What changed in this filing

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Item 1. Financial Statements

2024-08-14 compared with 2024-05-13 · 189 added, 160 removed, 554 unchanged (39% of the section changed)

2 unchanged sentences

Balance Sheets

March 31, 2024

June 30, 2024

December 31, 2023

16 unchanged sentences

Stockholders’ equity (deficit)

Preferred stock, $ 0.0001 par value, 1,500,000 shares authorized, no shares issued and outstanding at March 31, 2024 (unaudited) and December 31, 2023

Common stock, $ 0.0001 par value, 250,000,000 shares authorized at March 31, 2024 (unaudited) and December 31, 2023;

7,329,253 and 3,146,157 shares issued at March 31, 2024 (unaudited) and December 31, 2023, respectively;

7,329,172 and 3,146,076 shares outstanding at March 31, 2024 (unaudited) and December 31, 2023, respectively

Preferred stock, $ 0.0001 par value, 1,500,000 shares authorized, no shares issued and outstanding at June 30, 2024 (unaudited) and December 31, 2023

Common stock, $ 0.0001 par value, 250,000,000 shares authorized at June 30, 2024 (unaudited) and December 31, 2023;

8,151,253 and 3,146,157 shares issued at June 30, 2024 (unaudited) and December 31, 2023, respectively;

8,151,172 and 3,146,076 shares outstanding at June 30, 2024 (unaudited) and December 31, 2023, respectively

Additional paid-in capital

10 unchanged sentences

Statements of Operations

Three Months Ended March 31,

Three Months Ended June 30,

Six Months Ended June 30,

Federal grants

6 unchanged sentences

( 2,293,954 )

( 3,798,405 )

( 4,855,188 )

Other income (expense):

3 unchanged sentences

( 1,275,628 )

Other income and expense, net

Total other income, net

Other income, net

Total other income (expense), net

( 1,285,951 )

1 unchanged sentence

$ ( 2,239,302 )

$ ( 5,084,356 )

$ ( 4,431,108 )

Net loss attributable to noncontrolling interests

3 unchanged sentences

$ ( 2,235,971 )

$ ( 5,084,572 )

$ ( 4,432,145 )

Net loss per basic and diluted share:

4 unchanged sentences

Statements of Changes in Stockholders’ EQUITY (Deficit)

Noncontrolling

Stockholders’ Equity (Deficit)

Noncontrolling

Balance on December 31, 2022

Balance on March 31, 2023

$ 113,293,834

3 unchanged sentences

Settlement of restricted stock units

Conversion of convertible notes

Settlement of commitment fee

Public offering, net

Transaction costs associated with public offering

Issuance of common stock upon exercise of warrants

Stock-based compensation

Reverse split fractional shares

Deemed dividend related to warrants down round provision

1 unchanged sentence

( 2,239,302 )

Balance on June 30, 2023

$ 119,481,957

$ ( 115,363,208 )

$ ( 326,209 )

Balance on March 31, 2024

2 unchanged sentences

$ ( 328,483 )

Issuance of common stock upon warrant inducement

Stock-based compensation

( 1,967,793 )

Balance on June 30, 2024

$ 128,448,699

$ ( 126,641,646 )

$ ( 328,483 )

Balance on December 31, 2022

3 unchanged sentences

$ ( 4,029,652 )

Settlement of restricted stock units

Settlement of commitment fee

Conversion of convertible notes

Public offerings, net

Transaction costs associated with public offerings

Issuance of common stock upon exercise of warrants

Stock-based compensation

Reverse split fractional shares

Deemed dividend related to warrants down round provision

( 4,420,107 )

( 4,431,108 )

Balance on June 30, 2023

$ 119,481,957

$ ( 115,363,208 )

$ ( 326,209 )

Balance on December 31, 2023

$ 121,233,901

$ ( 121,557,074 )

$ ( 328,409 )

$ ( 651,267 )

$ 121,233,901

$ ( 121,557,074 )

$ ( 328,409 )

$ ( 651,267 )

Settlement of restricted stock units

7 unchanged sentences

( 5,084,356 )

Balance on March 31, 2024

Balance on June 30, 2024

$ 128,448,699

8 unchanged sentences

(U naudited )

Three Months Ended March 31,

Cash flows from operating activities:

Months Ended June 30,

Cash flows from operating

$ ( 5,084,356 )

$ ( 4,431,108 )

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

Accrued interest and interest expense related to note conversions

Amortization of original issue discount and debt issuance costs

Change in fair value of convertible notes

Change in fair value of liability classified warrants

Adjustments to reconcile net loss to net cash

used in operating activities:

Accrued interest and interest

expense related to note conversions

Amortization of original

issue discount and debt issuance costs

Change in fair value of

convertible notes

Change in fair value of

liability classified warrants

Stock-based compensation

1 unchanged sentence

Unbilled receivable

Prepaid expenses and other assets

Prepaid expenses and other

Accounts payable

1 unchanged sentence

( 1,669,162 )

Accrued expenses and other liabilities

Net cash used in operating activities

expenses and other liabilities

( 1,040,666 )

Net cash used in operating

( 5,718,294 )

Cash flows from financing activities:

Proceeds public offering, net

( 6,715,461 )

Cash flows from financing

Proceeds public offering,

Proceeds from warrant exercises

Proceeds from warrant inducement, net of issuance costs

Transaction costs associated with public offering

Transaction costs associated with warrant inducement

Repayment of convertible notes

Repayment of financed insurance premiums

Net cash provided by financing activities

Increase (decrease) in cash and cash equivalents

Proceeds from warrant inducement,

net of issuance costs

Transaction costs associated

with public offering

Transaction costs associated

with warrant inducement

Repayment of convertible

( 1,000,208 )

Cash and cash equivalents beginning of period

Cash and cash equivalents end of period

Supplemental cash flow information:

Income tax payments

Supplemental disclosure of non-cash investing and financing activities:

of financed insurance premiums

Net cash provided by

financing activities

Increase (decrease) in cash and cash equivalents

and cash equivalents beginning of period

and cash equivalents end of period

Supplemental disclosure

of non-cash investing and financing activities:

Incremental fair value of February 2024 warrant inducement

Conversions of convertible notes into common stock

Transaction costs from warrant inducement

Deemed dividend related to warrants down round provision

Cash true-up liability

Settlement of commitment fee in shares

Conversions of convertible

notes into common stock

Transaction costs from

warrant inducement

Deemed dividend related

to warrants down round provision

Financed insurance premiums

Settlement of commitment

fee in shares

accompanying notes are an integral part of these consolidated financial statements.

34 unchanged sentences

the opinion of management, all adjustments considered necessary for a fair presentation have been included in the consolidated financial

Operating results for the three months ended March 31, 2024, are not necessarily indicative of the results that may be expected

Operating results for the six months ended June 30, 2024, are not necessarily indicative of the results that may be expected

for the year ending December 31, 2024.

6 unchanged sentences

There is no assurance that profitable operations will ever be achieved, and, if achieved,

would be sustained on a continuing basis.

will be sustained on a continuing basis.

Product development activities, clinical and pre-clinical testing, and commercialization of

30 unchanged sentences

Additionally, the Company had concentration in accounts

payable, as one to two research and development vendors made up greater than 10% individually, and 17 % and 38 % in aggregate , of the outstanding

accounts payable balance as of March 31, 2024 and December 31, 2023, respectively.

payable, as two research and development vendors made up greater than 10% individually, and 31 % and 38 % in aggregate , of the outstanding

accounts payable balance as of June 30, 2024 and December 31, 2023, respectively.

and equipment

and equipment are fully depreciated as such there is no depreciation expense recognized in the periods presented.

and equipment are fully depreciated and as such there is no depreciation expense recognized in the periods presented.

Value Measurement

12 unchanged sentences

This determination requires significant judgments to be made by the Company.

of March 31, 2024, and December 31, 2023, the recorded values of cash and cash equivalents, prepaid expenses, accounts payable, and accrued

of June 30, 2024, and December 31, 2023, the recorded values of cash and cash equivalents, prepaid expenses, accounts payable, and accrued

expenses and other liabilities approximate their fair values due to the short-term nature of these items.

7 unchanged sentences

Refer to Note 8 for details of the warrants.

following tables present liabilities measured and recorded at fair value on the Company’s consolidated balance sheets as of March

following tables present liabilities measured and recorded at fair value on the Company’s consolidated balance sheets as of June

30, 2024, and December 31, 2023.

OF ASSETS AND LIABILITIES MEASURED AT FAIR VALUE

March 31, 2024

SCHEDULE OF ASSETS AND LIABILITIES MEASURED AT FAIR VALUE

June 30, 2024

Liability classified warrants

1 unchanged sentence

Liability classified warrants

following table summarizes the change in fair value of the Company’s Level 3 liabilities for the quarter ended March 31, 2024 (no

level 3 assets as of quarter-end March 31, 2024):

following table summarizes the change in fair value of the Company’s Level 3 liabilities for the six months ended June 30, 2024

(no level 3 assets as of the six months ended June 30, 2024):

OF CHANGE IN FAIR VALUE OF COMPANY’S LEVEL 3

Liability classified warrants

Fair value, December 31, 2023

Change in fair value

Fair value, March 31, 2024

Fair value, June 30, 2024

September 2018, the National Institutes of Health (“NIH”) through the National Institute on Drug Abuse (“NIDA”)

6 unchanged sentences

The total approved budget was approximately $ 5.4 million

and the current grant period ends in August of 2024.

As of March 31, 2024, the remaining funding under the grant is $ 1.9 million.

and the current grant period ends August 31, 2024.

As of June 30, 2024, the remaining cash funding under the grant is $ 1.9 million.

Company recognizes revenue when costs related to the grants are incurred and assessed as reimbursable.

7 unchanged sentences

revenue recognized under the MPAR Grant and OUD Grant was as follows:

OF REVENUE RECOGNIZATION UNDER GRANTS

Three Months Ended March 31,

OF REVENUE RECOGNITION UNDER GRANTS

Three Months Ended June 30,

Six Months Ended June 30,

requested or eligible to be requested through the NIH payment management system, but for which cash has not been received, are presented

47 unchanged sentences

weighted average number of common shares outstanding during the period.

Diluted net loss per share is calculated by adjusting basic shares

outstanding for the dilutive effect of common share equivalents outstanding for the period.

For purposes of the diluted net loss per

share calculation, stock options, RSUs, warrants and convertible notes are considered to be common share equivalents but are excluded

from the calculation of diluted net loss per common share if their effect would be anti-dilutive.

Basic shares outstanding include the weighted average effect

of the Company’s outstanding pre-funded warrants and abeyance shares, which require no consideration for the delivery of shares

of common stock.

Diluted net loss per share is calculated by adjusting basic shares outstanding for the dilutive effect of common share

equivalents outstanding for the period.

following weighted average shares have been excluded from the calculations of diluted weighted average common shares outstanding because

2 unchanged sentences

OF WEIGHTED AVERAGE SHARES OF ANTI-DILUTIVE SECURITIES

Three Months Ended March 31,

Three Months Ended June 30,

Six Months Ended June 30,

Stock options

30 unchanged sentences

6 – COMMITMENTS AND CONTINGENCIES

of March 31, 2024, the Company’s commitments included an estimated $ 17.6 million related to the Company’s open purchase orders

of June 30, 2024, the Company’s commitments included approximately $ 16 million related to the Company’s open purchase orders

and contractual obligations that occurred in the ordinary course of business, including commitments with contract research organizations

3 unchanged sentences

to the delivery of goods or the performance of services.

of March 31, 2024, and December 31, 2023, there were no pending legal proceedings against the Company that are expected to have a material

of June 30, 2024, and December 31, 2023, there were no pending legal proceedings against the Company that are expected to have a material

adverse effect on cash flows, financial condition or results of operations.

12 unchanged sentences

Company’s current lease agreement (as amended) has a term that extends through October 31, 2024, with no contracted option to renew.

As of March 31, 2024, the future lease payments totaled $ 22,727 .

The Company recognized total rent expense of $ 8,747 in the three months

ended March 31, 2024 and $ 8,375 in the three months ended March 31, 2023.

As of June 30, 2024, the future lease payments totaled $ 11,363 .

The Company recognized total rent expense of $ 8,747 and $ 17,495 in the

three and six months ended June 30, 2024 and $ 8,375 and $ 16,749 in the three and six-months ended June 30, 2023.

Subscription Facility

13 unchanged sentences

7 – NOTES PAYABLE

following table provides a summary of the Company’s outstanding debt as of March 31, 2024.

Principal balance

Accrued interest

Unamortized Debt Discount & Issuance Costs

Net debt balance

following table provides a summary of the Company’s outstanding debt as of June 30, 2024:

Financed insurance

following table provides a summary of the Company’s outstanding debt as of December 31, 2023:

Principal balance

Accrued interest

Unamortized Debt Discount & Issuance Costs

Net debt balance

December 31, 2023

Issuance Costs

$ ( 1,197,200 )

1 unchanged sentence

$ ( 1,197,200 )

interest expense recognized for financed insurance was $ 1,944 and $ 1,497 for the three months ended March 31, 2024 and 2023, respectively.

Interest expense recognized for the 2023 Notes was $ 1.2 million for the three months ended March 31, 2024, which consists of amortization

of the debt discount and debt issuance costs and incurred and accrued interest.

June 30, 2022, the Company entered into an $ 8.0 million convertible financing agreement with institutional investors.

The agreement provided

for two closings, each for notes payable of $ 4.24 million (resulting in gross cash proceeds of $ 4.0 million).

Funds were received for

the first closing on July 1, 2022, and for the second closing on August 9, 2022.

connection with the 2022 Notes, the Company also issued warrants to purchase 38,900 shares of the Company’s common stock.

have an adjusted exercise price of $ 3.64 and are exercisable for five years following issuance of the 2022 Notes.

January 2023, the Company entered into a letter agreement to reduce the conversion price for the remaining balance of the Company’s

outstanding 2022 Notes from $ 24.07 to $ 9.01 for the period from January 12, 2023 until May 12, 2023.

Conversions of the 2022 Notes in

the quarter ended March 31, 2023, totaled $ 3.1 million and resulted in the issuance of 408,582 shares of common stock at a weighted-average

exercise price of $ 7.48 per share.

The outstanding principal and interest balances of the 2022 Notes were satisfied in March 2023.

true-up payments totaling $ 0.6 million for conversions below the adjusted price were paid in May 2023.

interest expense recognized for financed insurance was $ 148 and $ 2,092 for the three and six months ended June 30, 2024 and $ 0 and $ 1,497

for the three and six months ended June 30, 2023.

Interest expense recognized for the 2023 Notes was $ 27,563 and $ 1.3 million for the

three and six months ended June 30, 2024, which consists of amortization of the debt discount and debt issuance costs and incurred and

accrued interest.

October 23, 2023, the Company entered into a Securities Purchase Agreement (“SPA”) for an aggregate financing of $ 1.8 million

6 unchanged sentences

referenced above, (i) additional notes in the aggregate principal amount of $ 1,224,000 for an aggregate purchase price of $ 1,133,333

and (i) additional warrants to purchase 2,511,394 shares of the common stock in the aggregate.

The notes mature on April 25, 2024 and

May 28, 2024 respectively.

combined notes are subject to an original issue discount of 8 %, have a term of six months from their respective date of issuance and

accrue interest at the rate of 6.0 % per annum.

The notes are convertible into common stock, at a per share conversion price equal to

Beginning ninety days following issuance of the respective notes, the Company is obligated to redeem monthly one third of the

original principal amount under the applicable note, plus accrued but unpaid interest, liquidated damages and any other amounts then

and (ii) additional warrants to purchase 2,511,394 shares of the common stock in the aggregate.

The notes were scheduled to mature on

April 25, 2024 and May 28, 2024 , respectively.

combined notes are subject to an original issue discount of 8 %, have an original term of six months from their respective date of issuance

and accrue interest at the rate of 6.0 % per annum.

The notes are convertible into common stock, at a per share conversion price equal

to $ 1.5675 .

Beginning ninety days following issuance of the respective notes, the Company was obligated to redeem monthly one third of

the original principal amount under the applicable note, plus accrued but unpaid interest, liquidated damages and any other amounts then

owing to the holder of such note.

5 unchanged sentences

amount of cash at the discretion of the Company) and the option to convert meets the definition of an exception from derivative accounting.

As a result, the Company has reflected the outstanding principal amount, the remaining unamortized discount (both original issue discount

As a result, the Company reflected the outstanding principal amount, the remaining unamortized discount (both original issue discount

and the relative fair value discount associated with the warrants discussed below) and the remaining debt issuance costs as a net amount

1 unchanged sentence

The amortization of the original debt discount (approximately $ 0.1 million) and issuance costs (approximately

$ 0.3 million) will be recorded as interest expense within the consolidated statements of operations.

As of March 31, 2024, approximately

$ 0.4 million of the original debt discount and issuance costs was amortized to interest expense.

$ 0.3 million) was recorded as interest expense within the consolidated statements of operations.

As of June 30, 2024, the original debt

discount and issuance costs were fully amortized to interest expense.

warrants have an exercise price of $ 1.5675 , the same as the conversion price, and are exercisable for five years following the issuance

4 unchanged sentences

to interest expense over the remaining term of the notes.

As of March 31, 2024, approximately $ 0.8 million of the discount associated

with the warrants was amortized to interest expense.

the quarter ended March 31, 2024, the Company converted 745,521 shares of common stock with a conversion value of $ 1.2 million related

to the 2023 Notes.

In addition, in connection with the SPA, the Company incurred a $ 1.0 million waiver fee in connection to the 2024

Warrant Inducement (see note 8) to pay down $ 0.5 million of 2023 Notes and $ 0.5 million in transaction costs recorded as such in the

consolidated statement of stockholders’ equity.

As of March 31, 2024, the remaining amount of the 2023 Notes, net of unamortized

debt and issuance costs outstanding, relates to senior secured convertible promissory notes held with a Company board member (see Note

As of June 30, 2024, the discount associated with the warrants was fully amortized

to interest expense.

2024, the Company converted 745,521 shares of common stock with a conversion value of $ 1.2 million related to the 2023 Notes.

in connection with the SPA, the Company incurred a $ 1.0 million waiver fee in connection to the 2024 Warrant Inducement (see Note 8)

to pay down $ 0.5 million of 2023 Notes and $ 0.5 million in transaction costs recorded as such in the consolidated statement of stockholders’

As of June 30, 2024, the remaining amount of the 2023 Notes relates to senior secured convertible promissory notes held with

a Company board member (see Note 10).

insurance premiums

June 2024, the Company renewed and financed its directors’ and officers’ liability insurance in the amount of $ 0.2 million.

Monthly payments commenced in July 2023 and the final installment was paid on April 2, 2024.

The Company incurred $ 1,944 and $ 1,497 ,

of interest expense associated with the financed insurance premiums for the periods ended March 31, 2024 and 2023.

Monthly payments are scheduled from July 2024 through March 2025.

8 - STOCKHOLDERS’ EQUITY

1 unchanged sentence

stock, both with par value equal to $ 0.0001 .

As of March 31, 2024, and December 31, 2023, there were no shares of preferred stock issued

As of June 30, 2024, and December 31, 2023, there were no shares of preferred stock issued

and outstanding.

13 unchanged sentences

to an equity offering, the Company recognized the effect of the modification of approximately $ 5.2 million as an equity issuance cost.

connection with the execution of the Inducement Letter, the Company executed a waiver related to the 2023 Notes’s SPA it had entered

into as of October 23, 2023.

connection with the execution of the Inducement Letter, the Company executed a waiver related to the 2023 Notes’ SPA it had entered

as of October 23, 2023.

The SPA contained restrictions on the Company’s ability to undertake certain transactions, which included

11 unchanged sentences

closing of the offering occurred on February 14, 2024.

to the 2024 Warrant Inducement, a holder left 1,488,144 shares in abeyance at the Company’s transfer agent to be delivered

to the holder at their request.

On April 8, 2024, 256,000 shares held in abeyance were delivered to the holder and the remaining shares

are held in abeyance.

Accordingly, as of March 31, 2024, 1,488,144 shares were held in abeyance, have not been issued and are not outstanding.

March 31, 2024, outstanding warrants to purchase shares of common stock are as follows:

to the 2024 Warrant Inducement, a holder left 1,488,144 shares in abeyance at the Company’s transfer agent to be delivered to the

holder at their request.

During the quarter ended June 30, 2024, 822,000 shares held in abeyance were delivered to the holder and the

remaining shares are held in abeyance.

Accordingly, as of June 30, 2024, 666,144 shares were held in abeyance, have not been issued and

are not outstanding.

following table provides a summary of outstanding warrants to purchase shares of common stock as of June 30, 2024:

OF OUTSTANDING WARRANT

Exercise Price

Classification

18 unchanged sentences

August 3, 2021, the Company entered into an agreement with an existing warrant holder to reduce the price of 2,083 warrants issued

on June 30, 2021 from $ 2,760 to $ 2,400.00 .

on June 30, 2021 from $ 2,760.00 to $ 2,400.00 per share.

July 2, 2021, upon public listing of the Company’s shares, the Company issued 4,608 warrants to purchase common stock pursuant

4 unchanged sentences

The adjustments have progressed from the original exercise

price of $ 2,402.40 per share to the current exercise price at March 31, 2024 of $ 1.06 per share.

The difference in fair value of

the existing warrant prior to the adjustment and the value of the warrant after (utilizing a Black-Scholes model) is reflected on

the consolidated statement of operations as a deemed dividend.

price of $ 2,402.40 per share to the current exercise price at June 30, 2024 of $ 1.06 per share.

The difference in fair value of the

existing warrant prior to the adjustment and the value of the warrant after (utilizing a Black-Scholes model) is reflected on the

consolidated statement of operations as a deemed dividend.

September 24, 2021 and November 5, 2021, the Company issued 1,507 and 3,011 warrants in connection with the issuance of the 2021

29 unchanged sentences

The placement agent

warrants remain outstanding as of March 31, 2024.

October 25, 2023 and November 28, 2023, the Company issued warrants to purchase 1,255,697 shares and 2,511,394 shares, respectively.

The warrants were immediately exercisable with an exercise price of $ 1.5675 and expire on October 25, 2028 and November 28, 2028 ,

respectively.

In January of 2024 a holder of the warrants exercised 1,323,904 warrants at an exercise price of $ 1.5675 .

warrants remain outstanding as of June 30, 2024.

October 25, 2023 and November 28, 2023, the Company issued warrants to purchase 1,255,697

shares and 2,511,394 shares, respectively.

The warrants were immediately exercisable with

an exercise price of $ 1.5675 and expire on October 25, 2028 and November 28, 2028 , respectively.

In January 2024, a holder of the warrants exercised 1,323,904 warrants at an exercise price

of $ 1.5675 .

February 12, 2024, the Company issued 7,455,627 equity classified warrants (Series A Warrants, Series B Warrants and placement agent

7 unchanged sentences

OF WARRANTS FAIR VALUE ESTIMATION ASSUMPTIONS

Expected term

Exercise price

Expected term (years)

Risk free rate

(a) LACQ warrants (grant date varies)

$ 2,400.00 - $ 2,760.00

(b) Share subscription facility (grant date 7/2/21)

3 unchanged sentences

91.3 % - 140.5 %

1.04 % - 5.43 %

11 unchanged sentences

of 585,796 shares available for future grant under the 2021 Omnibus Plan.

Company recognized within general and administrative expense stock-based compensation expense of $ 23,488 and $ 96,270 for the three months

ended March 31, 2024 and 2023, respectively.

During the three months ended March 31, 2024 and 2023, the Company recognized stock-based

compensation expense of $ 9,719 and $ 20,863 , respectively, within research and development expense.

were no stock options granted during the three months ended March 31, 2024 and March 31, 2023.

following table summarizes the Company’s stock option activity during the three months ended March 31, 2024:

Company recognized stock-based compensation expense within general and administrative expense of $ 18,658 and $ 42,146 for the three and

six months ended June 30, 2024 and $ 60,394 and $ 156,663 for the three and six months ended June 30, 2023.

The Company recognized stock-based

compensation expense within research and development expense of $ 7,891 and $ 17,610 for the three and six months ended June 30, 2024 and

$ 17,023 and $ 37,887 for the three and six months ended June 30, 2023.

were no stock options granted during the six months ended June 30, 2024 and June 30, 2023.

following table summarizes the Company’s stock option activity during the six months ended June 30, 2024:

SCHEDULE OF STOCK OPTION ACTIVITY

5 unchanged sentences

Expired / Forfeited

Outstanding at March 31, 2024

Exercisable at March 31, 2024

Outstanding at June 30, 2024

Exercisable at June 30, 2024

Vested and expected to vest

2 unchanged sentences

in the Black-Scholes model in estimating the fair value of the options granted for the periods presented were as follows (there were

no grants issued in during the three months ended March 31, 2024 and 2023):

no grants issued in during the six months ended June 30, 2024 and 2023):

stock-price volatility.

17 unchanged sentences

to pay any dividends on the Company’s common stock.

of March 31, 2024, the Company had an aggregate of $ 86,641 of unrecognized share-based compensation cost, which is expected to be recognized

of June 30, 2024, the Company had an aggregate of $ 60,092 of unrecognized share-based compensation cost, which is expected to be recognized

over the weighted average period of 0.95 years.

were no restricted stock units granted or outstanding during the three months ended March 31, 2024.

The estimated fair value of each

of the Company’s restricted stock unit awards granted in 2023 was determined on the date of grant based on the closing price of

the Company’s common stock on the previous trading date.

The restricted stock unit awards granted in 2023 were immediately vested

and there were no other valuation inputs used for the estimated fair value.

Reserved for Future Issuance

1 unchanged sentence

SCHEDULE OF COMMON STOCK FUTURE ISSUANCE

March 31, 2024

June 30, 2024

Awards outstanding under the 2021 Omnibus Incentive Plan

3 unchanged sentences

10 - RELATED PARTIES

of March 31, 2024, the Company held a $ 0.2 million senior secured convertible promissory note plus accrued interest and 0.4 million warrants

of June 30, 2024, the Company held a $ 0.2 million senior secured convertible promissory note plus accrued interest and 0.4 million warrants

exercisable for common stock at $ 1.5675 per share issued from a board member in connection to the issuance of the 2023 Notes.

4 unchanged sentences

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