What changed in this filing

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Item 1. Financial Statements

2023-08-08 compared with 2023-05-11 · 220 added, 218 removed, 318 unchanged (58% of the section changed)

FINANCIAL STATEMENTS

Relmada Therapeutics, Inc.

Condensed Consolidated Balance Sheets

Therapeutics, Inc.

Consolidated Balance Sheets

Current assets:

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Total current liabilities

Total liabilities

Stockholders’ Equity:

Class A convertible preferred stock, $ 0.001 par value, 3,500,000 shares authorized, none issued and outstanding

Common stock, $ 0.001 par value, 150,000,000 shares authorized, 30,099,203

shares issued and outstanding

Common stock, $ 0.001 par value, 150,000,000 shares authorized, 30,099,203 shares issued and outstanding

Additional paid-in capital

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$ 152,905,179

The accompanying notes are an integral part of

these unaudited condensed consolidated financial statements.

Relmada Therapeutics, Inc.

Condensed Consolidated Statements of Operations

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

Therapeutics, Inc.

Consolidated Statements of Operations

Three months ended

Six months ended

Operating expenses:

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Loss from operations

Other income (expenses):

( 26,026,726 )

( 45,512,072 )

( 54,180,335 )

( 83,809,495 )

Other (expenses) income:

Gain on settlement of fees

Interest/investment income, net

Realized loss on short-term investments

Unrealized gain (loss) on short-term investments

Total other income (expenses)

Realized (loss) gain on short-term investments

Unrealized (loss) gain on short-term investments

( 1,186,337 )

( 2,949,624 )

Total other income

$ ( 25,302,954 )

$ ( 39,934,968 )

$ ( 51,624,530 )

$ ( 79,680,751 )

Loss per common share – basic and diluted

Weighted average number of common shares outstanding – basic and diluted

The accompanying notes are an integral part of

these unaudited condensed consolidated financial statements.

Relmada Therapeutics, Inc.

Condensed Consolidated Statements of Changes

in Stockholders’ Equity

Three months ended March 31, 2023

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

Therapeutics, Inc.

Consolidated Statements of Stockholders’ Equity

Three and Six months ended June 30, 2023

Balance – December 31, 2022

$ 602,517,138

$ ( 462,110,935 )

$ 140,436,302

Stock based compensation

( 26,321,576 )

Balance – March 31, 2023

( 488,432,511 )

Three months ended March 31, 2022

Stock based compensation

( 25,302,954 )

Balance – June 30, 2023

$ 625,041,121

$ ( 513,735,465 )

$ 111,335,755

Three and Six months ended June 30, 2022

Balance - December 31, 2021

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( 344,812,895 )

Stock based compensation

Warrant exercised for cash

Options exercised for cash

ATM offering, net of offering costs

( 39,934,968 )

The accompanying notes are an integral part of

these unaudited condensed consolidated financial statements.

Relmada Therapeutics, Inc.

Condensed Consolidated Statements of Cash Flows

Three months ended

Cash flows from operating activities

Balance – June 30, 2022

$ 581,569,169

$ ( 384,747,863 )

$ 196,851,331

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

Therapeutics, Inc.

Consolidated Statements of Cash Flows

Six months ended

Cash flows from operating activities

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

Depreciation expense

Stock-based compensation

Realized loss on short-term investments

Gain on settlement of fees

Realized loss (gain) on short-term investments

Unrealized (gain) loss on short-term investments

( 1,291,110 )

Change in operating assets and liabilities:

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Other receivables

Prepaid expenses

Prepaid expenses and other assets

Accounts payable

Accrued expenses

( 1,531,649 )

Net cash (used in) operating activities

( 16,505,094 )

( 19,429,743 )

Cash flows from investing activities

Purchase of short-term investments

( 34,767,287 )

( 25,915,957 )

Sale of short-term investments

Net cash provided by (used in) investing activities

( 10,027,668 )

Cash flows from financing activities

Proceeds from issuance of common stock

Proceeds from issuance of common stock, net

Proceeds from options exercised for common stock

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Net cash provided by financing activities

Net increase in cash and cash equivalents

Net increase/(decrease) in cash and cash equivalents

Cash and cash equivalents at beginning of the period

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Cash paid during the period for:

The accompanying notes are an integral part of

these unaudited condensed consolidated financial statements.

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

Relmada Therapeutics, Inc.

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including, but not limited to, dependence on collaborative arrangements, development by the Company or its competitors of new technological

innovations, dependence on key personnel, protection of proprietary technology, and compliance with the Food and Drug Administration

(FDA) and other governmental regulations and approval requirements.

innovations, dependence on key personnel, protection of proprietary technology, and compliance with the Food and Drug Administration (FDA)

and other governmental regulations and approval requirements.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING

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GAAP for complete consolidated financial statements.

The unaudited condensed consolidated

financial statements reflect all adjustments (consisting of normal recurring adjustments) which are, in the opinion of management, necessary

for a fair statement of the results for the interim periods presented.

Interim results are not necessarily indicative of the results

for the full year.

These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated

financial statements of the Company for the year ended December 31, 2022 and notes thereto contained in the Company’s Annual Report

on Form 10-K.

The unaudited condensed consolidated financial

statements reflect all adjustments (consisting of normal recurring adjustments) which are, in the opinion of management, necessary for

a fair statement of the results for the interim periods presented.

Interim results are not necessarily indicative of the results for the

These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial

statements of the Company for the year ended December 31, 2022 and notes thereto contained in the Company’s Annual Report on Form

Principles of Consolidation

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accounts and transactions have been eliminated in consolidation.

As shown in the accompanying unaudited condensed consolidated financial

statements, the Company incurred negative operating cash flows of $ 16,505,094 for the three months ended March 31, 2023 and has an accumulated

deficit of $ 488,432,511 from inception through March 31, 2023.

Management believes that the Company’s existing cash and cash

equivalents and short-term investments will enable it to fund operating expenses and capital expenditure requirements for at least 12

months from the issuance of these unaudited condensed consolidated financial statements.

Beyond that point management will evaluate the

size and scope of any subsequent operations and clinical trials that will affect the timing of additional financings through public or

private sales of equity or debt securities or from bank or other loans or through strategic collaboration and/or licensing agreements.

As shown in the accompanying unaudited condensed

consolidated financial statements, the Company incurred negative operating cash flows of $ 29,778,363 for the six months ended June 30,

2023 and has an accumulated deficit of $ 513,735,465 from inception through June 30, 2023.

Management believes that the Company’s existing

cash and cash equivalents and short-term investments will enable it to fund operating expenses and capital expenditure requirements for

at least 12 months from the issuance of these unaudited condensed consolidated financial statements.

Beyond that point management will

evaluate the size and scope of any subsequent operations and clinical trials that will affect the timing of additional financings through

public or private sales of equity or debt securities or from bank or other loans or through strategic collaboration and/or licensing agreements.

Further, additional financing does not affect the Company’s conclusion that based on the cash on hand and the budgeted cash flow

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Cash and Cash Equivalents

The Company considers cash deposits and all highly liquid investments

with a maturity of three months or less when purchased to be cash equivalents.

The Company’s cash deposits are held at two high-credit-quality

financial institutions.

The Company’s cash and cash equivalents balance of $ 28,894,360 at March 31, 2023 at these institutions exceed

the federally insured limits.

The Company considers cash deposits and all highly

liquid investments with a maturity of three months or less when purchased to be cash equivalents.

The Company’s cash deposits are

held at two high-credit-quality financial institutions.

The Company’s cash and cash equivalents balance of $ 14,469,354 at June 30,

2023 at these institutions exceed the federally insured limits.

Relmada Therapeutics, Inc.

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Short-term Investments

The Company’s investments consist entirely

of mutual funds.

The Company’s investments consist

entirely of mutual funds.

The securities are measured at fair value based on the net asset value (NAV).

Substantially all equity investments in

nonconsolidated entities are measured at fair value with recurring changes recognized in earnings, except for those accounted for using

equity method accounting.

Changes in fair value of the securities are recorded as part of other income on the condensed consolidated

statement of operations.

Short term investment activity is presented in the investing activities section on the condensed consolidated

statement of cash flows.

Short-term investments at March 31, 2023 consisted

Substantially all equity

investments in nonconsolidated entities are measured at fair value with recurring changes recognized in earnings, except for those

accounted for using equity method accounting.

Changes in fair value of the securities are recorded as part of other income on the

unaudited condensed consolidated statement of operations.

Short term investment activity is presented in the investing activities

section on the unaudited condensed consolidated statement of cash flows.

Short-term investments at June 30, 2023 consisted

of mutual funds with a fair value of $ 104,059,737 .

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operating leases or finance leases.

Operating leases will result in straight-line lease expense, while finance leases will result in

front-loaded expense.

Operating leases will result in straight-line lease expense, while finance leases will result in front-loaded

The Company’s lease consists of an operating lease for office space.

The Company does not recognize a lease

liability or right-of-use asset on the balance sheet for short-term leases.

Instead, the Company recognizes short-term lease payments

as an expense on a straight-line basis over the lease term.

A short-term lease is defined as a lease that, at the commencement date,

has a lease term of 12 months or less and does not include an option to purchase the underlying asset that the lessee is reasonably certain

The Company does not recognize a lease liability or

right-of-use asset on the balance sheet for short-term leases.

Instead, the Company recognizes short-term lease payments as an expense

on a straight-line basis over the lease term.

A short-term lease is defined as a lease that, at the commencement date, has a lease term

of 12 months or less and does not include an option to purchase the underlying asset that the lessee is reasonably certain to exercise.

Fair Value of Financial Instruments

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The fair value hierarchy is as follows:

Level 1 Inputs - Unadjusted quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date.

Level 2 Inputs - Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly.

These might include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (such as interest rates, volatilities, prepayment speeds, credit risks, etc.) or inputs that are derived principally from or corroborated by market data by correlation or other means.

Level 3 Inputs - Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (supported by little or no market activity).

Level 1 Inputs – Unadjusted quoted

prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date.

Level 2 Inputs – Inputs other

than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly.

These might include

quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets

that are not active, inputs other than quoted prices that are observable for the asset or liability (such as interest rates, volatilities,

prepayment speeds, credit risks, etc.) or inputs that are derived principally from or corroborated by market data by correlation or other

Level 3 Inputs – Prices or valuation

techniques that require inputs that are both significant to the fair value measurement and unobservable (supported by little or no market

As required by Accounting Standard Codification

(ASC) Topic No.

820 - 10 Fair Value Measurement , financial assets and liabilities are classified based on the lowest level of input

that is significant to the fair value measurement.

The Company’s assessment of the significance of a particular input to the fair

value measurement requires judgment and may affect the valuation of the fair value of assets and liabilities and their placement within

the fair value hierarchy levels.

The Company’s short-term investment instruments

of $ 103,547,634 at March 31, 2023 consist of mutual funds, bank deposits and money market funds and are classified using Level 1

inputs within the fair value hierarchy because the value is based on quoted prices in active markets.

Unrealized gains and losses are

recorded in the condensed consolidated statement of operations under other income.

The Company recorded unrealized gain of $ 1,291,110

and an unrealized loss of $ 1,763,287 included in other income for the three months ended March 31, 2023 and 2022, respectively.

820 – 10 Fair Value Measurement , financial assets and liabilities are classified based on the lowest level

of input that is significant to the fair value measurement.

The Company’s assessment of the significance of a particular input to

the fair value measurement requires judgment and may affect the valuation of the fair value of assets and liabilities and their placement

within the fair value hierarchy levels.

The Company’s short-term investment

instruments of $ 104,059,737 at June 30, 2023 consist of mutual funds, bank deposits and money market funds and are classified using

Level 1 inputs within the fair value hierarchy because the value is based on quoted prices in active markets.

Unrealized gains

and losses are recorded in the unaudited condensed consolidated statement of operations under other income.

The Company recorded

unrealized loss of $ 639,634 and an unrealized gain of $ 651,476 included in other income for the three and six months ended June 30,

2023, respectively.

The Company recorded unrealized losses of $ 1,186,337 and $ 2,949,624 included in other income for the three and

six months ended June 30, 2022, respectively.

Relmada Therapeutics, Inc.

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recognized in income or expense in the period that the change is effective.

Tax benefits are recognized when it is probable that the

deduction will be sustained.

A valuation allowance is established when it is more likely than not that all or a portion of a deferred

tax asset will either expire before the Company is able to realize the benefit, or that future deductibility is uncertain.

31, 2023 and December 31, 2022, the Company had recognized a valuation allowance to the full extent of the Company’s net deferred

tax assets since the likelihood of realization of the benefit does not meet the more likely than not threshold.

Tax benefits are recognized when it is probable that the deduction

will be sustained.

A valuation allowance is established when it is more likely than not that all or a portion of a deferred tax asset

will either expire before the Company is able to realize the benefit, or that future deductibility is uncertain.

As of June 30, 2023 and

December 31, 2022, the Company had recognized a valuation allowance to the full extent of the Company’s net deferred tax assets

since the likelihood of realization of the benefit does not meet the more likely than not threshold.

The Company files a U.S.

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and various state returns.

Uncertain tax positions taken on the Company’s tax returns will be accounted for as liabilities for

unrecognized tax benefits.

The Company will recognize interest and penalties, if any, related to unrecognized tax benefits in general

and administrative expenses in the statements of operations.

There were no liabilities recorded for uncertain tax positions at March

31, 2023 and December 31, 2022.

The open tax years, subject to potential examination by the applicable taxing authority, for the Company

are from June 30, 2018 forward.

Uncertain tax positions taken on the Company’s tax returns will be accounted for as liabilities for unrecognized

tax benefits.

The Company will recognize interest and penalties, if any, related to unrecognized tax benefits in general and administrative

expenses in the statements of operations.

There were no liabilities recorded for uncertain tax positions at June 30, 2023 and December

The open tax years, subject to potential examination by the applicable taxing authority, for the Company are from June 30, 2018

Research and Development

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outstanding due to the Company’s net losses in each period.

For the three months ended March 31, 2023 and

2022, the potentially dilutive securities that would be anti-dilutive due to the Company’s net loss are not included in the calculation

of diluted net loss per share attributable to common stockholders.

The anti-dilutive securities are as follows (in common stock equivalent

Three months ended

For the six months ended June 30, 2023 and 2022, the potentially dilutive

securities that would be anti-dilutive due to the Company’s net loss are not included in the calculation of diluted net loss per

share attributable to common stockholders.

The anti-dilutive securities are as follows (in common stock equivalent shares):

Six months ended

Stock options

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Recent Accounting Pronouncements

In June 2016, the FASB issued ASU 2016-13, Financial

Instruments - Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments .

The standard requires

enhanced disclosure of certain loan refinancings and restructurings by creditors when a borrower is experiencing financial difficulty

and eliminates certain current recognition and measurement accounting guidance.

This ASU also requires the disclosure of current-period

gross write-offs by year of origination for financing receivables and net investments in leases.

The adoption of this ASU did not have

a significant impact on the Company’s condensed consolidated financial statements.

Subsequent Events

The Company’s management reviewed all material

events through the date the financial statements were issued for subsequent event disclosure consideration.

In June 2016, the FASB issued ASU 2016-13, Financial Instruments

- Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments .

The standard requires enhanced disclosure of certain

loan refinancings and restructurings by creditors when a borrower is experiencing financial difficulty and eliminates certain current

recognition and measurement accounting guidance.

This ASU also requires the disclosure of current-period gross write-offs by year of origination

for financing receivables and net investments in leases.

The adoption of this ASU did not have a significant impact on the Company’s

unaudited condensed consolidated financial statements.

NOTE 3 - PREPAID EXPENSES

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NOTE 5 - STOCKHOLDERS’ EQUITY

During the three months ended March 31, 2023 no shares of common stock

On April 6, 2022, the Company entered into a

new Open Market Sale Agreement with Jefferies, as sales agent, pursuant to which we may offer and sell, from time to time, through Jefferies,

During the six months ended June 30, 2023, no

shares of common stock were issued.

On April 6, 2022, the Company entered into a new

Open Market Sale Agreement with Jefferies, as sales agent, pursuant to which we may offer and sell, from time to time, through Jefferies,

shares of our common stock, having an aggregate offering price of up to $ 100,000,000 .

We are not obligated to sell any shares under the

As of March 31, 2023, no shares have been issued under this agreement.

As of June 30, 2023, no shares have been issued under this agreement.

Options and Warrants

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adopted and shareholders approved Relmada’s 2021 Equity Incentive Plan (the “2021 Plan”) which allows for the granting

of 1,500,000 options or other stock awards.

of 1,500,000 options or stock awards.

In May 2022, the Company’s Board of Directors

adopted, and shareholders approved an amendment to the 2021 Plan to increase the shares of the Company’s common stock available

for issuance thereunder by 3,900,000 shares.

adopted and shareholders approved an amendment to the 2021 Plan to increase the shares of the Company’s common stock available for

issuance thereunder by 3,900,000 shares.

In May 2023, the Company’s Board of Directors

adopted and shareholders approved an amendment to the 2021 Plan to increase the shares of the Company’s common stock available for

issuance thereunder by 2,500,000 shares.

These combined plans allowed for the granting

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period of 10 years from the date of grant and generally vest over four years .

As of March 31, 2023, no shares were available for future

grants under the 2014 or 2021 Plan.

The shareholders will vote at their annual meeting in 2023 on a management proposal to increase the

shares available to be issued under the 2021 Plan.

There can be no assurance such amendment will be approved.

As of March 31, 2023, options

for 1,934,975 shares of common stock had been issued subject to approval by the shareholders of this amendment.

If the amendment is not

approved, such options will be forfeited.

As of March 31, 2023, no stock appreciation rights

As of June 30, 2023, 569,086 shares were

available for future grants under the 2014 or 2021 Plan.

As of June 30, 2023, no stock appreciation rights

have been issued.

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volatility was based on historical volatility.

The Company routinely reviews its calculation of volatility changes in future volatility,

the Company’s life cycle, its peer group, and other factors.

The Company uses the simplified method for share-based

compensation to estimate the expected term for equity awards for share-based compensation in its option-pricing model.

From January 1, 2023 through March 31, 2023, 620,000 options

were issued to various consultants and employees with an exercise price ranging from $ 3.18 to $ 4 .30 and a 10 -year term,

vesting over a 4 year period.

From January 1, 2023 through June 30, 2023, 680,000

options were issued to various consultants and employees with an exercise price ranging from $ 2.28 to $ 4.30 and a 10 -year term, vesting

over a 4 year period.

The options granted include time-based vesting grants.

The options have an aggregate fair value

of approximately $1.9 million calculated using the Black-Scholes option-pricing model.

Variables used in the Black-Scholes option-pricing

model include:

(1) discount rate of 3.46 – 4.12 % (2) expected life of 6.25 years, (3) expected volatility of 115.4

- 115.6 %, and (4) zero expected dividends.

The options have an aggregate fair value of approximately

$ 2.1 million calculated using the Black-Scholes option-pricing model.

Variables used in the Black-Scholes option-pricing model include:

(1) discount rate of 3.43 – 4.12 % (2) expected life of 6.25 years, (3) expected volatility of 114.2 - 115.6 %, and (4) zero expected

At June 30, 2023, the Company has unrecognized

stock-based compensation expense of approximately $ 74.3 million related to unvested stock options which will be recognized over the weighted

average remaining service period of 2.45 years.

Relmada Therapeutics, Inc.

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NOTE 5 - STOCKHOLDERS’ EQUITY (continued)

At March 31, 2023, the Company has unrecognized

stock-based compensation expense of approximately $84.5 million related to unvested stock options which will be recognized over the weighted

average remaining service period of 2.62 years.

A summary of the changes in options during the

three months ended March 31, 2023 is as follows:

six months ended June 30, 2023 is as follows:

Outstanding and expected to vest at December 31, 2022

Outstanding at March 31, 2023

Options exercisable at March 31, 2023

A summary of the changes in outstanding warrants during the three months

ended March 31, 2023 is as follows:

Number of Shares

Weighted Average Exercise Price Per Share

Outstanding Warrants at December 31, 2022

Outstanding at March 31, 2023

Warrants Vested at March 31, 2023

At March 31, 2023, the Company had approximately

Outstanding at June 30, 2023

Options exercisable at June 30, 2023

A summary of the changes in outstanding warrants during the six months

ended June 30, 2023 is as follows:

Outstanding at December 31, 2022

Outstanding at June 30, 2023

Warrants vested at June 30, 2023

At June 30, 2023, the Company had approximately

$ 4.7 million of unrecognized compensation expense related to outstanding warrants.

At March 31, 2023, the aggregate intrinsic value

At June 30, 2023, the aggregate intrinsic value

of warrants vested and outstanding was $ 0 .

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of stock-based compensation expense which includes stock options and warrants in the unaudited consolidated statements of operations for

the three months ended March 31, 2023 and 2022 (rounded to nearest $00):

the six months ended June 30, 2023 and 2022 (rounded to nearest $00):

Research and development

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rights in countries it selects in Asia to market up to two drugs the Company was developing at the time of the signing of the agreement

and a right of first refusal (ROFR) for up to an additional five drugs that the Company may develop in the future as defined in more detail

in the license agreement.

If the parties cannot agree to terms of a license agreement then the Company shall be able to engage in discussions

with other potential licensors.

As of March 31, 2023, no discussions are active between the Company and Wonpung.

and a right of first refusal (“ROFR”) for up to an additional five drugs that the Company may develop in the future as defined

in more detail in the license agreement.

If the parties cannot agree to terms of a license agreement then the Company shall be able to

engage in discussions with other potential licensors.

As of June 30, 2023, no discussions are active between the Company and Wonpung.

The Company received an upfront license fee of

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Third Party Licensor

Based upon a prior acquisition, the Company assumed an obligation to

pay third parties (Dr.

Based upon a prior acquisition, the Company assumed

an obligation to pay third parties (Dr.

Inturrisi and Dr.

Paolo Manfredi – see below):

(A) royalty payments up to 2% on net sales of licensed

products that are not sold by sublicensee and (B) on each and every sublicense earned royalty payment received by licensee from its sublicensee

on sales of license product by sublicensee, the higher of (i) 20% of the royalties received by licensee;

or (ii) up to 2% of net sales

of sublicensee.

The Company will also make milestone payments of up to $4 million or $2 million, for the first commercial sale of product

in the field that has a single active pharmaceutical ingredient, and for the first commercial sale of product in the field of product

that has more than one active pharmaceutical ingredient, respectively.

As of March 31, 2023, the Company has not generated any revenue

related to this license agreement.

(A) royalty payments up to 2%

on net sales of licensed products that are not sold by sublicensee and (B) on each and every sublicense earned royalty payment received

by licensee from its sublicensee on sales of license product by sublicensee, the higher of (i) 20% of the royalties received by licensee;

or (ii) up to 2% of net sales of sublicensee.

The Company will also make milestone payments of up to $4 million or $2 million, for the

first commercial sale of product in the field that has a single active pharmaceutical ingredient, and for the first commercial sale of

product in the field of product that has more than one active pharmaceutical ingredient, respectively.

As of June 30, 2023, the Company

has not generated any revenue related to this license agreement.

Inturrisi / Manfredi

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the License Agreement.

As of March 31, 2023, no events have occurred, and the Company continues to pay Licensor $ 45,000 every three months.

As of June 30, 2023, no events have occurred, and the Company continues to pay Licensor $ 45,000 every three months.

Relmada Therapeutics, Inc.

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its understanding of neuroplasticity, and focusing on this emerging new class of drugs targeting the neuroplastogen mechanism of action.

Under the terms of the License Agreement, the Company paid Arbormentis, LLC an upfront fee of $ 12.7 million, consisting of a mix of cash

and warrants to purchase the Company’s common stock, in addition to potential milestone payments totaling up to approximately $ 160

Under the terms of the License Agreement, the Company paid Arbormentis, LLC an upfront fee of $ 12.7 million, consisting of a mix

of cash and warrants to purchase the Company’s common stock, in addition to potential milestone payments totaling up to approximately

$ 160 million related to pre-specified development and commercialization milestones.

Arbormentis, LLC is also eligible to receive a low

single digit royalty on net sales of any commercialized therapy resulting from this agreement.

The license agreement is terminable by

the Company but is perpetual and not terminable by the licensor absent material breach of its terms by the Company.

The new licensed program stems from an international collaboration

among U.S., European and Swiss scientists that has focused on the discovery and development of compounds that may promote neural plasticity.

Arbormentis, LLC is also eligible to receive

a low single digit royalty on net sales of any commercialized therapy resulting from this agreement.

The license agreement is terminable

by the Company but is perpetual and not terminable by the licensor absent material breach of its terms by the Company.

The new licensed program stems from an international

collaboration among U.S., European and Swiss scientists that has focused on the discovery and development of compounds that may promote

neural plasticity.

Paolo Manfredi, Relmada’s Acting Chief Scientific Officer and co-inventor of REL-1017, and Dr.

Marco Pappagallo, Relmada’

s prior Acting Chief Medical Officer, are among the scientists affiliated with Arbormentis, LLC.

Pappagallo, Relmada’ s prior Acting Chief Medical Officer, are among the scientists affiliated with Arbormentis, LLC.

From time to time, the Company may become involved

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The Company is currently not aware of any legal proceedings

or potential claims against it whose outcome would be likely, individually or in the aggregate, to have a material adverse effect on

the Company’s business, financial condition, operating results, or cash flows.

or potential claims against it whose outcome would be likely, individually or in the aggregate, to have a material adverse effect on the

Company’s business, financial condition, operating results, or cash flows.

Leases and Sublease

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The lease period was for five months .

The lease agreement expired on December 31, 2021 and was renewed for the calendar year

2022 and 2023 with monthly rent of approximately $ 9,000 and $ 7,000 , respectively.

The lease agreement expired on December 31, 2021 and was renewed for the calendar

year 2022 and 2023 with monthly rent of approximately $ 9,000 and $ 7,000 , respectively.

Beginning on January 1, 2023, we also leased office

space at 880 Third Avenue, 12th Floor, New York, NY 10022 with monthly rent of approximately $ 13,000 , that expires on December 31, 2023.

In accordance with ASC 842, Leases , the Company has elected the practical expedient and recognizes rent expense evenly

over the 12 months.

For the three months ended March 31, 2023 and 2022, the Company recognized lease expense of approximately $ 51,700

and $ 19,500 , respectively.

In accordance with ASC 842, Leases , the Company recognizes rent expense evenly over the 12 months.

For the six months ended

June 30, 2023 and 2022, the Company recognized lease expense of approximately $ 137,000 and $ 44,000 , respectively.

On June 8, 2017, the Company entered into an agreement

8 unchanged sentences

loss on sales-type lease of fixed assets of $ 96,403 .

As of March 31, 2022, the balance of unearned interest income was approximately $ 2,300 .

As of March 31, 2023, there was no unearned interest income.

Relmada Therapeutics, Inc.

Notes to Unaudited Condensed Consolidated Financial

NOTE 7 - OTHER POST-RETIREMENT BENEFIT

As of June 30, 2023 and 2022, there was no unearned interest income.

NOTE 7 - OTHER POST-RETIREMENT BENEFIT PLAN

Relmada participates in a multiemployer 401(k)

4 unchanged sentences

The Company’s contribution expense was approximately

$ 40,400 and $ 31,600 for the three months ended March 31, 2023 and 2022, respectively.

$ 80,900 and $ 62,800 for the six months ended June 30, 2023 and 2022, respectively.

NOTE 9 - SUBSEQUENT EVENTS

Subsequent to March 31, 2023, 15,000 options were

granted to two new employees with an exercise price ranging from $ 2.28 to $ 2.51 .

August 1, 2023, 5,000 options were granted to a new employee with an exercise price of $ 2.56 .

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