLAG-M combination study has provided proof of principle that the addition of Actimab-A to other

AML therapies can lead to well-tolerated regimens with improved responses, which supports our Actimab-A backbone therapy in AML strategy.

are also conducting a Phase 1/2 Actimab-A combination trial with the Bcl-2 inhibitor Venetoclax in fit and unfit patients age 18 and

above with relapsed or refractory AML.

Our CD33 development program is driven by data obtained

from over 150 treated patients, including results from a Phase 1/2 trial that studied Actimab-A as a single agent at multiple

dose levels in 58 patients with newly diagnosed AML, which was completed in 2018, as well as trials studying Actimab-A in combination

with other agents.

We believe that radiation

delivered internally via a targeting moiety can be synergistic when used in combination with chemotherapy, targeted agents and immunotherapy

based on mechanistic rationales supported by our own clinical data, preclinical research and scientific and clinical evidence in the literature.

We have prioritized our efforts and resources in favor of combination trials for our CD33 program development strategy, rather than single

agent trials at this time as we believe Actimab-A can be a backbone therapy in AML when combined with other therapeutic modalities.

CD33 development program encompasses the following ongoing trials:

Actimab-A + CLAG-M

Actimab-A combined with CLAG-M

has been studied in a Phase 1 combination trial that was conducted in collaboration with the Medical College of Wisconsin

in patients age 18 and above with r/r AML.

CLAG-M (cladribine, cytarabine, filgrastim and mitoxantrone) is a salvage chemotherapy regimen

routinely used to treat patients with r/r AML.

Data from the Phase 1 combination trial of Actimab-A + CLAG-M has been accepted for an

oral presentation at ASH in December 2022.

Patients enrolled on this study were a median of 63 years of age and were heavily pretreated

with a median of 2 lines of prior treatment (range:

1-5) with 55% of patients receiving prior Venetoclax therapy and 55% receiving a prior

Patients had high-risk cytogenetics with 67% having adverse features including 52% having a TP53 mutation.

In addition, 52% of patients

had secondary AML.

Patients with r/r AML with a TP53 mutation have an expected median OS of 2 months and r/r AML patients who relapse

after Venetoclax therapy have an expected survival of 2.4 months.

Patients with these characteristics would not typically be considered

for CLAG-M therapy outside of this clinical trial of the novel Actimab-A combination.

In the 21 patients evaluable

for a response who received Actimab-A CLAG-M, median 1-year overall survival is 53% and 2-year overall survival is 32%.

These survival

results are in conjunction with a 72% rate of minimal residual disease (“MRD) negativity.

In patients receiving the recommended

Phase 2 dose, an 83% overall response rate (“ORR”) and 75% MRD negativity rate was achieved.

Based on these positive results,

we are working to develop a regulatory and development pathway for the Actimab-A CLAG-M combination and will be evaluating potential registration-enabling strategies.

In addition, we believe this Actimab-A + CLAG-M combination study has provided proof of principle that the addition

of Actimab-A to other AML therapies can lead to well-tolerated regimens with improved responses and survival, which supports our Actimab-A

backbone therapy strategy for patients with AML.

Actimab-A + Venetoclax

We are also conducting a Phase

1/2 trial combining Actimab-A with the Bcl-2 inhibitor Venetoclax in both fit and unfit patients age 18 and above with relapsed or refractory

This multi-center trial is being led by UCLA Medical Center.

This combination is supported by

mechanistic evidence in preclinical studies using Venetoclax -resistant AML tumor cell lines.

In these models, we have demonstrated that

Actimab-A can deplete Mcl-1 and Bcl-XL, two proteins implicated in mediating resistance to Venetoclax, in addition to causing potentially

lethal double-stranded DNA breaks in these CD33 expressing cells.

Furthermore, in vivo studies in animal models of Venetoclax-resistant

AML demonstrated robust tumor regression and improved survival in cohorts receiving the Actimab-A Venetoclax combination compared to

Venetoclax alone.

The rationale for this clinical study is that the addition of Actimab-A will;

1) have a direct anti-tumor effect via

double-stranded DNA breaks and 2) deplete Mcl-1 and Bcl-XL making the AML cells more susceptible to Venetoclax.

Updated data from the

Phase 1 dose escalation portion of this study was presented at ASH in December 2021 from three dose cohorts of 0.50, 0.75 and 1.0 µCi/kg

of Actimab-A in a total of 12 patients.

50% of patients received Venetoclax therapy prior to enrollment on the Actimab-A combination

And 67% of patients had poor risk cytogenetics, of which, 3 had a TP53 mutation, which is associate with poorer response rates

and survival outcomes.

Of the patients with a TP53 mutation, 67% achieved a remission including a patient that achieved a CR who remained

in follow-up 230 days (~7.5 months) at the time of data cutoff for ASH.

The combination of Actimab-A with Venetoclax was reported to

be well-tolerated with no 30-day mortality.

The data to date support advancing to the Phase 2 portion of the trial and we expect to provide

an update on the development strategy after the Phase 1 dose finding portion of the trial is complete and the recommended Phase 2 dose

is determined.

addition to these ongoing trials, we actively seek and evaluate additional modalities and agents that can be the basis for Actimab-A

therapeutic combinations such as the CD47 immunotherapy magrolimab combinations we announced at the Society for Immunotherapy of Cancer

(“SITC”) in November 2021 to leverage our clinical experience, supply chain and AWE technology platform.

Based ARC Combinations in Solid Tumors and Blood Cancers

is a macrophage checkpoint that is upregulated in multiple cancers including blood cancers such as AML and MDS as well as solid tumors.

CD47 acts as a “don’t eat me” signal on cancer cells to suppress phagocytosis and evade detection and destruction by

the immune system.

It has become an immunotherapy target of significant interest with multiple biopharmaceutical companies actively developing

CD47 targeting agents across a wide range of oncology and hematology indications.

CD47 targeting agents have shown limited efficacy as

single agent monotherapies in AML/MDS or solid tumors, which has led to combinations such as with hypomethylating agents in AML/MDS.

We hypothesized that targeted radiotherapy via ARCs could synergize with CD47 targeting agents via the direct cytotoxic and immunogenic

effect of ARCs without overlapping toxicities.

To explore this synergy and the potential to improve patient outcomes and we have initiated

a program in AML with our Actimab-A ARC, consistent with our strategy to establish Actimab-A as a backbone AML therapy, and in solid

tumors with a HER2 and HER3 targeting ARCs, which emanated from our AWE technology platform.

To our knowledge, these are the first and

only ARC-based targeted radiotherapy combinations with CD47 immunotherapy.

Data from the novel HER2 magrolimab combination was presented

at the 36 th Annual SITC Meeting in April 2022 and at the HER3 magrolimab combination was presented American Association for

Cancer Research (“AACR”) Annual Meeting in April 2022 that showed a significant increase in tumor control compared to magrolimab

alone in preclinical non-small cell lung cancer (“NSCLC”)

most advanced CD47 development programs are being studied in patients with AML and MDS.

Leveraging our clinical experience with Actimab-A

in these indications we have begun studying Actimab-A with the anti-CD47 antibody immunotherapy magrolimab, which is owned by Gilead

Sciences, Inc., in preclinical models of AML.

In preclinical models, it was shown that in multiple AML cell lines, the combination of

Actimab-A with magrolimab led to increased phagocytosis of AML cells compared to magrolimab alone.

Our studies also demonstrated that

AML cell lines exposed to Actimab-A had an upregulation of calreticulin, which is a pro-phagocytic or “eat me” signal, which

we hypothesize makes Actimab-A potentially synergistic with magrolimab and other anti-CD47 antibodies.

The Actimab-A and magrolimab combination

showed a significant increase in survival compared to Actimab-A alone in a disseminated AML animal tumor model.

We intend to continue

to study preclinically this combination with the goal of advancing to human clinical trials.

January 2022, we announced a research collaboration with EpicentRx that will evaluate Actimab-A in combination with EpicentRx’s

RRx-001in AML.

EpicentRx’s RRx-001, currently under investigation in a Phase 3 trial for Small Cell Lung Cancer and in other oncology

and non-oncology indications, is a versatile next generation small molecule immunotherapeutic that targets the CD47-SIRPα axis

and the NLRP3 inflammasome to alter the tumor microenvironment and optimize immune response.

This collaboration will explore the

mechanistic synergy of RRx-001’s CD47–SIRPα downregulation with Actinium’s targeted radiotherapy calreticulin

upregulation to increase the immune detection and destruction of cancer cells.

Preclinical experiments have begun exploring this combination

in AML models.

We intend to leverage our experience with CD47 targeting agents such as magrolimab in this collaboration.

Based on Actimab-A

and RRx-001 both being clinical-stage assets, we believe there is a potentially faster pathway to clinical trials with this novel combination,

particularly if the preclinical safety and efficacy profile are in line with what was observed with Actimab-A and magrolimab.

Warhead Enabling Technology Platform

This combination is supported by mechanistic evidence in preclinical

studies using Venetoclax -resistant AML tumor cell lines.

In these models, we have demonstrated that Actimab-A can deplete Mcl-1 and Bcl-XL,

two proteins implicated in mediating resistance to Venetoclax, in addition to causing potentially lethal double-stranded DNA breaks in

these CD33 expressing cells.

Furthermore, in vivo studies in animal models of Venetoclax-resistant AML demonstrated robust tumor regression

and improved survival in cohorts receiving the Actimab-A Venetoclax combination compared to Venetoclax alone.

The rationale for this clinical

study is that the addition of Actimab-A will;

1) have a direct anti-tumor effect via double-stranded DNA breaks and 2) deplete Mcl-1 and

Bcl-XL making the AML cells more susceptible to Venetoclax.

The Actimab-A Venetoclax combination has been well tolerated with responses,

including a CR and a partial response in early dose escalation cohorts.

We are continuing dose escalation and evaluating the appropriate

dose sequence to determine our strategy for the Phase 2 portion of this study.

Additional data from this novel combination is expected

by year-end 2022 and proof of concept in early 2023.

Antibody Warhead Enabling Technology Platform

Our proprietary AWE technology

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manufacturing or Ac-225 in a cyclotron, which we believe has the potential to produce higher quantities of Ac-225 than currently utilized

research is focused on applying our AWE technology platform to the development of radiation conjugates and to execute on research collaborations.

Our R&D efforts employ a multidisciplinary approach leveraging our team’s knowledge and experience in cancer cell biology,

radiochemistry, radiation sciences, immunology and oncology drug development.

We intend to focus on generating targeted radiotherapies

using our existing intellectual property, evaluating assets for in-licensing to complement our existing clinical pipeline and securing

collaborations and partnerships with biopharmaceutical companies.

By adding research and development capabilities to our clinical development

and clinical supply chain capabilities, we seek to enable the rapid translation of radiotherapies.

AWE technology platform is being utilized in our ongoing research collaboration with Astellas to arm select targeting agents owned by

Astellas with the alpha-emitting radioisotope Ac-225 for the development of theranostics for solid tumor indications, which combine the

ability of radioisotopes to be used for both diagnostic and therapeutic purposes.

also utilized AWE to create a HER2-targeting radiotherapy using the antibody Trastuzumab with either Ac-225 or Lu-177 radioisotopes to

study in combination with magrolimab for solid tumors.

Anti-CD47 monotherapies, such as magrolimab, have not shown meaningful responses

in clinical studies in solid tumors.

We hypothesized that radiation directed at HER2 expressing cells would upregulate cell surface calreticulin,

a pro-phagocytic “eat me” signal, that when combined with an anti-CD47 blockade therapy would enhance antitumor activity.

Data from this combination was presented at the Annual Meeting of the Society for Immunotherapy for Cancer in November 2021.

studies showed that immunogenicity, determined by binding to HER2 expressing cells, remained intact after radiolabeling Trastuzumab with

Ac-225 or Lu-177.

In multiple cells lines radiolabeled Trastuzumab increased cell surface calreticulin and the combination with magrolimab

increased phagocytosis.

The combination of the Ac-225 or Lu-117 Trastuzumab with magrolimab slowed tumor growth in animal models of solid

tumors compared to either the radiolabeled Trastuzumab or magrolimab as single agents.

We are continuing to evaluate this combination

in additional tumor models, and we intend to continue to study this combination with the goal of advancing to human clinical trials.

are also collaborating with AVEO Oncology (“AVEO”) to develop a targeted radiotherapy against ErbB3, also known as HER3,

with the Ac-225 isotope for solid tumor indications.

HER3 is overexpressed in several solid tumor indications with high unmet needs,

including colorectal, gastric, head and neck, breast, ovarian, melanoma, prostate and bladder cancers with HER3 agents under development

demonstrating activity in preclinical and clinical studies.

Our research is focused on

applying our AWE technology platform to the development of radiation conjugates and to execute on research collaborations.

efforts employ a multidisciplinary approach leveraging our team’s knowledge and experience in cancer cell biology, radiochemistry,

radiation sciences, immunology and oncology drug development.

We intend to focus on generating targeted radiotherapies using our existing

intellectual property, evaluating assets for in-licensing to complement our existing clinical pipeline and securing collaborations and

partnerships with biopharmaceutical companies.

By adding research and development capabilities to our clinical development and clinical

supply chain capabilities, we seek to enable the rapid translation of radiotherapies.

Our AWE technology platform

is being utilized in our ongoing research collaboration with Astellas to arm select targeting agents owned by Astellas with the alpha-emitting

radioisotope Ac-225 for the development of theranostics for solid tumor indications, which combine the ability of radioisotopes to be

used for both diagnostic and therapeutic purposes.

We are also collaborating

with AVEO Oncology (“AVEO”) to develop a targeted radiotherapy against ErbB3, also known as HER3, with the Ac-225 isotope

for solid tumor indications.

HER3 is overexpressed in several solid tumor indications with high unmet needs, including colorectal, gastric,

head and neck, breast, ovarian, melanoma, prostate and bladder cancers with HER3 agents under development demonstrating activity in preclinical

and clinical studies.

To our knowledge, this is the first HER3 targeting radiotherapy in development.

AVEO is developing high affinity antibodies including HER3 targeting AV-203, which has demonstrated preclinical activity across a number

of solid tumor indications and was studied in a Phase 1 open-label trial in patients with advanced solid tumors where it was found to

be safe and generally well tolerated.

In April 2022, we presented data at the AACR Annual Meeting showing potent tumor cell cytotoxicity,

enhanced antitumor effects and significantly improved survival with an Ac-225 radiolabeled HER3 antibody compared to a naked HER3 antibody

in a preclinical NSCLC model.

We believe these preliminary results support our collaboration with AVEO and given that AV-203 has clinical

safety data, a potentially accelerated regulatory pathway to clinical studies with an Ac-225 HER3 targeted radiotherapy.

of COVID–19 Pandemic

AVEO is developing high affinity

antibodies including HER3 targeting AV-203, which has demonstrated preclinical activity across a number of solid tumor indications and

was studied in a Phase 1 open-label trial in patients with advanced solid tumors where it was found to be safe and generally well tolerated.

In April 2022, we presented data at the AACR Annual Meeting showing potent tumor cell cytotoxicity, enhanced antitumor effects and significantly

improved survival with an Ac-225 radiolabeled HER3 antibody compared to a naked HER3 antibody in a preclinical NSCLC model.

We are continuing

to explore the feasibility of this approach as part of the partnership.

We are collaborating with

EpicentRx to evaluate Actimab-A in combination with EpicentRx’s RRx-001in AML.

EpicentRx’s RRx-001, currently under investigation

in a Phase 3 trial for Small Cell Lung Cancer and in other oncology and non-oncology indications, is a versatile next generation small

molecule immunotherapeutic that targets the CD47-SIRPα axis and the NLRP3 inflammasome to alter the tumor microenvironment

and optimize immune response.

This collaboration will explore the mechanistic synergy of RRx-001’s CD47–SIRPα downregulation

with Actinium’s targeted radiotherapy calreticulin upregulation to increase the immune detection and destruction of cancer cells.

Preclinical experiments have begun exploring this combination in AML models.

We intend to leverage our experience with CD47 targeting

agents such as magrolimab in this collaboration.

Based on Actimab-A and RRx-001 both being clinical-stage assets, we believe there is

a potentially faster pathway to clinical trials with this novel combination, particularly if the preclinical safety and efficacy profile

are in line with what was observed with Actimab-A and magrolimab.

We also utilized AWE to create

a HER2-targeting radiotherapy using the antibody Trastuzumab with either Ac-225 or Lu-177 radioisotopes to study in combination with

magrolimab for solid tumors.

Anti-CD47 monotherapies, such as magrolimab, have not shown meaningful responses in clinical studies in

solid tumors.

We hypothesized that radiation directed at HER2 expressing cells would upregulate cell surface calreticulin, a pro-phagocytic

“eat me” signal, that when combined with an anti-CD47 blockade therapy would enhance antitumor activity.

The combination

of the Ac-225 or Lu-117 Trastuzumab with magrolimab slowed tumor growth in animal models of solid tumors compared to either the radiolabeled

Trastuzumab or magrolimab as single agents.

We are continuing to evaluate this combination in additional tumor models, and we intend

to continue to study this combination with the goal of advancing to human clinical trials.

Recent Developments

Impact of COVID–19 Pandemic

The global health crisis caused by the novel coronavirus COVID-19 pandemic

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subsequent variants, cannot be predicted at this time, and could depend on numerous factors, including vaccination rates among the population,

the effectiveness of COVID-19 vaccines against the Omicron variants and the response by governmental bodies and regulators.

ongoing and dynamic nature of the circumstances, it is difficult to predict the impact of the COVID-19 pandemic on our business.

countries around the world have continued to impose quarantines and restrictions on travel and mass gatherings to slow the spread of

Accordingly, our ability to continue to operate our business may also be limited.

Such events may result in a period of business,

supply and drug product manufacturing disruption, and in reduced operations, any of which could materially affect our business, financial

condition and results of operations.

In response to COVID-19, we implemented hybrid working for our office-based staff, while our research

staff has been actively working in our laboratory throughout the pandemic and thus far have not experienced a significant disruption

or delay in our operations as it relates to the clinical development, preclinical research or manufacturing of our drug candidates.

government-imposed precautionary measures may have been relaxed in certain countries or states, but there is no assurance that more strict

measures will be put in place again due to a resurgence in COVID-19 cases, including those involving new variants of the coronavirus,

which may be more contagious and deadly than prior strains.

Therefore, the COVID-19 pandemic may continue to affect our operation, may

further divert the attention and efforts of the medical community to coping with COVID-19 and disrupt the marketplace in which we operate

and may have a material adverse effect on our operations.

continuation or worsening of the levels of market disruption and volatility seen in the recent past could have an adverse effect on our

ability to access capital, which could in the future negatively affect our liquidity.

In addition, a recession or market correction resulting

from the spread of COVID-19 could materially affect our business and the value of our common stock.

believe our earlier stage CD33 clinical trials will continue to recruit and enroll patients given the acute nature of relapsed or refractory

The continuation of the pandemic could adversely affect our planned clinical trial operations, including our ability to conduct

the trials on the expected timelines and recruit and retain patients and principal investigators and site staff who, as healthcare providers,

may have heightened exposure to COVID-19 if their geography is impacted by the pandemic.

Further, the continuation and/or resurgence

of the COVID-19 pandemic could result in delays in our clinical trials due to prioritization of hospital resources toward the pandemic,

restrictions in travel, potential unwillingness of patients to enroll in trials at this time, or the inability of patients to comply

with clinical trial protocols if quarantines or travel restrictions impede patient movement or interrupt healthcare services.

we rely on independent clinical investigators, contract research organizations and other third-party service providers to assist us in

managing, monitoring and otherwise carrying out our preclinical studies and clinical trials, and the pandemic may affect their ability

to devote sufficient time and resources to our programs or to travel to sites to perform work for us, which may result in delays or hinder

our ability to collect data from our clinical trials.

Additionally,

COVID-19 may result in delays in receiving approvals from local and foreign regulatory authorities, delays in necessary interactions

with IRB’s or Institutional Review Boards, local and foreign regulators, ethics committees and other important agencies and contractors

due to limitations in employee resources or forced furlough of government employees.

date, COVID-19 has not had a financial impact on our company.

We continue to monitor the impacts of COVID-19 on the global economy and

on our business operations.

Although we expect that vaccinations for COVID-19 will continue to improve conditions, the ultimate impact

from COVID-19 on our business operations and financial results during 2022 will depend on, among other things, the ultimate severity

and scope of the pandemic, including the new variants of the virus, the pace at which governmental and private travel restrictions and

public concerns about public gatherings will ease, the rate at which historically large increases in unemployment rates will decrease,

if at all, and whether, and the speed with which the economy recovers.

We are not able to fully quantify the impact that these factors

will have on our financial results during 2022 and beyond.

of Operations – Three Months Ended June 30, 2022 Compared to Three Months Ended June 30, 2021

following table sets forth, for the periods indicated, data derived from our statements of operations:

the effectiveness of COVID-19 vaccines and boosters against the Omicron variants and the response by governmental bodies and regulators.

Given the ongoing and dynamic nature of the circumstances, it is difficult to predict the impact of the COVID-19 pandemic on our business.

Many countries around the

world have continued to impose quarantines and restrictions on travel and mass gatherings to slow the spread of the virus.

our ability to continue to operate our business may also be limited.

Such events may result in a period of business, supply and drug product

manufacturing disruption, and in reduced operations, any of which could materially affect our business, financial condition and results

of operations.

In response to COVID-19, we implemented hybrid working for our office-based staff, while our research staff has been actively

working in our laboratory throughout the pandemic and thus far have not experienced a significant disruption or delay in our operations

as it relates to the clinical development, preclinical research or manufacturing of our drug candidates.

Although we are adhering to health

and safety protocols, an outbreak of COVID-19 at our facilities could nonetheless cause shutdowns of facilities and a reduction in our

workforce, which could cause a disruption or delay in such operations.

Certain government-imposed precautionary measures may have been

relaxed in certain countries or states, but there is no assurance that more strict measures will be put in place again due to a resurgence

in COVID-19 cases, including those involving new variants of the coronavirus, which may be more contagious and deadly than prior strains.

Therefore, the COVID-19 pandemic, may further divert the attention and efforts of the medical community to coping with COVID-19, and may

disrupt the marketplace in which we operate and may have a material adverse effect on our operations.

A continuation or worsening

of the levels of market disruption and volatility seen in the recent past could have an adverse effect on our ability to access capital,

which could in the future negatively affect our liquidity.

In addition, a recession or market correction resulting from the spread of

COVID-19 could materially affect our business and the value of our common stock.

We believe our earlier stage

CD33 clinical trials will continue to recruit and enroll patients given the acute nature of relapsed or refractory AML.

The continuation

of the pandemic could adversely affect our planned clinical trial operations, including our ability to conduct the trials on the expected

timelines and recruit and retain patients and principal investigators and site staff who, as healthcare providers, may have heightened

exposure to COVID-19 if their geography is impacted by the pandemic.

Further, the continuation and/or resurgence of the COVID-19 pandemic

could result in delays in our clinical trials due to prioritization of hospital resources toward the pandemic, restrictions in travel,

potential unwillingness of patients to enroll in trials at this time, or the inability of patients to comply with clinical trial protocols

if quarantines or travel restrictions impede patient movement or interrupt healthcare services.

In addition, we rely on independent clinical

investigators, contract research organizations and other third-party service providers to assist us in managing, monitoring and otherwise

carrying out our preclinical studies and clinical trials, and the pandemic may affect their ability to devote sufficient time and resources

to our programs or to travel to sites to perform work for us, which may result in delays or hinder our ability to collect data from our

clinical trials.

Additionally, COVID-19 may

result in delays in receiving approvals from local and foreign regulatory authorities, delays in necessary interactions with IRB’s

or Institutional Review Boards, local and foreign regulators, ethics committees and other important agencies and contractors due to limitations

in employee resources or forced furlough of government employees.

To date, COVID-19 has not

had a direct financial impact on our company.

We continue to monitor the impacts of COVID-19 on the global economy and on our business

However, the ultimate impact of COVID-19 on our business operations and financial results during 2022 will depend on, among

other things, the ultimate severity and scope of the pandemic, including the new variants of the virus, the possible imposition of governmental

and private travel restrictions and public concerns about public gatherings will ease, the rate at which historically large increases

in unemployment rates will decrease, if at all, and whether, and the speed with which the economy recovers.

We are not able to fully quantify

the impact that these factors will have on our financial results during 2022 and beyond.

Results of Operations –

Three Months Ended September 30, 2022 Compared to Three Months Ended September 30, 2021

The following table sets forth,

for the periods indicated, data derived from our statements of operations:

Three Months Ended

(in thousands)

September 30,

(amounts in thousands)

Other revenue

7 unchanged sentences

Total other income

recorded no commercial revenue for the three months ended June 30, 2022 and June 30, 2021.

determined that certain collaborations with a third-party are within the scope of Topic ASC 606, Revenue Recognition from Contracts

with Customers, or ASC 606.

The collaboration agreement is made up of multiple modules related to various research activities.

the third party has the option to terminate the agreement at the conclusion of any module, we identified a single performance obligation

to provide research services within each module for which we receive monetary consideration.

Other revenue recognized during the three

months ended June 30, 2022 and June 30, 2021 was $45 thousand and $0.3 million respectively.

and development, net of reimbursements

Research and development expenses of $4.7 million for the three months

ended June 30, 2022 increased $1.1 million from $3.6 million for the three months ended June 30, 2021.

Higher expenses related to increased

compensation of $0.5 million, resulting from increased compensation expenses and higher expenses due to an increase in the number of employees

and increased research activities at our laboratory space.

and administrative

and administrative expenses of $3.2 million for the three months ended June 30, 2022 increased $1.5 million from $1.7 million for the

three months ended June 30, 2021.

The increase was primarily attributable to increased compensation of $0.8 million, higher professional

fees and consulting fees including recruitment costs, and higher legal fees.

income is comprised of net interest income in both reporting periods.

The amount for the three months ended June 30, 2022 of $83 thousand

increased from $54 thousand for the three months ended June 30, 2021 due to a higher average balance.

loss of $7.8 million for the three months ended June 30, 2022 increased by $2.8 million from $5.0 million for the three months ended

June 30, 2021, due to the increases in research and development expenses and general and administrative expenses.

of Operations – Six Months Ended June 30, 2022 Compared to Six Months Ended June 30, 2021

following table sets forth, for the periods indicated, data derived from our statements of operations:

Six Months Ended

(in thousands)

We recorded no commercial

revenue for the three months ended September 30, 2022 and September 30, 2021.

Other revenue

We determined that certain collaborations with a third-party are within

the scope of Topic ASC 606, Revenue Recognition from Contracts with Customers, or ASC 606.

The collaboration agreement is made

up of multiple modules related to various research activities.

While the third party has the option to terminate the agreement at the

conclusion of any module, we identified a single performance obligation to provide research services within each module for which we receive

monetary consideration.

Other revenue recognized during the three months ended September 30, 2022 was $45 thousand.

No revenue associated

with this collaboration was recognized during the three months ended September 30, 2021.

The National Institutes of Health, or NIH, awarded us a Small Business

Technology Transfer cost reimbursable grant to support a clinical collaboration with Memorial Sloan Kettering Cancer Center, or MSK, to

study Iomab-ACT for targeted conditioning to achieve lymphodepletion prior to administration of a CD19-targeted CAR T-cell therapy developed

No revenue associated with this grant was recognized during the three months ended September 30, 2022.

We recognized other revenue

during the three months ended September 30, 2021 of $0.2 million.

Research and development, net of reimbursements

Research and development expenses

of $6.8 million for the three months ended September 30, 2022 increased $2.1 million from $4.7 million for the three months ended September

The increase was primarily due to increased CMC activity, higher expenses related to our research activities at our laboratory

space, as well as higher expenses due to an increase in the number of employees.

General and administrative

expenses of $3.1 million for the three months ended September 30, 2022 increased $1.1 million from $2.0 million for the three months ended

September 30, 2021.

The increase was primarily attributable to increased non-cash equity compensation of $0.5 million, and increased compensation

due to an increase in the number of employees.

Other income is comprised

of net interest income in both reporting periods.

The amount for the three months ended September 30, 2022 of $325 thousand increased

from $46 thousand for the three months ended September 30, 2021 due to a higher average balance and higher interest rates.

Net loss of $9.5 million for

the three months ended September 30, 2022 increased by $3.1 million from $6.4 million for the three months ended September 30, 2021, primarily

due to the increases in research and development expenses and general and administrative expenses.

Results of Operations – Nine Months Ended September 30, 2022

Compared to Nine Months Ended September 30, 2021

The following table sets forth,

for the periods indicated, data derived from our statements of operations:

Nine Months Ended

September 30,

(amounts in thousands)

Other revenue

Total revenue

6 unchanged sentences

Total other income

recorded no commercial revenue for the six months ended June 30, 2022 and June 30, 2021.

determined that certain collaborations with a third-party are within the scope of ASC 606.

The collaboration agreement is made up of

multiple modules related to various research activities.

While the third party has the option to terminate the agreement at the conclusion

of any module, we identified a single performance obligation to provide research services within each module for which we receive monetary

consideration.

Other revenue recognized during the six months ended June 30, 2022 and June 30, 2021 was $0.9 million and $0.9 million

respectively.

National Institutes of Health awarded us a Small Business Technology Transfer cost reimbursable grant to support a clinical collaboration

with Memorial Sloan Kettering Cancer Center, or MSK, to study Iomab-ACT for targeted conditioning to achieve lymphodepletion prior to

administration of a CD19-targeted CAR T-cell therapy developed at MSK.

We recognized other revenue during the six months ended June 30,

2022 of $0.1 million.

and development, net of reimbursements

and development expenses of $9.0 million for the six months ended June 30, 2022 increased $1.1 million from $7.9 million for the six

months ended June 30, 2021.

The increase was due to higher expenses related to our research activities at our laboratory space and government

grant program and increased compensation of $0.5 million.

and administrative

and administrative expenses of $5.0 million for the six months ended June 30, 2022 increased $1.6 million from $3.4 million for the six

months ended June 30, 2021.

The increase was primarily attributable to increased compensation of $0.8 million, higher professional fees

and consulting fees including recruitment costs, and higher legal fees.

Other income is comprised of net

interest income in both reporting periods.

The amount for the six months ended June 30, 2022 of $0.1 million was unchanged from the prior-year

loss of $12.9 million for the six months ended June 30, 2022 increased by $2.6 million from $10.3 million for the six months ended June

30, 2021, due to the increases in research and development expenses and general and administrative expenses.

and Capital Resources

Historically,

we have financed our operations primarily through sales of shares of our stock.

The following tables sets forth selected cash flow information

for the periods indicated:

Six Months Ended

(in thousands)

We recorded no commercial

revenue for the nine months ended September 30, 2022 and September 30, 2021.

Other revenue

We determined that certain

collaborations with a third-party are within the scope of ASC 606.

Other revenue related to these collaborations recognized during the

nine months ended September 30, 2022 and September 30, 2021 was $0.9 million in each reporting period.

We recognized other revenue

related to our NIH Small Business Technology Transfer grant during the nine months ended September 30, 2022 and September 30, 2021 of

$0.1 million and $0.2 million, respectively.

Our contract liabilities are recorded within Other revenue deferred

– current liability or Long-term license revenue deferred in our condensed consolidated balance sheets depending on the short-term

or long-term nature of the payments to be recognized.

Our contract liabilities primarily consist of advanced payments from licensees.

Other revenue deferred – current liability was $0.1 million at September 30, 2022 and $0.9 million at December 31, 2021.

license revenue deferred was $35.0 million at September 30, 2022;

there was no long-term license revenue deferred at December 31, 2021.

This deferred revenue will be recognized upon European Union regulatory approval of Iomab B.

Research and development, net of reimbursements

Research and development expenses

of $15.8 million for the nine months ended September 30, 2022 increased $3.2 million from $12.6 million for the nine months ended September

The increase was due to increased CMC activity, higher expenses related to our research activities at our laboratory space and

government grant program and increased compensation of $0.5 million resulting from an increased number of employees.

General and administrative

expenses of $8.0 million for the nine months ended September 30, 2022 increased $2.6 million from $5.4 million for the nine months ended

September 30, 2021.

The increase was primarily attributable to increased compensation of $1.1 million, increased non-cash equity compensation

of $0.5 million, higher professional fees and consulting fees including recruitment costs, and higher legal fees.

Other income is comprised

of net interest income in both reporting periods.

The amount for the nine months ended September 30, 2022 of $443 thousand increased from

$152 thousand for the nine months ended September 30, 2021 due to a higher average balance and higher interest rates.

Net loss of $22.4 million for the nine months ended September 30, 2022

increased by $5.6 million from $16.8 million for the nine months ended September 30, 2021, due to the increases in research and development

expenses and general and administrative expenses.

Liquidity and Capital Resources

Historically, we have financed

our operations primarily through sales of shares of our stock.

The following tables sets forth selected cash flow information for the

periods indicated:

Nine Months Ended

September 30,

(amounts in thousands)

Cash provided by/used in operating activities

3 unchanged sentences

Net cash provided by operating

activities for the six months ended June 30, 2022 of $22.1 million increased by $32.3 million from a use of funds of $10.2 million in

the prior-year period.

activities for the nine months ended September 30, 2022 of $16.4 million increased by $32.2 million from a use of funds of $15.8 million

in the prior-year period.

This increase was due to the receipt of the $35.0 million up-front payment from Immedica.

cash used in investing activities of $0.3 million for the six months ended June 30, 2022 and $0.1 million for the prior-year period are

primarily due to the acquisition of equipment for our laboratory.

Net cash used in investing

activities of $0.4 million for the nine months ended September 30, 2022 and $0.1 million for the prior-year period are primarily due to

the acquisition of equipment for our laboratory.

Net cash provided by financing

activities for the six months ended June 30, 2022 of $16.6 million and for the six months ended June 30, 2021 of $28.6 million was primarily

from the sale of shares of our common stock.

We entered into a lease for corporate office space effective June 1, 2022

and paid a security deposit to the landlord.

The lease has a term of 5 years 2 months, with an expiration date of July 30, 2027, and a

current annual rate of $0.6 million.

We are also responsible for certain other costs, such as insurance, taxes, utilities and maintenance.

In July, 2022 a certificate of deposit was provided as collateral for a letter of credit and the security deposit was returned.

August 2020 we entered into a Capital on Demand™ Sales Agreement with JonesTrading Institutional Services LLC, or JonesTrading,

pursuant to which we may sell, from time to time, through or to JonesTrading, up to an aggregate of $200 million of our common stock.

Shares of common stock are offered pursuant to our shelf registration statement on Form S-3 filed with the SEC on August 7, 2020.

of December 31, 2021, we had sold 6.7 million shares of common stock, resulting in gross proceeds of $59.1 million and net proceeds of

$57.0 million.

For the six months ended June 30, 2022, we sold 2.7 million shares of common stock, resulting in gross proceeds of $17.2

million and net proceeds of $16.7 million.

For the six months ended June 30, 2021, we sold 3.5 million shares of common stock, resulting

in gross proceeds of $29.6 million and net proceeds of $28.7 million.

June 28, 2022, we entered into an Amendment and Restated Capital on Demand™ Sales Agreement, or the A&R Sales Agreement, with

JonesTrading and B.

Riley Securities, Inc., or B.

activities for the nine months ended September 30, 2022 of $18.2 million and for the nine months ended September 30, 2021 of $34.4 million

was primarily from the sale of shares of our common stock.

We entered into a lease for

corporate office space effective June 1, 2022 and paid a security deposit to the landlord.

The lease has a term of 5 years 2 months, with

an expiration date of July 30, 2027, and a current annual rate of $0.6 million.

We are also responsible for certain other costs, such

as insurance, utilities and maintenance.

In July, 2022 a certificate of deposit was provided as collateral for a letter of credit and

the security deposit was returned.

In August 2020 we entered

into a Capital on Demand™ Sales Agreement with JonesTrading Institutional Services LLC, or JonesTrading, pursuant to which we may

sell, from time to time, through or to JonesTrading, up to an aggregate of $200 million of our common stock.

Shares of common stock are

offered pursuant to our shelf registration statement on Form S-3 filed with the SEC on August 7, 2020.

On June 28, 2022, we entered into

an Amendment and Restated Capital on Demand™ Sales Agreement, or the A&R Sales Agreement, with JonesTrading and B.

Riley Securities,

The A&R Sales Agreement modifies the original Capital on Demand™

Sales Agreement to include B.

Riley Securities.

The A&R Sales Agreement modifies the original Capital on Demand™ Sales Agreement to include B.

Riley Securities as an additional sales agent thereunder.

of the date of filing this report, we expect that our existing resources will be more than sufficient to fund our planned operations

for more than 12 months following the date of this report.

Accounting Policies and Use of Estimates

management’s discussion and analysis of financial condition and results of operations is based on our consolidated financial statements,

which have been prepared in accordance with accounting principles generally accepted in the United States, (“GAAP”).

preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities

and expenses and the disclosure of contingent assets and liabilities in our consolidated financial statements during the reporting periods.

These items are monitored and analyzed by us for changes in facts and circumstances, and material changes in these estimates could occur

in the future.

We base our estimates on historical experience, known trends and events, and on various other factors that we believe

are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and

liabilities that are not readily apparent from other sources.

Changes in estimates are reflected in reported results for the period in

which they become known.

As of December 31, 2021, we

had sold 6.7 million shares of common stock, resulting in gross proceeds of $59.1 million and net proceeds of $57.0 million.

months ended September 30, 2022, we sold 3.0 million shares of common stock, resulting in gross proceeds of $18.9 million and net proceeds

of $18.3 million.

For the nine months ended September 30, 2021, we sold 4.5 million shares of common stock, resulting in gross proceeds

of $35.6 million and net proceeds of $34.5 million.

As of the date of filing this

report, we expect that our existing resources will be more than sufficient to fund our planned operations for more than 12 months following

the date of this report.

Critical Accounting Policies and Use of Estimates

Our management’s discussion

and analysis of financial condition and results of operations is based on our consolidated financial statements, which have been prepared

in accordance with accounting principles generally accepted in the United States, (“GAAP”).

The preparation of these financial

statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities and expenses and the disclosure

of contingent assets and liabilities in our consolidated financial statements during the reporting periods.

These items are monitored

and analyzed by us for changes in facts and circumstances, and material changes in these estimates could occur in the future.

our estimates on historical experience, known trends and events, and on various other factors that we believe are reasonable under the

circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not

readily apparent from other sources.

Changes in estimates are reflected in reported results for the period in which they become known.

Actual results may differ materially from these estimates under different assumptions or conditions.

significant accounting policies are described in detail in the notes to our consolidated financial statements appearing in our Annual

Report filed on Form 10-K for the year ended December 31, 2021.

recognize revenue in accordance with ASC 606.

Under ASC 606, we recognize revenue when our customer obtains control of promised goods

or services, in an amount that reflects the consideration that we expect to receive in exchange for those goods or services.

revenue recognition for arrangements within the scope of ASC 606, we perform the following five steps:

(i) identify the contract(s) with

(ii) identify the performance obligations in the contract;

(iii) determine the transaction price, including variable consideration,

(iv) allocate the transaction price to the performance obligations in the contract;

and (v) recognize revenue as we satisfy a

performance obligation.

We only apply the five-step model to contracts when it is probable that we will collect the consideration to

which we are entitled in exchange for the goods or services we transfer to the customer.

contract inception, once the contract is determined to be within the scope of ASC 606, we assess whether the promised goods or services

promised within each contract are distinct and, therefore, represent a separate performance obligation.

Goods and services that

are determined not to be distinct are combined with other promised goods and services until a distinct bundle is identified.

In determining

whether goods or services are distinct, we evaluate certain criteria, including whether (i) the customer can benefit from the good

or service either on its own or together with other resources that are readily available to the customer (capable of being distinct)

and (ii) the good or service is separately identifiable from other goods or services in the contract (distinct in the context of

the contract).

606 requires us to allocate the arrangement consideration on a relative standalone selling price basis for each performance obligation

after determining the transaction price of the contract and identifying the performance obligations to which that amount should be allocated.

The relative standalone selling price is defined in the new revenue standard as the price at which an entity would sell a promised good

or service separately to a customer.

We then recognize as revenue the amount of the transaction price that is allocated to the respective

performance obligation as each performance obligation is satisfied, either at a point in time or over time, and if over time, recognition

is based on the use of an output or input method.

Collaborative

follow the accounting guidance for collaboration agreements, which requires that certain transactions between us and collaborators be

recorded in our consolidated statements of operations and comprehensive loss on either a gross basis or net basis, depending on the characteristics

of the collaborative relationship, and requires enhanced disclosure of collaborative relationships.

We evaluate our collaboration agreements

for proper classification in our consolidated statements of operations and comprehensive loss based on the nature of the underlying activity.

When we conclude that we have a customer relationship with one of our collaborators, we follow the guidance of ASC 606 .

entered into a product licensing agreement whereby we allowed a third party to commercialize a certain product in specified territories

using our trademarks.

Our significant accounting

policies are described in detail in the notes to our consolidated financial statements appearing in our Annual Report filed on Form 10-K

for the year ended December 31, 2021.

Revenue Recognition

We recognize revenue in accordance

with ASC 606.

Under ASC 606, we recognize revenue when our customer obtains control of promised goods or services, in an amount that reflects

the consideration that we expect to receive in exchange for those goods or services.

To determine revenue recognition for arrangements

within the scope of ASC 606, we perform the following five steps:

(i) identify the contract(s) with a customer;

(ii) identify the performance

obligations in the contract;

(iii) determine the transaction price, including variable consideration, if any;

(iv) allocate the transaction

price to the performance obligations in the contract;

and (v) recognize revenue as we satisfy a performance obligation.

We only apply

the five-step model to contracts when it is probable that we will collect the consideration to which we are entitled in exchange for the

goods or services we transfer to the customer.

At contract inception, once

the contract is determined to be within the scope of ASC 606, we assess whether the promised goods or services promised within each contract

are distinct and, therefore, represent a separate performance obligation.

Goods and services that are determined not to be distinct

are combined with other promised goods and services until a distinct bundle is identified.

In determining whether goods or services are

distinct, we evaluate certain criteria, including whether (i) the customer can benefit from the good or service either on its own

or together with other resources that are readily available to the customer (capable of being distinct) and (ii) the good or service

is separately identifiable from other goods or services in the contract (distinct in the context of the contract).

ASC 606 requires us to allocate

the arrangement consideration on a relative standalone selling price basis for each performance obligation after determining the transaction

price of the contract and identifying the performance obligations to which that amount should be allocated.

The relative standalone selling

price is defined in the new revenue standard as the price at which an entity would sell a promised good or service separately to a customer.

We then recognize as revenue the amount of the transaction price that is allocated to the respective performance obligation as each performance

obligation is satisfied, either at a point in time or over time, and if over time, recognition is based on the use of an output or input

Collaborative Arrangements

We follow the accounting guidance

for collaboration agreements, which requires that certain transactions between us and collaborators be recorded in our consolidated statements

of operations and comprehensive loss on either a gross basis or net basis, depending on the characteristics of the collaborative relationship,

and requires enhanced disclosure of collaborative relationships.

We evaluate our collaboration agreements for proper classification in

our consolidated statements of operations and comprehensive loss based on the nature of the underlying activity.

When we conclude that

we have a customer relationship with one of our collaborators, we follow the guidance of ASC 606 .

License Revenue

We entered into a product

licensing agreement whereby we allowed a third party to commercialize a certain product in specified territories using our trademarks.

The terms of this arrangement includes payment to us for a combination of one or more of the following:

license fees;

development, regulatory and sales-based milestone payments;

upfront license fees;

regulatory and sales-based milestone payments;

and royalties on net sales of licensed products.

We use judgment

to determine whether milestones or other variable consideration should be included in the transaction price.

license fees :

If the license to our intellectual property is determined to be distinct from the other performance obligations identified

in the arrangement, we will recognize revenue from upfront license fees allocated to the license when the license is transferred to the

licensee and the licensee is able to use and benefit from the license.

For licenses that are bundled with other promises, we determine

whether the combined performance obligation is satisfied over time or at a point in time.

regulatory or commercial milestone payments :

At the inception of each arrangement that includes payments based on the achievement

of certain development, regulatory and sales-based or commercial events, we evaluate whether the milestones are considered probable of

being achieved and estimate the amount to be included in the transaction price using the most likely amount method.

If it is probable

that a significant revenue reversal would not occur, the associated milestone value is included in the transaction price.

Milestone payments

that are not within our or the licensee’s control, such as regulatory approvals, are not considered probable of being achieved

until regulatory approval is received.

At the end of each subsequent reporting period, we will re-evaluate the probability of achieving

such development and regulatory milestones and any related constraint, and if necessary, adjust our estimate of the overall transaction

Any such adjustments are recorded on a cumulative catch-up basis and recorded as part of license revenues during the period of

milestone payments and royalties :

For arrangements that include sales-based royalties, including milestone payments based on the

volume of sales, we will determine whether the license is deemed to be the predominant item to which the royalties or sales-based milestones

relate and if such is the case, we will recognize revenue at the later of (i) when the related sales occur, or (ii) when the performance

obligation to which some or all of the royalty has been allocated has been satisfied (or partially satisfied).

payments and fees may require deferral of revenue recognition to a future period until we perform our obligations under these arrangements

or when it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty

associated with any variable consideration is subsequently resolved.

Amounts payable to us are recorded as accounts receivable when our

right to consideration is unconditional.

and Development Costs

and development costs are expensed as incurred.

These costs include the costs of manufacturing drug product, the costs of clinical trials,

costs of employees and associated overhead, and depreciation and amortization costs related to facilities and equipment.

development reimbursements are recorded by us as a reduction of research and development costs.

estimate the fair value of each stock option award at the grant date by using the Black-Scholes option pricing model.

The fair value

determined represents the cost for the award and is recognized over the vesting period during which an employee is required to provide

service in exchange for the award.

We use judgment to determine whether milestones

or other variable consideration should be included in the transaction price.

Upfront license fees :

If the license to our intellectual property is determined to be distinct from the other performance obligations identified in the arrangement,

we will recognize revenue from upfront license fees allocated to the license when the license is transferred to the licensee and the licensee

is able to use and benefit from the license.

For licenses that are bundled with other promises, we determine whether the combined performance

obligation is satisfied over time or at a point in time.

Development, regulatory

or commercial milestone payments :

At the inception of each arrangement that includes payments based on the achievement of certain

development, regulatory and sales-based or commercial events, we evaluate whether the milestones are considered probable of being achieved

and estimate the amount to be included in the transaction price using the most likely amount method.

If it is probable that a significant

revenue reversal would not occur, the associated milestone value is included in the transaction price.

Milestone payments that are not

within our or the licensee’s control, such as regulatory approvals, are not considered probable of being achieved until regulatory

approval is received.

At the end of each subsequent reporting period, we will re-evaluate the probability of achieving such development

and regulatory milestones and any related constraint, and if necessary, adjust our estimate of the overall transaction price.

adjustments are recorded on a cumulative catch-up basis and recorded as part of license revenues during the period of adjustment.

Sales-based milestone payments

and royalties :

For arrangements that include sales-based royalties, including milestone payments based on the volume of sales, we

will determine whether the license is deemed to be the predominant item to which the royalties or sales-based milestones relate and if

such is the case, we will recognize revenue at the later of (i) when the related sales occur, or (ii) when the performance obligation

to which some or all of the royalty has been allocated has been satisfied (or partially satisfied).

Upfront payments and fees

may require deferral of revenue recognition to a future period until we perform our obligations under these arrangements or when it is

probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with

any variable consideration is subsequently resolved.

Amounts payable to us are recorded as accounts receivable when our right to consideration

is unconditional.

Research and Development Costs

Research and development costs

are expensed as incurred.

These costs include the costs of manufacturing drug product, the costs of clinical trials, costs of employees

and associated overhead, and depreciation and amortization costs related to facilities and equipment.

Research and development reimbursements

are recorded by us as a reduction of research and development costs.

Share-Based Payments

We estimate the fair value

of each stock option award at the grant date by using the Black-Scholes option pricing model.

The fair value determined represents the

cost for the award and is recognized over the vesting period during which an employee is required to provide service in exchange for the

We account for forfeitures of stock options as they occur.

Standards Recently Adopted

May 2021, FASB issued ASU 2021-04, Earnings Per Share (topic 260), Debt — Modifications and Extinguishments (Subtopic 470-50),

Compensation – Stock Compensation (Topic 718) and Derivatives and Hedging – Contracts in an Entity’s Own Equity (Subtopic

815-40) – Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options ,

which provides guidance of a modification or an exchange of a freestanding equity-classified written call option that remains equity

classified after modification or exchange as (1) an adjustment to equity and, if so, the related earnings per share (EPS) effects, if

any, or (2) an expense and, if so, the manner and pattern of recognition.

The amendments in this ASU are effective January 1, 2022, including

interim periods.

We adopted this standard effective January 1, 2022 and the standard did not have a material effect on our financial

In November 2021, the FASB issued

ASU 2021-10, Government Assistance (Topic 832), Disclosures by Business Entities about Government Assistance , which provides guidance

on disclosure requirements to entities other than not-for-profit entities about transaction with a government that are accounted for by

applying a grant or contribution accounting model by analogy.

ASU 2021-10 requires an entity to make annual disclosures related to (1)

the nature of the transactions and the related accounting policy used to account for the government transactions, (2) quantification and

disclosure of amounts related to the government transactions included in balance sheet and income statement financial statement line items,

and (3) significant terms and conditions of the government transactions, including commitments and contingencies.

The amendments of ASU

2021-10 are effective January 1, 2022, including interim periods.

We adopted this standard effective January 1, 2022 and the standard

did not have a material impact on our financial statements.

Standards Recently Issued

October 2021, FASB issued ASU 2021-08, Business Combinations (Topic 805), Account for Contract Assets and Contract Liabilities from

Contracts with Customers , which provides guidance on accounting for contract assets and contract liabilities acquired in a business

combination in accordance ASC 606.

To achieve this, an acquirer may assess how the acquiree applied ASC 606 to determine what to record

for the acquired revenue contracts.

Generally, this should result in an acquirer recognizing and measuring the acquired contract assets

and contract liabilities consistent with how they were recognized and measured in the acquiree’s financial statements.

Accounting Standards Recently Adopted

In May 2021, FASB issued ASU

2021-04, Earnings Per Share (topic 260), Debt — Modifications and Extinguishments (Subtopic 470-50), Compensation – Stock

Compensation (Topic 718) and Derivatives and Hedging – Contracts in an Entity’s Own Equity (Subtopic 815-40) – Issuer’s

Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options , which provides guidance

of a modification or an exchange of a freestanding equity-classified written call option that remains equity classified after modification

or exchange as (1) an adjustment to equity and, if so, the related earnings per share (EPS) effects, if any, or (2) an expense and, if

so, the manner and pattern of recognition.

The amendments in this ASU are effective January 1, 2022, including interim periods.

this standard effective January 1, 2022 and the standard did not have a material effect on our financial statements.

In November 2021, the FASB

issued ASU 2021-10, Government Assistance (Topic 832), Disclosures by Business Entities about Government Assistance , which provides

guidance on disclosure requirements to entities other than not-for-profit entities about transaction with a government that are accounted

for by applying a grant or contribution accounting model by analogy.

ASU 2021-10 requires an entity to make annual disclosures related

to (1) the nature of the transactions and the related accounting policy used to account for the government transactions, (2) quantification

and disclosure of amounts related to the government transactions included in balance sheet and income statement financial statement line

items, and (3) significant terms and conditions of the government transactions, including commitments and contingencies.

The amendments

of ASU 2021-10 are effective January 1, 2022, including interim periods.

Early adoption is permitted, including adoption in an interim

We will evaluate the impact of ASU 2021-08 on any future business combinations that we may enter in the future.

June 30, 2022, we have sold 0.3 million shares of common stock under our A&R Sales Agreement, resulting in net proceeds of $1.4 million.

August 2, 2022, warrants to purchase an aggregate of 0.6 million shares of common stock expired.

These warrants were issued on August

2, 2017, when we completed an underwritten offering of 0.7 million shares of our common stock and warrants to purchase an aggregate of

0.6 million shares of our common stock at a price of $22.50 per share and related warrant.

The warrants were exercisable for a period

of 5 years at an exercise price of $31.50 per share.

As of August 12, 2022, we have 1.4 million warrants outstanding.

We adopted this standard effective January 1, 2022 and the standard

did not have a material impact on our financial statements.

Accounting Standards Recently Issued

In October 2021, FASB issued

ASU 2021-08, Business Combinations (Topic 805), Account for Contract Assets and Contract Liabilities from Contracts with Customers ,

which provides guidance on accounting for contract assets and contract liabilities acquired in a business combination in accordance ASC

To achieve this, an acquirer may assess how the acquiree applied ASC 606 to determine what to record for the acquired revenue contracts.

Generally, this should result in an acquirer recognizing and measuring the acquired contract assets and contract liabilities consistent

with how they were recognized and measured in the acquiree’s financial statements.

The amendments of ASU 2021-08 are effective January

1, 2023, including interim periods.

Early adoption is permitted, including adoption in an interim period.

We will evaluate the impact

of ASU 2021-08 on any future business combinations that we may enter in the future.

Recent Developments

On August 10, 2022, our

Board of Directors adopted the Third Amendment to Actinium Pharmaceuticals, Inc.

2019 Stock Plan, which provided for the future issuance

of restricted stock units under the Company’s 2019 Stock Plan.

Subsequent Event

Since September 30, 2022, we have

sold 0.3 million shares of common stock under our A&R Sales Agreement, resulting in net proceeds of $2.7 million.

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 2. Management’s Discussion and Analysis