UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q


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

For the quarterly period ended June 30, 2024


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

For the transition period from to

PAXMEDICA, INC.

(Exact name of registrant as specified in its charter)


Delaware	001-41475	85-0870387
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(IRS Employer Identification No.)


101 Arch Street, 8th Floor Boston, MA		02110
(Address Of Principal Executive Offices)		(Zip Code)

(239) 216-1459

Registrant’s telephone number, including area code

Not Applicable

(Former name, former address and former fiscal year, if changed since last report)

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


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common stock, par value $0.0001 per share	PXMD	None

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

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

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


Large accelerated filer	☐	Accelerated filer	☐

Non-accelerated filer	☒	Smaller reporting company	☒

Emerging growth company	☒

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

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

As of September 20, 2024, the Registrant had 10,879,170 shares of common stock, par value $0.0001 per share, issued and outstanding.

Table of Contents

PAXMEDICA, INC.

Form 10-Q

For the Quarter Ended June 30, 2024

Table of Contents


		Page
PART I. FINANCIAL INFORMATION		1
Item 1.	Financial Statements	1
	Condensed Balance Sheets as of June 30, 2024 (Unaudited) and December 31, 2023	1
	(Unaudited) Condensed Statements of Operations for the three- and six- months ended June 30, 2024 and June 30, 2023	2
	(Unaudited) Condensed Statements of Changes in Stockholders’ (Deficit) Equity for the three- and six- months ended June 30, 2024 and June 30, 2023	3
	(Unaudited) Condensed Statements of Cash Flows for the six months ended June 30, 2024 and June 30, 2023	4
	Notes to Unaudited Condensed Financial Statements	5
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	15
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	23
Item 4.	Controls and Procedures	23
PART II. OTHER INFORMATION		24
Item 1.	Legal Proceedings	24
Item 1A.	Risk Factors	24
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	24
Item 3.	Defaults Upon Senior Securities	24
Item 4.	Mine Safety Disclosures	24
Item 5.	Other Information	24
Item 6.	Exhibits	25

Table of Contents

PART I. FINANCIAL INFORMATION

Item 1.Financial Statements

PAXMEDICA, INC.

CONDENSED BALANCE SHEETS


	June 30,		December 31,
	2024		2023
ASSETS
Current assets
Cash	$	324,486	$	4,710,642
Prepaid and other current assets		475,125		969,763
Total current assets		799,611		5,680,405
Total assets	$	799,611	$	5,680,405

LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)
Current liabilities
Accounts payable	$	2,042,103	$	830,233
Accrued expenses		65,128		177,118
Accrued expenses - compensation		—		787,981
Total current liabilities		2,107,231		1,795,332
Deferred revenue		500,000		500,000
Total liabilities		2,607,231		2,295,332

Commitments and contingencies (Note 8)

Stockholders’ (Deficit) Equity
Preferred stock, par value $0.0001, 10,000,000 shares authorized:
Series X preferred shares, 500,000 shares authorized as of June 30, 2024 and December 31, 2023; 45,567 shares issued and outstanding at June 30, 2024 and December 31, 2023		5		5
Common stock, par value $0.0001; 200,000,000 shares authorized as of June 30, 2024 and December 31, 2023; 7,779,860 and 7,401,242 shares issued and outstanding at June 30, 2024 and December 31, 2023, respectively		778		740
Additional paid-in capital		56,912,302		55,414,069
Accumulated deficit		(58,720,705)		(52,029,741)
Total stockholders’ (deficit) equity		(1,807,620)		3,385,073
Total liabilities, and stockholders’ (deficit) equity	$	799,611	$	5,680,405

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

Table of Contents

PAXMEDICA, INC.

CONDENSED STATEMENTS OF OPERATIONS

(Unaudited)


	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023

Operating expenses
General and administrative	$	1,489,027	$	2,768,910	$	4,786,377	$	6,583,094
Research and development		1,509,481		589,029		1,902,293		811,520
Total operating expenses		2,998,508		3,357,939		6,688,670		7,394,614

Loss from operations		(2,998,508)		(3,357,939)		(6,688,670)		(7,394,614)

Other income (expense)
Interest expense		—		(3,928)		—		(7,856)
Loss on extinguishment of debt		—		—		—		(36,850)
Change in fair value of notes		—		(124,087)		—		211,277
Other expense		729		(333)		(2,294)		(91,991)
Total other income (expense)		729		(128,348)		(2,294)		74,580

Net loss	$	(2,997,779)	$	(3,486,287)	$	(6,690,964)	$	(7,320,034)

Basic and diluted weighted average number of shares outstanding		7,655,549		860,715		7,536,915		802,368

Basic and diluted net loss per share	$	(0.39)	$	(4.05)	$	(0.89)	$	(9.12)

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

Table of Contents

PAXMEDICA, INC.

CONDENSED STATEMENTS OF CHANGES IN SHAREHOLDERS’ (DEFICIT) EQUITY

(Unaudited)

For the Three Months Ended June 30, 2024


							Additional				Total
	Series X Preferred Stock			Common Stock			Paid-in		Accumulated		Stockholders’
	Shares	Amount		Shares	Amount		Capital		Deficit		Equity (Deficit)
Balance at April 1, 2024	45,567	$	5	7,465,629	$	747	$	56,912,182	$	(55,722,926)	$	1,190,008
Issuance of common stock underlying restricted stock units, net of tax withholding	—		—	—		—		—		—		—
Issuance of common stock converted from prefunded warrants	—		—	314,231		31		(31)		—		—
Stock-based compensation	—		—	—		—		151		—		151
Net loss	—		—	—		—		—		(2,997,779)		(2,997,779)
Balance at June 30, 2024	45,567	$	5	7,779,860	$	778	$	56,912,302	$	(58,720,705)	$	(1,807,620)

For the Three Months Ended June 30, 2023


							Additional				Total
	Series X Preferred Stock			Common Stock			Paid-in		Accumulated		Stockholders’
	Shares	Amount		Shares	Amount		Capital		Deficit		Equity (Deficit)
Balance at April 1, 2023	45,567	$	5	818,846	$	82	$	40,106,443	$	(37,573,763)	$	2,532,767
Reclassification of shares settled liability to equity	—	$	—	422	$	—	$	34,499	$	—	$	34,499
Issuance of common stock in connection with equity purchase agreement	—	$	—	81,170	$	8	$	1,965,607	$	—	$	1,965,615
Issuance of common stock warrants in connection with notes payable, net of fees	—	$	—	—	$	—	$	—	$	—	$	—
Delivery of common stock underlying restricted stock units, net of tax withholding	—	$	—	3,649	$	—	$	(45,885)	$	—	$	(45,885)
Stock-based compensation	—	$	—	—	$	—	$	1,264,650	$	—	$	1,264,650
Net loss	—	$	—	—	$	—	$	—	$	(3,486,287)	$	(3,486,287)
Balance at June 30, 2023	45,567	$	5	904,087	$	90	$	43,325,314	$	(41,060,050)	$	2,265,359

For The Six Months Ended June 30, 2024

SEC Form 10-Q filed by PaxMedica Inc.