0001558370-21-003774 | 10-K | XBRL Viewer

Document and Entity Information - USD ($)	12 Months Ended
Document and Entity Information - USD ($)	Dec. 31, 2020	Mar. 31, 2021	Jun. 30, 2020
Document and Entity Information
Document Type	10-K
Document Annual Report	true
Document Transition Report	false
Document Period End Date	Dec. 31, 2020
Entity File Number	001-39169
Entity Registrant Name	Kiromic BioPharma, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	46-4762913
Entity Address, Address Line One	7707 Fannin Street
Entity Address, Address Line Two	Suite 140
Entity Address, City or Town	Houston
Entity Address State Or Province	TX
Entity Address, Postal Zip Code	77054
City Area Code	832
Local Phone Number	968-4888
Title of 12(b) Security	Common Shares, par value $0.001 per share
Trading Symbol	KRBP
Security Exchange Name	NASDAQ
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
ICFR Auditor Attestation Flag	false
Entity Shell Company	false
Entity Public Float			$ 0
Entity Common Stock, Shares Outstanding		7,332,999
Entity Central Index Key	0001792581
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2020
Document Fiscal Period Focus	FY
Amendment Flag	false

Consolidated Balance Sheets - USD ($)	Dec. 31, 2020	Dec. 31, 2019
Current Assets:
Cash and cash equivalents	$ 10,150,500	$ 1,929,100
Inventories		22,200
Prepaid expenses and other current assets	588,800	89,100
Total current assets	10,739,300	2,040,400
Property and equipment, net	2,066,000	587,900
Other assets	24,400	24,400
Total Assets	12,829,700	2,652,700
Current Liabilities:
Accounts payable	665,200	452,400
Accrued expenses and other current liabilities	334,200	221,300
Interest payable	200
Loan payable	105,600
Note payable	362,400
Total current liabilities	1,467,600	673,700
Total Liabilities	1,467,600	673,700
Commitments and contingencies
Stockholders' Equity:
Common stock, $0.001 par value: 300,000,000 shares authorized as of December 31, 2020 and 2019; 7,332,999 and 2,863,812 shares issued and outstanding as of December 31, 2020 and 2019, respectively	1,200
Additional paid-in capital	52,988,700	13,965,000
Accumulated deficit	(41,627,800)	(22,427,600)
Total Stockholders' Equity	11,362,100	1,979,000
Total Liabilities and Stockholders' Equity	12,829,700	2,652,700
Series A-1 Preferred Stock
Stockholders' Equity:
Preferred Stock		9,134,700
Series B Preferred Stock
Stockholders' Equity:
Preferred Stock		1,306,900
Preferred Stock
Stockholders' Equity:
Preferred Stock

Consolidated Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2020	Dec. 31, 2019
Preferred stock, authorized	60,000,000	60,000,000
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, authorized	300,000,000	300,000,000
Common stock, issued	7,332,999	2,863,812
Common stock, outstanding	7,332,999	2,863,812
Series A-1 Preferred Stock
Preferred stock, par value ( in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, authorized	24,000,000	24,000,000
Preferred stock, issued	0	21,822,301
Preferred stock, outstanding	0	21,822,301
Series B Preferred Stock
Preferred stock, par value ( in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, authorized	16,500,000	14,130,435
Preferred stock, issued	0	9,869,659
Preferred stock, outstanding	0	9,869,659
Preferred Stock
Preferred stock, par value ( in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, authorized	19,500,000	21,869,565
Preferred stock, issued	0	0
Preferred stock, outstanding	0	0

Consolidated Statements of Operations - USD ($)	12 Months Ended
Consolidated Statements of Operations - USD ($)	Dec. 31, 2020	Dec. 31, 2019
Operating expenses:
Research and development	$ 5,052,900	$ 1,201,700
General and administrative	14,144,000	2,503,700
Total operating expenses	19,196,900	3,705,400
Loss from operations	(19,196,900)	(3,705,400)
Other expense
Interest expense	(3,300)	(22,500)
Total other expense	(3,300)	(22,500)
Net loss	$ (19,200,200)	$ (3,727,900)
Net loss per share, basic and diluted	$ (4.42)	$ (1.39)
Weighted average common shares outstanding, basic and diluted	4,505,867	2,862,809

Consolidated Statements of Changes in Stockholders' Equity (Deficit) - USD ($)	Preferred Stock Series A-1 Preferred Stock	Preferred Stock Series B Preferred Stock	Common Stock	Additional Paid-In Capital	Accumulated Deficit	Series B Preferred Stock	Total
Balance at beginning of period at Dec. 31, 2018	$ 8,727,400			$ 10,237,600	$ (18,699,700)		$ 265,300
Balance at beginning of period (in shares) at Dec. 31, 2018	20,886,782		2,863,093
Conversion of convertible promissory notes and accrued interest into Series A-1 Preferred Stock	$ 407,300						407,300
Conversion of convertible promissory notes and accrued interest into Series A-1 Preferred Stock (in shares)	935,519
Issuance of Series B Preferred Stock		$ 1,056,300					1,056,300
Issuance of Series B Preferred Stock		9,782,609
Common stock issuance net of issuance costs and discount amortization (in shares)						9,782,609
Series B Preferred Stock discount amortization		$ 210,600		(210,600)		$ (210,600)	(210,600)
Warrants underlying Series B Preferred Stock issuance				3,443,700			3,443,700
Accretion and settlement of Series B Preferred Stock dividend		$ 40,000		(40,000)		$ (40,000)	(40,000)
Accretion and settlement of Series B Preferred Stock Dividend (in shares)		87,050
Exercised stock options				11,400			11,400
Exercised stock options (in shares)			1,719
Stock compensation expense				522,900			522,900
Net loss					(3,727,900)		(3,727,900)
Balance at end of period at Dec. 31, 2019	$ 9,134,700	$ 1,306,900		13,965,000	(22,427,600)		1,979,000
Balance at end of period (in shares) at Dec. 31, 2019	21,822,301	9,869,659	2,864,812
Issuance of Series B Preferred Stock		$ 331,700					331,700
Issuance of Series B Preferred Stock		6,521,738
Common stock issuance net of issuance costs and discount amortization			$ 1,200	11,974,200			11,975,400
Common stock issuance net of issuance costs and discount amortization (in shares)			1,250,000			6,521,738
Series B Preferred Stock discount amortization		$ 692,700		(692,700)		$ (692,700)	(692,700)
Warrants underlying Series B Preferred Stock issuance				2,668,300			2,668,300
Warrants underlying common stock discount amortization				(19,700)			(19,700)
Warrants underlying common stock issuance				377,000		5,208,700	377,000
Exercise of warrants				4,900			4,900
Exercise of warrants (in shares)			1,399,921
Series A-1 Preferred Stock conversion to common stock and fractional shares adjustments from stock split and conversion	$ (9,134,700)			9,134,700
Series A-1 Preferred Stock conversion to common stock and fractional shares adjustments from stock split and conversion (in shares)	(21,822,301)		624,594
Series B Preferred Stock conversion to common stock and fractional shares adjustments from stock split and conversion		$ (2,331,300)		2,331,300		$ 2,331,300
Series B Preferred Stock conversion to common stock and fractional shares adjustments from stock split and conversion (in shares)		(16,391,397)	469,136
Common stock issuance to employees and non-employees				9,432,000			9,432,000
Common stock issuance to employees and non-employees			725,536
Stock compensation expense				3,813,700			3,813,700
Net loss					(19,200,200)		(19,200,200)
Balance at end of period at Dec. 31, 2020			$ 1,200	$ 52,988,700	$ (41,627,800)		$ 11,362,100
Balance at end of period (in shares) at Dec. 31, 2020			7,333,999

Consolidated Statements of Cash Flows - USD ($)	12 Months Ended
Consolidated Statements of Cash Flows - USD ($)	Dec. 31, 2020	Dec. 31, 2019
Cash flows from operating activities:
Net loss	$ (19,200,200)	$ (3,727,900)
Adjustments to reconcile net loss to net cash used for operating activities:
Depreciation	200,000	87,500
Stock compensation expense	13,245,700	522,900
Non-cash interest	200	20,500
Inventory obsolescence impairment	22,200
Changes in operating assets and liabilities:
Unbilled receivables from granting agency		24,300
Inventories		(5,900)
Prepaid expenses and other current assets	(499,700)	46,200
Other assets		(6,600)
Accounts payable	(7,700)	293,400
Accrued expenses and other current liabilities	112,900	(151,300)
Deferred rent		(19,000)
Convertible promissory notes derivative liability		2,000
Net cash used for operating activities	(6,126,600)	(2,913,900)
Cash flows from investing activities:
Purchases of property and equipment	(1,457,600)	(302,700)
Net cash used for investing activities	(1,457,600)	(302,700)
Cash flows from financing activities:
Proceeds from sale of convertible promissory notes		250,000
Exercise of stock options		11,400
Proceeds from issuance of common stock	15,000,000
Issuance costs	(2,667,300)
Proceeds from warrant exercise	4,900
Proceeds from loan payable	115,600
Repayments of loan payable	(10,000)
Borrowings from note payable	540,500
Repayment of notes payable	(178,100)
Proceeds from Series B Preferred Stock issuance	3,000,000	4,500,000
Net cash provided by financing activities	15,805,600	4,761,400
Net change in cash and cash equivalents	8,221,400	1,544,800
Cash and cash equivalents:
Beginning of year	1,929,100	384,300
End of period	10,150,500	1,929,100
Supplemental disclosures of non-cash investing and financing activities:
Accruals for property and equipment	220,500	74,700
Cash paid for interest on note payable	$ 3,100
Conversion of accounts payable into convertible promissory notes		134,800
Conversion of convertible promissory notes and accrued interest into Series A1 Preferred Stock		407,300
Accretion and settlement of Series B Preferred Stock dividend		$ 40,000

ORGANIZATION

12 Months Ended

Dec. 31, 2020

ORGANIZATION

ORGANIZATION

1.	ORGANIZATION

Nature of Business

Kiromic BioPharma, Inc. and subsidiary (the "Company") is a preclinical stage biopharmaceutical company formed under the Texas Business Organizations Code in December 2012. On May 27, 2016, the Company converted from a Texas limited liability company into a Delaware corporation and changed its name from Kiromic LLC to Kiromic Inc. On December 16, 2019, the Company amended and restated its certificate of incorporation charter to re-name the company, Kiromic BioPharma, Inc.

The Company is a target discovery and gene-editing company utilizing artificial intelligence and our proprietary neural network platform with a therapeutic focus on immuno-oncology. The Company maintains offices in Houston, Texas. The Company has not generated any revenues to date.

The Company’s wholly-owned subsidiary, GreenPlanet Pharma, Inc., operates an oral healthcare business. It has developed a mouthwash using a high quality, safe, and natural ingredient formulation to provide effective symptomatic relief for a wide range of oral irritations and health concerns. This business has not generated any revenues.

Going Concern—The accompanying consolidated financial statements are prepared in accordance with generally accepted accounting principles applicable to a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has incurred significant losses and negative cash flows from operations since inception and expects to incur additional losses until such time that it can generate significant revenue from the commercialization of its product candidates. The Company had negative cash flows from operations of $6,126,600 for the year ended December 31, 2020, and an accumulated deficit of $41,627,800 as of December 31, 2020. To date, the Company has relied on equity and debt financing to fund its operations. The Company’s product candidates are still in the early stages of development, and substantial additional financing will be needed by the Company to fund its operations and ongoing research and development efforts prior to the commercialization, if any, of its product candidates. Although the Company completed its initial public offering on October 15, 2020 and received net proceeds of $12,332,700, the Company does not have sufficient cash on hand or available liquidity to meet its obligations through the twelve months following the date the consolidated financial statements are issued. These conditions raise substantial doubt about the Company’s ability to continue as a going concern.

Given its projected operating requirements and its existing cash and cash equivalents, the Company plans to complete an additional financing transaction in fiscal year 2021 in order to continue operations. Management is currently evaluating different strategies to obtain the required funding of future operations. These strategies may include, but are not limited to, additional funding from current or new investors. However, there can be no assurance that the Company will be able to secure such additional financing, or if available, that it will be sufficient to meet its needs or on favorable terms. Therefore, the plans cannot be deemed probable of being implemented. As a result, the Company has concluded that management’s plans do not alleviate substantial doubt about the Company’s ability to continue as a going concern.

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 this uncertainty.

NIH Grant—In August 2018, the National Institute of Health ("the NIH"), the primary agency of the U.S. government responsible for biomedical and public health research, awarded a Phase I/II grant to the Company in the amount of $2,235,000 for the development and non-clinical testing of a new anti-arteriosclerosis gene therapy delivered by engineered adeno-associated viral vectors. Phase I of the grant approved amounts of $851,000 and covered the period September 2018 through August 2019, entitled the Company to reimbursement for certain salaries and wages, materials and supplies, facilities and administrative costs, and fixed fees. The Company did not complete Phase I by August 2019, but was granted an extension to complete Phase I by the NIH through August 2021. Starting after Phase I completion in

2021, Phase II of the grant covers reimbursements for certain salaries and wages, materials and supplies, facilities and administrative costs, and fixed fees of $1,384,000.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

12 Months Ended

Dec. 31, 2020

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

2.	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP"). All intercompany balances were eliminated upon consolidation. Operating results for the year ended December 31, 2020 are not necessarily indicative of results to be expected for any future year.

On December 17, 2019, the Company completed a 1-for-10 reverse stock split of its outstanding common stock. On June 17, 2020, the Company completed a 1-for-3.494 reverse stock split of its outstanding common stock. Accordingly, unless otherwise noted, all share and per share information has been restated to retroactively show the effect of these stock splits.

Use of Estimates—The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates. Significant estimates include determination of the fair value of common stock and related stock-based compensation, the fair value of convertible promissory notes and the related embedded derivative liability, warrants to purchase common stock underlying shares of Series B Preferred Stock, and estimating services incurred by third-party service providers used to recognize research and development expense.

Cash and Cash Equivalents—As of December 31, 2020 and 2019, cash and cash equivalents consisted entirely of cash on hand and bank deposits. The Company considers all highly liquid instruments with remaining maturities at purchase of 90 days or less to be cash equivalents.

Concentrations of Credit Risk and Other Uncertainties—Financial instruments that potentially subject the Company to concentration of credit risk consist of cash and cash equivalents. Substantially all of the Company’s cash and cash equivalents were deposited in accounts at a small number of national financial institutions. Account balances may at times exceed federally-insured limits. The Company has not incurred losses related to these cash and cash equivalents deposited at financial institutions and management believes that the Company is not exposed to significant credit risk due to the financial strength of the depository institutions in which the cash is held.

The Company is subject to certain risks and uncertainties from changes in any of the following areas that the Company believes could have a material adverse effect on future financial position or results of operations: the ability to obtain regulatory approval and market acceptance of, and reimbursement for, the Company’s product candidates; the performance of third-party clinical research organizations and manufacturers; protection of the intellectual property; litigation or claims against the Company based on intellectual property, patent, product, regulatory or other factors; the Company’s ability to attract and retain employees necessary to support commercial success; and changes in the industry or customer requirements including the emergence of competitive products with new capabilities.

The Company records receivables resulting from activities under its research grant from the NIH. Management believes that the Company is not exposed to significant credit risk due to the financial strength of the granting agency.

Deposit—In connection with one of the Company’s facility leases, a deposit is held by the lessor per the terms of the noncancelable agreement. The deposit has been recorded as a long-term asset on the Company’s consolidated balance sheets.

Inventories—Inventories consist entirely of finished products. The balances presented are stated at the lower of cost or market and is determined using the first-in, first-out method. The Company’s policy is to write down inventory that has become obsolete, inventory that has a cost basis in excess of its expected net realizable value, and inventory quantity in excess of expected requirements. The estimate of write downs to inventory from obsolescence, costs in excess of inventory net realizable value, and inventory quantity in excess of expected requirements is subjective and primarily dependent on the estimates of future demand for a particular product. Adjustments generally increase as demand decreases due to market conditions and product life-cycle changes. As of December 31, 2020, the Company recorded a

reserve for inventory obsolescence of $22,200 as the inventory was near its expiration date with no significant marketing activities taking place. As of December 31, 2019 no such adjustments have been recorded.

Deferred Initial Public Offering Costs—During the year ended December 31, 2020, the Company began incurring costs in connection with the filing of a Registration Statement on Form S-1/A for an initial public offering ("IPO"), which were deferred in other current assets in accordance with ASC 505-10-25, Equity, in the consolidated balance sheet. Upon completion of the IPO, these costs have been offset against proceeds received. Offering costs consist of legal, accounting, and other costs directly related to the Company’s efforts to raise capital.

During the year ended December 31, 2020, the Company classified deferred offering costs of $2,667,300 as a reduction to additional paid-in capital upon completion of the Company's IPO on October 15, 2020. As of December 31, 2020 and 2019, there were no deferred offering costs recorded on the Company's consolidated balance sheets.

Property and Equipment—Property and equipment are recorded at cost and depreciated using the straight-line method over the estimated useful lives of the assets ranging from 1 to 8 years. Major replacements and improvements are capitalized as leasehold improvements, while general repairs and maintenance are expensed as incurred. Estimated useful lives of leasehold improvements are the shorter of the remaining lease term or the estimated useful economic life of the specific asset.

Estimated useful lives of property and equipment are as follows for the major classes of assets:


Asset Description		Estimated Lives
Laboratory Equipment		3 - 8
Leasehold Improvements		1 - 7
Office Furniture, Fixtures, and Equipment		5
Software		3 - 5

Internal Use Software Development Costs—The Company capitalizes certain costs incurred to develop internal use software. All costs incurred that relate to planning and post-implementation phases of development are expensed as incurred. Costs incurred in the development and implementation phases are capitalized and amortized over the estimated life of the software, generally five years. The Company capitalized software development costs of approximately $10,200 and $20,000 for the years ended December 31, 2020 and 2019, respectively.

Impairment of Long-Lived Assets—The Company reviews its long-lived assets, including property and equipment, for impairment indicators. If indicators are noted, the Company compares the carrying amount of the asset to its estimated undiscounted cash flows. If the carrying amount exceeds its estimated undiscounted cash flows, an impairment loss is recognized to adjust the long-lived asset to fair value. There has been no impairment losses on the Company’s long-lived assets since inception.

Comprehensive Loss—Comprehensive loss includes net loss as well as other changes in stockholders’ equity that result from transactions and economic events other than those with stockholders. For all periods presented, there was no difference between net loss and comprehensive loss.

Income Taxes—The Company files federal and state income tax returns, utilizing the accrual basis of accounting. Income taxes are provided for the tax effects of transactions reported in the consolidated financial statements and consist of taxes currently due and deferred taxes. Certain transactions of the Company may be subject to accounting methods for income tax purposes, which differ from the accounting methods used in preparing these consolidated financial statements in accordance with GAAP. Accordingly, the net income or loss of the Company reported for income tax purposes may differ from the balances reported for those same items in the accompanying consolidated financial statements.

Deferred tax assets and liabilities are recognized for the future tax consequences attributable between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which such temporary differences are expected to be recovered or settled. The Company records valuation allowances to reduce deferred income tax assets to the amount that is more likely than not to be realized.

The Company records uncertain tax positions in accordance with ASC 740, Income Taxes, on the basis of a two-step process in which (1) the Company determines whether it is more-likely-than-not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, the Company recognizes the largest amount of tax benefit that is more than 50 percent likely to be realized upon ultimate settlement with the related tax authority. The Company recognizes interest and penalties related to unrecognized tax benefits on the income tax expense line in the accompanying consolidated statements of operations. No such interest or penalties were recognized during the years ended December 31, 2020 and 2019.

Research and Development Expense—The Company expenses research and development costs as incurred. Research and development expenses include personnel and personnel-related costs, costs associated with the Company’s pre-clinical development activities including costs of outside consultants and contractors, the submission and maintenance of regulatory filings, equipment and supplies used in developing products prior to market approval and an allocation of certain overhead costs such as facility and related expenses.

The Company accrues and expenses costs of services provided by contract research organizations in connection with preclinical studies and contract manufacturing organizations engaged to manufacture clinical trial material, costs of licensing technology, and costs of services provided by research organizations and service providers. Upfront payments and milestone payments made for the licensing of technology are expensed as research and development in the period in which they are incurred if the technology is not expected to have any alternative future uses other than the specific research and development project for which it was intended. Nonrefundable advance payments for goods or services to be received in the future for use in research and development activities are recorded as prepaid expenses. The prepaid amounts are expensed as the related goods are delivered or the services are performed rather than when the payment is made.

Proceeds from Grants—During the years ended December 31, 2020 and 2019, the Company recognized $142,400 and $298,000, respectively, as reductions to research and development expense within the consolidated statements of operations pursuant to its grant from the NIH.

Convertible Promissory Notes Derivative Liability—During the year ended December 31, 2019, the Company recorded an embedded derivative liability related to the discount on the per share selling price the holders of the convertible promissory notes would receive at the time of conversion in connection with the Company’s next equity financing ("the Next Financing Close"). The embedded derivative liability was initially recorded at fair value, with gains and losses arising from changes in fair value recognized in interest expense in the consolidated statements of operations at each period end while such instruments are outstanding. The embedded derivative liability was valued using a probability weighted expected return model. See Note 8.

Upon repurchase of convertible promissory notes, ASC 470, Debt, requires the Company to allocate total settlement consideration, inclusive of transaction costs, amongst the liability components of the instrument based on the fair value of the liability component immediately prior to repurchase. The difference between the settlement consideration allocated to the liability component and the net carrying value of the liability component would be recognized as gain (loss) on extinguishment of debt in the consolidated statements of operations.

Fair Value Measurements—The carrying value of the Company’s cash and cash equivalents, unbilled receivables from the granting agency, prepaid expenses and other assets, accounts payable, and accrued expenses and other current liabilities approximate their fair value due to their short-term nature.

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. In estimating the fair value of an asset or a liability, the Company takes into account the characteristics of the asset or liability if market participants would take those characteristics into account when pricing the asset or liability at the measurement date.

The Company accounts for financial instruments in accordance with ASC 820, Fair Value Measurements. ASC 820 establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy under ASC 820 are described below:

Level 1—Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.

Level 2—Quoted prices in non-active markets or in active markets for similar assets or liabilities, observable inputs other than quoted prices, and inputs that are not directly observable but are corroborated by observable market data.

Level 3—Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable.

There were no changes in the fair value hierarchy levels during the years ended December 31, 2020 and 2019.

The Company’s liabilities that were measured at fair value on a non-recurring and recurring basis converted into Series A-1 Preferred Stock as of December 31, 2019. Per ASC 820, the fair values of the convertible promissory notes are measured on a non-recurring basis at the relevant measurement date. The fair value of convertible promissory notes embedded derivative liability is measured on a recurring basis at the end of each reporting period.

Rollforward of Level 3 Liabilities Measured at Fair Value on a Non-Recurring Basis:


	December 31,		December 31,
	2020		2019
Convertible promissory notes
Beginning balance	$	—	$	—
Amounts allocated to the embedded derivative liability at inception (at fair value)		—		(21,000)
Conversions from accounts payable into convertible promissory notes		—		134,800
Proceeds from issuances of convertible promissory notes		—		250,000
Conversions into Series A‑1 Stock		—		(363,800)
Ending balance	$	—	$	—

Rollforward of Level 3 Liabilities Measured at Fair Value on a Recurring Basis:
Convertible promissory note embedded derivative liability
Beginning balance	$	—	$	—
Realized and unrealized gains and losses		—		2,000
Fair value of embedded derivative liability at inception		—		21,000
Amounts derecognized upon conversion of the related convertible promissory notes		—		(23,000)
Ending balance	$	—	$	—

Nonvested Stock Options and Restricted Stock Units—Pursuant to the Company’s 2017 Stock Incentive Plan (the “Plan”), the Company has the ability to issue a variety of share-based payments and incentives to members, employees, and non-employees through grants of nonvested stock options.

The vesting conditions for stock options include annual, and monthly options. Annual vesting conditions are for four years. Monthly vesting conditions range from 10 to 48 months. When nonvested options are vested, they become exercisable over a 10 year period from grant date.

The vesting conditions for restricted stock units include cliff vesting conditions. Certain restricted stock units vest with a range of 6 to 12 months following the expiration of employee lock-up agreements. Certain restricted stock units vest based on the later of achievement of key milestones or the expiration of employee lock-up agreements. When nonvested restricted stock units are vested, they become exercisable over a 10 year period from grant date.

Stock-Based Compensation—The Company records stock compensation expense related to the Plan in accordance with ASC 718, Compensation—Stock Compensation. The Company measures and recognizes stock compensation expense for all stock-based awards, including stock options, based on estimated fair values recognized using cliff vesting or the straight-line method over the requisite service period. The fair value of stock options is estimated on the grant date using the Black-Scholes option-valuation model (the “Black-Scholes model”). The calculation of stock-based compensation expense requires that the Company make assumptions and judgments about the variables used in the Black-Scholes model, including the fair value of the Company’s common stock, expected term, expected volatility of the underlying common stock, and risk-free interest rate. Forfeitures are accounted for when they occur.

Until the Company’s common stock became publicly traded, the board of directors’ approach to estimating the fair value of the Company’s common stock includes utilizing methods outlined in the American Institute of Certified Public Accountants’ Practice Aid, Valuation of Privately- Held Company Equity Securities Issued as Compensation.

The Company estimates the grant-date fair value of stock options using the Black-Scholes model and the assumptions used to value such stock options are determined as follows:

Expected Term. The expected term represents the period that the Company’s stock options are expected to be outstanding. Due to limitations on the sale or transfer of the Company’s common stock under the lock-up agreements and market standoff components of the stock option agreements, the Company does not believe its historical exercise pattern is indicative of the pattern it will experience after restricted periods expire. The Company has previously used the Staff Accounting Bulletin (“SAB”) No. 110, simplified method to calculate the expected term, which is the average of the contractual term and vesting period.

Risk-Free Interest Rate. The Company bases the risk-free interest rate used in the Black-Scholes model on the implied yield available on US Treasury zero-coupon issues with a term equivalent to that of the expected term of the stock options for each stock option group.

Volatility. The Company determines the price volatility based on the historical volatilities of industry peers as it has no trading history for its common stock price. The Company intends to continue to consistently apply this process using the same or a similar peer group of public companies, until a sufficient amount of historical information regarding the volatility of its own common stock price becomes available, or unless circumstances change such that the identified peer companies are no longer similar, in which case other suitable peer companies whose common stock prices are publicly available would be utilized in the calculation.

Dividend Yield. The expected dividend assumption is based on the Company’s current expectations about its anticipated dividend policy. To date, the Company has not declared any dividends and, therefore, the Company has used an expected dividend yield of zero.

Common Stock Valuations. During the years ended December 31, 2020 and 2019, the Company’s board of directors, with input from management and third-party valuations, determined the fair value of the common stock underlying all stock-based compensation grants. The Company believes that the board of directors had the relevant experience and expertise to determine the fair value of the Company’s common stock before the Company’s common stock became publicly traded. On the date of the grants in the years ended December 31, 2020 and 2019, the fair value of the Company’s common stock, was determined in accordance with the American Institute of Certified Public Accountants Practice Aid, Valuation of Privately-Held Company Equity Securities Issued as Compensation. The board of directors exercised reasonable judgment and considered numerous objective and subjective factors to determine the best estimate of the fair value of the Company’s common stock at each grant date. These factors include:

●

valuations of the common stock performed by third-party specialists;

●

the prices, rights, preferences, and privileges of the Company’s Series A-1 Preferred Stock and Series B Preferred Stock relative to those of the Company’s common stock;

●

lack of marketability of the common stock;

●

current business conditions and projections;

●

hiring of key personnel and the experience of management;

●

the Company’s stage of development;

●

likelihood of achieving a liquidity event, such as an initial public offering, a merger or acquisition of the Company given prevailing market conditions, or other liquidation event;

●

the market performance of comparable publicly traded companies; and

●

the US and global capital market conditions.

In valuing the common stock, the board of directors determined the equity value of the Company’s business using various valuation methods including combinations of income and market approaches. The income approach estimates value based on the expectation of future cash flows that a company will generate. These future cash flows are discounted to their present values using a discount rate derived from an analysis of the cost of capital of comparable publicly traded companies in the Company’s industry or similar business operations as of each valuation date and is adjusted to reflect the risks inherent in the Company’s cash flows. The market approach references actual transactions involving (i) the subject being valued, or (ii) similar assets and/or enterprises.

For each valuation, the equity value determined by the income and market approaches was then allocated to the common stock using either the option pricing method (“OPM”) or probability—weighted expected return model (“PWERM”).

The option pricing method is based on the Black-Scholes option valuation model, which allows for the identification of a range of possible future outcomes, each with an associated probability. The OPM is appropriate to use when the range of possible future outcomes is difficult to predict and thus creates highly speculative forecasts. In general, while simple in its application, management did not use the OPM approach when considering allocation techniques for the valuation of equity interests in early stage, privately held life science companies. Management determined that applying the OPM would violate the major assumptions of the Black Scholes option valuation model approach. Additionally, the simulation approach can generally be reasonably approximated by a scenario-based approach like the PWERM as described below.

PWERM involves a forward-looking analysis of the possible future outcomes of the enterprise. This method is particularly useful when discrete future outcomes can be predicted at a relatively high confidence level with a probability distribution. Discrete future outcomes considered under the PWERM include an initial public offering, as well as non- initial public offering market-based outcomes. Determining the fair value of the enterprise using the PWERM requires the Company to develop assumptions and estimates for both the probability of an initial public offering liquidity event and stay private outcomes, as well as the values the Company expects those outcomes could yield. Since February 2018, the Company has valued its common stock based on a PWERM.

Application of the Company’s approach involves the use of estimates, judgment, and assumptions that are highly complex and subjective, such as those regarding expected future revenue, expenses, and future cash flows, discount rates, market multiples, the selection of comparable companies, and the probability of possible future events. Changes in any or all of these estimates and assumptions or the relationships between those assumptions impact valuations as of each valuation date and may have a material impact on the valuation of the common stock.

For valuations after the completion of an initial public offering, the fair value of each share granted by the board of directors will be equal to the closing price of the common stock on the date of grant.

Warrants Underlying Shares IPO common stock—The Company records warrants to purchase shares of common stock underlying shares of IPO common stock in accordance with ASC 470, Debt with conversion and other options. The fair value of the warrants was estimated on the IPO date using the Black-Scholes option- valuation model. The calculation of warrants requires that we make assumptions and judgments about the variables used in the Black-Scholes option-valuation model, including the fair value of our common stock, expected term, expected volatility of the underlying common stock, risk-free interest rate, and exercise price.

The Company estimated the fair value of warrants underlying shares of IPO common stock using the Black-Scholes option-valuation model and the assumptions used to value such warrants are determined as follows:

Expected Term. The expected term represents the period that warrants are expected to be outstanding. The expected term was calculated by taking the average of the vesting period and contract period.

Risk-Free Interest Rate. The Company based the risk-free interest rate used in the Black-Scholes option-valuation model on the implied yield available on US Treasury zero-coupon issues with a term equivalent to that of the expected term of the warrants.

Volatility. The Company determined the price volatility based on the historical volatilities of industry peers as the Company had one day of trading history as of the initial public offering date. The Company intends to continue to consistently apply this process using the same or a similar peer group of public companies, until a sufficient amount of historical information regarding the volatility of the Company’s common stock price becomes available, or unless

circumstances change such that the identified peer companies are no longer similar, in which case other suitable peer companies whose common stock prices are publicly available would be utilized in the calculation.

Dividend Yield. The expected dividend assumption is based on current expectations about anticipated dividend policy. To date, the Company has not declared any dividends and, therefore, it used an expected dividend yield of zero.

Common Stock Valuations. The fair value of common stock when the warrants were issued is equal to the IPO common stock issuance price of $12.00 per share.

Exercise Price. The representative warrants’ exercise price to purchase common stock is $15.00 per share.

Segment Data—The Company manages its operations as a single segment for the purposes of assessing performance and making operating decisions.

Recently Issued Accounting Pronouncements—From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) or other standard setting bodies and adopted by the Company as of the specified effective date. Unless otherwise discussed, the impact of recently issued standards that are not yet effective will not have a material impact on the Company’s financial position, results of operations, or cash flows upon adoption.

In February 2016, the FASB issued Accounting Standards Update (“ASU”) No. 2016-02, Leases (Topic 842), which requires lessees to recognize the following for all leases (with the exception of short-term leases) at the commencement date: a lease liability, which is a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis; and a right-of-use asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. In July 2018, the FASB issued ASU 2018-11 to amend certain aspects of Topic 842. These amendments provide entities with an additional (and optional) transition method to adopt Topic 842. Under this transition method, an entity initially applies the transition requirements in Topic 842 at that Topic’s effective date with the effects of initially applying Topic 842 recognized as a cumulative effect adjustment to the opening balance of retained earnings (or other components of equity or net assets, as appropriate) in the period of adoption. On April 8, 2020, the FASB changed the effective date of this standard applicable to the Company as an emerging growth company to January 1, 2022. The Company is currently evaluating the potential impact of this standard on its financial position, results of operations, and cash flows.

In June 2016, FASB issued ASU 2016-13, Financial Instruments—Credit Losses (Topic 326). The amendments in ASU 2016-13 affect entities holding financial assets and net investment in leases that are not accounted for at fair value through net income. The amendments affect loans, debt securities, trade receivables, net investments in leases, off-balance-sheet credit exposures, reinsurance receivables, and any other financial assets not excluded from the scope that have the contractual right to receive cash. The amendments in ASU 2016-13 require a financial asset (or a group of financial assets) measured at amortized cost basis to be presented at the net amount expected to be collected. The allowance for credit losses is a valuation account that is deducted from the amortized cost basis of the financial asset(s) to present the net carrying value at the amount expected to be collected on the financial asset. On April 8, 2020, the FASB has changed the effective date of this standard applicable to the Company as an emerging growth company to January 1, 2023. The Company is currently evaluating the potential impact of this standard on its financial position, results of operations, and cash flows.

On January 1, 2019, the Company adopted ASU 2016-15 (Topic 230), Classification of Certain Cash Receipts and Payments, a new standard providing guidance on statement of cash flow classification on specific issues. The standard is effective for financial statements issued for fiscal periods beginning after December 15, 2018. It is required to be applied on a retrospective approach. The Company determined that this standard had no impact on its financial position, results of operations, and cash flows for the years ended December 31, 2020 and 2019.

NET LOSS PER COMMON SHARE

12 Months Ended

Dec. 31, 2020

NET LOSS PER COMMON SHARE

NET LOSS PER COMMON SHARE

3.	NET LOSS PER COMMON SHARE

Basic and diluted net loss per common share is determined by dividing net loss less deemed dividends by the weighted-average common shares outstanding during the period. For all periods presented, the common shares underlying the stock options, convertible Series A-1 Preferred Stock, and the convertible Series B Preferred Stock have been excluded from the calculation because their effect would be anti-dilutive. Therefore, the weighted-average common shares outstanding used to calculate both basic and diluted loss per common shares are the same. The following table illustrates the computation of basic and diluted loss per share:


	Years Ended
	December 31,
	2020		2019
Net loss	$	(19,200,200)	$	(3,727,900)
Less: Accretion and settlement of Series B Preferred Stock dividend		—		(40,000)
Less: Series B Preferred Stock discount amortization		(692,700)		(210,600)
Less: IPO Common Stock discount amortization		(19,700)		—
Net loss attributable to common shareholders, basic and diluted	$	(19,912,600)	$	(3,978,500)
Weighted average common shares outstanding, basic and diluted		4,505,867		2,862,809
Net loss per common share, basic and diluted	$	(4.42)	$	(1.39)

For the years ended December 31, 2020 and 2019, potentially dilutive securities excluded from the computations of diluted weighted-average common shares outstanding were (in shares):


	December 31,	December 31,
	2020	2019
Stock options to purchase	1,647	75,405
Restricted Stock Units	95,815	—
Series A‑1 Preferred Stock	—	624,594
Series B Preferred Stock	—	282,478
Warrants underlying Series B Preferred Stock	—	839,784
Total	97,462	1,822,261

PROPERTY AND EQUIPMENT, NET

12 Months Ended

Dec. 31, 2020

PROPERTY AND EQUIPMENT, NET

PROPERTY AND EQUIPMENT, NET

4.	PROPERTY AND EQUIPMENT, NET

Property and equipment, net consisted of the following at December 31:


	2020		2019
Equipment	$	780,500	$	488,800
Leasehold improvements		1,229,700		302,700
Office furniture, fixtures, and equipment		16,600		16,600
Software		151,700		141,500
Construction in progress		449,200		—
		2,627,700		949,600
Less: Accumulated depreciation		(561,700)		(361,700)
Total	$	2,066,000	$	587,900

Depreciation expense was $200,000 and $87,500 for the years ended December 31, 2020 and 2019, respectively. Depreciation expense is allocated between research and development and general and administrative operating expenses on the consolidated statements of operations.

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

12 Months Ended

Dec. 31, 2020

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

5.	ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

Accrued expenses and other current liabilities consisted of the following at December 31:


	2020		2019
Accrued consulting and outside services	$	143,200	$	221,300
Accrued compensation		191,000		—
Total	$	334,200	$	221,300

CURRENT LOAN PAYABLE

12 Months Ended

Dec. 31, 2020

CURRENT LOAN PAYABLE

CURRENT LOAN PAYABLE

6.	CURRENT LOAN PAYABLE

On May 1, 2020, the Company received a loan in the principal amount of $115,600 (the “SBA Loan”) under the Paycheck Protection Program (“PPP”), which was established under the recently enacted Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) administered by the U.S. Small Business Administration (the “SBA”). The intent and purpose of the PPP is to support companies, during the COVID-19 pandemic, by providing funds for certain specified business expenses, with a focus on payroll. As a qualifying business as defined by the SBA, the Company is using the proceeds from this loan to primarily help maintain its payroll. The term of the SBA Loan promissory note (“the Note”) is two years, though it may be payable sooner in connection with an event of default under the Note. The SBA Loan carries a fixed interest rate of one percent per year, with the first payment due seven months from the date of initial cash receipt. Under the CARES Act and the PPP, certain amounts of loans made under the PPP may be forgiven if the recipients use the loan proceeds for eligible purposes, including payroll costs and certain rent or utility costs, and meet other requirements regarding, among other things, the maintenance of employment and compensation levels. The Company intends to use the SBA Loan for qualifying expenses and to applied for forgiveness of the SBA Loan in accordance with the terms of the CARES Act. The SBA Loan was forgiven on February 16, 2021. See Note 14.

The Note provides for customary events of default, including, among others, those relating to failure to make payment, bankruptcy, materially false or misleading representations to the SBA, and adverse changes in the Company’s financial condition or business operations that may materially affect its ability to pay the SBA Loan.

As the legal form of the Note is a debt obligation, the Company accounts for it as debt under ASC 470, Debt, and recorded $105,600 during year ended December 31, 2020 in the consolidated balance sheet. During year ended December 31, 2020, the Company received initial proceeds of $115,600 and made a repayment of $10,000 on the SBA Loan, bringing the balance to $105,600 as of December 31, 2020.

The Company accrued $200 of interest expense during the year ended December 31, 2020. The Company accrues interest over the term of the loan and does not impute additional interest at a market rate because the guidance on imputing interest in ASC 835-30, Interest, excludes transactions where interest rates are prescribed by a government agency. If any amount of the loan is ultimately forgiven, income from the extinguishment of debt would be recognized as a gain on loan extinguishment in the consolidated statement of operations.

NOTE PAYABLE

12 Months Ended

Dec. 31, 2020

NOTE PAYABLE

NOTE PAYABLE

7.	NOTE PAYABLE

In November 2020, the Company entered into a financing arrangement for its Director and Officer Insurance policy. The total amount financed was approximately $540,500 with an annual interest rate of 4.59%, to be paid over a period of nine months. As of December 31, 2020, the remaining payable balance on the financed amount was approximately $362,400.

CONVERTIBLE PROMISSORY NOTES

12 Months Ended

Dec. 31, 2020

CONVERTIBLE PROMISSORY NOTES

CONVERTIBLE PROMISSORY NOTES

8.CONVERTIBLE PROMISSORY NOTES

Starting in June 2016, the Company sold convertible promissory notes to certain investors to help finance its operations. The convertible promissory notes were in amounts ranging from $12,500 to $500,000, earning annual interest between 6% and 17% and all maturing either on June 1, 2019, January 2, 2020, or June 30, 2020 (the “Maturity Date”).

The convertible promissory notes were convertible into shares issued in the Company’s Next Financing Close by dividing the total amount of convertible promissory notes, plus accrued interest (the “Balance”) by the applicable

conversion price, as defined in the convertible promissory notes. If the convertible promissory notes have not been converted, the Balance shall be payable in full if the Company consummates a change of control transaction. If there has not been a Next Financing Close or a change in control by the Maturity Date, then at the noteholders’ option, the Company shall either repay the Balance then outstanding or convert into the Company’s common stock at a set conversion price then in effect, as defined in the convertible promissory notes.

The estimated fair value of the conversion discount related embedded derivative was determined using a probability-weighted expected return model. The probability of a Next Financing Close occurring prior to the Maturity Date was determined to be 55% during the year ended December 31, 2019. The net present value of the conversion discount related embedded derivative was measured using a discount rate of 25% as of December 31, 2019. Below is a table that outlines the initial value of issuances and the bifurcated embedded derivative liability during the years ended December 31:


	2020		2019
Convertible promissory notes- issuances	$	—	$	250,000
Conversion of accounts payable into convertible promissory notes		—		134,800
Total issuances and conversions into convertible promissory notes		—		384,800

Embedded derivative liability
Initial fair value upon issuance of convertible promissory notes		—		21,000
Realized and unrealized gains and losses		—		2,000
Converted embedded derivative liability into Series A‑1 Preferred Stock		—		(23,000)
Embedded derivative liability balance at December 31	$	—	$	—

On August 15, 2019, each holder of convertible promissory notes issued during 2019 agreed to voluntarily convert the amounts of principal and interest then outstanding into shares of Series A-1 Preferred Stock. See Note 10 for further details. No additional convertible promissory notes were issued for year ended December 31, 2020 following the conversion on August 15, 2019.

COMMITMENTS AND CONTINGENCIES

12 Months Ended

Dec. 31, 2020

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES

9.COMMITMENTS AND CONTINGENCIES

Facility Lease Agreements—The Company leases its premises in Houston, Texas under a noncancelable operating lease expiring in May 2021. The lease renewal, which occurred in 2019, resulted in an expansion to the lease of approximately 4,100 square feet.

On November 19, 2020, the Company’s board of directors approved the lease renewal of its premises in Houston, Texas. Once the current lease expires in May 2021, the renewed lease agreement will commence under an operating lease agreement that is noncancelable from commencement until May 1, 2024. The Company has the option to cancel the lease thereafter until the agreement expires on May 1, 2026. The termination date is effective after 90 days notice of cancellation.

The total lease payments per month will be $21,353 beginning January 1, 2020. The total lease payments per month will be $22,477 and $23,039 beginning May 1, 2021 and May 1, 2022, respectively. The Company records rent expense on a straight-line basis over the term of the leases.

As of December 31, 2020, future minimum commitments under the facility lease agreement are as follows:


	Amount
2021	$	265,200
2022		269,700
2023		274,200
2024		230,400
Total	$	1,039,500

Annual rent expense for the facility lease agreements was $262,900 and $129,100 for the years ended December 31, 2020 and 2019, respectively, and is included as an allocation between research and development and general and administrative expense in the consolidated statements of operations.

License Agreements—The Company has entered into a number of licensing arrangements for various intellectual property and licensed patent rights for technologies being developed for commercial sale. As part of these arrangements, the Company is subject to contingent milestone payments in accordance with agreed-upon development objectives, as well as future royalty payments on product sales of the underlying assets. As of December 31, 2020 and 2019, the Company has not incurred any milestone or royalty liabilities related to these license agreements.

Legal Proceedings—In the normal course of business, the Company may have various claims in process and other contingencies. The Company regularly assesses all contingencies and believes, as of December 31, 2020, the Company was not involved in any matters that would have a material effect on the Company’s financial position, results of operations and cash flows.

STOCKHOLDERS' EQUITY (DEFICIT)

12 Months Ended

Dec. 31, 2020

STOCKHOLDERS' EQUITY (DEFICIT)

STOCKHOLDERS' EQUITY (DEFICIT)

10.STOCKHOLDERS’ EQUITY

On December 16, 2019, the Company amended and restated its certificate of incorporation to, among other things, (i) complete a 1-for-10 reverse split of the Company’s outstanding shares of common stock; (ii) increase the Company’s authorized Preferred Stock to 60,000,000 shares and (iii) change the par value of the Preferred Stock from $0.01 to $0.0001 per share.

On June 17, 2020, the Company filed an amendment to its amended and restated certificate of incorporation to complete a 1-for-3.494 reverse split of the Company’s outstanding shares of common stock.

Accordingly, unless otherwise noted, all share and per share information has been restated to retroactively show the effect of these stock splits during the years ended December 31, 2020 and 2019.

As of December 31, 2020 and 2019, the Company was authorized to issue 300,000,000 shares of common stock and 60,000,000 shares and of Preferred Stock, of which 24,000,000 shares were designated as Series A-1 Preferred Stock. Additionally, 16,500,000 shares and 14,130,435 shares were designated as Series B Preferred Stock as of December 31, 2020 and 2019, respectively.

Common Stock—As of December 31, 2020 and 2019, the Company has a single class of common stock.

On October 15, 2020, the Company received net proceeds of $12,332,700 from its IPO, after deducting underwriting discounts and commissions of $1,275,000 and other offering expenses of $1,392,300 incurred. The Company issued and sold 1,250,000 shares of common stock in the IPO at a price of $12.00 per share. In connection with the IPO, all shares of the Company’s Series A-1 Preferred Stock and Series B Preferred Stock were converted into 624,594 and 469,136 shares of common stock, respectively.

Below is a table that outlines the initial value of issuances allocated to the IPO common stock, the IPO common stock discount amortized, and value of IPO common stock that was converted into additional-paid-in-capital during the year ended December 31, 2020:


	2020
Common Stock
Balance at January 1,	$	—
Common stock IPO proceeds, net of issuance costs		12,332,700
Common stock IPO discount		(377,000)
Common stock IPO discount amortization		19,700
Balance at December 31,	$	11,975,400

On June 8, 2020, the Company agreed to amend the warrant vesting schedule such that the warrants became immediately exercisable for each warrant holder. On June 8, 2020, warrant holders exercised their option to purchase 335,982 shares of common stock for proceeds of $1,200. Then, on June 10, 2020, warrant holders exercised their option to purchase an

additional 1,063,939 shares of common stock for proceeds of $3,700. There were 0 and 839,952 warrants outstanding as of December 31, 2020 and 2019, respectively.

On June 8, 2020, the Company issued 3,106 and 430 shares of common stock to the Company’s Chief Medical Officer and another employee, respectively. In addition, on June 19, 2020, the Company issued 402,000 and 320,000 shares of common stock to the Company’s Chief Financial Officer and Chief Operating Officer ("the CFO and COO") and Chief Strategy and Innovation Officer ("the CSIO"), respectively. The shares were issued in exchange for services rendered and no cash considerations. These issuances resulted in $9,432,000 in stock compensation expenses.

Each holder of outstanding shares of common stock shall be entitled to one vote in respect of each share. The number of authorized shares of common stock may be increased or decreased by the affirmative vote of a majority of the outstanding shares of common stock and preferred stock voting together as a single class.

The Company has never paid dividends and has no plans to pay dividends on common stock. As of December 31, 2017, the Company adopted the Plan. On September 25, 2019, the board of directors approved an additional 10,000,000 shares to be reserved and authorized under the Plan. This approval increased the total number of authorized shares from 20,000,000 to 30,000,000. After the reverse stock splits, the total number of authorized shares was updated to 858,615. On June 19, 2020, the board of directors approved an additional 850,000 shares to be reserved and authorized under the Plan. This approval increased the total number of authorized shares from 858,615 to 1,708,615.

There were 270,933 shares and 258,813 shares available for issuance as of December 31, 2020 and 2019, respectively.

Series A-1 Preferred Stock—In the event of any voluntary or involuntary liquidation, dissolution or winding up of the Company or the occurrence of a liquidation the holders of the shares of Series A-1 Preferred Stock then outstanding shall be entitled to be paid out of the assets of the Company available for distribution to its stockholders, before any payment shall be made to the holders of common stock by reason of their ownership thereof, an amount per share equal to $0.50, the original issue price.

On matters submitted to a vote of the stockholders of the Company, Series A-1 Preferred Stock and common stock vote together as one class, with the vote of the Series A-1 Preferred Stock on an as-converted basis. Each holder of Series A-1 Preferred Stock shall have a number of votes equal to the shares of common stock into which the shares of Series A-1 Preferred Stock held by such holder are then convertible.

With respect rights on liquidation, winding up and dissolution, shares of the Series A-1 Preferred Stock rank senior to all shares of common stock.

Each share of Series A-1 Preferred Stock is convertible at any time at the option of the holder at the then current conversion rate. In addition, upon the closing of the sale of shares of common stock to the public in an initial public offering pursuant to an effective registration statement under the Securities Act of 1933, as amended, all shares of preferred stock shall automatically be converted into shares of common stock at the then effective conversion rate.

In connection with the IPO, all shares of the Company's Series A-1 Preferred Stock were converted into 624,594 shares of common stock.

Series B Preferred Stock—On September 13, 2019, the Company amended and restated its certificate of incorporation to authorize the issuance of up to 14,130,435 shares of Series B Preferred Stock. On September 13, 2019, the Company sold 7,608,696 shares of Series B Preferred Stock for $3,500,000. On November 13, 2019, the Company issued an additional 2,173,913 shares of Series B Preferred Stock for $1,000,000. In connection with the sale of the Series B Preferred Stock, each investor was issued warrants to purchase 0.0859 shares of common stock for each share of Series B Preferred Stock purchased at a price of $0.003494 per share of common stock ("Warrants"). See below for further details.

Until the filing of the amended and restated certificate of incorporation on December 16, 2019, shares of Series B Preferred Stock had accrued unpaid dividends at an annual rate of 6% per share. The amended and restated certificate of incorporation eliminated the clause requiring the dividend accrual. In addition, on December 6, 2019, the Series B Preferred Stock investors voted in favor of forfeiting all accrued and unpaid dividends, along with all future dividends. In exchange, the Company issued 87,050 shares of Series B Preferred Stock to the investors. The Company treated this transaction as accretion and settlement of a Series B Preferred Stock dividends in the amount of $40,000. Accordingly, additional paid-in capital was reduced by $40,000.

The Series B Preferred Stock conversion price is initially equal to the Series B Preferred Stock original issuance price of $0.46 per share divided by the rate at which shares of Series B Preferred Stock may be converted into shares of common stock. The holders of the Series B Preferred Stock held a special redemption right. In the event the Company had not filed an initial registration statement with the United States Securities and Exchange Commission and submitted an application to be listed on the Nasdaq Stock market on or prior to November 15, 2019, subject to Delaware law governing distributions to stockholders and the Company’s ability to redeem its shares, all or part of the shares of Series B Preferred Stock held by any holder of record as of such date of shares of Series B Preferred Stock with an aggregate purchase price of at least $1,000,000 would have been be redeemable at the option of such holders of record commencing any time on or after November 16, 2019 at a price equal to the purchase price paid for such shares plus all unpaid dividends accrued on such shares. Also, in the event that the Company was not ultimately approved for listing on a Nasdaq Stock Market tier lower than the Nasdaq Global Select Market, the special redemption right would remain in effect and may have been exercisable on any date thereafter. If the Company was unable to execute a redemption upon request of a holder, interest would accrue on the shares at rate of 14.6%, or warrants underlying the shares would be exercisable and the fair market value of the shares of common stock received in connection therewith would be treated as payment in exchange for the shares of Series B Preferred Stock submitted for redemption by such holder.

On November 12, 2019 and November 13, 2019, the Series B Preferred Stock investors signed waivers, which provided consent to the Company to eliminate the special redemption right. When the Company amended and restated its certificate of incorporation on December 16, 2019, the special redemption right provision was eliminated.

The elimination of the special redemption right allows for permanent equity classification for the Series B Preferred Stock. Since the Warrants are equity classified, the Company allocated the relative fair value of the cash proceeds between the Series B Preferred Stock and the Warrants. The fair value of the Warrants is offset by a contra account, which is classified as a discount to the Series B Preferred Stock. The discount is amortized using the effective interest method at an effective interest rate of 28% per annum.

On January 24, 2020, the Company issued 4,782,608 shares of Series B Preferred Stock for $2,200,000. On January 29, 2020, the Company filed a certificate of correction to its amended and restated its certificate of incorporation to authorize the issuance of up to 16,500,000 shares of Series B Preferred Stock. On January 31, 2020, the Company issued an additional 1,739,130 shares of Series B Preferred Stock for $800,000.

In connection with the IPO, all shares of the Company's Series B Preferred Stock were converted into 469,136 shares of common stock, and the value of the Series B Preferred Stock converted into additional-paid-in-capital.

Below is a table that outlines the initial value of issuances allocated to Series B Preferred Stock, the Series B Preferred Stock discount amortized, and value of Series B Preferred Stock that was converted into additional-paid-in-capital during the years ended December 31:


	2020		2019
Series B Preferred Stock
Balance at January 1,	$	1,306,900	$	4,500,000
Series B Preferred Stock proceeds		3,000,000		(3,443,700)
Series B Preferred Stock discount		(2,668,300)		210,600
Series B Preferred Stock discount amortization		692,700		40,000
Series B Preferred Stock conversion to common stock		(2,331,300)		—
Balance at December 31,	$	—	$	1,306,900

In the event of any voluntary or involuntary liquidation, dissolution or winding up of the Company or the occurrence of a liquidation, the holders of the shares of Series B Preferred Stock then outstanding shall be entitled to be paid out of the assets of the Company available for distribution to its stockholders, before any payment shall be made to the holders of common stock by reason of their ownership thereof, an amount per share equal to $0.46, the original issue price.

On matters submitted to a vote of the stockholders of the Company, Series B Preferred Stock, Series A-1 Preferred Stock, and common stock vote together as one class, with the vote of the Series B Preferred Stock on an as-converted basis. Each holder of Series B Preferred Stock shall have a number of votes equal to the shares of common stock into which the shares of Series B Preferred Stock held by such holder are then convertible.

With respect rights on liquidation, winding up and dissolution, shares of Series B Preferred Stock rank senior to all shares of common stock, but not senior to Series A-1 Preferred Stock.

Each share of Series B Preferred Stock is convertible at any time at the option of the holder at the then current conversion rate. In addition, upon the closing of the sale of shares of common stock to the public in an initial public offering pursuant to an effective registration statement under the Securities Act of 1933, as amended, all shares of preferred stock shall automatically be converted into shares of common stock at the then effective conversion rate.

Conversion of Convertible Promissory Notes—On August 15, 2019, each holder of convertible promissory notes issued during 2019 agreed to voluntarily convert the amounts of principal and interest then outstanding into shares of Series A-1 Preferred Stock. At the time of conversion, outstanding principal and accrued interest of the convertible promissory notes totaled $405,300. Per the convertible promissory notes, the notes containing a $250,000 principal balance with a 17% coupon rate had a conversion price of $0.43. Additionally, the Company settled an accounts payable with a vendor by issuing a convertible promissory note in the amount of $134,800 with a 6% coupon rate, with a conversion rate of $0.43. Accordingly, 935,519 shares were issued to convert the outstanding principal and accrued interest into Series A-1 Preferred Stock.

In connection with the IPO, all shares of the Company's Series A-1 Preferred Stock were converted into 624,594 shares of common stock.

Warrants Underlying Series B Preferred Stock—In connection with the sale of the Series B Preferred Stock, each investor was issued warrants to purchase 0.0859 shares of common stock for each share of Series B Preferred Stock purchased at a price of $0.003494 per share of common stock. Under the original terms of the warrant agreements, the warrants become have exercisable in accordance with the schedule set forth below following completion by the Company of an IPO and thereafter may be exercised at any time prior to expiration ten years from the date of issuance.

●

30% of the warrants beginning six months after the date on which the securities of the Company are first listed on a United States national securities exchange (such date, the "Listing Date");

●

An additional 30% of the warrants beginning nine months after the Listing Date; and

●

The remainder of the warrants beginning twelve months after the Listing Date.

As of December 31, 2019, the Company sold 9,782,609 shares of Series B Preferred Stock, which contained 839,952 underlying warrants to purchase common stock based on the exercise price and vesting schedule outlined above. During the year ended December 31, 2020, the Company sold an additional 6,521,738 shares of Series B Preferred Stock, which contained 559,969 underlying warrants to purchase common stock based on the exercise price and vesting schedule outlined above. These warrants were equity classified and the fair value of $5,208,700 is reflected as additional paid-in capital. On June 8, 2020, the Company agreed to amend the warrant vesting schedule such that the warrants became immediately exercisable for each warrant holder.

On June 8, 2020, warrant holders exercised their option to purchase 335,982 shares of common stock for proceeds of $1,200. Then, on June 10, 2020, warrant holders exercised their option to purchase an additional 1,063,939 shares of common stock for proceeds of $3,700. There are no warrants underlying Series B Preferred Stock outstanding as of December 31, 2020.

The Black-Scholes option-pricing model was used to estimate the fair value of the warrants with the following weighted-average assumptions for the years ended December 31:


	2020		2019
Risk-free interest rate	1.54% - 1.88	%	1.54% - 1.84	%
Expected volatility	71.95% - 72.71	%	71.95% - 72.20	%
Expected life (years)	10.00		10.00
Expected dividend yield	0	%	0	%

Representative's Warrants—In connection with the IPO, the Company granted the underwriters warrants (the "Underwriters' Warrants") to purchase an aggregate of 62,500 shares of common stock at an exercise price of $15.00 per

share, which is 125% of the initial public offering price. The Underwriters' Warrants have a five-year term and are not exercisable prior to April 13, 2021. All of the Underwriters' Warrants were outstanding at December 31, 2020.

These warrants were equity classified and the fair value of $377,000 is reflected as additional paid-in capital. The Black-Scholes option-pricing model was used to estimate the fair value of the warrants with the following weighted-average assumptions for the year ended December 31, 2020:


	2020
Risk-free interest rate	0.18	%
Expected volatility	94.08	%
Expected life (years)	2.74
Expected dividend yield	0	%

STOCK-BASED COMPENSATION

12 Months Ended

Dec. 31, 2020

STOCK-BASED COMPENSATION

STOCK-BASED COMPENSATION

11.STOCK-BASED COMPENSATION

2017 Stock Incentive Plan— Stock Options

The Black-Scholes option-pricing model was used to estimate the fair value of stock options with the following weighted-average assumptions for the years ended December 31:


	2020		2019
Risk-free interest rate	0.15% - 2.92	%	1.60% - 2.92	%
Expected volatility	72.29% - 82.52	%	72.29% - 78.16	%
Expected life (years)	4.93 – 6.07		4.93 – 6.07
Expected dividend yield	0	%	0	%

The fair value of the common shares underlying the stock options has historically been determined by the board of directors, with input from management. Because there was no public market for the Company’s common shares prior to October 15, 2020, the board of directors determined the fair value of the common shares at the time of grant of the stock option by considering a number of objective and subjective factors, including important developments in the Company’s operations, third-party valuations performed, sales of Series A-1 Preferred Stock, sales of Series B Preferred Stock, actual operating results and financial performance, the conditions in the biotechnology industry and the economy in general, the stock price performance and volatility of comparable public companies, and the lack of liquidity of the Company’s common shares, among other factors.

The following table summarizes the activity for all stock options outstanding at December 31 under the Plan:


	2020			2019
		Weighted			Weighted
		Average			Average
		Exercise			Exercise
	Shares	Price		Shares	Price
Options outstanding at beginning of year	598,083	$	11.04	520,517	$	8.64
Granted	86,536		17.95	209,505		17.29
Exercised	—		—	(1,719)		6.64
Cancelled and forfeited	(194,901)		15.06	(130,220)		11.56
Balance at December 31	489,718	$	10.03	598,083	$	11.04
Options exercisable at December 31:	441,430	$	9.50	368,527	$	7.72
Weighted average grant date fair value for options granted during the year:		$	17.43		$	10.82

The following table summarizes additional information about stock options outstanding and exercisable at December 31, 2020 and 2019 under the Plan:


	Options Outstanding						Options Exercisable
		Weighted
		Average	Weighted					Weighted
		Remaining	Average		Aggregate			Average		Aggregate
As of	Options	Contractual	Exercise		Intrinsic		Options	Exercise		Intrinsic
December 31,	Outstanding	Life	Price		Value		Exercisable	Price		Value
2020	489,718	6.37	$	10.03	$	554,900	441,430	$	9.50	$	—
2019	598,083	8.07	$	11.04	$	19,163,700	368,527	$	7.72	$	13,031,000

Total stock compensation expense recognized from stock-based compensation awards classified as stock options were recognized in the consolidated statements of operations for the years ended December 31, 2020 and 2019 as follows:


	2020		2019
Research and development	$	1,008,000	$	332,000
General and administrative		332,000		190,900
Total	$	1,340,000	$	522,900

On August 20, 2020, the board of directors canceled and terminated 15,792 stock options, granted during the quarter ended June 30, 2020 to four non-employees. Thereafter, on August 20, 2020, the board of directors granted 21,112 stock options to the same individuals with a grant date fair value of $12.81 per share. There were 3,959 stock option grants that were considered vested on the grant date. The effects of the stock option modifications resulted in $65,900 of stock compensation expense allocable to general and administrative for the year December 31, 2020. Included in that amount were $34,800 of incremental compensation costs resulting from the modifications for the year ended December 31, 2020.

As of December 31, 2020, total unrecognized stock compensation expense is $473,900, related to unvested stock options to be recognized over the remaining weighted-average vesting period of 1.79 years.

2017 Stock Incentive Plan—Restricted Stock Units

In January 2017, the Company’s board of directors approved the adoption of the Plan. The Plan permits the Company to grant up to 1,708,615 shares of the Company’s common stock awards, including incentive stock options; non-statutory stock options; and conditional share awards to employees, directors, and consultants of the Company. All granted shares that are canceled, forfeited, or expired are returned to the Plan and are available for grant in conjunction with the issuance of new common stock awards. Restricted stock units (“RSUs”) vest over a specified amount of time or when certain performance metrics are achieved by the Company.

The fair value of the common shares underlying the RSUs has historically been determined by the board of directors, with input from management. As there was no public market for Company’s common shares prior to October 15, 2020, the board of directors determined the fair value of the common shares at the time of grant of the RSUs by considering a number of objective and subjective factors, including important developments in the Company’s operations, third-party valuations performed, sales of Series A-1 Preferred Stock, sales of Series B Preferred Stock, actual operating results and financial performance, the conditions in the biotechnology industry and the economy in general, the stock price performance and volatility of comparable public companies, and the lack of liquidity of the Company’s common shares, among other factors.

The following table summarizes the activity for all RSUs outstanding at December 31 under the Plan:


	2020
		Weighted Average
		Grant Date
		Fair Value
	Shares	Per Share
Nonvested RSUs at beginning of year	—	$	—
Granted	1,655,579		12.84
Vested	—		—
Cancelled and forfeited	(709,334)		12.87
Nonvested RSUs at December 31	946,245	$	12.81

During the year ended December 31, 2020, 1,655,579 RSUs were granted and 709,334 RSUs were cancelled. During the year ended December 31, 2020, no RSUs vested. No RSUs were granted or vested in the year ended December 31, 2019.

On August 20, 2020, the board of directors canceled and terminated 709,334 RSUs, granted during the quarter ended June 30, 2020. The cancelled RSUs were originally granted to five individuals with a grant date fair value of $12.87 per share. Thereafter, on August 20, 2020, the board of directors granted 946,245 RSUs to the same individuals with a grant date fair value of $12.81 per share. None of the RSU grants were considered vested on the grant date. The RSU grants were modified for three employees and two non-employees. The effects of the RSU modifications resulted in $748,400 and $1,725,300 of stock compensation expense allocable to research and development and general and administrative, respectively, during the year ended December 31, 2020. Included in those amounts were incremental compensation costs of $166,900 and $402,700 of stock compensation expense allocable to research and development and general and administrative, respectively, during the year ended December 31, 2020.

INCOME TAXES

12 Months Ended

Dec. 31, 2020

INCOME TAXES

INCOME TAXES

12.INCOME TAXES

For the years ended December 31, 2020 and 2019, the Company recognized no provision or benefit from income taxes.

The following is a reconciliation of the effective income tax rate to the statutory federal income tax rate for the years ended December 31, 2020 and 2019.


	2020		2019
Federal income tax at statutory rates	21.00	%	21.00	%
Federal income tax rate reduction	—	%	—	%
Change in valuation allowance	(21.00)		(21.00)
Effective income tax rate	—	%	—	%

Deferred income taxes reflect the net effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The Company’s deferred tax assets relate primarily to its net operating loss carryforwards and other balance sheet basis differences. The Company recorded a valuation allowance to fully offset the net deferred tax asset, because it is more likely than not that the Company will not realize future benefits associated with these deferred tax assets as of December 31, 2020 and 2019 due to the significant uncertainty about the realization of the deferred tax asset until the Company can operate profitably.

The tax effects of temporary differences and carryforwards that give rise to significant portions of the deferred tax assets are as follows as of December 31:


	2020		2019
Deferred tax assets (liabilities):
Net operating loss carryforward	$	3,842,900	$	2,605,400
Stock compensation expense		3,379,000		597,400
Intangible assets		23,600		27,800
Total gross deferred tax assets		7,245,500		3,230,600
Valuation allowance		(7,061,600)		(3,198,100)
Property and equipment		(183,900)		(32,500)
Net deferred tax assets (liabilities)		—		—

As of December 31, 2020 and 2019, the Company has a US net operating loss ("NOL") carryforward of $18,299,500 and $12,406,800, respectively. The NOL carryforwards may be subject to annual limitations due to "change in ownership" provisions of Internal Revenue Code Section 382 ("Section 382") that can be triggered due to future ownership changes. Additionally, the NOL loss carryforwards are subject to examination and adjustments by the Internal Revenue Service until the statute of limitations closes on the year in which the NOL is utilized.

As of December 31, 2020 and 2019, there were no material uncertain tax positions taken by the Company. Additionally, the Company does not expect any unrecognized tax benefits to change significantly over the next twelve months.

As of December 31, 2020, the Company is not currently under audit by any income tax authority.

On March 27, 2020, in response to the COVID-19 pandemic, the president of the United States signed the CARES Act. The Company does not expect there to be any significant benefit to its income tax provision as a result of the CARES Act, and the Company continues to monitor for any potential tax legislation related to the COVID-19 pandemic.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References + Details

RELATED PARTY TRANSACTIONS

12 Months Ended

Dec. 31, 2020

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS

13.RELATED PARTY TRANSACTIONS

During the year ended December 31, 2020, the Company maintained two separate consulting agreements with the Company’s CSIO and the Company’s CFO and COO. Those consulting agreements were terminated after the completion of the IPO in October 2020.

Beginning in the year ended December 31, 2014, the Company entered into its first consulting agreement with the CSIO. Pursuant to the amended agreement dated July 20, 2018, the CSIO was entitled to a consulting fee of $400 per hour, provided that he is limited to nineteen (19) hours per month unless he obtains approval from the Company’s Chief Executive Officer. The consulting agreement indicates that the CSIO will provide a leadership role for the Company’s business development strategies. The consulting fees paid to the CSIO totaled $579,700 and $207,800 in the years ended December 31, 2020 and 2019, respectively. In addition, the Company issued the CSIO 320,000 shares of common stock on June 19, 2020 in exchange for services rendered and no cash considerations. See Note 10.

Beginning in the year ended December 31, 2018, the Company entered into its first consulting agreement with the CFO and COO. Initially, his title was "Consultant", and the Company changed his title to CFO and COO on October 25, 2019. The CFO and COO was elected as a director of the Company on January 17, 2020. Pursuant to the agreement on April 18, 2018 and amended on September 4, 2019, the CFO and COO is entitled to a consulting fee of $2,500 per month amended to $10,000 per month plus discretionary bonuses approved by management. The consulting fees paid to the CFO and COO totaled $140,000 and $67,500 in the years ended December 31, 2020 and 2019, respectively. In addition, the Company issued the CFO and COO 402,000 shares of common stock on June 19, 2020 in exchange for services rendered and no cash considerations. See Note 10.

On June 8, 2020, the Company issued the Chief Medical Officer and another employee 3,106 and 430 shares of common stock, respectively. The shares were issued in exchange for services rendered and no cash considerations. See Note 10.

SUBSEQUENT EVENTS

12 Months Ended

Dec. 31, 2020

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS

14.SUBSEQUENT EVENTS

Strategic Alliance Agreement with Leon Office (H.K.)

On January 28, 2021, the Company executed a strategic alliance agreement with Leon Office (H.K.) (“Leon”) a company established under existing laws of Hong Kong. It is intended that Leon acts as an independent business development advisor on behalf of the Company. Leon will seek to introduce organizations and individuals that will create business development opportunities for the Company, to expand the Company’s reach to international markets with a focus on certain Asian markets and to increase brand recognition and exposure through developing liaisons, collaborations, branches and subsidiaries. The cost of the agreement is $360,000 annually, payable in four quarterly installments.

Loan Payable Forgiveness

During the year ended December 31, 2020, the Company applied for forgiveness of the SBA Loan in accordance with the terms of the CARES Act. On February 16, 2021 the SBA granted forgiveness of the SBA Loan and all applicable interest. On the date of forgiveness, the principal and accrued interest totaled $105,600 and $300, respectively.

Lease Facility Expansion

On March 22, 2020, the Company’s board of directors approved a lease expansion within its premises in Houston, Texas. The amended lease agreement will commence on August 1, 2021 under an operating lease agreement that is noncancelable from commencement until May 1, 2024. The amended lease agreement adds approximately 15,385 square feet. The Company has the option to cancel the lease thereafter until the agreement expires on May 1, 2026. The termination date is effective after 90 days notice of cancellation.

If the Company exercises the cancellation option, the Company must also pay the lessor a termination payment equal to three months of base rent.

The future minimum commitments under the amended lease agreement will be as follows:


	Amount
2021	$	380,600
2022		546,700
2023		551,100
2024		461,200
Total	$	1,939,600

Legal Complaint Filed Against the Company

A complaint was filed on March 22, 2021 in the Court of Chancery of the State of Delaware against the Company by a former consultant and director. The complaint alleges, among other things, that the plaintiff is entitled to additional stock options and he is seeking declaratory judgment and specific performance. The Company believes that all of the claims in the complaint are without merit and the Company intends to defend vigorously against them.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)

12 Months Ended

Dec. 31, 2020

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

Use of Estimates

Cash and Cash Equivalents

Concentrations of Credit Risk and Other Uncertainties

Deposit

Inventories

Deferred Initial Public Offering Costs

Property and Equipment

Estimated useful lives of property and equipment are as follows for the major classes of assets:


Asset Description		Estimated Lives
Laboratory Equipment		3 - 8
Leasehold Improvements		1 - 7
Office Furniture, Fixtures, and Equipment		5
Software		3 - 5

Internal Use Software Development Costs

Impairment of Long-Lived Assets

Comprehensive Loss

Income Taxes

Research and Development Expense

Proceeds from Grants

Convertible Promissory Notes Derivative Liability

Fair Value Measurements

Level 1—Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.

Level 3—Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable.

There were no changes in the fair value hierarchy levels during the years ended December 31, 2020 and 2019.

Rollforward of Level 3 Liabilities Measured at Fair Value on a Non-Recurring Basis:


	December 31,		December 31,
	2020		2019
Convertible promissory notes
Beginning balance	$	—	$	—
Amounts allocated to the embedded derivative liability at inception (at fair value)		—		(21,000)
Conversions from accounts payable into convertible promissory notes		—		134,800
Proceeds from issuances of convertible promissory notes		—		250,000
Conversions into Series A‑1 Stock		—		(363,800)
Ending balance	$	—	$	—

Rollforward of Level 3 Liabilities Measured at Fair Value on a Recurring Basis:
Convertible promissory note embedded derivative liability
Beginning balance	$	—	$	—
Realized and unrealized gains and losses		—		2,000
Fair value of embedded derivative liability at inception		—		21,000
Amounts derecognized upon conversion of the related convertible promissory notes		—		(23,000)
Ending balance	$	—	$	—

Nonvested Stock Options and Restricted Stock Units

Stock-Based Compensation

The Company estimates the grant-date fair value of stock options using the Black-Scholes model and the assumptions used to value such stock options are determined as follows:

●

valuations of the common stock performed by third-party specialists;

●

the prices, rights, preferences, and privileges of the Company’s Series A-1 Preferred Stock and Series B Preferred Stock relative to those of the Company’s common stock;

●

lack of marketability of the common stock;

●

current business conditions and projections;

●

hiring of key personnel and the experience of management;

●

the Company’s stage of development;

●

likelihood of achieving a liquidity event, such as an initial public offering, a merger or acquisition of the Company given prevailing market conditions, or other liquidation event;

●

the market performance of comparable publicly traded companies; and

●

the US and global capital market conditions.

Expected Term. The expected term represents the period that warrants are expected to be outstanding. The expected term was calculated by taking the average of the vesting period and contract period.

Common Stock Valuations. The fair value of common stock when the warrants were issued is equal to the IPO common stock issuance price of $12.00 per share.

Exercise Price. The representative warrants’ exercise price to purchase common stock is $15.00 per share.

Segment Data

Segment Data—The Company manages its operations as a single segment for the purposes of assessing performance and making operating decisions.

Recently Issued Accounting Pronouncements

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)

12 Months Ended

Dec. 31, 2020

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Schedule of estimated useful lives of property and equipment


Asset Description		Estimated Lives
Laboratory Equipment		3 - 8
Leasehold Improvements		1 - 7
Office Furniture, Fixtures, and Equipment		5
Software		3 - 5

Schedule of Level 3 liabilities measured at fair value on a recurring and nonrecurring basis


	December 31,		December 31,
	2020		2019
Convertible promissory notes
Beginning balance	$	—	$	—
Amounts allocated to the embedded derivative liability at inception (at fair value)		—		(21,000)
Conversions from accounts payable into convertible promissory notes		—		134,800
Proceeds from issuances of convertible promissory notes		—		250,000
Conversions into Series A‑1 Stock		—		(363,800)
Ending balance	$	—	$	—

Rollforward of Level 3 Liabilities Measured at Fair Value on a Recurring Basis:
Convertible promissory note embedded derivative liability
Beginning balance	$	—	$	—
Realized and unrealized gains and losses		—		2,000
Fair value of embedded derivative liability at inception		—		21,000
Amounts derecognized upon conversion of the related convertible promissory notes		—		(23,000)
Ending balance	$	—	$	—

NET LOSS PER COMMON SHARE (Tables)

12 Months Ended

Dec. 31, 2020

NET LOSS PER COMMON SHARE

Schedule of earnings per share, basic and diluted


	Years Ended
	December 31,
	2020		2019
Net loss	$	(19,200,200)	$	(3,727,900)
Less: Accretion and settlement of Series B Preferred Stock dividend		—		(40,000)
Less: Series B Preferred Stock discount amortization		(692,700)		(210,600)
Less: IPO Common Stock discount amortization		(19,700)		—
Net loss attributable to common shareholders, basic and diluted	$	(19,912,600)	$	(3,978,500)
Weighted average common shares outstanding, basic and diluted		4,505,867		2,862,809
Net loss per common share, basic and diluted	$	(4.42)	$	(1.39)

Schedule of antidilutive securities excluded from computation of earnings per share

For the years ended December 31, 2020 and 2019, potentially dilutive securities excluded from the computations of diluted weighted-average common shares outstanding were (in shares):


	December 31,	December 31,
	2020	2019
Stock options to purchase	1,647	75,405
Restricted Stock Units	95,815	—
Series A‑1 Preferred Stock	—	624,594
Series B Preferred Stock	—	282,478
Warrants underlying Series B Preferred Stock	—	839,784
Total	97,462	1,822,261

PROPERTY AND EQUIPMENT, NET (Tables)

12 Months Ended

Dec. 31, 2020

PROPERTY AND EQUIPMENT, NET

Schedule of property and equipment


	2020		2019
Equipment	$	780,500	$	488,800
Leasehold improvements		1,229,700		302,700
Office furniture, fixtures, and equipment		16,600		16,600
Software		151,700		141,500
Construction in progress		449,200		—
		2,627,700		949,600
Less: Accumulated depreciation		(561,700)		(361,700)
Total	$	2,066,000	$	587,900

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Tables)

12 Months Ended

Dec. 31, 2020

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

Schedule of accrued expenses and other current liabilities


	2020		2019
Accrued consulting and outside services	$	143,200	$	221,300
Accrued compensation		191,000		—
Total	$	334,200	$	221,300

CONVERTIBLE PROMISSORY NOTES (Tables)

12 Months Ended

Dec. 31, 2020

CONVERTIBLE PROMISSORY NOTES

Schedule of initial value of issuances and the bifurcated embedded derivative liability


	2020		2019
Convertible promissory notes- issuances	$	—	$	250,000
Conversion of accounts payable into convertible promissory notes		—		134,800
Total issuances and conversions into convertible promissory notes		—		384,800

Embedded derivative liability
Initial fair value upon issuance of convertible promissory notes		—		21,000
Realized and unrealized gains and losses		—		2,000
Converted embedded derivative liability into Series A‑1 Preferred Stock		—		(23,000)
Embedded derivative liability balance at December 31	$	—	$	—

COMMITMENTS AND CONTINGENCIES (Tables)

12 Months Ended

Dec. 31, 2020

COMMITMENTS AND CONTINGENCIES

Schedule of future minimum rental payments for operating leases

As of December 31, 2020, future minimum commitments under the facility lease agreement are as follows:


	Amount
2021	$	265,200
2022		269,700
2023		274,200
2024		230,400
Total	$	1,039,500

STOCKHOLDERS' EQUITY (DEFICIT) (Tables)

12 Months Ended

Dec. 31, 2020

Fair Value Measurement Inputs and Valuation Techniques [Line Items]

Schedule of initial value of issuances allocated to IPO common stock, IPO common stock discount amortized and value of IPO common stock converted into additional paid-in-capital


	2020
Common Stock
Balance at January 1,	$	—
Common stock IPO proceeds, net of issuance costs		12,332,700
Common stock IPO discount		(377,000)
Common stock IPO discount amortization		19,700
Balance at December 31,	$	11,975,400

Schedule of initial value of issuances allocated to Series B Preferred Stock and the Series B Preferred Stock discount amortized


	2020		2019
Series B Preferred Stock
Balance at January 1,	$	1,306,900	$	4,500,000
Series B Preferred Stock proceeds		3,000,000		(3,443,700)
Series B Preferred Stock discount		(2,668,300)		210,600
Series B Preferred Stock discount amortization		692,700		40,000
Series B Preferred Stock conversion to common stock		(2,331,300)		—
Balance at December 31,	$	—	$	1,306,900

Common Stock Warrants - Representative

Fair Value Measurement Inputs and Valuation Techniques [Line Items]

Schedule of assumptions used to estimate fair value of warrants


	2020
Risk-free interest rate	0.18	%
Expected volatility	94.08	%
Expected life (years)	2.74
Expected dividend yield	0	%

Series B Preferred Stock

Fair Value Measurement Inputs and Valuation Techniques [Line Items]

Schedule of assumptions used to estimate fair value of warrants


	2020		2019
Risk-free interest rate	1.54% - 1.88	%	1.54% - 1.84	%
Expected volatility	71.95% - 72.71	%	71.95% - 72.20	%
Expected life (years)	10.00		10.00
Expected dividend yield	0	%	0	%

STOCK-BASED COMPENSATION (Tables)

12 Months Ended

Dec. 31, 2020

STOCK-BASED COMPENSATION

Schedule of assumptions used to estimate fair value of stock options

The Black-Scholes option-pricing model was used to estimate the fair value of stock options with the following weighted-average assumptions for the years ended December 31:


	2020		2019
Risk-free interest rate	0.15% - 2.92	%	1.60% - 2.92	%
Expected volatility	72.29% - 82.52	%	72.29% - 78.16	%
Expected life (years)	4.93 – 6.07		4.93 – 6.07
Expected dividend yield	0	%	0	%

Schedule of stock option activity


	2020			2019
		Weighted			Weighted
		Average			Average
		Exercise			Exercise
	Shares	Price		Shares	Price
Options outstanding at beginning of year	598,083	$	11.04	520,517	$	8.64
Granted	86,536		17.95	209,505		17.29
Exercised	—		—	(1,719)		6.64
Cancelled and forfeited	(194,901)		15.06	(130,220)		11.56
Balance at December 31	489,718	$	10.03	598,083	$	11.04
Options exercisable at December 31:	441,430	$	9.50	368,527	$	7.72
Weighted average grant date fair value for options granted during the year:		$	17.43		$	10.82


	Options Outstanding						Options Exercisable
		Weighted
		Average	Weighted					Weighted
		Remaining	Average		Aggregate			Average		Aggregate
As of	Options	Contractual	Exercise		Intrinsic		Options	Exercise		Intrinsic
December 31,	Outstanding	Life	Price		Value		Exercisable	Price		Value
2020	489,718	6.37	$	10.03	$	554,900	441,430	$	9.50	$	—
2019	598,083	8.07	$	11.04	$	19,163,700	368,527	$	7.72	$	13,031,000

Schedule of stock-based compensation


	2020		2019
Research and development	$	1,008,000	$	332,000
General and administrative		332,000		190,900
Total	$	1,340,000	$	522,900

Schedule of restricted stock unit activity


	2020
		Weighted Average
		Grant Date
		Fair Value
	Shares	Per Share
Nonvested RSUs at beginning of year	—	$	—
Granted	1,655,579		12.84
Vested	—		—
Cancelled and forfeited	(709,334)		12.87
Nonvested RSUs at December 31	946,245	$	12.81

INCOME TAXES (Tables)

12 Months Ended

Dec. 31, 2020

INCOME TAXES

Schedule of reconciliation of the effective income tax rate to the statutory federal income tax rate


	2020		2019
Federal income tax at statutory rates	21.00	%	21.00	%
Federal income tax rate reduction	—	%	—	%
Change in valuation allowance	(21.00)		(21.00)
Effective income tax rate	—	%	—	%

Schedule of tax effects of temporary differences and carryforwards that give rise to significant portions of the deferred tax assets


	2020		2019
Deferred tax assets (liabilities):
Net operating loss carryforward	$	3,842,900	$	2,605,400
Stock compensation expense		3,379,000		597,400
Intangible assets		23,600		27,800
Total gross deferred tax assets		7,245,500		3,230,600
Valuation allowance		(7,061,600)		(3,198,100)
Property and equipment		(183,900)		(32,500)
Net deferred tax assets (liabilities)		—		—

SUBSEQUENT EVENTS (Tables)

12 Months Ended

Dec. 31, 2020

SUBSEQUENT EVENTS

Schedule of future minimum rental payments for renewed operating lease upon commencement


	Amount
2021	$	380,600
2022		546,700
2023		551,100
2024		461,200
Total	$	1,939,600

ORGANIZATION (Details) - USD ($)		12 Months Ended
ORGANIZATION (Details) - USD ($)	Oct. 15, 2020	Dec. 31, 2020	Dec. 31, 2019	Aug. 31, 2019	Aug. 31, 2018
ORGANIZATION
Cash flow from operations		$ (6,126,600)	$ (2,913,900)
Accumulated deficit		(41,627,800)	$ (22,427,600)
Common stock IPO proceeds, net of issuance costs	$ 12,332,700
NIH Grant receivable					$ 2,235,000
Phase I approved amount of grant				$ 851,000
Phase II approved amount of grant		$ 1,384,000

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details)				12 Months Ended
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details)	Jun. 17, 2020	Dec. 17, 2019	Dec. 16, 2019	Dec. 31, 2020 USD ($) item	Dec. 31, 2019 USD ($)
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Stock split (Reverse stock split) ratio	3.494	10	10
Reserve for inventory obsolescence				$ 22,200	$ 0
Decrease in additional paid in capital (APIC) resulting from deferred offering costs related to the IPO				2,667,300
Deferred offering costs				$ 0	$ 0
Lease facility \| item				1

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Property and Equipment (Details) - USD ($)	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Property and Equipment
Impairment of long-lived assets held-for-use	$ 0
Unrecognized tax benefits, interest or penalties	0	$ 0
Grants recognized	$ 142,400	298,000
Minimum
Property and Equipment
Property plant and equipment useful life	1 year
Maximum
Property and Equipment
Property plant and equipment useful life	8 years
Laboratory Equipment \| Minimum
Property and Equipment
Property plant and equipment useful life	3 years
Laboratory Equipment \| Maximum
Property and Equipment
Property plant and equipment useful life	8 years
Leasehold improvements \| Minimum
Property and Equipment
Property plant and equipment useful life	1 year
Leasehold improvements \| Maximum
Property and Equipment
Property plant and equipment useful life	7 years
Office furniture, fixtures, and equipment
Property and Equipment
Property plant and equipment useful life	5 years
Software
Property and Equipment
Property plant and equipment useful life	5 years
Capitalized software development costs	$ 10,200	$ 20,000
Software \| Minimum
Property and Equipment
Property plant and equipment useful life	3 years
Software \| Maximum
Property and Equipment
Property plant and equipment useful life	5 years

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Fair Value Measurements (Details) - USD ($)	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Fair Value Measurements
Changes in fair value hierarchy levels	$ 0	$ 0
Conversions into Series A1 Stock		(407,300)
Non-recurring \| Convertible promissory notes \| Level 3
Fair Value Measurements
Amounts allocated to the embedded derivative liability at inception (at fair value)		(21,000)
Conversions from accounts payable into convertible promissory notes		134,800
Proceeds from issuances of convertible promissory notes		250,000
Conversions into Series A1 Stock		(363,800)
Recurring \| Convertible promissory notes \| Level 3
Convertible promissory note embedded derivative liability
Realized and unrealized gains and losses		2,000
Fair value of embedded derivative liability at inception		21,000
Amounts derecognized upon conversion of the related convertible promissory notes		$ (23,000)

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Nonvested Stock Options (Details) - $ / shares	12 Months Ended
	Dec. 31, 2020	Oct. 15, 2020
Nonvested Stock Options
Expected dividend yield	0.00%
RSU
Nonvested Stock Options
Expiration period	10 years
Monthly Vesting Conditions \| Minimum \| RSU
Nonvested Stock Options
Vesting period	6 months
Monthly Vesting Conditions \| Maximum \| RSU
Nonvested Stock Options
Vesting period	12 months
Stock Incentive Plan 2017
Nonvested Stock Options
Expiration period	10 years
Stock Incentive Plan 2017 \| Annual Vesting Conditions
Nonvested Stock Options
Vesting period	4 years
Stock Incentive Plan 2017 \| Monthly Vesting Conditions \| Minimum
Nonvested Stock Options
Vesting period	10 months
Stock Incentive Plan 2017 \| Monthly Vesting Conditions \| Maximum
Nonvested Stock Options
Vesting period	48 months
IPO
Nonvested Stock Options
Share price		$ 12.00
Common Stock Warrants - Representative
Nonvested Stock Options
Warrant exercise price	$ 15.00
Common Stock Warrants - Representative \| IPO
Nonvested Stock Options
Warrant exercise price		$ 15.00

NET LOSS PER COMMON SHARE - Computation of basic and diluted earnings per share (Details) - USD ($)	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
NET LOSS PER COMMON SHARE
Net loss	$ (19,200,200)	$ (3,727,900)
Less: Accretion and settlement of Series B Preferred Stock dividend		(40,000)
Series B Preferred Stock discount amortization	(692,700)	(210,600)
Less: IPO Common Stock discount amortization	(19,700)
Net loss attributable to common shareholders, basic and diluted	$ (19,912,600)	$ (3,978,500)
Weighted average common shares outstanding, basic and diluted	4,505,867	2,862,809
Net loss per common share, basic and diluted	$ (4.42)	$ (1.39)

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

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+ Details

- Definition

Amount, after deduction of tax, noncontrolling interests, dividends on preferred stock and participating securities; of income (loss) available to common shareholders.

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+ Details

NET LOSS PER COMMON SHARE - Dilutive Securities Excluded From the Computations of Earnings Per Share (Details) - shares	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Dilutive Securities Excluded From the Computations of Earnings Per Share
Potentially dilutive securities	97,462	1,822,261
Series A-1 Preferred Stock
Dilutive Securities Excluded From the Computations of Earnings Per Share
Potentially dilutive securities		624,594
Series B Preferred Stock
Dilutive Securities Excluded From the Computations of Earnings Per Share
Potentially dilutive securities		282,478
Stock Options
Dilutive Securities Excluded From the Computations of Earnings Per Share
Potentially dilutive securities	1,647	75,405
RSU
Dilutive Securities Excluded From the Computations of Earnings Per Share
Potentially dilutive securities	95,815
Series B Preferred Stock Warrant
Dilutive Securities Excluded From the Computations of Earnings Per Share
Potentially dilutive securities		839,784

PROPERTY AND EQUIPMENT, NET (Details) - USD ($)	12 Months Ended
PROPERTY AND EQUIPMENT, NET (Details) - USD ($)	Dec. 31, 2020	Dec. 31, 2019
PROPERTY AND EQUIPMENT
Property, Plant and Equipment, Gross	$ 2,627,700	$ 949,600
Less: Accumulated depreciation	(561,700)	(361,700)
Total	2,066,000	587,900
Depreciation	200,000	87,500
Laboratory Equipment
PROPERTY AND EQUIPMENT
Property, Plant and Equipment, Gross	780,500	488,800
Leasehold improvements
PROPERTY AND EQUIPMENT
Property, Plant and Equipment, Gross	1,229,700	302,700
Office furniture, fixtures, and equipment
PROPERTY AND EQUIPMENT
Property, Plant and Equipment, Gross	16,600	16,600
Software
PROPERTY AND EQUIPMENT
Property, Plant and Equipment, Gross	151,700	$ 141,500
Construction in progress
PROPERTY AND EQUIPMENT
Property, Plant and Equipment, Gross	$ 449,200

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Details) - USD ($)	Dec. 31, 2020	Dec. 31, 2019
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES
Accrued consulting and outside services	$ 143,200	$ 221,300
Accrued compensation	191,000
Total	$ 334,200	$ 221,300

CURRENT LOAN PAYABLE (Details) - USD ($)		12 Months Ended
CURRENT LOAN PAYABLE (Details) - USD ($)	May 01, 2020	Dec. 31, 2020	Dec. 31, 2019
Current loan payable
Loan payable		$ 105,600
Loan initial proceeds		115,600
Interest expense		3,300	$ 22,500
SBA Loan
Current loan payable
Principal amount	$ 115,600
Loan payable		105,600
Loan initial proceeds		115,600
Loan repayments		10,000
Loan term	2 years
Loan fixed interest rate	1.00%
Loan first payment due	7 months
Interest expense		$ 200

NOTE PAYABLE (Details) - USD ($)	1 Months Ended
NOTE PAYABLE (Details) - USD ($)	Nov. 30, 2020	Dec. 31, 2020
Note payable
Note payable		$ 362,400
Director and Officer Insurance Policy Financing
Note payable
Note payable	$ 540,500	$ 362,400
Interest rate	4.59%
Note term	9 months

CONVERTIBLE PROMISSORY NOTES (Details) - Convertible promissory notes - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2020	Jun. 30, 2016
CONVERTIBLE PROMISSORY NOTES
Convertible promissory notes		$ 0
Probability of next financing close (as a percent)	55.00%
Embedded derivative discount rate ( as a percent)	25.00%
Minimum
CONVERTIBLE PROMISSORY NOTES
Convertible promissory notes			$ 12,500
Annual interest (as a percent)			6.00%
Maximum
CONVERTIBLE PROMISSORY NOTES
Convertible promissory notes			$ 500,000
Annual interest (as a percent)			17.00%

CONVERTIBLE PROMISSORY NOTES - Initial Issuance and Bifurcated Embedded Derivative Liability (Details) - Convertible promissory notes	12 Months Ended
	Dec. 31, 2019 USD ($)
CONVERTIBLE PROMISSORY NOTES
Convertible promissory notes- issuances	$ 250,000
Conversion of accounts payable into convertible promissory notes	134,800
Total issuances and conversions into convertible promissory notes	384,800
Embedded derivative liability
Initial balance	21,000
Realized and unrealized gains and losses	2,000
Converted embedded derivative liability into Series A1 Preferred Stock	(23,000)
Ending balance	$ 0

COMMITMENTS AND CONTINGENCIES (Details)					12 Months Ended
COMMITMENTS AND CONTINGENCIES (Details)	May 01, 2022 USD ($)	May 01, 2021 USD ($)	Nov. 19, 2020	Jan. 01, 2020 USD ($)	Dec. 31, 2020 USD ($)	Dec. 31, 2019 USD ($) ft²
COMMITMENTS AND CONTINGENCIES
Area leased \| ft²						4,100
Period of time after notice of cancellation that the lease effectively terminates			90 days
Total lease payments per month	$ 23,039	$ 22,477		$ 21,353
Rent expense					$ 262,900	$ 129,100
Future minimum commitments
2021					265,200
2022					269,700
2023					274,200
2024					230,400
Total					$ 1,039,500

STOCKHOLDERS' EQUITY (DEFICIT) (Details)							12 Months Ended
STOCKHOLDERS' EQUITY (DEFICIT) (Details)	Jun. 19, 2020 USD ($) shares	Jun. 17, 2020 shares	Jun. 10, 2020 USD ($) shares	Jun. 08, 2020 USD ($) Vote shares	Dec. 17, 2019	Dec. 16, 2019 $ / shares shares	Dec. 31, 2020 USD ($) $ / shares shares	Sep. 18, 2020 shares	Dec. 31, 2019 $ / shares shares	Dec. 15, 2019 $ / shares	Sep. 25, 2019 shares	Sep. 24, 2019 shares	Sep. 13, 2019 shares
Stockholder's equity (Deficit)
Reverse split		3.494			10	10
Preferred stock, authorized						60,000,000	60,000,000		60,000,000
Preferred stock, par value ( in dollars per share) \| $ / shares						$ 0.0001				$ 0.01
Proceeds from issuance of common stock \| $							$ 15,000,000
Common stock, authorized	1,708,615	858,615					300,000,000	858,615	300,000,000		30,000,000	20,000,000
Warrants to purchase shares			1,063,939	335,982
Proceeds from Issuance of Warrants \| $			$ 3,700	$ 1,200			$ 4,900
Warrants outstanding							0		839,952
Stock compensation expenses \| $				$ 9,432,000
Number of Votes \| Vote				1
Dividend paid \| $ / shares							$ 0
Shares available for issuance	850,000						270,933		258,813		10,000,000
Employees
Stockholder's equity (Deficit)
Shares issued for services				430
Cash consideration \| $				$ 0
CMO
Stockholder's equity (Deficit)
Shares issued for services				3,106
Cash consideration \| $				$ 0
CFO and COO
Stockholder's equity (Deficit)
Shares issued for services	402,000
Cash consideration \| $	$ 0
CSIO
Stockholder's equity (Deficit)
Shares issued for services	320,000
Cash consideration \| $	$ 0
Series A-1 Preferred Stock
Stockholder's equity (Deficit)
Preferred stock, authorized							24,000,000		24,000,000
Preferred stock, par value ( in dollars per share) \| $ / shares							$ 0.0001		$ 0.0001
Series B Preferred Stock
Stockholder's equity (Deficit)
Preferred stock, authorized							16,500,000		14,130,435				14,130,435
Preferred stock, par value ( in dollars per share) \| $ / shares							$ 0.0001		$ 0.0001
Warrants to purchase shares							559,969		839,952
Proceeds from Issuance of Warrants \| $			$ 3,700	$ 1,200
Warrants outstanding							0

STOCKHOLDERS' EQUITY (DEFICIT) - Common Stock (Details) - USD ($)									12 Months Ended
	Oct. 15, 2020	Jun. 10, 2020	Jun. 08, 2020	Jan. 31, 2020	Jan. 24, 2020	Dec. 06, 2019	Nov. 13, 2019	Sep. 13, 2019	Dec. 31, 2020	Dec. 31, 2019
Common stock
Offering expenses									$ 2,667,300
Common stock IPO proceeds, net of issuance costs	$ 12,332,700
Common stock IPO discount									(377,000)
Common stock IPO discount amortization									19,700
Ending Balance									$ 1,200
Series B Preferred Stock
Common stock
Shares issued		1,063,939	335,982	1,739,130	4,782,608	87,050	2,173,913	7,608,696	6,521,738	9,782,609
Common stock IPO discount									$ (5,208,700)
IPO
Common stock
Underwriting discounts and commissions	1,275,000
Offering expenses	$ 1,392,300
Shares issued	1,250,000
Share price	$ 12.00
Common stock IPO proceeds, net of issuance costs	$ 12,332,700								12,332,700
Common stock IPO discount									(377,000)
Common stock IPO discount amortization									19,700
Ending Balance									$ 11,975,400
IPO \| Series A-1 Preferred Stock
Common stock
Stock issued on conversion	624,594
IPO \| Series B Preferred Stock
Common stock
Stock issued on conversion	469,136

STOCKHOLDERS' EQUITY (DEFICIT) - Preferred Stock (Details) - USD ($)										12 Months Ended
	Jun. 10, 2020	Jun. 08, 2020	Jan. 31, 2020	Jan. 24, 2020	Dec. 15, 2019	Dec. 06, 2019	Nov. 15, 2019	Nov. 13, 2019	Sep. 13, 2019	Dec. 31, 2020	Dec. 31, 2019	Jan. 29, 2020	Dec. 16, 2019	Nov. 16, 2019
Stockholder's equity (Deficit)
Issuance of stock										$ 11,975,400
Preferred stock, authorized										60,000,000	60,000,000		60,000,000
Accretion of dividend											$ 40,000
Additional paid-in capital										$ 52,988,700	$ 13,965,000
Series A-1 Preferred Stock
Stockholder's equity (Deficit)
Original issue price										$ 0.50
Preferred stock, authorized										24,000,000	24,000,000
Common shares issued for preferred stock converted										624,594
Series B Preferred Stock
Stockholder's equity (Deficit)
Shares issued	1,063,939	335,982	1,739,130	4,782,608		87,050		2,173,913	7,608,696	6,521,738	9,782,609
Issuance of stock			$ 800,000	$ 2,200,000				$ 1,000,000	$ 3,500,000
Original issue price									$ 0.46	$ 0.46
Preferred stock, authorized									14,130,435	16,500,000	14,130,435
Warrants to purchase								0.0859		0.0859
Warrant exercise price								$ 0.003494		$ 0.003494
Annual dividend rate					6.00%
Accretion of dividend						$ 40,000					$ 40,000
Additional paid-in capital						$ (40,000)
Effective interest rate (as a percent)										28.00%				14.60%
Common shares issued for preferred stock converted										469,136
Series B Preferred Stock \| Minimum
Stockholder's equity (Deficit)
Aggregate purchase price							$ 1,000,000
Series B Preferred Stock \| Maximum
Stockholder's equity (Deficit)
Preferred stock, authorized												16,500,000

STOCKHOLDERS' EQUITY (DEFICIT) - Initial value of issuances allocated to Series B Preferred Stock and the Series B Preferred Stock (Details) - USD ($)		12 Months Ended
	Dec. 06, 2019	Dec. 31, 2020	Dec. 31, 2019
Stockholder's equity (Deficit)
Accretion and settlement of Series B Preferred Stock dividend			$ 40,000
Series B Preferred Stock discount amortization		$ 692,700	210,600
Series B Preferred Stock
Stockholder's equity (Deficit)
Balance at beginning of period		1,306,900	4,500,000
Series B Preferred Stock proceeds		3,000,000	(3,443,700)
Accretion and settlement of Series B Preferred Stock dividend	$ 40,000		40,000
Series B Preferred Stock discount		(2,668,300)
Series B Preferred Stock discount amortization		692,700	210,600
Series B Preferred Stock conversion to common stock		$ (2,331,300)
Balance at end of period			$ 1,306,900

STOCKHOLDERS' EQUITY (DEFICIT) - Conversion of Convertible Promissory Notes (Details) - Series A-1 Preferred Stock - USD ($)		12 Months Ended
	Aug. 15, 2019	Dec. 31, 2020
Stockholder's equity (Deficit)
Common shares issued for preferred stock converted		624,594
Convertible promissory notes
Stockholder's equity (Deficit)
Outstanding principal and interest	$ 405,300
Number of shares converted		935,519
Principal amount	$ 250,000
Coupon rate	17.00%	6.00%
Conversion of accounts payable into convertible promissory notes		$ 134,800
Conversion rate	0.43%	0.43%

STOCKHOLDERS' EQUITY (DEFICIT) - Warrants Underlying Series B Preferred Stock (Details) - USD ($)								12 Months Ended
	Jun. 10, 2020	Jun. 08, 2020	Jan. 31, 2020	Jan. 24, 2020	Dec. 06, 2019	Nov. 13, 2019	Sep. 13, 2019	Dec. 31, 2020	Dec. 31, 2019
Stockholder's equity (Deficit)
Warrants to purchase shares	1,063,939	335,982
Fair value of warrants reflected as additional paid-in capital								$ 377,000
Proceeds from issuance of warrants	$ 3,700	$ 1,200						$ 4,900
Warrants outstanding								0	839,952
Series B Preferred Stock
Stockholder's equity (Deficit)
Warrants to purchase						0.0859		0.0859
Warrant purchase price (in dollars per share)						$ 0.003494		$ 0.003494
Warrant expiration term								10 years
Shares issued	1,063,939	335,982	1,739,130	4,782,608	87,050	2,173,913	7,608,696	6,521,738	9,782,609
Warrants to purchase shares								559,969	839,952
Fair value of warrants reflected as additional paid-in capital								$ 5,208,700
Proceeds from issuance of warrants	$ 3,700	$ 1,200
Warrants outstanding								0
Series B Preferred Stock \| Warrants exercise beginning six months after the listing date
Stockholder's equity (Deficit)
Warrant exercise percentage								30.00%
Series B Preferred Stock \| Warrants exercise beginning nine months after the listing date
Stockholder's equity (Deficit)
Warrant exercise percentage								30.00%

STOCKHOLDERS' EQUITY (DEFICIT) - Estimate the fair value of the warrants (Details) - Series B Preferred Stock Warrant	Dec. 31, 2020	Dec. 31, 2019
Weighted average valuation assumptions
Warrants and Rights Outstanding, Valuation Technique [Extensible List]	us-gaap:ValuationTechniqueOptionPricingModelMember	us-gaap:ValuationTechniqueOptionPricingModelMember
Measurement Input, Risk Free Interest Rate \| Minimum
Weighted average valuation assumptions
Warrants and Rights Outstanding, Measurement Input	0.0154	0.0154
Measurement Input, Risk Free Interest Rate \| Maximum
Weighted average valuation assumptions
Warrants and Rights Outstanding, Measurement Input	0.0188	0.0184
Measurement Input, Price Volatility \| Minimum
Weighted average valuation assumptions
Warrants and Rights Outstanding, Measurement Input	0.7195	0.7195
Measurement Input, Price Volatility \| Maximum
Weighted average valuation assumptions
Warrants and Rights Outstanding, Measurement Input	0.7271	0.7220
Measurement Input, Expected Term
Weighted average valuation assumptions
Warrants and Rights Outstanding, Term	10 years	10 years
Measurement Input, Expected Dividend Rate
Weighted average valuation assumptions
Warrants and Rights Outstanding, Measurement Input	0	0

STOCKHOLDERS' EQUITY (DEFICIT) - Representative's Warrants (Details) - Common Stock Warrants - Representative	Oct. 15, 2020 $ / shares shares	Dec. 31, 2020 USD ($) $ / shares
Weighted average valuation assumptions
Warrants fair value \| $		$ 377,000
Warrants and Rights Outstanding, Valuation Technique [Extensible List]		us-gaap:ValuationTechniqueOptionPricingModelMember
Warrants
Warrant exercise price		$ 15.00
IPO
Weighted average valuation assumptions
Warrants and Rights Outstanding, Term	5 years
Warrants
Number of warrants granted \| shares	62,500
Warrant exercise price	$ 15.00
Exercise price as a percentage of the initial offering price	125.00%
Measurement Input, Risk Free Interest Rate
Weighted average valuation assumptions
Warrants and Rights Outstanding, Measurement Input		0.0018
Measurement Input, Price Volatility
Weighted average valuation assumptions
Warrants and Rights Outstanding, Measurement Input		0.9408
Measurement Input, Expected Term
Weighted average valuation assumptions
Warrants and Rights Outstanding, Term		2 years 8 months 26 days
Measurement Input, Expected Dividend Rate
Weighted average valuation assumptions
Warrants and Rights Outstanding, Measurement Input		0

STOCK-BASED COMPENSATION - Weighted-average Assumptions (Details)	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Weighted average assumptions
Expected dividend yield	0.00%
Stock Incentive Plan 2017 \| Stock Options
Weighted average assumptions
Risk-free interest rate, minimum	0.15%	1.60%
Risk-free interest rate, maximum	2.92%	2.92%
Expected volatility, minimum	72.29%	72.29%
Expected volatility, maximum	82.52%	78.16%
Expected dividend yield	0.00%	0.00%
Stock Incentive Plan 2017 \| Stock Options \| Minimum
Weighted average assumptions
Expected life (years)	4 years 11 months 4 days	4 years 11 months 4 days
Stock Incentive Plan 2017 \| Stock Options \| Maximum
Weighted average assumptions
Expected life (years)	6 years 25 days	6 years 25 days

STOCK-BASED COMPENSATION - Summarizes Stock Options Outstanding (Details) - Stock Incentive Plan 2017 - Stock Options - USD ($)	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2020	Dec. 31, 2019
Stock option activity
Options outstanding at beginning of year	598,083	520,517
Granted	86,536	209,505
Exercised		(1,719)
Cancelled and forfeited	(194,901)	(130,220)
Balance at September 30	489,718	598,083
Options exercisable at September 30:			441,430	368,527
Weighted average exercise price
Options outstanding at beginning of year	$ 11.04	$ 8.64
Granted	17.95	17.29
Exercised		6.64
Cancelled and forfeited	15.06	11.56
Balance at September 30	10.03	11.04
Options exercisable at December 31:			$ 9.50	$ 7.72
Weighted average grant date fair value for options granted during the year:	$ 17.43	$ 10.82
Additional stock option information
Options outstanding, number	489,718	520,517	489,718	598,083
Options outstanding, weighted average remaining contractual life	6 years 4 months 13 days	8 years 25 days
Options outstanding, weighted average exercise price	$ 10.03	$ 8.64	$ 10.03	$ 11.04
Options outstanding, aggregate intrinsic value			$ 554,900	$ 19,163,700
Options exercisable, number			441,430	368,527
Options exercisable, weighted average exercise price			$ 9.50	$ 7.72
Options exercisable, aggregate intrinsic value				$ 13,031,000

STOCK-BASED COMPENSATION - Stock Option Modifications (Details)			12 Months Ended
	Aug. 20, 2020 employee $ / shares shares	Jun. 08, 2020 USD ($)	Dec. 31, 2020 USD ($) $ / shares shares	Dec. 31, 2019 USD ($) $ / shares shares
Stock compensation expense
Stock compensation expense		$ 9,432,000
Stock Incentive Plan 2017 \| Stock Options
Stock compensation expense
Stock compensation expense			$ 1,340,000	$ 522,900
Cancelled and forfeited \| shares			194,901	130,220
Number of persons to whom shares were cancelled \| employee	4
Granted \| shares			86,536	209,505
Weighted average grant date fair value for options granted during the year: \| $ / shares			$ 17.43	$ 10.82
Total unrecognized stock compensation expense			$ 473,900
Unvested Shares to be recognized over the remaining weighted-average vesting period			1 year 9 months 14 days
Stock Incentive Plan 2017 \| Stock Options \| Research and development
Stock compensation expense
Stock compensation expense			$ 1,008,000	$ 332,000
Stock Incentive Plan 2017 \| Stock Options \| General and administrative
Stock compensation expense
Stock compensation expense			332,000	$ 190,900
Stock Incentive Plan 2017 \| Stock Options \| Four Nonemployees
Stock compensation expense
Cancelled and forfeited \| shares	15,792
Granted \| shares	21,112
Weighted average grant date fair value for options granted during the year: \| $ / shares	$ 12.81
Options vested \| shares	3,959
Stock Incentive Plan 2017 \| Stock Options \| Four Nonemployees \| General and administrative
Stock compensation expense
Stock compensation expense			65,900
Incremental compensation costs			$ 34,800

STOCK-BASED COMPENSATION - Schedule 2017 Stock Incentive Plan-Restricted Stock Units (Details)			12 Months Ended
	Aug. 20, 2020 item individual $ / shares shares	Jun. 08, 2020 USD ($)	Dec. 31, 2020 USD ($) $ / shares shares	Dec. 31, 2019 shares	Jan. 31, 2017 shares
Restricted stock units
Stock compensation expense \| $		$ 9,432,000
Stock Incentive Plan 2017 \| RSU
Restricted stock units
Authorized shares \| shares					1,708,615
Number of persons to whom shares were cancelled \| individual	5
Restricted stock unit activity
Granted \| shares	946,245		1,655,579	0
Vested \| shares	0		0	0
Cancelled and forfeited \| shares	(709,334)		(709,334)
Nonvested RSUs at September 30 \| shares			946,245
Weighted average grant day fair value per share
Granted \| $ / shares			$ 12.84
Cancelled and forfeited \| $ / shares	$ 12.87		12.87
Nonvested RSUs at September 30 \| $ / shares	$ 12.81		$ 12.81
Stock Incentive Plan 2017 \| RSU \| Research and development
Restricted stock units
Stock compensation expense \| $			$ 748,400
Incremental compensation costs \| $			166,900
Stock Incentive Plan 2017 \| RSU \| General and administrative
Restricted stock units
Stock compensation expense \| $			1,725,300
Incremental compensation costs \| $			$ 402,700
Stock Incentive Plan 2017 \| RSU \| Non-Employees
Restricted stock units
Number of persons to whom shares were cancelled \| item	2
Stock Incentive Plan 2017 \| RSU \| Employees
Restricted stock units
Number of persons to whom shares were cancelled \| item	3

INCOME TAXES - Tax Rate Reconciliation (Details) - USD ($)	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
INCOME TAXES
Income tax provision	$ 0	$ 0
Reconciliation of the statutory federal income tax rate to the effective tax rate
Federal income tax at statutory rates	21.00%	21.00%
Change in valuation allowance	(21.00%)	(21.00%)
Effective income tax rate	0.00%	0.00%

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References + Details

INCOME TAXES - Deferred Tax Assets and Liabilities (Details) - USD ($)	Dec. 31, 2020	Dec. 31, 2019
Deferred tax assets (liabilities):
Net operating loss carryforward	$ 3,842,900	$ 2,605,400
Stock compensation expense	3,379,000	597,400
Intangible assets	23,600	27,800
Total gross deferred tax assets	7,245,500	3,230,600
Valuation allowance	(7,061,600)	(3,198,100)
Property and equipment	(183,900)	(32,500)
Net deferred tax assets (liabilities)	$ 0	$ 0

INCOME TAXES - Net Operating Loss Carryforward (Details) - USD ($)	Dec. 31, 2020	Dec. 31, 2019
U.S.
Operating loss carryforwards
Net operating loss carryforwards	$ 18,299,500	$ 12,406,800

RELATED PARTY TRANSACTIONS (Details)						12 Months Ended
RELATED PARTY TRANSACTIONS (Details)	Jun. 19, 2020 USD ($) shares	Jun. 08, 2020 USD ($) shares	Sep. 04, 2019 USD ($)	Jul. 20, 2018 USD ($) item	Apr. 18, 2018 USD ($)	Dec. 31, 2020 USD ($) agreement	Dec. 31, 2019 USD ($)
Related party transactions
Number of separate consulting agreements \| agreement						2
CSIO
Related party transactions
Consulting fee per hour				$ 400
Threshold number of hours per month for which consulting fees are entitled \| item				19
Consulting fee paid						$ 579,700	$ 207,800
Shares issued for services rendered \| shares	320,000
Cash consideration	$ 0
CFO and COO
Related party transactions
Consulting fee per hour			$ 10,000		$ 2,500
Consulting fee paid						$ 140,000	$ 67,500
Shares issued for services rendered \| shares	402,000
Cash consideration	$ 0
CMO
Related party transactions
Shares issued for services rendered \| shares		3,106
Cash consideration		$ 0
Employee
Related party transactions
Shares issued for services rendered \| shares		430
Cash consideration		$ 0

SUBSEQUENT EVENTS (Details)	Mar. 22, 2021 USD ($) ft² item	Feb. 16, 2021 USD ($)	Jan. 28, 2021 USD ($) installment	Nov. 19, 2020	Dec. 31, 2020 USD ($)
Lease expansion
Period of time after notice of cancellation that the lease effectively terminates				90 days
Future minimum commitments
2021					$ 265,200
2022					269,700
2023					274,200
2024					230,400
Total					$ 1,039,500
Subsequent Event
Lease expansion
Additional office space leased \| ft²	15,385
Period of time after notice of cancellation that the lease effectively terminates	90 days
Number of months rent due as a termination payment if lease cancellation option exercised \| item	3
Future minimum commitments
2021	$ 380,600
2022	546,700
2023	551,100
2024	461,200
Total	$ 1,939,600
Subsequent Event \| Leon Office (H.K.) \| Strategic Alliance Agreement
Subsequent events
Annual cost			$ 360,000
Number of quarterly installments \| installment			4
Subsequent Event \| SBA Loan
Loan payable
Loan principal forgiven		$ 105,600
Accrued interest forgiven		$ 300