U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

Mark One

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

For the quarterly period ended December 31, 2023

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

For the transition period from _______ to _______

Commission File No. 001-40715

PetVivo Holdings, Inc.

(Name of small business issuer in its charter)

Nevada

99-0363559

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer

Identification No.)

5251 Edina Industrial Blvd.

Edina, Minnesota 55439

(Address of principal executive offices)

(952) 405-6216

(Issuer’s telephone number)

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 $0.001	PETV	The Nasdaq Stock Market LLC
Warrants to purchase Common Stock	PETVW	The Nasdaq Stock Market LLC

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

Common Stock, $0.001

(Title of Class)

Indicate by check mark whether the issuer: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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 (Section 229.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files. Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.

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 ☒

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the most practicable date:

Class		Outstanding as of February 9, 2024
Common Stock, $0.001		16,770,018

PETVIVO HOLDINGS, INC.

FORM 10-Q

FOR THE PERIOD ENDED DECEMBER 31, 2023

INDEX

		Page

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS		2

PART I. FINANCIAL INFORMATION		3

Item 1.	Financial Statements	3
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	24
Item 3.	Qualitative and Quantitative Disclosures About Market Risk	29
Item 4.	Controls and Procedures	30

PART II. OTHER INFORMATION		30

Item 1.	Legal Proceedings	30
Item 1A.	Risk Factors	30
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	31
Item 3.	Defaults Upon Senior Securities	31
Item 4.	Mine Safety Disclosure	31
Item 5.	Other information	31
Item 6.	Exhibits	32

SIGNATURES		33

Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995

Information included in this Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (“Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (“Exchange Act”). This information may involve known and unknown risks, uncertainties, and other factors which may cause the actual results, performance, or achievements of PetVivo Holdings, Inc. (the “Company”), to be materially different from future results, performance, or achievements expressed or implied by any forward-looking statements. Forward-looking statements, which involve assumptions and describe future plans, strategies, and expectations of the Company, are generally identifiable by use of the words “may,” “will,” “should,” “expect,” “anticipate,” “estimate,” “believe,” “intend,” or “project” or the negative of these words or other variations on these words or comparable terminology. These forward-looking statements are based on assumptions that may be incorrect, and there can be no assurance that the projections included in these forward-looking statements will come to pass. Actual results of the Company could differ materially from those expressed or implied in the forward-looking statements. Factors that might cause or contribute to such differences include, but are not limited to, those discussed in “Risk Factors” included in documents we file from time to time with the U.S. Securities and Exchange Commission (the “SEC’), including our Annual Report on Form 10-K for our fiscal year ended March 31, 2023, (“2023 10-K Report”) and risks described in other SEC filings. Except as required by applicable laws, the Company has no obligation to update publicly any forward-looking statements for any reason, even if new information becomes available or other events occur in the future.

PART I.

ITEM 1. FINANCIAL STATEMENTS

PETVIVO HOLDINGS, INC.

CONSOLIDATED BALANCE SHEETS

	December 31, 2023			March 31, 2023
	(Unaudited)
Assets:
Current Assets
Cash and cash equivalents	$	80,085		$	475,314
Accounts receivable		518,686			86,689
Inventory		467,467			370,283
Prepaid expenses and other assets		426,646			491,694
Total Current Assets		1,492,884			1,423,980

Property and Equipment, net		823,280			630,852

Other Assets:
Operating lease right-of-use asset		1,253,815			317,981
Patents and trademarks, net		32,333			38,649
Security deposit		27,490			27,490
Total Other Assets		1,313,638			384,120
Total Assets	$	3,629,802		$	2,438,952

Liabilities and Stockholders’ Equity:
Current Liabilities
Accounts payable	$	1,094,152		$	588,713
Accrued expenses		241,959			779,882
Operating lease liability – short term		196,263			78,149
Notes payables and accrued interest		129,746			6,936
Total Current Liabilities		1,662,120			1,453,680
Non-Current Liabilities
Note payable and accrued interest (net of current portion)		15,030			20,415
Operating lease liability (net of current portion)		1,057,552			239,832
Total Non-Current Liabilities		1,072,582			260,247
Total Liabilities		2,734,702			1,713,927
Commitments and Contingencies (see Note 9)		-			-
Stockholders’ Equity:
Preferred Stock, par value $0.001, 20,000,000 shares authorized, no shares issued and outstanding at December 31, 2023 and March 31, 2023		-			-
Common Stock, par value $0.001, 250,000,000 shares authorized, 14,921,209 and 10,950,220 issued and outstanding at December 31, 2023 and March 31, 2023, respectively		14,921			10,950
Common Stock to be Issued		-			137,500
Common Stock Receivable		(27,000	)		-
Additional Paid-In Capital		81,055,786			72,420,604
Accumulated Deficit		(80,148,607	)		(71,844,029	)
Total Stockholders’ Equity		895,100			725,025
Total Liabilities and Stockholders’ Equity	$	3,629,802		$	2,438,952

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

PETVIVO HOLDINGS, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(UNAUDITED)


	Three Months Ended December 31,						Nine Months Ended December 31,
	2023			2022			2023			2022
Revenues	$	595,891		$	510,109		$	920,440		$	791,563

Cost of Sales		183,087			223,687			406,270			424,866
Gross Profit		412,804			286,422			514,170			366,697

Operating Expenses:

Sales and Marketing		1,032,575			1,047,549			3,053,184			2,572,103
Research and Development		231,066			248,157			695,156			460,197
General and Administrative		1,282,787			1,309,534			4,737,374			3,738,876

Total Operating Expenses		2,546,428			2,605,240			8,485,714			6,771,176

Operating Loss		(2,133,624	)		(2,318,818	)		(7,971,544	)		(6,404,479	)

Other (Expense) Income
Loss on Extinguishment of Debt		-			-			(534,366	)		-
Settlement Expense		-			-			(180,000	)		-
Extinguishment of payables		385,874			-			385,874			-
Interest (Expense) Income		(2,098	)		7,200			(4,542	)		15,844

Total Other Income (Expense)		383,776			7,200			(333,034	)		15,844
					-						-
Loss before taxes		(1,749,848	)		(2,311,618	)		(8,304,578	)		(6,388,635	)

Income Tax Provision		-			-			-			-

Net Loss	$	(1,749,848	)	$	(2,311,618	)	$	(8,304,578	)	$	(6,388,635	)

Net Loss Per Share:
Basic and Diluted	$	(0.12	)	$	(0.23	)	$	(0.64	)	$	(0.64	)

Weighted Average Common Shares Outstanding:
Basic and Diluted		14,271,530			10,098,658			12,976,851			10,047,040

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

PETVIVO HOLDINGS, INC.

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY

(UNAUDITED)

For The Three And Nine Months Ended December 31, 2023


	Common Stock						Additional Paid-in			Accumulated			Common Stock			Common Stock to be
	Shares			Amount			Capital			Deficit			Receivable			Issued			Total
Balance at March 31, 2023		10,950,220		$	10,950		$	72,420,604		$	(71,844,029	)		-		$	137,500		$	725,025
Common stock sold		793,585			794			2,092,800			-			-			(137,500	)		1,956,094
Stock issued for services		49,998			50			123,028			-			-			-			123,078
Stock-based compensation		-			-			413,030			-			-			-			413,030
Vesting of restricted stock units in lieu of compensation		30,300			31			74,558			-			-			-			74,589
Vesting of restricted stock units		6,250			6			(6	)		-			-			-			-
Net loss		-			-			-			(2,893,577	)		-			-			(2,893,577	)
Balance at June 30, 2023		11,830,353		$	11,831		$	75,124,014		$	(74,737,606	)		-		$	-		$	398,239
Common stock and warrants sold		1,200,002			1,200			1,774,582			-			-			-			1,775,782
Stock issued for services		349,498			350			740,628			-			-			-			740,978
Conversion of debt and interest to common stock		385,000			385			577,115			-			-			-			577,500
Value of stock and warrants issued on extinguishment of debt		-			-			509,310			-			-			-			509,310
Cashless warrant exercise		34,678			34			(34	)		-			-			-			-
Vesting of restricted stock units in lieu of compensation		20,200			20			40,986			-			-			-			41,006
Vesting of restricted stock units		22,000			22			(22	)		-			-			-			-
Stock-based compensation		-			-			607,017			-			-			-			607,017
Net loss		-			-			-			(3,661,153	)		-			-			(3,661,153	)
Balance at September 30, 2023		13,841,731		$	13,842		$	79,373,596		$	(78,398,759	)		-		$	-		$	988,679
Common stock and warrants sold		1,151,224			1,151			1,409,103						(27,000	)		-			1,383,254
Stock issued for services		167,004			167			292,958						-			-			293,125
Return of stock issued for services		(250,000	)		(250	)		(537,250	)					-			-			(537,500	)
Vesting of restricted stock units		11,250			11			(11	)					-			-			-
Stock-based compensation								517,390						-			-			517,390
Net loss											(1,749,848	)		-			-			(1,749,848	)
Balance at December 31, 2023		14,921,209		$	14,921		$	81,055,786		$	(80,148,607	)		(27,000	)		-		$	895,100

For The Three And Nine Months Ended December 31, 2022


	Common Stock				Additional Paid-in			Accumulated
	Shares		Amount		Capital			Deficit			Total
Balance at March 31, 2022		9,988,361	$	9,988	$	69,103,155		$	(63,126,421	)	$	5,986,722

Stock-based compensation		-		-		231,231			-			231,231
Net loss		-		-		-			(1,965,428	)		(1,965,428	)
Balance at June 30, 2022		9,988,361	$	9,988	$	69,334,386		$	(65,091,849	)	$	4,252,525
Cash paid to exercise warrants		48,664		49		66,509			-			66,558
Vesting of restricted stock units		33,250		33		(33	)		-			-
Stock issued for services		25,000		25		49,895

SEC Form 10-Q filed by PetVivo Holdings Inc.