Cover
Cover - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Mar. 15, 2024 | Jun. 30, 2023 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Document Period End Date | Dec. 31, 2023 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2023 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity File Number | 000-54819 | ||
Entity Registrant Name | NEWHYDROGEN, INC. | ||
Entity Central Index Key | 0001371128 | ||
Entity Tax Identification Number | 20-4754291 | ||
Entity Incorporation, State or Country Code | NV | ||
Entity Address, Address Line One | 27936 Lost Canyon Road | ||
Entity Address, Address Line Two | Suite 202 | ||
Entity Address, City or Town | Santa Clarita | ||
Entity Address, State or Province | CA | ||
Entity Address, Postal Zip Code | 91387 | ||
City Area Code | 661 | ||
Local Phone Number | 251-0001 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 8,397,963 | ||
Entity Common Stock, Shares Outstanding | 704,599,512 | ||
Documents Incorporated by Reference [Text Block] | None | ||
ICFR Auditor Attestation Flag | false | ||
Document Financial Statement Error Correction [Flag] | false | ||
Auditor Name | M&K CPAS, PLLC | ||
Auditor Firm ID | 2738 | ||
Auditor Location | The Woodlands, TX |
Balance Sheets
Balance Sheets - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
CURRENT ASSETS | ||
Cash | $ 3,678,441 | $ 4,834,697 |
Prepaid expenses | 10,311 | 10,540 |
TOTAL CURRENT ASSETS | 3,688,752 | 4,845,237 |
PROPERTY AND EQUIPMENT | ||
Machinery and equipment | 37,225 | 37,225 |
Less accumulated depreciation | (35,642) | (34,558) |
NET PROPERTY AND EQUIPMENT | 1,583 | 2,667 |
OTHER ASSETS | ||
Patents, net of amortization of $24,179 and $21,157, respectively | 21,157 | 24,179 |
Deposit | 770 | 770 |
TOTAL OTHER ASSETS | 21,927 | 24,949 |
TOTAL ASSETS | 3,712,262 | 4,872,853 |
CURRENT LIABILITIES | ||
Accounts payable and other payable | 9,810 | 49 |
TOTAL CURRENT LIABILITIES | 9,810 | 49 |
COMMITMENTS AND CONTINGENCIES (See Note 9) | ||
Series C Convertible Preferred Stock, 34,853 and 34,853 shares outstanding, respectively, redeemable value of $3,485,313 and $3,485,313, respectively | 3,485,313 | 3,485,313 |
SHAREHOLDERS’ EQUITY | ||
Preferred stock, $0.0001 par value; 10,000,000 authorized shares | ||
Common stock, $0.0001 par value; 3,000,000,000 authorized shares 704,599,512 and 715,496,051 shares issued and outstanding, respectively | 70,460 | 70,513 |
Additional paid in capital | 176,279,264 | 174,272,031 |
Accumulated deficit | (176,132,585) | (172,955,053) |
TOTAL SHAREHOLDERS’ EQUITY | 217,139 | 1,387,491 |
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ 3,712,262 | $ 4,872,853 |
Balance Sheets (Parenthetical)
Balance Sheets (Parenthetical) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Patents, amortization | $ 24,179 | $ 21,157 |
Temporary equity, shares outstanding | 34,853 | 34,853 |
Temporary equity, redeemable value | $ 3,485,313 | $ 3,485,313 |
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 3,000,000,000 | 3,000,000,000 |
Common stock, shares issued | 704,599,512 | 715,496,051 |
Common stock, shares outstanding | 704,599,512 | 715,496,051 |
Statements of Operations
Statements of Operations - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Income Statement [Abstract] | ||
REVENUE | ||
OPERATING EXPENSES | ||
General and administrative expenses | 2,972,266 | 10,988,885 |
Research and development | 202,878 | 1,095,483 |
Depreciation and amortization | 4,106 | 4,214 |
TOTAL OPERATING EXPENSES | 3,179,250 | 12,088,582 |
LOSS FROM OPERATIONS BEFORE OTHER INCOME (EXPENSES) | (3,179,250) | (12,088,582) |
OTHER INCOME/(EXPENSES) | ||
Interest income | 1,718 | 3,054 |
TOTAL OTHER INCOME (EXPENSES) | 1,718 | 3,054 |
NET INCOME (LOSS) | $ (3,177,532) | $ (12,085,528) |
BASIC EARNINGS (LOSS) PER SHARE | $ 0 | $ (0.02) |
DILUTED EARNINGS (LOSS) PER SHARE | $ 0 | $ (0.02) |
WEIGHTED-AVERAGE COMMON SHARES OUTSTANDING | ||
BASIC | 705,030,048 | 705,126,846 |
DILUTED | 705,030,048 | 705,126,846 |
Statements of Shareholders' Def
Statements of Shareholders' Deficit - USD ($) | Preferred Stock [Member] | Mezzanine [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Balance at Dec. 31, 2021 | $ 3,485,313 | $ 71,549 | $ 164,000,447 | $ (160,869,525) | $ 3,202,471 | |
Balance, shares at Dec. 31, 2021 | 715,496,051 | |||||
Issuance of common stock warrants for cash | 1,000 | 1,000 | ||||
Stock and warrant compensation cost | 2,379,325 | 2,379,325 | ||||
Net Loss | (28,010,062) | (28,010,062) | ||||
Balance at Mar. 31, 2022 | 3,485,313 | $ 71,549 | 166,380,772 | (188,879,587) | (22,427,266) | |
Balance, shares at Mar. 31, 2022 | 715,496,051 | |||||
Balance at Dec. 31, 2021 | 3,485,313 | $ 71,549 | 164,000,447 | (160,869,525) | 3,202,471 | |
Balance, shares at Dec. 31, 2021 | 715,496,051 | |||||
Net Loss | (12,085,528) | |||||
Balance at Dec. 31, 2022 | 3,485,313 | $ 70,513 | 174,272,031 | (172,955,053) | 1,387,491 | |
Balance, shares at Dec. 31, 2022 | 705,126,846 | |||||
Balance at Mar. 31, 2022 | 3,485,313 | $ 71,549 | 166,380,772 | (188,879,587) | (22,427,266) | |
Balance, shares at Mar. 31, 2022 | 715,496,051 | |||||
Stock and warrant compensation cost | 3,043,706 | 3,043,706 | ||||
Net Loss | 21,748,340 | 21,748,340 | ||||
Balance at Jun. 30, 2022 | 3,485,313 | $ 71,549 | 169,424,478 | (167,131,247) | 2,364,780 | |
Balance, shares at Jun. 30, 2022 | 715,496,051 | |||||
Stock and warrant compensation cost | 2,423,259 | 2,423,259 | ||||
Net Loss | (2,824,625) | (2,824,625) | ||||
Common stock returned to the Company by unregistered dealers | $ (1,036) | 1,036 | ||||
Common stock returned to the Company by Unregistered dealer, Shares | (10,369,205) | |||||
Balance at Sep. 30, 2022 | 3,485,313 | $ 70,513 | 171,848,773 | (169,955,872) | 1,963,414 | |
Balance, shares at Sep. 30, 2022 | 705,126,846 | |||||
Stock and warrant compensation cost | 2,423,258 | 2,423,258 | ||||
Net Loss | (2,999,181) | (2,999,181) | ||||
Balance at Dec. 31, 2022 | 3,485,313 | $ 70,513 | 174,272,031 | (172,955,053) | 1,387,491 | |
Balance, shares at Dec. 31, 2022 | 705,126,846 | |||||
Stock and warrant compensation cost | 1,474,225 | 1,474,225 | ||||
Net Loss | (1,631,500) | (1,631,500) | ||||
Balance at Mar. 31, 2023 | 3,485,313 | $ 70,513 | 175,746,256 | (174,586,553) | 1,230,216 | |
Balance, shares at Mar. 31, 2023 | 705,126,846 | |||||
Balance at Dec. 31, 2022 | 3,485,313 | $ 70,513 | 174,272,031 | (172,955,053) | 1,387,491 | |
Balance, shares at Dec. 31, 2022 | 705,126,846 | |||||
Net Loss | (3,177,532) | |||||
Balance at Dec. 31, 2023 | 3,485,313 | $ 70,460 | 176,279,264 | (176,132,585) | 217,139 | |
Balance, shares at Dec. 31, 2023 | 704,599,512 | |||||
Balance at Mar. 31, 2023 | 3,485,313 | $ 70,513 | 175,746,256 | (174,586,553) | 1,230,216 | |
Balance, shares at Mar. 31, 2023 | 705,126,846 | |||||
Stock and warrant compensation cost | 398,498 | 398,498 | ||||
Net Loss | (661,618) | (661,618) | ||||
Balance at Jun. 30, 2023 | 3,485,313 | $ 70,513 | 176,144,754 | (175,248,171) | 967,096 | |
Balance, shares at Jun. 30, 2023 | 705,126,846 | |||||
Stock and warrant compensation cost | 68,106 | 68,106 | ||||
Net Loss | (440,643) | (440,643) | ||||
Balance at Sep. 30, 2023 | 3,485,313 | $ 70,513 | 176,212,860 | (175,688,814) | 594,559 | |
Balance, shares at Sep. 30, 2023 | 705,126,846 | |||||
Stock and warrant compensation cost | 66,351 | 66,351 | ||||
Net Loss | (443,771) | (443,771) | ||||
Common stock surrendered and cancelled | $ (53) | 53 | ||||
Common stock surrendered and cancelled, shares | (527,334) | |||||
Balance at Dec. 31, 2023 | $ 3,485,313 | $ 70,460 | $ 176,279,264 | $ (176,132,585) | $ 217,139 | |
Balance, shares at Dec. 31, 2023 | 704,599,512 |
Statements of Cash Flows
Statements of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net Income (Loss) | $ (3,177,532) | $ (12,085,528) |
Adjustment to reconcile net income(loss) to net cash (used in) provided by operating activities | ||
Depreciation and amortization expense | 4,106 | 4,215 |
Stock compensation expense | 2,007,180 | 10,269,548 |
(Increase) Decrease in Changes in Assets | ||
Prepaid expenses | 229 | 1,483 |
Increase (Decrease) in Changes in Liabilities | ||
Accounts payable | 9,761 | (1,731) |
NET CASH USED IN OPERATING ACTIVITIES | (1,156,256) | (1,812,013) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Common stock purchase warrants for cash | 1,000 | |
NET CASH PROVIDED BY FINANCING ACTIVITIES | 1,000 | |
NET INCREASE IN CASH | (1,156,256) | (1,811,013) |
CASH, BEGINNING OF PERIOD | 4,834,697 | 6,645,710 |
CASH, END OF PERIOD | 3,678,441 | 4,834,697 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION | ||
Interest paid | ||
Taxes paid | ||
SUPPLEMENTAL SCHEDULE OF NON-CASH TRANSACTIONS | ||
Return of common shares | 1,036 | |
Common stock surrendered and returned to authorized and unissued shares | $ 53 |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
BASIS OF PRESENTATION | 1. Basis of Presentation BASIS OF PRESENTATION Organization NewHydrogen, Inc. (the “Company”) was incorporated in the state of Nevada on April 24, 2006. The Company, based in Santa Clarita, California, began operations on April 25, 2006 to develop and market Photovoltaic solar technology products. Line of Business We are a developer of clean energy technologies. Our current focus is on developing a green hydrogen production technology that uses water and heat rather than electricity to produce the world’s cheapest green hydrogen. Going Concern Substantial Doubt Alleviated As of the year ended December 31, 2023, the Company had a loss of $ 3,177,532 2,007,180 1,170,352 176,132,585 Management believes the Company’s present cash flows will enable it to meet its obligations for twenty-four months from the date of these financial statements. Management will continue to assess it operational needs and seek additional financing as needed to fund its operations. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES This summary of significant accounting policies of the Company is presented to assist in understanding the Company’s financial statements. The condensed unaudited financial statements and notes are representations of the Company’s management, which is responsible for their integrity and objectivity. These accounting policies conform to accounting principles generally accepted in the United States of America and have been consistently applied in the preparation of the financial statements. Revenue Recognition The Company will recognize revenue when services are performed, and at the time of shipment of products, provided that evidence of an arrangement exists, title and risk of loss have passed to the customer, fees are fixed or determinable, and collection of the related receivable is reasonably assured. The Company adopted Accounting Standards Codification (“ASC”) 606, whereby revenue will be recognized as performance obligations are satisfied and customers obtain control of goods or services. However, in the event of a loss on a sale is foreseen, the Company will recognize the loss as it is determined. To date, the Company has not had significant revenues and is in the development stage. Cash and Cash Equivalent The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. Concentration Risk Cash includes amounts deposited in financial institutions in excess of insurable Federal Deposit Insurance Company (FDIC) limits. At times throughout the year, the Company may maintain cash balances in certain bank accounts in excess of FDIC limits. As of December 31, 2023, the cash balance in excess of the FDIC limits was $ 3,428,442 Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the accompanying financial statements. Significant estimates made in preparing these financial statements, include the estimate of useful lives of property and equipment, the deferred tax valuation allowance, derivative liabilities and the fair value of stock options. Actual results could differ from those estimates. NEWHYDROGEN, INC. NOTES TO FINANCIAL STATEMENTS – AUDITED FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Property and Equipment Property and equipment are stated at cost, and are depreciated using straight line over its estimated useful lives: SCHEDULE OF PROPERTY AND EQUIPMENT Computer equipment 5 Machinery and equipment 10 Depreciation expense for the years ended December 31, 2023 and 2022 were $ 1,084 1,192 Intangible Assets The Company has patent applications to protect the inventions and processes behind its proprietary bio-based back-sheet, a protective covering for the back of photovoltaic solar modules traditionally made from petroleum-based film. Intangible assets that have finite useful lives continue to be amortized over their useful lives. SCHEDULE OF INTANGIBLE ASSETS AMORTIZED OVER THEIR USEFUL LIVES Useful Lives 12/31/2023 12/31/2022 Patents $ 45,336 $ 45,336 Less accumulated amortization 15 (24,179 ) (21,157 ) Intangible assets $ 21,157 $ 24,179 Amortization expense for the years ended December 31, 2023 and 2022 was $ 3,022 3,022 Stock-Based Compensation The Company measures the cost of employee services received in exchange for an equity award based on the grant-date fair value of the award. All grants under our stock-based compensation programs are accounted for at fair value and that cost is recognized over the period during which an employee, consultant, or director are required to provide service in exchange for the award (the vesting period). Compensation expense for options granted to employees and non-employees is determined in accordance with the standard as the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measured. Compensation expense for awards granted is re-measured each period. On February 18, 2021, the Company granted 450,000,000 0.091 0.028 7 Half of the 400,000,000 options vested immediately upon grant 200,000,000 24 8,333,333 50,000,000 36 1,388,889 450,000,000 450,000,000 On March 1, 2022, the Company issued 5,000,000 1,000 0.0255 NEWHYDROGEN, INC. NOTES TO FINANCIAL STATEMENTS – AUDITED FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) On March 15, 2022, the Company granted 5,000,000 138,889 36 5,000,000 On April 12, 2022, the Company granted an aggregate of 450,000,000 0.021 7 400,000,000 316,666,662 83,333,338 10 100 50,000,000 19,444,446 30,555,554 22 100 50,000,000 400,000,000 On March 20, 2023, the Company granted 50,000,000 0.0137 50,000,000 8,333,333 41,666,667 30 100 50,000,000 On May 9, 2023, the Company granted 5,000,000 0.0126 36 833,360 138,888 5,000,000 On June 15, 2023, the Company granted 100,000,000 0.0121 100,000,000 (a) Tranche I -12,500,000 shares shall become vested and exercisable if the Company files an S-3 registration statement with the Securities and Exchange Commission (SEC) and it is declared effective by the SEC; (b) Tranche II – 12,500,000 shares shall become vested and exercisable if the Company’s shares are traded on a national securities exchange; (c) Tranche III – 12,500,000 shares shall become vested and exercisable if the average daily market value of the Company’s shares exceeds $100,000 per day over any 20 consecutive trade days; and (d) Tranche IV – 12,500,000 shares shall become vested and exercisable if the average daily market value of the Company’s shares exceed $200,000 per day over any 20 consecutive trade days. As of December 31, 2023, none of the performance milestones were met and the options remain unvested. Management believes the probability of satisfying vesting conditions in the above four tranches is less than ten (10) percent during next 12 months based on the current market cap of less than $5,000,000 and average trading stock volume of less than $5,000 per day. As of December 31, 2023, 100,000,000 Determining the appropriate fair value of the stock-based compensation requires the input of subjective assumptions, including the expected life of the stock-based payment and stock price volatility. The Company used Black Scholes to value its stock option awards which incorporated the Company’s stock price, volatility, U.S. risk-free rate, dividend rate, and estimated life. The stock options terminate seven (7) year0s from the date of grant or upon termination of employment 560,000,000 NEWHYDROGEN, INC. NOTES TO FINANCIAL STATEMENTS – AUDITED FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Research and Development Research and development costs are expensed as incurred. Total research and development costs were $ 202,878 1,095,483 Net Earnings (Loss) per Share Calculations Net earnings (Loss) per share dictates the calculation of basic earnings (loss) per share and diluted earnings per share. Basic earnings (loss) per share are computed by dividing by the weighted average number of common shares outstanding during the year. Diluted net earnings (loss) per share is computed similar to basic earnings (loss) per share except that the denominator is increased to include the effect of stock options and stock-based awards (Note 4), plus the assumed conversion of convertible debt (Note 5). For the years ended December 31, 2023, the Company has not included shares issuable from 560,000,000 228,958,334 For the years ended December 31, 2022, the Company has not included shares issuable from 455,000,000 228,958,334 SCHEDULE OF NET EARNINGS PER SHARE 2023 2022 For the Years Ended December 31, 2023 2022 Income (Loss) to common shareholders (Numerator) $ (3,177,532 ) $ (12,085,528 ) Basic weighted average number of common shares outstanding (Denominator) 705,030,048 705,126,846 Diluted weighted average number of common shares outstanding (Denominator) 705,030,048 705,126,846 Fair Value of Financial Instruments Fair Value of Financial Instruments requires disclosure of the fair value information, whether recognized in the balance sheet, where it is practicable to estimate that value. As of December 31, 2023, the amounts reported for cash, inventory, prepaid expenses, accounts payable, and accrued expenses, approximate the fair value because of their short maturities. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC Topic 820 established a three-tier fair value hierarchy which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements). These tiers include: NEWHYDROGEN, INC. NOTES TO FINANCIAL STATEMENTS – AUDITED FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) ● Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets; ● Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and ● Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. We measure certain financial instruments at fair value on a recurring basis. As of December 31, 2023, there were no financial instruments to report. Recently Issued Accounting Pronouncements Management does not believe that any recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the accompanying condensed financial statements. |
CAPITAL STOCK
CAPITAL STOCK | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
CAPITAL STOCK | 3. CAPITAL STOCK Preferred Stock December 31, 2023 and 2022 As of December 31, 2023, the Company had a total of 34,853 3,485,313 100 0.0014 Common Stock December 31, 2023 During the years ended December 31, 2023, the Company did not issue any common stocks. On September 18, 2023, the Corporation entered into an agreement with certain shareholders who agreed to surrender for cancellation, an aggregate of 527,334 Common Stock December 31, 2022 During the year ended December 31, 2022, the Company issued 5,000,000 1,000 During the year ended December 31, 2022, the Company had 10,369,205 |
STOCK OPTIONS AND WARRANTS
STOCK OPTIONS AND WARRANTS | 12 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
STOCK OPTIONS AND WARRANTS | 4. STOCK OPTIONS AND WARRANTS Stock Options During the year ended December 31, 2023 and 2022, the Company granted stock options in the amount of 155,000,000 455,000,000 SCHEDULE OF STOCK OPTIONS 12/31/2023 12/31/2022 Number of Options Weighted average exercise price Number of Options Weighted average exercise price Outstanding as of the beginning of the periods 455,000,000 $ 0.0210 465,950,000 $ 0.0350 Granted 155,000,000 $ 0.0126 455,000,000 $ 0.0210 Exercised - - - - Expired/Cancelled (50,000,000 ) $ 0.021 (465,950,000 ) (0.0350 ) Outstanding as of the end of the periods 560,000,000 $ 0.0172 455,000,000 $ 0.0210 Exercisable as of the end of the periods 416,388,889 $ 0.0204 424,547,787 $ 0.0296 NEWHYDROGEN, INC. NOTES TO FINANCIAL STATEMENTS – AUDITED FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 4. STOCK OPTIONS AND WARRANTS (Continued) The weighted average remaining contractual life of options outstanding as of December 31, 2023 and 2022 was as follows: SCHEDULE OF WEIGHTED AVERAGE REMAINING CONTRACTUAL LIFE OF OPTIONS OUTSTANDING 12/31/2023 12/31/2022 Exercisable Price Stock Options Outstanding Stock Options Exercisable Weighted Average Remaining Contractual Life (years) Exercisable Price Stock Options Outstanding Stock Options Exercisable Weighted Average Remaining Contractual Life (years) $ 0.0137 50,000,000 12,500,000 6.22 $ - - - - $ 0.0126 5,000,000 972,222 9.42 $ - - - - $ 0.0121 100,000,000 - 6.46 $ - - - - $ 0.0223 5,000,000 2,916,667 8.21 $ 0.223 5,000,000 1,328767 9.21 $ 0.0210 400,000,000 400,000,000 5.28 $ 0.028 450,000,000 423,219,020 6.28 560,000,000 416,388,889 455,000,000 424,547,787 The stock-based compensation expense recognized in the statement of operations during the years ended December 31, 2023 and 2022, were $ 2,007,180 10,269,548 As of December 31, 2023, there was no Warrants As of December 31, 2023, the Company issued no 5,000,000 1,000 As of December 31, 2023 and 2022, the outstanding warrants were as follows: SCHEDULE OF WARRANTS ACTIVITY 12/31/2023 12/31/2022 Number of Options Weighted average exercise price Number of Options Weighted average exercise price Outstanding as of the beginning of the periods 228,958,334 $ 0.0483 223,958,334 $ 0.0488 Granted - - - - Purchased - - 5,000,000 $ 0.0255 Outstanding as of the end of the periods 228,958,334 $ 0.0483 228,958,334 $ 0.0483 Exercisable as of the end of the periods 228,958,334 228,958,334 NEWHYDROGEN, INC. NOTES TO FINANCIAL STATEMENTS – AUDITED FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 4. STOCK OPTIONS AND WARRANTS (Continued) The weighted average remaining contractual life of the warrants outstanding as of December 31, 2023 was as follows: SCHEDULE OF WARRANTS OUTSTANDING 12/31/2023 Exercisable Price Stock Warrants Outstanding Stock Warrants Exercisable Weighted Average Remaining Contractual Life (years) $ 0.0255 5,000,000 5,000,000 3.21 $ 0.04 125,000,000 125,000,000 2.27 $ 0.05 9,375,000 9,375,000 2.26 $ 0.06 83,333,334 83,333,334 2.58 $ 0.075 6,250,000 6,250,000 2.58 228,958,334 228,958,334 There was no |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 5. COMMITMENTS AND CONTINGENCIES The Company rents office space on a yearly basis with a monthly rent payment in the amount of $ 550 In the normal course of business, the Company may be involved in legal proceedings, claims and assessments arising. Such matters are subject to many uncertainties, and outcomes are not predictable with assurance. In the opinion of management, the ultimate disposition of these matters will not have a material adverse effect on the Company’s financial position or results of operations. On May 30, 2023, the Company amended the agreement dated March 15, 2022 entered into with a consultant regarding an advisory agreement for services of various aspects of the Company’s business, including but not limited to technology, business development, and product development. The Company granted 5,000,000 138,889 36 5,000 200 On August 1, 2023, the Company entered into an agreement with the Regents of the University of California, to perform research that would benefit both the University and the Sponsor (NewHydrogen, Inc.) and is consistent with the research and educational objectives of the University. The cost to Sponsor for the University’s performance shall not exceed $ 716,326 177,878 As of December 31, 2023, there were no legal proceedings against the Company. NEWHYDROGEN, INC. NOTES TO FINANCIAL STATEMENTS – AUDITED FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | 6. INCOME TAXES On December 22, 2017, the U.S. enacted the Tax Cuts and Jobs Act (the “Act”), which significantly changed U.S. tax law. The Act lowered the Company’s U.S. statutory federal income tax rate from 35 21 The Company files income tax returns in the U.S. Federal jurisdiction, and the state of California. With few exceptions, the Company is no longer subject to U.S. federal, state and local, or non-U.S. income tax examinations by tax authorities for years before 2020. Included in the balance at December 31, 2023, are no tax positions for which the ultimate deductibility is highly certain, but for which there is uncertainty about the timing of such deductibility. Because of the impact of deferred tax accounting, other than interest and penalties, the disallowance of the shorter deductibility period would not affect the annual effective tax rate but would accelerate the payment of cash to the taxing authority to an earlier period. The Company’s policy is to recognize interest accrued related to unrecognized tax benefits in interest expense and penalties in operating expenses. During the year ended December 31, 2023, the Company did not recognize interest and penalties. As of December 31, 2023, the Company had net operating loss carry forwards of approximately $ 14,658,507 No The income tax provision differs from the amount of income tax determined by applying the U.S. federal and state income tax rate to pretax income from continuing operations for the years ended December 31, 2023 and 2022 due to the following: SCHEDULE OF COMPONENTS OF INCOME TAX EXPENSE 2023 2022 Book Income (Loss) (667,643 ) (2,537,960 ) Non-deductible expenses 421,328 2,156,530 Valuation Allowance 246,315 381,430 Income tax expense $ - $ - Deferred taxes are provided on a liability method whereby deferred tax assets are recognized for deductible differences and operating loss and tax credit carry-forwards and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the difference between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. Net deferred tax assets consist of the following components as of December 31, 2023 and 2022: SCHEDULE OF NET DEFERRED TAX ASSETS 2023 2022 Deferred tax assets: NOL carryover (3,078,286 ) (2,839,510 ) R & D credit 658,083 620,005 Depreciation 10,734 10,735 Deferred tax liabilities: - Less Valuation Allowance 2,409,469 2,208,770 Net deferred tax asset $ - $ - Due to the change in ownership provisions of the Tax Reform Act of 1986, net operating loss carry forwards for Federal income tax reporting purposes are subject to annual limitations. Should a change in ownership occur, net operating loss carry forwards may be limited as to use in future years. |
SUBSEQUENT EVENT
SUBSEQUENT EVENT | 12 Months Ended |
Dec. 31, 2023 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENT | 7. SUBSEQUENT EVENT Management has evaluated subsequent events according to the requirements of ASC TOPIC 855 and has no subsequent events to report. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Revenue Recognition | Revenue Recognition The Company will recognize revenue when services are performed, and at the time of shipment of products, provided that evidence of an arrangement exists, title and risk of loss have passed to the customer, fees are fixed or determinable, and collection of the related receivable is reasonably assured. The Company adopted Accounting Standards Codification (“ASC”) 606, whereby revenue will be recognized as performance obligations are satisfied and customers obtain control of goods or services. However, in the event of a loss on a sale is foreseen, the Company will recognize the loss as it is determined. To date, the Company has not had significant revenues and is in the development stage. |
Cash and Cash Equivalent | Cash and Cash Equivalent The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. |
Concentration Risk | Concentration Risk Cash includes amounts deposited in financial institutions in excess of insurable Federal Deposit Insurance Company (FDIC) limits. At times throughout the year, the Company may maintain cash balances in certain bank accounts in excess of FDIC limits. As of December 31, 2023, the cash balance in excess of the FDIC limits was $ 3,428,442 |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the accompanying financial statements. Significant estimates made in preparing these financial statements, include the estimate of useful lives of property and equipment, the deferred tax valuation allowance, derivative liabilities and the fair value of stock options. Actual results could differ from those estimates. NEWHYDROGEN, INC. NOTES TO FINANCIAL STATEMENTS – AUDITED FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) |
Property and Equipment | Property and Equipment Property and equipment are stated at cost, and are depreciated using straight line over its estimated useful lives: SCHEDULE OF PROPERTY AND EQUIPMENT Computer equipment 5 Machinery and equipment 10 Depreciation expense for the years ended December 31, 2023 and 2022 were $ 1,084 1,192 |
Intangible Assets | Intangible Assets The Company has patent applications to protect the inventions and processes behind its proprietary bio-based back-sheet, a protective covering for the back of photovoltaic solar modules traditionally made from petroleum-based film. Intangible assets that have finite useful lives continue to be amortized over their useful lives. SCHEDULE OF INTANGIBLE ASSETS AMORTIZED OVER THEIR USEFUL LIVES Useful Lives 12/31/2023 12/31/2022 Patents $ 45,336 $ 45,336 Less accumulated amortization 15 (24,179 ) (21,157 ) Intangible assets $ 21,157 $ 24,179 Amortization expense for the years ended December 31, 2023 and 2022 was $ 3,022 3,022 |
Stock-Based Compensation | Stock-Based Compensation The Company measures the cost of employee services received in exchange for an equity award based on the grant-date fair value of the award. All grants under our stock-based compensation programs are accounted for at fair value and that cost is recognized over the period during which an employee, consultant, or director are required to provide service in exchange for the award (the vesting period). Compensation expense for options granted to employees and non-employees is determined in accordance with the standard as the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measured. Compensation expense for awards granted is re-measured each period. On February 18, 2021, the Company granted 450,000,000 0.091 0.028 7 Half of the 400,000,000 options vested immediately upon grant 200,000,000 24 8,333,333 50,000,000 36 1,388,889 450,000,000 450,000,000 On March 1, 2022, the Company issued 5,000,000 1,000 0.0255 NEWHYDROGEN, INC. NOTES TO FINANCIAL STATEMENTS – AUDITED FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) On March 15, 2022, the Company granted 5,000,000 138,889 36 5,000,000 On April 12, 2022, the Company granted an aggregate of 450,000,000 0.021 7 400,000,000 316,666,662 83,333,338 10 100 50,000,000 19,444,446 30,555,554 22 100 50,000,000 400,000,000 On March 20, 2023, the Company granted 50,000,000 0.0137 50,000,000 8,333,333 41,666,667 30 100 50,000,000 On May 9, 2023, the Company granted 5,000,000 0.0126 36 833,360 138,888 5,000,000 On June 15, 2023, the Company granted 100,000,000 0.0121 100,000,000 (a) Tranche I -12,500,000 shares shall become vested and exercisable if the Company files an S-3 registration statement with the Securities and Exchange Commission (SEC) and it is declared effective by the SEC; (b) Tranche II – 12,500,000 shares shall become vested and exercisable if the Company’s shares are traded on a national securities exchange; (c) Tranche III – 12,500,000 shares shall become vested and exercisable if the average daily market value of the Company’s shares exceeds $100,000 per day over any 20 consecutive trade days; and (d) Tranche IV – 12,500,000 shares shall become vested and exercisable if the average daily market value of the Company’s shares exceed $200,000 per day over any 20 consecutive trade days. As of December 31, 2023, none of the performance milestones were met and the options remain unvested. Management believes the probability of satisfying vesting conditions in the above four tranches is less than ten (10) percent during next 12 months based on the current market cap of less than $5,000,000 and average trading stock volume of less than $5,000 per day. As of December 31, 2023, 100,000,000 Determining the appropriate fair value of the stock-based compensation requires the input of subjective assumptions, including the expected life of the stock-based payment and stock price volatility. The Company used Black Scholes to value its stock option awards which incorporated the Company’s stock price, volatility, U.S. risk-free rate, dividend rate, and estimated life. The stock options terminate seven (7) year0s from the date of grant or upon termination of employment 560,000,000 NEWHYDROGEN, INC. NOTES TO FINANCIAL STATEMENTS – AUDITED FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) |
Research and Development | Research and Development Research and development costs are expensed as incurred. Total research and development costs were $ 202,878 1,095,483 |
Net Earnings (Loss) per Share Calculations | Net Earnings (Loss) per Share Calculations Net earnings (Loss) per share dictates the calculation of basic earnings (loss) per share and diluted earnings per share. Basic earnings (loss) per share are computed by dividing by the weighted average number of common shares outstanding during the year. Diluted net earnings (loss) per share is computed similar to basic earnings (loss) per share except that the denominator is increased to include the effect of stock options and stock-based awards (Note 4), plus the assumed conversion of convertible debt (Note 5). For the years ended December 31, 2023, the Company has not included shares issuable from 560,000,000 228,958,334 For the years ended December 31, 2022, the Company has not included shares issuable from 455,000,000 228,958,334 SCHEDULE OF NET EARNINGS PER SHARE 2023 2022 For the Years Ended December 31, 2023 2022 Income (Loss) to common shareholders (Numerator) $ (3,177,532 ) $ (12,085,528 ) Basic weighted average number of common shares outstanding (Denominator) 705,030,048 705,126,846 Diluted weighted average number of common shares outstanding (Denominator) 705,030,048 705,126,846 |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Fair Value of Financial Instruments requires disclosure of the fair value information, whether recognized in the balance sheet, where it is practicable to estimate that value. As of December 31, 2023, the amounts reported for cash, inventory, prepaid expenses, accounts payable, and accrued expenses, approximate the fair value because of their short maturities. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC Topic 820 established a three-tier fair value hierarchy which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements). These tiers include: NEWHYDROGEN, INC. NOTES TO FINANCIAL STATEMENTS – AUDITED FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) ● Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets; ● Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and ● Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. We measure certain financial instruments at fair value on a recurring basis. As of December 31, 2023, there were no financial instruments to report. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements Management does not believe that any recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the accompanying condensed financial statements. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
SCHEDULE OF PROPERTY AND EQUIPMENT | Property and equipment are stated at cost, and are depreciated using straight line over its estimated useful lives: SCHEDULE OF PROPERTY AND EQUIPMENT Computer equipment 5 Machinery and equipment 10 |
SCHEDULE OF INTANGIBLE ASSETS AMORTIZED OVER THEIR USEFUL LIVES | SCHEDULE OF INTANGIBLE ASSETS AMORTIZED OVER THEIR USEFUL LIVES Useful Lives 12/31/2023 12/31/2022 Patents $ 45,336 $ 45,336 Less accumulated amortization 15 (24,179 ) (21,157 ) Intangible assets $ 21,157 $ 24,179 |
SCHEDULE OF NET EARNINGS PER SHARE | SCHEDULE OF NET EARNINGS PER SHARE 2023 2022 For the Years Ended December 31, 2023 2022 Income (Loss) to common shareholders (Numerator) $ (3,177,532 ) $ (12,085,528 ) Basic weighted average number of common shares outstanding (Denominator) 705,030,048 705,126,846 Diluted weighted average number of common shares outstanding (Denominator) 705,030,048 705,126,846 |
STOCK OPTIONS AND WARRANTS (Tab
STOCK OPTIONS AND WARRANTS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
SCHEDULE OF STOCK OPTIONS | SCHEDULE OF STOCK OPTIONS 12/31/2023 12/31/2022 Number of Options Weighted average exercise price Number of Options Weighted average exercise price Outstanding as of the beginning of the periods 455,000,000 $ 0.0210 465,950,000 $ 0.0350 Granted 155,000,000 $ 0.0126 455,000,000 $ 0.0210 Exercised - - - - Expired/Cancelled (50,000,000 ) $ 0.021 (465,950,000 ) (0.0350 ) Outstanding as of the end of the periods 560,000,000 $ 0.0172 455,000,000 $ 0.0210 Exercisable as of the end of the periods 416,388,889 $ 0.0204 424,547,787 $ 0.0296 |
SCHEDULE OF WEIGHTED AVERAGE REMAINING CONTRACTUAL LIFE OF OPTIONS OUTSTANDING | The weighted average remaining contractual life of options outstanding as of December 31, 2023 and 2022 was as follows: SCHEDULE OF WEIGHTED AVERAGE REMAINING CONTRACTUAL LIFE OF OPTIONS OUTSTANDING 12/31/2023 12/31/2022 Exercisable Price Stock Options Outstanding Stock Options Exercisable Weighted Average Remaining Contractual Life (years) Exercisable Price Stock Options Outstanding Stock Options Exercisable Weighted Average Remaining Contractual Life (years) $ 0.0137 50,000,000 12,500,000 6.22 $ - - - - $ 0.0126 5,000,000 972,222 9.42 $ - - - - $ 0.0121 100,000,000 - 6.46 $ - - - - $ 0.0223 5,000,000 2,916,667 8.21 $ 0.223 5,000,000 1,328767 9.21 $ 0.0210 400,000,000 400,000,000 5.28 $ 0.028 450,000,000 423,219,020 6.28 560,000,000 416,388,889 455,000,000 424,547,787 |
SCHEDULE OF WARRANTS ACTIVITY | As of December 31, 2023 and 2022, the outstanding warrants were as follows: SCHEDULE OF WARRANTS ACTIVITY 12/31/2023 12/31/2022 Number of Options Weighted average exercise price Number of Options Weighted average exercise price Outstanding as of the beginning of the periods 228,958,334 $ 0.0483 223,958,334 $ 0.0488 Granted - - - - Purchased - - 5,000,000 $ 0.0255 Outstanding as of the end of the periods 228,958,334 $ 0.0483 228,958,334 $ 0.0483 Exercisable as of the end of the periods 228,958,334 228,958,334 |
SCHEDULE OF WARRANTS OUTSTANDING | The weighted average remaining contractual life of the warrants outstanding as of December 31, 2023 was as follows: SCHEDULE OF WARRANTS OUTSTANDING 12/31/2023 Exercisable Price Stock Warrants Outstanding Stock Warrants Exercisable Weighted Average Remaining Contractual Life (years) $ 0.0255 5,000,000 5,000,000 3.21 $ 0.04 125,000,000 125,000,000 2.27 $ 0.05 9,375,000 9,375,000 2.26 $ 0.06 83,333,334 83,333,334 2.58 $ 0.075 6,250,000 6,250,000 2.58 228,958,334 228,958,334 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
SCHEDULE OF COMPONENTS OF INCOME TAX EXPENSE | The income tax provision differs from the amount of income tax determined by applying the U.S. federal and state income tax rate to pretax income from continuing operations for the years ended December 31, 2023 and 2022 due to the following: SCHEDULE OF COMPONENTS OF INCOME TAX EXPENSE 2023 2022 Book Income (Loss) (667,643 ) (2,537,960 ) Non-deductible expenses 421,328 2,156,530 Valuation Allowance 246,315 381,430 Income tax expense $ - $ - |
SCHEDULE OF NET DEFERRED TAX ASSETS | Net deferred tax assets consist of the following components as of December 31, 2023 and 2022: SCHEDULE OF NET DEFERRED TAX ASSETS 2023 2022 Deferred tax assets: NOL carryover (3,078,286 ) (2,839,510 ) R & D credit 658,083 620,005 Depreciation 10,734 10,735 Deferred tax liabilities: - Less Valuation Allowance 2,409,469 2,208,770 Net deferred tax asset $ - $ - |
BASIS OF PRESENTATION (Details
BASIS OF PRESENTATION (Details Narrative) - USD ($) | 3 Months Ended | 12 Months Ended | ||||||||
Dec. 31, 2023 | Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Dec. 31, 2022 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Accounting Policies [Abstract] | ||||||||||
Net loss | $ 443,771 | $ 440,643 | $ 661,618 | $ 1,631,500 | $ 2,999,181 | $ 2,824,625 | $ (21,748,340) | $ 28,010,062 | $ 3,177,532 | $ 12,085,528 |
Noncash amount | 2,007,180 | |||||||||
Net cash loss | 1,170,352 | |||||||||
Accumulated deficit | $ 176,132,585 | $ 172,955,053 | $ 176,132,585 | $ 172,955,053 |
SCHEDULE OF PROPERTY AND EQUIPM
SCHEDULE OF PROPERTY AND EQUIPMENT (Details) | Dec. 31, 2023 |
Computer Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful lives | 5 years |
Machinery and Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful lives | 10 years |
SCHEDULE OF INTANGIBLE ASSETS A
SCHEDULE OF INTANGIBLE ASSETS AMORTIZED OVER THEIR USEFUL LIVES (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Accounting Policies [Abstract] | ||
Patents | $ 45,336 | $ 45,336 |
Less accumulated amortization | $ (24,179) | (21,157) |
Intangible assets, useful lives | 15 years | |
Intangible assets | $ 21,157 | $ 24,179 |
SCHEDULE OF NET EARNINGS PER SH
SCHEDULE OF NET EARNINGS PER SHARE (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Accounting Policies [Abstract] | ||
Income (Loss) to common shareholders (Numerator) | $ (3,177,532) | $ (12,085,528) |
Basic weighted average number of common shares outstanding (Denominator) | 705,030,048 | 705,126,846 |
Diluted weighted average number of common shares outstanding (Denominator) | 705,030,048 | 705,126,846 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 12 Months Ended | ||||||||||||||
Jun. 15, 2023 | May 20, 2023 | May 09, 2023 | Mar. 20, 2023 | Mar. 11, 2023 | Apr. 12, 2022 | Mar. 15, 2022 | Mar. 01, 2022 | Mar. 18, 2021 | Feb. 18, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | Mar. 01, 2024 | Dec. 31, 2021 | Sep. 29, 2021 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||||||
Cash in excess of FDIC limits | $ 3,428,442 | ||||||||||||||
Depreciation expense | 1,084 | $ 1,192 | |||||||||||||
Amortization expense | $ 3,022 | $ 3,022 | |||||||||||||
Stock options granted | 5,000,000 | 155,000,000 | 455,000,000 | ||||||||||||
Exercise price | $ 0.0126 | $ 0.0210 | |||||||||||||
Exercise price | $ 0.0204 | $ 0.0296 | $ 0.028 | ||||||||||||
Option immediate exercisable | 416,388,889 | 424,547,787 | |||||||||||||
Options vesting | 138,889 | ||||||||||||||
Issuance of common shares to purchase warrants | 0 | 5,000,000 | |||||||||||||
Purchase price of warrants | $ 1,000 | ||||||||||||||
Stock options, outstanding | 560,000,000 | 455,000,000 | 465,950,000 | ||||||||||||
Stock options outstanding | 560,000,000 | 455,000,000 | |||||||||||||
Stock options termination description | The stock options terminate seven (7) year0s from the date of grant or upon termination of employment | ||||||||||||||
Research and development costs | $ 202,878 | $ 1,095,483 | |||||||||||||
Warrants outstanding | 228,958,334 | 228,958,334 | |||||||||||||
Exercisable Prices One [Member] | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||||||
Stock options outstanding | 50,000,000 | ||||||||||||||
Exercisable Prices Two [Member] | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||||||
Stock options outstanding | 5,000,000 | ||||||||||||||
Exercisable Prices Three [Member] | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||||||
Stock options outstanding | 100,000,000 | ||||||||||||||
Securities Purchase Agreement [Member] | Warrant [Member] | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||||||
Issuance of common shares to purchase warrants | 5,000,000 | ||||||||||||||
Purchase price of warrants | $ 1,000 | ||||||||||||||
Securities Purchase Agreement [Member] | Warrant [Member] | Subsequent Event [Member] | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||||||
Warrant exercise price | $ 0.0255 | ||||||||||||||
Equity Option [Member] | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||||||
Stock options granted | 100,000,000 | 5,000,000 | 50,000,000 | ||||||||||||
Exercise price | $ 0.0121 | $ 0.0126 | $ 0.0137 | ||||||||||||
Exercisable period | 36 months | 30 months | |||||||||||||
Option immediate exercisable | 100,000,000 | ||||||||||||||
Options vesting | 138,888 | ||||||||||||||
Stock options, outstanding | 560,000,000 | ||||||||||||||
Options vesting | 833,360 | 41,666,667 | |||||||||||||
Vested option percentage | 100% | ||||||||||||||
Expected to vest shares | 8,333,333 | ||||||||||||||
Stock options tranche description | (a) Tranche I -12,500,000 shares shall become vested and exercisable if the Company files an S-3 registration statement with the Securities and Exchange Commission (SEC) and it is declared effective by the SEC; (b) Tranche II – 12,500,000 shares shall become vested and exercisable if the Company’s shares are traded on a national securities exchange; (c) Tranche III – 12,500,000 shares shall become vested and exercisable if the average daily market value of the Company’s shares exceeds $100,000 per day over any 20 consecutive trade days; and (d) Tranche IV – 12,500,000 shares shall become vested and exercisable if the average daily market value of the Company’s shares exceed $200,000 per day over any 20 consecutive trade days. As of December 31, 2023, none of the performance milestones were met and the options remain unvested. Management believes the probability of satisfying vesting conditions in the above four tranches is less than ten (10) percent during next 12 months based on the current market cap of less than $5,000,000 and average trading stock volume of less than $5,000 per day. As of December 31, 2023, 100,000,000 shares remain outstanding | ||||||||||||||
Equity Option [Member] | Exercisable Prices Two [Member] | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||||||
Stock options outstanding | 5,000,000 | ||||||||||||||
Equity Option [Member] | Exercisable Prices Three [Member] | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||||||
Stock options outstanding | 100,000,000 | ||||||||||||||
Employee [Member] | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||||||
Stock options granted | 450,000,000 | 450,000,000 | |||||||||||||
Exercise price | $ 0.091 | ||||||||||||||
Exercise price | $ 0.021 | ||||||||||||||
Exercisable period | 7 months | 7 years | |||||||||||||
Vesting stock options description | Half of the 400,000,000 options vested immediately upon grant | ||||||||||||||
Option immediate exercisable | 316,666,662 | ||||||||||||||
Options vesting | 400,000,000 | ||||||||||||||
Stock options, outstanding | 400,000,000 | ||||||||||||||
Options vesting | 83,333,338 | ||||||||||||||
Cancelled shares | 50,000,000 | ||||||||||||||
Employee [Member] | First Installment 24 Months [Member] | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||||||
Exercisable period | 24 months | ||||||||||||||
Options vesting | 8,333,333 | ||||||||||||||
Employee [Member] | First Installment 36 Months [Member] | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||||||
Stock options granted | 5,000,000 | ||||||||||||||
Exercisable period | 36 months | 36 months | |||||||||||||
Options vesting | 138,889 | 1,388,889 | |||||||||||||
Stock options, outstanding | 5,000,000 | ||||||||||||||
Employee [Member] | First Installment 10 Months [Member] | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||||||
Exercisable period | 10 months | ||||||||||||||
Option immediate exercisable | 19,444,446 | ||||||||||||||
Options vesting | 50,000,000 | ||||||||||||||
Options vesting | 30,555,554 | ||||||||||||||
Vested option percentage | 100% | ||||||||||||||
Employee [Member] | First Installment 22 Months [Member] | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||||||
Exercisable period | 22 months | ||||||||||||||
Vested option percentage | 100% | ||||||||||||||
Employee [Member] | Share-Based Payment Arrangement, Tranche One [Member] | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||||||
Option immediate exercisable | 200,000,000 | ||||||||||||||
Employee [Member] | Share-Based Payment Arrangement, Tranche Two [Member] | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||||||
Option immediate exercisable | 50,000,000 |
CAPITAL STOCK (Details Narrativ
CAPITAL STOCK (Details Narrative) - USD ($) | 12 Months Ended | ||
Sep. 18, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | |
Class of Stock [Line Items] | |||
Issuance of common shares to purchase warrants | 0 | 5,000,000 | |
Purchase price of warrants | $ 1,000 | ||
Number of common shares returned and cancelled | 10,369,205 | ||
Common Stock [Member] | |||
Class of Stock [Line Items] | |||
Surrender for cancellation, shares | 527,334 | ||
Series C Preferred Stock [Member] | |||
Class of Stock [Line Items] | |||
Share conversion description | the Company had a total of 34,853 shares of Series C Preferred Stock outstanding with a fair value of $3,485,313, and a stated face value of one hundred dollars ($100) per share which are convertible into shares of fully paid and non-assessable shares of common stock of the Company | ||
Debt conversion, shares | 34,853 | ||
Debt conversion, amount | $ 3,485,313 | ||
Preferred stock, stated value | $ 100 | ||
Preferred stock conversion price | $ 0.0014 |
SCHEDULE OF STOCK OPTIONS (Deta
SCHEDULE OF STOCK OPTIONS (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | ||
Number of Options, Outstanding, Beginning Balance | 455,000,000 | 465,950,000 |
Weighted average exercise price, Outstanding, Beginning Balance | $ 0.0210 | $ 0.0350 |
Number of Options, Granted | 155,000,000 | 455,000,000 |
Weighted average exercise price, Granted | $ 0.0126 | $ 0.0210 |
Number of Options, Exercised | ||
Weighted average exercise price, Exercised | ||
Number of Options, Expired/Cancelled | (50,000,000) | (465,950,000) |
Weighted average exercise price, Expired/Cancelled | $ 0.021 | $ 0.0350 |
Weighted average exercise price, Expired/Cancelled | $ (0.021) | $ (0.0350) |
Number of Options, Outstanding, End Balance | 560,000,000 | 455,000,000 |
Weighted average exercise price, Outstanding, End Balance | $ 0.0172 | $ 0.0210 |
Number of Options, Exercisable, End Balance | 416,388,889 | 424,547,787 |
Weighted average exercise price, Exercisable, End Balance | $ 0.0204 | $ 0.0296 |
SCHEDULE OF WEIGHTED AVERAGE RE
SCHEDULE OF WEIGHTED AVERAGE REMAINING CONTRACTUAL LIFE OF OPTIONS OUTSTANDING (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||
Stock Options Outstanding | 560,000,000 | 455,000,000 |
Stock Options Exercisable | 416,388,889 | 424,547,787 |
Exercisable Prices One [Member] | ||
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||
Exercisable Price | $ 0.0137 | |
Stock Options Outstanding | 50,000,000 | |
Stock Options Exercisable | 12,500,000 | |
Weighted Average Remaining Contractual Life (years) | 6 years 2 months 19 days | |
Exercisable Prices Two [Member] | ||
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||
Exercisable Price | $ 0.0126 | |
Stock Options Outstanding | 5,000,000 | |
Stock Options Exercisable | 972,222 | |
Weighted Average Remaining Contractual Life (years) | 9 years 5 months 1 day | |
Exercisable Prices Three [Member] | ||
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||
Exercisable Price | $ 0.0121 | |
Stock Options Outstanding | 100,000,000 | |
Stock Options Exercisable | ||
Weighted Average Remaining Contractual Life (years) | 6 years 5 months 15 days | |
Exercisable Prices Four [Member] | ||
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||
Exercisable Price | $ 0.0223 | $ 0.223 |
Stock Options Outstanding | 5,000,000 | 5,000,000 |
Stock Options Exercisable | 2,916,667 | 1,328,767 |
Weighted Average Remaining Contractual Life (years) | 8 years 2 months 15 days | 9 years 2 months 15 days |
Exercisable Prices Five [Member] | ||
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||
Exercisable Price | $ 0.0210 | $ 0.028 |
Stock Options Outstanding | 400,000,000 | 450,000,000 |
Stock Options Exercisable | 400,000,000 | 423,219,020 |
Weighted Average Remaining Contractual Life (years) | 5 years 3 months 10 days | 6 years 3 months 10 days |
SCHEDULE OF WARRANTS ACTIVITY (
SCHEDULE OF WARRANTS ACTIVITY (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | ||
Number of Warrants, Outstanding as of the beginning of the periods | 228,958,334 | 223,958,334 |
Weighted average exercise price, Outstanding as of the beginning of the periods | $ 0.0483 | $ 0.0488 |
Number of Warrants, Granted | ||
Weighted average exercise price, Granted | ||
Number of Warrants, Purchased | 5,000,000 | |
Weighted average exercise price, Purchased | $ 0.0255 | |
Number of Warrants, Outstanding as of the end of the periods | 228,958,334 | 228,958,334 |
Weighted average exercise price, Outstanding as of the end of the periods | $ 0.0483 | $ 0.0483 |
Number of Warrants, Exercisable as of the end of the periods | 228,958,334 | 228,958,334 |
SCHEDULE OF WARRANTS OUTSTANDIN
SCHEDULE OF WARRANTS OUTSTANDING (Details) - $ / shares | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Class of Warrant or Right [Line Items] | |||
Stock Warrants Outstanding | 228,958,334 | 228,958,334 | 223,958,334 |
Stock Warrants Exercisable | 228,958,334 | 228,958,334 | |
Warrant One [Member] | |||
Class of Warrant or Right [Line Items] | |||
Exercisable Price | $ 0.0255 | ||
Stock Warrants Outstanding | 5,000,000 | ||
Stock Warrants Exercisable | 5,000,000 | ||
Weighted Average Remaining Contractual Life (years) | 3 years 2 months 15 days | ||
Warrant Two [Member] | |||
Class of Warrant or Right [Line Items] | |||
Exercisable Price | $ 0.04 | ||
Stock Warrants Outstanding | 125,000,000 | ||
Stock Warrants Exercisable | 125,000,000 | ||
Weighted Average Remaining Contractual Life (years) | 2 years 3 months 7 days | ||
Warrant Three [Member] | |||
Class of Warrant or Right [Line Items] | |||
Exercisable Price | $ 0.05 | ||
Stock Warrants Outstanding | 9,375,000 | ||
Stock Warrants Exercisable | 9,375,000 | ||
Weighted Average Remaining Contractual Life (years) | 2 years 3 months 3 days | ||
Warrant Four [Member] | |||
Class of Warrant or Right [Line Items] | |||
Exercisable Price | $ 0.06 | ||
Stock Warrants Outstanding | 83,333,334 | ||
Stock Warrants Exercisable | 83,333,334 | ||
Weighted Average Remaining Contractual Life (years) | 2 years 6 months 29 days | ||
Warrant Five [Member] | |||
Class of Warrant or Right [Line Items] | |||
Exercisable Price | $ 0.075 | ||
Stock Warrants Outstanding | 6,250,000 | ||
Stock Warrants Exercisable | 6,250,000 | ||
Weighted Average Remaining Contractual Life (years) | 2 years 6 months 29 days |
STOCK OPTIONS AND WARRANTS (Det
STOCK OPTIONS AND WARRANTS (Details Narrative) - USD ($) | 12 Months Ended | ||
Mar. 15, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Number of options, granted | 5,000,000 | 155,000,000 | 455,000,000 |
Stock-based compensation expense | $ 2,007,180 | $ 10,269,548 | |
Options outstanding, intrinsic value | $ 0 | ||
Warrants to purchase common stock | 0 | 5,000,000 | |
Purchase price of warrants | $ 1,000 | ||
Warrant compensation fair value | $ 0 | ||
Options Held [Member] | |||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Stock-based compensation expense | $ 2,007,180 | $ 10,269,548 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($) | 12 Months Ended | |||
Aug. 01, 2023 | Mar. 15, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | ||||
Monthly rent payment | $ 550 | |||
Stock option granted shares | 5,000,000 | 155,000,000 | 455,000,000 | |
Vesting shares | 138,889 | |||
Vesting period | 36 months | |||
Cash Compensation | $ 5,000 | |||
Services fee | $ 200 | |||
Sponsor fees | $ 716,326 | |||
Payment for sponsor | $ 177,878 |
SCHEDULE OF COMPONENTS OF INCOM
SCHEDULE OF COMPONENTS OF INCOME TAX EXPENSE (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | ||
Book Income (Loss) | $ (667,643) | $ (2,537,960) |
Non-deductible expenses | 421,328 | 2,156,530 |
Valuation Allowance | 246,315 | 381,430 |
Income tax expense |
SCHEDULE OF NET DEFERRED TAX AS
SCHEDULE OF NET DEFERRED TAX ASSETS (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Deferred tax assets: | ||
NOL carryover | $ (3,078,286) | $ (2,839,510) |
R & D credit | 658,083 | 620,005 |
Depreciation | 10,734 | 10,735 |
Less Valuation Allowance | 2,409,469 | 2,208,770 |
Net deferred tax asset |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 22, 2017 | Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | ||
U.S. statutory federal income tax rate | 35% | 21% |
Net operating loss carry forwards | $ 14,658,507 | |
Income tax expense | $ 0 |