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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended: September 30, 2022

or

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                     to                    

Commission File Number: 001-35182

Graphic

AMPIO PHARMACEUTICALS, INC.

(Exact name of registrant as specified in its charter)

Delaware

26-0179592

(State or other jurisdiction of
incorporation or organization)

(IRS Employer
Identification No.)

373 Inverness Parkway, Suite 200

Englewood, Colorado 80112

(Address of principal executive offices, including zip code)

(720) 437-6500

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

    

Trading Symbol

    

Name of each exchange on which registered:

Common stock, par value $0.0001 per share

AMPE

NYSE American

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.   Yes      No  

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes      No  

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer

Accelerated Filer

 

 

 

 

Non-Accelerated Filer

Smaller reporting company

 

 

 

 

 

 

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes       No  

As of November 11, 2022, there were 15,085,792 outstanding shares of common stock, par value $0.0001 per share, of the registrant.

AMPIO PHARMACEUTICALS, INC.

FOR THE QUARTER ENDED SEPTEMBER 30, 2022

INDEX

Page

PART I-FINANCIAL INFORMATION

Item 1.

Financial Statements (unaudited)

4

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

23

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

31

Item 4.

Controls and Procedures

31

PART II-OTHER INFORMATION

Item 1.

Legal Proceedings

32

Item 1A.

Risk Factors

34

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

35

Item 3.

Defaults Upon Senior Securities

35

Item 4.

Mine Safety Disclosures

35

Item 5.

Other Information

35

Item 6.

Exhibits

36

SIGNATURES

37

2

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains statements reflecting assumptions, expectations, projections, intentions or beliefs about future events that are intended as forward-looking statements. All statements included or incorporated by reference in this report, other than statements of historical fact, are forward-looking statements. You can identify these statements by words such as “anticipate,” “forecast,” “suggest,” believe,” “continue,” “ongoing,” “opportunity,” “predicts”, “seek,” “could,” “estimate,” “expect,” “future,” “intend,” “may,” “plan,” “potential,” and “project,” and other words of similar meaning, or the negatives of such terms or other variations. Forward-looking statements include, but are not limited to, statements relating to the following:

our future operating or financial results, including anticipated cash flows used in operations;
expectations regarding residual costs of clinical trials for Ampion, capital expenditures, research and development expenses and other payments;
our beliefs and assumptions relating to our liquidity position, including, but not limited to, our future cash burn or the effect of any actions we may take to reduce expenses;
our efforts to regain trading on the NYSE American or the outcome of any delisting proceeding, as well as the potential alternative of trading on the OTC Markets;
our beliefs, assumptions and expectations about our strategic alternatives process, including the likelihood of success, timing and transaction expense associated with any strategic alternative;
the expense, time or outcome of any legal proceeding; and
our ability to identify strategic partners for Ampion or any other potential product and enter into beneficial license, co-development, collaboration or similar arrangements.

Forward-looking statements necessarily involve known and unknown risks and uncertainties which may cause our actual performance, financial results or other business outcomes in the future to differ materially from any result expressed or implied by such forward-looking statements, including due to the following risks:

our common stock was suspended from trading on the NYSE American and is currently trading on the OTC Pink Open Market tier which could reduce the availability of strategic alternatives and attractiveness of Ampio as a counterparty in a strategic transaction, impair our ability to raise capital in the future, and will likely hinder our investors’ ability to trade our common stock;
we are involved and may be further involved in the future in legal proceedings that likely will adversely affect our financial position and the strategic alternatives process and may affect our appeal of the NYSE American delisting proceeding;
our ability to fund our operations, and our pursuit of strategic alternatives, particularly given the substantial doubt about our ability to continue as a going concern;
the risk that a strategic alternative may not be identified and even if identified may not be consummated within the expected time period or at all;
any strategic alternative may involve unexpected costs, liabilities and/or delays;
our ability to retain key employees, consultants, and advisors during the pendency of our strategic alternatives process;
our ability to generate value from Ampion or any other potential product candidate and, in that respect, the actual and perceived effectiveness of Ampion or any other potential product candidate, and how Ampion or such other potential product candidate compares to any respective competitive products; and
additional residual close-out costs associated with the clinical trials for Ampio that have been completed.

Additional factors that could cause or contribute to such differences include, but are not limited to, those described in the section entitled “Risk Factors” in Part I, Item 1A of the Form 10-K for the year ended December 31, 2021, other similar sections of our subsequent reports, and “Risk Factors” in Part II, Item 1A of this Quarterly Report on Form 10-Q. Additionally, other sections of this Quarterly Report include additional factors that could adversely impact the business and financial performance expressed or implied in any forward-looking statements, including, but not limited to, “Management’s Discussion and Analysis of Financial Condition and Results of Operations.”

3

This Quarterly Report on Form 10-Q includes trademarks for Ampion®, which are protected under applicable intellectual property laws and are our property. Solely for convenience, our trademarks and trade names referred to in this Quarterly Report on Form 10-Q may appear without the ® or TM symbols, but such references are not intended to indicate in any way that we will not assert, to the fullest extent under applicable law, our rights to these trademarks and trade names.

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

AMPIO PHARMACEUTICALS, INC.

Condensed Balance Sheets

(unaudited)

September 30, 

December 31, 

    

2022

    

2021

Assets

 

  

 

  

Current assets

 

  

 

  

Cash and cash equivalents

$

16,947,000

$

33,892,000

Prepaid expenses and other

 

1,374,000

 

1,740,000

Total current assets

 

18,321,000

 

35,632,000

Fixed assets, net

 

367,000

 

2,564,000

Right-of-use asset, net

150,000

629,000

Total assets

$

18,838,000

$

38,825,000

Liabilities and Stockholders’ Equity

 

  

 

  

Current liabilities

 

  

 

  

Accounts payable and accrued expenses

$

3,592,000

$

4,811,000

Lease liability-current portion

 

332,000

 

311,000

Total current liabilities

 

3,924,000

 

5,122,000

Lease liability-long-term

 

362,000

 

614,000

Warrant derivative liability

 

421,000

 

5,805,000

Asset retirement obligation

282,000

Total liabilities

 

4,989,000

 

11,541,000

Commitments and contingencies (Note 5)

 

  

 

  

Stockholders’ equity

 

  

 

  

Preferred Stock, par value $0.0001; 10,000,000 shares authorized; none issued

 

 

Common Stock, par value $0.0001; 300,000,000 shares authorized; shares issued and outstanding - 15,085,792 as of September 30, 2022 and 15,155,026 as of December 31, 2021

 

2,000

[1]

 

2,000

Additional paid-in capital

 

245,566,000

[1]

 

244,884,000

Accumulated deficit

 

(231,719,000)

 

(217,602,000)

Total stockholders’ equity

 

13,849,000

 

27,284,000

Total liabilities and stockholders’ equity

$

18,838,000

$

38,825,000

[1] – September 30, 2022 and December 31, 2021 balances have been retroactively adjusted to reflect the 15-to-1 reverse stock split effected November 9, 2022.

The accompanying notes are an integral part of these financial statements.

4

AMPIO PHARMACEUTICALS, INC.

Condensed Statements of Operations

(unaudited)

Three Months Ended September 30, 

Nine Months Ended September 30, 

    

2022

    

2021

    

2022

    

2021

    

Operating expenses

 

  

 

  

 

  

 

  

 

Research and development

$

2,747,000

$

2,594,000

$

8,177,000

$

7,163,000

General and administrative

 

2,975,000

 

1,257,000

 

9,504,000

 

4,180,000

Long-lived assets impairment

1,614,000

1,614,000

Right of use asset impairment

322,000

322,000

Total operating expenses

 

7,658,000

 

3,851,000

 

19,617,000

 

11,343,000

Other income

 

  

 

  

 

  

 

  

Interest income

 

80,000

 

1,000

 

116,000

 

3,000

Derivative gain

 

1,167,000

 

222,000

 

5,384,000

 

489,000

Total other income

 

1,247,000

 

223,000

 

5,500,000

 

492,000

Net loss

$

(6,411,000)

$

(3,628,000)

$

(14,117,000)

$

(10,851,000)

Net loss per common share:

 

  

 

  

 

  

 

  

Basic

$

(0.43)

$

(0.27)

$

(0.94)

$

(0.82)

Diluted

$

(0.50)

$

(0.29)

$

(1.29)

$

(0.86)

Weighted average number of common shares outstanding:

Basic

 

15,072,392

13,361,292

15,072,307

13,156,469

Diluted

15,072,392

13,437,543

15,072,307

13,238,404

[1] Net loss per common share and weighted average number of common shares outstanding for all periods shown have been retroactively adjusted to reflect the 15-to-1 reverse stock split effected November 9, 2022.

The accompanying notes are an integral part of these financial statements.

5

AMPIO PHARMACEUTICALS, INC.

Condensed Statements of Stockholders’ Equity

(unaudited)

Additional

Total

Common Stock

Paid-in

Accumulated

Stockholders’

    

Shares

    

Amount

    

Capital

Deficit

    

Equity

Balance at December 31, 2020

 

12,891,934

$

1,000

$

218,020,000

$

(200,527,000)

$

17,494,000

Issuance of common stock for services

3,604

80,000

80,000

Share-based compensation, net of forfeitures

 

 

 

166,000

 

166,000

Stock options exercised, net

8,634

33,000

33,000

Shares held back in settlement of tax obligation for shares issued in connection with restricted stock awards

(1,905)

(40,000)

(40,000)

Warrants exercised, net

20,447

114,000

114,000

Issuance of common stock in connection with the “at-the-market” equity offering program

123,230

2,705,000

2,705,000

Offering costs related to the issuance of common stock in connection with the “at-the-market” equity offering program

(126,000)

(126,000)

Net loss

 

 

 

(3,667,000)

 

(3,667,000)

Balance at March 31, 2021

13,045,944

1,000

220,952,000

(204,194,000)

16,759,000

Share-based compensation, net of forfeitures

67,000

67,000

Stock options exercised, net

20,945

127,000

127,000

Shares held back in settlement of tax obligation for shares issued in connection with restricted stock awards

(1,921)

Warrants exercised, net

1,944

Issuance of common stock in connection with the “at-the-market” equity offering program

271,119

7,266,000

7,266,000

Offering costs related to the issuance of common stock in connection with the “at-the-market” equity offering program

(321,000)

(321,000)

Net loss

(3,556,000)

(3,556,000)

Balance at June 30, 2021

13,338,031

1,000

228,091,000

(207,750,000)

20,342,000

Share-based compensation, net of forfeitures

47,000

47,000

Stock options exercised, net

21

Warrants exercised, net

3,778

Issuance of common stock in connection with the “at-the-market” equity offering program

22,059

540,000

540,000

Offering costs related to the issuance of common stock in connection with the “at-the-market” equity offering program

(45,000)

(45,000)

Net loss

(3,628,000)

(3,628,000)

Balance at September 30, 2021

13,363,889

$

1,000

$

228,633,000

$

(211,378,000)

$

17,256,000

Balance at December 31, 2021

15,155,026

2,000

244,884,000

(217,602,000)

27,284,000

Share-based compensation, net of forfeitures

716,000

716,000

Shares held back in settlement of tax obligation for shares issued in connection with restricted stock awards

(9,234)

(79,000)

(79,000)

Costs related to the sale of common stock and warrants in connection with the registered direct offering

(32,000)

(32,000)

Net loss

(5,636,000)

(5,636,000)

Balance at March 31, 2022

15,145,792

2,000

245,489,000

(223,238,000)

22,253,000

Share-based compensation, net of forfeitures

 

 

 

423,000

 

 

423,000

Restricted stock award forfeitures

(60,000)

(509,000)

(509,000)

Net loss

 

 

 

 

(2,070,000)

 

(2,070,000)

Balance at June 30, 2022

15,085,792

2,000

245,403,000

(225,308,000)

20,097,000

Share-based compensation, net of forfeitures

163,000

163,000

Net loss

(6,411,000)

(6,411,000)

Balance at September 30, 2022

15,085,792

$

2,000

$

245,566,000

$

(231,719,000)

$

13,849,000

Note that the share numbers and balances for all periods shown above have been retroactively adjusted to reflect the 15-to-1 reverse stock split effected November 9, 2022.

The accompanying notes are an integral part of these financial statements.

6

AMPIO PHARMACEUTICALS, INC.

Condensed Statements of Cash Flows

(unaudited)

    

Nine Months Ended September 30, 

    

    

2022

    

2021

    

Cash flows used in operating activities

Net loss

$

(14,117,000)

$

(10,851,000)

Adjustments to reconcile net loss to net cash used in operating activities:

Share-based compensation, net of forfeitures

 

793,000

 

280,000

Issuance of common stock for services

 

 

80,000

Depreciation and amortization

 

865,000

 

831,000

Long-lived assets impairment

 

1,614,000

 

Right of use asset impairment

322,000

Derivative gain

(5,384,000)

(489,000)

Changes in operating assets and liabilities:

Decrease (increase) in prepaid expenses and other

 

366,000

 

(703,000)

(Decrease) increase in accounts payable and accrued expenses

 

(1,219,000)

 

533,000

Decrease in lease liability

 

(74,000)

 

(66,000)

Net cash used in operating activities

 

(16,834,000)

 

(10,385,000)

Cash flows used in investing activities

Purchase of fixed assets

 

 

(97,000)

Net cash used in investing activities

 

 

(97,000)

Cash flows (used in) provided by financing activities

Proceeds from sale of common stock in connection with the "at-the-market" equity offering program

 

 

10,512,000

Costs related to sale of common stock in connection with the "at-the-market" equity offering program

 

 

(492,000)

Proceeds from sale of common stock and warrants in connection with the registered direct offering

234,000

Costs related to the sale of common stock and warrants in connection with the registered direct offering

(32,000)

Shares held back in settlement of tax obligation for shares issued in connection with restricted stock awards

(79,000)

Net cash (used in) provided by financing activities

 

(111,000)

 

10,254,000

Net change in cash and cash equivalents

 

(16,945,000)

 

(228,000)

Cash and cash equivalents at beginning of period

 

33,892,000

 

17,346,000

Cash and cash equivalents at end of period

$

16,947,000

$

17,118,000

Non-cash transactions:

Commercial insurance premium financing agreement

$

1,159,000

$

1,016,000

Recognition of asset retirement obligation

$

282,000

$

The accompanying notes are an integral part of these financial statements.

7

AMPIO PHARMACEUTICALS, INC.

Notes to Condensed Financial Statements

(unaudited)

Note 1 – The Company and Summary of Significant Accounting Policies

Ampio Pharmaceuticals, Inc. (“Ampio” or the “Company”) is a pre-revenue stage biopharmaceutical company that until May 2022 was engaged with the development of Ampion and early development of AR-300, a synthetic pre-clinical stage development asset which has been designed to leverage the key attributes of Ampion. Since May 2022, the Company has been moving forward with conducting preclinical studies on AR-300 and engaged in a strategic alternatives process that could include outbound strategic in-licensing / acquisition efforts with a key focus on late-stage development assets / programs which would strengthen its existing pipeline.

On November 9, 2022, the Company effected a 15-to-1 reverse stock split. The Company has retroactively applied the reverse stock split made effective on November 9, 2022 to share and per share amounts in the unaudited condensed consolidated financial statements as of September 30, 2022 and December 31, 2021 and for the three and nine months ended September 30, 2022 and 2021. Additionally, pursuant to their terms, a proportionate adjustment was made to the per share exercise price and number of shares issuable under all of the Company’s outstanding options and warrants, and the number of shares authorized for issuance pursuant to the Company’s equity incentive plans have been reduced proportionately, with any fractional shares rounded up to the next whole share. The Company also retroactively applied such adjustments in the notes to the unaudited condensed consolidated financial statements as of September 30, 2022 and December 31, 2021 and for the three and nine months ended September 30, 2022 and 2021. The reverse stock split did not reduce the number of authorized shares of common stock and preferred stock and did not alter the par value.

Basis of Presentation

The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles (“GAAP”) in the United States for interim financial information and with the instructions of the SEC on Quarterly Reports on Form 10-Q and Article 8 of Regulation S-X. Accordingly, such financial statements do not include all of the information and disclosures required by GAAP for complete financial statements. In the opinion of management, the financial statements include all adjustments necessary, which are of a normal and recurring nature, for the fair presentation of the financial position and of the results of operations and cash flows of the Company for the periods presented.

These financial statements should be read in conjunction with the audited financial statements and accompanying notes thereto for the year ended December 31, 2021 included in the Company’s 2021 Annual Report on Form 10-K. The results of operations for the interim period shown in this report are not necessarily indicative of the results that may be expected for any other interim period or for the full year. The information as of and for the three and nine months ended September 30, 2022 is unaudited. The balance sheet at December 31, 2021 was derived from the audited financial statements at that date but does not include all of the information and footnotes required by GAAP for complete financial statements.

Concentrations of Credit Risk

Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash and cash equivalents. The Company has no off-balance-sheet concentrations of credit risk, such as foreign exchange contracts, option contracts or foreign currency hedging arrangements. The Company consistently maintains its cash and cash equivalent balances in the form of bank demand deposits, United States federal government backed treasury securities and fully liquid money market fund accounts with financial institutions that management believes are creditworthy. The Company periodically monitors its cash positions with, and the credit quality of, the financial institutions with which it invests. During the three and nine months ended September 30, 2022, and as consistent with prior reporting periods, the Company maintained balances in excess of federally insured limits.

8

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, liabilities and expenses, and related disclosures in the financial statements and accompanying notes. The Company bases its estimates on historical experience and on assumptions believed to be reasonable under the circumstances. Actual results could differ materially from those estimates.

Significant items subject to such estimates and assumptions primarily include the Company’s projected current and long-term liquidity, the clinical trial closeout costs accrual, projected useful lives and the assessment of impairment of long-lived assets. The Company develops these estimates using its judgment based upon the facts and circumstances known to it at the time.

Liquidity / Going Concern

We are a pre-revenue stage biopharmaceutical company that has incurred an accumulated deficit of $231.7 million as of September 30, 2022. We expect to use cash in operations and generate continued operating losses for the foreseeable future while the Company’s management and the board of directors considers strategic alternatives.

As of September 30, 2022, we had $16.9 million of cash and cash equivalents. The sufficiency of our cash resources and our capital needs are based upon management estimates as to future operations and expense, which involve significant judgment particularly given that we are in the middle of the strategic alternatives process and cannot predict the duration or expense associated with this process. Additionally, the expense associated with and outcome of any legal proceeding is not possible to determine at this time.

In order to preserve our cash resources with the goal of maximizing the opportunities available to the Company during the Board’s pursuit of strategic alternatives, the Board has implemented measures to manage costs and conserve cash resources. On August 31, 2022, the Company executed a reduction in force that resulted in the termination of 9 of the Company’s then existing 18 employees, or 50%. As part of this reduction, five non-terminated employees have accepted conditional retention and severance arrangements with the Company pursuant to which it is expected that they will continue to provide services for a period ending December 31, 2022 in exchange for retention and severance payments should the full term of service be completed.

The Company provided notice of termination on August 5, 2022 of a personal services agreement with Dr. Bar-Or and research services agreement with Trauma Research, which is owned by Dr. Bar-Or.

Based on the above, these existing and ongoing factors raise substantial doubt about the Company’s ability to continue as a going concern. The accompanying unaudited interim financial statements were prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. These financial statements do not include any separate adjustments relating to the recovery of recorded assets or the classification of liabilities, which adjustments may be necessary in the future should the Company be unable to continue as a going concern.

If the Company is unable to successfully advance AR-300 into clinical trials and/or complete a strategic transaction with its existing capital resources or is unable to raise additional capital in a sufficient amount to allow additional time and resources to successfully advance AR-300 and/or complete a strategic transaction, the Company may implement further cost reduction and other cash-focused measures to manage liquidity and the Company may pursue a plan of liquidation or dissolution of the Company or seek bankruptcy protection. The Company believes that raising additional capital will be especially challenging given that the Company’s common stock is currently subject to proceedings to be delisted from the NYSE American and is trading on the OTC Pink.

Adoption of Recent Accounting Pronouncements

The Company has not adopted any recent accounting pronouncements during the three and nine months ended September 30, 2022, as none were deemed to be applicable.

9

Recent Accounting Pronouncements

In August 2020, the Financial Accounting Standards Board (“FASB”) issued ASU 2020-06, “Debt (Subtopic 470-20); Debt with Conversion and Other Options and Derivatives and Hedging (Subtopic 815-40) Contracts in Entity’s Own Equity”. The updated guidance is part of the FASB’s simplification initiative, which aims to reduce unnecessary complexity in U.S. GAAP. Consequently, more convertible debt instruments will be reported as single liability instruments with no separate accounting for embedded conversion features. The ASU 2020-06 also removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception, which will permit more equity contracts to qualify for the exception. In addition, ASU 2020-06 also simplifies the diluted net income per share calculation in certain areas. The updated guidance is effective for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years, with early adoption permitted for periods beginning after December 15, 2020. The Company has evaluated the impact of ASU 2020-06 on the Company’s financial statements and is considering early adoption of ASU 2020-06 in 2023. The impact of the adoption of this standard, would be a reclassification of liability classified warrant to equity, which is based upon the volatility of the company’s stock price. The Company does not expect a significant impact at this point. Should the company’s stock price increase in the future, the adoption of this standard could become material.

This Quarterly Report on Form 10-Q does not discuss recent pronouncements that are not anticipated to have a current and/or future impact on or are unrelated to the Company’s financial condition, results of operations, cash flows or disclosures.

Note 2 – Prepaid Expenses and Other

Prepaid expenses and other balances as of September 30, 2022 and December 31, 2021 are as follows:

    

    

September 30, 2022

December 31, 2021

Unamortized commercial insurance premiums

$

856,000

$

465,000

Deposits

365,000

884,000

Professional fees

83,000

235,000

Clinical trial inventory

72,000

Other

70,000

84,000

Total prepaid expenses and other

$

1,374,000

$

1,740,000

Note 3 – Fixed Assets

Fixed assets are recorded based on acquisition cost and once placed in service, are depreciated utilizing the straight-line method over their estimated economic useful lives. Leasehold improvements are accreted over the shorter of the estimated economic life or related lease term.

In accordance with ASC Topic 360, Property, Plant and Equipment, the Company assesses all of its long-lived assets for impairment when impairment indicators are identified. Based on the assessment at September 30, 2022, the Company recorded a non-cash impairment related to its long-lived assets which was triggered by the Company’s announcement during the current reporting period that it was discontinuing further development of its lead pipeline asset, Ampion. The Company utilized a market valuation approach for determining the fair value of the ROU asset and a combination of the indirect cost approach and market approach for determining the fair value of the long-lived fixed assets. Based on this analysis, we concluded that the carrying value of the assets exceeded its undiscounted cash flows, and, as such, an impairment loss, calculated as the difference between carrying value and fair value, was deemed necessary. Accordingly, the Company recorded a $1.6 million impairment loss during the quarter ended September 30, 2022 through

10

accumulated depreciation and operating expenses in its statement of operations. Fixed assets, net of accumulated depreciation, consist of the following:

Estimated

Useful Lives

    

 (in Years)

    

September 30, 2022

December 31, 2021

Leasehold improvements

 

10

$

6,357,000

$

6,075,000

Manufacturing facility/clean room

 

3 - 8

 

2,984,000

 

2,984,000

Lab equipment and office furniture

 

5 - 8

 

1,739,000

 

1,739,000

Fixed assets, gross

11,080,000

10,798,000

Accumulated depreciation

(10,713,000)

(8,234,000)

Fixed assets, net

$

367,000

$

2,564,000

Depreciation and amortization expense for the respective periods is as follows:

Three Months Ended September 30, 

Nine Months Ended September 30, 

    

2022

    

2021

    

2022

    

2021

    

Depreciation and amortization expense

$

347,000

$

263,000

$

865,000

$

831,000

Note 4 – Accounts Payable and Accrued Expenses

Accounts payable and accrued expenses as of September 30, 2022 and December 31, 2021 are as follows:

    

September 30, 2022

December 31, 2021

    

Accounts payable

$

218,000

$

427,000

Clinical trials

1,930,000

2,995,000

Professional fees

 

663,000

 

510,000

Commercial insurance premium financing

 

473,000

 

269,000

Accrued severance

223,000

Accrued compensation

389,000

Other

85,000

221,000

Accounts payable and accrued expenses

$

3,592,000

$

4,811,000

Commercial Insurance Premium Financing Agreement

In June 2022, the Company entered into an insurance premium financing agreement for $1,159,000, with a term of eight months and annual interest rate of 3.98% and made a down payment of $402,000. Under the terms and provisions of the agreement, the Company is required to make principal and interest payments totaling $95,000 per month over the remaining term of the agreement. The outstanding obligation was $473,000 as of September 30, 2022.

Accrued Severance

The Company recorded a charge of $534,000 in the third quarter of 2022 relating to (i) the reduction in force for the employees that were terminated with an effective date of August 31, 2022 and a ratable accrual for those employees who have been provided notice that their employment is expected to be terminated on December 31, 2022. These charges consist primarily of one-time severance and termination benefits paid in cash. The Company also expects to record a charge of up to $225,000 during the fourth quarter which reflects the continued ratable accrual for severance and retention related benefits for the employees who are expected to be terminated on December 31, 2022.  The foregoing estimated amounts do not include any non-cash charges associated with stock-based compensation related to those employees whose employment is expected to be terminated on December 31, 2022.

11

Note 5 - Commitments and Contingencies

Key Clinical Research Trial Obligations

Osteoarthritis of the Knee​ ​

AP-013 study

In December 2020, the Company entered into an initial contract with a CRO in reference to the AP-013 study database totaling $1.4 million. The contractual provisions required an initial retainer of $315,000, which was applied to study expenses as further defined by the contract during the first three months ended March 31, 2022. The Company entered into a change order to the initial contract in April 2022 totaling $0.7 million and February 2022 totaling $0.2 million which reflects the estimated final costs to close out the study with expected completion in November 2022. The Company had an outstanding contractual commitment for future services totaling $0.1 million (net of the $0.2 million remaining unapplied deposit) as of September 30, 2022.

Inhaled treatment for COVID-19 patients

AP-018 study and AP-019 study

In March 2021, the Company entered into a contract with a CRO totaling $318,000 in reference to a Phase 1 study for at-home treatment utilizing inhaled Ampion to treat patients with Long-COVID, or prolonged respiratory symptoms due to COVID-19 (the “AP-018 study”). Subsequent to March 2021, the Company agreed to a contractual amendment totaling $946,000 resulting in a total contractual commitment of $1.3 million. As of September 30, 2022, trial activities and related services have been completed and, as such, there is no commitment for future services. In June 2021, the Company entered into a contract with a CRO totaling $2.6 million in reference to a multicenter Phase 2 clinical trial, using inhaled Ampion in the treatment of respiratory distress due to COVID-19 (the “AP-019 study”). The contractual amount was subsequently amended by $0.9 million resulting in a total contractual commitment of $3.5 million. The AP-019 study is substantially complete as of September 30, 2022 and, as such, there is no commitment for future services.

Intravenous (“IV”) treatment for COVID-19 patients

AP-017 study

In December 2020, the Company entered into a contract with a CRO totaling $1.8 million in reference to a multicenter Phase 2 clinical trial utilizing IV Ampion in the treatment of patients with COVID-19 requiring oxygen supplementation (the “AP-017 study”). The Company stopped the trial after an interim analysis which reflected enrollment of 35 subjects and resulted in a favorable net contractual adjustment and revised contractual commitment of $0.5 million and $1.3 million, respectively. The AP-017 study is substantially complete as of September 30, 2022 and, as such, there is no commitment for future services.

Employment Agreements

As of September 30, 2022, the Company is a party to an employment agreement dated October 11, 2021 with Daniel Stokely to serve as the Company’s Chief Financial Officer with a term ending in October 2024 and at an initial base salary of $335,000. On August 30, 2022, the Company amended the existing employment agreement, with an initial base salary of $550,000, dated November 22, 2021 with Michael A. Martino to serve as the Company’s Chief Executive Officer for a term that was extended to November 22, 2023. All other terms and conditions of Mr. Martino’s employment agreement remain unchanged. Under these employment agreements, each executive is entitled to a severance payment in the event the Company terminates employee’s employment without cause, or employee terminates his employment with good reason.

12

Related Party Research Agreements

On February 4, 2022, the Company entered into a sponsored research services agreement with Trauma Research, LLC, an entity owned by one of the Company’s former directors. The agreement totaled $400,000 for research activities to be performed over the next two years. In addition, the Company also entered into a personal services agreement dated February 4, 2022 with that individual to provide research services. The agreement totaled $250,000 and was to be paid in four equal installments payable quarterly over the one-year term. On August 5, 2022, the Company delivered notice of termination of the personal services agreement, effective September 5, 2022, and during September paid the remaining obligation of $21,000. On August 5, 2022, the Company delivered notice of termination of the research services agreement, effective November 4, 2022, and paid the remaining obligation of $63,000.

Facility Lease

In December 2013, the Company entered into a 125-month non-cancellable operating lease for office space and a manufacturing facility, set to expire September 2024 with the right to renew for an additional 60 months. The effective date of the lease was May 1, 2014. The initial base rent of the lease was $23,000 per month. The total base rent over the term of the lease is approximately $3.3 million, which includes rent abatements and leasehold incentives. In accordance with the provisions of the lease agreement, the Company is legally obligated to dismantle and remove certain components of leasehold improvements at the end of the lease term. In accordance with FASB ASC 410-20, Asset Retirement Obligations, the Company recognized the fair value of a liability for an asset retirement obligation in the amount of $0.3 million which was capitalized as part of the cost of leasehold improvements.

The Company adopted the FASB issued ASC 842, “Leases (Topic 842)” effective January 1, 2019. With the adoption of ASC 842, the Company recorded an operating right-of-use (“ROU”) asset and an operating lease liability on its balance sheet. The ROU asset represents the Company’s right to use the underlying asset for the lease term and the lease obligation represents the Company’s commitment to make the lease payments arising from the lease. ROU lease assets and obligations are recognized at the commencement date based on the present value of remaining lease payments over the lease term. As the Company’s lease does not provide an implicit rate, the Company used an estimated incremental borrowing rate of 5.75% based on the information available at the commencement date in determining the present value of the lease payments. Lease expense is recognized on a straight-line basis over the lease term, subject to any changes in the lease or expectations regarding the terms. The lease liability is classified both as current in part and long-term on the balance sheet.

The following table provides a reconciliation of the Company’s remaining undiscounted payments for its facility lease and the carrying amount of the lease liability disclosed on the balance sheet as of September 30, 2022:

    

Facility Lease Payments

    

2022

    

2023

    

2024

    

2025

    

2026

    

Thereafter

Remaining Facility Lease Payments

$

733,000

$

89,000

$

364,000

$

280,000

$

$

$

Less: Discount Adjustment

 

(39,000)

Total lease liability

$

694,000

Lease liability-current portion

$

332,000

Long-term lease liability

$

362,000

The Company reviews the impairment ROU asset consistent with the approach applied to other long-lived assets. ROU assets are reviewed for recoverability whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. Determination of recoverability is based on an estimate of undiscounted future cash flows resulting from the use of the asset and its eventual disposition. If the carrying amount of an asset exceeds its estimated future undiscounted cash flows, an impairment loss is recorded for the excess of the asset’s carrying amount over its fair value. Accordingly, the Company recorded a $0.3 million impairment loss on the right of use asset, recorded in operating expenses and against the ROU asset, during the quarter ended September 30, 2022. The following table

13

provides a reconciliation of the Company’s remaining ROU asset for its facility lease presented in the balance sheet as of September 30, 2022:

    

ROU Asset

Balance as of December 31, 2021

$

629,000

Amortization

(157,000)

Impairment loss

(322,000)

Balance as of September 30, 2022

$

150,000

The Company recorded lease expense in the respective periods as follows:

Three Months Ended September 30, 

Nine Months Ended September 30, 

    

2022

    

2021

    

2022

    

2021

    

Lease expense

$

70,000

$

67,000

$

221,000

$

207,000

Legal Proceedings

From time to time, the Company may be a party to litigation arising in the ordinary course of business. As of November 11, 2022, Ampio is involved in the following legal proceedings:

Kain v. Ampio Pharmaceuticals, Inc., et al., 22-cv-2105

On August 17, 2022, a putative Ampio shareholder filed a securities fraud class action against the Company, its current CEO Michael A. Martino and two former executives, Michael Macaluso and Holli Cherevka, in the United States District Court for the District of Colorado, captioned Kain v. Ampio Pharmaceuticals, Inc., et al., 22-cv-2105.  The Complaint alleges that Ampio and the individual defendants made various false and misleading statements regarding the efficacy, clinical trials and FDA communications relating to Ampio’s lead product, Ampion, and its treatment of severe osteoarthritis of the knee in violation of Section 10(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and Rule 10b-5 promulgated thereunder.  The Complaint also asserts control person liability against the individual defendants under Section 20 of the Exchange Act.

The Complaint relies largely on Ampio’s announcement on May 16, 2022, that it had formed a special Board committee to investigate the statistical analysis of Ampio’s AP-013 clinical trial and the unauthorized provision of Ampion to various individuals who were not participating in clinical trials, and Ampio’s further announcement on August 3, 2022, that the investigation had revealed that various employees were aware that the AP-013 trial did not demonstrate efficacy for Ampion’s primary endpoints and did not fully and timely report the results of the trial and the timing of unblinding data from the trial. Based on the Company’s reports, the Complaint asserts that various statements made by the Company during the Class Period were false and misleading because they: (i) inflated Ampio’s ability to successfully obtain FDA approval for Ampion; (ii) inflated the results of the AP-013 clinical trial and the timing of unblinding the data from the study; and (iii) overstated the Company’s business, operations and prospects.

The Complaint seeks an unspecified amount of compensatory damages as well as attorneys’ fees and costs. The Court approved the parties’ joint motion, and all deadlines are deferred until after a decision on the lead plaintiff motion(s). On October 17, 2022, six putative shareholders filed motions seeking to be named lead plaintiff. On November 7, 2022, two of the movants filed oppositions to each other’s motions; the remaining movants either withdrew their motions or filed non-oppositions to another putative shareholder’s motion. The Court has not yet ruled on the competing motions for appointment of lead plaintiff.

Ampio intends to defend itself vigorously against this action.

Maresca v. Martino, et al., 22-cv-2646-KLM

14

On October 7, 2022, putative Ampio shareholder Robert Maresca filed a Verified Shareholder Derivative Complaint in the United States District Court for the District of Colorado, captioned Maresca v. Martino, et al., 22-cv-2646-KLM. The derivative complaint, brought on behalf of the Company, asserts claims against a number of current and former executives and directors of the Company, namely Michael A. Martino, Michael Macaluso, Holli Cherevka, David Bar-Or, David Stevens, J. Kevin Buchi, Philip H. Coelho and Richard B. Giles.

Based largely on the same allegations as the Kain securities fraud class action complaint (including Ampio’s reports in May and August, 2022, regarding its internal investigation and findings), the Complaint asserts that the individual defendants caused the Company to make false or misleading statements in its SEC filings by “hyp[ing Ampio’s] ability to successfully file a BLA for Ampion;” “exaggerate[ing] results of the AP-013 study;” “misstat[ing] the true timing of unblinding of data from the AP-013 study;” and “fail[ing] to maintain internal controls.” The Complaint also asserts that the defendants failed to exercise due care and comply with the Company’s policies and procedures designed to ensure Board and Audit Committee oversight of the business operations and ethical business practices were maintained. It also contends that two of the defendants (Cherevka and Coelho) sold Company stock while in possession of material non-public information at artificially inflated prices in violation of the Company’s insider trading restrictions. The Complaint asserts that the individuals should not have received compensation while violating their duties to the Company. The Complaint also alleges that the defendants caused the Company to repurchase its own stock at artificially inflated prices, causing damage to the Company itself.

The Complaint asserts six causes of action on behalf of the Company and against the individual defendants: (1) violations of Section 14(a) of the Exchange Act based on purportedly false and misleading statements in the Company’s proxy statements; (2) violations of Section 10(b) of the Exchange Act and Rule 10b-5 promulgated thereunder; (3) control person liability under Section 20(a) of the Exchange Act; (4) breach of fiduciary duty; (5) unjust enrichment; and (6) waste of corporate assets. The Complaint seeks an unspecified amount of compensatory and restitution damages to be paid to Ampio, together with pre- and post-judgment interest, as well as injunctive relief imposing certain corporate governance reforms and attorneys’ fees and costs.

On November 2, 2022, the Complaint and plaintiff (together with plaintiff in a second derivative action -- the Marquis action, discussed below) filed a joint motion to consolidate the two derivative actions and appoint the lawyers representing the two plaintiffs as co-lead counsel. That same day, the Company and plaintiff filed a stipulation providing the Company additional time to answer, move or otherwise respond to the Complaint.

Ampio intends to defend itself vigorously against this action.

Marquis v. Martino, et al., 22-cv-2803-KLM

On October 25, 2022, putative shareholder Samantha Marquis filed a derivative complaint in the United States District Court for the District of Colorado, captioned Marquis v. Martino, et al., 22-cv-2803-KLM. The Complaint, filed on behalf of Ampio, asserts that various current and former officers and directors of Ampio – namely, Michael Martino, Michael Macaluso, Holli Cherevka, David Bar-Or, David Stevens, Kevin Buchi, Philip Coehlo, and Richard Giles, breached their fiduciary duties as directors and/or officers and violated Section 14(a) of the Exchange Act by causing the Company to file false and misleading proxy statements. The Complaint focuses on the Company’s alleged failure to timely report that the results of the AP-013 trial for Ampion were unfavorable, failing to show efficacy on the co-primary endpoints of pain and function, and the Company’s alleged failure to disclose the results of and timing of unblinding the study data. The Complaint asserts that the individual defendants breached their fiduciary duties by making or causing the Company to make materially false and misleading statements regarding Ampio’s business, operations and prospects and by failing to maintain adequate internal controls. Based on these allegations, the Complaint asserts two causes of action on behalf of the Company: (1) violations of Section 14(a) of the Exchange Act against all defendants other than Cherevka; and (2) breach of fiduciary duty against all defendants. Based on these claims, the Complaint seeks judgment in favor of the Company and against the individual defendants in an unspecified amount of compensatory and restitution damages, together with pre- and post-judgment interest and costs of the action including reasonable attorneys’ and experts’ fees as well as a mandatory injunction requiring Ampio and the defendants to reform and improve the corporate governance and internal controls of the Company.

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On November 2, 2022, the Complaint and plaintiff (together with plaintiff in a previously filed derivative action -- the Maresca action, discussed above) filed a joint motion to consolidate the two derivative actions and appoint the lawyers representing the two plaintiffs as co-lead counsel.

Ampio intends to defend itself vigorously against this action.

SEC Investigation

On October 12, 2022, the Securities and Exchange Commission, or SEC, entered an order directing private investigation and designating officers to take testimony to determine whether we or any other entities or persons have engaged in, or are about to engage in, any violations of the securities laws. We intend to cooperate fully with the SEC.

Note 6 – Warrants

The Company has issued both equity (“placement agent”) and liability (“investor”) classified warrants in conjunction with previous equity raises. Investor and placement agent warrants totaling 155,057 shares expired on June 1, 2022 while 1,065,137 warrants remain outstanding as of September 30, 2022. Of these, the Company had a total of 0.1 million equity-classified warrants and 1.1 million liability-classified warrants outstanding as of September 30, 2022.

    

    

Weighted

    

Weighted Average

Number of

Average

Remaining

Warrants

Exercise Price

Contractual Life

Outstanding as of December 31, 2021

1,220,194

$

15.36

4.24

Warrants issued in connection with the registered direct offering

Warrants exercised

Warrants expired

Outstanding as of March 31, 2022

1,220,194

$

15.36

4.24

Warrants issued in connection with the registered direct offering

Warrants exercised

Warrants expired

(155,057)

Outstanding as of June 30, 2022

1,065,137

$

15.94

4.30

Warrants issued in connection with the registered direct offering

Warrants exercised

Warrants expired

Outstanding as of September 30, 2022

 

1,065,137

$

15.94

 

4.05

The following table summarizes the Company’s outstanding warrants between placement agent and investor warrant classifications:

    

    

    

    

Weighted

    

Weighted Average

Number of

Average

Remaining

Date

Exercise Price

Type

Warrants

Exercise Price

Contractual Life

December 2021 registered direct offering

$

16.50

Investor

1,000,000

4.21

August 2018 public offering

$

6.00

Investor

10,227

0.87

June 2019 public offering

$

7.50

Placement agent

54,910

1.72

Outstanding as of September 30, 2022

 

1,065,137

$

15.94

 

4.05

The total value for the warrant derivative liability as of September 30, 2022 is approximately $0.4 million (see Note 7).

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Note 7 - Fair Value Considerations

Authoritative guidance defines fair value as the price that would be received upon the sale of an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the measurement date. The guidance establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs reflect inputs that market participants would use in pricing the asset or liability based on market data obtained from sources not affiliated with the Company. Unobservable inputs are inputs that reflect the Company’s assumptions of what market participants would use in pricing the asset or liability based on the best information available in the circumstances. The hierarchy is broken down into three levels based on reliability of the inputs as follows:

 

Level 1:  

Inputs that reflect unadjusted quoted prices in active markets that are accessible to the Company for identical assets or liabilities;

 

 

 

 

Level 2:  

Inputs that include quoted prices for similar assets and liabilities in active or inactive markets or that are observable for the asset or liability either directly or indirectly; and

 

 

 

 

Level 3:  

Unobservable inputs that are supported by little or no market activity.

The Company’s financial instruments include cash and cash equivalents, accounts payable and accrued expenses, and warrant derivative liability. Warrants are recorded at estimated fair value utilizing the Black-Scholes warrant pricing model.

The Company’s assets and liabilities which are measured at fair value are classified in their entirety based on the lowest level of input that is significant to their fair value measurement. The Company’s policy is to recognize transfers in and/or out of the fair value hierarchy as of the date in which the event or change in circumstances caused the transfer. The Company has consistently applied the valuation techniques in all periods presented.

The following table presents the Company’s financial assets and liabilities that were accounted for at fair value on a recurring basis as of September 30, 2022 and December 31, 2021, by level within the fair value hierarchy:

    

Fair Value Measurements Using

    

Level 1

    

Level 2

    

Level 3

    

Total

September 30, 2022

  

 

  

 

  

 

  

Liabilities:

 

  

 

  

 

  

 

  

Warrant derivative liability

$

$

$

421,000

$

421,000

December 31, 2021

 

  

 

  

 

  

 

  

Liabilities:

 

  

 

  

 

  

 

  

Warrant derivative liability

$

$

$

5,805,000

$

5,805,000

The warrant derivative liability for both periods presented was valued using the Black-Scholes valuation methodology as we believe that model embodies all the relevant assumptions (including trading volatility, estimated terms and risk-free interest rates) that address the features underlying these instruments.

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The following table sets forth a reconciliation of changes in the fair value of financial liabilities classified as Level 3 in the fair value hierarchy:

    

Derivative Instruments

Balance as of December 31, 2021

$

5,805,000

Warrant issuances

 

Warrant exercises

 

Change in fair value

 

(1,331,000)

Balance as of March 31, 2022

4,474,000

Warrant issuances

Warrant exercises

Change in fair value

(2,886,000)

Balance as of June 30, 2022

1,588,000

Warrant issuances

Warrant exercises

Change in fair value

(1,167,000)

Balance as of September 30, 2022

$

421,000

Note 8 - Common Stock

Authorized Shares

The Company had 300.0 million authorized shares of common stock as of September 30, 2022 and December 31, 2021.

The following table summarizes the Company’s remaining authorized shares available for future issuance:

September 30, 2022

Authorized shares

300,000,000

Common stock outstanding

15,085,792

Options outstanding

364,125

Warrants outstanding

1,065,137

Reserved for issuance under 2019 Stock and Incentive Plan

387,002

Available shares

283,097,944

ATM Equity Offering Program

In February 2020, the Company entered into a Sales Agreement with two agents to implement an “at the market” (ATM) equity offering program under which the Company, from time to time and at its sole discretion, may offer and sell shares of its common stock having an aggregate offering price up to $50.0 million to the public through the agents until (i) each agent declines to accept the terms for any reason, (ii) the entire amount of shares has been sold, or (iii) the Company suspends or terminates the Sales Agreement. The Sales Agreement includes customary indemnification rights in favor of the agents and provides that the agents will be entitled to an aggregate fixed commission of 4.0% of the gross proceeds (2.0% to each agent) to the Company from any shares sold pursuant to the Sales Agreement. Due to its terms and conditions, the Company does not anticipate any sales of stock under the Sales Agreement while it is evaluating available listing and trading options, including the appeal of the delisting determination by the NYSE American.

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The following table summarizes the Company’s sales and related issuance costs incurred under the Sales Agreement during the three and six months ended September 30, 2022 and 2021:

Three Months Ended September 30, 

Nine Months Ended September 30, 

    

2022

2021

    

2022

2021

Total shares of common stock sold

22,059

416,406

Gross proceeds

$

$

540,000

$

$

10,512,000

Commissions earned by placement agents

(22,000)

(422,000)

Issuance fees

(23,000)

(70,000)

Net proceeds

$

$

495,000

$

$

10,020,000

Common Stock Issued for Services

The Company issued an aggregate of 3,604 shares of common stock under the Ampio Pharmaceuticals, Inc. 2019 Stock and Incentive Plan (the “2019 Plan”), valued at an aggregate of $80,000 as partial compensation for the services of four non-employee directors, during the nine months ended September 30, 2021. During the nine months ended September 30, 2022, the Company did not issue any shares of common stock as partial compensation for the services of non-employee directors.

Note 9 - Equity

Options

In December 2019, the Company’s Board of Directors and stockholders approved the adoption of the 2019 Plan, under which shares were reserved for future issuance of equity related awards classified as option awards, restricted stock awards (“RSAs”) and other equity related awards. The 2019 Plan permits grants of equity awards to employees, directors and consultants. The stockholders originally approved a total of 10.0 million shares to be reserved for issuance under the 2019 Plan, which was reduced to 666,667 shares as a result of the 15-to-1 reverse stock split effective November 9, 2022. The Company’s previous 2010 Stock and Incentive Plan (the “2010 Plan”) was cancelled concurrently with the adoption of the 2019 Plan.

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The following table summarizes the activity since inception of the 2019 Plan and the shares available for future equity awards as of September 30, 2022:

    

2019 Plan

Total shares reserved for equity awards

666,667

Options granted during previous fiscal years

 

(262,232)

Options granted during Q1 2022

(106,555)

Restricted stock awards, net of settlement granted during fiscal 2021

(119,000)

Forfeited, expired and/or cancelled equity awards, prior year

367

Forfeited, expired and/or cancelled equity awards, during Q1 2022

1,767

Shares forfeited to settle exercise price and tax obligation during fiscal 2021

8,687

Shares forfeited to settle exercise price and tax obligation during Q1 2022

 

9,234

Remaining shares available for future equity awards as of March 31, 2022

198,935

Forfeited, expired and/or cancelled equity awards, during Q2 2022

57,584

RSAs forfeited during Q2 2022

60,000

Remaining shares available for future equity awards as of June 30, 2022

316,519

Forfeited, expired and/or cancelled equity awards, during Q3 2022

70,483

Remaining shares available for future equity awards as of September 30, 2022

387,002

The following table summarizes the Company’s restricted stock awards activity during the three and nine months ended September 30, 2022:

    

    

Weighted

    

Average Grant-Date

Aggregate

Awards

Fair Value

Intrinsic Value

Nonvested as of December 31, 2021

 

97,867

$

24.60

 

Granted

 

 

Forfeited

Vested

 

(24,467)

$

24.60

 

$

Nonvested as of March 31, 2022

73,400

$

24.60

Granted

Forfeited

(60,000)

Vested

Nonvested as of June 30, 2022

13,400

$

24.60

Granted

 

Forfeited