Mosaic ImmunoEngineering Inc.
For the period ended Mar 31, 2026. Filed May 20, 2026.
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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.
Mar 31, 2026 · Filed May 20, 2026
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What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-09-30; filed 2025-11-19.
0001683168-25-008543
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-03-31; filed 2026-05-20.
0001683168-26-004152
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 49 previous paragraphs and 38 current paragraphs.
25 unchanged; 12 reworded; 0 added; 8 removed; 4 previous and 1 current paragraphs rearranged.
Tables are not compared: 2 previous and 2 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.
Removed paragraphs (8)
Previous report
Nine Months Ended September 30, 2025 and 2024:
Previous report
Research and Development Expenses
Previous report
Research and development expenses of approximately $48,000 for the nine months ended September 30, 2025 are primarily related to salaries and related costs for personnel in research and development functions. The decrease in research and development expenses of approximately $120,000 for the nine months ended September 30, 2025 as compared to the same prior year period was primarily due to a decrease in payroll and related costs due to a reduced time commitment by certain employees.
Previous report
General and Administrative Expenses
Previous report
Other Income (Expense)
Previous report
Accretion to redemption value on convertible notes of approximately $1,000 for the nine months ended September 30, 2024 pertains to the accretion of the convertible notes to their redemption value using the effective interest method. The Convertible Notes have been accreted to their full redemption value as of March 31, 2024.
Previous report
Cash Flows From Financing Activities
Previous report
Net cash provided by financing activities for the nine months ended September 30, 2024 consisted of proceeds received from loan payable from Oncotelic totaling $70,000.
Reworded paragraphs (12)
Previous wording
We are a development-stage biotechnology company focused on advancing and eventually commercializing cancer therapies. We have historically advanced early-stage product candidate and we are pursuing new product candidates and platforms to expand.
Current wording
We are a development-stage biotechnology company focused on advancing and eventually commercializing immunotherapies for the treatment of cancer. We have historically advanced early-stage product candidates and we are pursuing new product candidates and platforms to build a new pipeline based on a deep understanding of immunotherapies.
Previous wording
On November 18, 2024, we entered into an unsecured convertible promissory note (“Note Purchase Agreement”) with an accredited investor (“Investor”) for proceeds of up to $200,000 to be used for general corporate purposes. On December 4, 2024, the Company received $200,000 under the note purchase agreement and issued an unsecured convertible note bearing interest at a rate of 5% per annum that is due and payable upon closing a financing of at least $10.0 million or convertible into shares of common stock of the Company, at the sole discretion of the accredited investor. The number of shares of common stock to be issued, if converted, would be equal to the unpaid principal amount and accrued and unpaid interest thereon divided by the closing price of our common stock on the date that is one day prior to such election.
Current wording
On November 18, 2024, we entered into an unsecured convertible promissory note (“Note Purchase Agreement”) with an accredited investor (“Investor”) for proceeds of up to $200,000 to be used for general corporate purposes. On December 4, 2024, the Company received $200,000 under the note purchase agreement and issued an unsecured convertible note bearing interest at a rate of 5% per annum that is due and payable upon closing a financing of at least $10.0 million or convertible into shares of common stock of the Company, at the sole discretion of the accredited investor. The number of shares of common stock to be issued, if converted, would be equal to the unpaid principal amount and accrued and unpaid interest thereon divided by the closing price of our common stock on the date that is one day prior to such election. During the three months ended March 31, 2026 and 2025, the Company recorded interest expense on the note payable of $2,467 and $2,466, respectively. As of March 31, 2026 and December 31, 2025, the Company has accrued $13,208 and $10,741, respectively, in interest that is included in other accrued expenses within the accompanying unaudited condensed consolidated balance sheet.
Previous wording
Our unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America, which require us to make estimates and judgments that significantly affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. Actual results could differ from those estimates, and such differences could affect the results of operations reported in future periods. During the nine months ended September 30, 2025, there have been no material changes to the Company’s significant accounting policies as compared to the significant accounting policies disclosed in Note 2 – Summary of Significant Accounting Policies included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.
Current wording
Our unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America, which require us to make estimates and judgments that significantly affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. Actual results could differ from those estimates, and such differences could affect the results of operations reported in future periods. During the three months ended March 31, 2026, there have been no material changes to the Company’s significant accounting policies as compared to the significant accounting policies disclosed in Note 2 – Summary of Significant Accounting Policies included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025.
Previous wording
Research and development expenses of approximately $16,000 for the three months ended September 30, 2025 are primarily related to salaries and related costs for personnel in research and development functions. The decrease in research and development expenses of approximately $24,000 for the three months ended September 30, 2025 as compared to the same prior year period was primarily due to a decrease in payroll and related costs due to a reduced time commitment by certain employees.
Current wording
Research and development expenses of approximately $16,000 for the three months ended March 31, 2026 are primarily related to salaries and related costs for personnel in research and development functions. We believe our research and development expenses will increase significantly over time if we are able to raise sufficient capital to advance our programs.
Previous wording
General and administrative expenses of approximately $420,000 for the nine months ended September 30, 2025 consist principally of salaries and related costs for personnel and consultants in executive and administrative functions of approximately $330,000, accounting and filing fees of approximately $58,000, director and officer insurance of approximately $23,000, and other expenses of approximately $9,000. The decrease in general and administrative expenses of approximately $142,000 for the nine months ended September 30, 2025 as compared to the same prior year period was primarily due to (i) a decrease in payroll and related expenses of approximately $140,000 due to a reduced time commitment by certain employees, (ii) a decrease in director and officer insurance of approximately $4,000 due to reduced payroll, and (iii) a decrease in other expenses of approximately $7,000 offset by an increase in accounting and filing fees of approximately $9,000 due to timing of services provided.
Current wording
General and administrative expenses of approximately $139,000 for the three months ended March 31, 2026 consist principally of salaries and related costs for personnel and consultants in executive and administrative functions of approximately $101,000, accounting and filing fees of approximately $28,000, director and officer insurance of approximately $7,000, and other expenses of approximately $3,000. The decrease in general and administrative expenses of approximately $20,000 for the three months ended March 31, 2026 as compared to the same prior year period was primarily due to (i) a decrease in accounting and filing fees of approximately $9,000 due to timing of services provided, (ii) a decrease in payroll and related costs of $8,000 due to a reduced time commitment by certain employees, (iii) a decrease in director and officer insurance of approximately $1,000 and (iv) a decrease of $2,000 in other miscellaneous corporate expenses. We believe our general and administrative expenses will increase over time as we hire new employees to support key administrative functions and the planned expansion of research and development personnel, provided we are able to raise sufficient capital to advance our programs.
Previous wording
On July 1, 2024, we entered into a Master Services Agreement with Oncotelic whereby we perform advisory and related services in connection with studies and projects. For the nine months ended September 30, 2025, we earned $14,000 for advisory and related services which is recorded in other income in the accompanying unaudited condensed consolidated statements of operations.
Current wording
On July 1, 2024, we entered into a Master Services Agreement with Oncotelic whereby we perform advisory and related services in connection with studies and projects. For the three months ended March 31, 2025, we earned $14,000 for advisory and related services which is recorded in other income in the accompanying unaudited condensed consolidated statements of operations. The Master Services Agreement expired effective February 28, 2025.
Previous wording
As of September 30, 2025, we had cash and cash equivalents of approximately $32,000. Our ability to continue our operations is highly dependent on our ability to raise capital to fund future operations. We anticipate, based on currently proposed plans and assumptions, that our cash on hand will not satisfy our operational and capital requirements through twelve months from the filing date of this Annual Report.
Current wording
As of March 31, 2026, we had cash and cash equivalents of less than $1,000. Our ability to continue our operations is highly dependent on our ability to raise capital to fund future operations. We anticipate, based on currently proposed plans and assumptions, that our cash on hand will not satisfy our operational and capital requirements through twelve months from the filing date of this Quarterly Report.
Previous wording
On July 1, 2024, we entered into a Master Services Agreement with Oncotelic whereby we perform advisory and related services in connection with studies and projects. During the nine months ended September 30, 2025, we earned $14,000 for advisory and related services which is recorded in other income in the accompanying unaudited condensed consolidated statements of operations.
Current wording
On July 1, 2024, we entered into a Master Services Agreement with Oncotelic whereby we perform advisory and related services in connection with studies and projects. For the three months ended March 31, 2025, we earned $14,000 for advisory and related services which is recorded in other income in the accompanying unaudited condensed consolidated statement of operations. The Master Services Agreement expired effective February 28, 2025.
Previous wording
The following table provides a summary of our net cash flow activity for the nine months ended September 30, 2025 and 2024:
Current wording
The following table provides a summary of our net cash flow activity for the three months ended March 31, 2026 and 2025:
Previous wording
Net cash used in operating activities for the nine months ended September 30, 2024 consisted of our net loss of $768,939, which amount was offset by (i) non-cash share-based compensation expense of $4,867, (ii) non-cash interest expense of $58,999, (iii) the accretion to redemption value on convertible notes of $1,446, and (iv) a net change in operating assets and liabilities of $483,185 primarily due to an increase in accrued compensation of $456,939.
Current wording
Net cash used in operating activities for the three months ended March 31, 2026 consisted of our net loss of $175,351, which amount was offset by (i) non-cash interest expense of $18,082 and (ii) a net change in operating assets and liabilities of $153,719, primarily due to (i) an increase in accrued compensation of $116,161 and (ii) an increase in accounts payable of $34,274.
Previous wording
Net cash used in operating activities for the nine months ended September 30, 2025 consisted of our net loss of $518,709, which amount was offset by (i) non-cash interest expense of $54,848 and (ii) a net change in operating assets and liabilities of $380,603, primarily due to an increase in accrued compensation of $367,457.
Current wording
Net cash used in operating activities for the three months ended March 31, 2025 consisted of our net loss of $181,320, which amount was offset by (i) non-cash interest expense of $18,083 and (ii) a net change in operating assets and liabilities of $134,149, primarily due to an increase in accrued compensation of $121,297.
Previous wording
There have been no new accounting pronouncements adopted by the Company or new accounting pronouncements issued by the Financial Accounting Standards Board during the three and nine months ended September 30, 2025, as compared to the recent accounting pronouncements described in Note 2 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, that the Company believes are of significance or potential significance to the Company.
Current wording
There have been no new accounting pronouncements adopted by the Company or new accounting pronouncements issued by the Financial Accounting Standards Board during the three months ended March 31, 2026, as compared to the recent accounting pronouncements described in Note 2 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, that the Company believes are of significance or potential significance to the Company.
Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
In an effort to establish a new product pipeline, on April 26, 2024, we entered into a Binding Term Sheet with Oncotelic pursuant to which we intend to acquire (i) certain rights to Oncotelic’s clinical stage necroptosis cancer therapies associated with its vascular disruptive agents (“VDAs”) and related regulatory and clinical packages, and (ii) non-exclusive access to its proprietary Artificial Intelligence (“AI”) technologies for identifying immunotherapy combinations, in exchange for the issuance of shares of our common stock valued at $15.0 million upon execution of the definitive agreement (representing 47,923,322 shares of our common stock), or a combination of common stock and preferred stock to be determined by the parties, along with additional milestones allowing Oncotelic to earn up to an additional $15.0 million in shares of common stock that would be valued at the time of issuance, if earned. Pursuant to the Binding Term Sheet, we and Oncotelic agreed to negotiate in good faith towards the execution of a definitive agreement and the closing of the transaction by June 30, 2025, as amended, which is subject to customary due diligence and other conditions, including us obtaining shareholder approval for the transaction and receiving waivers from our holders of Convertible Notes representing at least 90% of the principal amount outstanding from any payment that would become due and payable upon a corporate transaction as contemplated under the Binding Term Sheet. The Binding Term Sheet expired on June 30, 2025.
Rearranged previous paragraphs (4)
Previous report — wording carried elsewhere
General and administrative expenses of approximately $128,000 for the three months ended September 30, 2025 consist principally of salaries and related costs for personnel and consultants in executive and administrative functions of approximately $109,000, accounting and filing fees of approximately $10,000, director and officer insurance of approximately $7,000, and other expenses of approximately $2,000. The decrease in general and administrative expenses of approximately $19,000 for the three months ended September 30, 2025 as compared to the same prior year period was primarily due to (i) a decrease in payroll and related expenses of approximately $15,000 due to a reduced time commitment by certain employees, (ii) a decrease in director and officer insurance of approximately $2,000 due to reduced payroll and (iii) a decrease in other expenses of approximately $2,000.
Previous report — wording carried elsewhere
Interest Expense and Accretion to Redemption Value on Convertible Notes
Previous report — wording carried elsewhere
Interest expense of approximately $62,000 and $59,000 for the nine months ended September 30, 2025 and 2024, respectively, represents interest expense on convertible notes and loan payables.
Previous report — wording carried elsewhere
On November 18, 2024, we entered into an unsecured convertible promissory note (“Note Purchase Agreement”) with an accredited investor (“Investor”) for proceeds of up to $200,000 to be used for general corporate purposes. On December 4, 2024, the Company received $200,000 under the note purchase agreement and issued an unsecured convertible note bearing interest at a rate of 5% per annum that is due and payable upon closing a financing of at least $10.0 million or convertible into shares of common stock of the Company, at the sole discretion of the accredited investor. The number of shares of common stock to be issued, if converted, would be equal to the unpaid principal amount and accrued and unpaid interest thereon divided by the closing price of our common stock on the date that is one day prior to such election.