What changed in this filing

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Item 1. Financial Statements

2022-08-15 compared with 2022-05-16 · 239 added, 184 removed, 435 unchanged (49% of the section changed)

1 unchanged sentence

BIORESTORATIVE

THERAPIES, INC.

AND SUBSIDIARY

THERAPIES, INC., AND SUBSIDIARY

Consolidated Balance Sheets

18 unchanged sentences

Stockholders’ Equity

stock, $ 0.01 par value;

Preferred stock, $ 0.01 par value;

Authorized, 20,000,000 shares;

Series A Convertible Preferred stock,

$ 0.01 par value;

1,543,158 Authorized, issued and outstanding

1 unchanged sentence

Authorized, 75,000,000 shares;

3,631,719 and 3,520,391 issued and outstanding at March 31, 2022 and December 31, 2021, respectively

3,643,709 and 3,520,391 issued and outstanding at June 30, 2022 and December 31, 2021, respectively

Additional paid in capital

6 unchanged sentences

BIORESTORATIVE

THERAPIES, INC.

AND SUBSIDIARY

THERAPIES, INC., AND SUBSIDIARY

Consolidated STATEMENTS OF OPERATIONS

March 31, 2022

March 31, 2021

June 30, 2022

June 30, 2021

June 30, 2022

June 30, 2021

For the Three Months Ended

March 31, 2022

March 31, 2021

For the Six Months Ended

June 30, 2022

June 30, 2021

June 30, 2022

June 30, 2021

Operating expenses:

6 unchanged sentences

( 3,555,263 )

( 9,682,421 )

( 18,609,919 )

Other (income) expense:

1 unchanged sentence

Gain on PPP loan forgiveness

Amortization of debt discount

Total other (income) expense

1 unchanged sentence

$ ( 4,062,595 )

$ ( 9,491,391 )

$ ( 19,715,925 )

Net Loss Per Share - Basic and Diluted

2 unchanged sentences

BIORESTORATIVE

THERAPIES, INC.

AND SUBSIDIARY

THERAPIES, INC., AND SUBSIDIARY

Consolidated STATEMENTS of CHANGES IN STOCKHOLDERS’ EQUITY (DEFICIT)

Series A Convertible

Preferred Stock

Stockholders’

Series A Convertible Preferred

Total Stockholders’

Balance at January 1, 2022

8 unchanged sentences

( 138,962,278 )

Stock-based compensation:

- restricted share units

- common stock

( 4,675,241 )

Balance as of June 30, 2022

$ 162,207,334

$ ( 143,637,519 )

Balance at January 1, 2021

10 unchanged sentences

( 2,694,382 )

Shares issued in exchange for notes payable and accrued interest

Shares issued in cashless exercise of warrants

Stock-based compensation:

- restricted share units

( 4,062,595 )

Balance as of June 30, 2021

$ 105,749,733

$ ( 109,558,758 )

$ ( 3,808,941 )

accompanying footnotes are an integral part of these unaudited condensed consolidated financial statements.

1 unchanged sentence

THERAPIES, INC.

AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF CASH FLOWS

March 31, 2022

March 31, 2021

Three Months Ended

March 31, 2022

March 31, 2021

June 30, 2022

June 30, 2021

Six Months Ended

June 30, 2022

June 30, 2021

Cash flows from operating activities:

17 unchanged sentences

( 2,845,756 )

( 1,555,530 )

Cash flows from investing activities:

6 unchanged sentences

( 3,093,003 )

( 1,305,530 )

Cash - beginning of period

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reverse stock split made effective on October 27, 2021 to share and per share amounts on the unaudited condensed consolidated financial

statements for the three months ended March 31, 2021.

In connection with the reverse stock split, the Company’s authorized number

of shares of common stock was reduced from 300,000,000,000 to 75,000,000 .

statements for the three and six months ended June 30, 2021.

In connection with the reverse stock split, the Company’s authorized

number of shares of common stock was reduced from 300,000,000,000 to 75,000,000 .

The Company’s authorized number of shares of preferred

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a going concern, which contemplates realization of assets and satisfying liabilities in the normal course of business.

At March 31, 2022,

the Company had an accumulated deficit of $ 138,962,278

and working capital surplus of $ 19,384,971 .

For the three months ended March 31, 2022, the Company

had a loss from operations of $ 5,053,793

(of which, $ 3,375,903

was attributable to non-cash stock-based compensation)

and negative cash flows from operations of $ 1,594,634 .

At June 30, 2022,

the Company had an accumulated deficit of $ 143.6 million and a working capital surplus of $ 17.7 million.

For the six months ended June

30, 2022, the Company had a net loss of $ 9.5 million (of which, $ 6.5 million was attributable to non-cash stock-based compensation) and

negative cash flows from operations of $ 2.8 million.

The Company’s operating activities consume the majority of its cash resources.

The Company anticipates that it will continue to

incur operating losses as it executes its development plans for 2022, as well as other potential strategic and business development initiatives.

In addition, the Company has had and expects to have negative cash flows from operations, at least into the near future.

has previously funded, and plans to continue funding, these losses primarily through current cash on hand and additional infusions of

cash from equity and debt financing.

Company believes the following has been able to mitigate the above factors with regard to its ability to continue as a going concern:

on November 9, 2021, the Company received net proceeds of approximately $ 21,073,000 from its public offering.

As a result of the above,

and cash on hand of $ 19,322,520 as of March 31, 2022, the Company believes it has sufficient cash to fund operations for the twelve months

The Company anticipates that it will continue to incur net losses as it executes its development plans for 2022 and beyond, as well as

other potential strategic and business development initiatives.

In addition, the Company has had and expects to have negative cash flows

from operations, at least into the near future.

The Company has previously funded, and plans to continue funding, these losses primarily

through current cash on hand and additional infusions of cash from equity and debt financing.

Company believes that it has been able to mitigate the above factors with regard to its ability to continue as a going concern as a result

of its November 9, 2021, public offering pursuant to which the Company received net proceeds of approximately $ 21.1 million.

of the above, and cash on hand as of June 30, 2022, the Company believes it has sufficient cash to fund operations for the twelve months

subsequent to the filing date.

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of Presentation

accompanying unaudited condensed consolidated financial information as of and for the three months ended March 31, 2022 and 2021 has

been prepared in accordance with GAAP for interim financial information and with the instructions to Quarterly Report on Form 10-Q and

Article 10 of Regulation S-X.

In the opinion of management, such financial information includes all adjustments (consisting only of normal

recurring adjustments) considered necessary for a fair presentation of the Company’s financial position at such dates and the operating

results and cash flows for such periods.

Operating results for the three months ended March 31, 2022 are not necessarily indicative of

the results that may be expected for the entire year or for any other subsequent interim period.

accompanying unaudited condensed consolidated financial information as of and for the three and six months ended June 30, 2022 and 2021

has been prepared in accordance with GAAP for interim financial information and with the instructions to Quarterly Report on Form 10-Q

and Article 10 of Regulation S-X.

In the opinion of management, such financial information includes all adjustments (consisting only

of normal recurring adjustments) considered necessary for a fair presentation of the Company’s financial position at such dates

and the operating results and cash flows for such periods.

Operating results for the three and six months ended June 30, 2022 are not

necessarily indicative of the results that may be expected for the entire year or for any other subsequent interim period.

information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been omitted pursuant

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of Consolidation

unaudited condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary Stem Pearls.

Intercompany accounts and transactions have been eliminated upon consolidation.

unaudited condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary.

All intercompany

accounts and transactions have been eliminated upon consolidation.

preparation of the unaudited condensed consolidated financial statements in conformity with GAAP requires management to make estimates

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as, the performance obligation is satisfied.

The Company’s contracts have a single performance obligation which is not separately

identifiable from other promises in the contracts and is, therefore, not distinct.

The Company’s performance obligation is satisfied

upon the transfer of risk of loss to the customer.

All sales have fixed pricing and there are currently no variable components included

in the Company’s revenue.

The timing of the Company’s revenue recognition may differ from the timing of receiving royalty

A receivable is recorded when revenue is recognized prior to receipt of a royalty payment and the Company has an unconditional

right to the royalty payment.

Alternatively, when a royalty payment precedes the provision of the related services, the Company records

deferred revenue until the performance obligations are satisfied.

During the three months ended March 31, 2022 and 2021, the Company

recognized $ 16,000 and $ 18,000 , respectively, of revenue related to the Company’s sublicenses.

The Company’s contracts have a single performance obligation with a fixed determinable

contract value.

The Company’s performance obligation is satisfied upon the transfer of risk of loss to the customer.

have fixed pricing and there are currently no variable components included in the Company’s revenue.

The timing of the Company’s

revenue recognition may differ from the timing of receiving royalty payments.

A receivable is recorded when revenue is recognized prior

to receipt of a royalty payment and the Company has an unconditional right to the royalty payment.

Alternatively, when a royalty payment

precedes the provision of the related services, the Company records deferred revenue until the performance obligations are satisfied.

During the three months ended June 30, 2022 and 2021, the Company recognized $ 71,100 and $ 15,000 , respectively, of revenue related to

the Company’s sublicenses.

During the six months ended June 30, 2022 and 2021, the Company recognized $ 87,100 and $ 33,000 , respectively,

of revenue related to the Company’s sublicenses.

Modifications

were no contract modifications during the three months ended March 31, 2022.

were no contract modifications during the three and six months ended June 30, 2022.

Contract modifications are not routine in the performance

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Company considers all highly liquid investments with maturities of three months or less at the time of purchase to be cash equivalents.

There were no cash equivalents as of March 31, 2022 or December 31, 2021.

Cash and cash equivalents held at financial institutions may at times exceed insured amounts.

Company believes it mitigates such risk by investing in or through, as well as maintaining cash balances with, major financial institutions.

There were no cash equivalents as of June 30, 2022, and December 31, 2021.

receivable are reported at their outstanding unpaid principal balances, net of allowances for doubtful accounts.

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against the allowance for doubtful accounts when a balance is determined to be uncollectible.

The Company did not record an allowance

for doubtful accounts as of March 31, 2022 or December 31, 2021.

The Company had no balances related to

allowances for doubtful accounts as of June 30, 2022 and December 31, 2021.

and Equipment

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assets, generally 3 – 15 years .

Expenditures that enhance the useful lives of assets are capitalized and depreciated.

equipment costs are capitalized as incurred and depreciated on a straight-line basis over a range of 3 – 5 years.

Expenditures that enhance the useful lives of assets are capitalized and depreciated over the remainder

of the useful life.

Computer equipment costs are capitalized as incurred and depreciated on a straight-line basis over a range of 3 –

improvements are amortized over the lesser of (i) the useful life of the asset or (ii) the remaining lease term.

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The Company capitalizes costs attributable to the betterment of property and equipment when such betterment

extends the useful life of the assets.

At the time of retirement or other disposition of property and equipment, the cost and accumulated

depreciation are removed from the accounts, and the resulting gain or loss, if any, will be reflected in operations.

enhances the functionality of the asset or extends the useful life of the asset.

Should an asset be disposed of before the end of its

useful life, the cost and accumulated depreciation at that date are removed from the consolidated balance sheets, with the resulting

gain or loss, if any, reflected in operations in that period.

of Long-Lived Assets

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Fair value is determined based on discounted cash flows or appraised values, depending on the nature of the

During the three months ended March 31, 2022

and 2021, the Company determined that there was no impairment charge for intangible assets.

Company records its intangible assets at cost in accordance with ASC 350, Intangibles – Goodwill and Other .

Definite-lived

intangible assets are amortized using the straight-line method over their estimated useful life, which is determined by identifying the

period over which the cash flows from the asset are expected to be generated.

There are no impairment charges for all periods presented.

Company records its intangible assets at cost, for those intangible assets not acquired in a business combination, in accordance with

Accounting Standards Codification (“ASC”) 350, Intangibles – Goodwill and Other .

Definite-lived intangible assets

are amortized using the straight-line method over their estimated useful life, which is determined by either the term of the underlying

agreement they related to or identifying the period over which the cash flows from the asset are expected to be generated.

and Marketing Costs

1 unchanged sentence

Advertising and marketing expenses were $ 245 and $ 6,220 for the

three months ended March 31, 2022 and 2021, respectively.

Advertising and marketing expenses are recorded in marketing and promotion

on the unaudited condensed consolidated statements of operations.

three months ended June 30, 2022 and 2021, respectively.

Advertising and marketing expenses were $ 714 and $ 8,820 for the six months ended

June 30, 2022 and 2021, respectively.

Advertising and marketing expenses are recorded in marketing and promotion on the unaudited condensed

consolidated statements of operations.

Value Measurements

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carrying value of cash, accounts receivable, accounts payable and accrued expenses, and other current liabilities approximate their fair

values based on the short-term maturity of these instruments.

values based on the short duration of these instruments.

Loss per Common Share

2 unchanged sentences

The dilutive effect, if any, of stock options, warrants,

and unvested restricted stock units (“RSUs”) are calculated using the treasury stock method.

All outstanding convertible

notes are considered common stock at the beginning of the period or at the time of issuance, if later, pursuant to the if-converted method.

Since the effect of common stock equivalents is anti-dilutive with respect to losses, options, warrants, RSUs and convertible notes have

been excluded from the Company’s computation of net loss per common share for the three months ended March 31, 2022 and 2021.

following table summarizes the securities that were excluded from the diluted loss per share calculation because the effect of including

these potential shares was antidilutive:

and restricted stock units (“RSUs”) are calculated using the treasury stock method.

All outstanding convertible notes are

considered common stock at the beginning of the period or at the time of issuance, if later, pursuant to the if-converted method.

the effect of common stock equivalents is anti-dilutive with respect to losses, options, warrants, RSUs and convertible notes have been

excluded from the Company’s computation of net loss per common share for the three and six months ended June 30, 2022 and 2021.

following table summarizes the securities that were excluded from the diluted loss per share calculation:

SCHEDULE OF WEIGHTED AVERAGE DILUTIVE COMMON SHARES

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Convertible notes – common stock

of March 31, 2021, all of the convertible notes had variable conversion prices and the shares

issuable were estimated based on the market conditions.

Pursuant to the note agreements,

there were 1,519,645 shares of common stock reserved for future note conversions as of March

Six Months Ended

Unvested RSUs

Convertible notes – common stock

of June 30, 2021, all of the convertible notes had variable conversion prices and the shares issuable were estimated based on the

market conditions.

Pursuant to the note agreements, there were 12,876,003 shares of common stock reserved for future note conversions

as of June 30, 2021.

Company applies the provisions of ASC 718, Compensation—Stock Compensation (“ASC 718”), which requires the measurement

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expense section of the condensed consolidated statements of operations.

tax assets and liabilities are recognized for the future tax consequences attributable to differences between the unaudited condensed

consolidated financial statement carrying amounts of existing assets and liabilities and their respective tax bases.

Deferred tax assets,

including tax loss and credit carry forwards, and liabilities are measured using enacted tax rates expected to apply to taxable income

in the years in which those temporary differences are expected to be recovered or settled.

The effect on deferred tax assets and liabilities

of a change in tax rates is recognized in income in the period that includes the enactment date.

Company utilizes ASC 740, Income Taxes , which requires the recognition of deferred tax assets and liabilities for the expected

future tax consequences of events that have been included in the unaudited condensed consolidated financial statements or tax returns.

The Company accounts for income taxes using the asset and liability method to compute the differences between the tax basis of assets

and liabilities and the related financial amounts, using currently enacted tax rates.

A valuation allowance is recorded when it is “more

likely than not” that a deferred tax asset will not be realized.

At March 31, 2022 and December 31, 2021, the Company’s net

deferred tax asset has been fully reserved.

uncertain tax positions that meet a “more likely than not” threshold, the Company recognizes the benefit of uncertain tax

positions in the unaudited condensed consolidated financial statements.

The Company’s practice is to recognize interest and penalties,

if any, related to uncertain tax positions in income tax expense in the unaudited condensed consolidated statements of operations.

lease is defined as a contract that conveys the right to control the use of identified property, plant or equipment for a period of time

in exchange for consideration.

On January 1, 2019, the Company adopted ASC 842, Leases (“ASC 842”), and it primarily

affected the accounting treatment for operating lease agreements in which the Company is the lessee.

accordance with ASC 842, the Company recognized a right-of-use (“ROU”) asset and corresponding lease liability on its balance

sheets for its office space lease agreement.

See Note 8 - Leases for further discussion, including the impact on the Company’s

financial statements and related disclosures.

Company accounts for income taxes pursuant to the asset and liability method which requires the recognition of deferred income tax assets

and liabilities related to the expected future tax consequences arising from temporary differences between the carrying amounts and tax

bases of assets and liabilities based on enacted statutory tax rates applicable to the periods in which the temporary differences are

expected to reverse.

Any effects of changes in income tax rates or laws are included in income tax expense in the period of enactment.

Company records valuation allowances against deferred tax assets when it is more likely than not that all or a portion of a deferred

tax asset will not be realized.

The Company routinely evaluates the realizability of deferred tax assets by assessing the likelihood

that deferred tax assets will be recovered based on all available positive and negative evidence, including scheduled reversals of deferred

tax liabilities, estimates of future taxable income, tax planning strategies and results of operations.

Estimating future taxable income

is inherently uncertain and requires judgment.

In projecting future taxable income, historical results are considered along with certain

assumptions related to future earnings.

At June 30, 2022 and December 31, 2021, the Company had a full valuation allowance applied against

its deferred tax assets.

time to time the Company may recognize an income tax benefit, in its consolidated statements of operations, related to uncertain tax

positions taken.

For uncertain tax positions that are “more likely than not” to sustain an income tax audit, the Company

may record an allowance against certain deferred tax assets related to these positions.

The Company’s practice is to recognize

interest and penalties, if any, related to uncertain tax positions in income tax expense in the unaudited condensed consolidated statements

of operations.

lease is defined as an agreement that conveys the right to control the use of identified property, plant or equipment (right of use asset

or “ROU asset”) for a period of time in exchange for consideration.

The Company accounts for it leases in accordance with

ASC 842, Leases, which requires that an ROU asset identified in a lease to be recorded as a noncurrent asset with a related liability.

The Company does not record ROU assets for those agreements of a twelve-month duration or less.

The Company recognized a ROU asset and

corresponding lease liability on its balance sheets related to its office lease agreement.

See Note 8 - Leases for further discussion,

including the impact on the Company’s financial statements and related disclosures.

assets include any initial direct costs and prepaid lease payments and exclude any lease incentives.

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if it is reasonably certain that the Company will exercise that option.

in which the Company is the lessee are comprised of office rental.

The Company has a lease agreement for office space with a remaining

term of 2.75 years as of March 31, 2022.

and Development Expenses

Research and development

expenses are expensed as incurred and recorded as a component of operating expenses in the Company’s Condensed Consolidated Statements

of Operations.

3 – INTANGIBLE ASSETS

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to the Company’s BRTX-100 clinical program was issued.

assets consist of the following:

The patent along with the license agreement gave rise to definite lived

intangible assets.

The below table details the activity related to those intangible assets from January 1, 2021 through June 30, 2022:

OF FINITE LIVED INTANGIBLE ASSETS

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Amortization expense

Balance as of March 31, 2022

Balance as of June 30, 2022

$ ( 754,473 )

Weighted average remaining amortization period at March 31, 2022 (in years)

Weighted average remaining amortization period at June 30, 2022 (in years)

amortization of intangible assets consists of the following:

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Amortization expense

Balance as of March 31, 2022

Balance as of June 30, 2022

4 – ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

1 unchanged sentence

SCHEDULE OF ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

March 31, 2022

June 30, 2022

Accrued payroll

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5 – NOTES PAYABLE

summary of the notes payable activity during the three months ended March 31, 2022 is presented below:

summary of the notes payable activity during the six months ended June 30, 2022 is presented below:

SCHEDULE OF NOTES PAYABLE ACTIVITY

Outstanding, January 1, 2022

Outstanding, March 31, 2022

Outstanding, June 30, 2022

March 14, 2021, under the U.S.

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The Series A has a liquidation preference of $ 0.001 per share.

A holders shall be entitled to receive, when and as declared by the Board of Directors, dividends on a pari passu basis with the holders

of the shares of the Company’s common stock based upon the number of shares of common stock into which the Series A is then convertible.

A holders shall be entitled to receive, when and as declared by the Board of Directors, dividends on an equivalent basis without preference

with the holders of the shares of the Company’s common stock based upon the number of shares of common stock into which the Series

A is then convertible.

A holders shall be entitled to vote on all matters presented to the stockholders of the Company and shall be entitled to such number

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of stock options, restricted stock units, restricted stock, stock appreciation rights and other incentive awards.

As of March 31, 2022,

based on stock option and restricted stock units currently outstanding under the 2021 Plan, no shares remain available for future grant

As of June 30, 2022,

based on stock options and restricted stock units currently outstanding under the 2021 Plan, no shares remain available for future grants

under the 2021 Plan.

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Activity Summary

warrants were granted or issued during the three months ended March 31, 2022 and 2021.

summary of the warrant activity during the three months ended March 31, 2022, is presented below:

warrants were granted or issued during the six months ended June 30, 2022 and 2021.

summary of the warrant activity during the six months ended June 30, 2022, is presented below:

SCHEDULE OF WARRANT ACTIVITY

Outstanding, January 1, 2022

Outstanding, March 31, 2022

Exercisable, March 31, 2022

following table presents information related to warrants at March 31, 2022:

Outstanding, June 30, 2022

Exercisable, June 30, 2022

following table presents information related to warrants at June 30, 2022:

SCHEDULE OF STOCK WARRANTS

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Remaining Life

applying the Black-Scholes option pricing model to stock options granted, the Company used the following assumptions:

Company grants stock options to certain employees which is recognized as compensation expense on a straight-line basis over the vesting

term of the grants.

Vesting terms are generally two years, and grants expire between five and ten years.

the three months ended June 30, 2022 and 2021, the Company recognized compensation expense related to stock option grants of $ 1.9 million

and $ 1.7 million, respectively.

For the six months ended June 30, 2022 and 2021, the Company recognized compensation expense related

to stock option grants of $ 4.0 million and $ 15.6 million, respectively.

The Company values these option grants using the Black-Scholes

option pricing model.

In applying the Black-Scholes option pricing model to stock options granted, the Company used the following assumptions:

SCHEDULE OF STOCK OPTION GRANTED ASSUMPTIONS

For the Three Months Ended

For the Six Months Ended

Risk free interest rate

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Expected dividends

Company granted options for the purchase of 25,000 shares of common stock during the three months ended March 31, 2022.

Company granted options for the purchase of 586,959 shares of common stock during the three months ended March 31, 2021.

grant date fair value of options issued during the three months ended March 31, 2022 was $ 122,117 .

grant date fair value of options issued during the three months ended March 31, 2021 was $ 27,736,052 .

summary of the stock option activity during the three months ended March 31, 2022 is presented below:

Company granted options for the purchase of 25,000 shares of common stock during the six months ended June 30, 2022, with a grant date

fair value of $ 4.88 per share.

At June 30, 2022, the unamortized compensation expense related to these grants was $ 0.1 million.

Company granted options for the purchase of 586,959 shares of common stock during the six months ended June 30, 2021, with a grant date

fair value of $ 47.25 per share, after taking into effect the reverse stock split.

At June 30, 2022, the unamortized compensation expense

related to these grants was $ 5.7 million.

summary of the stock option activity during the six months ended June 30, 2022 is presented below:

OF STOCK OPTION ACTIVITY

Outstanding, January 1, 2022

Outstanding, March 31, 2022

Exercisable, March 31, 2022

following table presents information related to stock options at March 31, 2022:

Outstanding, June 30, 2022

Exercisable, June 30, 2022

following table presents information related to stock options at June 30, 2022:

OF STOCK OPTION BY EXERCISE PRICE

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$ 48,200.00 - $ 52,000.00

to reduction to $ 5.08 per share in the event of stockholder approval of certain amendments

to the 2021 Plan.

to the 2021 Plan, the Company grants RSUs to employees, consultants and non-employee directors (“Eligible Individuals”).

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On the distribution date, the Company shall issue to the Eligible Individual one share of the Company’s common stock

(or the fair market value of one such share in cash) for each vested and nonforfeitable RSU.

for each vested and nonforfeitable RSU.

March 18, 2022, the Company, granted an aggregate of 24,876 RSUs to its Chief Executive Officer, President and Chairman of the Board

and its Vice President, Research and Development (see Note 7 – Commitments and Contingencies) with a fair value of $ 4.21 per share.

and its Vice President, Research and Development with a fair value of $ 4.21 per share.

The RSUs vest in twelve equal monthly installments.

summary of our unvested RSUs as of March 31, 2022 is as follows:

summary of our unvested RSUs as of June 30, 2022 is as follows:

OF UNVESTED RESTRICTED STOCK UNITS

Outstanding, January 1, 2022

Outstanding, March 31, 2022

Outstanding, June 30, 2022

following table presents information related to stock compensation expense:

SCHEDULE OF STOCK OPTION EXPENSE

the Three Months Ended

Unrecognized at

OF STOCK COMPENSATION EXPENSE

For the Three

For the Six Months

Weighted Average

Remaining Amortization

Research and development

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7 - COMMITMENTS AND CONTINGENCIES

and Development Agreement

December 20, 2021, the Company entered into a Master Clinical Services Agreement (the “Services Agreement”) with Professional

Research Consulting, Inc.

(“PRC”) pursuant to which PRC will provide trial management services related to the Company’s

Phase 2 clinical trials.

The Services Agreement has a 46 -month

term with an estimated budgeted cost of $ 5,844,380 .

Upon execution of the Services Agreement, the Company made an upfront payment of $ 328,152

which was recorded as a prepaid expense on the

condensed consolidated balance sheet at December 31, 2021, and is being expensed over the life of the Services Agreement as the services

are rendered.

During the three months ended March 31, 2022, the Company incurred $ 477,597 of research and development expense and

had a balance in prepaid expense of $ 395,525

at March 31, 2022 associated with the

Services Agreement

December 20, 2021, the Company entered into a Master Clinical Services Agreement (the “Clinical Services Agreement”) with

Professional Research Consulting, Inc.

(“PRC”) pursuant to which PRC will provide trial management services related to the

Company’s Phase 2 clinical trials.

The Clinical Services Agreement has a 46 -month term with an estimated budgeted cost of $ 5,844,380 .

Upon execution of the Clinical Services Agreement, the Company made an upfront payment of $ 328,152 which was recorded as a prepaid expense

on the condensed consolidated balance sheet at December 31, 2021, and is being expensed over the life of the Clinical Services Agreement

as the services are rendered.

During the three and six months ended June 30, 2022, the Company incurred $ 0.6 million and $ 1.0 million,

respectively, of research and development expense related to this agreement and had a balance in prepaid expense of approximately $ 0.3

million at June 30, 2022 associated with the Clinical Services Agreement.

Company is a party to a lease for 6,800 square feet of space located in Melville, New York (the “Melville Lease”) with respect

to its corporate and laboratory operations.

The Melville Lease was scheduled to expire in March 2020 (subject to extension at the option

of the Company for a period of five years) and provided for an annual base rental during the initial term ranging between $ 132,600 and

In June 2019, the Company exercised its option to extend the Melville Lease and entered into a lease amendment with the lessor

whereby the five-year extension term commenced on January 1, 2020 with annual base rent ranging between $ 153,748 and $ 173,060 .

measuring lease liabilities for leases that were classified as operating leases, the Company discounted lease payments using its estimated

incremental borrowing rate at August 1, 2019.

The weighted average incremental borrowing rate applied was 12 % .

The Melville Lease is scheduled to expire in December 2024 and provides for an annual base

rental during the term, which commenced as of January 1, 2020, ranging between $ 153,748 and $ 173,060 .

The remaining term of this lease

is approximately 2.5 years at June 30, 2022 .

calculating the present value of lease liabilities for operating leases, the Company discounted the lease payments using its estimated

incremental borrowing rate at the inception of the term.

The weighted average incremental borrowing rate applied to the Melville Lease

following table presents net lease cost and other supplemental lease information:

OF NET LEASE COST AND OTHER SUPPLEMENTAL LEASE INFORMATION

Three Months Ended March 31, 2022

Three Months Ended March 31, 2021

Six Months Ended June 30, 2022

Six Months Ended June 30, 2021

Operating lease cost (cost resulting from lease payments)

5 unchanged sentences

Non-current liabilities – operating lease liabilities

minimum payments under non-cancelable leases for operating leases for the remaining terms of the leases as of March 31, 2022:

minimum payments under non-cancelable leases for operating leases for the remaining terms of the leases as of June 30, 2022:

OF FUTURE MINIMUM PAYMENTS UNDER NON-CANCELABLE LEASES FOR OPERATING LEASES

Operating Leases

2022 (excluding the three months ended March 31, 2022)

Remainder of 2022

Total future minimum lease payments

1 unchanged sentence

Present value of net future minimum lease payments

9 – SUBSEQUENT EVENTS

of Common Stock

July 18, 2022, the Company issued 1,036 shares each to Lance Alstodt, Chief Executive Officer, and Francisco Silva, Vice President of

Research and Development, in lieu of cash for salary, with a fair value of $ 2.93 per share.

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