Pay vs Performance Disclosure - USD ($) $ in Thousands |
12 Months Ended |
Mar. 31, 2025 |
Mar. 31, 2024 |
Mar. 31, 2023 |
Pay vs Performance Disclosure |
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Pay vs Performance Disclosure, Table |
Pay
Versus Performance Table
(in
thousands)
Included
in the table below is the annual compensation paid to our executives and our financial performance for each of the three previous years.
Year | | Summary Compensation
Table
Total for
PEO(1) | | | Compensation
Actually
Paid to
PEO(3) | | | Average
Summary
Compensation
Table
Total for
Non-PEO
NEOs
Officer(2) | | | Average
Compensation
Actually
Paid to
Non-PEO
NEOs(3) | | | Value of
Initial
Fixed $100
Investment
Based On:
Total
Shareholder
Return(4) | | | Net Income
(Loss) | | (a) | | (b) | | | (c) | | | (d) | | | (e) | | | (f) | | | (g) | | 2025 | | $ | 568 | | | $ | (203 | ) | | $ | 259 | | | $ | 78 | | | $ | 70 | | | $ | (7,121 | ) | 2024 | | $ | 1,821 | | | $ | 2,699 | | | $ | 717 | | | $ | 979 | | | $ | 118 | | | $ | (13,000 | ) | 2023 | | $ | 1,006 | | | $ | (1,453 | ) | | $ | 320 | | | $ | 103 | | | $ | 33 | | | $ | (11,927 | ) |
| (1) | For
fiscal years 2025, 2024, and 2023, this is the total compensation, as disclosed in the Summary Compensation Table above, for Mr. Ram
Mukunda, our Principal Executive Officer (“PEO”). |
| (2) | For
fiscal years 2025, 2024, and 2023, this is the total compensation, as disclosed in the Summary Compensation Table above, for Ms. Claudia
Grimaldi, our non-PEO NEO. |
| (3) | Compensation
Actually Paid is the Summary Compensation Table total for the PEO (column (b) above) and Summary Compensation Table total for the Non-PEO
(column (d) above), as applicable, with the adjustments pursuant to Item 402(v)(2)(iii)(C) of Regulations S-K. |
| (4) | The Total
Shareholder Return reflected in this column for each applicable fiscal year is calculated based on a fixed investment of $100 through
the end of the applicable fiscal year on the same cumulative basis. |
| | FYE 2025 | | | FYE 2024 | | | FYE 2023 | | | FYE 2025 | | | FYE 2024 | | | FYE 2023 | | (in thousands) | | PEO | | | PEO | | | PEO | | | Non-PEO | | | Non-PEO | | | Non-PEO | | SCT Total Compensation | | $ | 568 | | | | 1,821 | | | | 1,006 | | | | 259 | | | | 717 | | | | 320 | | Subtract: Grant date fair value of equity awards granted during the covered year | | | - | | | | (1,066 | ) | | | (301 | ) | | | - | | | | (370 | ) | | | (75 | ) | Add: Fair value as of the end of the covered fiscal year of all awards granted during the covered fiscal year that were outstanding and unvested as of the end of the fiscal covered year; | | | - | | | | 1,517 | | | | 159 | | | | - | | | | 535 | | | | 40 | | Add: Change in fair value from the end of the prior fiscal year to the end of the covered fiscal year for awards granted in any prior fiscal year that were outstanding and unvested as of the end of the covered fiscal year | | | (663 | ) | | | 158 | | | | (1,804 | ) | | | (148 | ) | | | 10 | | | | (129 | ) | Add: Fair value as of the vesting date of awards that were granted and vested in the same year | | | - | | | | 234 | | | | 79 | | | | - | | | | 78 | | | | 20 | | Add: Change in fair value from the end of the prior fiscal year to the vesting date of awards granted in any prior fiscal year that vested in the covered fiscal year | | | (108 | ) | | | 34 | | | | (592 | ) | | | (33 | ) | | | 8 | | | | (72 | ) | Subtract: Fair value at the end of the prior fiscal year of awards granted in any prior fiscal year that failed to vest (forfeited) in the covered fiscal year | | | - | | | | - | | | | - | | | | - | | | | - | | | | - | | Add: Dollar amount of dividends or other earnings paid on equity awards in the covered fiscal year prior to the vesting date that are not included in total compensation for the covered fiscal year | | | - | | | | - | | | | - | | | | - | | | | - | | | | - | | Compensation Actually Paid | | $ | (203 | ) | | | 2,699 | | | | (1,453 | ) | | | 78 | | | | 979 | | | | 103 | |
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Named Executive Officers, Footnote |
| (1) | For
fiscal years 2025, 2024, and 2023, this is the total compensation, as disclosed in the Summary Compensation Table above, for Mr. Ram
Mukunda, our Principal Executive Officer (“PEO”). |
| (2) | For
fiscal years 2025, 2024, and 2023, this is the total compensation, as disclosed in the Summary Compensation Table above, for Ms. Claudia
Grimaldi, our non-PEO NEO. |
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PEO Total Compensation Amount |
$ 568
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$ 1,821
|
$ 1,006
|
PEO Actually Paid Compensation Amount |
$ (203)
|
2,699
|
(1,453)
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Adjustment To PEO Compensation, Footnote |
| | FYE 2025 | | | FYE 2024 | | | FYE 2023 | | | FYE 2025 | | | FYE 2024 | | | FYE 2023 | | (in thousands) | | PEO | | | PEO | | | PEO | | | Non-PEO | | | Non-PEO | | | Non-PEO | | SCT Total Compensation | | $ | 568 | | | | 1,821 | | | | 1,006 | | | | 259 | | | | 717 | | | | 320 | | Subtract: Grant date fair value of equity awards granted during the covered year | | | - | | | | (1,066 | ) | | | (301 | ) | | | - | | | | (370 | ) | | | (75 | ) | Add: Fair value as of the end of the covered fiscal year of all awards granted during the covered fiscal year that were outstanding and unvested as of the end of the fiscal covered year; | | | - | | | | 1,517 | | | | 159 | | | | - | | | | 535 | | | | 40 | | Add: Change in fair value from the end of the prior fiscal year to the end of the covered fiscal year for awards granted in any prior fiscal year that were outstanding and unvested as of the end of the covered fiscal year | | | (663 | ) | | | 158 | | | | (1,804 | ) | | | (148 | ) | | | 10 | | | | (129 | ) | Add: Fair value as of the vesting date of awards that were granted and vested in the same year | | | - | | | | 234 | | | | 79 | | | | - | | | | 78 | | | | 20 | | Add: Change in fair value from the end of the prior fiscal year to the vesting date of awards granted in any prior fiscal year that vested in the covered fiscal year | | | (108 | ) | | | 34 | | | | (592 | ) | | | (33 | ) | | | 8 | | | | (72 | ) | Subtract: Fair value at the end of the prior fiscal year of awards granted in any prior fiscal year that failed to vest (forfeited) in the covered fiscal year | | | - | | | | - | | | | - | | | | - | | | | - | | | | - | | Add: Dollar amount of dividends or other earnings paid on equity awards in the covered fiscal year prior to the vesting date that are not included in total compensation for the covered fiscal year | | | - | | | | - | | | | - | | | | - | | | | - | | | | - | | Compensation Actually Paid | | $ | (203 | ) | | | 2,699 | | | | (1,453 | ) | | | 78 | | | | 979 | | | | 103 | |
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Non-PEO NEO Average Total Compensation Amount |
$ 259
|
717
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320
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Non-PEO NEO Average Compensation Actually Paid Amount |
$ 78
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979
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103
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Adjustment to Non-PEO NEO Compensation Footnote |
| | FYE 2025 | | | FYE 2024 | | | FYE 2023 | | | FYE 2025 | | | FYE 2024 | | | FYE 2023 | | (in thousands) | | PEO | | | PEO | | | PEO | | | Non-PEO | | | Non-PEO | | | Non-PEO | | SCT Total Compensation | | $ | 568 | | | | 1,821 | | | | 1,006 | | | | 259 | | | | 717 | | | | 320 | | Subtract: Grant date fair value of equity awards granted during the covered year | | | - | | | | (1,066 | ) | | | (301 | ) | | | - | | | | (370 | ) | | | (75 | ) | Add: Fair value as of the end of the covered fiscal year of all awards granted during the covered fiscal year that were outstanding and unvested as of the end of the fiscal covered year; | | | - | | | | 1,517 | | | | 159 | | | | - | | | | 535 | | | | 40 | | Add: Change in fair value from the end of the prior fiscal year to the end of the covered fiscal year for awards granted in any prior fiscal year that were outstanding and unvested as of the end of the covered fiscal year | | | (663 | ) | | | 158 | | | | (1,804 | ) | | | (148 | ) | | | 10 | | | | (129 | ) | Add: Fair value as of the vesting date of awards that were granted and vested in the same year | | | - | | | | 234 | | | | 79 | | | | - | | | | 78 | | | | 20 | | Add: Change in fair value from the end of the prior fiscal year to the vesting date of awards granted in any prior fiscal year that vested in the covered fiscal year | | | (108 | ) | | | 34 | | | | (592 | ) | | | (33 | ) | | | 8 | | | | (72 | ) | Subtract: Fair value at the end of the prior fiscal year of awards granted in any prior fiscal year that failed to vest (forfeited) in the covered fiscal year | | | - | | | | - | | | | - | | | | - | | | | - | | | | - | | Add: Dollar amount of dividends or other earnings paid on equity awards in the covered fiscal year prior to the vesting date that are not included in total compensation for the covered fiscal year | | | - | | | | - | | | | - | | | | - | | | | - | | | | - | | Compensation Actually Paid | | $ | (203 | ) | | | 2,699 | | | | (1,453 | ) | | | 78 | | | | 979 | | | | 103 | |
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Compensation Actually Paid vs. Total Shareholder Return |
Relationship
Between Compensation Actually Paid and Company Total Shareholder Return
Part
of the overall compensation is the stock price. In fiscal years 2025 and 2024, the metrics set by the Compensation Committee and the
Board with respect to stock price were not met. The PEO and non-PEO were therefore compensated based on shareholder return or value of
stock during the fiscal year in each of the 2025 and 2024 fiscal years in the form of stock awards based on market-based milestones.
These stock milestones are described under the Narrative to Summary Compensation Table section of this Proxy Statement.
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Total Shareholder Return Amount |
$ 70
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118
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33
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Net Income (Loss) |
$ (7,121)
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$ (13,000)
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$ (11,927)
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PEO Name |
Mr. Ram
Mukunda
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Mr. Ram
Mukunda
|
Mr. Ram
Mukunda
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Additional 402(v) Disclosure |
Compensation
Actually Paid is the Summary Compensation Table total for the PEO (column (b) above) and Summary Compensation Table total for the Non-PEO
(column (d) above), as applicable, with the adjustments pursuant to Item 402(v)(2)(iii)(C) of Regulations S-K.
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Measure:: 1 |
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Pay vs Performance Disclosure |
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Compensation Actually Paid vs. Other Measure |
Relationship
Between Compensation Actually Paid and Operational Milestones
The
Company does not look to net income (loss) as a performance measure for its executive compensation program and instead looks at operational
metrics, such as drug development milestones, pipeline progress, R&D spend, regulatory compliance, intellectual property, partnerships,
collaborations, and general financial health of the Company. The compensation actually paid for both our PEO and non-PEO NEO decreased
between the 2024 fiscal year and Fiscal 2025. This is primarily because the compensation is structured with stock, and the stock did
not perform well despite meeting operational milestones.
The
compensation actually paid to our named executive officers from Fiscal 2025 versus the 2024 fiscal year generally reflects cash bonuses
and stock awards, some of which vest based on milestones and others based on time. In addition, the Company decreased operating loss
reflecting a diligent commitment to the financial health of the Company.
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PEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table |
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Pay vs Performance Disclosure |
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Adjustment to Compensation, Amount |
$ 0
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$ (1,066)
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$ (301)
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PEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested |
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Pay vs Performance Disclosure |
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Adjustment to Compensation, Amount |
0
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1,517
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159
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PEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested |
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Pay vs Performance Disclosure |
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Adjustment to Compensation, Amount |
(663)
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158
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(1,804)
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PEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year |
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Pay vs Performance Disclosure |
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Adjustment to Compensation, Amount |
0
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234
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79
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PEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year |
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Pay vs Performance Disclosure |
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Adjustment to Compensation, Amount |
0
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0
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0
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PEO | Dividends or Other Earnings Paid on Equity Awards not Otherwise Reflected in Total Compensation for Covered Year |
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Pay vs Performance Disclosure |
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Adjustment to Compensation, Amount |
0
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0
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0
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PEO | Change In Fair Value As Of Vesting Date Of Prior Year Awards Vested During Current Year [Member] |
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Pay vs Performance Disclosure |
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Adjustment to Compensation, Amount |
(108)
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34
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(592)
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Non-PEO NEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table |
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Pay vs Performance Disclosure |
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Adjustment to Compensation, Amount |
0
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(370)
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(75)
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Non-PEO NEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested |
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Pay vs Performance Disclosure |
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Adjustment to Compensation, Amount |
0
|
535
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40
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Non-PEO NEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested |
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Pay vs Performance Disclosure |
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Adjustment to Compensation, Amount |
(148)
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10
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(129)
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Non-PEO NEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year |
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Pay vs Performance Disclosure |
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Adjustment to Compensation, Amount |
0
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78
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20
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Non-PEO NEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year |
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Pay vs Performance Disclosure |
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Adjustment to Compensation, Amount |
0
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0
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0
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Non-PEO NEO | Dividends or Other Earnings Paid on Equity Awards not Otherwise Reflected in Total Compensation for Covered Year |
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Pay vs Performance Disclosure |
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Adjustment to Compensation, Amount |
0
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0
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0
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Non-PEO NEO | Change In Fair Value As Of Vesting Date Of Prior Year Awards Vested During Current Year [Member] |
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Pay vs Performance Disclosure |
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Adjustment to Compensation, Amount |
$ (33)
|
$ 8
|
$ (72)
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