What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2025-11-10 compared with 2025-08-14 · 211 added, 150 removed, 387 unchanged (48% of the section changed)

3 unchanged sentences

thousands, except for share data)

June 30, 2025

December 31, 2024

September 30,

Current assets:

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Stockholders’ equity:

Series C Convertible preferred stock, stated value $ 1,000 per share, par value $ 0.001 per share, 10,000,000 shares authorized at June 30, 2025 and December 31, 2024;

3,300 and 0 issued and outstanding as of June 30, 2025 and December 31, 2024, respectively.

Liquidation preference of $ 3,300,000 as of June 30, 2025.

Common stock par value $ 0.0001 per share, 250,000,000 shares authorized at June 30, 2025 and December 31, 2024;

5,086,985 issued and outstanding as of June 30, 2025 and December 31, 2024, respectively

Series C Convertible preferred stock, stated value $ 1,000 per share, par value $ 0.001 per share, 10,000,000 shares authorized at September 30, 2025 and December 31, 2024;

3,155 and 0 issued and outstanding as of September 30, 2025 and December 31, 2024, respectively.

Liquidation preference of $ 3,155,000 as of September 30, 2025.

Common stock par value $ 0.0001 per share, 500,000,000 and 250,000,000 shares authorized at September 30, 2025 and December 31, 2024, respectively;

5,901,091 and 5,086,985 issued and outstanding as of September 30, 2025 and December 31, 2024, respectively

Additional paid-in capital

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Three Months Ended

Six Months Ended

September 30,

Nine Months Ended

September 30,

Costs and expenses:

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Gain on sale of assets, net

Other income, net

Other income/(expenses), net

Deemed dividend relating to warrant exchange

Net loss attributable to common shareholders

Net loss per share – basic and diluted

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(loss)/Income

Preferred Stock Series C

Preferred Stock

Comprehensive

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Reclassification of warrants from liability to equity

Balance, June 30, 2025

Issuance of Common Stock in exchange for warrants

Deemed dividend

Issuance of Common Stock upon conversion of preferred stock

Issuance of Common Stock upon exercise of warrants

Balance, September 30, 2025

$ ( 208,875 )

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(loss)/Income

Balance, March 31, 2025

Balance, June 30, 2025

$ ( 206,725 )

Stock-based compensation

Issuance of preferred stock and warrants in public offering, net of stock issuance costs ($ 27 )

Reclassification of warrants from liability to equity

Balance, June 30, 2025

Issuance of Common Stock in exchange for warrants

Deemed dividend

Issuance of Common Stock upon conversion of preferred stock

Issuance of Common Stock upon exercise of warrants

Balance, September 30, 2025

$ ( 208,875 )

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Issuance of common stock and warrants in public offering, net of stock issuance cost ($ 877 )

Issuance of common stock in reverse stock split

Other comprehensive income

Balance, June 30, 2024

Balance, September 30, 2024

$ ( 191,391 )

3 unchanged sentences

(Loss)/Income

Balance, March 31, 2024

Balance, June 30, 2024

$ ( 187,116 )

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Issuance of common stock and warrants in public offering, net of stock issuance cost ($ 65 )

Issuance of common stock and warrants in public offering, net of stock issuance cost

Issuance of common stock and warrants in public offering, net of stock issuance

Issuance of common stock in reverse stock split

Other comprehensive income

Balance, June 30, 2024

Balance, September 30, 2024

$ ( 191,391 )

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Consolidated Statements of Cash Flow

Six Months Ended June 30,

Nine Months Ended September 30,

Cash flows from operating activities:

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Change in finance lease right-of-use assets

Amortization of bond discount

Amortization of bond premium

Change in fair value of warrant liability

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Cash flows from investing activities:

Proceeds from sale of assets

Purchase of marketable debt securities

Proceeds from maturities of marketable debt securities

Net cash used in investing activities

Net cash provided by investing activities

Cash flows from financing activities:

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Transaction costs paid pursuant to private placement

Net proceeds from exercise of warrants

Net proceeds from public offering of common stock and warrants

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Net cash provided by financing activities

Net decrease in cash, cash equivalents and restricted cash

Net (decrease)/increase in cash, cash equivalents and restricted cash

Cash, cash equivalents and restricted cash at beginning of period

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Reclassification of warrants from liability to equity

Sale of assets

Unrealized gain on marketable debt securities

Exchange of warrants for shares of common stock

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

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Company has experienced net losses and negative cash flows from operations each period since its inception.

Through June 30, 2025, the

Company had an accumulated deficit of $ 206,725 .

The Company’s net loss for the six months ended June 30, 2025 and 2024 was $ 6,901

and $ 11,543 , respectively.

Company expects operating expenses to be lower in the near term compared to recent years until such time as additional funding is secured

to support initiation of the Phase 3 registration trial for MAT2203 and advancement of the LNC platform delivery technology.

expects that its research and development expenses will increase if it moves forward with additional clinical studies for its current

product candidates and development of additional product candidates.

Through September 30, 2025,

the Company had an accumulated deficit of $ 208,875 .

The Company’s net loss for the nine months ended September 30, 2025 and 2024

was $ 8,433 and $ 15,818 , respectively.

Company expects operating expenses to be lower in the near term compared to recent years until such time as it is able to consummate

a licensing, sale or other similar transaction with a prospective partner that will provide funding to support initiation of the

Phase 3 registration trial for MAT2203 and advancement of the LNC platform delivery technology.

The Company expects that its

research and development expenses will increase if it moves forward with additional clinical studies for its current product

candidates and development of additional product candidates.

If the Company obtains U.S.

Food and Drug Administration (“FDA”)

approval for one or more of its product candidates, the Company expects that its expenses will continue to increase once the Company

reaches commercial launch.

As a result, the Company expects to continue to incur substantial losses for the foreseeable future, and that

these losses will be increasing.

of June 30, 2025, the Company had cash and cash equivalents of $ 6,525 and restricted cash of $ 250 .

The Company does not believe the cash

and cash equivalents on hand are sufficient to fund planned operations beyond the next twelve months from the filing date of these financial

Food and Drug Administration

(“FDA”) approval for one or more of its product candidates, the Company expects that its expenses will continue to

increase once the Company reaches commercial launch.

As a result, the Company expects to continue to incur substantial losses for

the foreseeable future, and that these losses will be increasing.

of September 30, 2025, the Company had cash and cash equivalents of $ 5,435 and restricted cash of $ 250 .

The Company does not believe

the cash and cash equivalents on hand are sufficient to fund planned operations beyond the next twelve months from the filing date of

these financial statements.

As a result, substantial doubt exists about the Company’s ability to continue as a going concern.

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and new financing may not be available on acceptable terms, or at all.

Moreover, under the terms of the Preferred Stock sales agreement,

the Company is prohibited, subject to certain exceptions, from issuing, entering into any agreement to issue, or announcing the issuance

or proposed issuance of any shares of common stock or common stock equivalents until November 2025.

These consolidated financial statements

do not include any adjustments related to the recoverability and classification of asset amounts or the amounts and classification of

liabilities that might be necessary if the Company is unable to continue as a going concern.

These consolidated financial statements do not include any adjustments

related to the recoverability and classification of asset amounts or the amounts and classification of liabilities that might be necessary

if the Company is unable to continue as a going concern.

3 – Summary of Significant Accounting Policies

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This update permits the use of either the modified retrospective or fully retrospective method of transition.

In November 2023, the FASB released ASU No.

2023-07 – Segment

Reporting (Topic 280) – Improvements to Reportable Segment Disclosures, which aims to improve the disclosures public entities

provide regarding significant segment expenses so that investors can “better understand an entity’s overall performance”

and assess “potential future cash flows”.

This update requires public companies to provide more transparency in both quarterly

and annual reports about the expenses they incur from revenue-generating business units.

The amendments improve reportable segment disclosure

requirements through enhanced disclosures about significant segment expenses.

The amendments introduce a new requirement to disclose significant

segment expenses regularly provided to the chief operating decision maker and extend certain annual disclosures to interim periods.

amendments in this update became effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years

beginning after December 15, 2024.

The Company does not judge an operating segment identified as reportable segment but has a consolidated

single reportable segment, therefore this update did not have a material impact on its condensed consolidated financial statements and

related disclosures.

Company’s management has considered all recent accounting pronouncements issued and believes that these recent pronouncements will

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are accounted for as equity-classified or liability-classified instruments is re-evaluated on a periodic basis.

See Note 9 - Stockholders’ Equity for a discussion on the Company’s warrants.

See Note 9 - Stockholders’

Equity for a discussion on the Company’s warrants.

4 – Cash, Cash Equivalents, Restricted Cash and Marketable Debt Securities

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Restricted cash

at both June 30, 2025 and December 31, 2024 of $ 250 represents funds the Company is required to set aside as collateral, primarily for

one of the Company’s operating leases.

at both September 30, 2025 and December 31, 2024 of $ 250 represents funds the Company is required to set aside as collateral, primarily

for one of the Company’s operating leases.

following table provides a reconciliation of cash, cash equivalents and restricted cash reported in the Condensed Consolidated Balance

Sheets to the total of the amounts in the Condensed Consolidated Statements of Cash Flows as of June 30, 2025, December 31, 2024, June

30, 2024 and December 31, 2023:

Sheets to the total of the amounts in the Condensed Consolidated Statements of Cash Flows as of September 30, 2025, December 31, 2024,

September 30, 2024 and December 31, 2023:

Schedule of Cash, Cash Equivalents

and Restricted Cash

June 30, 2025

September 30, 2025

December 31, 2024

June 30, 2024

September 30, 2024

December 31, 2023

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Debt Securities

Company has classified its investments in marketable debt securities as available-for-sale and as a current asset.

The Company’s

investments in marketable debt securities are carried at fair value, with unrealized gains and losses included as a separate component

of stockholders’ equity.

Unrealized losses and gains are classified as other comprehensive (loss)/income and costs are determined

on a specific identification basis.

Realized gains and losses from our marketable debt securities are recorded in other income, net.

The Company did not incur any realized gains and losses during the six months ended June 30, 2025 and 2024.

For the six months ended

June 30, 2025 and 2024, the Company recorded unrealized gains of $ 0 and $ 170 , respectively.

Company has historically classified its investments in marketable debt securities as available-for-sale and as a current asset.

Company’s investments in marketable debt securities were carried at fair value, with unrealized gains and losses included as a

separate component of stockholders’ equity.

Unrealized losses and gains were classified as other comprehensive (loss)/income

and costs were determined on a specific identification basis.

Realized gains and losses from our marketable debt securities were

recorded in other income, net.

The Company did not incur any realized gains and losses during the nine months ended September 30,

2025 and 2024.

For the nine months ended September 30, 2025 and 2024, the Company recorded unrealized gains of $ 0

respectively.

5 - Fair Value Measurements

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level within the hierarchy is described below:

Level 1 – Quoted

prices for identical assets or liabilities in active markets.

Level 2 – Quoted

prices for identical or similar assets and liabilities in markets that are not active;

or other model-derived valuations whose inputs

are directly or indirectly observable or whose significant value drivers are observable.

Level 3 – Valuations

derived from valuation techniques in which one or more significant inputs to the valuation model are unobservable and for which assumptions

are used based on management estimates.

1 – Quoted prices for identical assets or liabilities in active markets.

2 – Quoted prices for identical or similar assets and liabilities in markets that are not active;

or other model-derived valuations

whose inputs are directly or indirectly observable or whose significant value drivers are observable.

3 – Valuations derived from valuation techniques in which one or more significant inputs to the valuation model are unobservable

and for which assumptions are used based on management estimates.

Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent

possible as well as counterparty credit risk in its assessment of fair value.

carrying amounts of cash equivalents, current portion of restricted cash, prepaid expenses and other current assets, accounts payable,

current portion of lease liabilities and accrued expenses approximate fair value due to the short-term nature of these instruments.

Company did not have any financial assets or liabilities that were carried at fair value using the hierarchy as of either June 30, 2025

carrying amounts of cash equivalents, current portion of restricted cash, prepaid expenses and other current assets, accounts

payable and accrued expenses approximate fair value due to the short-term nature of these instruments.

Company did not have any financial assets or liabilities that were carried at fair value using the hierarchy as of either September 30,

2025 or December 31, 2024.

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Reclassification to equity

Balance at June 30, 2025

Balance at September 30, 2025

February 13, 2025, the Company entered into a securities purchase agreement with certain investors and, pursuant to an initial and

second closing under the agreement, issued and sold to the investors an aggregate of (i) 3,300

shares of convertible preferred stock and (ii) warrants (the “Warrants”) to purchase up to 11,262,808

second closing under the agreement, issued and sold to the investors an aggregate of (i) 3,300 shares

of convertible preferred stock and (ii) warrants (the “Warrants”) to purchase up to 11,262,808

shares of the Company’s common stock (see Note 9).

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and expected volatility, were subjective and require judgment to develop.

warrant liabilities were valued on the various measurement dates during the six months ended June 30, 2025 using the following range

of assumptions:

warrant liabilities were valued on the various measurement dates during the nine months ended September 30, 2025 using the following

range of assumptions:

of Warrant Liability

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3.77 % – 4.39 %

Stock price on valuation

Stock price on valuation date

$ 0.52 - 0.94

Exercise price

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6 – Leasehold Improvements and Equipment

improvements and equipment, summarized by major category, consist of the following as of June 30, 2025 and December 31, 2024:

improvements and equipment, summarized by major category, consist of the following as of September 30, 2025 and December 31, 2024:

Schedule of Leasehold Improvements

and Equipment

June 30, 2025

December 31, 2024

September 30,

Leasehold improvements

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Leasehold improvements and equipment, net

and amortization expense for the three and six months ended June 30, 2025 and 2024 was $ 12 and $ 30 , respectively.

Depreciation and amortization

expense for the three and six months ended June 30, 2024 was $ 90 and $ 184 , respectively.

and amortization expense for the three and nine months ended September 30, 2025 was $ 2 and $ 29 , respectively.

Depreciation and

amortization expense for the three and nine months ended September 30, 2024 was $ 90 and $ 275 , respectively.

held for sale, net

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a net book value of $ 280 .

During the three months ended June 30, 2025, the Company sold $ 210 of the equipment, generating proceeds of

$ 320 and a gain of $ 110 .

As of June 30, 2025, the remaining $ 70 of equipment is classified as held for sale on the Company’s balance

During the nine months ended September 30, 2025, the Company sold $ 210 of the equipment, generating proceeds

of $ 320 and a gain of $ 110 .

As of September 30, 2025, the remaining $ 70 of equipment is classified as held for sale on the Company’s

balance sheet.

We expect the remaining equipment to be sold prior to December 31, 2025.

7 – Accrued Expenses and Other Liabilities

expenses, summarized by major category, as of June 30, 2025 and December 31, 2024 consist of the following:

expenses, summarized by major category, as of September 30, 2025 and December 31, 2024 consist of the following:

Schedule of Accrued Expenses

June 30, 2025

December 31, 2024

September 30,

General and administrative expenses

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lease obligations

Company incurred lease expense for its operating leases of $ 171 and $ 226 for the three months ended June 30, 2025 and 2025, respectively,

and $ 345 and $ 452 for the six months ended June 30, 2025 and 2024, respectively.

The Company incurred amortization expense on its operating

lease right-of-use assets of $ 111 and $ 149 for the three months ended June 30, 2025 and 2024, respectively, and $ 218 and $ 294 for the

six months ended June 30, 2025 and 2024, respectively.

Company incurred interest expense on its finance leases of $ 0 for the three months ended June 30, 2025 and 2024 and $ 0 and $ 1 for the

six months ended June 30, 2025 and 2024, respectively.

The Company incurred amortization expense on its finance lease right-of-use assets

of $ 1 and $ 2 for the three months ended June 30, 2025 and 2024, respectively, and $ 2 and $ 3 for the six months ended June 30, 2025 and

2024, respectively.

Company incurred lease expense for its operating leases of $ 168 and $ 225 for the three months ended September 30, 2025 and 2025, respectively,

and $ 513 and $ 667 for the nine months ended September 30, 2025 and 2024, respectively.

The Company incurred amortization expense on its

operating lease right-of-use assets of $ 111 and $ 152 for the three months ended September 30, 2025 and 2024, respectively, and $ 329 and

$ 446 for the nine months ended September 30, 2025 and 2024, respectively.

Company incurred interest expense on its finance leases of $ 0 and $ 1 for the three months ended September 30, 2025 and 2024 and $ 0 and

$ 2 for the nine months ended September 30, 2025 and 2024, respectively.

The Company incurred amortization expense on its finance lease

right-of-use assets of $ 1 for the three months ended September 30, 2025 and 2024, and $ 3 and $ 4 for the nine months ended September 30,

2025 and 2024, respectively.

following table presents information about the amount and timing of liabilities arising from the Company’s operating leases and

finance leases as of June 30, 2025:

finance leases as of September 30, 2025:

Schedule of Maturity of Operating

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9 – Stockholders’ Equity

As of June 30, 2025, in

accordance with the Certificate of Incorporation, the Company was authorized to issue 250,000,000 shares of common stock and 10,000,000

of September 30, 2025, in accordance with the Certificate of Incorporation, the Company was authorized to issue 500,000,000

shares of common stock and 10,000,000

shares of preferred stock, each share having a par value of $ 0.0001 .

On June 23, 2025, the

Company received shareholder approval to increase the number of shares of common stock authorized for issuance to 500,000,000 .

On August 6, 2025, the Company filed a Certificate of Amendment (the

“Certificate of Amendment”) to the Company’s Certificate of Incorporation, as amended, with the Secretary of State of

the State of Delaware to increase the number of authorized shares of the Company’s common stock from 250,000,000 shares to 500,000,000

The Certificate of Amendment became effective upon filing.

June 23, 2025, the Company received shareholder approval to increase the number of shares of common stock authorized for issuance to

500,000,000 .

On August 6, 2025, the Company filed a Certificate of Amendment (the “Certificate of Amendment”) to the Company’s

Certificate of Incorporation, as amended, with the Secretary of State of the State of Delaware to increase the number of authorized shares

of the Company’s common stock from 250,000,000 shares to 500,000,000 shares.

The Certificate of Amendment became effective upon

2024 Purchase Agreement

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BTIG may terminate the Sales Agreement in certain limited circumstances.

did no t sell any shares under the Sales Agreement during the six months ended June 30, 2025.

During the six months ended June 30, 2024,

did no t sell any shares under the Sales Agreement during the nine months ended September 30, 2025.

During the nine months ended September

30, 2024, the Company sold 4,366 shares of its common stock generating net proceeds of $ 54 .

As of June 30, 2025, the Sales Agreement’s available

capacity is $ 44,191 .

As of September 30, 2025, the Sales Agreement’s

available capacity is $ 44,191 .

of the filing of this Form 10-Q, the Company is subject to the General Instruction I.B.6 to Form S-3, known as the “baby shelf

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5,631,404 shares of Common Stock, for gross proceeds to the Company of $ 1.65 million.

the terms of the Purchase Agreement, the Company is prohibited, subject to certain exceptions, from issuing, entering into any agreement

to issue, or announcing the issuance or proposed issuance of any shares of common stock or common stock equivalents until November 2025.

following table summarizes the changes in Preferred Stock outstanding for the nine months ended September 30, 2025:

of Changes in Preferred Stock Outstanding

Outstanding at December 31, 2024

Converted to Common Stock

Outstanding at September 30, 2025

April 5, 2024, the Company issued warrants to purchase 666,667 shares of the Company’s common stock at an exercise price of $ 17.50

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Warrants to purchase an additional 5,631,404 shares of the Company’s common stock were issued on April 8, 2025, in the Second Closing.

The exercise price is $ 0.64 per share, subject to adjustment in accordance with the terms of the Warrants agreement.

The exercise price is $ 0.64 per share, subject to adjustment in accordance with the terms of the Warrant Agreement.

The Warrants expire

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equity classification criteria continue to be met.

following table summarizes the changes in warrants outstanding for the six months ended June 30, 2025:

August 15, 2025, the Company entered into Warrant Exchange Agreements (the “Exchange Agreements”) with the holders (the “Holders”)

of common stock purchase warrants exercisable for an aggregate of up to 466,666 shares of the Company’s common stock originally

issued on April 5, 2024 and having a current exercise price of $ 17.50 (the “2024 Warrants”).

Pursuant to the Exchange Agreements,

on August 15, 2025, the Company issued to the Holders one share of common stock for each 2024 Warrant, for an aggregate of 466,666 shares

of common stock (the “Exchange Shares”), in exchange for the 2024 Warrants (the “Exchange”), in reliance on an

exemption from registration provided by Section 3(a)(9) of the Securities Act of 1933, as amended (the “Securities Act”).

Following the consummation of the Exchange, the 2024 Warrants were cancelled and no further shares are issuable pursuant to the 2024

fair value of the 2024 Warrants immediately prior to Exchange was $ 483 and the total fair value of common stock issued was $ 1,101 .

Company determined that the excess of fair value of the common stock issued over the fair value of the 2024 Warrants is not associated

with anything other than the Exchange.

Thus, the excess amount of $ 618 was recognized as a deemed dividend.

Company does not have retained earnings, the dividend will be recognized through accumulated deficit.

For purposes of calculating earnings

per share, the Company reduced the income available to common stockholders by $ 618 .

following table summarizes the changes in warrants outstanding for the nine months ended September 30, 2025:

Schedule of Shareholder Equity

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Outstanding at December 31, 2024

Outstanding at June 30, 2025

following table summarizes the changes in warrants outstanding for the six months ended June 30, 2024:

Outstanding at September 30, 2025

following table summarizes the changes in warrants outstanding for the nine months ended September 30, 2024:

Outstanding at December 31, 2023

Outstanding at June 30, 2024

Outstanding at September 30, 2024

Loss Per Share

following table sets forth the computation of basic and dilutive net loss per share:

of Computation of Basic and Dilutive Net Loss Per Share

Three Months Ended

September 30,

Nine Months Ended

September 30,

Net loss attributable to common stockholders

Adjustment for deemed dividend (*)

Adjusted net loss used for basic and diluted calculation

Weighted-average common shares, basic and diluted

Net loss per common share:

Basic and diluted

(*) Deemed dividend

represents the excess of fair value of common stock issued over the fair value of warrants immediately prior to exchange, which reduces

income available to common stockholders used for the basic and diluted net loss per common share calculation.

and diluted net loss per common share

Company had two classes of stock outstanding during the six months ended June 30, 2025, common stock and preferred stock, and had only

common stock outstanding during the six months ended June 30, 2024.

The Company computes net loss per share using the two-class method,

as the Preferred Stock participates in distributions with the Company’s common stock.

The two-class method of computing net loss

per share is an earnings allocation formula that determines net loss for common stock and any participating securities according to dividends

declared and participation rights in undistributed earnings.

Company had two classes of stock outstanding during the nine months ended September 30, 2025, common stock and preferred stock, and had

only common stock outstanding during the nine months ended September 30, 2024.

The Company computes net loss per share using the two-class

method, as the Preferred Stock participates in distributions with the Company’s common stock.

The two-class method of computing

net loss per share is an earnings allocation formula that determines net loss for common stock and any participating securities according

to dividends declared and participation rights in undistributed earnings.

the two-class method, basic net loss per share attributable to common stockholders is computed by dividing the net income attributable

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attributable to common stockholders is computed using the more dilutive of (1) the two-class method or (2) the if-converted method.

the three and six months ended June 30, 2025 and 2024, diluted loss per common share is the same as basic loss per common share because,

as the Company incurred a net loss during each period presented, the potentially dilutive securities from the assumed exercise of all

outstanding stock options, warrants and preferred stock, would have an anti-dilutive effect.

The following outstanding shares of potentially

dilutive securities were excluded from the computation of diluted net loss per share because including them would have been anti-dilutive

as of June 30, 2025 and 2024:

the three and nine months ended September 30, 2025 and 2024, diluted loss per common share is the same as basic loss per common share

because, as the Company incurred a net loss during each period presented, the potentially dilutive securities from the assumed exercise

of all outstanding stock options, warrants and preferred stock, would have an anti-dilutive effect.

The following outstanding shares

of potentially dilutive securities were excluded from the computation of diluted net loss per share because including them would have

been anti-dilutive as of September 30, 2025 and 2024:

Schedule of Anti-dilutive Securities

Excluded from Computation of Earning Per Share

As of June 30,

As of September 30,

Stock options

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The term of the 2013 Plan was for 10 years .

of June 30, 2025, there were 577,104 awards, including both restricted stock grants and option grants, issued and exercised under the

2013 Plan and no remaining shares available for grant under the 2013 Plan.

of September 30, 2025, there were 434,334 awards, including both restricted stock grants and option grants, issued and exercised under

the 2013 Plan and no remaining shares available for grant under the 2013 Plan.

April 30, 2025, the Company’s board of directors (the “Board”), subject to the approval of its stockholders which was

received on June 23, 2025, adopted a new 2025 Equity Incentive Plan (the “2025 Plan”) to succeed the 2013 Plan.

of June 30, 2025, there were 116,500 option grant awards issued and outstanding under the 2025 Plan and 646,548 awards available for

grant under the 2025 Plan.

of September 30, 2025, there were 116,500 option grant awards issued and outstanding under the 2025 Plan and 646,548 awards available

for grant under the 2025 Plan.

Company recognized stock-based compensation expense (options and restricted share grants) in its condensed consolidated statements of

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Three Months Ended

Six Months Ended

September 30,

Nine Months Ended

September 30,

Research and Development

General and Administrative

of June 30, 2025, total compensation costs related to unvested awards not yet recognized was $ 1,243 and the weighted-average periods

over which the awards are expected to be recognized was 1.8 years.

following table summarizes the activity for the Company’s stock options for the six months ended June 30, 2025:

of September 30, 2025, total compensation costs related to unvested awards not yet recognized was $ 990 and the weighted-average

periods over which the awards are expected to be recognized was 1.7 years.

following table summarizes the activity for Company’ stock options for the nine months ended September 30, 2025:

Schedule of Stock Option Activity

Stock Options

Outstanding at December 31, 2024

Outstanding at June 30,

11 – Subsequent Events

On August 6, 2025, the Company filed the Certificate

of Amendment to increase the number of authorized shares of the Company’s common stock from 250,000,000 shares to 500,000,000 shares.

The Certificate of Amendment was approved by the Company’s stockholders at the 2025 annual meeting on June 23, 2025 and became effective

Outstanding at September 30, 2025

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