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Klotho Neurosciences, Inc.

For the period ended Jun 30, 2025. Filed Aug 18, 2025.

View on SEC.gov

About 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.

Jun 30, 2025 · Filed Aug 18, 2025

GRML$3.84+7.6%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-03-31; filed 2025-05-15.

0001213900-25-043529

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2025-06-30; filed 2025-08-18.

0001213900-25-077684

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The 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 37 previous paragraphs and 44 current paragraphs.

27 unchanged; 9 reworded; 5 added; 1 removed; 0 previous and 3 current paragraphs rearranged.

Tables are not compared: 1 previous and 1 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 (5)

Current report

Our operating expenses for the six months ended June 30, 2025 were $3,479,820 compared to $817,652 for the six months ended June 30, 2024, an increase of $2,662,168. The increase was primarily due to increase in professional fees, general and administrative, share-based compensation expense, and research and development efforts.

Current report

Net cash provided by financing activities for the six months ended June 30, 2024 was $1,895,424, which consisted of proceeds from issuance of a convertible promissory note $950,000, proceeds from the sale of stock and warrants, net of $175,000 and merger proceeds net of transaction costs of $770,424.
Removed paragraphs (1)

Previous report

Operating expenses are composed of consultant fees and professional fees.
Reworded paragraphs (9)

Previous wording

Results of Operations for the Three and Three Months Ended March 31, 2025 Compared to the Three and Three Months Ended March 31, 2024

Current wording

Results of Operations for the Three Months Ended June 30, 2025 Compared to the Three Months Ended June 30, 2024

Previous wording

Our operating expenses for the three months ended March 31, 2025 were $1,586,968 compared to $672,045 for the three months ended March 31, 2024, an increase of $914,923. The increase was primarily due to increase in professional fees, general and administrative, and share-based compensation expense.

Current wording

Our operating expenses for the three months ended June 30, 2025 were $1,892,852 compared to $395,607 for the three months ended June 30, 2024, an increase of $1,497,245. The increase was primarily due to increase in professional fees, general and administrative, share-based compensation expense, and commencement of research and development efforts.

Previous wording

For the three months ended March 31, 2025, we incurred a net loss of $2,233,982 compared to a net loss of $672,044 for the three month period ended March 31, 2024. The increase in net loss was primarily due to increased share-based compensation expense as well as professional fees and general operating expenses.

Current wording

For the six months ended June 30, 2025, we incurred a net loss of $6,327,213 compared to a net loss of $1,123,683 for the six-month period ended June 30, 2024. The increase in net loss was primarily due to increased share-based compensation expense as well as professional fees and general operating expenses.

Previous wording

Net cash used in operating activities for the Three Months ended March 31, 2025 was $1,553,747, compared to $21,976, for the Three Months ended March 31, 2024, an increase of approximately $1,532,000. The significant increase in cash used in operating activities is primarily attributable to increases in expenses related to the business combination and continued operating costs. We expect net cash used in operating activities to increase in the coming periods, until our products are able to produce meaningful revenue.

Current wording

Net cash used in operating activities for the six months ended June 30, 2025 was $3,522,178, compared to $929,399, for the six months ended June 30, 2024.The significant increase in cash used in operating activities is primarily attributable to increases in expenses related to continued operating costs. We expect net cash used in operating activities to increase in the coming periods, until our products are able to produce meaningful revenue.

Previous wording

Net cash used in investing activities for the Three Months ended March 31, 2025 was $0, compared to $123,496 for the Three Months ended March 31, 2024, a decrease of $123,496. The decrease in cash used in investing activities is attributable to the Company not purchasing any new licenses during the period.

Current wording

Net cash used in investing activities for the six months ended June 30, 2025 was $0, compared to $123,497 for the six months ended June 30, 2024, a decrease of $123,497. The decrease in cash used in investing activities is attributable to the Company not purchasing any new licenses during the period.

Previous wording

Net cash provided by financing activities for the Three Months ended March 31, 2025 was $2,055,875, which consisted of investments, proceeds from the business combination, as well as proceeds from related parties, an increase of approximately $1,881,000.

Current wording

Net cash provided by financing activities for the six months ended June 30, 2025 was $11,889,383, which consisted of investments, debt paydown, as well as proceeds from sales of common and preferred shares and warrants.

Previous wording

As of March 31, 2025, the Company had cash of $565,869 and net working capital of ($1,649,874).

Current wording

As of June 30, 2025, the Company had cash of $8,430,946 and net working capital of $8,483,370.

Previous wording

The Company has incurred and expects to continue to incur significant professional costs to remain as a publicly traded company and incurred significant transaction costs related to the consummation of the Business Combination.

Current wording

The Company has incurred and expects to continue to incur significant professional costs to remain as a publicly traded company as well as incurred significant transaction costs related to the consummation of the Business Combination.

Previous wording

The accompanying condensed consolidated financial statements have been prepared as if the Company will continue as a going concern. The Company has incurred significant operating losses and negative cash flows from operations since inception. As of March 31, 2025, the Company had cash of approximately $566,000 and an accumulated deficit of approximately $12.8 million. The Company has incurred recurring losses, has experienced recurring negative operating cash flows, and requires significant cash resources to execute its business plans. The Company is dependent on obtaining additional working capital funding from the sale of equity and/or debt securities in order to continue to execute its development plans and continue operations. Without additional funding, there is substantial doubt about the Company’s ability to continue as a going concern for twelve months from the date of these financial statements.

Current wording

The accompanying condensed consolidated financial statements have been prepared as if the Company will continue as a going concern. The Company has incurred significant operating losses and negative cash flows from operations since inception. As of June 30, 2025, the Company had cash of approximately $8.4 million and an accumulated deficit of approximately $16.9 million. The Company has incurred recurring losses, has experienced recurring negative operating cash flows, and requires significant cash resources to execute its business plans. The Company is dependent on obtaining additional working capital funding from the sale of equity and/or debt securities in order to continue to execute its development plans and continue operations. Without additional funding, there is substantial doubt about the Company’s ability to continue as a going concern for twelve months from the date of these financial statements.
Rearranged current paragraphs (3)

Current report — wording carried from elsewhere

For the three months ended June 30, 2025, we incurred a net loss of $4,093,231 compared to a net loss of $451,639 for the three months ended June 30, 2024. The increase in net loss was primarily due to increased share-based compensation expenses as well as professional fees and general operating expenses.

Current report — wording carried from elsewhere

Results of Operations for the Six Months Ended June 30, 2025 Compared to the Six Months Ended June 30, 2024

Current report — wording carried from elsewhere

The Company had no revenue for the six months ended June 30, 2025 and 2024.