What changed in this filing

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Item 5. Market for Registrant’s Common Equity

2022-03-21 compared with 2021-03-31 · 4 added, 156 removed, 3 unchanged (98% of the section changed)

MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

common stock has traded on The Nasdaq Capital Market under the symbol “GLSI”

since September 25, 2020.

MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

common stock has traded on The Nasdaq Capital Market under the symbol “GLSI” since September 25, 2020.

of Stockholders

1 unchanged sentence

Historically,

we have not paid any dividends to the holders of shares of our common stock and we do not expect to pay any such dividends in

the foreseeable future as we expect to retain our future earnings for use in the operation and expansion of our business.

Authorized for Issuance under Equity Compensation Plans

following table summarizes information about our equity compensation plans as of December 31, 2020.

Number of Shares of Common Stock to be Issued upon Exercise of Outstanding Options, Warrants and Rights

Weighted-Average Exercise Price of Outstanding Options, Warrants and Rights

Number of Options Remaining Available for Future Issuance Under Equity Compensation Plans

securities reflected in column (a))

Equity Compensation Plans Approved by Stockholders

Equity Compensation Plans Not Approved by Stockholders

SELECTED FINANCIAL DATA

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

are a biopharmaceutical company that is developing GP2, an immunotherapy designed to prevent the recurrence of breast cancer following

GP2 is a 9 amino acid transmembrane peptide of the HER2/ neu protein, a cell surface receptor protein that is expressed

in a variety of common cancers, including expression in 75% of breast cancers at low (1+), intermediate (2+), and high (3+ or

over-expressor) levels.

In a completed Phase IIb clinical trial led by MD Anderson Cancer Center, no recurrences were observed

in the HER2/ neu 3+ adjuvant setting after median 5 years of follow-up, if the patient received the 6 primary intradermal

injections over the first 6 months.

We are planning to commence a Phase III clinical trial in 2021.

date, we have not generated any revenue and we have incurred net losses.

Our net losses were approximately $1.9 million

and $3.4 million for the years ended December 31, 2020 and 2019, respectively.

net losses have resulted from costs incurred in developing the drug in our pipeline, planning and preparing for clinical trials

and general and administrative activities associated with our operations.

We expect to continue to incur significant expenses

and corresponding increased operating losses for the foreseeable future as we continue to develop our pipeline.

Our costs may

further increase as we conduct clinical trials and seek regulatory approval for and prepare to commercialize our product candidate.

We expect to incur significant expenses to continue to build the infrastructure necessary to support our expanded operations,

clinical trials, commercialization, including manufacturing, marketing, sales and distribution functions.

We will also experience

increased costs associated with operating as a public company.

of Presentation

accompanying financial statements are presented in conformity with accounting principles generally accepted in the United States

of America (“GAAP”) and pursuant to the rules and regulations of the SEC.

of Operations For the Years Ended December 31, 2020 and 2019

and Development Expenses

and development expenses decreased by $1,548,814, or 59%, to $1,057,606 for the year ended December 31, 2020 from $2,606,420 for

the year ended December 31, 2019.

The decrease was primarily the result of a decrease in compensation expenses.

and Administrative Expenses

and administrative expenses decreased by $12,699, or 2% to $806,188 for the year ended December 31, 2020

from $818,887 for the year ended December 31, 2019.

The change was negligible.

and Capital Resources

our inception in 2006, we have devoted most of our cash resources to research and development and general and administrative activities.

We have not yet achieved commercialization of our product and have a cumulative net loss from our operations.

We will continue

to incur net losses for the foreseeable future.

Our financial statements have been prepared assuming that we will continue as

a going concern.

will require additional capital to meet our long-term operating requirements.

We expect to raise additional capital through the

sale of equity and/or debt securities;

however, there is no assurance that we will be successful at raising additional capital

in the future.

If our plans are not achieved and/or if significant unanticipated events occur, we may have to further modify our

business plan, which may require us to raise additional capital.

As of December 31, 2020 and December 31, 2019, our principal

source of liquidity was our cash, which totaled $28,660,375 and $6,835, respectively, and additional loans and accrued unreimbursed

expenses from related parties.

Historically, our principal sources of cash have included proceeds from the sale of common stock

and preferred stock and related party loans.

Our principal uses of cash have included cash used in operations.

We expect that

the principal uses of cash in the future will be for continuing operations, funding of research and development, including our

clinical trials, and general working capital requirements.

Flow Activities for the Years Ended December 31, 2020 and 2019

incurred net losses of $1,862,962 and $3,425,307 during the years ended December 31, 2020 and 2019, respectively, and the

decrease was primarily due to an increase in compensation expense, advisory and audit expenses, license expenses, and the GMP

manufacturing of GP2.

Cash was $6,835 at December 31, 2019 and $28,660,375 at December 31, 2020 and increased due to the following

cash used in operating activities was $1,152,962 for the year ended December 31, 2020 and $293,267 for the year ended December

The increase was primarily due to an increase in advisory and audit expenses and the GMP manufacturing of GP2.

did not use or generate cash from investing activities during the year ended December 31, 2020 and December 31, 2019.

cash provided by financing activities was $29,806,502 during the year ended December 31, 2020, attributable to the completion

of the Company’s initial public offering and a follow-on offering.

Net cash provided by financing activities was $215,000

during the year ended December 31, 2019, attributable to related party loans.

Sheet Arrangements

of December 31, 2020, we did not have any off-balance sheet arrangements as described by Item 303(a)(4) of Regulation S-K.

Accounting Policies

expense related to warrants and stock granted to employees and non-employees is measured at the grant date based on the estimated

fair value of the award and is recognized on a straight-line basis over the requisite service period.

Forfeitures are recognized

as a reduction of stock-based compensation expense as they occur.

Stock-based compensation expense for an award with a performance

condition is recognized when the achievement of such performance condition is determined to be probable.

If the outcome of such

performance condition is not determined to be probable or is not met, no compensation expense is recognized and any previously

recognized compensation expense is reversed.

Accounting Pronouncements

have evaluated the following recent accounting pronouncements through the date the financial statements were issued and filed

with the SEC and believe that none of them will have a material effect on our financial statements:

February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”)

2016-02, “Leases:

Topic 842”

(“ASU 2016-02”), to supersede nearly all existing lease guidance under

The guidance would require lessees to recognize most leases on their balance sheets as lease liabilities with corresponding

right-of-use assets.

ASU 2016-02 is effective for the Company in the first quarter of its fiscal year ending December 31, 2019

using a modified retrospective approach with the option to elect certain practical expedients.

The Company has no material

leases, thus the adoption of ASU 2016-02 will have no material impact on the Company’s financial statements.

May 2016, the FASB issued ASU 2016-12, Revenue from Contracts from Customers (Topic 606):

Narrow-Scope Improvements and Practical

The amendments in this update affect the guidance in ASU 2014-09.

The core principle of the guidance in Topic 606

is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that

reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.

The amendments

in ASU 2016-12 do not change the core principle of the guidance in Topic 606, but instead affect only the narrow aspects noted

in Topic 606.

Topic 606 became effective for the Company on December 1, 2018.

The Company has no revenue, thus the adoption of

ASU 2016-12 will have no material impact on the Company’s financial statements.

June 2018, the FASB issued ASU 2018-07, “Compensation-Stock Compensation (Topic 718):

Improvements to Nonemployee Share-Based

Payment Accounting,”

which modifies the accounting for share-based payment awards issued to nonemployees to largely align

it with the accounting for share-based payment awards issued to employees.

ASU 2018-07 is effective for us for annual periods

beginning January 1, 2019.

The Company evaluated ASU 2018-07 and determined that the adoption of this new accounting standard

did not have a material impact on the Company’s financial statements.

April 5, 2012, the JOBS Act was enacted.

Section 107 of the JOBS Act provides that an “emerging growth company”

take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act of 1933, as amended (“Securities

Act”) for complying with new or revised accounting standards.

In other words, an “emerging growth company”

delay the adoption of certain accounting standards until those standards would otherwise apply to private companies.

have chosen to take advantage of the extended transition periods available to emerging growth companies under the JOBS Act for

complying with new or revised accounting standards until those standards would otherwise apply to private companies provided under

the JOBS Act.

As a result, our financial statements may not be comparable to those of companies that comply with public company

effective dates for complying with new or revised accounting standards.

to certain conditions set forth in the JOBS Act, as an “emerging growth company,”

we intend to rely on certain of

these exemptions, including, without limitation, (i) providing an auditor’s attestation report on our system of internal

controls over financial reporting pursuant to Section 404(b) of the Sarbanes-Oxley Act and (ii) complying with any requirement

that may be adopted by the Public Company Accounting Oversight Board (“PCAOB”) regarding mandatory audit firm rotation

or a supplement to the auditor’s report providing additional information about the audit and the financial statements, known

as the auditor discussion and analysis.

We will remain an “emerging growth company”

until the earliest of (i) the

last day of the fiscal year in which we have total annual gross revenues of $1.07 billion or more;

(ii) the last day of our fiscal

year following the fifth anniversary of the date of the completion of our initial public offering;

(iii) the date on which we

have issued more than $1 billion in nonconvertible debt during the previous three years;

or (iv) the date on which we are deemed

to be a large accelerated filer under the rules of the SEC.

we have not paid any dividends to the holders of shares of our common stock and we do not expect to pay any such dividends in the foreseeable

future as we expect to retain our future earnings for use in the operation and expansion of our business.

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-K

Item 5. Market for Registrant’s Common Equity