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Item 1. Financial Statements

2025-11-07 compared with 2025-08-11 · 372 added, 288 removed, 789 unchanged (46% of the section changed)

3 unchanged sentences

Consolidated Balance Sheets

September 30,

Current assets:

12 unchanged sentences

Stockholders’ equity (deficit)

Preferred stock, $ 0.0001 par value, 30,000,000 shares authorized at June 30, 2025 and December 31, 2024, 0 shares issued and outstanding

Common stock, $ 0.0001 par value, 150,000,000 shares and 70,000,000 shares authorized at June 30, 2025 and at December 31, 2024, respectively, 31,818,480 and 26,157,788 shares issued and outstanding at June 30, 2025 and December 31, 2024, respectively

Preferred stock, $ 0.0001 par value, 30,000,000 shares authorized at September 30, 2025 and December 31, 2024, 0 shares issued and outstanding

Common stock, $ 0.0001 par value, 150,000,000 shares and 70,000,000 shares authorized at September 30, 2025 and at December 31, 2024, respectively, 34,451,153 and 26,157,788 shares issued and outstanding at September 30, 2025 and December 31, 2024, respectively

Additional paid-in capital

10 unchanged sentences

Three Months Ended

Six Months Ended

September 30,

Nine Months Ended

September 30,

Operating expenses:

8 unchanged sentences

Other (expense) income:

Interest expense

Interest income

2 unchanged sentences

( 8,007,505 )

( 9,338,791 )

Loss on fair value of warrants over proceeds

5 unchanged sentences

( 19,682,718 )

( 16,946,731 )

Net loss per share

6 unchanged sentences

Three Months Ended

Six Months Ended

September 30,

Nine Months Ended

September 30,

$ ( 8,903,189 )

12 unchanged sentences

Consolidated Statements of Changes in Stockholders’ Equity (Deficit) (Unaudited)

the Three and Six Months Ended

For the Three and Nine Months Ended

September 30, 2025

Preferred Stock

Comprehensive

Stockholders’

at December 31, 2024

Income (Loss)

Balance at December 31, 2024

$ ( 87,234,833 )

of stock options

compensation expense

of common shares in connection with At-The-Market financing, net of $ 130,220 of issuance costs

of common shares in connection with the Private Placement Offerings, net of $ 74,448 of issuance costs

of warrants in connection with the Private Placement Offerings

currency translation adjustment

Exercise of stock options

Stock-based compensation expense

Issuance of common shares in connection with At-The-Market financing, net of $ 130,220 of issuance costs

Issuance of common shares in connection with the Private Placement Offerings, net of $ 74,448 of issuance costs

Issuance of warrants in connection with the Private Placement Offerings

Foreign currency translation adjustment

( 4,517,259 )

at March 31, 2025

Balance at March 31, 2025

$ ( 91,752,092 )

of restricted stock

compensation expense

of common shares in connection with At-The-Market financing, net of $ 61,132 of issuance costs

of common shares in connection with the Private Placement Offerings, net of $ 115,493 of issuance costs

of warrants in connection with the Private Placement Offerings

currency translation adjustment

Issuance of restricted stock

Exercise of warrants

Stock-based compensation expense

Issuance of common shares in connection with At-The-Market financing, net of $ 61,132 of issuance costs

Issuance of common shares in connection with the Private Placement Offerings, net of $ 115,493 of issuance costs

Issuance of warrants in connection with the Private Placement Offerings

Foreign currency translation adjustment

( 5,346,963 )

at June 30, 2025

Balance at June 30, 2025

$ 101,002,585

$ ( 97,099,055 )

Issuance of restricted stock

Exercise of warrants

Stock-based compensation expense

Issuance of common shares in connection with At-The-Market financing, net of $ 117,136 of issuance costs

Foreign currency translation adjustment

( 8,903,189 )

Balance at September 30, 2025

$ 106,071,303

$ ( 106,002,244 )

the accompanying notes to the unaudited condensed consolidated financial statements.

2 unchanged sentences

Consolidated Statements of Changes in Stockholders’ Equity (Deficit) (Unaudited)

the Three and Six Months Ended

For the Three and Nine Months Ended

September 30, 2024

Preferred Stock

Comprehensive

Stockholders’

at December 31, 2023

Income (Loss)

Balance at December 31, 2023

$ ( 63,980,177 )

of restricted stock

compensation expense

of common shares in connection with At-The-Market financing, net of $ 179,628 of issuance costs

of common shares in connection with the Private Placement Offering #1, net of $ 50,000 of issuance costs

of common shares in connection with the Private Placement Offering #2, net of $ 47,261 of issuance costs

of warrants in connection with the Private Placement Offering #1

currency translation adjustment

Issuance of restricted stock

Stock-based compensation expense

Issuance of common shares in connection with At-The-Market financing, net of $ 179,628 of issuance costs

Issuance of common shares in connection with the Private Placement Offering #1, net of $ 50,000 of issuance costs

Issuance of common shares in connection with the Private Placement Offering #2, net of $ 47,261 of issuance costs

Issuance of warrants in connection with the Private Placement Offering #1

Foreign currency translation adjustment

( 8,067,455 )

at March 31, 2024

Balance at March 31, 2024

$ ( 72,047,632 )

$ ( 5,764,928 )

Exercise of stock options

Stock-based compensation expense

Issuance of common shares in connection with At-The-Market financing, net of $ 315,314 of issuance costs

Issuance of common shares in connection with the Private Placement Offering #3, net of $ 5,030 of issuance costs

Issuance of warrants in connection with the Private Placement Offering #3

Exercise of warrants

Reclassification of liability classified warrants to equity

Foreign currency translation adjustment

( 8,879,276 )

of stock options

compensation expense

of common shares in connection with At-The-Market financing, net of $ 315,314 of issuance costs

of common shares in connection with the Private Placement Offering #3, net of $ 5,030 of issuance costs

of warrants in connection with the Private Placement Offering #3

Reclassification

of liability classified warrants to equity

currency translation adjustment

Balance at June 30, 2024

$ ( 80,926,908 )

at June 30, 2024

Issuance of restricted stock

Exercise of stock options

Stock-based compensation expense

Issuance of common shares in connection with At-The-Market financing, net of $ 63,810 of issuance costs

Foreign currency translation adjustment

( 2,735,987 )

Balance at September 30, 2024

$ ( 83,662,895 )

the accompanying notes to the unaudited condensed consolidated financial statements.

2 unchanged sentences

Consolidated Statements of Cash Flows

Six Months Ended

Nine Months Ended

September 30,

Cash flows from operating activities:

11 unchanged sentences

Accrued expenses

( 1,050,758 )

Net cash used in operating activities

16 unchanged sentences

Net effect of foreign currency exchange on cash

Net increase (decrease) in cash

Net increase in cash

Cash at beginning of period

31 unchanged sentences

date, the Company has incurred recurring losses, negative cash flow from operations and has accumulated a deficit of $ 106,002,244 from

the Company’s inception through June 30, 2025.

As of June 30, 2025, the Company had $ 10,144,522 in cash and working capital of

approximately $ 5,999,102 .

the Company’s inception through September 30, 2025.

As of September 30, 2025, the Company had $ 10,891,736 in cash and working capital

of approximately $ 1,760,992 .

meet the Company’s future working capital needs, the Company will need to raise additional equity or enter into debt financing.

61 unchanged sentences

Cash accounts are maintained at financial institutions that potentially subject the Company to concentrations of credit risk.

As of September

30, 2025 and December 31, 2024, substantially all of the Company’s cash was deposited in accounts at two financial institutions.

3 unchanged sentences

Company considers all highly liquid investments purchased with maturities of three months or less to be cash equivalents.

As of September

30, 2025, and December 31, 2024, cash includes cash in depository bank accounts.

The Company had no cash equivalents as of June 30, 2025,

The Company had no cash equivalents as of September

30, 2025, or December 31, 2024.

19 unchanged sentences

value measurements discussed herein are based upon certain market assumptions and pertinent information available to management as of

and during the six months ended June 30, 2025, and as of and during the twelve months ended December 31, 2024.

The carrying amount of

accounts payable approximated fair value, as they are short term in nature.

and during the nine months ended September 30, 2025, and as of and during the twelve months ended December 31, 2024.

The carrying amount

of accounts payable approximated fair value, as they are short term in nature.

The fair value of warrants issued for services is estimated

based on the Black-Scholes-Merton model during the six months ended June 30, 2025.

The estimated fair value of warrants issued to underwriters

represented Level 3 measurements.

based on the Black-Scholes-Merton model during the nine months ended September 30, 2025.

The estimated fair value of warrants issued

to underwriters represented Level 3 measurements.

and Administrative

46 unchanged sentences

and development incentives in the condensed consolidated statements of operations.

National Institute of Health (NIH) Grant

The Company entered into an agreement with the

National Cancer Institute for SBIR grant.

Under the terms of the agreement, the National Cancer Institute has committed to reimburse the

Company up to $ 2,297,863 of qualifying research and development expenses over the term of the grant.

The Company’s ability to receive

these funds is contingent upon incurring eligible costs and achieving certain performance objectives.

Financial Instruments

39 unchanged sentences

capital market conditions.

the six months ended June 30, 2025, 35,123 restricted shares of Common Stock were issued for consulting and research services.

the six months ended June 30, 2024, 12,500 restricted shares of Common Stock were issued for consulting services.

The fair value of restricted

stock awards is based on the Common Stock price.

the nine months ended September 30, 2025, 140,981 restricted shares of Common Stock were issued for consulting and research services.

During the nine months ended September 30, 2024, 47,102 restricted shares of Common Stock were issued for consulting services.

value of restricted stock awards is based on the Common Stock price.

stock-based compensation costs are recorded in general and administrative or research and development costs in the condensed consolidated

46 unchanged sentences

SCHEDULE OF ANTIDILUTIVE SHARES EXCLUDED FROM CALCULATION OF DILUTIVE LOSS PER SHARE

Six Months Ended

Nine Months Ended

September 30,

Shares issuable upon exercise of stock options

24 unchanged sentences

consulting firm FGMK, LLC and its affiliate FGMK Business Holdings, LLC beneficially owns more than 5 % of the stock of the Company and

is therefore a related party.

The Company expensed $ 31,570 with the issuance of 18,040 shares of common stock as of June 30, 2025, related

to accounting, tax and valuation services.

In addition, FGMK Business Holdings, LLC participated in the February 2025 private placement

and purchased 1,350,000 shares of the Company’s Common Stock and warrants to purchase 1,350,000 shares of the Company’s Common

Stock for an aggregate purchase price of approximately $ 2,025,000 .

are therefore related parties.

FGMK Business Holdings, LLC participated in the Warrant Inducement on September 18, 2025 and exercised

243,470 warrants for a purchase price of approximately $ 317,000 .

In addition, FGMK Business Holdings, LLC participated in the Warrant

Amendment on September 29, 2025, reducing the exercise price of certain warrants they hold from $ 1.87 to $ 1.30 per share.

of our directors and executive officers previously adopted written plans, known as Rule 10b5-1 plans, in which they contracted with a

28 unchanged sentences

ACCRUED EXPENSES

of June 30, 2025 and December 31, 2024 accrued expenses consisted of the following:

of September 30, 2025 and December 31, 2024 accrued expenses consisted of the following:

OF ACCRUED EXPENSES

September 30,

Professional fees

Research and development costs

Funds held in escrow

Total accrued expenses

4 unchanged sentences

SCHEDULE OF FAIR VALUE MEASUREMENTS OF EMBEDDED DERIVATIVE LIABILITIES AND WARRANT LIABILITIES

Fair value at June 30, 2025

Fair value at September 30, 2025

Warrant liability

7 unchanged sentences

Three Months Ended

Six Months Ended

September 30,

Nine Months Ended

September 30,

Warrant liabilities:

3 unchanged sentences

( 3,191,675 )

Amendments of warrants

( 6,870,296 )

Loss (gain) on fair value of warrant liability

( 1,331,286 )

Balance, end of period

17 unchanged sentences

February 14, 2024, the Company entered into an At The Market Offering Agreement (the “ATM Agreement”) with H.C.

& Co., LLC (“Wainwright”), to sell shares of its Common Stock, par value $ 0.0001 per share, (the “Shares”)

having an aggregate sales price of up to $ 1,445,000 , from time to time, through an at-the-market offering program under which Wainwright

will act as sales agent.

The sales, if any, of the Shares made under the ATM Agreement will be made by any method permitted by law deemed

to be an “at-the-market offering” as defined in Rule 415 promulgated under the Securities Act of 1933, as amended (the “Securities

Effective March 25, 2024, the Company filed a prospectus supplement to amend, supplement and supersede certain information

contained in the earlier prospectus and prospectus supplement, which increased the number of Shares the Company may offer and sell under

the ATM Agreement to an aggregate offering price of up to $ 4,950,000 , from time to time.

During the quarter ended June 30, 2024, the

Company sold 2,015,122 shares of Common Stock at an average price of approximately $ 3.53 per share, resulting in aggregate gross proceeds

of approximately $ 7,116,978 , for which it paid Wainwright approximately $ 213,509 in commissions and other issuance costs of $ 101,805 ,

resulting in net proceeds to the Company of approximately $ 6,801,664 .

Wainwright & Co., LLC (“Wainwright”), to sell shares of its Common Stock, par value $ 0.0001

per share, (the “Shares”) having an aggregate sales price of up to $ 1,445,000 ,

from time to time, through an at-the-market offering program under which Wainwright will act as sales agent.

The sales, if any, of

the Shares made under the ATM Agreement will be made by any method permitted by law deemed to be an “at-the-market

offering” as defined in Rule 415 promulgated under the Securities Act of 1933, as amended (the “Securities Act”).

Effective March 25, 2024, the Company filed a prospectus supplement to amend, supplement and supersede certain information contained

in the earlier prospectus and prospectus supplement, which increased the number of Shares the Company may offer and sell under the

ATM Agreement to an aggregate offering price of up to $ 4,950,000 ,

from time to time.

During the quarter ended September 30, 2024, the Company sold 177,606

shares of Common Stock at an average price of approximately $ 3.72

per share, resulting in aggregate gross proceeds of approximately $ 660,437 ,

for which it paid Wainwright approximately $ 19,813

in commissions and other issuance costs of approximately $ 43,997 resulting in net proceeds to the Company of approximately $ 596,627 .

December 23, 2024, the Company filed a prospectus supplement to amend, supplement and supersede certain information contained in the

5 unchanged sentences

time to time.

During the quarter ended June 30, 2025, the Company sold 793,429 shares of Common Stock through Wainwright under the ATM

Agreement at an average price of approximately $ 1.87 per share, resulting in aggregate gross proceeds of approximately $ 1,480,894 , for

which it paid Wainwright approximately $ 44,427 in commissions and other issuance costs of $ 16,705 , resulting in net proceeds to the Company

of approximately $ 1,419,762 .

During the quarter ended September 30, 2025, the Company sold 2,086,312 shares of Common Stock through Wainwright under

the ATM Agreement at an average price of approximately $ 1.81 per share, resulting in aggregate gross proceeds of approximately $ 3,779,251 ,

for which it paid Wainwright approximately $ 113,378 in commissions and other issuance costs of $ 3,758 , resulting in net proceeds to the

Company of approximately $ 3,662,115 .

February 24, 2025, the Company issued and sold 1,810,000 shares of its Common Stock and warrants to purchase 1,810,000 shares of its

35 unchanged sentences

Restricted Stock Awards

the six months ended June 30, 2025, the Company expensed $ 31,570 to consulting expense for accounting services and $ 30,751 to research

and development expense for research fees related to the issuance of 18,040 and 17,083 restricted shares of Common Stock, respectively.

There are no unvested restricted shares as of June 30, 2025.

the six months ended June 30, 2024, the Company expensed $ 11,500 to consulting expense for investor relations related to the grant of

12,500 restricted shares of Common Stock.

There are no unvested restricted shares as of June 30, 2024.

the nine months ended September 30, 2025, the Company expensed $ 31,570 to consulting expense for accounting services related to the grant

of 18,040 restricted shares, $ 100,000 to consulting expense for investor relations related to the grant of 64,516 restricted shares and

$ 118,064 to research and development expense for research fees related to the issuance of 58,425 restricted shares of Common Stock, respectively.

There are no unvested restricted shares as of September 30, 2025.

the nine months ended September 30, 2024, the Company expensed $ 111,500 to consulting expense for investor relations related to the grant

of 47,102 restricted shares of Common Stock.

There are no unvested restricted shares as of September 30, 2024.

Stock Warrants

8 unchanged sentences

which was determined using the Black-Scholes-Merton method using a term of five years , risk free interest rate of 2.82 % and volatility

As of June 30, 2025 and December 31, 2024, the Company remeasured the warrant liability resulting in a value of $ 39,596 and

As of September 30, 2025 and December 31, 2024, the Company remeasured the warrant liability resulting in a value of $ 29,470

and $ 71,672 respectively.

The gain on remeasurement of the warrant liability in the amount of $ 10,126 and $ 42,202 was included in other

income (expense) for the three and nine months ended September 30, 2025, respectively.

The gain and loss on remeasurement of the warrant

liability in the amount of $ 68,646 and $ 100,752 was included in other income (expense) for the three and nine months ended September

30, 2024, respectively.

The gain on remeasurement of the warrant liability in the amount of $5,808 and the gain on remeasurement of the

warrant liability in the amount of $ 32,076 was included in other income (expense) for the three and six months ended June 30, 2025, respectively.

The loss on remeasurement of the warrant liability in the amount of $ 96,732 and $ 169,398 was included in other income (expense) for the

three and six months ended June 30, 2024, respectively.

November 9, 2023, the Company issued warrants to purchase an aggregate of up to 239,234 shares of its Common Stock to Alumni Capital

15 unchanged sentences

and equity was increased by the value of $ 375,705 .

As of June 30, 2025 and December 31, 2024, the warrant liability resulted in a value

of $ 0 , respectively.

As of September 30, 2025 and December 31, 2024, the warrant liability resulted in

a value of $ 0 , respectively.

The loss on remeasurement at the time of exercise of the warrant liability in the amount of $ 0 and $ 291,454

was included in other expense for the three and six months ended June 30, 2024, respectively.

was included in other expense for the three and nine months ended September 30, 2024, respectively.

November 17, 2023, the Company issued warrants concurrently with the Company’s registered direct offering to purchase an aggregate

10 unchanged sentences

rate of 3.85 % and volatility of 90.0 %.

In 2024, 909,091 warrants were exercised on various dates in cashless exercises and the investor

was issued 458,726 shares of Common Stock.

The Company remeasured the warrant liability of the exercised warrants at the time of the

exercise resulting in a value of $ 2,815,970 .

The warrant liability for the exercised warrants was removed and equity was increased by

the value of $ 2,815,970 .

As of June 30, 2025 and December 31, 2024, the warrant liability resulted in a value of $ 1,756,035 and $ 2,189,478 ,

During the nine months ended September 30, 2024, 909,091 warrants were exercised on various dates

in cashless exercises and the investor was issued 458,726 shares of Common Stock.

The Company remeasured the warrant liability of the

exercised warrants at the time of the exercise resulting in a value of $ 2,815,970 .

The warrant liability for the exercised warrants was

removed and equity was increased by the value of $ 2,815,970 .

As of September 30, 2025 and December 31, 2024, the warrant liability resulted

in a value of $ 1,456,451 and $ 2,189,478 , respectively.

The gain on remeasurement in the amount of $ 299,584 and $ 733,027 was included

in other income (expense) for the three and nine months ended September 30, 2025, respectively.

The loss on remeasurement of the warrant

liability in the amount of $ 1,067,442 and $ 4,147,496 was included in other income (expense) for the three and nine months ended September

30, 2024, respectively.

The loss on remeasurement in the amount of $ 246,105 and the gain on remeasurement in the amount of $ 433,443 was included

in other income (expense) for the three and six months ended June 30, 2025, respectively.

The loss on remeasurement of the warrant liability

in the amount of $ 805,104 and $ 3,112,936 was included in other income (expense) for the three and six months ended June 30, 2024, respectively.

November 17, 2023, concurrently with the closing of the Company’s registered direct offering, the Company issued warrants to purchase

7 unchanged sentences

3.84 % and volatility of 90.0 %.

As of June 30, 2025 and December 31, 2024 the Company remeasured the warrant liability resulting in a

value of $ 180,233 and $ 230,038 respectively.

The gain on remeasurement of the warrant liability in the amount of $ 65,546 and the loss

on remeasurement of the warrant liability in the value of $ 15,741 was included in other income (expense) for the three and six months

ended June 30, 2025, respectively.

The loss on remeasurement of the warrant liability in the amount of $ 181,705 and $ 338,664 is included

in other expense for the three and six months ended June 30, 2024, respectively.

As of September 30, 2025 and December 31, 2024 the Company remeasured the warrant liability resulting

in a value of $ 136,956 and $ 230,038 respectively.

The gain on remeasurement of the warrant liability in the amount of $ 43,277 and $ 93,082

was included in other income (expense) for the three and nine months ended September 30, 2025, respectively.

The gain on remeasurement

of the warrant liability in the amount of $ 118,277 and the loss on remeasurement of $ 220,387 is included in other expense for the three

and nine months ended September 30, 2024, respectively.

with the closing of the Company’s private placement on March 14, 2024, the Company issued warrants to purchase an aggregate of

15 unchanged sentences

The loss on remeasurement of the warrant liability

in the amount of $ 1,744,321 was included in other income (expense) for the six months ended June 30, 2024.

In May 2024, the Company amended

the warrant agreements to adjust them to be indexed to the Company’s own stock, and they were therefore reclassed to equity classified

instruments in a non-cash transaction.

When the warrant agreements were amended, the Company remeasured the warrant liability resulting

in a final warrant value of $ 5,089,063 .

The warrant liability for these warrants was removed and equity was increased by $ 5,089,063 to

account for the equity classification.

in the amount of $ 3,039,463 was included in other income (expense) for the nine months ended September 30, 2024.

In May 2024, the Company

amended the warrant agreements to adjust them to be indexed to the Company’s own stock, and they were therefore reclassed to equity

classified instruments in a non-cash transaction.

When the warrant agreements were amended, the Company remeasured the warrant liability

resulting in a final warrant value of $ 5,089,063 .

The warrant liability for these warrants was removed and equity was increased by $ 5,089,063

to account for the equity classification.

with the closing of the Company’s private placement offering on March 28, 2024, the Company issued warrants to purchase an aggregate

6 unchanged sentences

years, risk free interest rate of 4.20 % and volatility of 95.0 %.

As of March 31, 2024, the Company remeasured the warrant liability resulting

in a value of $ 973,980 .

The gain on remeasurement of the warrant liability in the amount of $ 216,131 was included in other income (expense)

for the six months ended June 30, 2024.

In May 2024, the Company amended the warrant agreements related to 437,031 warrants to adjust

them to be indexed to the Company’s own stock, and they were therefore reclassed to equity classified instruments in a non-cash

When the warrants agreements were amended, the Company remeasured the warrant liability resulting in a final warrant value

of $ 1,011,562 .

The warrant liability for these 437,031 warrants was removed and equity was increased by $ 1,011,562 to account for the

equity classification.

As of September 30, 2024, the Company remeasured the warrant liability

resulting in a value of $ 140,963 .

The gain on remeasurement of the warrant liability in the amount of $ 100,752 was included in other

income (expense) for the nine months ended September 30, 2024.

In May 2024, the Company amended the warrant agreements related to 437,031

warrants to adjust them to be indexed to the Company’s own stock, and they were therefore reclassed to equity classified instruments

in a non-cash transaction.

When the warrants agreements were amended, the Company remeasured the warrant liability resulting in a final

warrant value of $ 1,011,562 .

The warrant liability for these 437,031 warrants was removed and equity was increased by $ 1,011,562 to account

for the equity classification.

The remaining 141,612 warrants remain liability classified instruments.

As of June 30, 2025 and December 31, 2024,

As of September 30, 2025 and December

31, 2024, the Company remeasured the warrant liability, resulting in a value of $ 123,030 and $ 199,417 , respectively.

The loss on remeasurement

of the warrant liability in the amount of $ 4,564 and the gain on remeasurement of the warrant liability in the amount of $ 50,063 was

included in other income (expense) for the three and six months ended June 30, 2025.

Concurrently with the closing of the Company’s private placement

offering on April 25, 2024, the Company issued warrants to purchase an aggregate of up to 494,096 shares of its Common Stock to the investors

in the private placement at an exercise price of $ 2.26 per share.

The warrants are exercisable beginning on October 25, 2024 , and expire

on October 25, 2029 .

The gain on remeasurement

of the warrant liability in the amount of $ 26,324 and $ 76,387 was included in other income (expense) for the three and nine months ended

September 30, 2025.

The gain on remeasurement of the warrant liability in the amount of $ 76,921 and the loss on remeasurement of $ 3,493

is included in other income (expense) for the three and nine months ended September 30, 2024.

with the closing of the Company’s private placement offering on April 25, 2024, the Company issued warrants to purchase an aggregate

of up to 494,096 shares of its Common Stock to the investors in the private placement at an exercise price of $ 2.26 per share.

are exercisable beginning on October 25, 2024 , and expire on October 25, 2029 .

The warrants issued were divided into two groups:

warrants issued to directors and warrants issued to non-affiliated

The warrants to purchase 167,157 shares of the Company’s Common Stock issued to directors were deemed options issued

under the MAIA 2021 Plan (as defined below) and are equity classified instruments and the value of these warrants determined using the

Black-Scholes-Merton method was $ 346,606 using a term of 5.5 years, risk free interest rate of 4.70 % and volatility of 95 %.

to purchase 326,939 shares of the Company’s Common Stock issued to non-affiliated investors were not indexed to the Company’s

own stock and therefore met the definition of a derivative liability.

The warrants were liability classified instruments when issued and

were initially recorded at a value of $ 677,919 , which was determined using the Black-Scholes-Merton method using a term of 5.5 years,

risk free interest rate of 4.70 % and volatility of 95.0 %.

As of June 30, 2024, the Company amended these warrant agreements to adjust

them to be indexed to the Company’s own stock, and they were therefore reclassed to equity classified instruments.

When the warrant

agreements were amended, the Company remeasured the warrant liability resulting in a final warrant value of $ 769,671 .

The loss on the

remeasurement of the warrant liability in the amount of $ 91,752 is included in other expense for the three and six months ended June 30,

2024, respectively.

The warrant liability for these warrants were removed and equity was increased by $ 769,671 to account for the equity

classification.

issued to directors and warrants issued to non-affiliated investors.

The warrants to purchase 167,157 shares of the Company’s Common

Stock issued to directors were deemed options issued under the MAIA 2021 Plan (as defined below) and are equity classified instruments

and the value of these warrants determined using the Black-Scholes-Merton method was $ 346,606 using a term of 5.5 years, risk free interest

rate of 4.70 % and volatility of 95 %.

The warrants to purchase 326,939 shares of the Company’s Common Stock issued to non-affiliated

investors were not indexed to the Company’s own stock and therefore met the definition of a derivative liability.

were liability classified instruments when issued and were initially recorded at a value of $ 677,919 , which was determined using the

Black-Scholes-Merton method using a term of 5.5 years, risk free interest rate of 4.70 % and volatility of 95.0 %.

As of September 30,

2024, the Company amended these warrant agreements to adjust them to be indexed to the Company’s own stock, and they were therefore

reclassed to equity classified instruments.

When the warrant agreements were amended, the Company remeasured the warrant liability resulting

in a final warrant value of $ 769,671 .

The loss on the remeasurement of the warrant liability in the amount of $ 0 and $ 91,752 is included

in other expense for the three and nine months ended September 30, 2024, respectively.

The warrant liability for these warrants were

removed and equity was increased by $ 769,671 to account for the equity classification.

with the closing of the Company’s private placement offering on February 24, 2025, the Company issued warrants to purchase an aggregate

of up to 1,810,000

shares of its Common Stock to the investors in the private

placement at an exercise price of $ 1.87

The warrants are exercisable beginning on February

24, 2026 , and expire on February

The warrants issued were divided into

of up to 1,810,000 shares of its Common Stock to the investors in the private placement at an exercise price of $ 1.87 per share.

warrants are exercisable beginning on February 24, 2026 , and expire on February 24, 2031 .

The warrants issued were divided into two groups:

warrants issued to directors and warrants issued to affiliated and non-affiliated investors.

The warrants to purchase 123,333

shares of the Company’s Common Stock issued to directors

were deemed options issued under the MAIA 2021 Plan (as defined below) and are equity classified instruments and the value of these warrants

determined using the Black-Scholes-Merton method was $ 176,680

using a term of 6

years, risk free interest rate of 4.23 %

and volatility of 95 %.

The warrants to purchase 1,686,667

shares of the Company’s Common Stock issued to affiliated

and non-affiliated investors are indexed to the Company’s own stock and they were therefore equity classified instruments and the

value of these warrants determined using the Black-Scholes-Merton method was $ 2,416,223

using a term of 6

years, risk free interest rate of 4.23 %

and volatility of 95 %.

The warrants to purchase 123,333 shares

of the Company’s Common Stock issued to directors were deemed options issued under the MAIA 2021 Plan (as defined below) and are

equity classified instruments and the value of these warrants determined using the Black-Scholes-Merton method was $ 176,680 using a term

of 6 years, risk free interest rate of 4.23 % and volatility of 95 %.

The warrants to purchase 1,686,667 shares of the Company’s

Common Stock issued to affiliated and non-affiliated investors are indexed to the Company’s own stock and they were therefore equity

classified instruments and the value of these warrants determined using the Black-Scholes-Merton method was $ 2,416,223 using a term of

6 years, risk free interest rate of 4.23 % and volatility of 95 %.

The total fair value ascribed to the warrants combined with the fair

value of the common stock issued in the private placement was then used for purposes of allocation of the equity classified warrant value

within the condensed consolidated statements of changes in the stockholders’ equity.

with the closing of the Company’s private placement offering on March 3, 2025, the Company issued warrants to purchase an aggregate

of up to 952,633 shares of its Common Stock to the investors in the private placement at an exercise price of $ 1.85 per share.

are exercisable beginning on March 3, 2026 , and expire on March 3, 2031 .

The warrants issued were divided into two groups:

warrants issued

to directors and warrants issued to non-affiliated investors.

The warrants to purchase 58,333 shares of the Company’s Common Stock

issued to directors were deemed options issued under the MAIA 2021 Plan (as defined below) and are equity classified instruments and

the value of these warrants determined using the Black-Scholes-Merton method was $ 80,894 using a term of 6 years, risk free interest

rate of 3.97 % and volatility of 95 %.

The warrants to purchase 894,300 shares of the Company’s Common Stock issued to non-affiliated

investors are indexed to the Company’s own stock and they were therefore equity classified instruments and the value of these warrants

determined using the Black-Scholes-Merton method was $ 1,240,185 using a term of 6 years, risk free interest rate of 3.97 % and volatility

The total fair value ascribed to the warrants combined with the fair value of the common stock issued in the private placement

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in the stockholders’ equity.

with the closing of the Company’s private placement offering on March 3, 2025, the Company issued warrants to purchase an

aggregate of up to 952,633

shares of its Common Stock to the investors in the private placement at an exercise price of $ 1.85

The warrants are exercisable beginning on March

3, 2026 , and expire on March

The warrants issued were divided into two groups:

warrants issued to directors and warrants issued to non-affiliated

The warrants to purchase 58,333

shares of the Company’s Common Stock issued to directors were deemed options issued under the MAIA 2021 Plan (as defined

below) and are equity classified instruments and the value of these warrants determined using the Black-Scholes-Merton method was

using a term of 6

years, risk free interest rate of 3.97 %

and volatility of 95 %.

The warrants to purchase 894,300

shares of the Company’s Common Stock issued to non-affiliated investors are indexed to the Company’s own stock and they

were therefore equity classified instruments and the value of these warrants determined using the Black-Scholes-Merton method was

using a term of 6

years, risk free interest rate of 3.97 %

and volatility of 95 %.

The total fair value ascribed to the warrants combined with the fair value of the common stock issued in the

private placement was then used for purposes of allocation of the equity classified warrant value within the condensed consolidated statements

of changes in the stockholders’ equity.

with the closing of the Company’s private placement offering on May 8, 2025, the Company issued warrants to purchase an

aggregate of up to 719,999

shares of its Common Stock to the investors in the private placement at an exercise price of $ 1.50 per

The warrants are exercisable beginning on May

8, 2026 , and expire on May

with the closing of the Company’s private placement offering on May 8, 2025, the Company issued warrants to purchase an aggregate

of up to 719,999 shares of its Common Stock to the investors in the private placement at an exercise price of $ 1.50 per share.

are exercisable beginning on May 8, 2026 , and expire on May 8, 2031 .

The warrants issued were divided into two groups:

warrants issued to directors and warrants issued to non-affiliated

The warrants to purchase 86,666

shares of the Company’s Common Stock issued to directors were deemed options issued under the MAIA 2021 Plan (as defined

below) and are equity classified instruments and the value of these warrants determined using the Black-Scholes-Merton method was

using a term of 6

years, risk free interest rate of 4.09 %

and volatility of 95 %.

The warrants to purchase 633,333

shares of the Company’s Common Stock issued to non-affiliated investors are indexed to the Company’s own stock and they

were therefore equity classified instruments and the value of these warrants determined using the Black-Scholes-Merton method was

$ 972,890 using

years, risk free interest rate of 4.09 %

and volatility of 95 %.

The total fair value ascribed to the warrants combined with the fair value of the common stock issued in the private placement was

then used for purposes of allocation of the equity classified warrant value within the condensed consolidated statements of changes

warrants issued

to directors and warrants issued to non-affiliated investors.

The warrants to purchase 86,666 shares of the Company’s Common Stock

issued to directors were deemed options issued under the MAIA 2021 Plan (as defined below) and are equity classified instruments and

the value of these warrants determined using the Black-Scholes-Merton method was $ 133,131 using a term of 6 years, risk free interest

rate of 4.09 % and volatility of 95 %.

The warrants to purchase 633,333 shares of the Company’s Common Stock issued to non-affiliated

investors are indexed to the Company’s own stock and they were therefore equity classified instruments and the value of these warrants

determined using the Black-Scholes-Merton method was $ 972,890 using a term of 6 years, risk free interest rate of 4.09 % and volatility

The total fair value ascribed to the warrants combined with the fair value of the common stock issued in the private placement

was then used for purposes of allocation of the equity classified warrant value within the condensed consolidated statements of changes

in the stockholders’ equity.

with the closing of the Company’s private placement offering on June 3, 2025, the Company issued warrants to purchase an

aggregate of up to 463,332

shares of its Common Stock to the investors in the private placement at an exercise price of $ 1.50

The warrants are exercisable beginning on December

3, 2025 , and expire on June

with the closing of the Company’s private placement offering on June 3, 2025, the Company issued warrants to purchase an aggregate

of up to 463,332 shares of its Common Stock to the investors in the private placement at an exercise price of $ 1.50 per share.

are exercisable beginning on December 3, 2025 , and expire on June 3, 2030 .

The warrants issued were divided into two groups:

warrants issued to directors and warrants issued to non-affiliated

The warrants to purchase 33,333

shares of the Company’s Common Stock issued to directors were deemed options issued under the MAIA 2021 Plan (as defined

below) and are equity classified instruments and the value of these warrants determined using the Black-Scholes-Merton method was

using a term of 5

years, risk free interest rate of 4.04 %

and volatility of 95 %.

The warrants to purchase 429,999

shares of the Company’s Common Stock issued to non-affiliated investors are indexed to the Company’s own stock and they

were therefore equity classified instruments and the value of these warrants determined using the Black-Scholes-Merton method was

using a term of 5

years, risk free interest rate of 4.04 %

and volatility of 95 %.

The total fair value ascribed to the warrants combined with the fair value of the common stock issued in the

private placement was then used for purposes of allocation of the equity classified warrant value within the condensed consolidated statements

of changes in the stockholders’ equity.

issued to directors and warrants issued to non-affiliated investors.

The warrants to purchase 33,333 shares of the Company’s Common

Stock issued to directors were deemed options issued under the MAIA 2021 Plan (as defined below) and are equity classified instruments

and the value of these warrants determined using the Black-Scholes-Merton method was $ 43,358 using a term of 5 years, risk free interest

rate of 4.04 % and volatility of 95 %.

The warrants to purchase 429,999 shares of the Company’s Common Stock issued to non-affiliated

investors are indexed to the Company’s own stock and they were therefore equity classified instruments and the value of these warrants

determined using the Black-Scholes-Merton method was $ 559,324 using a term of 5 years, risk free interest rate of 4.04 % and volatility

The total fair value ascribed to the warrants combined with the fair value of the common stock issued in the private placement

was then used for purposes of allocation of the equity classified warrant value within the condensed consolidated statements of changes

in the stockholders’ equity.

June 17, 2025, the Company executed a Warrant Inducement Offer to select warrant holders allowing them to exercise their warrants held

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The fair value of the modified warrants was greater than the fair value of the original warrants at the modification date by

therefore, the incremental cost was recognized as an increase to additional paid in capital and a decrease to warrant additional

therefore, the incremental cost was recognized as an increase to warrant additional paid in capital and a decrease to additional

paid in capital, there was no net equity difference.

September 18, 2025, the Company executed a Warrant Inducement Offer to select warrant holders allowing them to exercise their warrants

held at a reduction of the exercise price for cash.

The warrant’s exercise price was reduced to $ 1.30 per share.

Certain warrant

holders accepted the offer and warrants were exercised, resulting in the issuance of 440,503 shares of MAIA Common Stock for proceeds

of approximately $ 572,654 .

The fair value of the modified warrants was greater than the fair value of the original warrants at the modification

date by $ 60,275 ;

therefore, the incremental cost was recognized as an increase to warrant additional paid in capital and a decrease to

additional paid in capital, there was no net equity difference.

September 29, 2025, the Company amended the price of selected warrants to select warrant holders reducing the exercise price from $ 1.87

to $ 1.30 per share.

The fair value of the modified warrant cost was greater than the fair value of the original warrants at the modification

date by $ 124,127 ;

therefore, the incremental cost was recognized as an increase to warrant additional paid in capital and a decrease

to additional paid in capital, there was no net equity difference.

SCHEDULE OF WARRANT EXERCISED TABLE

Balance at January 1, 2025

Balance at June 30, 2025

Balance at September 30, 2025

Balance at January 1, 2024

( 1,157,201 )

Balance at June 30, 2024

Balance at September 30, 2024

value of warrant grants is calculated using the Warrant Black Scholes calculations with the following assumptions for warrants granted

during the six months ended June 30, 2025 and 2024

during the nine months ended September 30, 2025 and 2024:

SCHEDULE OF SHARE-BASED PAYMENT AWARD, WARRANTS, VALUATION ASSUMPTIONS

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administers the MAIA 2018 Plan for the purposes of attracting, retaining, and motivating key employees, directors, and consultants of

The terms of the MAIA 2018 Plan continue to govern the 1,773,912 options outstanding under the plan as of June 30, 2025.

The terms of the MAIA 2018 Plan continue to govern the 1,773,912 options outstanding under the plan as of September 30, 2025.

2020, the Company adopted the MAIA Biotechnology, Inc.

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and restricted stock units.

The terms of the MAIA 2020 Plan continue to govern the 3,503,589 options outstanding in the plan as of June

The terms of the MAIA 2020 Plan continue to govern the 3,503,589 options outstanding in the plan as of September

There are no shares reserved for future issuance under the MAIA 2018 Plan or the MAIA 2020 Plan.

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December 31, 2024 (and the discretion of the Company’s board of directors to authorized less than 10 % of such amount).

As of September

30, 2025, there are 1,378,877 shares of Common Stock available for future issuance under the MAIA 2021 Plan and 6,852,123 options are

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exercise repurchase rights and various other features of awards granted under the plans.

of June 30, 2025, only stock options have been awarded pursuant to the MAIA stock option and equity incentive plans.

following table summarizes the activity and information regarding MAIA’s outstanding and exercisable options for the six months

ended June 30, 2025:

of September 30, 2025, only stock options have been awarded pursuant to the MAIA stock option and equity incentive plans.

following table summarizes the activity and information regarding MAIA’s outstanding and exercisable options for the nine months

ended September 30, 2025:

SCHEDULE OF ACTIVITY AND INFORMATION REGARDING OUTSTANDING AND EXERCISABLE OPTIONS

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Cancelled/forfeited

Balance at June 30, 2025

Options exercisable at June 30, 2025

Balance at September 30, 2025

Options exercisable at September 30, 2025

value of option grants is calculated using the Black-Scholes-Merton option pricing model with the following assumptions for options granted

during the six months ended June 30, 2025 and 2024:

during the nine months ended September 30, 2025 and 2024:

SCHEDULE OF SHARE-BASED PAYMENT AWARD, STOCK OPTIONS, VALUATION ASSUMPTIONS

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Expected dividend yield

weighted-average grant date fair value of stock options issued during the six months ended June 30, 2025 and 2024 was $ 2.25 and $ 2.41 ,

weighted-average grant date fair value of stock options issued during the nine months ended September 30, 2025 and 2024 was $ 1.62 and

$ 2.43 , respectively.

As of June 30, 2025, the total unrecognized compensation related to unvested employee and non-employee stock option awards

granted was $ 4,339,230 , which the Company expects to recognize over a weighted average period of approximately 2.94 years.

As of September 30, 2025, the total unrecognized compensation related to unvested employee and non-employee stock

option awards granted was $ 3,922,555 , which the Company expects to recognize over a weighted average period of approximately 2.8 years.

based compensation related to the Company’s stock plans are as follows:

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For the Three Months Ended

For the Six Months Ended

September 30,

For the Nine Months Ended

September 30,

General and administrative

5 unchanged sentences

are no matters which will have a material adverse effect on the Company’s financial position, operations or cash flows.

Institute of Health (NIH) Grant

September 2025, the Company entered into an agreement with the National Cancer Institute for SBIR grant.

Under the terms of the agreement,

the National Cancer Institute has committed to reimburse the Company up to $ 2,297,863 of qualifying research and development expenses

over the term of the grant.

The Company’s ability to receive these funds is contingent upon incurring eligible costs and achieving

certain performance objectives.

As of September 30.

2025, no amounts were recorded.

Licensing, Sponsored Research, and Patent & Technology Agreements

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milestones, ranging between $ 1,000,000 and $ 50,000,000 , not to exceed a combined milestone payment total of $ 112,000,000 .

As of September

30, 2025, no assignment has occurred and none of the defined milestones have been completed and therefore no payments are due to UTSW

9 unchanged sentences

ranging between $ 1,000,000 and $ 50,000,000 , not to exceed a combined milestone payment total of $ 112,000,000 .

As of June 30, 2025, no

assignment has occurred and none of the defined milestones have been completed and therefore no payments are due to UTSW related to the

As of September 30, 2025,

no assignment has occurred and none of the defined milestones have been completed and therefore no payments are due to UTSW related to

the milestones.

The UTSW2 Agreement requires MAIA to make royalty payments of:

28 unchanged sentences

cost to Regeneron of such Regeneron product.

As of June 30, 2025, neither party has terminated the agreement.

As of September 30, 2025, neither party has terminated the agreement.

December 2024, the Company reached an agreement with BeOne Medicines, Ltd., (“BeOne”) to perform certain clinical trials

5 unchanged sentences

earlier terminated for certain reasons as defined in the agreement.

As of June 30, 2025, neither party has terminated the agreement.

As of September 30, 2025, neither party has terminated the agreement.

June 2025, the Company reached an agreement with F.

1 unchanged sentence

the treatment of patients with hard-to-treat cancers involving Roche’s checkpoint inhibitor, atezolizumab (Tecentriq ® ).

Company is responsible for all costs of the study with Roche supplying their drug atezolizumab representing a cost savings for the Company.

The Company is responsible for all costs of the study with Roche supplying their drug atezolizumab representing a cost savings for the

The overall term of the agreement is for five years unless earlier terminated for certain reasons as defined in the agreement.

June 30, 2025, neither party has terminated the agreement.

As of September 30, 2025, neither party has terminated the agreement.

Company provides for income taxes using the asset and liability approach.

7 unchanged sentences

loss carryforwards under IRS section 382.

As of June 30, 2025, and December 31, 2024, the Company had a full valuation allowance against

its deferred tax assets.

the six months ended June 30, 2025 and 2024, the Company recorded zero income tax expense.

No tax benefit has been recorded in relation

to the pre-tax losses for the six months ended June 30, 2025, due to full valuation allowance to offset any deferred tax assets.

As of September 30, 2025, and December 31, 2024, the Company had a full valuation allowance

against its deferred tax assets.

the nine months ended September 30, 2025 and 2024, the Company recorded zero income tax expense.

No tax benefit has been recorded in

relation to the pre-tax losses for the nine months ended September 30, 2025, due to full valuation allowance to offset any deferred tax

SEGMENT INFORMATION

Company operates in one reportable segment.

This determination is based on the Company’s structure, the manner in which the chief

operating decision maker (“CODM”) reviews the operating results to assess performance and allocate resources, and the nature

of the Company’s operations.

The CODM, who is the Chief Executive Officer, regularly reviews consolidated financial information,

such as consolidated net loss.

The CODM’s review is for the purpose of assessing performance and making decisions about resource

See our consolidated financial statements in Part I, “Item 1, Financial Statements”, and Note 1, “Description

of Business, Organization, and Principles of Consolidation” for additional information about these line items and the related accounting

Company operates in one

reportable segment.

This determination is based on the Company’s structure, the manner in which the chief operating decision

maker (“CODM”) reviews the operating results to assess performance and allocate resources, and the nature of the

Company’s operations.

Segment assets are reported as total assets on the consolidated balance sheet.

CODM, who is the Chief Executive Officer, regularly reviews consolidated financial information, such as consolidated net loss.

CODM’s review is for the purpose of assessing performance and making decisions about resource allocation.

consolidated financial statements in Part I, “Item 1, Financial Statements”, and Note 1, “Description of Business,

Organization, and Principles of Consolidation” for additional information about these line items and the related accounting

SUBSEQUENT EVENTS

July 1 to August 11, 2025, the Company issued 416,806 options at a weighted exercise price of $ 1.91 to consultants.

October 1 to November 7, 2025, the Company issued 148,709 options at a weighted exercise price of $ 1.76 to board members and consultants.

At-The-Market

Offering with H.C.

July 1, 2025, the Company has sold 1,174,740 shares of its Common Stock through Wainwright under the ATM Agreement at an average

price of approximately $ 1.92 per share, resulting in aggregate gross proceeds of approximately $ 2,257,039 , for which it paid Wainwright

approximately $ 67,711 in commissions, resulting in net proceeds to the Company of approximately $ 2,189,328 .

The Company anticipates that

the at-the-market offering will continue throughout the next reporting period.

October 1, 2025, the Company has sold 236,271 shares of its Common Stock through Wainwright under the ATM Agreement at an average

price of approximately $ 1.78 per share, resulting in aggregate gross proceeds of approximately $ 420,780 , for which it paid

Wainwright approximately $ 12,624 in commissions and other issuance costs of approximately $ 1,459 , resulting in net proceeds to the Company of approximately $ 406,697 .

anticipates that the at-the-market offering will continue throughout the next reporting period.

October 1, 2025, the Company issued and sold 1,733,766 shares of its Common Stock and warrants to purchase 1,733,766 shares of its Common

Stock in a private placement to certain accredited investors and a Company director pursuant to securities purchase agreements dated

September 29, 2025 at a price per share of $ 1.30 for which the Company received gross proceeds of approximately $ 2.3 million.

are exercisable at a price per share of $ 1.57 , are exercisable commencing six months following issuance, have a term of three years from

the issuance date, and expiring on October 1, 2028 .

Company director Stan Smith purchased 19,230 shares of Common Stock and warrants

to purchase 19,230 shares of Common Stock for an aggregate purchase price of approximately $ 25,000 .

The securities sold to Stan Smith

were issued pursuant to the MAIA Biotechnology, Inc.

2021 Equity Incentive Plan (the “MAIA 2021 Plan”).

As of September 30, 2025, proceeds of approximately $ 2.1 million were received and are reported under accrued expenses as funds held in

October 16, 2025, the Company issued and sold 603,769 shares of its Common Stock and warrants to purchase 603,769 shares of its Common

Stock in a private placement to certain accredited investors pursuant to securities purchase agreements dated October 13, 2025 at a price

per share of $ 1.22 for which the Company received gross proceeds of approximately $ 0.7 million.

The warrants are exercisable at a price

per share of $ 1.52 , are exercisable commencing six months following issuance, have a term of three years from the issuance date, and

expiring on October 16, 2028 .

October 8, 2025, the Company issued 7,348 shares of common stock having a value of $ 14,550 (based on $ 1.98 price calculated by using

120% of the dollar value weighted average price of our common stock on the New York Stock Exchange for the thirty (30) trading days immediately

preceding the date of the purchase payment) to a service provider under a master services agreement in consideration of services rendered.

The issuance was exempt under Section 4(a)(2) of the Securities Act of 1993, as amended.

Asset Treasury Plan (DATP)

October 6, 2025, our Board of Directors formally adopted a Digital Asset Treasury Plan.

This plan permits the Company to allocate up

to 90% of its corporate treasury reserves to acquire and hold Bitcoin, Ether, and USD Coin as a long-term store of value.

As of the date

of this Quarterly Report on Form 10-Q, the Company has not yet executed any purchases of Digital Assets under this plan.

The timing and

amount of any future purchases will depend on various factors, including our ongoing liquidity needs, the market price of the Digital

Asset, and general market and economic conditions.

Future utilization of the DATP could subject our capital resources and liquidity to

the significant market risks associated with Digital Assets.

November 5, 2025, the Company issued warrants to purchase 11,475

shares of common stock at an exercise price of $ 1.525

Wainwright & Co., LLC for services rendered under its engagement agreement.

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