What changed in this filing

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Item 1. Financial Statements

2024-04-26 compared with 2023-11-02 · 157 added, 178 removed, 387 unchanged (46% of the section changed)

3 unchanged sentences

In the opinion of management, all adjustments (which include

only normal recurring adjustments) necessary to present fairly the financial position at September 30, 2023 and December 31, 2022, and

the results of operations and cash flows for the three months and nine months ended September 30, 2023 and 2022, respectively, have been

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles

generally accepted in the United States of America have been condensed or omitted.

It is suggested that these financial statements be

read in conjunction with the financial statements and notes thereto included in the Company’s audited financial statements for the

year ended December 31, 2022 in the Company’s Annual Report on Form 10-K.

The results of operations for the three months and nine

months ended September 30, 2023 are not necessarily indicative of the operating results for the full year.

only normal recurring adjustments) necessary to present fairly the financial position at March 31, 2024 and December 31, 2023, and the

results of operations and cash flows for the three months ended March 31, 2024 and 2023, respectively, have been made.

Certain information

and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted

in the United States of America have been condensed or omitted.

It is suggested that these financial statements be read in conjunction

with the financial statements and notes thereto included in the Company’s audited financial statements for the year ended December

31, 2023 in the Company’s Annual Report on Form 10-K.

The results of operations for the three months ended March 31, 2024 are not

necessarily indicative of the operating results for the full year.

Actinium Pharmaceuticals, Inc.

1 unchanged sentence

(amounts in thousands, except share and per share

September 30,

Current Assets:

Cash and cash equivalents

Restricted cash - current

Prepaid expenses and other current assets

12 unchanged sentences

Long-term operating lease obligations

Long-term finance lease obligations

Total Liabilities

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Condensed Consolidated Statements of Operations

(In thousands, except share and per share data)

For the Three Months Ended

September 30,

For the Nine months Ended

September 30,

(amounts in thousands, except share and per share

Three Months Ended

Other revenue

8 unchanged sentences

Total other income

Net loss per common share – basic and diluted

Weighted average common shares outstanding – basic and diluted

Net loss per share of common stock – basic and diluted

Weighted average shares of common stock outstanding – basic and diluted

See accompanying notes to the condensed consolidated

3 unchanged sentences

in Stockholders’ Equity

For the Period from January 1, 2023 to September

For the Period from January 1, 2024 to March

(amounts in thousands, except share amounts)

Stockholders’

Balance, January 1, 2024

5 unchanged sentences

$ ( 346,253 )

Stock-based compensation

Sale of common stock, net of offering costs

Issuance of common stock from exercise of stock options

Balance, June 30, 2023

$ ( 314,983 )

Stock-based compensation

Sale of common stock, net of offering costs

Balance, September 30, 2023

$ ( 328,259 )

See accompanying notes to the condensed consolidated

3 unchanged sentences

in Stockholders’ Equity

For the Three and Nine months Ended September

(In thousands, except share amounts)

For the Period from January 1, 2023 to March

(amounts in thousands, except share amounts)

Stockholders’

2 unchanged sentences

Stock-based compensation

Sale of common stock, net of offering costs

Issuance of common stock from exercise of stock options

Balance, March 31, 2023

$ ( 299,802 )

Stock-based compensation

Sale of common stock, net of issuance costs

Balance, June 30, 2022

$ ( 268,644 )

Stock-based compensation

Sale of common stock, net of issuance costs

Balance, September 30, 2022

$ ( 278,118 )

See accompanying notes to the condensed consolidated

financial statements.

See accompanying notes to

the condensed consolidated financial statements.

Actinium Pharmaceuticals, Inc.

1 unchanged sentence

(amounts in thousands)

For the Nine months Ended

September 30,

Cash Flows From Operating Activities:

Three Months Ended

Cash Flows Used In Operating Activities:

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

4 unchanged sentences

Accounts payable and accrued expenses

Other revenue deferred – current liability

Long-term license revenue deferred

Operating lease right-of-use assets

Operating lease liabilities

Net Cash Used In/Provided By Operating Activities

Net Cash Used In Operating Activities

Cash Flows Used In Investing Activities:

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Actinium Pharmaceuticals, Inc.

is a biopharmaceutical company developing targeted radiotherapies to deliver cancer-killing radiation with

cellular level precision to treat patients with high unmet medical needs.

is a biopharmaceutical company developing ARCs and other targeted radiotherapies to deliver cancer-killing

radiation with cellular level precision to treat patients with high unmet medical needs.

Basis of Presentation -

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and Restricted Cash - The Company considers all highly liquid accounts with original maturities of three months or less to be cash

Balances held by the Company are typically in excess of Federal Deposit Insurance Corporation insured limits.

The Company holds most of its cash equivalents in a Money Market account comprised of US Treasury notes.

Balances held by

the Company are typically in excess of Federal Deposit Insurance Corporation insured limits.

The following is a summary

of cash, cash equivalents and restricted cash at September 30, 2023 and December 31, 2022:

of cash, cash equivalents and restricted cash at March 31, 2024 and December 31, 2023:

(in thousands)

September 30,

Cash and cash equivalents

Restricted cash - current

Restricted cash – long-term

2 unchanged sentences

a certificate of deposit held as collateral for a letter of credit issued in connection with the Company’s lease of corporate office

Company has operating and finance leases for corporate office space and office equipment located at the corporate office space.

with an initial term of 12 months or less are not recorded on the balance sheet;

lease expense for these leases is recognized on a straight-line

basis over the lease term.

Company has an operating lease for corporate office space and a finance lease for office equipment located at the corporate office space.

Leases with an initial term of 12 months or less are not recorded on the balance sheet;

lease expense for these leases is recognized on

a straight-line basis over the lease term.

Fair Value Measurement

56 unchanged sentences

Grant Revenue –

The Company had a grant from the National Institutes of Health (“NIH”) for research and development related activities

that provided for payments for reimbursed costs, which included overhead and general and administrative costs as well as an administrative

The Company recognized revenue from grants as it performed services under this arrangement.

Associated expenses were recognized when

incurred as research and development expense.

The Company has a grant from a government-sponsored entity for research and development related activities that provided for payments

for reimbursed costs, which included overhead and general and administrative costs as well as an administrative fee.

The Company recognizes

revenue from grants as it performed services under this arrangement.

Associated expenses are recognized when incurred as research and

development expense.

Revenue and related expenses are presented gross in the consolidated statements of operations.

2 unchanged sentences

in specified territories using the Company’s trademarks.

The terms of this arrangement include payment to the Company for a combination

The terms of this arrangement includes payment to the Company for a combination

of one or more of the following:

53 unchanged sentences

to basic loss per share because the impact of all potential dilutive common shares is anti-dilutive.

For the three and nine months ended

September 30, 2023 and 2022, the Company’s potentially dilutive shares, which include outstanding common stock options, restricted

stock units and warrants, have not been included in the computation of diluted net loss per share as the result would have been anti-dilutive.

For the three months ended March

31, 2024 and 2023, the Company’s potentially dilutive shares, which include outstanding common stock options, restricted stock units

and warrants, have not been included in the computation of diluted net loss per share as the result would have been anti-dilutive.

(in thousands)

September 30,

Stock Options

Restricted Stock Units

Recently Adopted Accounting

Pronouncements – 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.

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.

adopted this standard effective January 1, 2022, and the standard did not have a material impact on the Company’s financial statements.

Recently Issued Accounting

Pronouncements – In December 2023, FASB issued ASU 2023-09, Income Taxes (Topic 740):

Improvements to Income Tax Disclosures ,

to enhance the transparency and decision usefulness of income tax disclosures.

The amendments in ASU 2023-09 provide improvements primarily

related to the rate reconciliation and income taxes paid information included in income tax disclosures.

The Company would be required

to disclose additional information regarding reconciling items equal to or greater than five percent of the amount computed by multiplying

pretax income (loss) by the applicable statutory tax rate.

Similarly, the Company would be required to disclose income taxes paid (net

of refunds received) equal to or greater than five percent of total income taxes paid (net of refunds received).

The amendments in ASU

2023-09 are effective January 1, 2025, including interim periods.

Early adoption is permitted for annual financial statements that have

not yet been issued or made available for issuance.

The Company will evaluate the impact of ASU 2023-09 on its financial statements.

In November 2023, FASB issued

ASU 2023-07, Segment Reporting (Topic 280), Improvements to Reportable Segment Disclosures , which provides improvements

to reportable segment disclosure requirements, primarily through enhanced disclosures around segment expenses.

ASU 2023-07 requires the

Company to disclose significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”)

and included within each reported measure of segment profit or loss.

ASU 2023-07 also requires that the Company disclose an amount for

other segment items by reportable segment, a description of their composition and provide all annual disclosures about a reportable segment’s

profit or loss and assets pursuant to Topic 280 during interim periods.

The Company must also disclose the CODM’s title and position,

as well as certain information around the measures used by the CODM and an explanation of how the CODM uses the reported measures in assessing

segment performance and deciding how to allocate resources.

For public entities with a single reportable segment, the entity must provide

all the disclosures required pursuant to ASU 2023-07 and all existing segment disclosures under Topic 280.

The amendments of ASU 2023-07

are effective for the Company for annual periods beginning January 1, 2024, and effective for interim periods beginning January 1, 2025.

Early adoption is permitted for annual financial statements that have not yet been issued or made available for issuance.

will evaluate the impact of ASU 2023-07 on its financial statements.

In October 2021, FASB issued

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the Company may enter in the future.

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.

adopted this standard effective January 1, 2022 and the standard did not have a material effect on the Company’s financial statements.

Note 2 - Commitments and Contingencies

34 unchanged sentences

the lease controlled by the lessor.

Options for lease renewals were excluded from the lease term (and lease liability) for the Company’s

leases as the reasonably certain threshold were not met.

At September 30, 2023, the

Company has two leases which have been capitalized in accordance with ASC 842, one for corporate office space and one for office equipment.

The Company entered into a lease for corporate office space effective June 1, 2022.

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

expiration date on July 30, 2027 and current annual rent of $ 0.6 million.

The Company is also responsible for certain other costs, such

as insurance, utilities and maintenance During the nine months ended September 30, 2023, the Company spent $ 0.5 million on improvements

at its corporate office space, which has been included in the value of the operating right-to-use asset as of September 30, 2023.

The components of lease expense

are as follows:

Options for lease renewals have been excluded from the lease term (and lease liability) for the majority

of the Company’s leases as the reasonably certain threshold is not met.

At March 31, 2024, the Company

has two leases which have been capitalized in accordance with ASC 842, one for corporate office space and one for office equipment.

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

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

date on July 30, 2027 and current annual rent of $ 0.6 million.

The Company is also responsible for certain other costs, such as insurance,

utilities and maintenance.

During 2023, the Company spent $ 0.5 million in improvements at its corporate office space, which has been included

in the value of the operating right-to-use asset.

The components of lease expense are as follows:

Three months ended

Nine months ended

(in thousands)

September 30,

Operating lease expense

3 unchanged sentences

Total finance lease cost

Supplemental cash flow information

related to leases are as follows:

Supplemental cash flow information related to leases

are as follows:

Cash flow information:

Nine months ended

Three months ended

(in thousands)

September 30,

Cash paid for amounts included in the measurement of lease liabilities:

7 unchanged sentences

Weighted average remaining lease terms are as follows

at September 30, 2023:

at March 31, 2024:

Weighted average remaining lease term:

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Year ending December 31,

2023 (excluding nine months ended September 30, 2023)

2024 (excluding three months ended March 31, 2024)

Total lease payments

2 unchanged sentences

Note 4 – Other revenue

The Company 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.

The Company identified a single performance obligation to provide research services within each

module for which the Company receives monetary consideration.

The third party can choose to proceed with each module or can terminate

the agreement at any time.

The Company recognizes revenue for each module on a straight-line basis over the expected module period.

for succeeding modules is not recognized until all contingencies are resolved, inclusive of the third party’s ability to terminate

The consideration is recognized as revenue over each module and revenue of $ 0.9 million was recognized during the nine months

ended September 30, 2022.

There was no corresponding revenue recognized from a collaboration during the nine months ended September 30,

The Company had a grant from

the National Institutes of Health for research and development related activities that provides payments for reimbursed costs, which included

The Company has a grant from

a government-sponsored entity for research and development related activities that provides payments for reimbursed costs, which included

overhead and general and administrative costs, as well as an administrative fee.

The Company recognized revenue from grants as it performed

The Company recognizes revenue from grants as it performed

services under this arrangement.

Associated expenses are recognized when incurred as research and development expense.

Other revenue recognized

from this grant for the nine months ended September 30, 2022 was $ 0.1 million.

There was no corresponding revenue for the nine months

ended September 30, 2023.

There was no other

revenue recognized from this grant for the three months ended March 31, 2024 and 2023, respectively.

On April 7, 2022, the Company

17 unchanged sentences

liabilities primarily consist of advanced payments from licensees.

There was no Other revenue deferred – current liability at September

30, 2023 and December 31, 2022.

Long-term license revenue deferred was $ 35.0 million at September 30, 2023 and December 31, 2022;

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

Long-term license revenue deferred was $ 35.0 million at March 31, 2024

and March 31, 2023;

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

Note 5 - Equity

In August 2020, the Company

entered into the Capital on Demand™ Sales Agreement with JonesTrading Institutional Services LLC, or JonesTrading, pursuant to which

the Company may sell, from time to time, through or to JonesTrading, up to an aggregate of $ 200 million of its common stock.

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

On June 28, 2022,

the Company entered into an Amended and Restated Capital on Demand™ Sales Agreement (the “A&R Sales Agreement”)

with JonesTrading and B.

In August 2020, the Company entered into the Capital on Demand™

Sales Agreement with JonesTrading Institutional Services LLC, “JonesTrading”, pursuant to which the Company may sell, from

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

On June 28, 2022, the Company entered

into an Amended and Restated Capital on Demand™ Sales Agreement (the “A&R Sales Agreement”) with JonesTrading and

Riley Securities, Inc.

Riley Securities”).

The A&R Sales Agreement modifies the original

Capital on Demand™ Sales Agreement to include B.

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

to include B.

Riley Securities as an additional sales agent thereunder.

For the nine months ended

September 30, 2023, the Company sold 1.7 million shares of common stock, resulting in gross proceeds of $ 13.8 million and net proceeds

of $ 13.4 million.

For the nine months ended September 30, 2022, the Company sold 3.0 million shares of common stock, resulting in gross

proceeds of $ 18.9 million and net proceeds of $ 18.3 million.

Shares of common stock are offered pursuant to a shelf registration

statement on Form S-3 (File No.

333-242322) filed with the SEC on August 7, 2020 (the “Prior Shelf Registration Statement”).

On August 11, 2023, the Company filed a new registration statement on Form S-3 (File No.

333-273911), which registration statement was

amended on February 2, 2024, and declared effective on February 5, 2024, to replace the Prior Shelf Registration Statement, including

a base prospectus which covers the offering, issuance and sale of up to $ 500 million of common stock, preferred stock, warrants, units

and/or subscription rights;

and a sales agreement prospectus covering the offering, issuance and sale of up to a maximum aggregate offering

price of $ 200 million of common stock that may be issued and sold under the Amended Sales Agreement.

For the three months ended

March 31, 2024, the Company sold 1.8 million shares of common stock, resulting in gross proceeds of $ 15.0 million and net proceeds of

$ 14.7 million.

For the three months ended March 31, 2023, the Company sold 0.1 million shares of common stock, resulting in gross proceeds

and net proceeds of $ 0.8 million.

Stock Options

The following is a summary

of stock option activity for the nine months ended September 30, 2023:

of stock option activity for the three months ended March 31, 2024:

(in thousands, except for per-share amounts)

Number of Shares

Outstanding, January 1, 2024

Outstanding, September 30, 2023

Exercisable, September 30, 2023

During the nine months ended

September 30, 2023, the Company granted stock options to new employees to purchase 166 thousand shares of common stock with an exercise

price ranging from $ 6.33 to $ 11.60 per share, a term of 10 years, and a vesting period of 4 years.

The options have an aggregated

fair value of $ 1.0 million that was calculated using the Black-Scholes option-pricing model.

Variables used in the Black-Scholes option-pricing

model include:

(1) discount rate range from 3.5 % to 4.32 % (2) expected life of 6 years, (3) expected volatility range from 80.6 % to 81.6 %,

and (4) zero expected dividends.

The fair values of all options

issued and outstanding are being amortized over their respective vesting periods.

The unrecognized compensation expense at September 30,

2023 was $ 7.7 million related to unvested options, which is expected to be expensed over a weighted average of 2.7 years.

During the nine

months ended September 30, 2023 and 2022, the Company recorded compensation expense related to stock options of $ 2.4 million and $ 1.6

million, respectively.

Outstanding, March 31, 2024

Exercisable, March 31, 2024

During the three months ended

March 31, 2024, the Company did not grant any stock options.

The fair values of all options issued and outstanding are being amortized

over their respective vesting periods.

The unrecognized compensation expense at March 31, 2024 was $ 13.2 million related to unvested options,

which is expected to be expensed over a weighted average of 3.2 years.

During the three months ended March 31, 2024 and 2023, the Company

recorded compensation expense related to stock options of $ 1.2 million and $ 0.8 million, respectively.

Restricted Stock Units

The following is a summary

of restricted stock unit, or RSU, activity for the nine months ended September 30, 2023:

of restricted stock unit activity for the three months ended March 31, 2024:

(in thousands, except for per-share amount)

2 unchanged sentences

Outstanding, January 1, 2024

Outstanding, September 30, 2023

Outstanding, March 31, 2024

The RSUs vest at the earliest

2 unchanged sentences

The fair value of the RSUs, $ 1.8 million, was determined based on the stock

prices on the dates of the grants and each RSU grant is being recognized over its respective three-year period.

The unrecognized compensation

expense at September 30, 2023 of $ 1.1 million is expected to be expensed over a weighted average of 1.9 years.

During the nine months

ended September 30, 2023 and 2022, the Company recorded compensation expense related to RSUs of $ 0.4 million and $ 0.1 million, respectively.

prices on the dates of the grants and is being recognized over three years .

The unrecognized compensation expense at March 31, 2024 of

$ 0.8 million is expected to be expensed over 1.4 years.

During the three months ended March 31, 2024 and 2023, the Company recorded compensation

expense related to RSUs of $ 0.1 million and $ 0.2 million, respectively.

Following is a summary of

warrant activity for the nine months ended September 30, 2023:

warrant activity for the three months ended March 31, 2024:

(in thousands, except for per-share amounts)

Number of Shares

Outstanding, January 1, 2024

Outstanding, September 30, 2023

Exercisable, September 30, 2023

Outstanding, March 31, 2024

Exercisable, March 31, 2024

Note 6 - Subsequent Events

Since March 31, 2024, the Company sold 0.4 million shares of common

stock under its A&R Capital on Demand Sales Agreement, resulting in net proceeds of $ 3.4 million.

On April 23, 2024, outstanding warrants to purchase up to 1.4 million

shares of the Company’s common stock, with an exercise price of $ 15.00 per share, expired, according to their terms.

Following the

expiration of such warrants, the Company has less than thirteen thousand warrants outstanding.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements