Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Mar. 14, 2022 | Jun. 30, 2021 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2021 | ||
Document Fiscal Year Focus | 2021 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | IKT | ||
Entity Registrant Name | INHIBIKASE THERAPEUTICS, INC. | ||
Entity Central Index Key | 0001750149 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Emerging Growth Company | true | ||
Entity Small Business | true | ||
Entity Ex Transition Period | false | ||
ICFR Auditor Attestation Flag | false | ||
Entity Shell Company | false | ||
Entity Common Stock, Shares Outstanding | 25,227,051 | ||
Entity Public Float | $ 51.4 | ||
Entity Tax Identification Number | 26-3407249 | ||
Entity Interactive Data Current | Yes | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Security Exchange Name | NASDAQ | ||
Documents Incorporated by Reference [Text Block] | None | ||
Entity Address, Address Line One | 3350 Riverwood Parkway SE | ||
Entity Address, Address Line Two | Suite 1900 | ||
Entity Address, City or Town | Atlanta | ||
Entity Address, State or Province | GA | ||
Entity Address, Postal Zip Code | 30339 | ||
City Area Code | 678 | ||
Local Phone Number | 392-3419 | ||
Entity Incorporation, State or Country Code | DE | ||
Title of 12(b) Security | Common Stock, $0.001 par value | ||
Entity File Number | 001-39676 | ||
Auditor Name | CohnReznick LLP | ||
Auditor Firm ID | 596 | ||
Auditor Location | Holmdel, New Jersey |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash | $ 40,750,133 | $ 13,953,513 |
Accounts receivable | 110,141 | 0 |
Prepaid research and development | 107,000 | 774,356 |
Prepaid expenses and other current assets | 1,502,725 | 54,837 |
Total assets | 42,469,999 | 14,782,706 |
Current liabilities: | ||
Accounts payable | 1,089,778 | 1,720,680 |
Accrued expenses and other current liabilities | 2,715,761 | 632,934 |
Deferred revenue | 0 | 2,325,741 |
Notes payable | 248,911 | 42,534 |
Total | 4,054,450 | 4,721,889 |
Notes payable, net of current portion | 0 | 276,461 |
Total liabilities | 4,054,450 | 4,998,350 |
Commitments and contingencies (see Note 10) | ||
Stockholders' equity: | ||
Preferred stock, $0.001 par value; 10,000,000 and 0 shares authorized at December 31, 2021 and 2020; 0 shares issued and outstanding at December 31, 2021 and 2020 | 0 | 0 |
Common stock, $0.001 par value; 100,000,000 and 30,000,000 shares authorized; XX,XXX,XXX and 10,050,849 shares issued and outstanding at December 31, 2021 and 2020 | 25,155 | 10,051 |
Additional paid-in capital | 68,208,081 | 24,805,929 |
Accumulated deficit | (29,817,687) | (15,031,624) |
Total | 38,415,549 | 9,784,356 |
Total liabilities and stockholders' equity | $ 42,469,999 | $ 14,782,706 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2021 | Dec. 31, 2020 |
Statement Of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 25,155,198 | 10,050,849 |
Common stock, shares outstanding | 25,155,198 | 10,050,849 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Revenue: | ||
Total revenue | $ 3,100,605 | $ 698,468 |
Revenue From Contract With Customer Product And Service Extensible List | us-gaap:GrantMember | us-gaap:GrantMember |
Costs and expenses: | ||
Research and development | $ 11,359,104 | $ 893,802 |
Selling, general and administrative | 6,507,641 | 2,623,158 |
Total costs and expenses | 17,866,745 | 3,516,960 |
Loss from operations | (14,766,140) | (2,818,492) |
Interest expense | (19,923) | (29,402) |
Net loss | $ (14,786,063) | $ (2,847,894) |
Net loss per share – basic and diluted | $ (0.81) | $ (0.35) |
Weighted-average number of common shares – basic and diluted | 18,209,198 | 8,212,581 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity (Deficit) - USD ($) | Total | IPO | Common Stock | Common StockIPO | Additional Paid-In Capital | Additional Paid-In CapitalIPO | Accumulated Deficit |
Beginning balance at Dec. 31, 2019 | $ (4,490,016) | $ 8,181 | $ 7,685,533 | $ (12,183,730) | |||
Beginning balance, Shares at Dec. 31, 2019 | 8,180,937 | ||||||
Stock-based compensation expense | 573,695 | 573,695 | |||||
Issuance of warrants | 1,443,426 | 1,443,426 | |||||
Issuance of common stock | 4,870 | $ 14,595,045 | $ 15 | $ 1,800 | 4,855 | $ 14,593,245 | |
Issuance of common stock, Shares | 14,175 | 1,800,000 | |||||
Conversion of notes | 505,230 | $ 55 | 505,175 | ||||
Conversion of notes, Shares | 55,737 | ||||||
Net loss | (2,847,894) | (2,847,894) | |||||
Ending balance at Dec. 31, 2020 | $ 9,784,356 | $ 10,051 | 24,805,929 | (15,031,624) | |||
Ending balance, Shares at Dec. 31, 2020 | 10,050,849 | 10,050,849 | |||||
Stock-based compensation expense | $ 1,531,876 | 1,531,876 | |||||
Issuance of warrants | 688,784 | 688,784 | |||||
Issuance of common stock | 60,391 | $ 41,135,357 | $ 9 | $ 15,000 | 60,382 | $ 41,120,357 | |
Issuance of common stock, Shares | 9,000 | 15,000,000 | |||||
Issuance of common stock, stock options exercised | 848 | $ 95 | 753 | ||||
Issuance of common stock, stock options exercised, Shares | 95,349 | ||||||
Net loss | (14,786,063) | (14,786,063) | |||||
Ending balance at Dec. 31, 2021 | $ 38,415,549 | $ 25,155 | $ 68,208,081 | $ (29,817,687) | |||
Ending balance, Shares at Dec. 31, 2021 | 25,155,198 | 25,155,198 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Operating activities | ||
Net loss | $ (14,786,063) | $ (2,847,894) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock-based compensation expense | 1,531,876 | 573,695 |
Non-cash consulting fees | 60,391 | 148,795 |
Non-cash interest | 0 | 17,260 |
Non-cash PPP loan forgiveness | (27,550) | 0 |
Warrant expense | 688,784 | 1,443,426 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (110,141) | 0 |
Prepaid expenses and other assets | (1,447,888) | (37,913) |
Prepaid research and development | 667,356 | 0 |
Accounts payable | (630,902) | (247,071) |
Accrued expenses and other current liabilities | 2,082,827 | (1,076,758) |
Deferred revenue | (2,325,741) | 897,105 |
Net cash used in operating activities | (14,297,051) | (1,129,355) |
Financing activities | ||
Proceeds from notes payable | 0 | 272,800 |
Proceeds from issuance of common stock | 0 | 4,870 |
Issuance of common stock from exercise of stock options | 78,500 | 0 |
Payment of employee taxes in connection with stock option exercise | (77,652) | 0 |
Proceeds from issuance of common stock upon initial public offering, net of issuance costs | 41,135,357 | 14,786,741 |
Repayments of note payable | (42,534) | 0 |
Net cash provided by (used in) financing activities | 41,093,671 | 15,064,411 |
Net increase (decrease) in cash | 26,796,620 | 13,935,056 |
Cash at beginning of year | 13,953,513 | 18,457 |
Cash at end of year | 40,750,133 | 13,953,513 |
Supplemental disclosures of cash flow information | ||
Cash paid for interest | 1,148 | 6,249 |
Non-cash financing activities | ||
Notes payable settled with common stock | 0 | 505,230 |
Notes payable settled with new notes payable | $ 0 | $ 42,534 |
Nature of Business
Nature of Business | 12 Months Ended |
Dec. 31, 2021 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Nature of Business | 1. Nature of Business Inhibikase Therapeutics, Inc. (the “Company”), incorporated on June 3, 2010 as a Delaware corporation with its headquarters in Atlanta, Georgia, is developing therapeutics for neurodegenerative disease inside and outside of the brain. The Company filed two Investigational New Drug Applications, or INDs, for its lead programs in neurodegenerative disease with the U.S. Food and Drug Administration, or FDA, in the first quarter of 2019. The Company’s registration statement on Form S-1 filed during 2020 in connection with its initial public offering (“IPO”) was declared effective on December 22, 2020 by the Securities and Exchange Commission (the “SEC”), and the Company’s common stock began trading on the Nasdaq Capital Market on December 23, 2020. On December 28, 2020, the Company completed its IPO, in which the Company sold and issued 1,800,000 shares of its common stock at a price to the public of $ 10.00 per share. The Company received aggregate net proceeds of approximately $ 14.6 million after deducting offering costs, underwriting discounts and commissions of $ 3.4 million. On June 18, 2021, the Company issued and sold 15,000,000 fully paid non-assessable shares of its common stock at a public offering price of $ 3.00 per share (the “June 2021 Offering”) . Proceeds from the June 2021 Offering were $ 41.1 million after deducting offering costs, underwriting discounts and commissions of approximately $ 3.9 million. The Company utilizes small molecule, oral protein kinase inhibitors to treat Parkinson’s Disease, or PD, and its GI complications. The Company has shown in animal models of progressive PD that its lead clinical candidate, IkT-148009, is a brain penetrant Abelson tyrosine kinase, or c-Abl, inhibitor that halts disease progression and reverses functional loss in the brain and reverses neurological dysfunction in the GI tract. The ability to halt progression and restore function was shown in animal models of progressive disease that mimic the rate of disease progression and the extent of functional loss in the brain and/or the GI tract as found in patients with PD. Historically, the multi-decade failures in the treatment of neurodegenerative diseases such as PD result from a lack of understanding of the biochemistry of the disease processes involved. Neurodegeneration is marked by a progressive degeneration and loss of function of neurons which send and receive signals from the brain. Historically, the cause of a neurodegenerative disease was thought to be a “plaque” made up of a misfolded and/or aggregated protein(s). The Company has taken a different approach, by identifying the proteins that become dysfunctional in a disease pathway and seeking to understand how a dysfunctional protein causes disease. Using this strategy, the Company believes it has discovered at least one enzyme, c-Abl, that plays a pivotal role in the disease process for PD, c-Abl. The Company has developed a novel protein kinase inhibitor against c-Abl, which it believes can alter the disease course for PD. In addition to programs in PD, our platform drug discovery and delivery technologies have identified additional opportunities, including a potential treatment for bacterial or viral infections in the brain using a single agent at fixed dose, and an oncology opportunity in stable-phase Chronic Myelogenous Leukemia, or CML. Our product for CML, IkT-001Pro, is a prodrug of the anticancer agent Imatinib. A prodrug is a compound that, after administration, is metabolized by the body into a pharmacologically active drug. Imatinib is an FDA designated Orphan Drug and is the standard-of-care treatment for stable-phase CML. In the United States, orphan drug designation entitles a party to incentives such as opportunities for grant funding towards clinical trial costs, tax advantages, and user-fee waivers. We plan to submit an IND to initiate clinical development for IkT-001Pro in the second quarter of 2022. We intend to submit a new drug application, or NDA, for IkT-001Pro pursuant to Section 505(b)(2) of the Federal Food, Drug and Cosmetic Act, which specifies the requirements for approval. This pathway would allow us to rely, in part, on data in the public domain or the FDA’s prior conclusions regarding the safety and effectiveness of an approved compound. Consistent with FDA guidance on the 505(b)(2) pathway, we will seek input from the FDA as to what should be included in the application prior to submission of the 505(b)(2) application. Pursuit of this oncology opportunity will seek to validate the pharmacology advantage of our prodrug technology in a well understood patient population with an approved drug substance. If we are able to validate IkT-001Pro in oncology, we will evaluate whether the pharmacology advantages we discover about IkT-001Pro could be applied to novel drug substances, such as IkT-148009. Liquidity The Company has recognized recurring losses. At December 31, 2021, the Company had working capital of $ 38,415,549 , an accumulated deficit of $ 29,817,687 , cash of $ 40,750,133 and accounts payable and accrued expenses of $ 3,805,539 . At December 31, 2021, the Company had active grants in the amount of $ 385,888 , all of which remained available in accounts held by the U.S. Treasury as of March 14, 2022. The future success of the Company is dependent on its ability to successfully obtain additional working capital, obtain regulatory approval for and successfully launch and commercialize its product candidates and to ultimately attain profitable operations. Historically, the Company has funded its operations primarily through cash received in connection with revenue from its various grant programs. In addition, in June 2021 and December 2020, the Company raised approximately $ 41.1 million and $ 14.6 million in working capital from its underwritten public offering (the “June 2021 Offering”) and its initial public offering (“IPO”), respectively. The Company is subject to a variety of risks similar to other early-stage life science companies including, but not limited to, the successful development, regulatory approval, and market acceptance of the Company’s product candidates, development by its competitors of new technological innovations, protection of proprietary technology, and raising additional working capital. The Company has incurred significant research and development expenses and general and administrative expenses related to its product candidate programs. The Company anticipates costs and expenses to increase in the future as the Company continues to develop its product candidates. The Company may seek to fund its operations through additional public equity, private equity, or debt financings, as well as other sources. However, the Company may be unable to raise additional working capital, or if it is able to raise additional capital, it may be unable to do so on commercially favorable terms. The Company’s failure to raise capital or enter into such other arrangements if and when needed would have a negative impact on the Company’s business, results of operations and financial condition and the Company’s ability to continue to develop its product candidates. The Company estimates that its working capital at December 31, 2021 is sufficient to fund its normal operations into the third quarter of 2023. The accompanying consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the ordinary course of business. The consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from the outcome of the uncertainties described above. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Basis of Presentation The accompanying consolidated financial statements for the years ended December 31, 2021 and 2020, have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (the “SEC”) and Generally Accepted Accounting Principles in the United States (“U.S. GAAP”) for financial information, which prescribes elimination of all significant inter-company accounts and transactions in the accounts of the Company and its wholly owned subsidiary, IKT Securities Corporation, which was incorporated in the Commonwealth of Massachusetts in December 2021. In the opinion of management, these consolidated financial statements reflect all adjustments which are necessary for a fair statement of the Company’s financial position and results of its operations, as of and for the periods presented. Any reference in these notes to applicable guidance is meant to refer to the authoritative U.S. GAAP as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Updates (“ASU”) of the Financial Accounting Standards Board (“FASB”). On August 21, 2020, the Company filed a Certificate of Amendment of its Certificate of Incorporation with the Secretary of State of the State of Delaware that effected a one-for-1.14396 (1:1.14396) reverse stock split of its common stock, par value $ .001 per share, effective August 24, 2020. All warrant, option, share, and per share information in the Company’s financial statements gives retroactive effect to the one-for- 1.14396 reverse stock split that was effected on August 24, 2020. Consolidation The accompanying consolidated financial statements include the Company and its wholly owned subsidiary, IKT Securities Corporation. The Company has eliminated all inter-company transactions for the years presented. Use of Estimates The preparation of the Company’s financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. The Company utilizes certain estimates in the determination of the fair value of its stock options and warrants, deferred tax valuation allowances and revenue recognition, to record expenses relating to research and development contracts and accrued expenses. The Company bases its estimates on historical experience and other market-specific or other relevant assumptions that it believes to be reasonable under the circumstances. Actual results could differ from such estimates. Off-Balance Sheet Risk and Concentrations of Credit Risk The Company has no significant off-balance sheet risks, such as foreign exchange contracts, option contracts, or other foreign hedging arrangements. Financial instruments that subject the Company to credit risk primarily consist of cash and cash equivalents. The Company maintains deposits in federally insured financial institutions in excess of federally insured limits. The Company is exposed to credit risk in the event of a default by the financial institutions holding its cash to the extent recorded on the consolidated balance sheets. The Company has not experienced any losses in such accounts and management believes that the Company does not have significant credit risk with respect to such cash. For the years ended December 31, 2021 and 2020, the Company derived more than 90 % of its total revenue from a single source, the United States Government, in the form of federal research grants. Fair Value Measurements For certain financial instruments, including cash and accounts payable, the carrying amounts approximate their fair values as of December 31, 2021 and 2020 because of their short-term nature. Revenue Recognition The Company generates revenue from research and development grants under contracts with third parties that do not create customer-vendor relationships. The Company’s research and development grants are non-exchange transactions and are not within the scope of ASC Topic 606, Revenue from Contracts with Customers (“ASC 606”). Contribution revenue earned from activities performed pursuant to research and development grants is reported as grant revenue in the Company’s consolidated statements of operations. Revenue from these grants is recognized as the Company incurs qualifying expenses as stipulated by the terms of the respective grant. Cash received from grants in advance of incurring qualifying expenses is recorded as deferred revenue. The Company records revenue and a corresponding receivable when qualifying costs are incurred before the grants are received. Research and Development Costs Costs incurred in the research and development of the Company’s product candidates are expensed as incurred. Research and development expenses consist of costs incurred in performing research and development activities, including activities associated with performing services under grant revenue contracts and include salaries and benefits, stock compensation, research-related subcontractors and consultants, supplies and overhead costs. Advance payments made to suppliers and contract research organizations are classified as prepaid research and development and are expensed as research and development as the supplies are consumed and the contract services are provided. Stock-Based Compensation The Company has a stock-based compensation plan which is more fully described in Note 6. The Company records stock-based compensation for options granted to employees and to members of the board of directors for their services on the board of directors, based on the grant date fair value of awards issued, and the expense is recorded on a straight-line basis over the applicable service period, which is generally one to two years. The Company accounts for non-employee stock-based compensation arrangements based upon the fair value of the consideration received or the equity instruments issued, whichever is more reliably measurable. Stock-based compensation costs for non-employee awards are recognized as services are provided, which is generally the vesting period. The Company uses the Black-Scholes-Merton option-pricing model to determine the fair value of stock options. The use of the Black-Scholes-Merton option-pricing model requires management to make assumptions with respect to the expected term of the option, the expected volatility of the common stock consistent with the expected life of the option, risk-free interest rates and expected dividend yields of the common stock. The Company has concluded that the historical share option exercise experience does not provide a reasonable basis upon which to estimate expected term. Therefore, the expected term was determined according to the simplified method, which is the average of the vesting tranche dates and the contractual term. Due to the lack of Company specific historical and implied volatility data, we have based our estimate of expected volatility primarily on the historical volatility of a group of similar companies that are publicly traded. For these analyses, companies with comparable characteristics are selected, including enterprise value and position within the industry, and with historical share price information sufficient to meet the expected life of the stock-based awards. The Company computes the historical volatility data using the daily closing prices for the selected companies’ shares during the equivalent period of the calculated expected term of its stock-based awards. The risk-free interest rate is determined by reference to U.S. Treasury zero-coupon issues with remaining maturities similar to the expected term of the options. The Company has not paid, and does not anticipate paying, cash dividends on shares of common stock. Income Taxes The Company provides for income taxes using the asset and liability method. The Company provides deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the Company’s financial statement carrying amounts and the tax bases of assets and liabilities using enacted tax rates expected to be in effect in the years in which the differences are expected to reverse. A valuation allowance is provided to reduce the deferred tax assets to the amount that will more likely than not be realized. The Company does not have any material uncertain tax positions for which reserves would be required. The Company will recognize interest and penalties related to uncertain tax positions, if any, in income tax expense. Net Loss Per Share Basic net loss per share is calculated by dividing net loss applicable to common stockholders by the weighted-average number of shares outstanding during the period, without consideration for common stock equivalents. Diluted net loss per share is calculated by adjusting the weighted-average number of shares outstanding for the dilutive effect of common stock equivalents outstanding for the period, determined using the treasury-stock method. For purposes of the diluted net loss per share calculation, warrants to purchase common stock and stock options are considered to be common stock equivalents, but have been excluded from the calculation of diluted net loss per share, as their effect would be anti-dilutive for all periods presented. Therefore, basic and diluted net loss per share applicable to common stockholders were the same for all periods presented. Recent Accounting Standards From time to time, new accounting pronouncements are issued by the FASB or other standard setting bodies and are generally adopted by the Company as of the specified effective date. Unless otherwise discussed, the Company believes that the impact of recently issued standards that are not yet effective will not have a material impact on its financial position or results of operations upon adoption. The Company qualifies as an “emerging growth company” as defined in the Jumpstart Our Business Startups Act of 2012, as amended, or the JOBS Act. The JOBS Act permits an emerging growth company such as the Company to take advantage of an extended transition period to comply with new or revised accounting standards applicable to public companies until those standards would otherwise apply to private companies. The Company has elected not to “opt out” of such extended transition period, which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company will adopt the new or revised standard at the time private companies adopt the new or revised standard and will do so until such time that it either (i) irrevocably elects to “opt out” of such extended transition period or (ii) no longer qualifies as an emerging growth company. Accounting Standards Adopted On January 1, 2020, the Company adopted ASU No. 2018-07, Compensation – Stock Compensation (Topic 718): Improvements to Non-employee Share-Based Payment Accounting (“ASU 2018-07”), which expands the scope of Topic 718 to include share-based payment transactions for acquiring goods and services from non-employees. An entity should apply the requirements of Topic 718 to non-employee awards except for specific guidance on inputs to an option pricing model and the attribution of cost (that is, the period of time over which share-based payment awards vest and the pattern of cost recognition over that period). The adoption of this ASU did not have a material impact on the Company’s consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02, Leases (“ASU 2016-02”), which applies to all leases. Under ASU 2016-02, a right-of-use asset and lease obligation will be recorded for all leases, whether operating or financing leases, while the statement of operations will reflect lease expense for operating leases and amortization and interest expense for financing leases. ASU 2016-02 is effective for public entities for fiscal years beginning after December 15, 2018 and interim periods within those years, and after December 15, 2021 and interim periods beginning after December 15, 2021 for all other entities. Early adoption is permitted. Entities are required to use a modified retrospective approach of adoption for leases that exist or are entered into after the beginning of the earliest comparative period in the financial statements. Full retrospective application is prohibited. The adoption of this ASU did not have a material impact on the Company’s consolidated financial statements. In December 2019, the FASB issued ASU 2019-12 amending accounting guidance that simplifies the accounting for income taxes, as part of its initiative to reduce complexity in the accounting standards. It removes certain exceptions to the general principles in Topic 740 and amends existing guidance to improve consistent application. ASU 2019-12 will be effective for us in the first quarter of 2021 with early adoption permitted. The adoption of this ASU did not have a material impact on the Company’s consolidated financial statements. Accounting Standards Issued, Not Yet Adopted In August 2020, the FASB issued ASU No. 2020-06, Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40) (“ASU 2020-06”). ASU 2020-06 simplifies the accounting for convertible debt instruments by reducing the number of accounting models and the number of embedded features that could be recognized separately from the host contract. Consequently, more convertible debt instruments will be accounted for as a single liability measured at its amortized cost, as long as no other features require bifurcation and recognition as derivatives. ASU 2020-06 also requires use of the if-converted method in the diluted earnings per share calculation for convertible instruments. ASU 2020-06 is effective for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years for smaller reporting companies, with early adoption permitted. The Company is currently evaluating the potential impact that this standard may have on its consolidated financial statements and related disclosures. |
Supplemental Balance Sheet Info
Supplemental Balance Sheet Information | 12 Months Ended |
Dec. 31, 2021 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Supplemental Balance Sheet Information | 3. Supplemental Balance Sheet Information Accrued expenses and other current liabilities consist of the following: December 31, December 31, Accrued consulting $ 210,000 $ 115,405 Accrued compensation 421,734 — Accrued legal and professional fees — 383,286 Accrued research and development 2,077,932 83,491 Accrued interest 968 1,673 Accrued other 5,127 49,079 Total accrued expenses and other current liabilities $ 2,715,761 $ 632,934 |
Notes Payable
Notes Payable | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Notes Payable | 4. Notes Payable Notes payable outstanding were $ 248,911 and $ 318,995 at December 31, 2021 and 2020, respectively. 12/31/2021 12/31/2020 2019 Note $ — $ — Fifth Restated Note — 42,534 2019 CFO Note — — PPP Note — 27,550 CEO Restated Note 248,911 248,911 Total notes payable $ 248,911 $ 318,995 Future principal payments on the notes payable as of December 31, 2021 are as follows: Year ended December 31, 2022 $ 248,911 2023 — 2024 — 2025 — 2026 — Total notes payable $ 248,911 Revolving Demand Promissory Note On January 1, 2019, the Company issued a note (the “2019 Note”) in the face amount of $ 98,419 bearing 5.25 % APR simple interest as payment for the balance due on a 2018 note that matured on January 1, 2019 . The 2019 Note matured and was settled on January 1, 2020 (see below). The Company assessed the terms and features of the 2019 Note in order to identify any potential embedded features that would require bifurcation. The Company concluded that these features are not clearly and closely related to the host instrument, and represent derivative instruments required to be re-measured at fair value at each reporting date. During 2019, the value of the derivative instruments was not material. On January 1, 2020, the Company issued a note (the “2020 Note”) in the face amount of $ 103,586 bearing 5.25 % APR simple interest as settlement in full on the 2019 Note that matured on January 1, 2020 . The 2020 Note had a January 1, 2021 maturity date. Upon occurrence of certain conditions including the sale of a division of the Company or upon the date on which the Company closes on certain financings, the due date for some or all of the unpaid principal and accrued and unpaid interest may have become accelerated. The Company assessed the terms and features of the 2020 Note and determined that none of the terms and features represented embedded derivatives that require bifurcation. On June 30, 2020, the holder of the 2020 Note and the Company entered into an agreement to settle the 2020 Note early. As full consideration and settlement of the 2020 Note’s June 30 principal balance plus accrued and unpaid interest in the amount of $ 106,334 , the Company issued a new promissory note to the holder in the amount of $ 42,534 (the “Fifth Restated Note”) with substantially similar terms as the 2020 Note and it matures on the earlier of a significant transaction, including an initial public offering, sale of substantially all assets or change of control, and January 1, 2021. In addition, the holder subscribed for the purchase of 11,594 unregistered shares of the Company’s common stock at a subscription price of $ 63,800 , or $ 5.50 per share. The issuance of shares under the subscription agreement and the issuance of the Fifth Restated Note satisfied the payoff of the 2020 Note without premium or discount. The Company consummated its IPO on December 28, 2020 and the principal balance of the Fifth Restated Note plus accrued and unpaid interest was settled in full, without adjustment, in cash on January 1, 2021. Note Payable to CEO On February 5, 2020 (the “Issue Date”), the Company issued a note payable to its CEO (the “CEO Note”) in the face amount of $ 245,250 bearing 1.59 % APR simple interest in exchange for cash. The net proceeds of $ 245,250 were used as working capital by the Company. The note carried an original maturity of the earlier of the sixth month following the Issue Date or the date the Company has sufficient funds to repay the CEO Note. If an event of default occurred and continued the Company agreed to issue a warrant to the holder with a strike price of $ 4.87 per share for a number of shares equal to 150 % of the value of the loan. The Company assessed the terms and features of the CEO Note and determined that none of the terms and features represented embedded derivatives that require bifurcation. On June 13, 2020, the holder of the CEO Note and the Company entered into a restated agreement (the “CEO Restated Note”). The CEO Restated Note in the amount of $ 248,911 extended the stated maturity date of the CEO Note from the earlier of the sixth month following the (original) Issue Date or the date the Company has sufficient funds to repay the note to the earlier of the 30th month following the (original) Issue Date or the date the Company had sufficient funds to repay the CEO Restated Note. The Issue Date, February 5, 2020 , is unchanged. In addition, the interest rate was reduced, effective as of the Issue Date, from 1.59 % APR to 0.25 %. The CEO Restated Note also changed the exercise price of the warrant from $ 4.87 to $ 4.81 per share in the case of any default. The other provisions of the CEO Restated Note remained the same, in all material respects, to the CEO Note. The Company and its CEO have agreed that the CEO Restated Note will not be repaid for a minimum of 12 months following the closing of its initial public offering. The principal balance of the CEO note was $ 248,911 at December 31, 2021. The principal balance plus accrued and unpaid interest on the CEO Note were settled in full, without adjustment, in cash on January 3, 2022. The Paycheck Protection Program Loan (the “PPP Loan”) On May 4, 2020, the Company received $ 27,550 in loan proceeds as part of the Federal CARES Act Paycheck Protection Program (the “PPP Act” or “PPP”) with a 1 % annual interest rate. The loan carried certain provisions to provide that if the Company expended not less than 60 % of the loan proceeds on qualified payroll costs that the principal and accrued interest on the loan would be forgiven. The lender and the Small Business Administration determined that the Company met the contractual conditions for forgiveness of the entire PPP Loan plus accrued interest and it was forgiven in 2021. Note Payable to CFO In December 2019, the Company issued a revolving demand promissory note (the “2019 CFO Note”) to its CFO (the owner of Flagship Consulting, Inc. “Flagship”) in the amount of $ 275,375 plus up to $ 300,000 for future CFO services to be rendered to the Company. The 2019 CFO Note replaced a note issued in 2018 (the “2018 Flagship Note”) which matured on December 31, 2019 . The $ 275,375 due to its CFO in December 2019 included the amounts due on the 2018 Flagship Note, plus accrued and unpaid interest, plus the additional amounts due under the 2018 Flagship Agreement (which agreement provided for CFO services to be rendered to the Company). The 2019 CFO Note plus accrued and unpaid interest at 5 % APR matured on the earlier of a significant transaction, including an initial public offering, sale of substantially all assets or change of control, or December 31, 2021. The Company assessed the terms and features of the 2019 CFO Note, including the contingent acceleration of obligations under an event of default and the contingent prepayment features in order to identify any potential embedded features that would require bifurcation. The Company concluded that these features are not clearly and closely related to the host instrument, and represent derivative instruments required to be re-measured at fair value on each reporting date. At December 31, 2019, the Company determined that the value of these features was not material and, therefore, was not recorded as a separate item on the consolidated balance sheet. The principal plus accrued and unpaid interest on the 2019 CFO Note was $ 386,013 when it was settled early on August 31, 2020. On August 31, 2020, the Company issued an amended and restated second convertible demand promissory note to Flagship (the “2020 Flagship Note”) in the face amount of $ 386,013 as full consideration of the 2019 CFO Note plus an additional sum of up to $ 300,000 as is accrued for unpaid fees for services rendered after December 31, 2019. The 2020 Flagship Note matured on the earlier of a significant transaction, including an initial public offering, sale of substantially all assets or change of control, or December 31, 2021, and bears an annual simple interest rate of 5 %. The 2020 Flagship Note included an automatic conversion provision which provided that if, on or before October 31, 2020, the Company consummated an initial public offering, the then unpaid principal plus accrued interest of the 2020 Flagship Note would automatically be converted into shares of the Company’s common stock. The conversion price per share would be the IPO price. The 2020 Flagship Note was amended on October 30, 2020 to extend the automatic conversion provision to provide that if, on or before December 31, 2020, the Company consummates an initial public offering, the then unpaid principal plus accrued interest of the 2020 Flagship Note shall automatically convert into shares of the Company’s common stock. The conversion price per share shall be the initial public offering price. Upon the December 28, 2020 consummation of the Company’s IPO, the principal balance plus accrued and unpaid interest on the 2020 Flagship Note, totaling $ 441,432 , was converted into 44,143 shares of common stock at the IPO price of $ 10.00 per share. |
Stockholders_ Deficit
Stockholders’ Deficit | 12 Months Ended |
Dec. 31, 2021 | |
Stockholders Equity Note [Abstract] | |
Stockholders’ Deficit | 5. Stockholders’ Deficit Each share of common stock is entitled to one vote. The holders of common stock are also entitled to receive dividends whenever funds are legally available and when declared by the board of directors, subject to the prior rights of holders of all classes of stock outstanding. As of December 31, 2021, a total 5,221,279 shares of common stock were reserved for issuance upon the exercise of outstanding stock options and warrants under the 2020 Equity Incentive Plan and the 2011 Equity Incentive Plan. Reverse Stock Split On August 20, 2020, the board of directors adopted resolutions proposing that each 1.14396 shares of the Company’s issued and outstanding common stock, par value $ 0.001 per share, be automatically converted into one fully paid and nonassessable share of common stock, par value $0.001 (the “Reverse Stock Split”) with cash in lieu of fractional shares. On August 21, 2020, shareholders representing a majority of the issued and outstanding common stock approved the Reverse Stock Split. On August 21, 2020, the Company filed with the Delaware Secretary of State its Certificate of Amendment to its Certificate of Incorporation, effective as of August 24, 2020. Share Issuances In January 2020, an accredited investor subscribed for, and the Company issued, 874 shares of its stock in a private placement transaction at a per share price of $ 5.57 . Net proceeds were approximately $ 4,870 . Issuance costs were not material. No additional rights or options were granted to this accredited investor in connection with this issuance. On June 30, 2020, the Company accepted a fully paid-up subscription for 11,594 shares of its stock from a note holder who is an accredited investor in a private placement transaction at a per share price of $ 5.50 . Total consideration of approximately $ 63,800 for the subscription was recognized by the Company as cashless consideration for partial settlement of the 2020 Note (refer to Note 4 for information regarding early settlement of the 2020 Note). Issuance costs were not material. No additional rights or options were granted to this accredited investor in connection with this issuance. On August 25, 2020, the Company issued 13,301 fully paid non-assessable shares of its common stock in connection with a net settled cashless exercise of 21,854 warrant shares with a strike price of $ 2.31 per share. Issuance costs were not material. No additional rights or options were granted to this accredited investor in connection with this issuance. On December 28, 2020, the Company issued 44,143 fully paid non-assessable shares of its common stock in connection with the cashless conversion of principal and accrued and unpaid interest in the amount of $ 441,432 on the 2020 Flagship Note. Issuance costs were not material. No additional rights or options were granted to this accredited investor in connection with this issuance. On December 28, 2020, the Company issued 1,800,000 fully paid non-assessable shares of its common stock in connection with its IPO. Proceeds from the issuance were approximately $ 14.6 million after deducting offering costs, underwriting discounts and commissions of approximately $ 3.4 million. The net proceeds are and will be used as working capital by the Company. In March 2021, an accredited investor subscribed for, and the Company issued, 9,000 shares of its stock in exchange for consulting services. The fair value of the stock was $ 60,391 based upon the closing price of the shares on the date of the transaction. Issuance costs were not material. No additional rights or options were granted to this accredited investor in connection with this issuance. In May 2021, the Company issued 73,496 shares of its common stock in connection with the exercise of 90,415 non-qualified stock options with a strike price of $ 0.38 per share. The Company withheld 16,919 shares of its common stock for taxes. In August 2021, the Company issued 21,853 shares of its common stock in connection with the exercise of non-qualified stock options with a strike price of $ 2.02 per share. In connection with the June 2021 Offering, the Company issued and sold 15,000,000 fully paid non-assessable shares of its common stock at a public offering price of $ 3.00 per share. Proceeds from the June 2021 Offering were $ 41.1 million after deducting offering costs, underwriting discounts and commissions of approximately $ 3.9 million. The net proceeds are and will be used as working capital by the Company. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | 6. Stock-Based Compensation 2020 Equity Incentive Plan On July 21, 2020, the Company’s board of directors and its stockholders approved the 2020 Equity Incentive Plan (the “2020 Plan”). The 2020 Plan became effective immediately prior to the closing of the Company’s December 2020 IPO. The 2020 Plan provides for the granting of incentive stock options, nonqualified stock options, stock appreciation rights, restricted stock or restricted stock units to any of its employees, directors, consultants and other service providers or those of its affiliates. The board of directors has initially designated the compensation committee to administer the 2020 Plan. The compensation committee has broad authority to administer the plan and to determine the vesting conditions for awards. Neither the compensation committee nor the board of directors are authorized to reprice outstanding options or stock appreciation rights without shareholder consent. In addition, any amendments to increase the total number of shares reserved for issuance under the 2020 Plan or modification of the classes of participants eligible to awards requires ratification by the stockholders. Subject to certain adjustments, the maximum number of shares of common stock that may be issued under the 2020 Plan in connection with awards is limited to 8,650,000 shares. Following the effectiveness of the 2020 Plan, the Company ceased making grants under the 2011 Plan. However, the 2011 Plan continues to govern the terms and conditions of the outstanding awards granted under the 2011 Plan. Shares of common stock subject to awards granted under the 2011 Plan that cease to be subject to such awards by forfeiture or otherwise after the effective date of the 2020 Plan will become available for issuance under the 2020 Plan. 2011 Equity Incentive Plan Prior to the closing of its IPO, the Company maintained the 2011 Plan, pursuant to which the Company made grants of non-qualified stock options to eligible employees and other service providers. Stock Options During the years ended December 31, 2021 and 2020, the Company granted options with an aggregate fair value of $ 484,669 and $ 1,466,644 , respectively, which are being amortized to expense over the vesting period of the options as the services are being provided. The following is a summary of option activity under the 2011 Plan and the 2020 Plan: Number of Weighted- Weighted- Outstanding at December 31, 2019 3,369,144 $ 1.75 7.78 Granted 227,300 10.00 6.98 Exercised — — — Forfeited — — — Cancelled — — — Outstanding at December 31, 2020 3,596,444 2.27 7.73 Granted 215,898 3.88 6.40 Exercised ( 112,268 ) 0.70 — Forfeited ( 40,708 ) 0.38 — Cancelled — — — Outstanding at December 31, 2021 3,659,366 2.43 6.99 Exercisable at December 31, 2021 3,378,761 2.13 7.05 As of December 31, 2021, the intrinsic value of options outstanding was $ 2.0 million and 100 % of the intrinsic value of options was exercisable. Intrinsic value is calculated based on the aggregate difference between the closing price of the Company’s common stock on the last trading day of 2021 and the exercise price of each in the money stock option award. There were no options to purchase stock that vest upon the achievement of performance conditions at December 31, 2021. The weighted-average fair values of options granted in the years ended December 31, 2021 and 2020 were $ 2.24 and $ 6.45 , per share, respectively, and were calculated using the following estimated assumptions: Year ended December 31, 2021 2020 Weighted-average risk-free interest rate 0.59 % 0.32 % Expected dividend yield 0.00 % 0.00 % Expected volatility 82.22 % 87.63 % Expected terms 3.97 years 4.44 years The total fair values of stock options that vested during the years ended December 31, 2021 and 2020 were $ 1,150,320 and $ 573,695 , respectively. As of December 31, 2021, there was $ 1,141,314 of total unrecognized compensation cost related to non-vested stock options granted under the 2011 Plan and the 2020 Plan. The Company expects to recognize that cost over a remaining weighted-average period of 1.64 years as of December 31, 2021. Restricted Stock Units During the years ended December 31, 2021 and 2020, there were no restricted stock units issued or outstanding. Stock-Based Compensation Expense The following table summarizes the stock-based compensation expense for stock options granted to employees and non-employees: Year ended December 31, 2021 2020 Research and development $ 665,834 $ 261,492 Selling, general and administrative 866,042 312,203 Total stock-based compensation expense $ 1,531,876 $ 573,695 |
Warrants
Warrants | 12 Months Ended |
Dec. 31, 2021 | |
Warrants And Rights Note Disclosure [Abstract] | |
Warrants | 7. Warrants On January 1, 2019, the Company issued a seven-year warrant to a service provider to purchase 20,533 shares of the Company’s common stock with an exercise price of $ 4.79 per share. The warrants vested immediately. The Company received legal services, as needed, during 2019 under an unwritten agreement with the service provider. The warrants are classified within stockholders’ equity at their fair value and were treated as a standalone instrument. The fair value of the warrant was determined to be $ 82,141 utilizing the Black-Scholes-Merton option-pricing model at the time of issuance and is recorded in selling, general and administrative expenses for the year ended December 31, 2019. On March 31, 2020, the Company issued a warrant to purchase up to 26,225 shares of its stock to one of its consultants in exchange for legal services, as needed, during 2020. The warrant contains a strike price of $ 5.67 per share and has a seven-year contractual term. The warrant is classified within stockholders’ deficit at its fair value and was treated as a standalone instrument. The grant date fair value of the warrant was determined to be $ 101,478 utilizing the Black-Scholes-Merton option-pricing model at the time of issuance and is all included in selling, general and administrative expenses for the year ended December 31, 2020. From February to June 2019, the Company issued a series of seven-year warrants to purchase a total of 31,470 shares of the Company’s common stock to the six members of its scientific advisory board (“SAB”) in consideration of their service as SAB members. Each member received a warrant to purchase 5,245 shares under the same form of warrant. The exercise price is $ 5.57 per share and the warrants vested immediately upon issuance. The warrants are classified within stockholders’ equity at their fair value and were treated as a standalone instrument. The fair value of the 31,470 warrants was determined to be $ 114,631 utilizing the Black-Scholes-Merton option-pricing model at the time of issuance. These warrants contained a provision that they would expire on the earlier of seven years from the issuance date or the date of consummation of the sale of the Company’s stock under an SEC registration statement. The warrants expired early upon consummation of the December 2020 initial public offering. On August 25, 2020, the Company granted a fully vested warrant to purchase up to 21,854 shares of its common stock to Flagship Consulting, Inc. in connection with consulting services provided to the Company. The warrant is exercisable at a strike price of $ 5.90 per share and has a contractual term of seven years . The warrant is classified within stockholders’ equity at its fair value as a standalone instrument. The grant date fair value of the warrant was determined to be $ 87,597 utilizing the Black-Scholes-Merton option-pricing model at the time of issuance and is included in selling, general and administrative expenses for the year ended December 31, 2020. On August 25, 2020, the Company granted a warrant to purchase up to 150,000 shares of its common stock to Flagship Consulting, Inc. in connection with consulting services to be provided to the Company. The warrant is exercisable at a strike price of $ 5.90 per share and has a contractual term of seven years . The warrant vests in full and becomes exercisable on the first anniversary of the grant date. The warrant is classified within stockholders’ equity at its fair value as a standalone instrument over the vesting period. The aggregate grant date fair value of the warrant was determined to be $ 601,245 utilizing the Black-Scholes-Merton option-pricing model at the time of issuance and will be included in selling, general and administrative expenses as services are rendered during its 12-month vesting period. Through December 31, 2020, $ 210,848 is included in selling, general and administrative expense. On August 25, 2020, a warrant holder exercised a warrant for 21,854 shares in a net settlement transaction. The Company issued 13,301 fully paid non-assessable shares of its common stock in connection with this net settled warrant exercise. No warrants were exercised for the year ended December 30, 2021. On December 28, 2020, the Company issued a seven-year warrant to purchase up to a total of 102,435 shares of the Company’s common stock with an exercise price of $ 10.00 per share to certain 2018 investors in consideration for completing the IPO later than March 2019 (the “Late IPO Warrants”). The warrants vested immediately. The warrants are classified within stockholders’ equity at their fair value and were treated as a standalone instrument. The fair value of the warrant was determined to be $ 685,441 utilizing the Black-Scholes-Merton option-pricing model at the time of issuance. The fair value in the amount of $ 685,441 is included in selling, general and administrative expenses for the year ended December 31, 2020. The Company issued and sold to its underwriters warrants to purchase up to 90,000 shares of its common stock and up to 750,000 shares of its common stock in connection with its December 2020 IPO and its June 2021 Offering, respectively. The warrants were sold for an aggregate purchase price of $ 100 for each set of warrants and have five-year terms. The IPO warrant is exercisable beginning June 20, 2021 at an initial exercise price of $ 12.50 per share of common stock. The June 2021 Offering warrant is exercisable beginning June 15, 2022 at an initial exercise price of $ 3.75 per share of common stock. |
Net Loss Per Share
Net Loss Per Share | 12 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | 8. Net Loss Per Share The following table presents the calculation of basic and diluted net loss per share applicable to common stockholders: Year ended December 31, 2021 2020 Numerator: Net loss $ ( 14,786,063 ) $ ( 2,847,894 ) Denominator: Weighted-average number of common shares 18,209,198 8,212,581 Net loss per share applicable to common $ ( 0.81 ) $ ( 0.35 ) The following shares were excluded from the calculation of diluted net loss per share applicable to common stockholders, prior to the application of the treasury stock method, because their effect would have been anti-dilutive for the periods presented: Year ended December 31, 2021 2020 Options to purchase shares of stock 3,659,366 3,596,444 Warrants to purchase shares of stock 1,561,913 721,913 Total 5,221,279 4,318,357 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Tax | 9. Income Taxes No provision or b enefit for federal or state income taxes has been recorded, as the Company has incurred a net loss for all of the periods presented, and the Company has provided a full valuation allowance against its deferred tax assets. At December 31, 2021, the Company had federal net operating loss carryforwards of approximately $ 19,981,000 , which will begin to expire in varying amounts annually beginning in 2030 . At December 31, 2021, the Company had state net operating loss carryforwards of approximately $ 20,978,000 , which will begin to expire in varying amounts annually beginning in 2030 . Utilization of net operating losses may be subject to substantial annual limitations due to the “change in ownership” provisions of the Internal Revenue Code, and similar state provisions. The annual limitations may result in the expiration of net operating losses before utilization. The Company has not yet conducted a study to determine if any such changes, including its 2020 IPO or 2021 underwritten public offering, have occurred that could limit the Company’s ability to use the net operating losses and tax credit carryforwards. The reconciliation of the U.S. federal statutory rate to the Company’s effective tax rate is as follows: Year Ended December 31, 2021 2020 Tax at statutory rate 21.00 % 21.00 % State income taxes 4.89 % 5.00 % Stock-based compensation ( 0.13 )% — Other 0.02 % ( 0.03 )% Change in valuation allowance ( 25.78 )% ( 25.97 )% Effective tax rate 0.00 % 0.00 % The significant components of the Company’s deferred tax asset consist of the following at December 31, 2021 and 2020: December 31, 2021 2020 Deferred tax assets: Net operating loss carryforwards $ 5,202,047 $ 1,826,692 Stock-based compensation 2,272,970 1,836,905 Total deferred tax assets 7,475,017 3,663,597 Deferred tax asset valuation allowance ( 7,475,017 ) ( 3,663,597 ) Net deferred tax asset $ — $ — The Company has maintained a full valuation allowance against its deferred tax assets in all periods presented. A valuation allowance is required to be recorded when it is not more likely than not that some portion or all of the net deferred tax assets will be realized. Since the Company cannot determine that it is more likely than not that it will generate taxable income, and thereby realize the net deferred tax assets, a full valuation allowance has been provided. The valuation allowance increased $ 3,811,420 and $ 739,510 for the years ended December 31, 2021 and 2020, respectively. The increases in 2021 and 2020 are primarily related to each year’s taxable loss. The Company has no uncertain tax positions at December 31, 2021 and 2020 that would affect its effective tax rate. Since the Company is in a loss carryforward position, the Company is generally subject to U.S. federal and state income tax examinations by tax authorities for all years for which a loss carryforward is available. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2021 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 10. Commitments and Contingencies Impact of the COVID-19 Pandemic on Our Operations The COVID-19 pandemic has caused significant, industry-wide delays in clinical trials. There are multiple causes of these delays, including reluctance of patients to enroll or continue in trials for fear of exposure to COVID-19, local and regional shelter-in-place orders and regulations that discourage, hamper, or prohibit patient visits, healthcare providers and health systems shifting away from clinical trials toward the acute care of COVID-19 patients and the FDA and other regulators making product candidates for the treatment of COVID-19 a priority over product candidates unrelated to the pandemic. As a result of the COVID-19 pandemic, commencement of enrollment of our clinical trials may be delayed. In addition, after enrollment in these trials, if patients contract COVID-19 during participation in the Company’s trials or are subject to isolation or shelter-in-place restrictions, this may cause them to drop out of the Company’s trials, miss scheduled doses or follow-up visits or otherwise fail to follow trial protocols. If patients are unable to follow the trial protocols or if the Company’s trial results are otherwise affected by the consequences of the COVID-19 pandemic on patient participation or actions taken to mitigate COVID-19 spread, the integrity of data from the Company’s trials may be compromised or not accepted by the FDA or other regulatory authorities, which could impact or delay a clinical development program. The Company anticipates that the COVID-19 pandemic may also impact manufacturing and distribution of materials necessary for the conductance of its clinical trials. Although the Company did not experience a material impact on its operations during the year ended December 31, 2021, the Company notes the high level of difficulty in determining the future potential adverse financial impact and other effects of COVID-19 on the Company and its programs, given the rapid and dramatic evolution in the course and impact of the pandemic and the societal and governmental response to it. Operating Leases In June 2018, the Company entered into a one-year , non-cancelable operating lease for space in Boston, Massachusetts. The total lease obligation was $ 54,000 , payable in 12 equal monthly installments commencing August 1, 2018. Since the end of the one-year initial term on July 31, 2019, the lease continues on a month-to-month basis. Employment Agreements 2020 CEO Employment Agreement The Company entered into a written employment agreement with its CEO which became effective upon the closing of the Company’s December 2020 IPO (the “2020 CEO Agreement”). The 2020 CEO Agreement supersedes the 2014 CEO employment agreement in all respects. Under the 2020 CEO Agreement, the CEO serves as the President and Chief Executive Officer of the Company. He receives an annual base salary of $ 455,000 and is eligible to receive an annual performance cash bonus with a target amount equal to 35 % of his annual base salary, based upon achievement of performance goals established by the compensation committee of the board of directors. In addition, upon the completion of the IPO, the CEO was granted a stock option to purchase 100,000 shares of Company common stock under the 2020 Plan, which will vest over a three-year period subject to continued employment through each vesting date with an exercise price of $ 10.00 per share. In March 2022, the 2020 CEO Agreement was amended to provide an increase of the target bonus to 50 %. In addition the CEO base salary was increased to $ 510,000 effective March 1, 2022 to better align his salary with executives at other similar public companies. Refer to Note 12 "Subsequent Events". Frattaroli Employment Agreement The Company entered into a written employment agreement with its CFO which became effective upon the closing of the Company’s December 2020 IPO (the “Frattaroli Employment Agreement”). The Frattaroli Employment Agreement supersedes the 2018 Flagship Agreement in all respects. Under the Frattaroli Employment Agreement, the CFO receives an annual base salary of $ 375,000 and is eligible to receive a discretionary annual target cash bonus of 30 % of the annual base salary. In addition, upon the completion of the IPO, the CFO was granted a stock option to purchase 100,000 shares of Company common stock under the 2020 Plan which will vest over a three-year period subject to continued employment through each vesting date with an exercise price of $ 10.00 per share. In March 2022, the 2020 Frattaroli Employment Agreement was amended to provide for an increase of the target bonus to 40 % and to provide for increases in base salary at the discretion of the board. The CFO base salary was increased to $ 400,000 effective March 1, 2022. Refer to Note 12 "Subsequent Events". 2014 CEO Agreement On April 1, 2014, the Company entered into a written employment agreement (the “2014 CEO Agreement”) with the Company’s CEO at an initial base annual salary of $ 224,000 , subject to adjustment by the board of directors. His base salary for 2020 was $ 292,800 . The CEO Agreement provided an initial 10-year fully vested option to purchase 43,708 shares of stock of the Company at an exercise price of $ 0.38 per share. For so long as he remains employed by the Company, the Company agrees to grant an annual option to purchase 21,854 shares of stock of the Company at an exercise price equal to the fair market value of the shares at the date of the grant to be vested pro rata in monthly installments over 12 months from the date of the grant. Bonuses, additional stock option grants or other compensation may be awarded from time to time at the sole discretion of the Company’s board of directors. As of December 31, 2019, the CEO has received options to purchase up to 196,685 shares of stock of the Company. 2018 CFO Consulting Agreement In April 2018, the Company entered into a consulting agreement with Flagship Consulting, Inc. (the “2018 Flagship Agreement”) in connection with CFO consulting services to be rendered to the Company. The agreement provided for $ 12,500 per month to be paid in cash, with an additional $ 12,500 per month accruing on a convertible revolving demand promissory note. The 2018 Flagship Agreement ended on December 31, 2020 and the Frattaroli Employment Agreement superseded the 2018 Flagship Agreement in all respects on January 1, 2021. Guarantees As permitted under Delaware law, the Company indemnifies its officers and directors for certain events or occurrences while the officer or director is, or was, serving at the Company’s request in such capacity. The term of the indemnification is for the officer’s or director’s lifetime. The maximum potential amount of future payments the Company could be required to make is unlimited; however, the Company has directors’ and officers’ insurance coverage that limits its exposure and enables it to recover a portion of any future amounts paid. The Company leases office space on a month-to-month basis. The Company has standard indemnification arrangements under the lease that require it to indemnify the landlord against all costs, expenses, fines, suits, claims, demands, liabilities, and actions directly resulting from any breach, violation or nonperformance of any covenant or condition of the Company’s lease. In the ordinary course of business, the Company enters into indemnification agreements with certain suppliers and business partners where the Company has certain indemnification obligations limited to the costs, expenses, fines, suits, claims, demands, liabilities and actions directly resulting from the Company’s gross negligence or willful misconduct, and in certain instances, breaches, violations or nonperformance of covenants or conditions under the agreements. As of December 31, 2021, and 2020, the Company had not experienced any material losses related to these indemnification obligations, and no material claims with respect thereto were outstanding. The Company does not expect significant claims related to these indemnification obligations and, consequently, concluded that the fair value of these obligations is negligible, and no related reserves were established. License Agreements Emory University License Agreements On June 8, 2010, the Company entered into two license agreements with Emory University, the first for which the Company granted to Emory 393,370 shares of its common stock (“License A”), and the second for which the Company granted to Emory 437,078 shares of its common stock (“License B”). The Company recorded $ 313,500 which represented the fair value of the shares issued as part of the total consideration to Emory for the licenses. The fair value of the shares was determined to be more reliably measurable than the fair value of the consideration received. In exchange, Emory granted the Company and its affiliates an exclusive worldwide sublicensable right and license to practice under certain patent rights and technology to make, have, develop, promote, market, import, export, distribute, offer for sale, sell and otherwise use the licensed products in the field of use anywhere in the world. Unless sooner terminated as provided elsewhere in the agreement, the License A term is the later of 10 years or until the expiration of the patent rights. License B was terminated in May 2013 under the normal course of business. No shares were forfeited or returned and are still owned by Emory. The Company is required to pay royalties on net sale of products and processes that are covered by the patent rights licensed under the agreement at a percentage in the low single digits, subject to reductions and offsets in certain circumstances, as well as a royalty on net sales of products that the Company sublicenses ranging from low single digit to low double digit percentages based upon stage of development. The Company is obligated to pay potential total milestone payments of $ 280,000 based upon achievement of certain stages of development. During the years ended December 31, 2021 and 2020, the Company did no t incur any milestone fees. Duke University License Agreement On June 18, 2010, the Company entered into a license agreement with Duke University (the “Duke License”) pursuant to which Duke granted the Company and its affiliates an exclusive worldwide license to practice under certain patent rights and technology to develop, invent, characterize, make, have made, import, export, distribute, offer for sale, sell and otherwise use the licensed patent rights and technology. Unless sooner terminated as provided elsewhere in the agreement, the Duke License term is the later of 10 years or until the expiration of the patent rights (see below). As part of the total consideration for the Duke License, in 2010 the Company issued 611,909 shares of its stock to Duke, which the Company recorded at the fair value of the shares in the amount of $ 247,500 . The fair value of the shares was determined to be more reliably measurable than the fair value of the consideration received. The Company is required to pay royalties on net sales of products and processes that are covered by patent rights licensed under the agreement at a percentage in the low single digits, subject to reductions and offsets in certain circumstances, as well as a royalty on net sales of products that the Company sublicenses ranging from low single digit to mid-single digit percentages based upon stage of development. The Company is obligated to pay potential total milestone payments of $ 280,000 based upon achievement of certain stages of development. During the years ended December 31, 2021 and 2020, the Company did no t incur any royalty or milestone fees under the Duke License. The Duke License was terminated on April 16, 2020 with no termination cost to the Company. Sphaera Pharma Pte. Ltd. On March 2, 2012, the Company entered into a collaborative research and development agreement, or the Sphaera Agreement with Sphaera Pharma Pte. Ltd., or Sphaera, to collaborate on the development of the prodrug technology to be applied to protein kinase inhibitors for oncology and non-oncology indications. Under the terms of the Sphaera Agreement, each party would retain its pre-existing intellectual property, but any intellectual property conceived or reduced to practice under and certain results arising from the Sphaera Agreement would be assigned to the Company. On October 5, 2012, the Company and Sphaera amended the Sphaera Agreement to reflect joint patent applications in the U.S. and India by us and Sphaera for a series of novel compounds. While the underlying intellectual property would be jointly owned, the Company has the exclusive right to commercialize 13 of the 24 linkers detailed in the filed patent applications, collectively, the Company Compounds, including the linker attached to Imatinib that comprises the 001Pro oncology product, with the remaining nine linkers owned by Sphaera, collectively, the Sphaera Compounds. Sphaera has the right to develop the Company Compounds for oncology indications but may not commercialize the Company Compounds unless the Company abandons the Company Compounds. The Company has notified Sphaera that it does not intend to abandon any of the Company Compounds. The Company currently does not have the right to develop the Sphaera Compounds. Additionally, if either party files an IND for a Company Compound for an oncology indication in humans, the non-filing party is prohibited from developing such Company Compound. The prosecution of patents related to the Company Compounds, which includes the prodrug technology, is the responsibility of the Company. As consideration for its services, Sphaera has received a fixed fee of $ 160,000 and is entitled to the following milestone payments upon achievement of specified milestones: Milestone Event Payment First dosing of patient in US Phase 1 trial $ 250,000 US Phase 1 trial completion with endpoints met 500,000 US Phase 2 trial completion with endpoints met 875,000 FDA Approval 4,000,000 Total potential milestone payments $ 5,625,000 No milestones have been achieved and, as such, no milestone payments have been made to Sphaera, and the Company does not consider probable that any milestones will be achieved within the next twelve months. Sphaera is also entitled to royalty payments of a percentage of annual net sales and sublicenses ranging in the mid-single digits. The prosecution of patents related to the Company Compounds, which includes the prodrug technology, is the responsibility of the Company. The parties did not contemplate the development of IkT-001Pro as a competitor to the generic Imatinib now on the market. As such, we and Sphaera are re-negotiating our financial obligations to ensure furtherance of the product to market. Litigation From time to time, the Company may become involved in various lawsuits and legal proceedings which arise in the ordinary course of business. When the Company is aware of a claim or potential claim, it assesses the likelihood of any loss or exposure. If it is probable that a loss will result and the amount of the loss can be reasonably estimated, the Company will record a liability for the loss. In addition to the estimated loss, the recorded liability would include probable and estimable legal costs associated with the claim or potential claim. Litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm the Company’s business. There is no pending litigation involving the Company at this time. |
Simple Retirement Account for E
Simple Retirement Account for Employees (the "Simple IRA") | 12 Months Ended |
Dec. 31, 2021 | |
Compensation And Retirement Disclosure [Abstract] | |
Simple Retirement Account for Employees (the "Simple IRA") | 11. Simple Retirement Account for Employees (the “Simple IRA”) The Company established an individual retirement plan for employees effective January 1, 2013 under Section 408(p) of the Internal Revenue Code. The Simple IRA covers substantially all employees of the Company who received at least $ 5,000 in compensation from the Company during any two preceding years and are reasonably expected to receive at least $ 5,000 in compensation from the Company in the current year of participation. Subject to certain overall statutory limitations, the Company must match employee contributions up to 3 % of employees’ qualified compensation for the year. Company contributions under the Simple IRA were $ 28,938 and $ 6,580 for the years ended December 31, 2021 and 2020, respectively. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | 12. Subsequent Events The CEO Note The principal balance of $ 248,911 and accrued interest on the CEO Note were settled in full in cash on January 3, 2022. 2020 CEO Agreement In March 2022, the 2020 CEO Agreement was amended to provide an increase of the target bonus to 50 % of his annual base salary. In addition, the CEO base salary was increased to $ 510,000 effective March 1, 2022 to better align his salary with executives at other similar public companies. Dr. Werner was granted 125,000 options to purchase common stock that will vest over 3 years subject to continued employment and 250,000 performance based options also subject to continued employment and achievement of milestones. Frattaroli Employment Agreement In March 2022, the Frattaroli Employment Agreement was amended to provide an increase of the target bonus to 40 % and to allow for salary adjustments at the discretion by the Board. The CFO base salary was increased to $ 400,000 effective March 1, 2022 to better align his salary with executives at other similar public companies. Mr. Frattaroli was granted 62,500 options to purchase common stock that will vest over 3 years subject to continued employment and 125,000 performance based options also subject to continued employment and achievement of milestones. Recent Sales of Unregistered Securities In January 2022, the Company issued 21,853 shares of its common stock in connection with the exercise of non-qualified stock options with a strike price of $ 2.02 per share. Issuance costs were not material. No additional rights or options were granted to this accredited investor in connection with this issuance. This issuance was exempt from registration pursuant to Section 4(a)(2) of the Securities Act as transactions by an issuer not involving any public offering. In February 2022, an accredited investor subscribed for, and the Company issued 50,000 shares of its stock in exchange for consulting services. The fair value of the stock was $ 67,000 based upon the closing price of the shares on the date of the transaction. Issuance costs were not material. No additional rights or options were granted to this accredited investor in connection with this issuance. This issuance is exempt from registration pursuant to Section 4(a)(2) of the Securities Act as transactions by an issuer not involving any public offering. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying consolidated financial statements for the years ended December 31, 2021 and 2020, have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (the “SEC”) and Generally Accepted Accounting Principles in the United States (“U.S. GAAP”) for financial information, which prescribes elimination of all significant inter-company accounts and transactions in the accounts of the Company and its wholly owned subsidiary, IKT Securities Corporation, which was incorporated in the Commonwealth of Massachusetts in December 2021. In the opinion of management, these consolidated financial statements reflect all adjustments which are necessary for a fair statement of the Company’s financial position and results of its operations, as of and for the periods presented. Any reference in these notes to applicable guidance is meant to refer to the authoritative U.S. GAAP as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Updates (“ASU”) of the Financial Accounting Standards Board (“FASB”). On August 21, 2020, the Company filed a Certificate of Amendment of its Certificate of Incorporation with the Secretary of State of the State of Delaware that effected a one-for-1.14396 (1:1.14396) reverse stock split of its common stock, par value $ .001 per share, effective August 24, 2020. All warrant, option, share, and per share information in the Company’s financial statements gives retroactive effect to the one-for- 1.14396 reverse stock split that was effected on August 24, 2020. |
Consolidation | Consolidation The accompanying consolidated financial statements include the Company and its wholly owned subsidiary, IKT Securities Corporation. The Company has eliminated all inter-company transactions for the years presented. |
Use of Estimates | Use of Estimates The preparation of the Company’s financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. The Company utilizes certain estimates in the determination of the fair value of its stock options and warrants, deferred tax valuation allowances and revenue recognition, to record expenses relating to research and development contracts and accrued expenses. The Company bases its estimates on historical experience and other market-specific or other relevant assumptions that it believes to be reasonable under the circumstances. Actual results could differ from such estimates. |
Off-Balance Sheet Risk and Concentrations of Credit Risk | Off-Balance Sheet Risk and Concentrations of Credit Risk The Company has no significant off-balance sheet risks, such as foreign exchange contracts, option contracts, or other foreign hedging arrangements. Financial instruments that subject the Company to credit risk primarily consist of cash and cash equivalents. The Company maintains deposits in federally insured financial institutions in excess of federally insured limits. The Company is exposed to credit risk in the event of a default by the financial institutions holding its cash to the extent recorded on the consolidated balance sheets. The Company has not experienced any losses in such accounts and management believes that the Company does not have significant credit risk with respect to such cash. For the years ended December 31, 2021 and 2020, the Company derived more than 90 % of its total revenue from a single source, the United States Government, in the form of federal research grants. |
Fair Value Measurements | Fair Value Measurements For certain financial instruments, including cash and accounts payable, the carrying amounts approximate their fair values as of December 31, 2021 and 2020 because of their short-term nature. |
Revenue Recognition | Revenue Recognition The Company generates revenue from research and development grants under contracts with third parties that do not create customer-vendor relationships. The Company’s research and development grants are non-exchange transactions and are not within the scope of ASC Topic 606, Revenue from Contracts with Customers (“ASC 606”). Contribution revenue earned from activities performed pursuant to research and development grants is reported as grant revenue in the Company’s consolidated statements of operations. Revenue from these grants is recognized as the Company incurs qualifying expenses as stipulated by the terms of the respective grant. Cash received from grants in advance of incurring qualifying expenses is recorded as deferred revenue. The Company records revenue and a corresponding receivable when qualifying costs are incurred before the grants are received. |
Research and Development Costs | Research and Development Costs Costs incurred in the research and development of the Company’s product candidates are expensed as incurred. Research and development expenses consist of costs incurred in performing research and development activities, including activities associated with performing services under grant revenue contracts and include salaries and benefits, stock compensation, research-related subcontractors and consultants, supplies and overhead costs. Advance payments made to suppliers and contract research organizations are classified as prepaid research and development and are expensed as research and development as the supplies are consumed and the contract services are provided. |
Stock-Based Compensation | Stock-Based Compensation The Company has a stock-based compensation plan which is more fully described in Note 6. The Company records stock-based compensation for options granted to employees and to members of the board of directors for their services on the board of directors, based on the grant date fair value of awards issued, and the expense is recorded on a straight-line basis over the applicable service period, which is generally one to two years. The Company accounts for non-employee stock-based compensation arrangements based upon the fair value of the consideration received or the equity instruments issued, whichever is more reliably measurable. Stock-based compensation costs for non-employee awards are recognized as services are provided, which is generally the vesting period. The Company uses the Black-Scholes-Merton option-pricing model to determine the fair value of stock options. The use of the Black-Scholes-Merton option-pricing model requires management to make assumptions with respect to the expected term of the option, the expected volatility of the common stock consistent with the expected life of the option, risk-free interest rates and expected dividend yields of the common stock. The Company has concluded that the historical share option exercise experience does not provide a reasonable basis upon which to estimate expected term. Therefore, the expected term was determined according to the simplified method, which is the average of the vesting tranche dates and the contractual term. Due to the lack of Company specific historical and implied volatility data, we have based our estimate of expected volatility primarily on the historical volatility of a group of similar companies that are publicly traded. For these analyses, companies with comparable characteristics are selected, including enterprise value and position within the industry, and with historical share price information sufficient to meet the expected life of the stock-based awards. The Company computes the historical volatility data using the daily closing prices for the selected companies’ shares during the equivalent period of the calculated expected term of its stock-based awards. The risk-free interest rate is determined by reference to U.S. Treasury zero-coupon issues with remaining maturities similar to the expected term of the options. The Company has not paid, and does not anticipate paying, cash dividends on shares of common stock. |
Income Taxes | Income Taxes The Company provides for income taxes using the asset and liability method. The Company provides deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the Company’s financial statement carrying amounts and the tax bases of assets and liabilities using enacted tax rates expected to be in effect in the years in which the differences are expected to reverse. A valuation allowance is provided to reduce the deferred tax assets to the amount that will more likely than not be realized. The Company does not have any material uncertain tax positions for which reserves would be required. The Company will recognize interest and penalties related to uncertain tax positions, if any, in income tax expense. |
Net Loss Per Share | Net Loss Per Share Basic net loss per share is calculated by dividing net loss applicable to common stockholders by the weighted-average number of shares outstanding during the period, without consideration for common stock equivalents. Diluted net loss per share is calculated by adjusting the weighted-average number of shares outstanding for the dilutive effect of common stock equivalents outstanding for the period, determined using the treasury-stock method. For purposes of the diluted net loss per share calculation, warrants to purchase common stock and stock options are considered to be common stock equivalents, but have been excluded from the calculation of diluted net loss per share, as their effect would be anti-dilutive for all periods presented. Therefore, basic and diluted net loss per share applicable to common stockholders were the same for all periods presented. |
Recent Accounting Standards | Recent Accounting Standards From time to time, new accounting pronouncements are issued by the FASB or other standard setting bodies and are generally adopted by the Company as of the specified effective date. Unless otherwise discussed, the Company believes that the impact of recently issued standards that are not yet effective will not have a material impact on its financial position or results of operations upon adoption. The Company qualifies as an “emerging growth company” as defined in the Jumpstart Our Business Startups Act of 2012, as amended, or the JOBS Act. The JOBS Act permits an emerging growth company such as the Company to take advantage of an extended transition period to comply with new or revised accounting standards applicable to public companies until those standards would otherwise apply to private companies. The Company has elected not to “opt out” of such extended transition period, which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company will adopt the new or revised standard at the time private companies adopt the new or revised standard and will do so until such time that it either (i) irrevocably elects to “opt out” of such extended transition period or (ii) no longer qualifies as an emerging growth company. Accounting Standards Adopted On January 1, 2020, the Company adopted ASU No. 2018-07, Compensation – Stock Compensation (Topic 718): Improvements to Non-employee Share-Based Payment Accounting (“ASU 2018-07”), which expands the scope of Topic 718 to include share-based payment transactions for acquiring goods and services from non-employees. An entity should apply the requirements of Topic 718 to non-employee awards except for specific guidance on inputs to an option pricing model and the attribution of cost (that is, the period of time over which share-based payment awards vest and the pattern of cost recognition over that period). The adoption of this ASU did not have a material impact on the Company’s consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02, Leases (“ASU 2016-02”), which applies to all leases. Under ASU 2016-02, a right-of-use asset and lease obligation will be recorded for all leases, whether operating or financing leases, while the statement of operations will reflect lease expense for operating leases and amortization and interest expense for financing leases. ASU 2016-02 is effective for public entities for fiscal years beginning after December 15, 2018 and interim periods within those years, and after December 15, 2021 and interim periods beginning after December 15, 2021 for all other entities. Early adoption is permitted. Entities are required to use a modified retrospective approach of adoption for leases that exist or are entered into after the beginning of the earliest comparative period in the financial statements. Full retrospective application is prohibited. The adoption of this ASU did not have a material impact on the Company’s consolidated financial statements. In December 2019, the FASB issued ASU 2019-12 amending accounting guidance that simplifies the accounting for income taxes, as part of its initiative to reduce complexity in the accounting standards. It removes certain exceptions to the general principles in Topic 740 and amends existing guidance to improve consistent application. ASU 2019-12 will be effective for us in the first quarter of 2021 with early adoption permitted. The adoption of this ASU did not have a material impact on the Company’s consolidated financial statements. Accounting Standards Issued, Not Yet Adopted In August 2020, the FASB issued ASU No. 2020-06, Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40) (“ASU 2020-06”). ASU 2020-06 simplifies the accounting for convertible debt instruments by reducing the number of accounting models and the number of embedded features that could be recognized separately from the host contract. Consequently, more convertible debt instruments will be accounted for as a single liability measured at its amortized cost, as long as no other features require bifurcation and recognition as derivatives. ASU 2020-06 also requires use of the if-converted method in the diluted earnings per share calculation for convertible instruments. ASU 2020-06 is effective for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years for smaller reporting companies, with early adoption permitted. The Company is currently evaluating the potential impact that this standard may have on its consolidated financial statements and related disclosures. |
Supplemental Balance Sheet In_2
Supplemental Balance Sheet Information (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Schedule of accrued expenses and other current liabilitiies | Accrued expenses and other current liabilities consist of the following: December 31, December 31, Accrued consulting $ 210,000 $ 115,405 Accrued compensation 421,734 — Accrued legal and professional fees — 383,286 Accrued research and development 2,077,932 83,491 Accrued interest 968 1,673 Accrued other 5,127 49,079 Total accrued expenses and other current liabilities $ 2,715,761 $ 632,934 |
Notes Payable (Table)
Notes Payable (Table) | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Summary of Notes Payable | Notes payable outstanding were $ 248,911 and $ 318,995 at December 31, 2021 and 2020, respectively. 12/31/2021 12/31/2020 2019 Note $ — $ — Fifth Restated Note — 42,534 2019 CFO Note — — PPP Note — 27,550 CEO Restated Note 248,911 248,911 Total notes payable $ 248,911 $ 318,995 |
Summary of Future Principal Payments on Notes Payable | Future principal payments on the notes payable as of December 31, 2021 are as follows: Year ended December 31, 2022 $ 248,911 2023 — 2024 — 2025 — 2026 — Total notes payable $ 248,911 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Summary of Option Activity Under 2011 Plan and 2020 Plan | The following is a summary of option activity under the 2011 Plan and the 2020 Plan: Number of Weighted- Weighted- Outstanding at December 31, 2019 3,369,144 $ 1.75 7.78 Granted 227,300 10.00 6.98 Exercised — — — Forfeited — — — Cancelled — — — Outstanding at December 31, 2020 3,596,444 2.27 7.73 Granted 215,898 3.88 6.40 Exercised ( 112,268 ) 0.70 — Forfeited ( 40,708 ) 0.38 — Cancelled — — — Outstanding at December 31, 2021 3,659,366 2.43 6.99 Exercisable at December 31, 2021 3,378,761 2.13 7.05 |
Schedule of Estimated Assumptions of Weighted-Average Fair Values of Options Granted | The weighted-average fair values of options granted in the years ended December 31, 2021 and 2020 were $ 2.24 and $ 6.45 , per share, respectively, and were calculated using the following estimated assumptions: Year ended December 31, 2021 2020 Weighted-average risk-free interest rate 0.59 % 0.32 % Expected dividend yield 0.00 % 0.00 % Expected volatility 82.22 % 87.63 % Expected terms 3.97 years 4.44 years |
Summary of Stock-Based Compensation Expense for Stock Options Granted to Employees and Non-Employees | The following table summarizes the stock-based compensation expense for stock options granted to employees and non-employees: Year ended December 31, 2021 2020 Research and development $ 665,834 $ 261,492 Selling, general and administrative 866,042 312,203 Total stock-based compensation expense $ 1,531,876 $ 573,695 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
Summary of Calculation of Basic and Diluted Net Loss Per Share applicable to Common Stockholders | The following table presents the calculation of basic and diluted net loss per share applicable to common stockholders: Year ended December 31, 2021 2020 Numerator: Net loss $ ( 14,786,063 ) $ ( 2,847,894 ) Denominator: Weighted-average number of common shares 18,209,198 8,212,581 Net loss per share applicable to common $ ( 0.81 ) $ ( 0.35 ) |
Summary of Shares Excluded from Calculation of Diluted Net Loss per Share Applicable to Common Stockholders | The following shares were excluded from the calculation of diluted net loss per share applicable to common stockholders, prior to the application of the treasury stock method, because their effect would have been anti-dilutive for the periods presented: Year ended December 31, 2021 2020 Options to purchase shares of stock 3,659,366 3,596,444 Warrants to purchase shares of stock 1,561,913 721,913 Total 5,221,279 4,318,357 |
Income Taxes (Table)
Income Taxes (Table) | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Schedule of Reconciliation of Effective Income Tax Rate | The reconciliation of the U.S. federal statutory rate to the Company’s effective tax rate is as follows: Year Ended December 31, 2021 2020 Tax at statutory rate 21.00 % 21.00 % State income taxes 4.89 % 5.00 % Stock-based compensation ( 0.13 )% — Other 0.02 % ( 0.03 )% Change in valuation allowance ( 25.78 )% ( 25.97 )% Effective tax rate 0.00 % 0.00 % |
Components of Deferred Tax Assets and Liabilities | The significant components of the Company’s deferred tax asset consist of the following at December 31, 2021 and 2020: December 31, 2021 2020 Deferred tax assets: Net operating loss carryforwards $ 5,202,047 $ 1,826,692 Stock-based compensation 2,272,970 1,836,905 Total deferred tax assets 7,475,017 3,663,597 Deferred tax asset valuation allowance ( 7,475,017 ) ( 3,663,597 ) Net deferred tax asset $ — $ — |
Commitments and Contingencies (
Commitments and Contingencies (Table) | 12 Months Ended |
Dec. 31, 2021 | |
Commitments And Contingencies Disclosure [Abstract] | |
Schedule of Milestone Payment | As consideration for its services, Sphaera has received a fixed fee of $ 160,000 and is entitled to the following milestone payments upon achievement of specified milestones: Milestone Event Payment First dosing of patient in US Phase 1 trial $ 250,000 US Phase 1 trial completion with endpoints met 500,000 US Phase 2 trial completion with endpoints met 875,000 FDA Approval 4,000,000 Total potential milestone payments $ 5,625,000 |
Nature of Business - Additional
Nature of Business - Additional Information (Details) - USD ($) | Mar. 14, 2022 | Jun. 18, 2021 | Dec. 28, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Jun. 30, 2021 |
Organization Consolidation And Presentation [Line Items] | ||||||
Issuance of common stock, Shares | 44,143 | |||||
Proceeds from issuance of common stock upon initial public offering, net of issuance costs | $ 41,135,357 | $ 14,786,741 | ||||
Proceeds from issuance of common stock | 0 | 4,870 | ||||
Working capital | 38,415,549 | |||||
Accumulated deficit | 29,817,687 | 15,031,624 | ||||
Cash | 40,750,133 | 13,953,513 | ||||
Accounts payable and accrued expenses | 3,805,539 | |||||
Issuance of common stock | $ 385,888 | 60,391 | 4,870 | |||
Treasury share held | $ 385,888 | |||||
IPO | ||||||
Organization Consolidation And Presentation [Line Items] | ||||||
Issuance of common stock, Shares | 1,800,000 | |||||
Common stock price to public | $ 10 | |||||
Proceeds from issuance of common stock upon initial public offering, net of issuance costs | $ 14,600,000 | |||||
Offering costs, underwriting discounts and commissions | 3,400,000 | |||||
Proceeds from issuance of common stock | 14,600,000 | |||||
Offering costs, underwriting discounts and commissions | $ 3,400,000 | |||||
Working capital | 14,600,000 | |||||
Issuance of common stock | $ 41,135,357 | $ 14,595,045 | ||||
June 2021 Offering | ||||||
Organization Consolidation And Presentation [Line Items] | ||||||
Issued and sold fully paid non-assessable shares of common stock | 15,000,000 | 15,000,000 | ||||
Shares issued price per share | $ 3 | $ 3 | ||||
Proceeds from issuance of common stock | $ 41,100,000 | $ 41,100,000 | ||||
Offering costs, underwriting discounts and commissions | $ 3,900,000 | $ 3,900,000 | ||||
Working capital | $ 41,100,000 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Additional Information (Detail) | Aug. 24, 2020$ / shares | Aug. 20, 2020$ / shares | Dec. 31, 2021$ / shares | Dec. 31, 2020$ / shares | Jun. 30, 2020$ / shares |
Summary Of Significant Accounting Policies [Line Items] | |||||
Reverse stock split ratio | 0.8741 | 1.14396 | |||
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | $ 5.50 |
Customer Concentration Risk | Sales Revenue | Minimum | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Concentration risk, percentage | 90.00% | ||||
Customer Concentration Risk | Sales Revenue | Maximum | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Concentration risk, percentage | 90.00% |
Supplemental Balance Sheet In_3
Supplemental Balance Sheet Information - Schedule of Accrued Expenses and Other Current Liabilities (Detail) - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | ||
Accrued consulting | $ 210,000 | $ 115,405 |
Accrued compensation | 421,734 | 0 |
Accrued legal and professional fees | 0 | 383,286 |
Accrued research and development | 2,077,932 | 83,491 |
Accrued interest | 968 | 1,673 |
Accrued other | 5,127 | 49,079 |
Total accrued expenses and other current liabilities | $ 2,715,761 | $ 632,934 |
Notes Payable - Summary of Note
Notes Payable - Summary of Notes Payable (Details) - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||
Notes Payable | $ 248,911 | $ 318,995 |
2019 Note | ||
Debt Instrument [Line Items] | ||
Notes Payable | 0 | 0 |
Fifth Restated Note | ||
Debt Instrument [Line Items] | ||
Notes Payable | 0 | 42,534 |
2019 CFO Note | ||
Debt Instrument [Line Items] | ||
Notes Payable | 0 | 0 |
Paycheck Protection Program | ||
Debt Instrument [Line Items] | ||
Notes Payable | 0 | 27,550 |
CEO Restated Note | ||
Debt Instrument [Line Items] | ||
Notes Payable | $ 248,911 | $ 248,911 |
Notes Payable - Summary of Futu
Notes Payable - Summary of Future Principal Payments on Notes Payable (Details) | Dec. 31, 2021USD ($) |
Debt Disclosure [Abstract] | |
2022 | $ 248,911 |
2023 | 0 |
2024 | 0 |
2025 | 0 |
2026 | 0 |
Total notes payable | $ 248,911 |
Notes Payable - Additional Info
Notes Payable - Additional Information (Details) - USD ($) | Dec. 28, 2020 | Aug. 31, 2020 | May 04, 2020 | Feb. 05, 2020 | Jan. 01, 2020 | Jan. 01, 2019 | Jun. 30, 2020 | Dec. 31, 2021 | Dec. 31, 2019 | Dec. 31, 2020 | Aug. 25, 2020 | Aug. 24, 2020 | Aug. 20, 2020 | Jun. 13, 2020 | Mar. 31, 2020 | Jun. 30, 2019 |
Debt Instrument [Line Items] | ||||||||||||||||
Notes payable outstanding | $ 248,911 | $ 318,995 | ||||||||||||||
Annual interest rate | 1.59% | |||||||||||||||
Extinguishment of Debt, Amount | $ 441,432 | |||||||||||||||
Shares subscribed for purchase | 11,594 | |||||||||||||||
Share subscription price | $ 63,800 | |||||||||||||||
Common stock, par value | $ 5.50 | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||||
Strike price | $ 10 | $ 4.87 | $ 4.79 | $ 5.90 | $ 5.67 | $ 5.57 | ||||||||||
Issue date | Feb. 5, 2020 | |||||||||||||||
Notes payable, net of current portion | $ 0 | $ 276,461 | ||||||||||||||
Conversion of common stock | 44,143 | |||||||||||||||
Share Price | $ 10 | |||||||||||||||
Principal Balance | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Notes payable, net of current portion | 248,911 | |||||||||||||||
2020 Note | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Debt Instrument, Face Amount | $ 103,586 | |||||||||||||||
Annual interest rate | 5.25% | |||||||||||||||
Maturity date | Jan. 1, 2021 | |||||||||||||||
Extinguishment of Debt, Amount | $ 106,334 | |||||||||||||||
2019 Note | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Notes payable outstanding | 0 | 0 | ||||||||||||||
Debt Instrument, Face Amount | $ 98,419 | |||||||||||||||
Annual interest rate | 5.25% | |||||||||||||||
Maturity date | Jan. 1, 2020 | Jan. 1, 2020 | ||||||||||||||
Fifth Restated Note | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Notes payable outstanding | $ 0 | 42,534 | ||||||||||||||
Debt Instrument, Face Amount | $ 42,534 | |||||||||||||||
CEO Note | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Debt Instrument, Face Amount | $ 245,250 | |||||||||||||||
Annual interest rate | 1.59% | |||||||||||||||
Net proceeds | $ 245,250 | |||||||||||||||
Maturity description | The note carried an original maturity of the earlier of the sixth month following the Issue Date or the date the Company has sufficient funds to repay the CEO Note. | |||||||||||||||
On event of default | If an event of default occurred and continued the Company agreed to issue a warrant to the holder with a strike price of $4.87 per share for a number of shares equal to 150% of the value of the loan. | |||||||||||||||
Strike price | $ 4.87 | |||||||||||||||
Percentage of number of shares to value of loan | 150.00% | |||||||||||||||
CEO Restated Note | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Notes payable outstanding | $ 248,911 | 248,911 | ||||||||||||||
Debt Instrument, Face Amount | $ 248,911 | |||||||||||||||
Annual interest rate | 0.25% | |||||||||||||||
Strike price | $ 4.81 | |||||||||||||||
CFO Note | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Debt Instrument, Face Amount | $ 275,375 | |||||||||||||||
Annual interest rate | 5.00% | |||||||||||||||
Unpaid fees for services rendered | $ 275,375 | |||||||||||||||
Paycheck Protection Program | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Notes payable outstanding | $ 0 | 27,550 | ||||||||||||||
Annual interest rate | 1.00% | |||||||||||||||
Net proceeds | $ 27,550 | |||||||||||||||
Loan forgiveness terms | if the Company expended not less than 60% of the loan proceeds on qualified payroll costs that the principal and accrued interest on the loan would be forgiven. | |||||||||||||||
Paycheck Protection Program | Minimum | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Percentage of loan proceeds expended on qualified payroll costs | 60.00% | |||||||||||||||
2019 CFO Note | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Notes payable outstanding | $ 0 | $ 0 | ||||||||||||||
Debt Instrument, Face Amount | $ 386,013 | |||||||||||||||
Extinguishment of Debt, Amount | 386,013 | |||||||||||||||
Unpaid fees for services rendered | $ 300,000 | $ 300,000 | ||||||||||||||
Simple interest rate | 5.00% | |||||||||||||||
2018 Flagship Note | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Maturity date | Jan. 1, 2019 | Dec. 31, 2019 |
Stockholders' Deficit - Additio
Stockholders' Deficit - Additional Information (Details) | Jun. 18, 2021USD ($)$ / sharesshares | Dec. 28, 2020USD ($)shares | Aug. 25, 2020$ / sharesshares | Aug. 24, 2020$ / shares | Aug. 20, 2020$ / shares | Jun. 30, 2020USD ($)$ / sharesshares | Aug. 31, 2021$ / sharesshares | May 31, 2021$ / sharesshares | Mar. 31, 2021USD ($)shares | Jan. 31, 2020USD ($)$ / sharesshares | Dec. 31, 2021USD ($)Vote$ / sharesshares | Dec. 31, 2020USD ($)$ / shares |
Class Of Stock [Line Items] | ||||||||||||
Votes per each common stock share | Vote | 1 | |||||||||||
Common stock shares reserved for issuance | 5,221,279 | |||||||||||
Reverse stock split ratio | 0.8741 | 1.14396 | ||||||||||
Common stock, par value | $ / shares | $ 0.001 | $ 0.001 | $ 5.50 | $ 0.001 | $ 0.001 | |||||||
Reverse stock split description | On August 20, 2020, the board of directors adopted resolutions proposing that each 1.14396 shares of the Company’s issued and outstanding common stock, par value $0.001 per share, be automatically converted into one fully paid and nonassessable share of common stock, par value $0.001 (the “Reverse Stock Split”) with cash in lieu of fractional shares. | |||||||||||
Issuance of common stock, Shares | 44,143 | |||||||||||
Proceeds from issuance of common stock | $ | $ 0 | $ 4,870 | ||||||||||
Additional rights or options granted | 0 | 0 | ||||||||||
Stock issued in consideration for early settlement of note | $ | $ 441,432 | |||||||||||
Stock issued during period, warrant exercised | 13,301 | 90,415 | ||||||||||
Number of warrant exercised | 21,854 | |||||||||||
Strike price of warrant exercised | $ / shares | $ 2.31 | |||||||||||
Additional Rights Or Options Granted | 0 | 0 | ||||||||||
Common stock in connection with exercise of non-qualified stock options, Shares | 21,853 | 73,496 | ||||||||||
Common Stock In Connection With Exercise of Non Qualified Stock Options Shares Withheld for taxes. | 16,919 | |||||||||||
Stock option strike price | $ / shares | $ 2.02 | $ 0.38 | ||||||||||
Consulting Services [Member] | ||||||||||||
Class Of Stock [Line Items] | ||||||||||||
Additional rights or options granted | 0 | |||||||||||
Shares issued in exchange for consulting services | 9,000 | |||||||||||
Fair value of stock issued in exchange for consulting services | $ | $ 60,391 | |||||||||||
Additional Rights Or Options Granted | 0 | |||||||||||
Private Placement | ||||||||||||
Class Of Stock [Line Items] | ||||||||||||
Issuance of common stock, Shares | 11,594 | 874 | ||||||||||
Shares issued price per share | $ / shares | $ 5.50 | $ 5.57 | ||||||||||
Proceeds from issuance of common stock | $ | $ 4,870 | |||||||||||
Additional rights or options granted | 0 | 0 | ||||||||||
Stock issued in consideration for early settlement of note | $ | $ 63,800 | |||||||||||
Additional Rights Or Options Granted | 0 | 0 | ||||||||||
IPO | ||||||||||||
Class Of Stock [Line Items] | ||||||||||||
Issuance of common stock, Shares | 1,800,000 | |||||||||||
Proceeds from issuance of common stock | $ | $ 14,600,000 | |||||||||||
Offering costs, underwriting discounts and commissions | $ | $ 3,400,000 | |||||||||||
June 2021 Offering | ||||||||||||
Class Of Stock [Line Items] | ||||||||||||
Shares issued price per share | $ / shares | $ 3 | $ 3 | ||||||||||
Proceeds from issuance of common stock | $ | $ 41,100,000 | $ 41,100,000 | ||||||||||
Offering costs, underwriting discounts and commissions | $ | $ 3,900,000 | $ 3,900,000 | ||||||||||
Issued and sold fully paid non-assessable shares of common stock | 15,000,000 | 15,000,000 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) | 12 Months Ended | ||
Dec. 31, 2021USD ($)$ / sharesshares | Dec. 31, 2020USD ($)$ / sharesshares | Aug. 25, 2020shares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Common stock, shares issued | 25,155,198 | 10,050,849 | 13,301 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | $ | $ 2,000,000 | ||
Percentage of stock option exercised | 100 | ||
Options, Grants in Period, Weighted Average Fair Value | $ / shares | $ 2.24 | $ 6.45 | |
Fair Values of Stock Options, Vested, Total | $ | $ 1,150,320 | $ 573,695 | |
Number of options vest purchase | 0 | ||
2020 Equity Incentive Plan [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Number of shares available for grant | 8,650,000 | ||
2011 Equity Incentive Plan [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Stock option, aggregate grant date fair value | $ | $ 484,669 | $ 1,466,644 | |
Restricted Stock Units | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Restricted stock units outstanding | 0 | 0 | |
2011 Plan and 2020 Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Unrecognized stock-based compensation of unvested options | $ | $ 1,141,314 | ||
Number of options vest purchase | 215,898 | 227,300 | |
Expected to Recognize, Remaining Weighted-Average Period | 1 year 7 months 20 days |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Option Activity Under 2011 Plan and 2020 Plan (Details) - $ / shares | Aug. 25, 2020 | May 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Number of Shares, Granted | 0 | ||||
Number of Shares, Exercised | (13,301) | (90,415) | |||
Stock issued during period, warrant exercised | 13,301 | 90,415 | |||
2011 Plan and 2020 Plan | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Number of Shares Outstanding, Beginning Balance | 3,596,444 | 3,369,144 | |||
Number of Shares, Granted | 215,898 | 227,300 | |||
Number of Shares, Exercised | (112,268) | ||||
Number of Shares, Forfeited | (40,708) | ||||
Number of Shares, Cancelled | 0 | ||||
Stock issued during period, warrant exercised | 112,268 | ||||
Number of Shares Outstanding, Ending Balance | 3,659,366 | 3,596,444 | 3,369,144 | ||
Number of Shares, Exercisable | 3,378,761 | ||||
Weighted Average Exercise Price, Outstanding Beginning Balance | $ 2.27 | $ 1.75 | |||
Weighted Average Exercise Price ,Granted | 3.88 | 10 | |||
Exercised, weighted average exercise price (in dollars per share) | 0.70 | ||||
Forfeited, weighted average exercise price (in dollars per share) | 0.38 | ||||
Weighted Average Exercise Price, Outstanding Ending Balance | 2.43 | $ 2.27 | $ 1.75 | ||
Weighted Average Exercise Price, Exercisable | $ 2.13 | ||||
Weighted Average Remaining Contractual Term (In Years), Outstanding Beginning Balance | 6 years 11 months 26 days | 7 years 8 months 23 days | 7 years 9 months 10 days | ||
Weighted Average Remaining Contractual Term (In Years), Granted | 6 years 4 months 24 days | 6 years 11 months 23 days | |||
Weighted Average Remaining Contractual Term (In Years), Outstanding Ending Balance | 6 years 11 months 26 days | 7 years 8 months 23 days | 7 years 9 months 10 days | ||
Weighted Average Remaining Contractual Term (In Years), Exercisable | 7 years 18 days |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of Estimated Assumptions of Weighted-Average Fair Values of Options Granted (Details) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||
Weighted-average risk-free interest rate | 0.59% | 0.32% |
Expected dividend yield | 0.00% | 0.00% |
Expected volatility | 82.22% | 87.63% |
Expected terms | 3 years 11 months 19 days | 4 years 5 months 8 days |
Stock-Based Compensation - Su_3
Stock-Based Compensation - Summary of Stock-Based Compensation Expense for Stock Options Granted to Employees and Non-Employees (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Total stock-based compensation expense | $ 1,531,876 | $ 573,695 |
Research and Development | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Total stock-based compensation expense | 665,834 | 261,492 |
Selling, General and Administrative | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Total stock-based compensation expense | $ 866,042 | $ 312,203 |
Warrants - Additional Informati
Warrants - Additional Information (Details) - USD ($) | Dec. 28, 2020 | Aug. 25, 2020 | Mar. 31, 2020 | Jan. 01, 2019 | Jun. 30, 2021 | Dec. 31, 2020 | Jun. 30, 2019 | Dec. 31, 2021 | Dec. 31, 2020 | Jun. 15, 2022 | Feb. 05, 2020 |
Class Of Warrant Or Right [Line Items] | |||||||||||
Class of warrant or right issued | 102,435 | 150,000 | 26,225 | 20,533 | 31,470 | ||||||
Contractual term | 7 years | 7 years | 7 years | 7 years | 5 years | ||||||
Strike price | $ 10 | $ 5.90 | $ 5.67 | $ 4.79 | $ 5.57 | $ 4.87 | |||||
Fair value of warrant | $ 101,478 | $ 82,141 | $ 685,441 | $ 114,631 | $ 100 | $ 685,441 | |||||
Warrant received | $ 5,245 | ||||||||||
Class of warrant or right vested | 21,854 | ||||||||||
Warrant expense | $ 688,784 | $ 1,443,426 | |||||||||
Settlement transaction | 21,854 | ||||||||||
Non-assessable shares of common stock | 13,301 | 10,050,849 | 25,155,198 | 10,050,849 | |||||||
Class of warrant or right exercised in period | 31,470 | 0 | |||||||||
Selling General And Administrative Expense | $ 6,507,641 | $ 2,623,158 | |||||||||
First Anniversary Date Of Grant | |||||||||||
Class Of Warrant Or Right [Line Items] | |||||||||||
Fair value of warrant | $ 601,245 | ||||||||||
IPO | |||||||||||
Class Of Warrant Or Right [Line Items] | |||||||||||
Class of warrant or right issued | 750,000 | ||||||||||
Strike price | $ 12.50 | ||||||||||
Class of warrant or right, date from which warrants or rights exercisable | Jun. 20, 2021 | ||||||||||
Underwriters | |||||||||||
Class Of Warrant Or Right [Line Items] | |||||||||||
Class of warrant or right issued | 90,000 | ||||||||||
Offering | |||||||||||
Class Of Warrant Or Right [Line Items] | |||||||||||
Class of warrant or right issued | 750,000 | ||||||||||
Strike price | $ 3.75 | ||||||||||
Class of warrant or right, date from which warrants or rights exercisable | Jun. 15, 2022 | ||||||||||
Selling, General and Administrative | |||||||||||
Class Of Warrant Or Right [Line Items] | |||||||||||
Warrant expense | $ 87,597 | 210,848 | |||||||||
Selling General And Administrative Expense | $ 685,441 |
Net Loss Per Share - Summary of
Net Loss Per Share - Summary of Calculation of Basic and Diluted Net Loss Per Share applicable to Common Stockholders (Detail) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Numerator: | ||
Net loss | $ (14,786,063) | $ (2,847,894) |
Denominator: | ||
Weighted-average number of common shares – basic and diluted | 18,209,198 | 8,212,581 |
Net loss per share – basic and diluted | $ (0.81) | $ (0.35) |
Net Loss Per Share - Summary _2
Net Loss Per Share - Summary of Shares Excluded from Calculation of Diluted Net Loss per Share Applicable to Common Stockholders (Detail) - shares | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Total | 5,221,279 | 4,318,357 |
Options to Purchase Shares of Stock | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Total | 3,659,366 | 3,596,444 |
Warrants to Purchase Shares of Stock | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Total | 1,561,913 | 721,913 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Income Taxes [Line Items] | ||
Deferred tax asset, increase in valuation allowance | $ 3,811,420 | $ 739,510 |
Uncertain tax position impact effective tax rate | 0 | $ 0 |
Domestic Tax Authority | ||
Income Taxes [Line Items] | ||
Net operating loss carryforwards | $ 19,981,000 | |
Operating Loss Carryforwards Expiration Year | 2030 | |
State [Member] | ||
Income Taxes [Line Items] | ||
Provision or benefit for income tax | $ 0 | |
Net operating loss carryforwards | $ 20,978,000 | |
Operating Loss Carryforwards Expiration Year | 2030 |
Income Taxes - Schedule of Reco
Income Taxes - Schedule of Reconciliation of Effective Income Tax Rate (Details) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||
Tax at statutory rate | 21.00% | 21.00% |
State income taxes | 4.89% | 5.00% |
Stock-based compensation | (0.13%) | |
Other | 0.02% | (0.03%) |
Change in valuation allowance | (25.78%) | (25.97%) |
Effective tax rate | 0.00% | 0.00% |
Income Taxes - Components of De
Income Taxes - Components of Deferred Tax Assets and Liabilities (Details) - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
Deferred tax assets: | ||
Net operating loss carryforwards | $ 5,202,047 | $ 1,826,692 |
Stock-based compensation | 2,272,970 | 1,836,905 |
Total deferred tax assets | 7,475,017 | 3,663,597 |
Deferred tax asset valuation allowance | (7,475,017) | (3,663,597) |
Net deferred tax asset | $ 0 | $ 0 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) | Mar. 31, 2022USD ($)shares | Aug. 01, 2018USD ($) | Apr. 01, 2014USD ($)$ / sharesshares | Jun. 18, 2010USD ($)shares | Jun. 08, 2010USD ($)Agreementsshares | Apr. 30, 2018USD ($) | Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($)$ / sharesshares | Dec. 31, 2019shares | Jun. 30, 2018 |
Loss Contingencies [Line Items] | ||||||||||
Operating lease, term of contract | 1 year | |||||||||
Lease obligation | $ 54,000 | |||||||||
Operating leases description | The total lease obligation was $54,000, payable in 12 equal monthly installments commencing August 1, 2018. Since the end of the one-year initial term on July 31, 2019, the lease continues on a month-to-month basis. | |||||||||
Lease obligation payable monthly installments | 12 equal monthly installments | |||||||||
Total potential milestone payments | $ 5,625,000 | |||||||||
2020 CEO Agreement | ||||||||||
Loss Contingencies [Line Items] | ||||||||||
Annual base salary | $ 455,000 | |||||||||
Percentage of annual base salary | 35.00% | |||||||||
Stock option granted | shares | 100,000 | |||||||||
Stock option granted, vesting period | 3 years | |||||||||
Stock option granted, exercise price | $ / shares | $ 10 | |||||||||
Increase in target bonus, percentage | 35.00% | |||||||||
2014 CEO Agreement | ||||||||||
Loss Contingencies [Line Items] | ||||||||||
Annual base salary | $ 224,000 | $ 292,800 | ||||||||
Stock option granted | shares | 43,708 | 21,854 | 196,685 | |||||||
Stock option granted, vesting period | 10 years | 12 months | ||||||||
Stock option granted, exercise price | $ / shares | $ 0.38 | |||||||||
2018 Flagship Agreement | ||||||||||
Loss Contingencies [Line Items] | ||||||||||
Consulting services fee per month | $ 12,500 | |||||||||
Consulting services fee accrued | $ 12,500 | |||||||||
Agreement ended date description | The 2018 Flagship Agreement ended on December 31, 2020 and the Frattaroli Employment Agreement superseded the 2018 Flagship Agreement in all respects on January 1, 2021. | |||||||||
Emory University License Agreements | ||||||||||
Loss Contingencies [Line Items] | ||||||||||
License agreements, fair value of shares issued | $ 313,500 | |||||||||
Number of license agreements | Agreements | 2 | |||||||||
License agreement description | the License A term is the later of 10 years or until the expiration of the patent rights. License B was terminated in May 2013 under the normal course of business. | |||||||||
Total potential milestone payments | $ 280,000 | 0 | $ 0 | |||||||
Emory University License Agreements | License A [Member] | ||||||||||
Loss Contingencies [Line Items] | ||||||||||
License agreements, shares issued | shares | 393,370 | |||||||||
License agreement, term | 10 years | |||||||||
Emory University License Agreements | License B [Member] | ||||||||||
Loss Contingencies [Line Items] | ||||||||||
License agreements, fair value of shares issued | $ 437,078 | |||||||||
Duke University License Agreement | ||||||||||
Loss Contingencies [Line Items] | ||||||||||
License agreements, shares issued | shares | 611,909 | |||||||||
License agreements, fair value of shares issued | $ 247,500 | |||||||||
License agreement, term | 10 years | |||||||||
Total potential milestone payments | $ 280,000 | 0 | 0 | |||||||
License termination date | April 16, 2020 | |||||||||
License termination cost | $ 0 | |||||||||
Sphaera Agreement | ||||||||||
Loss Contingencies [Line Items] | ||||||||||
License agreement, fixed fee paid | $ 160,000 | |||||||||
Frattaroli Employment Agreement | ||||||||||
Loss Contingencies [Line Items] | ||||||||||
Annual base salary | $ 375,000 | |||||||||
Percentage of annual base salary | 30.00% | |||||||||
Stock option granted | shares | 100,000 | |||||||||
Stock option granted, vesting period | 3 years | |||||||||
Stock option granted, exercise price | $ / shares | $ 10 | |||||||||
Increase in target bonus, percentage | 30.00% | |||||||||
Subsequent Event [Member] | 2020 CEO Agreement | ||||||||||
Loss Contingencies [Line Items] | ||||||||||
Annual base salary | $ 510,000 | |||||||||
Percentage of annual base salary | 50.00% | |||||||||
Stock option granted | shares | 125,000 | |||||||||
Stock option granted, vesting period | 3 years | |||||||||
Increase in target bonus, percentage | 50.00% | |||||||||
Subsequent Event [Member] | 2020 CFO Agreement | ||||||||||
Loss Contingencies [Line Items] | ||||||||||
Annual base salary | $ 400,000 | |||||||||
Percentage of annual base salary | 40.00% | |||||||||
Stock option granted | shares | 62,500 | |||||||||
Stock option granted, vesting period | 3 years | |||||||||
Increase in target bonus, percentage | 40.00% | |||||||||
Subsequent Event [Member] | Frattaroli Employment Agreement | ||||||||||
Loss Contingencies [Line Items] | ||||||||||
Annual base salary | $ 400,000 | |||||||||
Percentage of annual base salary | 40.00% | |||||||||
Increase in target bonus, percentage | 40.00% |
Commitments and Contingencies_2
Commitments and Contingencies - Schedule of Milestone Payment (Details) | Dec. 31, 2021USD ($) |
Revenue Recognition Milestone Method [Line Items] | |
Total potential milestone payments | $ 5,625,000 |
First Dosing of Patient In U S Phase1 Trial | |
Revenue Recognition Milestone Method [Line Items] | |
Total potential milestone payments | 250,000 |
US Phase 1 Trial Completion with Endpoints Met | |
Revenue Recognition Milestone Method [Line Items] | |
Total potential milestone payments | 500,000 |
US Phase 2 Trial Completion with Endpoints Met | |
Revenue Recognition Milestone Method [Line Items] | |
Total potential milestone payments | 875,000 |
FDA Approval | |
Revenue Recognition Milestone Method [Line Items] | |
Total potential milestone payments | $ 4,000,000 |
Simple Retirement Account for_2
Simple Retirement Account for Employees (the "Simple IRA") - Additional Information (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Compensation And Retirement Disclosure [Abstract] | ||
Individual retirement plan, coverage requirement, minimum compensation amount received during two preceding years | $ 5,000 | |
Individual retirement plan, coverage requirement, minimum compensation amount reasonably expected to received | $ 5,000 | |
Individual retirement plan, percentage of qualified compensation match | 3.00% | |
Compensation contributions under simple IRA | $ 28,938 | $ 6,580 |
Subsequent Events (Additional I
Subsequent Events (Additional Information) (Details) - USD ($) | Mar. 31, 2022 | Dec. 28, 2020 | Aug. 25, 2020 | Feb. 28, 2022 | Jan. 31, 2022 | Aug. 31, 2021 | May 31, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Jan. 03, 2022 | Dec. 31, 2021 |
Subsequent Event [Line Items] | |||||||||||
Common stock in connection with exercise of non-qualified stock options, Shares | 21,853 | 73,496 | |||||||||
Stock option strike price | $ 2.02 | $ 0.38 | |||||||||
Additional rights or options granted | 0 | 0 | |||||||||
Principal balance | $ 276,461 | $ 0 | |||||||||
Consulting Services | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Additional rights or options granted | 0 | ||||||||||
Shares issued in exchange for consulting services | 9,000 | ||||||||||
Fair value of stock issued in exchange for consulting services | $ 60,391 | ||||||||||
2020 CEO Agreement | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Increase in target bonus, percentage | 35.00% | ||||||||||
Increased in base salary | $ 455,000 | ||||||||||
Stock option granted | 100,000 | ||||||||||
Stock option granted, vesting period | 3 years | ||||||||||
Subsequent Event [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Common stock in connection with exercise of non-qualified stock options, Shares | 21,853 | ||||||||||
Stock option strike price | $ 2.02 | ||||||||||
Additional rights or options granted | 0 | 0 | |||||||||
Principal balance | $ 248,911 | ||||||||||
Subsequent Event [Member] | Consulting Services | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Shares issued in exchange for consulting services | 50,000 | ||||||||||
Fair value of stock issued in exchange for consulting services | $ 67,000 | ||||||||||
Subsequent Event [Member] | 2020 CEO Agreement | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Increase in target bonus, percentage | 50.00% | ||||||||||
Increased in base salary | $ 510,000 | ||||||||||
Stock option granted | 125,000 | ||||||||||
Stock option granted, vesting period | 3 years | ||||||||||
Performance based options also subject to continued employment | 250,000 | ||||||||||
Subsequent Event [Member] | 2020 CFO Agreement | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Increase in target bonus, percentage | 40.00% | ||||||||||
Increased in base salary | $ 400,000 | ||||||||||
Stock option granted | 62,500 | ||||||||||
Stock option granted, vesting period | 3 years | ||||||||||
Performance based options also subject to continued employment | 125,000 |