v3.26.1
Summary of Significant Accounting Policies (Policies)
 6 Months Ended
Jun. 30, 2026
Accounting Policies [Abstract]  
Principles of Consolidation

Principles of Consolidation

 

The condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary, Legacy Cardio. All intercompany accounts and transactions have been eliminated.

 
Use of Estimates in the Preparation of Financial Statements

Use of Estimates in the Preparation of Financial Statements

 

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates.

 
Segments

Segments

 

The Company uses the “management approach” in determining reportable operating segments. The management approach considers the internal organization and reporting used by the Company’s chief operating decision maker (“CODM”), who is our chief executive officer, for making operating decisions and assessing performance as the source for determining the Company’s reportable segments. Management, including the CODM, reviews operating results solely by monthly revenue and operating results of the Company and, as such, the Company has determined that the Company has one operating segment (product testing) as defined by ASC Topic 280 “Segment Reporting”.

 

One hundred percent of the Company’s revenues are generated from products tests for major types of cardiovascular disease, and therefore the Company has one operating segment for financial reporting purposes. The Company’s principal products are its Epi+Gen CHD and PrecisionCHD tests. Epi+Gen CHD assesses the risk for a coronary heart disease event, including a heart attack, in the next three years. PrecisionCHD aids in diagnosing and managing coronary heart disease. The tests can be paid for by provider organizations, patients, and/or employers. Customers are generally charged for tests utilized or for the minimum committed test volume and the pricing can vary based on organization type, size and volume.

 

Reportable segment information is presented below:

             
​
 		  
 		 June 30,
2026		  
 		  
 		 December 31,
2025		  
 
Current Segment assets          
    Cash  $5,586,697   $5,110,630 
    Accounts receivable   3,905    8,126 
    Prepaid expenses and other current assets   569,357    801,947 
           
Total current segment assets   6,159,959    5,920,703 
           
Long-term segment assets          
    Property and equipment, net   613,352    700,115 
    Right of use assets, net   169,120    259,565 
    Deposits   12,850    12,850 
    Patent costs, net   970,782    873,182 
           
Total segment assets  $7,926,063   $7,766,415 

 

The accounting policies of the product testing segment are the same as those described in the summary of significant accounting policies.  The measure of segment assets is reported on the balance sheet as total consolidated assets.

 

Reportable segment operating results are presented below: 

             
    Six Months Ended June 30,  
Revenue   2026     2025  
   Product Test sales   $ 8,040     $ 8,415  
Total Segment Revenue   $ 8,040     $ 8,415  
                 
Segment Operating expenses                
   Payroll and related costs   $ 708,667     $ 690,528  
   Rent and facility expense     179,284       155,854  
   Legal and professional expense     343,806       511,264  
   Consulting and contractor expense     256,369       326,707  
   Insurance expense     287,968       314,830  
   Filing fees expense     32,675       42,290  
   Transfer agent expense     16,225       11,936  
   Software and web computing expense     235,609       180,314  
   Board compensation expense     99,084       99,390  
   Investor relations expense     38,092       7,500  
   Franchise tax     178,467       225  
   Other segment items (a)     224,053       233,766  
   Research and development expense     292,705       297,320  
   Sales and marketing expense     386,895       391,827  
   Amortization expense     11,125       53,923  
Total Segment Operating Expenses     3,291,024       3,317,674  
   Interest expense, net     6,642       9,004  
Total Segment Net (Loss)   $ (3,289,626 )   $ (3,318,263 )

 

                 
    Three Months Ended June 30,  
Revenue   2026     2025  
   Product Test sales   $ 5,360     $ 7,475  
Total Segment Revenue   $ 5,360     $ 7,475  
                 
Segment Operating expenses                
   Payroll and related costs   $ 354,712       345,031  
   Rent and facility expense     93,727       89,461  
   Legal and professional expense     114,551       209,744  
   Consulting and contractor expense     111,534       165,905  
   Insurance expense     141,614       158,263  
   Filing fees expense     15,425       22,159  
   Transfer agent expense     6,115       5,554  
   Software and web computing expense     145,584       101,723  
   Board compensation expense     49,351       49,778  
   Investor relations expense     —       3,750  
   Other segment items (a)     112,189       144,935  
   Research and development expense     162,929       178,536  
   Sales and marketing expense     190,183       202,850  
   Amortization expense     5,593       8,485  
Total Segment Operating Expenses     1,503,507       1,686,174  
   Interest expense, net     3,321       4,500  
Total Segment Net (Loss)   $ (1,501,468 )   $ (1,683,199 )

 

(a)   Other segment items included in segment net loss include shipping expense, taxes expense, subscription fees expense, bank fees expense and other overhead expense.

 
Research and Development

Research and Development

 

Research and development costs are expensed as incurred. Research and development costs charged to operations for the six months ended June 30, 2026 and 2025 were $292,705 and $297,320, respectively, and for the three months ended June 30, 2026 and 2025 were $162,929 and $178,536, respectively.

 
Advertising Costs

Advertising Costs

 

The Company expenses advertising costs as incurred. Advertising costs of $24,061 and $50,435 were charged to operations for the six months ended June 30, 2026 and 2025, respectively, and of $5,141 and $8,615 for the three months ended June 30, 2026 and 2025, respectively.

 
Cash and Cash Equivalents

Cash and Cash Equivalents

 

Cash and cash equivalents are comprised of cash and highly liquid investments with original maturities of 90 days or less at the date of purchase. The Company does not have any cash equivalents as of June 30, 2026 and December 31, 2025. Cash is maintained at a major financial institution. Accounts held at U.S. financial institutions are insured by the FDIC up to $250,000. The Company is exposed to credit risk in the event of default by the financial institutions or the issuers of these investments to the extent the amounts on deposit or invested are in excess of amounts that are insured. The Company’s accounts at this major financial institution may, at times, exceed the federally insured limits. The amount in excess of the FDIC insurance as of June 30, 2026 and December 31, 2025, was approximately $5.2 million and $4.8 million, respectively. The Company has not experienced any losses on these accounts and management believes, based upon the quality of this major financial institution, that the credit risk with regard to these deposits is not significant.

 
Reclassification

Reclassification

 

Certain prior period amounts have been reclassified to conform with the current period presentation. On the consolidated statements of operations, prior period amounts of sales and marketing, research and development, and general and administrative under operating expenses have been reclassified to conform with 2026 fiscal year presentation for better reflecting the function of these expenses.

 
Recent Accounting Pronouncements

Recent Accounting Pronouncements

 

Recently adopted accounting pronouncements

 

Income Taxes

 

In December 2023, the FASB issued ASU No. 2023-09, Improvements to Income Tax Disclosures (“ASU 2023-09”). ASU 2023-09 is intended to improve income tax disclosures primarily through enhanced disclosure of income tax rate reconciliation items, and disaggregation of income (loss) from continuing operations, income tax expense (benefit) and income taxes paid, net disclosures by federal, state and foreign jurisdictions, among others. ASU 2023-09 was effective for annual reporting periods beginning after December 15, 2024. We adopted this ASU on a prospective basis effective January 1, 2025.

 

Financial Instruments – Measurement of Credit Losses for Accounts Receivable and Contract Assets

 

In July 2025, the FASB issued ASU No. 2025-05, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets. The amendments in this update provide a practical expedient permitting an entity to assume that conditions at the balance sheet date remain unchanged over the life of the asset when estimating expected credit losses for current classified accounts receivable and contract assets. This update is effective for annual periods beginning after December 15, 2025, including interim periods within those fiscal years. Adoption of this ASU can be applied prospectively for reporting periods after its effective date. Early adoption is permitted. We adopted this ASU on a prospective basis effective January 1, 2026 and the adoption did not have a material impact on our consolidated financial statements.

 

Recently issued accounting pronouncements not yet adopted

 

Disaggregation of Income Statement Expenses

 

In November 2024, the FASB issued ASU No. 2024-03, “Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses”, which requires disaggregated disclosure of income statement expenses for public business entities. ASU 2024-03 requires new financial statement disclosures in tabular format, disaggregating information about prescribed categories underlying any relevant income statement expense caption. The prescribed categories include, among other things, purchases of inventory, employee compensation, depreciation, and intangible asset amortization. Additionally, entities must disclose the total amount of selling expenses and, in annual reporting periods, an entity’s definition of selling expenses. ASU 2024-03 is effective for annual reporting periods beginning after December 15, 2026, and for interim reporting periods within fiscal years beginning after December 15, 2027. The guidance can be applied prospectively with an option for retrospective application. Early adoption is also permitted. We are currently evaluating the provisions of this ASU.

 

Interim Reporting: Narrow-Scope Improvements

 

In December 2025, the FASB issued ASU No. 2025-11, Interim Reporting (Topic 270): Narrow-Scope Improvements. The ASU clarifies interim disclosure requirements and the applicability of Topic 270. The objective of the amendments is to provide further clarity about the current interim disclosure requirements. The ASU is effective for interim reporting periods within annual reporting periods beginning after December 15, 2027. Adoption of this ASU can be applied either a prospective or a retrospective approach. Early adoption is permitted. We are currently evaluating the provisions of this ASU and do not expect this ASU to have a material impact on our consolidated financial statements.

 

Codification Improvements

 

In December 2025, the FASB issued ASU No. 2025-12, Codification Improvements. The ASU addresses thirty-three items, representing the changes to the Codification that (1) clarify, (2) correct errors, or (3) make minor improvements. Generally, the amendments in this Update are not intended to result in significant changes for most entities. The ASU is effective for interim reporting periods within annual reporting periods beginning after December 15, 2026. The adoption method of this ASU may vary, on an issue-by-issue basis. Early adoption is permitted. We are currently evaluating the provisions of this ASU and do not expect this ASU to have a material impact on our consolidated financial statements.

 

We have reviewed other recent accounting pronouncements and concluded they are either not applicable to the business, or no material effect is expected on the consolidated financial statements as a result of future adoption.