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Alzamend Neuro, Inc.

For the period ended Jan 31, 2026. Filed Mar 11, 2026.

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.

Jan 31, 2026 · Filed Mar 11, 2026

ALZN$1.41-9.0%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 2025-10-31; filed 2025-12-09.

0001214659-25-017793

Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Current report: 10-Q

Period ended 2026-01-31; filed 2026-03-11.

0001214659-26-003166

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 101 previous paragraphs and 93 current paragraphs.

59 unchanged; 30 reworded; 3 added; 12 removed; 0 previous and 1 current paragraphs rearranged.

Tables are not compared: 36 previous and 32 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 (3)

Current report

Results of Operations for the Nine Months Ended January 31, 2026 and 2025

Current report

See Note 7 Commitments and Contingencies in the notes to the financial statements for a description of our contractual obligations.
Removed paragraphs (12)

Previous report

Results of Operations for the Six Months Ended October 31, 2025 and 2024

Previous report

On July 2, 2018, we entered into two Standard Exclusive License Agreements with Sublicensing Terms for AL001 with the Licensor and its affiliate, the University of South Florida (the “AL001 Licenses”), pursuant to which the Licensor granted us a royalty bearing exclusive worldwide licenses limited to the field of Alzheimer’s, under U.S. Patent Nos. (i) 9,840,521, entitled “Organic Anion Lithium Ionic Cocrystal Compounds and Compositions,” filed September 24, 2015 and granted December 12, 2017, and (ii) 9,603,869, entitled “Lithium Co-Crystals for Treatment of Neuropsychiatric Disorders,” filed May 21, 2016 and granted March 28, 2017. On February 1, 2019, we entered into the First Amendments to the AL001 Licenses, on March 30, 2021, we entered into the Second Amendments to the AL001 Licenses and on June 8, 2023, we entered into the Third Amendments to the AL001 Licenses (collectively, the “AL001 License Agreements”). The Third Amendments to the AL001 Licenses modified the timing of the payments for the license fees.

Previous report

The AL001 License Agreements require that we pay combined royalty payments of 4.5% on net sales of products developed from the licensed technology for AL001. We have already paid an initial license fee of $200,000 for AL001. As an additional licensing fee for the license of the AL001 technologies, the Licensor received 1,650 shares of our common stock. Minimum royalties for AL001 License Agreements are $40,000 on the first anniversary of the first commercial sale, $80,000 on the second anniversary of the first commercial sale and $100,000 on the third anniversary of the first commercial sale and every year thereafter, for the life of the AL001 License Agreements.

Previous report

On May 1, 2016, we entered into a Standard Exclusive License Agreement with Sublicensing Terms for ALZN002 with the Licensor (the “ALZN002 License”), pursuant to which the Licensor granted us a royalty bearing exclusive worldwide license limited to the field of Alzheimer’s Immunotherapy and Diagnostics, under U.S. Patent No. 8,188,046, entitled “Amyloid Beta Peptides and Methods of Use”, filed April 7, 2009 and granted May 29, 2012. On August 18, 2017, we entered into the First Amendment to the ALZN002 License, on May 7, 2018, we entered into the Second Amendment to the ALZN002 License, on January 31, 2019, we entered into the Third Amendment to the ALZN002 License, on January 24, 2020, we entered into the Fourth Amendment to the ALZN002 License, on March 30, 2021, we entered into the Fifth Amendment to the ALZN002 License, on April 17, 2023, we entered into the Sixth Amendment to the ALZN002 License and on December 11, 2023, we entered into the Seventh Amendment to the ALZN002 License (collectively, the “ALZN002 License Agreement”). The Seventh Amendment to the ALZN002 License modified the timing of the payments for the license fees.

Previous report

The ALZN002 License Agreement requires us to pay royalty payments of 4% on net sales of products developed from the licensed technology for ALZN002. We have already paid an initial license fee of $200,000 for ALZN002. As an additional licensing fee for the license of ALZN002, the Licensor received 2,668 shares of our common stock. Minimum royalties for ALZN002 are $20,000 on the first anniversary of the first commercial sale, $40,000 on the second anniversary of the first commercial sale and $50,000 on the third anniversary of the first commercial sale and every year thereafter, for the life of the ALZN002 License Agreement.

Previous report

On November 19, 2019, we entered into two Standard Exclusive License Agreements with Sublicensing Terms for two additional indications of AL001 with the Licensor (the “November AL001 License”), pursuant to which the Licensor granted us a royalty bearing exclusive worldwide license limited to the fields of (i) neurodegenerative diseases excluding Alzheimer’s and (ii) psychiatric diseases and disorders. On March 30, 2021, we entered into the First Amendments to the November AL001 License and on April 17, 2023, we entered into the Second Amendments to the November AL001 License (collectively, the “November AL001 License Agreements”). The Second Amendments to the November AL001 License modified the timing of the payments for the license fees.

Previous report

The November AL001 License Agreements require us to pay royalty payments of 3% on net sales of products developed from the licensed technology for AL001 in those fields. We paid an initial license fee of $20,000 for the additional indications. Minimum royalties for November AL001 License Agreements are $40,000 on the first anniversary of the first commercial sale, $80,000 on the second anniversary of the first commercial sale and $100,000 on the third anniversary of the first commercial sale and every year thereafter, for the life of the November AL001 License Agreements.

Previous report

These license agreements have an indefinite term that continue until the later of the date that no licensed patent under the applicable agreement remains a pending application or enforceable patent, the end date of any period of market exclusivity granted by a governmental regulatory body, or the date on which the licensee’s obligations to pay royalties expire under the applicable license agreement. Under our various license agreements, if we fail to meet a milestone by its specified date, Licensor may terminate the license agreement. The Licensor was also granted a preemptive right to acquire such shares or other equity securities that may be issued from time to time by us while the Licensor remains the owner of any equity securities of our company.

Previous report

Additionally, we are required to pay milestone payments on the due dates to the Licensor for the license of the AL001 technologies and for the ALZN002 technology, as follows:
Reworded paragraphs (30)

Previous wording

We announced that we successfully identified a maximum tolerated dose (“MTD”) for development of AL001 from a multiple-ascending dose study as assessed by an independent safety review committee. This dose, providing lithium at a lithium carbonate equivalent dose of 240 mg 3-times daily (“TID”), is designed to be unlikely to require lithium therapeutic drug monitoring (“TDM”). Also, this MTD is risk-mitigated for the purpose of treating fragile populations, such as Alzheimer’s patients.

Current wording

We announced that we successfully identified a maximum tolerated dose (“MTD”) for development of AL001 from a multiple-ascending dose study as assessed by an independent safety review committee. This dose, providing lithium at a lithium carbonate equivalent dose of 240 mg 3-times daily, is designed to be unlikely to require lithium therapeutic drug monitoring (“TDM”). Also, this MTD is risk-mitigated for the purpose of treating fragile populations, such as Alzheimer’s patients.

Previous wording

Based on the study, both treatments had no negative impact on the mice's body weight or clinical signs during the treatment period. AL001 showed lower plasma lithium levels than lithium carbonate, reducing the risk of adverse systemic effects, suggesting an expansion for safety of lithium’s therapeutic index. Further, AL001 showed consistently higher lithium concentrations in brain tissues, particularly at lower doses, compared to lithium carbonate. Finally, the study found that different brain regions absorb and retain lithium differently. This means treatments can potentially be tailored to target specific brain areas, allowing for more precise treatment of various brain-related conditions when applied in human studies.

Current wording

Based on the study, neither treatments had a negative impact on the mice's body weight or clinical signs during the treatment period. AL001 showed lower plasma lithium levels than lithium carbonate, reducing the risk of adverse systemic effects, suggesting an expansion for safety of lithium’s therapeutic index. Further, AL001 showed consistently higher lithium concentrations in brain tissues, particularly at lower doses, compared to lithium carbonate. Finally, the study found that different brain regions absorb and retain lithium differently. This means treatments can potentially be tailored to target specific brain areas, allowing for more precise treatment of various brain-related conditions when applied in human studies.

Previous wording

On September 28, 2022, we submitted an IND application to the FDA for ALZN002 and received a “study may proceed” letter on October 31, 2022. The product candidate is an immunotherapy vaccine designed to treat mild to moderate dementia of the Alzheimer’s type. ALZN002 is a proprietary “active” immunotherapy product, which means it is produced by each patient’s immune system. It consists of autologous DCs that are activated white blood cells taken from each individual patient so that they can be engineered outside of the body to attack Alzheimer’s-related amyloid-beta proteins. These DCs are pulsed with a novel amyloid-beta peptide (E22W) designed to bolster the ability of the patient’s immune system to combat Alzheimer’s, with the goal being to foster tolerance to treatment for safety purposes while stimulating the immune system to reduce the brain’s beta-amyloid protein burden, resulting in reduced Alzheimer’s signs and symptoms. Compared to passive immunization treatment approaches that use foreign blood products (such as monoclonal antibodies), active immunization with ALZN002 is anticipated to offer a more robust and long-lasting effect on the clearance of amyloid. This could provide a safer approach due to its reliance on autologous immune components, using each individual patient’s own white blood cells rather than foreign cells and/or blood products.

Current wording

On September 28, 2022, we submitted an IND application to the FDA for ALZN002 and received a “study may proceed” letter on October 31, 2022. The product candidate is an immunotherapy vaccine designed to treat mild to moderate dementia of the Alzheimer’s type. ALZN002 is a proprietary “active” immunotherapy product, which means it is produced by each patient’s immune system. It consists of autologous dendritic cells (“DCs”) that are activated white blood cells taken from each individual patient so that they can be engineered outside of the body to attack Alzheimer’s-related amyloid-beta proteins. These DCs are pulsed with a novel amyloid-beta peptide, E22W, designed to bolster the ability of the patient’s immune system to combat Alzheimer’s, with the goal being to foster tolerance to treatment for safety purposes while stimulating the immune system to reduce the brain’s beta-amyloid protein burden, resulting in reduced Alzheimer’s signs and symptoms. Compared to passive immunization treatment approaches that use foreign blood products (such as monoclonal antibodies), active immunization with ALZN002 is anticipated to offer a more robust and long-lasting effect on the clearance of amyloid. This could provide a safer approach due to its reliance on autologous immune components, using each individual patient’s own white blood cells rather than foreign cells and/or blood products.

Previous wording

Research and development expenses for the three months ended October 31, 2025 and 2024 were $176,000 and $311,000, respectively. As reflected in the table below, research and development expenses primarily consisted of professional fees and clinical trial fees:

Current wording

Research and development expenses for the three months ended January 31, 2026 and 2025 were $1.3 million and $447,000, respectively. As reflected in the table below, research and development expenses primarily consisted of professional fees and clinical trial fees:

Previous wording

During the six months ended October 31, 2025 and 2024, we incurred professional fees of $205,000 and $365,000, respectively, which were primarily comprised of professional fees attributed to various types of scientific services, including FDA consulting services. The decrease relates to lower professional fees required to support the previous and upcoming clinical trial activities.

Current wording

During the three months ended January 31, 2026 and 2025, we incurred professional fees of $255,000 and $135,000, respectively, which were primarily comprised of professional fees attributed to various types of scientific services, including FDA consulting services. The increase relates to higher professional fees required to support the upcoming clinical trial activities.

Previous wording

During the six months ended October 31, 2025 and 2024, we incurred clinical trial fees of $1.7 million and $124,000, respectively. The increase in clinical trial fees relates to the timing of our Phase IIA brain imaging study with Massachusetts General Hospital.

Current wording

During the three months ended January 31, 2026 and 2025, we incurred clinical trial fees of $1.0 million and $298,000, respectively. The increase in clinical trial fees relates to the AL001 Phase IIB clinical study on healthy human subjects conducted with Massachusetts General Hospital, which was completed in November 2025.

Previous wording

During the three months ended October 31, 2025 and 2024, we incurred other fees of $6,000, which were primarily comprised of scientific materials required for our clinical trials.

Current wording

During the three months ended January 31, 2026 and 2025, we incurred other fees of $7,000 and $14,000, respectively, which were primarily comprised of scientific materials required for our clinical trials.

Previous wording

General and administrative expenses for the three months ended October 31, 2025 and 2024 were $822,000 and $1.0 million, respectively. As reflected in the table below, general and administrative expenses primarily consisted of the following expense categories: salaries and benefits; professional fees; insurance; stock-based compensation expense; marketing fees; and board of director fees. For the three months ended October 31, 2025 and 2024, the remaining general and administrative expenses of $85,000 and $83,000, respectively, primarily consisted of payments for filing fees, transfer agent fees, travel and entertainment and other office expenses, none of which was significant individually.

Current wording

General and administrative expenses for the three months ended January 31, 2026 and 2025 were $919,000 and $590,000, respectively. As reflected in the table below, general and administrative expenses primarily consisted of the following expense categories: salaries and benefits; professional fees; insurance; stock-based compensation expense; marketing fees; and board of director fees. For the three months ended January 31, 2026 and 2025, the remaining general and administrative expenses of $111,000 and $116,000, respectively, primarily consisted of payments for filing fees, transfer agent fees, travel and entertainment and other office expenses, none of which was significant individually.

Previous wording

During the six months ended October 31, 2025 and 2024, we incurred salaries and benefits of $452,000 and $554,000, respectively. The decrease in salaries and benefits was due mainly to lower bonuses. As of October 31, 2025, we had four full-time and three part-time employees.

Current wording

During the three months ended January 31, 2026 and 2025, we incurred salaries and benefits of $310,000 and $227,000, respectively. The increase in salaries and benefits was due mainly to higher bonuses paid. As of January 31, 2026, we had four full-time and two part-time employees.

Previous wording

During the three months ended October 31, 2025 and 2024, we incurred professional fees of $379,000 and $149,000, respectively. During the three months ended October 31, 2025, we incurred $340,000 in legal fees, $24,000 in audit fees, $20,000 in tax preparation fees and $5,000 in consulting fees, offset by $10,000 in investor relation fees due to a refund. During the three months ended October 31, 2024, we incurred $96,000 in audit fees, $35,000 in legal fees, $14,000 in tax preparation fees and $2,000 in consulting fees. The increase in professional fees was due mainly to higher legal and tax preparation fees, partially offset by lower audit and investor relations fees. The increase in legal fees, which accounted for a significant proportion of the increase, was a result of actions by the CRO from the termination of our ALZN002 clinical trial.

Current wording

During the three months ended January 31, 2026 and 2025, we incurred professional fees of $337,000 and $62,000, respectively. During the three months ended January 31, 2026, we incurred $295,000 in legal fees, $24,000 in audit fees, $16,000 in investor relation fees and $1,000 in consulting fees. During the three months ended January 31, 2025, we incurred $35,000 in legal fees, $22,000 in audit fees and $5,000 in investor relations fees. The increase in professional fees was due mainly to higher legal fees, which was a result of litigation against the CRO from the termination of our ALZN002 clinical trial.

Previous wording

During the three months ended October 31, 2025 and 2024, we incurred general and administrative stock-based compensation expense of $32,000 and $81,000, respectively, related to stock option grants and restricted stock grants to executives, employees and consultants. The decrease in stock-based compensation expense for the three months ended October 31, 2025, was a result of fewer stock options vesting during the period compared to the prior year period.

Current wording

During the three months ended January 31, 2026 and 2025, we incurred general and administrative stock-based compensation expense of $9,000 and $81,000, respectively, related to stock option grants and restricted stock grants to executives, employees and consultants. The decrease in stock-based compensation expense for the three months ended January 31, 2026, was a result of fewer stock options vesting during the period compared to the prior year period.

Previous wording

During the three months ended October 31, 2024, we incurred marketing fees of $304,000, related to the marketing and branding of our company. We did not incur any marketing fees for the three months ended October 31, 2025.

Current wording

During the three months ended January 31, 2026, we incurred marketing fees of $50,000, related to the marketing and branding of our company. We did not incur any marketing fees for the three months ended January 31, 2025.

Previous wording

The following table summarizes the results of our operations for the six months ended October 31, 2025 and 2024:

Current wording

The following table summarizes the results of our operations for the nine months ended January 31, 2026 and 2025:

Previous wording

We currently have only two product candidates, AL001 and ALZN002. These products are in the clinical stage of development and will require extensive clinical study, review and evaluation, regulatory review and approval, significant marketing efforts and substantial investment before either or both of them, and any respective successors, will provide us with any revenue. We did not generate any revenues during the six months ended October 31, 2025 and 2024, and we do not anticipate that we will generate revenue for the foreseeable future.

Current wording

We currently have only two product candidates, AL001 and ALZN002. These products are in the clinical stage of development and will require extensive clinical study, review and evaluation, regulatory review and approval, significant marketing efforts and substantial investment before either or both of them, and any respective successors, will provide us with any revenue. We did not generate any revenues during the nine months ended January 31, 2026 and 2025, and we do not anticipate that we will generate revenue for the foreseeable future.

Previous wording

Research and development expenses for the six months ended October 31, 2025 and 2024 were $1.9 million and $518,000, respectively. As reflected in the table below, research and development expenses primarily consisted of professional fees and clinical trial fees:

Current wording

Research and development expenses for the nine months ended January 31, 2026 and 2025 were $3.2 million and $1.0 million, respectively. As reflected in the table below, research and development expenses primarily consisted of professional fees and clinical trial fees:

Previous wording

During the three months ended October 31, 2025 and 2024, we incurred professional fees of $131,000 and $181,000, respectively, which were primarily comprised of professional fees attributed to various types of scientific services, including FDA consulting services. The decrease relates to lower professional fees required to support the previous and upcoming clinical trial activities.

Current wording

During the nine months ended January 31, 2026 and 2025, we incurred professional fees of $460,000 and $500,000, respectively, which were primarily comprised of professional fees attributed to various types of scientific services, including FDA consulting services. The decrease relates to lower professional fees required to support the previous and upcoming clinical trial activities.

Previous wording

During the three months ended October 31, 2025 and 2024, we incurred clinical trial fees of $39,000 and $124,000, respectively. The decrease in clinical trial fees relates to the timing of our Phase IIA brain imaging study with Massachusetts General Hospital.

Current wording

During the nine months ended January 31, 2026 and 2025, we incurred clinical trial fees of $2.7 million and $422,000, respectively. The increase in clinical trial fees relates to our AL001 Phase IIB clinical study on healthy human subjects conducted with Massachusetts General Hospital, which was completed in November 2025.

Previous wording

During the six months ended October 31, 2025 and 2024, we incurred other fees of $12,000 and $28,000, respectively, which were primarily comprised of scientific materials required for our clinical trials.

Current wording

During the nine months ended January 31, 2026 and 2025, we incurred other fees of $19,000 and $42,000, respectively, which were primarily comprised of scientific materials required for our clinical trials.

Previous wording

General and administrative expenses for the six months ended October 31, 2025 and 2024 were $1.8 million. As reflected in the table below, general and administrative expenses primarily consisted of the following expense categories: salaries and benefits; professional fees; insurance; stock-based compensation expense; marketing fees; and board of director fees. For the six months ended October 31, 2025 and 2024, the remaining general and administrative expenses of $187,000 and $145,000, respectively, primarily consisted of payments for filing fees, transfer agent fees, travel and entertainment and other office expenses, none of which was significant individually.

Current wording

General and administrative expenses for the nine months ended January 31, 2026 and 2025 were $2.7 million and $2.4 million, respectively. As reflected in the table below, general and administrative expenses primarily consisted of the following expense categories: salaries and benefits; professional fees; insurance; stock-based compensation expense; marketing fees; and board of director fees. For the nine months ended January 31, 2026 and 2025, the remaining general and administrative expenses of $297,000 and $262,000, respectively, primarily consisted of payments for filing fees, transfer agent fees, travel and entertainment and other office expenses, none of which was significant individually.

Previous wording

During the three months ended October 31, 2025 and 2024, we incurred salaries and benefits of $224,000 and $326,000, respectively. The decrease in salaries and benefits was due mainly to lower bonuses. As of October 31, 2025, we had four full-time and three part-time employees.

Current wording

During the nine months ended January 31, 2026 and 2025, we incurred salaries and benefits of $761,000 and $780,000, respectively. The decrease in salaries and benefits was due mainly to lower bonuses. As of January 31, 2026, we had four full-time and two part-time employees.

Previous wording

During the six months ended October 31, 2025 and 2024, we incurred professional fees of $712,000 and $371,000, respectively. During the six months ended October 31, 2025, we incurred $522,000 in legal fees, $102,000 in audit fees, $50,000 in investor relation fees, $32,000 in tax preparation fees and $6,000 in consulting fees. During the six months ended October 31, 2024, we incurred $151,000 in audit fees, $110,000 in legal fees, $86,000 in investor relation fees, $22,000 in tax preparation fees and $2,000 in consulting fees. The increase in professional fees was due mainly to higher legal and tax preparation fees, partially offset by lower audit and investor relations fees. The increase in legal fees, which accounted for a significant proportion of the increase, was a result of actions by the CRO from the termination of our ALZN002 clinical trial.

Current wording

During the nine months ended January 31, 2026 and 2025, we incurred professional fees of $1.0 million and $433,000, respectively. During the nine months ended January 31, 2026, we incurred $818,000 in legal fees, $126,000 in audit fees, $66,000 in investor relation fees, $32,000 in tax preparation fees and $9,000 in consulting fees. During the nine months ended January 31, 2025, we incurred $173,000 in audit fees, $144,000 in legal fees, $92,000 in investor relation fees, $22,000 in tax preparation fees and $2,000 in consulting fees. The increase in professional fees was due mainly to higher legal and tax preparation fees, partially offset by lower audit and investor relations fees. The increase in legal fees, which accounted for a significant proportion of the increase, was a result of litigation against the CRO from the termination of our ALZN002 clinical trial.

Previous wording

During the six months ended October 31, 2025 and 2024, we incurred insurance expense of $118,000 and $139,000, respectively, which was primarily directors’ and officers’ insurance.

Current wording

During the nine months ended January 31, 2026 and 2025, we incurred insurance expense of $177,000 and $199,000, respectively, which was primarily directors’ and officers’ insurance.

Previous wording

During the six months ended October 31, 2025 and 2024, we incurred general and administrative stock-based compensation expense of $74,000 and $163,000, respectively, related to stock option grants and restricted stock grants to executives, employees and consultants. The decrease in stock-based compensation expense for the six months ended October 31, 2025, was a result of fewer stock options vesting during the period compared to the prior year period.

Current wording

During the nine months ended January 31, 2026 and 2025, we incurred general and administrative stock-based compensation expense of $84,000 and $244,000, respectively, related to stock option grants and restricted stock grants to executives, employees and consultants. The decrease in stock-based compensation expense for the nine months ended January 31, 2026, was a result of fewer stock options vesting during the period compared to the prior year period.

Previous wording

During the six months ended October 31, 2025 and 2024, we incurred marketing fees of $150,000 and $344,000, respectively, related to the marketing and branding of our company.

Current wording

During the nine months ended January 31, 2026 and 2025, we incurred marketing fees of $200,000 and $344,000, respectively, related to the marketing and branding of our company.

Previous wording

The accompanying condensed financial statements have been prepared assuming that we will continue as a going concern. We have incurred recurring net losses and operations have not provided sufficient cash flows. We believe that we will continue to incur operating and net losses each quarter until at least the time we begin significant deliveries of our products. We believe our current cash on hand is insufficient to fund our planned operations through one year after the date the condensed financial statements are issued. These factors create substantial doubt about our ability to continue as a going concern for at least one year after the date that our condensed financial statements are issued.

Current wording

The accompanying condensed financial statements have been prepared assuming that we will continue as a going concern. We have incurred recurring net losses and our operations have not provided any cash flows. We believe that we will continue to incur operating and net losses each quarter until at least the time we begin significant deliveries of our products. We believe our current cash on hand is insufficient to fund our planned operations through one year after the date the condensed financial statements are issued. These factors create substantial doubt about our ability to continue as a going concern for at least one year after the date that our condensed financial statements are issued.

Previous wording

Our inability to continue as a going concern could have a negative impact on our company, particularly if we are unable to obtain needed financing. We intend to finance our future development activities and our working capital needs largely through the sale of equity securities with some additional funding from other sources, including debt financing, until such time as funds provided by operations are sufficient to fund working capital requirements. Ourcondensed financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classifications of liabilities that might be necessary should we be unable to continue as a going concern. As of October 31, 2025, we had cash of $4.4 million, working capital of $4.0 million, stockholders’ equity of $4.4 million and an accumulated deficit of $62.2 million. We have incurred recurring losses and reported losses for the three and six months ended October 31, 2025 totaling $1.0 million and $3.7 million, respectively. In the past, we have financed our operations principally through sales of equity securities and debt instruments.

Current wording

Our inability to continue as a going concern could have a negative impact on our company, particularly if we are unable to obtain needed financing. We intend to finance our future development activities and our working capital needs largely through the sale of equity securities with some additional funding from other sources, including debt financing, until such time as funds provided by operations are sufficient to fund working capital requirements. Ourcondensed financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classifications of liabilities that might be necessary should we be unable to continue as a going concern. As of January 31, 2026, we had cash of $2.7 million, working capital of $1.8 million, stockholders’ equity of $2.2 million and an accumulated deficit of $64.4 million. We incurred recurring losses and reported losses for the three and nine months ended January 31, 2026 totaling $2.2 million and $5.9 million, respectively. In the past, we have financed our operations principally through sales of equity securities and debt instruments.

Previous wording

The following table summarizes our cash flows for the six months ended October 31, 2025 and 2024:

Current wording

The following table summarizes our cash flows for the nine months ended January 31, 2026 and 2025:

Previous wording

During the six months ended October 31, 2025, net cash used in operating activities was $3.5 million. This consisted primarily of a net loss of $3.7 million, partially offset by an increase in our net operating assets and liabilities of $39,000 and by non-cash charges of $130,000. The non-cash charges consisted of stock-based compensation expense and depreciation expense. The increase in our net operating assets and liabilities was due to an increase in accounts payable and accrued liabilities and an increase in prepaid expenses and other current assets.

Current wording

During the nine months ended January 31, 2026, net cash used in operating activities was $5.3 million. This consisted primarily of a net loss of $5.9 million, partially offset by an increase in our net operating assets and liabilities of $465,000 and by non-cash charges of $167,000. The non-cash charges consisted of stock-based compensation expense and depreciation expense. The increase in our net operating assets and liabilities was due to an increase in accounts payable and accrued liabilities and an increase in prepaid expenses and other current assets.

Previous wording

During the six months ended October 31, 2025, there was no net cash used in investing activities.

Current wording

During the nine months ended January 31, 2026, there was no net cash used in investing activities.

Previous wording

During the six months ended October 31, 2025, net cash provided by financing activities was $4.0 million from the sale of Series C Convertible Preferred Stock.

Current wording

During the nine months ended January 31, 2026, net cash provided by financing activities was $4.0 million from the sale of Series C Convertible Preferred Stock.
Rearranged current paragraphs (1)

Current report — wording carried from elsewhere

See Note 9 Subsequent Events in the notes to the financial statements for a description of our latest fundraising activities.