Stockholders’ Deficiency |
3 Months Ended |
|---|---|
Mar. 31, 2025 | |
| Equity [Abstract] | |
| Stockholders’ Deficiency | Note 6 – Stockholders’ Deficiency
Preferred Stock Dividends
During the three months ended March 31, 2025 and 2024, the Company accrued additional preferred dividends of $352,248 and $326,665, respectively. As of March 31, 2025 and December 31, 2024, there were accrued preferred stock dividends payable of $359,453 and $7,205, respectively.
Series B Convertible Preferred Stock
During the three months ended March 31, 2025, the Company received gross proceeds of $25,000 from an investor in connection with the sale of shares of its Series B Convertible Preferred Stock and issued five-year warrants to purchase 37,500 shares of the Company’s common stock at an exercise price of $0.75 per share. The warrants and embedded conversion options were accounted for as derivative liabilities under the Company’s sequencing policy and had an aggregate issuance date fair value of $3,006. Subsequent to March 31, 2025, the Company completed the issuance of shares of its Series B Convertible Preferred Stock. The proceeds related to the issuance were received during the three months ended March 31, 2025, and were recorded within additional paid-in capital on the condensed consolidated balance sheet.
Common Stock
During the three months ended March 31, 2025, the Company received gross proceeds of $150,000 from an investor in connection with the sale of shares of its common stock and ten-year warrants to purchase 428,572 shares of the Company’s common stock at an exercise price of $0.35 per share. The warrants had an issuance date fair value of $57,803 and were accounted for as derivative liabilities under the Company’s sequencing policy on the condensed consolidated balance sheet as of March 31, 2025. Subsequent to March 31, 2025, the Company completed the issuance of shares of its Common Stock. The proceeds related to the issuance were received during the three months ended March 31, 2025, and were recorded within additional paid-in capital on the condensed consolidated balance sheet.
Stock Warrants
During the three months ended March 31, 2025, the Company entered into an advisory agreement with a certain advisor to perform independent advisory services in connection with business operations from February 1, 2025 to June 30, 2025. In consideration of services to be performed, the Company will issue to the advisor 5-year warrants to purchase 150,000 shares of common stock, which vest % monthly during the term of the agreement at an exercise price of $0.75 per share. The warrants had a grant date fair value of $9,773 which will be recognized over the vesting term.
During the three months ended March 31, 2025, the Company entered into warrant amendment agreements with three advisory service providers to extend the expiration dates of warrants to purchase an aggregate of 353,323 shares of the Company’s common stock at an exercise price of $0.75 per share. The original expiration dates ranged from February 2025 to June 2025 and were extended by four years to February 2029 to June 2029. All other terms of the warrants, including the exercise price, remained unchanged. The modifications were accounted for under ASC 718 and resulted in incremental stock-based compensation expense of $, which was recognized immediately as the warrants were fully vested at the modification date, and was included within general and administrative expense on the condensed consolidated statement of operations.
See Note 5, Notes Payable for additional details associated with the issuance of stock warrants.
Stock Options
During the three months ended March 31, 2025, the Company granted an aggregate of five-year immediately vested options under the Company’s Equity Incentive Plan to three of the Company’s directors, the Chief Executive Officer, the Chairman of the Scientific Advisory Board and a consultant with an exercise price of $0.75 per share. The options had a grant date fair value of $ which was recognized immediately, of which $67,200 was included within general and administrative expense and $33,400 was included within research and development expense on the condensed consolidated statement of operations.
Stock-Based Compensation
During the three months ended March 31, 2025, the Company recognized stock-based compensation expense of $, consisting of $ of expense related to warrants (of which, $ was included within stockholder’s deficiency and $(34) was included within accrued compensation) and $ related to options which was included within stockholders’ deficiency, of which $67,200 was included within general and administrative expenses and $33,400 was included within research and development expenses on the condensed consolidated statement of operations. During the three months ended March 31, 2024, the Company recognized stock-based compensation expense of $, consisting of $ of expense related to warrants (of which, $ was included within stockholder’s deficiency and $(2,597) was included within accrued compensation), and $ of expense related to common stock issued or to be issued for consulting services (of which, $ was included within stockholder’s deficiency and $1,831 was included within accrued compensation), which was included within general and administrative expenses.
As of March 31, 2025, there was approximately $ of unrecognized stock-based compensation expense related to unvested advisory warrants, which will be recognized over a weighted-average remaining period of approximately years.
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