TAO Synergies Inc.
For the period ended Sep 30, 2025. Filed Nov 14, 2025.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2025 · Filed Nov 14, 2025
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-06-30; filed 2025-08-14.
0001410578-25-001820
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-09-30; filed 2025-11-14.
0001104659-25-112570
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 106 previous paragraphs and 109 current paragraphs.
67 unchanged; 32 reworded; 7 added; 4 removed; 3 previous and 3 current paragraphs rearranged.
Tables are not compared: 3 previous and 3 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (7)
Current report
Second Amendment to Series C Warrants
Current report
During the three and nine months ended September 30, 2025, the Company settled $4,296,438 of the Series D Preferred Stock through conversions into 1,432,146 shares of Common Stock.
Current report
Amendment to Series D Warrants
Current report
amortization of prepaid licensing fees relating to the Stanford License Agreement and Mount Sinai Agreement, and $9,936 for development of alternative drug supply with Stanford University.
Current report
General and Administrative and Warrant Expenses
Current report
Comparison of the nine months ended September 30, 2025 and 2024
Current report
General and Administrative and Warrant Expenses
Removed paragraphs (4)
Previous report
General and Administrative Expenses
Previous report
Comparison of the six months ended June 30, 2025 and 2024
Previous report
General and Administrative Expenses
Previous report
total decrease in other income is primarily attributable to the decrease in interest income as noted above, the change in fair value of warrant liability of $13,068,675, and the change in fair value of derivative liability of $1,295,000 and the unrealized loss in crypto currency investment of $14,368.
Reworded paragraphs (32)
Previous wording
The unaudited financial statements for the six months ended June 30, 2025 and 2024 include a summary of our significant accounting policies and should be read in conjunction with the discussion below and our financial statements and related notes included elsewhere in this Quarterly Report on Form 10-Q. In the opinion of management, all material adjustments necessary to present fairly the results of operations for such periods have been included in the financial statements. All such adjustments are of a normal recurring nature.
Current wording
The unaudited financial statements for the nine months ended September 30, 2025 and 2024 include a summary of our significant accounting policies and should be read in conjunction with the discussion below and our financial statements and related notes included elsewhere in this Quarterly Report on Form 10-Q. In the opinion of management, all material adjustments necessary to present fairly the results of operations for such periods have been included in the financial statements. All such adjustments are of a normal recurring nature.
Previous wording
On June 9, 2025, in connection with the Company’s previously announced exploration of strategic opportunities, the Company announced the launch of a differentiated cryptocurrency treasury strategy focused on the pure play artificial intelligence (AI) crypto coin, TAO, the native cryptocurrency of Bittensor, a decentralized blockchain network for machine learning and AI. On June 25, 2025, the Company filed a Certificate of Amendment to its Amended and Restated Articles of Incorporation with the Secretary of State for the State of Delaware, effective June 26, 2025, to change the name of the Company from “Synaptogenix, Inc.” to “TAO Synergies Inc.”
Current wording
On June 9, 2025, in connection with the Company’s previously announced exploration of strategic opportunities, the Company announced the launch of a differentiated cryptocurrency treasury strategy focused on the pure play artificial intelligence (AI) crypto coin, TAO, the native cryptocurrency of Bittensor, a decentralized blockchain network for machine learning and AI. On June 25, 2025, the Company filed a Certificate of Amendment to its Amended and Restated Articles of Incorporation with the Secretary of State for the State of Delaware, effective June 26, 2025, to change the name of the Company from “Synaptogenix, Inc.” to “TAO Synergies Inc.” On September 26, 2025, the Company formed a subsidiary TAOX Florida Inc. for the purpose of facilitating the Company’s expansion into the cryptocurrency treasury strategy business.
Previous wording
In December 2024, the Company announced via press release that the board of directors of Synaptogenix (the “Board”) had formed an independent special committee (the “Special Committee”) to explore strategic opportunities to create and enhance value for investors, including promising drug development platforms and/or compelling new technologies and services. Management has
Current wording
In December 2024, the Company announced via press release that the board of directors of Synaptogenix (the “Board”) had formed an independent special committee (the “Special Committee”) to explore strategic opportunities to create and enhance value for investors, including promising drug development platforms and/or compelling new technologies and services. Management has reviewed Synaptogenix’s financial position and has concluded that Synaptogenix’s continuing financial strength offset by anticipated future burn rate and publicly traded stock as currency allows the Special Committee to have the resources to continue evaluating potential strategic opportunities.
Previous wording
As a result of the Special Committee’s efforts, the Company launched its differentialed cryptocurrency treasury strategy, as described above, to stake TAO for revenue generation and capital appreciation, a strategy which underscores the Company’s mission to create value for shareholders.
Current wording
As a result of the Special Committee’s efforts, the Company launched its differentiated cryptocurrency treasury strategy, as described above, to stake TAO for revenue generation and capital appreciation, a strategy which underscores the Company’s mission to create value for shareholders.
Previous wording
On August 14, 2025, the Company entered into a second amendment (the “Second Series C Warrant Amendment”) to the Series C Warrants with holders of the Series C Warrants, effective as of June 30, 2025, to amend certain provisions as follows: (i) to further modify the Black Scholes Value (as defined therein) used to calculate payments to holders of the Series C Warrants in the event of a Fundamental Transaction (as defined therein) that is not approved by the Company’s board of directors or involves no consideration to holders of the Series C Warrants, from the greatest of (a) the Black Scholes Value of the remaining unexercised portion of the Series C Warrant, and (b) 125% of the positive difference between (1) product of the number of warrant shares underlying the unexercised portion of the Series C Warrant and the highest VWAP for the Common Stock during the period commencing twenty (20) trading days prior to the public announcement of the Fundamental Transaction (as defined therein) and ending on the consummation thereof and (2) the remaining aggregate exercise price of the Series C Warrant, to the greatest of (a) the Black Scholes Value of the remaining unexercised portion of the Series C Warrant, and (b) the positive difference between (1) product of the number of warrant shares underlying the unexercised portion of the Series C Warrant and the highest VWAP for the Common Stock during the period commencing twenty (20) trading days prior to the public announcement of the Fundamental Transaction and ending on the consummation thereof and (2) the remaining aggregate exercise price of the Series C Warrant, and (ii) to remove the provision providing for an increase in the exercise price of the Series C Warrants upon (a) the increase or decrease of the purchase or exercise price of any options, (b) the issuance
Current wording
On August 14, 2025, the Company entered into a second amendment (the “Second Series C Warrant Amendment”) to the Series C Warrants with holders of the Series C Warrants, effective as of June 30, 2025, to amend certain provisions as follows: (i) to further modify the Black Scholes Value (as defined therein) used to calculate payments to holders of the Series C Warrants in the event of a Fundamental Transaction (as defined therein) that is not approved by the Company’s board of directors or involves no consideration to holders of the Series C Warrants, from the greatest of (a) the Black Scholes Value of the remaining unexercised portion of the Series C Warrant, and (b) 125% of the positive difference between (1) product of the number of warrant shares underlying the unexercised portion of the Series C Warrant and the highest VWAP for the Common Stock during the period commencing twenty (20) trading days prior to the public announcement of the Fundamental Transaction (as defined therein) and ending on the consummation thereof and (2)
Previous wording
During the six months ended June 30, 2025, the Company settled $4,061,750 of the Series C Preferred Stock through $1,430,000 of cash redemptions and conversion of $2,631,750 into 877,250 shares of Common Stock and payment of $80,312 of accrued dividends in cash through installment redemptions. In conjunction with the redemptions and conversion during the six months ended June 30, 2025, the Company recognized a deemed dividend of $105,722 related to cash premiums and relieved $316,485 of the Series C Preferred Stock premium recognized in conjunction with the amendment to the Series C Preferred Stock.
Current wording
During the nine months ended September 30, 2025, the Company settled $4,285,000 of the Series C Preferred Stock through $1,430,000 of cash redemptions and conversion of $2,855,000 into 951,667 shares of Common Stock and payment of $80,312 of accrued dividends in cash through installment redemptions. In conjunction with the redemptions and conversion during the nine months ended September 30, 2025, the Company recognized a deemed dividend of $105,722 related to cash premiums and relieved $343,332 of the Series C Preferred Stock premium recognized in conjunction with the amendment to the Series C Preferred Stock.
Previous wording
Notwithstanding the foregoing, the Company’s ability to settle conversions is subject to certain limitations set forth in the Series D Certificate of Designations, including a limit on the number of shares that may be issued until the time, if any, that the Company’s stockholders have approved the issuance of more than 19.99% of the Company’s outstanding shares of Common Stock in accordance with Nasdaq listing standards (the “Nasdaq Stockholder Approval”). The Company received stockholder approval of these matters at a meeting held on August 6, 2025. Further, the Series D Certificate of Designations contains a certain beneficial ownership limitation after giving effect to the issuance of shares of Common Stock issuable upon conversion of the Series D Certificate of Designations or Series D Warrants.
Current wording
Notwithstanding the foregoing, the Company’s ability to settle conversions is subject to certain limitations set forth in the Series D Certificate of Designations, including a limit on the number of shares that may be issued until the time, if any, that the Company’s stockholders have approved the issuance of more than 19.99% of the Company’s outstanding shares of Common Stock in accordance with Nasdaq listing standards (the “Nasdaq Stockholder Approval”). The Company received stockholder approval of these matters at a meeting held on August 6, 2025. Further, the Series D Certificate of Designations contains a certain beneficial ownership
Previous wording
any amounts due to the holders of the Series D Preferred Stock when due. In connection with a Triggering Event, each holder of Series D Preferred Stock will be able to require the Company to redeem in cash any or all of the holder’s Series D Preferred Stock at a premium set forth in the Series D Certificate of Designations.
Current wording
The Series D Certificate of Designations includes certain Triggering Events (as defined in the Series D Certificate of Designations), including, among other things, the failure to file and maintain an effective registration statement covering the sale of the holder’s securities registrable pursuant to the Series D Registration Rights Agreement (defined below) and the Company’s failure to pay any amounts due to the holders of the Series D Preferred Stock when due. In connection with a Triggering Event, each holder of Series D Preferred Stock will be able to require the Company to redeem in cash any or all of the holder’s Series D Preferred Stock at a premium set forth in the Series D Certificate of Designations.
Previous wording
During the three months ended June 30, 2025 and 2024, the Company recorded a loss of $554,000 and a gain of $58,000, respectively, related to the change in fair value of the Series B warrant liability, which is recorded in other income (expense) on the Condensed Statements of Comprehensive Loss. During the six months ended June 30, 2025 and 2024, the Company recorded a loss of $442,000 and $154,000, respectively, related to the change in fair value of the Series B warrant liability, which is recorded in other income (expense) on the Condensed Statements of Comprehensive Loss. The fair value of the warrants of approximately $752,000 was estimated at June 30, 2025 utilizing the Black Scholes Model using the following weighted average assumptions: dividend yield 0%; remaining term of 2.39 years; equity volatility of 100%; and a risk-free interest rate of 3.64%.
Current wording
During the three months ended September 30, 2025 and 2024, the Company recorded a gain of $106,000 and a loss of $33,000, respectively, related to the change in fair value of the Series B warrant liability, which is recorded in other income (expense) on the Condensed Consolidated Statements of Comprehensive Loss. During the nine months ended September 30, 2025 and 2024, the Company recorded a loss of $336,000 and $129,000, respectively, related to the change in fair value of the Series B warrant liability, which is recorded in other income (expense) on the Condensed Consolidated Statements of Comprehensive Loss. The fair value of the warrants of approximately $646,000 was estimated at September 30, 2025 utilizing the Black Scholes Model using the following weighted average assumptions: dividend yield 0%; remaining term of 2.14 years; equity volatility of 130%; and a risk-free interest rate of 3.54%.
Previous wording
On February 23, 2022, we announced our collaboration with Cleveland Clinic to pursue possible treatments for MS, and on July 19, 2023, we announced that we had entered into an agreement with Cleveland Clinic to conduct a Phase 1 trial of Bryostatin-1 in MS. Cleveland Clinic will manage the clinical trial’s implementation, including an IND submission to the FDA and patient enrollment. Cleveland Clinic has enrolled three subjects and has dosed two to - date, with the total planned enrollment in the MS Trial of 20 subjects. The total estimated costs associated with this collaboration are approximately $2.0 million. As of June 30, 2025, we have incurred expenses due to Cleveland Clinic approximately $563,000 of which $250,459 was expensed during the six months ended June 30, 2025.
Current wording
On February 23, 2022, we announced our collaboration with Cleveland Clinic to pursue possible treatments for MS, and on July 19, 2023, we announced that we had entered into an agreement with Cleveland Clinic to conduct a Phase 1 trial of Bryostatin-1 in MS. Cleveland Clinic will manage the clinical trial’s implementation, including an IND submission to the FDA and patient enrollment. Cleveland Clinic has enrolled three subjects and has dosed two to - date, with the total planned enrollment in the MS Trial of 20 subjects. The total estimated costs associated with this collaboration are approximately $2.0 million. As of September 30, 2025, we have incurred expenses due to Cleveland Clinic approximately $563,000 of which $250,459 was expensed during the nine months ended September 30, 2025.
Previous wording
Total operating expenses for the three months ended June 30, 2025 were $3,039,795 as compared to $1,580,967 for the three months ended June 30, 2024, an increase of approximately 92.3%. The increase in total operating expenses is due to the increase in general and administrative expenses and warrant issuance costs partially offset by the decrease in research and development expenses.
Current wording
Total operating expenses for the three months ended September 30, 2025 were $2,002,871 as compared to $1,978,044 for the three months ended September 30, 2024, an increase of approximately 1.3%. The increase in total operating expenses is due to the increase in general and administrative expenses partially offset by warrant issuance costs and by the decrease in research and development expenses.
Previous wording
For the three months ended June 30, 2025, we incurred $148,555 in research and development expenses as compared to $342,068 for the three months ended June 30, 2024, a decrease of approximately 56.6%. These expenses were incurred primarily in connection with developing the potential AD therapeutic product and the MS trial with Cleveland Clinic during the three months ended June 30, 2024. Of these expenses, for the three months ended June 30, 2025, $90,810 was incurred principally relating to our product development and storage of drug product, $37,906 for clinical consulting services, $7,479 of amortization of prepaid licensing fees relating to the Stanford License Agreement and Mount Sinai Agreement, and $12,360 for development of alternative drug supply with Stanford University; comparatively, for the three months ended June 30, 2024, $244,447 was incurred principally relating to our confirmatory clinical trial and related storage of drug product, $82,281 for clinical consulting services, $7,469 of amortization of prepaid licensing fees relating to the Stanford License Agreement and Mount Sinai Agreement, and $7,871 for development of alternative drug supply with Stanford University.
Current wording
For the three months ended September 30, 2025, we incurred $54,388 in research and development expenses as compared to $222,897 for the three months ended September 30, 2024, a decrease of approximately 75.6%. These expenses were incurred primarily in connection with developing the potential AD therapeutic product and the MS trial with Cleveland Clinic during the three months ended September 30, 2024. Of these expenses, for the three months ended September 30, 2025, $27,305 was incurred principally relating to our product development and storage of drug product, $13,279 for clinical consulting services, $7,534 of amortization of prepaid licensing fees relating to the Stanford License Agreement and Mount Sinai Agreement, and $6,270 for development of alternative drug supply with Stanford University; comparatively, for the three months ended September 30, 2024, $31,630 was incurred principally relating to our confirmatory clinical trial and related storage of drug product, $173,797 for clinical consulting services, $7,534 of
Previous wording
Our research and development expenses have decreased as our Cleveland Clinic trialrial for AD was concluded by the end of 2024 and our MS clinical trial was discontinued. Other development expenses might increase, as our resources permit, in order to advance our potential products. We are continuing to determine how to proceed with respect to our other current development programs for Bryostatin-1.
Current wording
Our research and development expenses have decreased as our Cleveland Clinic trial for AD was concluded by the end of 2024 and our MS clinical trial was discontinued. Other development expenses might increase, as our resources permit, in order to advance our potential products. We are continuing to determine how to proceed with respect to our other current development programs for Bryostatin-1.
Previous wording
We incurred $3,899,589 and $2,321,144 of general and administrative expenses for the three months ended June 30, 2025 and 2024, respectively, an increase of approximately 68.0%. The six months ended June 30, 2025 results included warrant issuance costs associated with the Series D Private Placement of approximately $700,000. During the six months ended June 30, 2025, $449,791 was incurred primarily for wages, bonuses, vacation pay, severance, taxes and insurance, versus $670,552 for the six months ended June 30, 2024. The decrease resulted primarily from compensation reductions for our President and our Chief Executive Officer and lower bonuses. $400,957 was incurred for legal expenses versus $284,000 for the 2024 comparable period. The increased legal fees for 2024 is based upon the Company changing its business strategy, restructuring and financing. $504,289 was incurred for outside operations consulting services during the three months ended June 30, 2025, versus $492,770 for the comparable period in 2024. $26,328 was incurred for travel expenses during the six months ended June 30, 2025, versus $57,187 for the comparable period in 2024 as Company officers and directors conducted overseas due diligence for strategic investments in 2024. $204,435 was incurred for investor relations services during the six months ended June 30, 2025, versus $220,935 for the comparable period in 2024. $140,711 was incurred for professional fees associated with auditing, financial, accounting and tax advisory services during the six months ended June 30, 2025, versus $155,197 for the comparable period in 2024. $279,934 was incurred for insurance during the six months ended June 30, 2025, versus $309,229 for the comparable period in 2024. The decrease is attributable to lower premiums. $219,909 was incurred for utilities, supplies, license fees, filing costs, rent, advertising and other expenses during the six months ended June 30, 2025, versus $113,447 for the comparable period in 2024. The increase is attributable to credits for lower franchise taxes paid during the 2024 period credited to 2024. $972,941 was recorded as non-cash stock options compensation expense during the six months ended June 30, 2025, versus $17,827 for the comparable period in 2024. The increase for the current period is attributable to granting of restricted stock awards during the current period.
Current wording
We incurred $1,948,483 and $1,755,147 of general and administrative expenses for the three months ended September 30, 2025 and 2024, respectively, an increase of approximately 11.0%. The three months ended September 30, 2024 results included warrant issuance costs associated with the Series C Private Placement of $618,375. During the three months ended September 30, 2025, $212,341 was incurred primarily for wages, bonuses, vacation pay, severance, taxes and insurance, versus $315,830 for the three months ended September 30, 2024. The decrease resulted primarily from compensation reductions for our President and our Chief Executive Officer and decreased executive bonuses. $403,789 was incurred for legal expenses versus $113,173 for the 2024 comparable period. The increase in legal fees for 2025 resulted from the Company changing its business strategy, restructuring and financing. $785,385 was incurred for outside operations consulting services during the three months ended September 30, 2025, versus $258,990 for the comparable period in 2024. The higher amount for the 2025 period reflects non-cash expenses associated with warrants issued to crytcocurrency experts totaling $336,838. $12,502 was incurred for travel expenses during the three months ended September 30, 2025, versus $26,226 for the comparable period in 2024 as Company officers and directors conducted overseas due diligence for strategic investments in 2024. $105,379 was incurred for investor relations services during the three months ended September 30, 2025, versus $95,314 for the comparable period in 2024. $54,310 was incurred for professional fees associated with auditing, financial, accounting and tax advisory services during the three months ended September 30, 2025, versus $58,995 for the comparable period in 2024; $144,913 was incurred for insurance during the three months ended June 30, 2025, versus $161,467 for the comparable period in 2024. The decrease in insurance expense is attributable to lower premiums; $176,090 was incurred for utilities, supplies, license fees, filing costs, rent, advertising and other expenses during the three months ended September 30, 2025, versus $102,986 for the comparable period in 2024. The increase is attributable to credits for lower franchise taxes paid during the 2024 period credited to 2024. $53,774 was recorded as non-cash stock options compensation expense during the three months ended September 30, 2025, versus $3,791 for the comparable period in 2024. The increase for the current period is attributable to granting of stock options awards during the current quarter.
Previous wording
We recognized total other expenses of $(14,480,245) for the three months ended June 30, 2025 as compared to total other income of $307,658 for the three months ended June 30, 2025, which consisted, for 2025 and 2024, of interest income on funds deposited in interest-bearing money market accounts and investments in short-term U.S. treasury bills and changes in fair value of warrant and derivative liabilities and offering costs. The decrease in interest income and unrealized gains on treasury bills totaling $177,710 for the three months ended June 30, 2025 is primarily attributable to the decrease in cash balances over the period and lower interest rates. The total decrease in other income is primarily attributable to the decrease in interest income as noted above, the change in fair value of derivative liability of $14,361,675, and the change in fair value of derivative liability of $244,000 and the unrealized loss in crypto currency investment of $14,368.
Current wording
We recognized total other expenses of $(2,123,747) for the three months ended September 30, 2025 as compared to $(3,763,969) for the three months ended September 30, 2025, which consisted, for 2025 and 2024, of interest income on funds deposited in interest-bearing money market accounts and investments in short-term U.S. treasury bills and changes in fair value of warrant and derivative liabilities and offering costs. The decrease in interest income and unrealized gains on treasury bills totaling $257,389 for the three months ended September 30, 2025 is primarily attributable to the decrease in cash balances over the period and lower interest rates. The total decrease in other income is primarily attributable to the decrease in interest income as noted above, the unrealized loss on digital asset investments of 2,382,129 offset by the decrease in loss in issuance of Series C Preferred Stock of approximately $3.8 million, the decrease in fair value of derivative and warrant liabilities of $455,090 and reduction in net loss in equity investment of 12,025.
Previous wording
We recognized losses of ($17,516,078) and $(1,273,309) for the three months ended June 30, 2025 and 2024, respectively. The increased loss was primarily attributable to the increase in general and administrative, other expenses and decreased interest income partially offset by a decrease in research and development expenses.
Current wording
We recognized losses of $(3,923,247) and $(5,742,013) for the three months ended September 30, 2025 and 2024, respectively. The decreased loss was primarily attributable to the decrease in research and development expenses, the decrease in other losses partially offset by the increase in general and administrative expenses.
Previous wording
The following table summarizes our results of operations for the six months ended June 30, 2025 and 2024:
Current wording
The following table summarizes our results of operations for the nine months ended September 30, 2025 and 2024:
Previous wording
We generated operating revenues of $3,962 for the six months ended June 30, 2025 from staking TAO tokens versus $0 for the comparable period in 2024.
Current wording
We generated operating revenues for the nine months ended September 30, 2025 from staking TAO tokens.
Previous wording
Total operating expenses for the six months ended June 30, 2025 were $4,108,960 as compared to $3,272,461 for the six months ended June 30, 2024, an increase of approximately 25.6%. The increase in total operating expenses is due to the increase in general and administrative expenses and warrant issuance costs partially offset by the decrease in research and development expenses.
Current wording
Total operating expenses for the nine months ended September 30, 2025 were $6,111,831 as compared to $5,250,505 for the nine months ended September 30, 2024, an increase of approximately 16.4%. The increase in total operating expenses is due to the increase in general and administrative expenses and warrant issuance costs partially offset by the decrease in research and development expenses.
Previous wording
For the six months ended June 30, 2025, we incurred $209,371 in research and development expenses as compared to $951,317 for the six months ended June 30, 2024, a decrease of approximately 78.0%. These expenses were incurred primarily in connection with developing the potential AD therapeutic product and the MS trial with Cleveland Clinic during the six months ended June 30, 2024. Of these expenses, for the six months ended June 30, 2025, $110,648 was incurred principally relating to our product development and storage of drug product, $57,083 for clinical consulting services, $14,904 of amortization of prepaid licensing fees relating to the Stanford License Agreement and Mount Sinai Agreement, and $26,736 for development of alternative drug supply with Stanford University. Comparatively, for the six months ended June 30, 2024, $666,270 was incurred principally relating to our confirmatory clinical trial and related storage of drug product, $252,725 for clinical consulting services, $14,573 of amortization of prepaid licensing fees relating to the Stanford License Agreement and Mount Sinai Agreement, $17,749 for development of alternative drug supply with Stanford University.
Current wording
For the nine months ended September 30, 2025, we incurred $263,759 in research and development expenses as compared to $1,174,214 for the nine months ended September 30, 2024, a decrease of approximately 77.5%. These expenses were incurred primarily in connection with developing the potential AD therapeutic product and the MS trial with Cleveland Clinic during the nine months ended September 30, 2024. Of these expenses, for the nine months ended September 30, 2025, $137,953 was incurred principally relating to our product development and storage of drug product, $70,362 for clinical consulting services, $22,438 of amortization of prepaid licensing fees relating to the Stanford License Agreement and Mount Sinai Agreement, and $33,006 for development of alternative drug supply with Stanford University. Comparatively, for the nine months ended September 30, 2024, $697,899 was incurred principally relating to our confirmatory clinical trial and related storage of drug product, $426,523 for clinical consulting services, $22,107 of amortization of prepaid licensing fees relating to the Stanford License Agreement and Mount Sinai Agreement, $27,685 for development of alternative drug supply with Stanford University.
Previous wording
Our research and development expenses have decreased as our Cleveland Clinic trialrial for AD was concluded by the end of 2024 and our MS clinical trial was discontinued. Other development expenses might increase, as our resources permit, in order to advance our potential products. We are continuing to determine how to proceed with respect to our other current development programs for Bryostatin-1.
Current wording
Our research and development expenses have decreased as our Cleveland Clinic trial for AD was concluded by the end of 2024 and our MS clinical trial was discontinued. Other development expenses might increase, as our resources permit, in order to advance our potential products. We are continuing to determine how to proceed with respect to our other current development programs for Bryostatin-1.
Previous wording
We incurred $2,191,395 and $1,238,899 of general and administrative expenses for the three months ended June 30, 2025 and 2024, respectively, an increase of approximately 133.4%. The three months ended June 30, 2025 results included warrant issuance costs associated with the Series D Private Placement of approximately $700,000. During the three months ended June 30, 2025, $212,548 was incurred primarily for wages, bonuses, vacation pay, severance, taxes and insurance, versus $327,892 for the three months ended
Current wording
We incurred $5,848,072 and $4,076,291 of general and administrative expenses for the nine months ended September 30, 2025 and 2024, respectively, an increase of approximately 43.5%. The nine months ended September 30, 2025 results included warrant issuance costs associated with the Series D Private Placement of approximately $700,000 for 2025 versus approximately 618,000 associated with the Series C Private Placement during the comparable 2024 period. During the nine months ended September 30, 2025, $662,132 was incurred primarily for wages, bonuses, vacation pay, severance, taxes and insurance, versus $986,382 for the nine months ended September 30, 2024. The decrease resulted primarily from compensation reductions for our President and our Chief Executive Officer and lower bonuses. $804,746 was incurred for legal expenses versus $397,123 for the 2024 comparable period. The increased
Previous wording
June 30, 2024. The decrease resulted primarily from compensation reductions for our President and our Chief Executive Officer and decreased executive bonuses. $322,510 was incurred for legal expenses versus $170,344 for the 2024 comparable period. The increase in legal fees for 2025 resulted from the Company changing its business strategy, restructuring and financing. $310,471 was incurred for outside operations consulting services during the three months ended June 30, 2025, versus $230,769 for the comparable period in 2024. The higher amount for the 2025 period reflects non-cash expenses associated with warrants issued to a crytcocurrency expert. $10,370 was incurred for travel expenses during the three months ended June 30, 2025, versus $22,306 for the comparable period in 2024 as Company officers and directors conducted overseas due diligence for strategic investments in 2024. $54,474 was incurred for investor relations services during the three months ended June 30, 2025, versus $56,203 for the comparable period in 2024. $52,904 was incurred for professional fees associated with auditing, financial, accounting and tax advisory services during the three months ended June 30, 2025, versus $134,484 for the comparable period in 2024. This decrease was attributable to year-end 2023 audit services paid during the 2024 quarter. $149,730 was incurred for insurance during the three months ended June 30, 2025, versus $154,264 for the comparable period in 2024. The decrease is attributable to lower premiums; $109,156 was incurred for utilities, supplies, license fees, filing costs, rent, advertising and other expenses during the three months ended June 30, 2025, versus $139,217 for the comparable period in 2024. The increase is attributable to credits for lower franchise taxes paid during the 2024 period credited to 2024. $969,232 was recorded as non-cash stock options compensation expense during the three months ended June 30, 2025, versus $3,420 for the comparable period in 2024. The increase for the current period is attributable to granting of restricted stock awards during the current quarter.
Current wording
legal fees for 2025 is based upon the Company changing its business strategy, restructuring and financing. $1,290,215 was incurred for outside operations consulting services during the nine months ended September 30, 2025. The higher amount for the 2025 period reflects non-cash expenses associated with warrants issued to cryptocurrency experts totaling 336,838 versus $751,761 for the comparable period in 2024. $38,831 was incurred for travel expenses during the nine months ended September 30, 2025, versus $83,412 for the comparable period in 2024 as Company officers and directors conducted overseas due diligence for strategic investments in 2024. $309,814 was incurred for investor relations services during the nine months ended September 30, 2025, versus $316,249 for the comparable period in 2024. $195,022 was incurred for professional fees associated with auditing, financial, accounting and tax advisory services during the nine months ended September 30, 2025, versus $214,192 for the comparable period in 2024. $424,848 was incurred for insurance during the nine months ended September 30, 2025, versus $470,695 for the comparable period in 2024. The decrease is attributable to lower premiums. $395,904 was incurred for utilities, supplies, license fees, filing costs, rent, advertising and other expenses during the nine months ended September 30, 2025, versus $216,484 for the comparable period in 2024. The increase is attributable to credits for lower franchise taxes paid during the 2024 period credited to 2024. $1,026,715 was recorded as non-cash stock options compensation expense during the nine months ended September 30, 2025, versus $21,618 for the comparable period in 2024. The increase for the current period is attributable to granting of restricted stock and stock options awards during the current period.
Previous wording
We recognized total other expenses of $(13,025,911) for the six months ended June 30, 2025 as compared to total other income of $1,792,453 for the six months ended June 30, 2025, which consisted, for 2025 and 2024, of interest income on funds deposited in interest-bearing money market accounts and investments in short-term U.S. treasury bills and changes in fair value of warrant and derivative liabilities and offering costs. The decrease in interest income and unrealized gains on treasury bills totaling $458,771 for the six months ended June 30, 2025 is primarily attributable to the decrease in cash balances over the period and lower interest rates. The
Current wording
We recognized total other expenses of $(15,149,658) for the nine months ended September 30, 2025 as compared to $(1,971,516) for the nine months ended September 30, 2025, which consisted, for 2025 of unrealized losses on digital assets, and for both 2025 and 2024, interest income on funds deposited in interest-bearing money market accounts and investments in short-term U.S. treasury bills and changes in fair value of warrant and derivative liabilities and offering costs. The decrease in interest income and unrealized gains on treasury bills totaling $716,160 for the nine months ended September 30, 2025 is primarily attributable to the decrease in cash balances over the period and lower interest rates. The total increase in other expenses is primarily attributable to the decrease in interest income as noted above, the unrealized loss on digital asset investments of 2,396,497, the increase in warrant and derivative liabilities of approximately $13.9 million offset by the decrease in loss in issuance of Series C Preferred Stock of approximately $3.8 million.
Previous wording
We recognized losses of $(17,130,909) and $(1,480,008) for the six months ended June 30, 2025 and 2024, respectively. The increased loss was primarily attributable to the increase in general and administrative, other expenses and decrease in interest income partially offset by a decrease in research and development expenses.
Current wording
We recognized losses of $(21,054,156) and $(7,222,021) for the nine months ended September 30, 2025 and 2024, respectively. The increased loss was primarily attributable to the increase in general and administrative, other expenses and decrease in interest income partially offset by a decrease in research and development expenses.
Previous wording
Since inception, we have incurred negative cash flows from operations. As of June 30, 2025, we had working capital of $18,816,404 as compared to working capital of $16,706,587 as of December 31, 2024. The $2,109,817 increase in working capital was primarily attributable to approximately $4.9 million of the Series D Private Placement, approximately $500,000 of proceeds from warrant exercises and $300,000 of interest income partially offset by $2.2 million of operating expenses and redemption of Series C Preferred Stock of approximately $1.4 million.
Current wording
Since inception, we have incurred negative cash flows from operations. As of September 30, 2025, we had working capital of $7,306,830 as compared to working capital of $16,706,587 as of December 31, 2024. The $600,243 decrease in working capital was primarily attributable to approximately $4.9 million of proceeds from the Series D Private Placement, approximately $2.0 million of proceeds from warrant exercises and approximately $380,000 of interest income partially offset by $5.1 million of operating expenses and redemption of Series C Preferred Stock of approximately $1.6 million.
Previous wording
We expect that our current cash and cash equivalents and Tao tokens value of approximately $20.8 million in total will be sufficient to support our projected operating requirements for at least the next 12 months from the date of this Quarterly Report on Form 10-Q, which may include the continuing development of Bryostatin-1 for neurodegenerative diseases.
Current wording
We expect that our current cash and cash equivalents and Tao tokens value of approximately $34.0 million in total will be sufficient to support our projected operating requirements for at least the next 12 months from the date of this Quarterly Report on Form 10-Q, which may include the continuing development of Bryostatin-1 for neurodegenerative diseases.
Previous wording
We expect to require additional capital in order to accumulate enough capital to acquire our previously stated target amount of TAO and to otherwise pursue our business strategy. However, additional future funding may not be available to us on acceptable terms, or at all. If we are unable to obtain adequate financing or financing on terms satisfactory to us, we could face significant limitations on our ability to invest in our operations and otherwise suffer harm to our business. Any additional equity financing, if available, may not be available on favorable terms, would most likely be significantly dilutive to our current stockholders and debt financing, if available, and may involve restrictive covenants. If we are able to access funds through collaborative or licensing arrangements, we may be required to relinquish rights to some of our technologies or product candidates that we would otherwise seek to develop or commercialize on our own, on terms that are not favorable to us. Our ability to access capital when needed is not assured and, if not achieved on a timely basis, would likely materially harm our business and financial condition.
Current wording
We expect to require additional capital in order to accumulate enough capital to acquire our previously stated target amount of TAO and to otherwise pursue our business strategy. However, additional future funding may not be available to us on acceptable terms, or at all. If we are unable to obtain adequate financing or financing on terms satisfactory to us, we could face significant limitations on our ability to invest in our operations and otherwise suffer harm to our business. Any additional equity financing, if available, may not be available on favorable terms, would most likely be significantly dilutive to our current stockholders and debt financing, if available, and may involve restrictive covenants. If we are able to access funds through collaborative or licensing arrangements, we may be required to relinquish rights to some of our technologies or product candidates that we would otherwise seek to develop or commercialize
Previous wording
We expect to continue to incur expenses, resulting in losses and negative cash flows from operations, over at least the next several quarters as we continue to evaluate developing AD and other therapeutic products.
Current wording
We expect to continue to incur expenses, resulting in losses and negative cash flows from operations, over at least the next several quarters as we continue to evaluate developing AD and other therapeutic products while also executing our cryptocurrency treasury strategy.
Previous wording
Cash used in operating activities was $2,749,668 for the six months ended June 30, 2025, compared to $2,685,075 for the six months ended June 30, 2024. The $64,593 increase primarily resulted from the increase in non-cash expenses and change in fair value of liabilities of approximately $16.1 million offset by an increase in prepaid expenses of approximately $0.2 million, the decrease in accounts payable and accrued expenses of totaling approximately $0.3 million and the increase in net loss of approximately $15.6 million.
Current wording
Cash used in operating activities was $3,944,213 for the nine months ended September 30, 2025, compared to $3,716,123 for the nine months ended September 30, 2024. The $228,090 increase primarily resulted from the increase in non-cash expenses and change in fair value of liabilities of approximately $11.2 million, an increase in accounts payable and accrued expenses of approximately $0.5 million and the unrealized loss of approximately $2.4 million from cryptocurrency and a decrease in prepaid expenses of approximately $0.3 million partially offset by, non-cash revenue from digital assets of approximately $0.2 million and the increase in net loss of approximately $13.8 million.
Previous wording
Net cash used in investing activities was $4.5 million for the six months ended June 30, 2025 compared to $1.0 million for the six months ended June 30, 2024. The cash used in investing activities for the six months ended June 30, 2024 was for the purchase of crypto currency for the Company’s treasury strategy.
Current wording
Net cash used in investing activities was approximately $17.6 million for the nine months ended September 30, 2025 compared to $1.0 million for the nine months ended September 30, 2024. The cash used in investing activities for the nine months ended September 30, 2024 was for the purchase of cryptocurrency for the Company’s treasury strategy. Cash used for the nine months ended September 30, 2024 was for the purchase of debt securities for a strategic investment.
Previous wording
Net cash provided by financing activities was $3,963,165 for the six months ended June 30, 2025 compared to $0 provided by financing activities for the six months ended June 30, 2024. The cash provided by financing activities for the six months ended June 30, 2025 consisted of proceeds from the Company’s Series D Preferred Stock offering and proceeds from exercise of investor warrants partially offset by principal and dividend payments applied to our outstanding Series C Preferred Stock outstanding.
Current wording
Net cash provided by financing activities was $5,303,622 for the nine months ended September 30, 2025 compared to $4,319,595 used in financing activities for the nine months ended September 30, 2024. The cash provided by financing activities for the nine months ended June 30, 2025 consisted of proceeds from the Company’s Series D Preferred Stock offering and proceeds from exercise of investor warrants partially offset by principal and dividend payments applied to our outstanding Series C Preferred Stock outstanding. Cash used for the nine months ended September 30, 2024 was for the redemption of principal and dividends paid on our Series B Preferred Stock outstanding partially offset by proceeds from our Series C Preferred Stock offering.
Rearranged current paragraphs (3)
Current report — wording carried from elsewhere
the remaining aggregate exercise price of the Series C Warrant, to the greatest of (a) the Black Scholes Value of the remaining unexercised portion of the Series C Warrant, and (b) the positive difference between (1) product of the number of warrant shares underlying the unexercised portion of the Series C Warrant and the highest VWAP for the Common Stock during the period commencing twenty (20) trading days prior to the public announcement of the Fundamental Transaction and ending on the consummation thereof and (2) the remaining aggregate exercise price of the Series C Warrant, and (ii) to remove the provision providing for an increase in the exercise price of the Series C Warrants upon (a) the increase or decrease of the purchase or exercise price of any options, (b) the issuance of additional consideration upon the conversion of any convertible securities or (c) the increase or decrease of the rate of conversion of any convertible securities.
Current report — wording carried from elsewhere
limitation after giving effect to the issuance of shares of Common Stock issuable upon conversion of the Series D Certificate of Designations or Series D Warrants.
Current report — wording carried from elsewhere
on our own, on terms that are not favorable to us. Our ability to access capital when needed is not assured and, if not achieved on a timely basis, would likely materially harm our business and financial condition.
Rearranged previous paragraphs (3)
Previous report — wording carried elsewhere
reviewed Synaptogenix’s financial position and has concluded that Synaptogenix’s continuing financial strength offset by anticipated future burn rate and publicly traded stock as currency allows the Special Committee to have the resources to continue evaluating potential strategic opportunities.
Previous report — wording carried elsewhere
of additional consideration upon the conversion of any convertible securities or (c) the increase or decrease of the rate of conversion of any convertible securities.
Previous report — wording carried elsewhere
The Series D Certificate of Designations includes certain Triggering Events (as defined in the Series D Certificate of Designations), including, among other things, the failure to file and maintain an effective registration statement covering the sale of the holder’s securities registrable pursuant to the Series D Registration Rights Agreement (defined below) and the Company’s failure to pay