What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2021-03-16 compared with 2020-03-02 · 564 added, 503 removed, 346 unchanged (76% of the section changed)

AND PROCEDURES

CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls

2 unchanged sentences

(as defined in Exchange Act Rule 13a-15(e) and 15d-15(e)) as of December 31, 2020, the end of the period covered by this Annual

Report, have concluded that our disclosure controls and procedures were effective such that the information required to be disclosed

by us in reports filed under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified

in the SEC’s rules and forms and (ii) accumulated and communicated to our management, including our principal executive

officer and principal financial officer, as appropriate to allow timely decisions regarding disclosure.

In designing and

evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well

Report on Form 10-K, have concluded that our disclosure controls and procedures were effective such that the information required

to be disclosed by us in reports filed under the Exchange Act is (i) recorded, processed, summarized and reported within the time

periods specified in the SEC’s rules and forms and (ii) accumulated and communicated to our management, including our principal

executive officer and principal financial officer, as appropriate to allow timely decisions regarding disclosure.

and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well

designed and operated, cannot provide absolute assurance that the objectives of the controls system are met, and no evaluation

4 unchanged sentences

and maintaining adequate internal control over financial reporting as such term is defined in Exchange Act Rule 13a-15(f).

Internal control over financial reporting is a process designed under the supervision and with the participation of our management,

including our principal executive officer and principal financial officer, to provide reasonable assurance regarding the reliability

of financial reporting and the preparation of consolidated financial statements for external purposes in accordance with U.S.

control over financial reporting is a process designed under the supervision and with the participation of our management, including

our principal executive officer and principal financial officer, to provide reasonable assurance regarding the reliability of

financial reporting and the preparation of consolidated financial statements for external purposes in accordance with U.S.

All internal control systems, no matter how well designed, have inherent limitations.

1 unchanged sentence

to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation.

As of December 31, 2019, under

the supervision and with the participation of our management, including our principal executive officer and principal financial

officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting based on the Committee

of Sponsoring Organizations of the Treadway Commission in Internal Control-Integrated Framework - 2013.

Based on this assessment,

our management concluded that, as of December 31, 2019, our internal control over financial reporting was effective

based on such criteria.

As of December 31, 2020, under the supervision

and with the participation of our management, including our principal executive officer and principal financial officer, we conducted

an evaluation of the effectiveness of our internal control over financial reporting based on the Committee of Sponsoring Organizations

of the Treadway Commission in Internal Control-Integrated Framework - 2013.

Based on this assessment, our management concluded

that, as of December 31, 2020, our internal control over financial reporting was effective based on such criteria.

This Annual Report on Form 10-K does not

1 unchanged sentence

Management’s

report was not subject to attestation by the Company’s registered public accounting firm pursuant to the exemption provided

to issuers that are not “large accelerated filers”

report was not subject to attestation by the Company’s independent registered public accounting firm pursuant to the exemption

provided to issuers that are not “large accelerated filers”

nor “accelerated filers”

under the Dodd-Frank Wall

Street Reform and Consumer Protection Act.

under the Dodd-Frank

Wall Street Reform and Consumer Protection Act.

Changes in Internal Control Over Financial

2 unchanged sentences

likely to materially affect, our internal control over financial reporting.

Effective as of February 28, 2020, Vadim

Mats resigned as a member of the Company’s Audit Committee.

Effective as of February 28, 2020, the Board appointed Graig

Springer as a member of the Company’s Board.

In addition, effective as of February 28, 2020, the Board appointed Graig Springer

as a member of the Company’s Audit Committee to fill the vacancy created by the resignation of Vadim Mats.

Springer will

serve for a term expiring at the next annual meeting of shareholders in 2020 or until his successor has been duly elected and qualified,

or until his earlier resignation, removal or death.

Springer’s biography is set

forth below under “Item 10.

Directors, Executive Officers and Corporate Governance.”

Springer’s ongoing

annual compensation will be consistent with that provided to the Company’s other non-employee directors.

set forth in this Annual Report on Form 10-K, there is no arrangement or understanding between Mr.

Springer and any other persons

pursuant to which Mr.

Springer was selected as a director.

There are no related party transactions involving Mr.

Springer that

are reportable under Item 404(a) of Regulation S-K.

DIRECTORS, EXECUTIVE OFFICERS

AND CORPORATE GOVERNANCE

OTHER INFORMATION

DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

The following table sets forth the name, age and positions

of our executive officers and directors.

Chief Executive Officer and Director

Financial Officer

President, Chief Executive Officer and Director

David Briones

Chief Financial Officer

Stefanie Johns

Chief Scientific Officer

Wayne Linsley

Graig Springer

1 unchanged sentence

our directors and executive officers is set forth below.

Robb Knie has served as President and Chief

Executive Officer and as a director of the Company since May 2017 and served as our principal financial and accounting officer

Robb Knie has served as President and

Chief Executive Officer and as a director of the Company since May 2017 and served as our principal financial and accounting officer

from June 2018 until March 2019.

Knie has served as the President of Equity Research and a corporate advisor of Lifeline Industries

Since October 15, 2020, Mr.

Knie has served as the Chief Executive Officer, Chief Financial Officer

and chairman of the board of directors of FoxWayne Enterprises Acquisition Corp.

Knie served as the President

of Lifeline Industries Inc.

since its inception in 1995.

From 2002 to 2010 he was a Semiconductor Analyst for PAW Partners.

From 1993 until 1995,

1993 until 1995, Mr.

Knie served as Northeast Regional Manager of American Express Financial Advisors.

Knie served as a board member

of Inventergy Global, Inc.

INVT) from December 2013 until October 2014.

We believe that Mr.

Knie is qualified to serve

as a director because of his business and leadership experience and experience as a board member of public companies.

Knie has served as

a board member for Nasdaq-listed companies.

He has been featured on Bloomberg, The Wall Street Journal and Forbes Magazine as

an Independent Equity Analyst.

Knie has over 20 years of equity markets experience.

Knie has been a member of the American

Chemical Society, Institute of Electrical and Electronics Engineers, as well as The National Alliance for Youth Sports.

Knie is qualified to serve as a director because of his business and leadership experience and experience as a board

member of public companies in the healthcare industry.

David Briones

served as Chief Financial Officer of the Company since March 5, 2019 and has over nineteen years of public accounting and executive

has served as Chief Financial Officer of the Company since March 2019 and has over nineteen years of public accounting and executive

level experience.

5 unchanged sentences

addition, since August 2013, Mr.

Briones has served as Chief Financial Officer of Petro River Oil Corp., an independent energy

company focused on the exploration and development of conventional oil and gas assets.

Briones has also served as interim Chief

Financial Officer of AdiTx Therapeutics, Inc., a pre-clinical stage, life sciences company with a mission to prolong life and enhance

life quality of transplanted patients, since January 2018.

From October 2017 to May 2018, Mr.

Briones served as the Chief Financial

Officer of Bitzumi, Inc., a Bitcoin exchange and marketplace.

Briones shas served as Chief Financial Officer of Petro River Oil Corp., an

independent energy company focused on the exploration and development of conventional oil and gas assets.

Briones also served

as interim Chief Financial Officer of AdiTx Therapeutics, Inc.

ADTX), a pre-clinical stage, life sciences company with

a mission to prolong life and enhance life quality of transplanted patients from January 2018 to July 2020.

2017 to May 2018, Mr.

Briones served as the Chief Financial Officer of Bitzumi, Inc., a Bitcoin exchange and marketplace.

Prior to founding Brio Financial Group, LLC, Mr.

Briones was an auditor

with Bartolomei Pucciarelli, LLC in Lawrenceville, New Jersey and PricewaterhouseCoopers LLP in New York, New York.

received a BS in accounting from Fairfield University.

Briones was an auditor with Bartolomei Pucciarelli, LLC in Lawrenceville, New

Jersey and PricewaterhouseCoopers LLP in New York, New York.

Since May 2020, Mr.

Briones has served as a member of the board of

directors of Unique Logistics International Inc (OTC Pink:

Briones received a bachelors of science degree in accounting

from Fairfield University.

Stefanie Johns

has served as Chief Scientific Officer of the Company since September 2020.

Prior to serving as our Chief Scientific Officer,

from February 2019 to September 2020, Dr.

Johns served as a member of the Company’s Scientific Advisory Board, and from

May 2020 to September 2020, she served as a consultant of the Company.

In addition, Dr.

Johns has worked in the biopharmaceutical

and medical device industries for more than eight years, and has experience spanning drug, biologic, medical device, and in vitro

diagnostic device products in US and global markets.

From January to September 2020, Dr.

Johns served as Director, Regulatory

Affairs of Enable Injections, Inc., and from January 2019 until January 2020, she served as Associate Director, Regulatory Affairs

of Enable Injections, Inc., an investigational-stage company developing and manufacturing on-body subcutaneous infusion delivery

From December 2018 until August 2018, Dr.

Johns served as Manager, Regulatory Strategy of Camargo Pharmaceutical Services,

LLC (“Camargo”) and from July 2016 until August 2018, she served as Scientific Regulator Specialist of Camargo, a

company specializing in complex drug development programs.

From June 2013 through June 2016, Dr.

Johns served as Regulatory Affairs

and Design Assurance Associate of Meridian Bioscience Inc., a producer and distributor of diagnostic test kits.

In addition, Dr.

Johns previously served as Program Manager, Xavier Health Initiatives for Xavier University and a Graduate Research Assistant

for the University of Cincinnati.

Johns received her bachelors of science degree in biological sciences from Wright State

University and her Ph.D.

in biochemistry from the University of Cincinnati College of Medicine.

Wayne Linsley

Linsley has served as a director

of the Company since April 2020.

Since September 2014, Mr.

Linsley has served as the Vice President of Operations of CFO Oncall,

Inc., and from 2011 to 2014 he served as the Director of Operations of CFO Oncall, Inc., a company that provides financial management

and CFO services.

Prior to CFO Oncall, Inc., Mr.

Linsley served as the Managing Member of Flagship Advisory & Management

Group, LLC, a management consulting firm, from 2010 to 2011.

In addition, since 2019, Mr.

Linsley has served as the Chief Executive

Officer and sole owner of Executive Outsource Group, Inc., a company that provides financial reporting services.

served in various other capacities including Alternate Channels Manager of Mettel;

Director of Channel Sales of Impsat, USA;

Accounts Manager of Venali, Inc;

and Director of Sales of Broadview Networks.

Since January 2020, Mr.

Linsley has served as a

member of the board of directors of Silo Pharma, Inc.

Linsley received his bachelor of business administration

degree in accounting/business administration from Siena College.

We believe Mr.

Linsley is qualified to serve as a member of the

Board because he has over forty years of business management experience including accounting, audit support and financial reporting.

Vadim Mats has served as a director of

2 unchanged sentences

Mats has served as the Chief Financial Officer and Chief Operating Officer of

Grand Private Equity.

Mats consults with multiple companies in a range of industries on all aspects of finance, accounting,

tax and operations.

From June 2010 to December 2016, Mr.

Grand Private Equity, and since February 2018, he has served as the Founder and Managing Member of BESPOKECFO.

From June 2010

to December 2016, Mr.

Mats was Chief Financial Officer of Whalehaven Capital.

served as the Assistant Controller at Eton Park Capital Management, LP, a multi-strategy fund, from July 2007 to December 2009.

Mats also served as the Assistant Controller

at Eton Park Capital Management, LP, a multi-strategy fund, from July 2007 to December 2009.

From June 2006 to July 2007, Mr.

Mats was a Senior Fund Accountant at The Bank of New York Mellon (NYSE:

BK), where he was responsible

for over fifteen funds.

BK), where he was responsible for over fifteen funds.

From 2011 until March 2017, Mr.

Mats served as Director and Chair of the Audit Committee of Wizard World

Mats holds a Master of Science degree in accounting and finance and a Bachelor’s degree

in Business Administration specializing in finance and investments from the Zicklin School of Business at Bernard Baruch

Mats served as Director and Chair of the Audit Committee of Wizard Entertainment Inc.

Mats holds a master of science degree in accounting and finance and a bachelors degree in business administration specializing

in finance and investments from the Zicklin School of Business at Bernard Baruch College.

Mats is a CAIA ©

Charterholder and a Certified Public Accountant in the State of New

We believe that Mr.

Mats is qualified to serve as a director because of his experience as a board member of a public company

and his knowledge with respect to finance, accounting, tax, and operations matters.

Kenneth Rice has served as a director of

the Company since May 2017.

In addition, since October 2017, Mr.

Rice has served as Chief Executive Officer of Alderaan Group LLC,

a consulting services company.

Rice served as the Executive Vice President and Chief Financial Officer of LikeMinds, Inc.,

an affiliate of Alseres Pharmaceuticals, Inc.

(“Alseres”) from 2015 through March 2019.

From 2005 through March 2019,

Rice served as the Executive Vice President, Chief Financial Officer and in-house counsel to Alseres.

In addition, since 2012,

Rice has served as Executive Chairman of Chelexa.

From August 1999 through March 2001, Mr.

Rice served as Vice

President and Chief Financial Officer of MacroChem Corporation, a publicly-traded drug delivery company.

Rice received his

Bachelor of Science degree from Babson College, his MBA from Babson College, his Juris Doctorate from Suffolk University Law School

and his LLM from Boston University Law School.

We believe that Mr.

Rice is qualified to serve as a director because of his over

25 years of experience in operations, finance, marketing and sales and business development in both private and public life science

Anthony Hayes

Anthony Hayes has served as a director

of the Company since June 2017 and as Chief Executive Officer and director of Spherix Incorporated (NASDAQ:

SPEX) since September

Since 2017, Mr.

Hayes has served as the Principal Accounting and Financial Officer of Spherix Incorporated.

Hayes has served as the Chief Executive Officer of North South since March 2013.

Hayes was the fund manager of JaNSOME

IP Management LLC and JaNSOME Patent Fund LP from August 2012 to August 2013, both of which he co-founded.

Hayes was the

founder and Managing Member of Atwater Partners of Texas LLC from March 2010 to August 2012 and a partner at Nelson Mullins Riley

& Scarborough LLP from May 1999 to March 2010.

Hayes received his Juris Doctorate from Tulane University School of

Law and his B.A.

in economics from Mary Washington College.

Charterholder and a Certified Public Accountant in the State of New York.

We believe that Mr.

Hayes is qualified to serve as a director because

of his experience as CEO of Spherix Incorporated and North South.

Mats is qualified to serve

as a director because of his experience as a board member of a public company and his knowledge with respect to finance, accounting,

tax, and operations matters.

David Sarnoff has served as a director

4 unchanged sentences

From October 2003 until June 2015, Mr.

Sarnoff served as the co-founder and Principal of Morandi, Taub & Sarnoff LLC, an executive

search firm, and from July 1998 until October 2003 he served as a Legal Recruiter for Schneider Legal Search, Inc.

1994 until July 1998, Mr.

Sarnoff served as a litigation associate attorney at Wachtel Missry LLP (formerly known as Gold &

Wachtel LLP).

Sarnoff served as the co-founder and Principal of Morandi, Taub & Sarnoff LLC,

an executive search firm, and from July 1998 until October 2003 he served as a Legal Recruiter for Schneider Legal Search, Inc.

From August 1994 until July 1998, Mr.

Sarnoff served as a litigation associate attorney at Wachtel Missry LLP (formerly known

as Gold & Wachtel LLP).

Since July 2018, Mr.

Sarnoff has served as a member of the advisory committee of the New Jersey Association of School

Resource Officers.

Sarnoff has served as a member of the advisory committee of the New Jersey

Association of School Resource Officers.

From January 2015 until January 2018, Mr.

Sarnoff served as board President of Fort Lee Board of Education and

served as a board member from January 2013 through January 2019.

Sarnoff received his Juris Doctor from Rutgers University

School of Law and his bachelor of arts from Hofstra University.

Sarnoff is admitted to the New York and New Jersey (retired

status) state bars.

Sarnoff is qualified to serve as a director because of his legal experience as well as his extensive experience

in executive leadership and business development.

Graig Springer

Sarnoff served as board President of Fort Lee

Board of Education and served as a board member from January 2013 through January 2019.

In September of 2020, Mr.

appointed to a three year term on the Diversity, Equity & Inclusion Committee of the New York City Bar Association.

Sarnoff received his Juris Doctor from Rutgers University School of Law and his bachelor of arts from Hofstra University.

Sarnoff is admitted to the New York and New Jersey (retired status) state bars.

Sarnoff is qualified to serve as a director

because of his legal experience as well as his extensive experience in executive leadership and business development.

Graig Springer has served as a director

of the Company since February 2020.

Since August 2020, Mr.

Springer served as a consultant for Brookfield Asset Management in

their legal and regulatory department.

From May 2019 to August 2019, Mr.

6 unchanged sentences

of arts from Columbia University and his Juris Doctor from Fordham University School of Law.

Springer is qualified to serve

as a director because of his fifteen years of experience within the financial services industry overseeing and advising firms’

Springer also holds a Series

7 and a Series 24 license.

Springer is qualified to serve as a director because of his fifteen years of experience within

the financial services industry overseeing and advising firms’

compliance with federal rules and regulations.

29 unchanged sentences

for, among other things:

and retaining the independent registered public accounting firm to conduct the annual audit of our consolidated financial

the proposed scope and results of the audit;

and pre-approval of audit and non-audit fees and services;

accounting and financial controls with the independent registered public accounting firm and our financial and accounting

and approving transactions between us and our directors, officers and affiliates;

procedures for complaints received by us regarding accounting matters;

internal audit functions, if any;

the report of the audit committee that the rules of the Securities and Exchange Commission require to be included in our annual

meeting proxy statement.

Our audit committee consists of Anthony

Hayes, David Sarnoff and Graig Springer, with Anthony Hayes serving as chair.

approving and retaining the independent registered

public accounting firm to conduct the annual audit of our consolidated financial statements;

reviewing the proposed scope and results of the

reviewing and pre-approval of audit and non-audit

fees and services;

reviewing accounting and financial controls with

the independent registered public accounting firm and our financial and accounting staff;

reviewing and approving transactions between us

and our directors, officers and affiliates;

establishing procedures for complaints received

by us regarding accounting matters;

overseeing internal audit functions, if any;

preparing the report of the audit committee that

the rules of the Securities and Exchange Commission require to be included in our annual meeting proxy statement.

Our audit committee consists of Wayne Linsley,

David Sarnoff and Graig Springer, with Wayne Linsley serving as chair.

Each member of our audit committee meets the financial

literacy requirements of the Nasdaq rules.

In addition, our board of directors has determined that Anthony Hayes qualifies as an

In addition, our board of directors has determined that Wayne Linsley qualifies as an

“audit committee financial expert,”

4 unchanged sentences

Our compensation committee is responsible for, among other

and recommending the compensation arrangements for management, including the compensation for our president and chief executive

and reviewing general compensation policies with the objective to attract and retain superior talent, to reward individual

performance and to achieve our financial goals;

administering

our stock incentive plans;

the report of the compensation committee that the rules of the Securities and Exchange Commission require to be included in

our annual meeting proxy statement.

reviewing and recommending the compensation arrangements

for management, including the compensation for our president and chief executive officer;

establishing and reviewing general compensation

policies with the objective to attract and retain superior talent, to reward individual performance and to achieve our financial

administering our stock incentive plans;

preparing the report of the compensation committee

that the rules of the Securities and Exchange Commission require to be included in our annual meeting proxy statement.

Our compensation committee consists of

Anthony Hayes, Vadim Mats and David Sarnoff, with Anthony Hayes serving as chair.

Wayne Linsley, Vadim Mats and David Sarnoff, with Wayne Linsley serving as chair.

Our board of directors adopted a written

3 unchanged sentences

among other things:

and nominating members of the board of directors;

and recommending to the board of directors a set of corporate governance principles applicable to our Company;

the evaluation of our board of directors.

identifying and nominating members of the board

of directors;

developing and recommending to the board of directors

a set of corporate governance principles applicable to our Company;

overseeing the evaluation of our board of directors.

Our nominating and corporate governance

committee consists of Vadim Mats, Anthony Hayes and David Sarnoff, with Vadim Mats serving as chair.

committee consists of Vadim Mats, Graig Springer and David Sarnoff, with Vadim Mats serving as chair.

Our board of directors adopted a written

5 unchanged sentences

Richard Granstein, Dr.

Gurjit Hershey, Dr.

William Weglicki, Dr.

Vincent Njar, Dr.

Glenn Cruse and Dr.

Adam Friedman as Medical

Doctor members and (ii) Dr.

Andrew Herr, Sergio Traversa and Dr.

Stefanie Johns as Non-Medical Doctor members.

William Weglicki, and Dr.

Adam Friedman as Medical Doctor members and (ii) Dr.

Andrew Herr, Dr.

Mona Zaghloul, Dr.

Michael Peters, Dr.

Glenn Cruse, Dr.

Vincent Njar and Sergio Traversa as Non-Medical Doctor members.

Delinquent Section 16(a) Reports

6 unchanged sentences

requirements during the fiscal year ended December 31, 2020.

Knie failed to report one transaction on time on a Form 3;

Anthony Hayes failed to report two transactions on time on a Form 3;

Sarnoff failed to report one transaction on time on a Form 3;

Rice failed to report two transactions on time on a Form 3;

Mats failed to report one transaction on time on a Form 3;

Ahern failed to report one transaction on time on a Form 3;

Eitner failed to report three transactions on time on a Form 3 and two transactions on

Anthony Hayes failed to report one transaction on

time on a Form 4;

Jess Poor failed to report two transactions on time on a Form 3 and two transactions

on time on a Form 4;

Spherix Incorporated failed to report four transactions on time on a Form 5.

Code of Ethics and Code of Conduct

AIkido Pharma Inc.

(formerly known as Spherix Inc)

failed to report 4 transactions on time on a Form 5.

Code of Business Code and Ethics Conduct

We adopted a written code of business

3 unchanged sentences

posted on our website at www.hoththerapeutics.com.

Disclosure regarding any amendments to, or waivers from, provisions

of the code of conduct and ethics that apply to our directors, principal executive and financial officers will be posted on the

“Investors-Corporate Governance”

section of our website at www.hoththerapeutics.com or will be included in

a Current Report on Form 8-K, which we will file within four business days following the date of the amendment or waiver.

Disclosure regarding any amendments to, or waivers from, provisions of the

code of conduct and ethics that apply to our directors, principal executive and financial officers will be posted on the “Investors-Corporate

Governance”

section of our website at www.hoththerapeutics.com or will be included in a Current Report on Form 8-K, which

we will file within four business days following the date of the amendment or waiver.

Changes in Nominating Procedures

EXECUTIVE COMPENSATION

Summary Compensation Table

2 unchanged sentences

officer (collectively, the “named executive officers”):

Knie, Chief Executive Officer;

Behrmann, Vice President of Operations.

Robb Knie, Chief Executive Officer;

Springer, Vice President of Operations.

Name and Principal Position

Option Awards

Non-Equity Incentive Plan

Nonqualified deferred compensation

All Other Compensation

Incentive Plan Compensation

deferred compensation earnings

Other Compensation

Chief Executive Officer and President

Vice President of Operations

The amounts reflect the aggregate grant date fair value of option awards computed in accordance with FASB ASC Topic 718, Accounting for Stock Options and Other Stock-Based Compensation.

issued pursuant to the Company’s 2018 Equity Incentive Plan.

Outstanding Equity Awards at

4 unchanged sentences

Option Awards

Number of securities underlying

unexercised options (#) exercisable

Number of securities underlying

unexercised options (#) unexercisable

Number of Securities Underlying Unexercised Options (#) Exercisable

Number of Securities Underlying Unexercised Options (#) Unexercisable

Option Exercise Price ($)

Option Expiration Date

Chief Executive Officer

Vice President of Operations

Non-Employee Director Compensation

2 unchanged sentences

service during the fiscal year ended December 31, 2020.

Other than as set forth in the table and described more fully below,

we did not pay any compensation, make any equity awards or non-equity awards to, or pay any other compensation to any of the non-employee

Other than as set forth in the table and described more fully below, we

did not pay any compensation, make any equity awards or non-equity awards to, or pay any other compensation to any of the non-employee

members of our board of directors in 2020.

Fees earned or paid in cash ($)

Stock Awards ($)

Option Awards ($)

Non-Equity Incentive Plan

Nonqualified deferred compensation

Non-Equity Incentive Plan Compensation ($)

Nonqualified deferred compensation earnings ($)

All Other Compensation ($)

Kenneth Rice (1)

Anthony Hayes (2)

1 unchanged sentence

Graig Springer (3)

(1) Graig Springer was appointed as a member

of the Company’s board of directors on February 28, 2020.

Wayne Linsley (4)

Kenneth Rice resigned as a member of the Company’s Board of Directors

effective as of September 30, 2020.

Anthony Hayes resigned as a member of the Company’s Board of Directors

effective as of April 15, 2020.

Graig Springer was appointed as a member of the Company’s Board

of Directors effective as of February 28, 2020.

Wayne Linsley was appointed as a member of the Company’s Board

of Directors effective as of April 15, 2020.

Non-Employee Director Compensation

Our directors will receive $30,000 cash

compensation per year for their service on the board of directors, as well as reimbursement for out-of-pocket expenses with respect

to such directors’

Our directors receive $30,000 cash compensation

per year for their service on the board of directors, as well as reimbursement for out-of-pocket expenses with respect to such

directors’

attendance at meetings of the board of directors of the Company.

1 unchanged sentence

one-time $6,000 cash compensation upon appointment for their added services in such roles.

In addition, non-employee directors

received options to purchase up to 35,000 shares of the Company’s common stock at an exercise price of $5.26 per share.

In addition, in July 2020, non-employee

directors received options to purchase up to 15,000 shares of the Company’s common stock at an exercise price of $3.05 per

Employment Agreements

7 unchanged sentences

Knie’s base salary was increased to $350,000 per year upon completion of the IPO.

Knie is eligible to receive an

annual bonus of up to $100,000 per year at the discretion of the compensation committee of the Company.

Knie is also entitled

to participate in any and all Benefit Plans (as defined in the Employment Agreement), from time to time, in effect for senior

executives, along with vacation, sick and holiday pay in accordance with the Company’s policies established and in effect

from time to time.

Knie is eligible to receive an annual

bonus of up to $100,000 per year at the discretion of the compensation committee of the Company.

Knie is also entitled to participate

in any and all Benefit Plans (as defined in the Employment Agreement), from time to time, in effect for senior executives, along

with vacation, sick and holiday pay in accordance with the Company’s policies established and in effect from time to time.

The Employment Agreement may be terminated

23 unchanged sentences

Knie was a participant as of the date of death or Total Disability.

termination for Good Reason (as defined in the Employment Agreement), without Cause (as defined in the Employment Agreement) or

Knie’s termination upon 90 days prior written notice to the Company or notice to the Company within 40 days of the consummation

of a Change in Control Transaction (as defined in the Employment Agreement), in addition to the Severance Package, Mr.

receive (i) 12 months base salary at the then current rate, (ii) payment on a pro-rated basis of any annual bonus or other payments

earned in connection with any bonus plan to which the Mr.

Knie was a participant as of the date of termination and (iii) any equity

grants to Mr.

Knie’s termination

for Good Reason (as defined in the Employment Agreement), without Cause (as defined in the Employment Agreement) or Mr.

termination upon 90 days prior written notice to the Company or notice to the Company within 40 days of the consummation of a

Change in Control Transaction (as defined in the Employment Agreement), in addition to the Severance Package, Mr.

Knie shall receive

(i) 12 months base salary at the then current rate, (ii) payment on a pro-rated basis of any annual bonus or other payments earned

in connection with any bonus plan to which the Mr.

Knie was a participant as of the date of termination and (iii) any equity grants

Knie shall be immediately vested upon termination.

The Employment Agreement also contains covenants prohibiting

Knie from disclosing confidential information with respect to the Company.

Jane Behrmann Employment Agreement

The Employment Agreement also contains covenants prohibiting Mr.

from disclosing confidential information with respect to the Company.

Jane Springer Employment Agreement

On November 13, 2019, the Company entered

into an Amended and Restated Employment Agreement (the “Behrmann Employment Agreement”) with Jane Behrmann pursuant

Behrmann will continue to serve as Vice President of Operations of the Company.

The term of the Behrmann Employment

into an Amended and Restated Employment Agreement (the “Springer Employment Agreement”) with Jane Springer pursuant

to which Mrs.

Springer will continue to serve as Vice President of Operations of the Company.

The term of the Springer Employment

Agreement will continue for a period of one year from the date of execution and automatically renews for successive one year periods

1 unchanged sentence

expiration of the then effective term.

Pursuant to the terms of the Behrmann Employment Agreement, Ms.

Behrmann’s base salary

was increased to $175,000, and Ms.

Behrmann shall continue be entitled to earn a bonus, subject to the sole discretion of the

Company’s Board.

In addition, Ms.

Behrmann shall continue be eligible to receive awards pursuant to the Company’s

Pursuant to the terms of the Springer Employment Agreement, Mrs.

Springer’s base

salary was increased to $175,000, and Mrs.

Springer shall continue be entitled to earn a bonus, subject to the sole discretion

of the Company’s Board.

In addition, Mrs.

Springer shall continue be eligible to receive awards pursuant to the Company’s

equity incentive plans, subject to the sole discretion of the Company’s compensation committee.

Behrmann is also entitled

to participate in any and all Employee Benefit Plans (as defined in the Behrmann Employment Agreement), from time to time, that

Springer is also entitled

to participate in any and all Employee Benefit Plans (as defined in the Springer Employment Agreement), from time to time, that

are then in effect along with vacation, sick and holiday pay in accordance with the Company’s policies established and in

effect from time to time.

The Behrmann Employment Agreement may

be terminated by either the Company or Ms.

Behrmann at any time and for any reason upon 10 days prior written notice.

The Springer Employment Agreement may

be terminated by either the Company or Mrs.

Springer at any time and for any reason upon 10 days prior written notice.

Upon termination

of the Behrmann Employment Agreement, Ms.

Behrman shall be entitled to (i) any equity award that has vested prior to the termination

date, (ii) reimbursement of expenses incurred on or prior to such termination date and (iii) such employee benefits to which Ms.

Behrmann may be entitled as of the termination date (collectively, the “Accrued Amounts”).

The Behrmann Employment

Agreement shall also terminate upon Ms.

Behrmann’s death or the Company may terminate Ms.

Behrmann’s employment upon

her Disability (as defined in the Behrmann Employment Agreement).

Upon the termination of Ms.

Behrmann’s employment for

death or Disability, Ms.

Behrmann shall be entitled to receive the Accrued Amounts.

The Behrmann Employment Agreement also contains

covenants prohibiting Ms.

Behrmann from disclosing confidential information with respect to the Company.

OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

The following table sets forth

certain information regarding beneficial ownership of shares of our common stock as of February 28, 2020 by (i) each person

known to beneficially own more than 5% of our outstanding common stock, (ii) each of our directors, (iii) each of our named

executive officers and (iv) all of our directors and named executive officers as a group.

Except as otherwise indicated, the

persons named in the table below have sole voting and investment power with respect to all shares beneficially owned, subject

to community property laws, where applicable.

of the Springer Employment Agreement, Mrs.

Springer shall be entitled to (i) any equity award that has vested prior to the termination

date, (ii) reimbursement of expenses incurred on or prior to such termination date and (iii) such employee benefits to which Mrs.

Springer may be entitled as of the termination date (collectively, the “Accrued Amounts”).

The Springer Employment

Agreement shall also terminate upon Mrs.

Springer’s death or the Company may terminate Mrs.

Springer’s employment

upon her Disability (as defined in the Springer Employment Agreement).

Upon the termination of Mrs.

Springer’s employment

for death or Disability, Mrs.

Springer shall be entitled to receive the Accrued Amounts.

The Springer Employment Agreement also

contains covenants prohibiting Mrs.

Springer from disclosing confidential information with respect to the Company.

SECURITY OWNERSHIP OF CERTAIN

BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

The following table sets forth certain

information regarding beneficial ownership of shares of our common stock as of March 11, 2021 by (i) each person known to beneficially

own more than 5% of our outstanding common stock, (ii) each of our directors, (iii) each of our named executive officers and (iv)

all of our directors and named executive officers as a group.

Except as otherwise indicated, the persons named in the table below

have sole voting and investment power with respect to all shares beneficially owned, subject to community property laws, where

Beneficial Owner (1)

3 unchanged sentences

1,363,259 (3)

Kenneth Rice (5)

Anthony Hayes (7)

Wayne Linsley

David Sarnoff

1 unchanged sentence

All Named Executive Officers and Directors as a Group (6 persons)

5% or Greater Stockholders:

Spherix Incorporated (11)

One Rockefeller Plaza

New York, NY 10020

Chelexa Biosciences, Inc.

Lowell, MA 01852

Matthew Eitner (12)

521 Fifth Avenue, 12 th Floor

5% or Greater Shareholders :

Intracoastal Capital LLC (9)

245 Palm Trail

Delray Beach, FL 33483

2,323,992 (10)

Ionic Ventures, LLC (11)

3053 Fillmore St, Suite 256

San Francisco, CA 94123

1,237,625 (12)

Armistice Capital Master Fund Ltd.

c/o Armistice Capital, LLC

510 Madison Avenue, 7th Floor

New York, NY 10022

Laidlaw Holdings Ltd.

750 Beulahs Lane

Idaho Falls, ID 83401

* Represents beneficial ownership of less

(1) The address of each person is c/o

Hoth Therapeutics, Inc., 1 Rockefeller Plaza, Suite 1039, New York, New York 10020 unless

otherwise indicated herein.

(2) The calculation in this column is

based upon 10,118,732 shares of common stock outstanding on February 28, 2020.

ownership is determined in accordance with the rules of the SEC and generally includes

voting or investment power with respect to the subject securities.

Shares of common stock

that are currently exercisable or convertible within 60 days of February 28, 2020 are

deemed to be beneficially owned by the person holding such securities for the purpose

of computing the percentage beneficial ownership of such person, but are not treated

as outstanding for the purpose of computing the percentage beneficial ownership of any

other person.

(3) Includes an option to purchase up

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

(4) Includes an option to purchase up

to 35,000 shares of the Company’s common stock.

(5) Kenneth Rice is the Executive

Chairman of Chelexa and in such capacity has voting and dispositive power over the

securities held by such entity.

(6) Includes (i) 50,000 shares of common

stock held by Kenneth Rice, (ii) 726,944 shares of common stock held by Chelexa and (ii)

an option to purchase up to 35,000 shares of the Company’s common stock held by

Kenneth Rice.

Pursuant to the Form 5 filed by Spherix Incorporated (“Spherix”) on February 27, 2020, the board of directors of Spherix appointed a committee of 3 members to exercise voting and dispositive power over the securities held by Spherix.

Anthony Hayes, the Chief Executive Officer and a member of the board of directors of Spherix, abstained from the vote to appoint the committee and is not part of the committee and does not exercise voting and dispositive power over the securities held by such Spherix.

Includes (i) 105,301 shares of common stock and (ii) an option to purchase up to 35,000 shares of the Company’s common stock.

Excludes 10,425 shares of common stock which vest in equal installments over a 15 month period.

Includes an option to purchase up to 50,000 shares of the Company’s common stock.

Pursuant to the Form 5 filed by Spherix

on February 27, 2020, the board of directors of Spherix appointed a committee of 3 members

to exercise voting and dispositive power over the securities held by Spherix.

Matthew Eitner is the

Chief Executive Officer of Laidlaw & Company (UK) Ltd.

(“Laidlaw”).

Matthew Eitner disclaims beneficial

ownership of the securities owned by Laidlaw and Laidlaw Holdings Ltd.

Includes (i) 765,000 shares of common stock held by Matthew Eitner, (ii) 1,084 shares of common stock held by Matthew Eitner as UTMA custodian for Brynn E.

Eitner, (iii) 2,050 shares of common stock held by Matthew Eitner as UTMA custodian for Luke S.

Eitner, (iv) 2,035 shares of common stock held by Matthew Eitner as UTMA custodian for Matthew J.

Eitner, (v) 11,101 shares of common stock held by Matthew D.

Eitner SEP IRA and (vi) 3,750 shares of common stock underlying warrants to purchase common stock held by Matthew Eitner.

Matthew Eitner is the Trustee of the Matthew D.

Eitner SEP IRA and in such capacity has voting and dispositive power over the securities held by such IRA.

Includes (i) 726,272 shares of common stock

held by Laidlaw, (ii) warrants to purchase 70,138 shares of common stock held by Laidlaw and (iii) warrants to purchase 3,089 shares

of common stock held by Laidlaw Holdings Ltd.

Laidlaw is a subsidiary of Laidlaw Holdings Ltd.

Accordingly, Laidlaw Holdings Ltd.

has the right to vote and dispose of the securities held by Laidlaw.

Includes (i) 750,000 shares of common stock and (ii) 187,500 shares of common stock underlying warrants to purchase common stock.

2,270,000 (14)

Richard Abbe (15)

Represents beneficial ownership of less than 1%.

The address of each person is c/o Hoth Therapeutics, Inc., 1 Rockefeller Plaza, Suite 1039, New York, New York 10020 unless otherwise indicated herein.

The calculation in this column is based upon 22,776,940 shares of common stock outstanding on March 11, 2021.

Beneficial ownership is determined in accordance with the rules of the SEC and generally includes voting or investment power with respect to the subject securities.

Shares of common stock that are currently exercisable or convertible within 60 days of March 11, 2021 are deemed to be beneficially owned by the person holding such securities for the purpose of computing the percentage beneficial ownership of such person, but are not treated as outstanding for the purpose of computing the percentage beneficial ownership of any other person.

Includes options to purchase up to 555,000 shares of the Company’s common stock.

Includes options to purchase up to 83,000 shares of the Company’s common stock.

Includes options to purchase up to 48,000 shares of the Company’s common stock.

Excludes 2,229 shares of common stock which are subject to vesting.

Includes options to purchase up to 83,000 shares of the Company’s common stock.

Excludes 1,403 shares of common stock which are subject to vesting.

Includes (i) 27,817 shares of the Company’s common stock held by Jane H.

Springer, (ii) options to purchase up to 245,000 shares of the Company’s common stock held by Jane H.

Springer, (iii) options to purchase up to 48,000 shares of the Company’s common stock held by Graig Springer and (iv) 1,104 shares of the Company’s common stock held by Graig Springer.

Excludes 2,229 shares of the Company’s common stock held by Graig Springer which are subject to vesting.

Graig Springer is the spouse of Jane H.

Includes (i) 1,104 shares of the Company’s common stock held by Graig Springer, (ii) options to purchase up to 48,000 shares of the Company’s common stock held by Graig Springer, (iii) 27,817 shares of the Company’s common stock held by Jane H.

Springer and (iv) options to purchase up to 245,000 shares of the Company’s common stock held by Jane H.

Excludes 2,229 shares of the Company’s common stock held by Graig Springer which are subject to vesting.

Springer is the spouse of Graig Springer.

Kopin (“Mr.

Kopin”) and Daniel B.

Asher (“Mr.

Asher”), each of whom are managers of Intracoastal Capital LLC (“Intracoastal”), have shared voting control and investment discretion over the securities reported herein that are held by Intracoastal.

As a result, each of Mr.

Kopin and Mr.

Asher may be deemed to have beneficial ownership (as determined under Section 13(d) of the Exchange Act) of the securities reported herein that are held by Intracoastal.

Includes (i) 1,057,659 shares of common stock and (ii) warrants to purchase up to 1,352,913 shares of common stock.

Excludes warrants to purchase up to 72,287 shares of the Company’s common stock.

The warrants contain an ownership limitation such that the holder may not exercise such warrants to the extent that such exercise would result in the holder’s beneficial ownership being in excess of 9.99% of the Company’s issued and outstanding common stock together with all shares owned by the holder and its affiliates.

Pursuant to the Schedule 13G filed by Ionic Ventures LLC, Brendan O’Neil and Keith Coulston on January 12, 2021 (the “Ionic Schedule 13G”), Brendan O’Neil and Keith Coulston share voting and dispositive power over the securities held by Ionic Ventures LLC.

Pursuant to the Iconic Schedule 13G, includes (i) 825,083 shares of common stock and (ii) warrants to purchase up to 412,542 shares of common stock.

The securities are directly held by Armistice Capital Master Fund

Ltd., a Cayman Islands exempted company (the "Master Fund"), and may be deemed to be indirectly beneficially owned by:

(i) Armistice Capital, LLC ("Armistice Capital"), as the investment manager of the Master Fund;

and (ii) Steven Boyd,

as the Managing Member of Armistice Capital.

Armistice Capital and Steven Boyd disclaim beneficial ownership of the securities

except to the extent of their respective pecuniary interests therein.

Excludes warrants to purchase up to 3,805,950 shares of the Company’s common stock.

The warrants contain an ownership limitation such that the holder may not exercise such warrants to the extent that such exercise would result in the holder’s beneficial ownership being in excess of 4.99% of the Company’s issued and outstanding common stock together with all shares owned by the holder and its affiliates.

Richard Abbe is the managing member of Iroquois Capital Investment Group LLC.

Abbe has voting control and investment discretion over securities held by Iroquois Capital Investment Group LLC.

Abbe may be deemed to be the beneficial owner (as determined under Section 13(d) of the Exchange Act) of the shares held by Iroquois Capital Investment Group LLC.

Iroquois Capital Management L.L.C.

is the investment manager of Iroquois Master Fund, Ltd.

Iroquois Capital Management, LLC has voting control and investment discretion over securities held by Iroquois Master Fund.

As Managing Members of Iroquois Capital Management, LLC, Richard Abbe and Kimberly Page make voting and investment decisions on behalf of Iroquois Capital Management, LLC in their capacity as investment manager to Iroquois Master Fund Ltd.

As a result of the foregoing, Mr.

Abbe and Mrs.

Page may be deemed to have beneficial ownership (as determined under Section 13(d) of the Exchange Act) of the shares held by Iroquois Capital Management and Iroquois Master Fund.

Includes (i) 911,392 shares of common stock held by Iroquois Master Fund Ltd.

and (ii) 354,430 shares of common stock held by Iroquois Capital Investment Group LLC.

Excludes (i) warrants to purchase up to 911,392 shares of common stock held by Iroquois Master Fund Ltd.

and (ii) warrants to purchase up to 354,430 shares of common stock held by Iroquois Capital Investment Group LLC.

The warrants contain an ownership limitation such that the holder may not exercise such warrants to the extent that such exercise would result in the holder’s beneficial ownership being in excess of 4.99% of the Company’s issued and outstanding common stock together with all shares owned by the holder and its affiliates.

Securities Authorized for Issuance Under Equity Compensation

2 unchanged sentences

Plan Category

Number of securities to be

issued upon exercise of outstanding options, warrants and rights

Weighted average exercise

price of outstanding options, warrants and rights

Number of securities remaining

available for future issuance under equity compensation plans (excluding securities reflected in column (a))

Number of securities to be issued upon exercise of outstanding options, warrants and rights (a)

Weighted average exercise price of outstanding options, warrants and rights

Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a))

Equity compensation plans approved by security holder

Equity compensation plans not approved by security holder

RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

CERTAIN RELATIONSHIPS AND

RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

The following includes a summary of transactions

during our fiscal years ended December 31, 2020 and December 31, 2019 to which we have been a party, including transactions in

which the amount involved in the transaction exceeds the lesser of $120,000 or 1% of the average of our total assets at year-end for

the last two completed fiscal years, and in which any of our directors, executive officers or, to our knowledge, beneficial owners

of more than 5% of our capital stock or any member of the immediate family of any of the foregoing persons had or will have a

direct or indirect material interest, other than equity and other compensation, termination, change in control and other arrangements,

which are described elsewhere in this Annual Report on Form 10-K.

We are not otherwise a party to a current related party transaction,

and no transaction is currently proposed, in which the amount of the transaction exceeds the lesser of $120,000 or 1% of the average

of our total assets at year-end for the last two completed fiscal years and in which a related person had or will have a

direct or indirect material interest.

Laidlaw & Company (UK) Ltd.

On July 6, 2017, we entered into an engagement

agreement with Laidlaw.

We agreed to pay Laidlaw a fee in the amount of 10% of the gross proceeds of the private placement of

our securities received from investors at the closing of such offering.

During the year ended December 31, 2018, we paid Laidlaw

an aggregate of $174,180 (including expenses of Laidlaw’s legal counsel) pursuant to such agreement, inclusive of a non-accountable

expense reimbursement equal to 2% of the gross proceeds received from investors during such period.

which the amount involved in the transaction exceeds the lesser of $120,000 or 1% of the average of our total assets at year-end

for the last two completed fiscal years, and in which any of our directors, executive officers or, to our knowledge, beneficial

owners of more than 5% of our capital stock or any member of the immediate family of any of the foregoing persons had or will

have a direct or indirect material interest, other than equity and other compensation, termination, change in control and other

arrangements, which are described elsewhere in this Annual Report on Form 10-K.

We are not otherwise a party to a current related

party transaction, and no transaction is currently proposed, in which the amount of the transaction exceeds the lesser of $120,000

or 1% of the average of our total assets at year-end for the last two completed fiscal years and in which a related person had

or will have a direct or indirect material interest.

Laidlaw & Company (UK)

On February 14, 2019, we entered into

3 unchanged sentences

counsel, up to an aggregate of $200,000.

In addition, Laidlaw received five-year warrants to purchase 50,000 shares of our

common stock at an exercise price of $7.00 per share.

In addition, Laidlaw received five-year warrants to purchase 50,000 shares of our common

stock at an exercise price of $7.00 per share.

On August 16, 2019, we consummated a private

4 unchanged sentences

to purchase 61,113 shares of our common stock at an exercise price of $5.00 per share.

Chelexa Biosciences, Inc.

On May 26, 2017, we entered into a sublicense

agreement with Chelexa, as amended on August 22, 2018 and August 29, 2018.

Kenneth Rice, a member of our board of directors is

the Executive Chairman of Chelexa.

Pursuant to the terms of the sublicense agreement, Chelexa granted us an exclusive worldwide

sublicense to use the BioLexa Platform, a proprietary, patented, drug compound platform developed at the University of Cincinnati.

Furthermore, pursuant to the terms of the sublicense agreement, we will pay Chelexa up to an aggregate of $3.8 million, of which

$300,000 has been paid to date.

Such amount consists of total milestone payments of $3.5 million in addition to payments by us

of certain licensing fees and all development and commercialization expenses.

In addition, we will also be required to pay sales-based

royalties at percentages which range from mid to high single digits, with high sales volumes being subject to lower royalty rates.

We also issued Chelexa 250,000 shares of our common stock, as well as an additional 476,943 shares of our common stock which was

10% of our fully-diluted equity at May 26, 2017, as adjusted, until such time that we had raised a minimum of $3,000,000.

the date hereof, we have issued Chelexa an aggregate of 476,943 additional shares of common stock pursuant to the Preemptive Right.

We have raised more than $3,000,000 and therefore the Preemptive Right has been terminated.

The sublicense agreement shall terminate

on the later of April 16, 2034 or the last to expire patent in the Patent Rights (as defined in the sublicense agreement) (the

“Sublicense Term”).

We have the right of first refusal, in our sole discretion, to renew the Sublicense Term.

terminate the sublicense agreement at any time upon twelve months prior notice.

In the event we are in default of any of our material

obligations under the sublicense agreement, Chelexa may, at its option upon 90 days prior written notice, terminate the sublicense

agreement if we do not cure such default prior to the expiration of such 90 day period.

In addition, at any time after May 26,

2018, Chelexa may, at its sole discretion, terminate or render the license non-exclusive if, in Chelexa’s judgment the Progress

Reports (as defined in the sublicense agreement) furnished by us does not demonstrate that we used our best commercial efforts

to develop and seek regulatory approval for the BioLexa Platform in the Territory (as defined in the sublicense agreement) and

in the Field (as defined in the sublicense agreement) and /or is engaged in manufacturing, marketing or sublicensing activity

which is reasonably expected to keep the BioLexa Platform reasonably available to the public.

The sublicense agreement will automatically

terminate upon the expiration of the UC License (as defined in the sublicense agreement).

On March 26, 2020, we entered into an underwriting

agreement with Laidlaw pursuant to which we paid Laidlaw a fee in the amount of 8% of the gross proceeds of our sale of 1,449,275

shares of common stock, or approximately $400,000.

We also reimbursed Laidlaw approximately $50,000 for management fee and certain

out-of-pocket expenses, including the fees and disbursements of their counsel in an amount equal to $25,000.

In addition, Laidlaw

received a warrant to purchase 72,464 shares of our common stock at an exercise price of $4.14 per share.

AIkido Pharma Inc.

In connection with the sale of 1,700,000

the shares of common stock, on June 30, 2017, we entered into a registration rights agreement (“Spherix RRA”) with

Spherix Incorporated (“Spherix”), a company in which Anthony Hayes, a member of our board of directors, is the Chief

Executive Officer and member of the board of directors, pursuant to which we agreed, among other things, to file with the SEC

a registration statement on Form S-1 under the Securities Act that covers the resale of 1,700,000 shares of common stock issued

to Spherix pursuant to a securities purchase agreement between us and Spherix and any securities issued or issuable upon any stock

split, dividend or other distribution, recapitalization or similar event with respect to the foregoing (the “Spherix Registrable

Securities”).

Pursuant to the Spherix RRA, we are obligated to use our best efforts to have the registration statement declared

effective by the SEC as soon as practicable after it is filed with the SEC, but in no event later than the applicable Effectiveness

“Effectiveness Date”

means with respect to the initial registration statement required to be filed pursuant

to the Spherix RRA, the 18 month anniversary of the closing date of the transactions contemplated by the securities purchase agreement

and, with respect to any additional registration statements which may be required pursuant to the Spherix RRA, the earliest practical

date on which we are permitted to go effective on such additional registration statement;

provided, however, that, in the event

we are notified by the SEC that one or more of the above registration statements will not be reviewed or is no longer subject

to further review and comments, the Effectiveness Date as to such registration statement shall be the fifth trading day following

the date on which we are so notified if such date precedes the dates otherwise required above.

In addition, pursuant to the terms

of the Spherix RRA, without the consent of Spherix, neither we nor any of our security holders may include our securities in any

registration statements other than the Spherix Registrable Securities.

Furthermore, subject to certain exemptions, if at any time

during the Effectiveness Period there is not an effective registration statement covering all of the Spherix Registrable Securities

and we shall determine to prepare and file with the SEC a registration statement relating to an offering for our own account or

the account of others under the Securities Act of any of our equity securities, then we shall deliver to Spherix a written notice

of such determination and, if within 15 days after the date of the delivery of such notice, Spherix notifies us in writing, we

must include in such registration statement all or any part of such Spherix Registrable Securities requested to be registered

the shares of common stock, on June 30, 2017, we entered into a registration rights agreement (“AIkido RRA”) with

AIkido Pharma Inc.

f/k/a Spherix Incorporated (“AIkido”), a company in which Anthony Hayes, a former member of our

board of directors, is the Chief Executive Officer, Principal Financial Officer, Principal Accounting Officer and member of the

board of directors, pursuant to which we agreed, among other things, to file with the SEC a registration statement on Form S-1

under the Securities Act that covers the resale of 1,700,000 shares of common stock issued to AIkido pursuant to a securities

purchase agreement between us and AIkido and any securities issued or issuable upon any stock split, dividend or other distribution,

recapitalization or similar event with respect to the foregoing (the “AIkidoRegistrable Securities”).

the AIkido RRA, we are obligated to use our best efforts to have the registration statement declared effective by the SEC as soon

as practicable after it is filed with the SEC, but in no event later than the applicable Effectiveness Date.

“Effectiveness

means with respect to the initial registration statement required to be filed pursuant to the Aikido RRA, the 18 month

anniversary of the closing date of the transactions contemplated by the securities purchase agreement and, with respect to any

additional registration statements which may be required pursuant to the AIkido RRA, the earliest practical date on which we are

permitted to go effective on such additional registration statement;

provided, however, that, in the event we are notified by

the SEC that one or more of the above registration statements will not be reviewed or is no longer subject to further review and

comments, the Effectiveness Date as to such registration statement shall be the fifth trading day following the date on which

we are so notified if such date precedes the dates otherwise required above.

In addition, pursuant to the terms of the Aikido

RRA, without the consent of AIkido, neither we nor any of our security holders may include our securities in any registration

statements other than the AIkido Registrable Securities.

Furthermore, subject to certain exemptions, if at any time during the

Effectiveness Period there is not an effective registration statement covering all of the AIkido Registrable Securities and we

shall determine to prepare and file with the SEC a registration statement relating to an offering for our own account or the account

of others under the Securities Act of any of our equity securities, then we shall deliver to Aikido a written notice of such determination

and, if within 15 days after the date of the delivery of such notice, AIkido notifies us in writing, we must include in such registration

statement all or any part of such AIkido Registrable Securities requested to be registered by AIkido.

In addition, we entered into a lock-up

leak-out agreement with Spherix pursuant to which Spherix and its affiliates have agreed to not take certain actions, including

leak-out agreement with AIkido pursuant to which AIkido and its affiliates have agreed to not take certain actions, including

exercising their registration rights, until the 36 month anniversary of the IPO.

Pursuant to such agreement and the Spherix

RRA, we have registered 70,000 of the Spherix Registrable Securities for resale on a registration statement on Form S-1.

we registered 100,000 of the Spherix Registrable Securities for distribution to Spherix’s stockholders on a registration

statement on Form S-1.

Furthermore, on March 7, 2021, AIkido entered

into a lock-up agreement pursuant to which it agreed, subject to certain exception, not to, among other things, (i) offer, sell,

contract to sell, hypothecate, pledge or otherwise dispose of (or enter into any transaction which is designed to, or might reasonably

be expected to, result in the disposition) of any shares of our common stock or common stock equivalents;

(ii) enter into any

swap or other agreement that transfers, in whole or in part, any of the economic consequences of ownership of our securities;

(iii) engage in any short selling of our common stock;

or (iv) make any demand for or exercise any right with respect to, the

registration of any shares of our common stock or common stock equivalents until the 12 month anniversary of the effective date

of the lock-up agreement.

Pursuant to such agreement and the Aikido

RRA, we have registered an aggregate of 170,000 of the Aikido Registrable Securities for resale on registration statements on

Alderaan Group, LLC

On January 1, 2019, we entered into a Project

Management Agreement with Alderaan Group, LLC (“Alderaan”), a company in which Kenneth Rice, a member of our board

of directors, is the Chief Executive Officer.

Pursuant to the terms of the Project Management Agreement, Alderaan provides us with

certain services including assistance with certain clinical trials of BioLexa, non-clinical work, material production and stability

studies, expansion efforts with respect to intellectual property and providing support with respect to our acquisition efforts.

During the year ended December 31, 2019, we paid Alderaan an aggregate of $145,000 pursuant to such agreement.

On January 1, 2019, we entered into a

Project Management Agreement with Alderaan Group, LLC (“Alderaan”), a company in which Kenneth Rice, a former member

of our board of directors, is the Chief Executive Officer.

Pursuant to the terms of the Project Management Agreement, Alderaan

provided us with certain services including assistance with certain clinical trials of BioLexa, non-clinical work, material production

and stability studies, expansion efforts with respect to intellectual property and provided support with respect to our acquisition

During the years ended December 31, 2020 and 2019, we paid Alderaan an aggregate of $113,667 and $142,500, respectively,

pursuant to such agreement.

The agreement was terminated on July 29, 2020.

Related Person Transaction Policy

26 unchanged sentences

into account the relevant available facts and circumstances including, but not limited to:

risks, costs and benefits to us;

impact on a director’s independence in the event that the related person is a director, immediate family member of a

director or an entity with which a director is affiliated;

availability of other sources for comparable services or products;

terms available to or from, as the case may be, unrelated third parties or to or from employees generally.

the risks, costs and benefits to us;

the impact on a director’s independence in

the event that the related person is a director, immediate family member of a director or an entity with which a director

is affiliated;

the availability of other sources for comparable

services or products;

the terms available to or from, as the case may

be, unrelated third parties or to or from employees generally.

The policy requires that, in determining

8 unchanged sentences

Listing Rule 5605(a)(2).

The Board considers Anthony Hayes, Vadim Mats, David Sarnoff and Graig Springer to be “independent.”

ACCOUNTING FEES AND SERVICES

The Board considers Wayne Linsley, Vadim Mats, David Sarnoff and Graig Springer to be “independent.”

PRINCIPAL ACCOUNTANT FEES

The following table sets forth the aggregate fees billed by

as described below:

WithumSmith+Brown, PC as described below:

Audit Related Fees

All Other Fees

Fees consist of fees billed for professional services performed by WithumSmith+Brown, PC for the audit of our annual consolidated

financial statements, the review of interim consolidated financial statements, and related services that are normally provided

in connection with registration statements.

Audit fees consist

of fees billed for professional services performed by WithumSmith+Brown, PC for the audit of our annual consolidated financial

statements, the review of interim consolidated financial statements, and related services that are normally provided in connection

with registration statements.

Audit-Related Fees:

Related Fees may consist of fees billed by an independent registered public accounting firm for assurance and related services

that are reasonably related to the performance of the audit or review of our consolidated financial statements.

consist of fees for professional services, including tax compliance performed by WithumSmith+Brown, PC.

Audit related

fees may consist of fees billed by an independent registered public accounting firm for assurance and related services that are

reasonably related to the performance of the audit or review of our consolidated financial statements.

There were no such fees

incurred by the Company in the fiscal year ended December 31, 2020.

Tax fees may consist

of fees for professional services, including tax compliance performed by WithumSmith+Brown, PC.

There were no such fees incurred

by the Company in the fiscal years ended December 31, 2020 and 2019.

All Other Fees:

were no such fees incurred by the Company in the fiscal years ended December 31, 2019 and 2018.

There were no such

fees incurred by the Company in the fiscal years ended December 31, 2020 and 2019.

Pre-Approval Policies and Procedures

9 unchanged sentences

the services performed by our independent registered public accounting firm were pre-approved by the audit committee.

EXHIBITS, FINANCIAL STATEMENT

following documents are filed as part of this report:

(1) Financial

of Independent Registered Public Accounting Firm

Balance Sheets

Statements of Operations

Statements of Changes in Stockholders’

Statements of Cash Flows

to Consolidated Financial Statements

EXHIBIT AND FINANCIAL STATEMENT SCHEDULES

The following documents are filed as part of this report:

Financial Statements:

Report of Independent Registered Public Accounting Firm

Consolidated Balance Sheets

Consolidated Statements of Operations and Comprehensive Loss

Consolidated Statements of Changes in Stockholders’

Consolidated Statements of Cash Flows

Notes to Consolidated Financial Statements

The consolidated financial statements

required by this Item are included beginning at page F-1.

(1) Financial

Statement Schedules:

Financial Statement Schedules:

All financial statement schedules have

11 unchanged sentences

of Underwriter Warrant (Incorporated by reference to Exhibit 4.2 to the Company’s Form S-1/A filed on January 11, 2019)

of Warrant (Incorporated by reference to Exhibit 4.1 to the Company’s Form 8-K filed on March 25, 2020)

of Warrant (Incorporated by reference to Exhibit 4.1 to the Company’s Form 8-K filed on May 22, 2020)

Description of the Registrant’s Securities

and Restated Employment Agreement between Hoth Therapeutics, Inc.

1 unchanged sentence

to the Company’s Form 8-K filed on February 20, 2019)

Agreement with Chelexa Biosciences, Inc.

dated May 26, 2017 (Incorporated by reference to Exhibit 10.4 to the Company’s

Form S-1/A filed on December 14, 2018)

Agreement with the University of Cincinnati dated May 18, 2018 (Incorporated by reference to Exhibit 10.5 to the Company’s

6 unchanged sentences

Equity Incentive Plan (Incorporated by reference to Exhibit 10.11 to the Company’s Form S-1/A filed on December 14,

Agreement with Regus dated May 2, 2019

Renewal Agreement with Regus dated April 14, 2020 (Incorporated by reference to exhibit 10.9 to the Company’s Form 10-K filed on March 2, 2020)

of Securities Purchase Agreement (Incorporated by reference to Exhibit 10.13 to the Company’s Form S-1/A filed on December

of Registration Rights Agreement (Incorporated by reference to Exhibit 10.14 to the Company’s Form S-1/A filed on December

1 to Sublicense Agreement with Chelexa Biosciences, Inc.

dated August 22, 2018 (Incorporated by reference to Exhibit

10.15 to the Company’s Form S-1 filed on October 10, 2018)

2 to Sublicense Agreement with Chelexa Biosciences, Inc.

dated August 29, 2018 (Incorporated by reference to Exhibit

10.16 to the Company’s Form S-1 filed on October 10, 2018)

Agreement between Hoth Therapeutics, Inc.

8 unchanged sentences

Therapeutics, Inc.

(Incorporated by reference to Exhibit 10.1

to the Company’s Form 8-K filed on August 23, 2019)

(Incorporated by reference to Exhibit 10.1 to the

Company’s Form 8-K filed on August 23, 2019)

and Restated Employment Agreement between Hoth Therapeutics, Inc.

Behrmann (Incorporated by reference to Exhibit

Springer (Incorporated by reference to Exhibit

10.7 to the Company’s Form 10-Q filed on November 12, 2019)

License Agreement with North Carolina State University dated November 20, 2019

of the registrant

of WithumSmith+Brown, PC

Certification

of the Chief Executive Officer pursuant to Rule 13a-14(a) of the Exchange Act, as adopted pursuant to Section 302 of the Sarbanes-Oxley

Certification

of the Chief Financial Officer pursuant to Rule 13a-14(a) of the Exchange Act, as adopted pursuant to Section 302 of the Sarbanes-Oxley

Certification

of the Chief Executive Officer and Chief Financial Officer pursuant to Rule 13a-14(b) of the Exchange Act and 18 U.S.C.

1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

License Agreement with North Carolina State University dated November 20, 2019 (Incorporated by reference to exhibit 10.22 to the Company’s Form 10-K filed on March 2, 2020)

and Royalty Agreement by and between the Company and Voltron Therapeutics, Inc.

dated March 23, 2020 (Incorporated by reference

to Exhibit 10.1 to the Company’s Form 8-K filed on March 23, 2020)

Interest Purchase Agreement by and between the Company and HaloVax, LLC dated March 23, 2020 (Incorporated by reference

to Exhibit 10.2 to the Company’s Form 8-K filed on March 23, 2020)

License Agreement between the Company and Virginia Commonwealth University Intellectual Property Foundation dated May 18,

2020 (Incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K filed on May 19, 2020)

Interest Purchase Agreement by and between the Company and HaloVax, LLC dated May 28, 2020 (Incorporated by reference to Exhibit

10.1 to the Company’s Form 8-K filed on May 29, 2020)

Project Agreement by and between the Company and Virginia Commonwealth University (Incorporated by reference to Exhibit 10.1

to the Company’s Form 8-K filed on July 2, 2020)

Agreement by and between the Company and Isoprene Pharmaceutics, Inc.

dated July 30, 2020 (Incorporated by reference to Exhibit

10.1 to the Company’s Form 8-K filed on August 5, 2020)

Agreement by and between the University of Cincinnati and Chelexa BioSciences, Inc.

dated February 27, 2013 assigned to the

Company on May 14, 2020 (Incorporated by reference to Exhibit 10.3 to the Company’s Form 10-Q filed on August 13, 2020)

Amendment to Exclusive License Agreement by and between the University of Cincinnati and Chelexa BioSciences, Inc.

17, 2013 assigned to the Company on May 14, 2020 (Incorporated by reference to Exhibit 10.4 to the Company’s Form 10-Q

filed on August 13, 2020)

Amendment to Exclusive License Agreement by and between the University of Cincinnati and Chelexa BioSciences, Inc.

dated February

27, 2013 assigned to the Company on May 14, 2020 (Incorporated by reference to Exhibit 10.5 to the Company’s Form 10-Q

filed on August 13, 2020)

and Assumption Agreement by and between the Company and Chelexa BioSciences, Inc.

dated May 14, 2020 (Incorporated by reference

to Exhibit 10.6 to the Company’s Form 10-Q filed on August 13, 2020)

Agreement by and between the Company and Chelexa BioSciences, Inc.

dated May 14, 2020 (Incorporated by reference to Exhibit

10.7 to the Company’s Form 10-Q filed on August 13, 2020)

Agreement by and among the Company, Chelexa BioSciences, Inc.

and the University of Cincinnati dated May 14, 2020 (Incorporated

by reference to Exhibit 10.8 to the Company’s Form 10-Q filed on August 13, 2020)

License Agreement by and between the Company and the George Washington University dated August 7, 2020 (Incorporated by reference

to Exhibit 10.9 to the Company’s Form 10-Q filed on August 13, 2020)

Agreement by and between the Company and Stefanie Johns dated August 28, 2020 (Incorporated by reference to Exhibit 10.1 to

the Company’s Form 8-K filed on August 31, 2020)

Research Agreement by and between the Company and the George Washington University (Incorporated by reference to Exhibit 10.1

to the Company’s Form 8-K filed on September 21, 2020)

of Securities Purchase Agreement (Incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K filed on January

of Warrant (Incorporated by reference to Exhibit 10.2 to the Company’s Form 8-K filed on January 8, 2021)

of Registration Rights Agreement (Incorporated by reference to Exhibit 10.3 to the Company’s Form 8-K filed on January

of Placement Agent Warrant (Incorporated by reference to Exhibit 10.4 to the Company’s Form 8-K filed on January 8,

Amendment to the Employment Agreement between Hoth Therapeutics, Inc.

and Stefanie Johns (Incorporated by reference to Exhibit

10.1 to the Company’s Form 8-K filed on January 29, 2021)

Form of Securities Purchase Agreement (Incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K filed on March 9, 2021)

Form of Common Stock Warrants (Incorporated by reference to Exhibit 10.2 to the Company’s Form 8-K filed on March 9, 2021)

Form of Pre-Funded Warrants (Incorporated by reference to Exhibit 10.3 to the Company’s Form 8-K filed on March 9, 2021)

Form of Registration Rights Agreement (Incorporated by reference to Exhibit 10.4 to the Company’s Form 8-K filed on March 9, 2021)

Form of Placement Agent Warrants (Incorporated by reference to Exhibit 10.5 to the Company’s Form 8-K filed on March 9, 2021)

Subsidiaries of the registrant

Consent of WithumSmith+Brown, PC

Certification of the Chief Executive Officer pursuant to Rule 13a-14(a) of the Exchange Act, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Certification of the Chief Financial Officer pursuant to Rule 13a-14(a) of the Exchange Act, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Certification of the Chief Executive Officer and Chief Financial Officer pursuant to Rule 13a-14(b) of the Exchange Act and 18 U.S.C.

Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

XBRL Instance Document.

XBRL Taxonomy Extension

Calculation Linkbase.

XBRL Taxonomy Extension

Labels Linkbase.

XBRL Taxonomy Extension

Presentation Linkbase.

XBRL Taxonomy Extension

Definition Linkbase.

a management contract or any compensatory plan, contract or arrangement.

# Confidential

treatment has been requested to a portion of this exhibit, and such confidential portion

has been deleted and filed separately with the SEC.

to Item 601(b)(10) of Regulation S-K, certain confidential portions of this exhibit

were omitted by means of marking such portions with an asterisk because the identified

confidential portions (i) are not material and (ii) would be competitively

harmful if publicly disclosed.

XBRL Taxonomy Extension Schema.

XBRL Taxonomy Extension Calculation Linkbase.

XBRL Taxonomy Extension Labels Linkbase.

XBRL Taxonomy Extension Presentation Linkbase.

XBRL Taxonomy Extension Definition Linkbase.

Filed herewith.

Indicates a management contract or any compensatory plan, contract or

Confidential treatment has been requested to a portion of this exhibit,

and such confidential portion has been deleted and filed separately with the SEC.

Pursuant to Item 601(b)(10) of Regulation S-K, certain confidential portions

of this exhibit were omitted by means of marking such portions with an asterisk because the identified confidential portions

(i) are not material and (ii) would be competitively harmful if publicly disclosed.

Pursuant to the requirements

of Section 13 and 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this Annual Report on Form

10-K to be signed on its behalf by the undersigned, thereunto duly authorized on this 2nd day of March, 2020.

THERAPEUTICS, INC.

of Section 13 and 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this Annual Report on Form 10-K

to be signed on its behalf by the undersigned, thereunto duly authorized on this 16th day of March, 2021.

HOTH THERAPEUTICS, INC.

/s/ Robb Knie

Chief Executive Officer

(Principle Executive Officer)

/s/ David Briones

David Briones

Financial Officer

Financial and Accounting Officer)

Chief Financial Officer

(Principal Financial and Accounting Officer)

Pursuant to the requirements

1 unchanged sentence

registrant and in the capacities and on the dates indicated.

Executive Officer, President and Director

Executive Officer)

Chief Executive Officer, President and Director

March 16, 2021

(Principle Executive Officer)

Stefanie Johns

Chief Scientific Officer

March 16, 2021

David Briones

Financial Officer

Financial and Accounting Officer)

Anthony Hayes

Chief Financial Officer

March 16, 2021

David Briones

(Principal Financial and Accounting Officer)

March 16, 2021

Wayne Linsley

March 16, 2021

Wayne Linsley

March 16, 2021

/s/ Graig Springer

March 16, 2021

Graig Springer

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures