AMIX Autonomix Medical Inc

PART I - FINANCIAL INFORMATION

 

Item 1.

Financial Statements

 

Autonomix Medical, Inc.

Condensed Balance Sheets

(Unaudited)

 

 

See accompanying notes to the unaudited condensed financial statements.

 

 

Autonomix Medical, Inc.

Condensed Statements of Operations

(Unaudited)

 

 

See accompanying notes to the unaudited condensed financial statements.

 

 

Autonomix Medical, Inc.

Condensed Statements of Changes in Stockholders' Equity

(Unaudited)

 

 

See accompanying notes to the unaudited condensed financial statements.

 

 

Autonomix Medical, Inc.

Condensed Statements of Cash Flows

(Unaudited)

 

 

See accompanying notes to the unaudited condensed financial statements.

 

 

 

Autonomix Medical, Inc.

Notes to the Unaudited Condensed Financial Statements

 

Note 1 – Description of the Business, Basis of Presentation and Summary of Significant Accounting Policies

 

Description of the Business

 

Autonomix Medical, Inc. (“we,” “our,” the “Company”) is a medical device company organized as a Delaware corporation on June 10, 2014. The Company is a pre-revenue, clinical stage life sciences company focused on advancing innovative technologies for sensing and treating disorders relating to the peripheral nervous system.

 

Reverse Stock Split

 

The Company held its annual meeting of stockholders (the "Annual Meeting") on October 17, 2024. In that Annual Meeting, stockholders of the Company approved an amendment to the Company’s amended and restated certificate of incorporation (the "Amendment”) to effect the reverse stock split at a ratio in the range of 1-for-2 to 1-for-50, with such ratio to be determined in the discretion of the Company’s board of directors and with such reverse stock split to be effected at such time and date, if at all, as determined by the Company’s board of directors in its sole discretion prior to the one-year anniversary of the Annual Meeting.

 

Pursuant to such authority granted by the Company’s stockholders, the Company’s board of directors approved a one-for- twenty ( 1:20) reverse stock split (the "Reverse Stock Split”) of the Company’s common stock and the filing of the Amendment to effectuate the Reverse Stock Split. The Amendment was filed with the Secretary of State of the State of Delaware and the Reverse Stock Split became effective in accordance with the terms of the Amendment at 11:59 p.m. Eastern Time on October 24, 2024 (the "Effective Time”), and the Company’s common stock opened for trading on The Nasdaq Capital Market on October 25, 2024 on a post-split basis, under the existing ticker symbol "AMIX” but with a new CUSIP number 05330T205. The Amendment provides that, at the Effective Time, every twenty shares of the Company’s issued and outstanding common stock will automatically be combined into one issued and outstanding share of common stock, without any change in par value per share, which will remain $0.001.

 

The number of authorized shares of common stock will remain at 500 million shares. As a result of the Reverse Stock Split, proportionate adjustments will be made to the per share exercise price and/or the number of shares issuable upon the exercise or vesting of all outstanding stock options, restricted stock unit awards, warrants and convertible notes, which will result in a proportional decrease in the number of shares of the Company’s common stock reserved for issuance upon exercise or vesting of such stock options, restricted stock unit awards, warrants and convertible notes and, in the case of stock options and warrants, a proportional increase in the exercise price of all such stock options and warrants. In addition, the number of shares reserved for issuance under the Company’s equity compensation plan immediately prior to the Effective Time will be reduced proportionately.

 

No fractional shares will be issued as a result of the Reverse Stock Split. Any stockholder who would have been entitled to receive a fractional share as a result of the process will be entitled to the rounding up of the fractional share to the nearest whole number. See Note 7 for subsequent event regarding rounding shares.

 

The Reverse Stock Split has been retroactively adjusted throughout these interim financial statements and footnotes for all periods presented, including exercise prices and share data. As a result of the Reverse Stock Split, the Company reclassified approximately $18 thousand between common stock par value and additional paid-in capital.

 

Liquidity and Going Concern

 

The Company's financial statements are prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities and commitments in the normal course of business. The Company is an early-stage company that is subject to all the risks associated with early-stage and emerging growth companies and has incurred losses since inception.

 

For the  six months ended September 30, 2024 and 2023, the Company incurred net losses of $ 5.5 million and $ 6.9 million, respectively, and had net cash flows used in operating activities of $ 3.4 million and $ 1.8 million, respectively. The Company had no revenues for the three and six months ended September 30, 2024 and 2023, respectively, and an accumulated deficit of $ 44.5 million, working capital of $ 4.1 million and cash of $ 5.2 million as of September 30, 2024. The Company does not expect to generate positive cash flows from operating activities in the near future.

 

The Company estimates its current cash resources are sufficient to fund its operations into but not beyond the second calendar quarter of 2025. The Company recognizes it will need to raise additional capital to continue to execute its business plan, including obtaining regulatory clearance for its products currently under development and commercializing and generating revenues from products under development. There is no assurance that additional financing will be available when needed or that management will be able to obtain financing on terms acceptable to the Company. A failure to raise sufficient capital, generate sufficient product revenues, control expenditures and regulatory matters, among other factors, will adversely impact the Company’s ability to meet its financial obligations as they become due and payable and to achieve its intended business objectives. If the Company is unable to raise sufficient additional funds, it will have to scale back its operations.

 

These factors raise substantial doubt about the Company's ability to continue as a going concern within one year after the date the financial statements are issued. The accompanying condensed financial statements have been prepared on a going concern basis and do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

 

Basis of Presentation

 

The accompanying condensed interim financial statements are unaudited. These unaudited condensed interim financial statements have been prepared in accordance with the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) for interim financial information. Accordingly, they do not include all the information and notes required by generally accepted accounting principles in the United States of America (“GAAP”) for complete financial statements. The Company’s fiscal year end is March 31^st. These unaudited condensed interim financial statements should be read in conjunction with the audited financial statements and accompanying notes for the year ended March 31, 2024 as found in the Annual Report in our Form 10-K filed with the SEC on May 31, 2024. In the opinion of management, the unaudited condensed interim financial statements reflect all the adjustments (consisting of normal recurring adjustments) necessary to state fairly the Company’s financial position, results of operations and cash flows for the quarterly and year-to-date periods, as applicable. The interim results of operations are not necessarily indicative of the results that may occur for the full fiscal year. The March 31, 2024 audited condensed balance sheet included herein was derived from the audited financial statements, but does not include all disclosures, including notes, required by GAAP for complete financial statements.

 

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Use of Estimates in Financial Statement Presentation

 

The preparation of these unaudited condensed interim financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. The Company's significant estimates and assumptions include work performed but not yet billed by contract manufacturers, engineers and research organizations, warrant liability and the valuation of equity related instruments. Although the Company believes that its estimates and assumptions are reasonable, they are based upon information available at the time the estimates and assumptions were made. Some of these judgments can be subjective and complex, and, consequently, actual results could differ from those estimates.

 

Cash and Cash Equivalents

 

The Company considers all highly liquid accounts with original maturities of three months or less at the date of acquisition to be cash equivalents. Periodically, the Company may carry cash balances at financial institutions in excess of the federally insured limit of $250,000. The Company has not experienced losses on these accounts and management believes, based upon the quality of the financial institutions, that the credit risk with regard to these deposits is not significant.

 

Offering Costs

 

Offering costs consist of professional costs incurred through the balance sheet date that are direct and incremental related to the Company’s initial public offering ("IPO"). These costs, together with the selling agent fees, were reclassified to additional paid-in capital upon completion of the Company’s IPO on January 26, 2024. Costs associated with salaries and other period costs were expensed as incurred.

 

During the six months ended September 30, 2024 and 2023, the Company paid $0.0 and $0.1 million, respectively, of offering costs related to its IPO.

 

Property and Equipment

 

Property and equipment (comprised of computer and IT equipment) are stated at historical cost and depreciated on a straight-line basis over their estimated useful lives, generally three years. Upon disposition of the assets, the costs and related accumulated depreciation are removed from the accounts and any resulting gain or loss is included in the results of operations.

 

Convertible Notes

 

The Company evaluates embedded redemption, conversion and other features within its debt to determine whether any embedded features should be bifurcated from the host instrument and accounted for as a derivative at fair value, with changes in fair value recorded in the condensed statements of operations.

 

The Company’s debt is carried on the condensed balance sheets on a historical cost basis net of unamortized discounts and premiums because the Company has not elected the fair value option of accounting. Costs associated with acquiring debt, including detachable warrants issued in connection with the financing, are capitalized as a debt discount. The debt discount is presented in the condensed balance sheets as a direct deduction from the carrying amount of the debt liability. The costs are amortized over the estimated contractual life of the related debt instrument using the effective interest method and are included in interest expense in the condensed statements of operations.

 

If the Company incurs costs associated with its convertible notes, in advance of the receipt of proceeds, the Company will record a deferred asset. Upon receipt of proceeds the Company will reclassify the deferred asset as a direct deduction from the carrying amount, as described above.

 

In addition, since the instruments included a substantive conversion feature as of time of issuance, the issuance of equity securities to settle the outstanding notes with the conversion were accounted for as a contractual conversion with no gain or loss recognized related to the equity securities issued to settle the instrument.

 

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Fair Value of Financial Instruments

 

Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value maximize the use of observable inputs and minimize the use of unobservable inputs. The Company utilizes a three-level valuation hierarchy for disclosures of fair value measurements, defined as follows:

 

Level 1 – inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets

 

Level 2 – inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the assets or liability, either directly or indirectly, for substantially the full term of the financial instrument

 

Level 3 – inputs to the valuation methodology are unobservable and significant to the fair value and require significant judgment and estimation.

 

Financial assets and financial liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. While the Company believes that its valuation methods are appropriate, the Company recognizes that the use of different methodologies or assumptions to determine the fair value could result in a different estimate of fair value at the reporting date. The primary assumptions that would significantly affect the fair values are the probability weighting of the different settlement outcomes used.

 

The Company did not have any assets or liabilities measured at fair value as of September 30, 2024 and March 31, 2024. In the fourth quarter of the Company's fiscal year ended March 31, 2024 there was a transfer out of Level 3 for the warrant liability, for the settlement and reclassification to equity of the instrument, that occurred in the three months ended September 30, 2023.

 

As of September 30, 2024, the Company determined that the estimated fair value of debt was approximately $ 1.1 million. The fair value of debt was estimated using market rates the Company believes would be available for similar types of financial instruments and represents a Level 2 measurement.

 

The carrying value of short-term instruments, including cash, accounts payable and accrued expenses, approximate fair value due to the relatively short period to maturity for these instruments.

 

Related Parties

 

The Company follows Accounting Standards Codification ("ASC") 850, Related Party Disclosures, for the identification of related parties and disclosure of related party transactions. See further discussion in Note 6 below on this matter.

 

Income Taxes

 

The Company uses the asset and liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial reporting and the tax basis of reported assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company must then assess the likelihood that the resulting deferred tax assets will be realized. A valuation allowance is provided when it is more likely than not that some portion or all of a deferred tax asset will not be realized. As of September 30, 2024 and March 31, 2024 the Company determined a full valuation allowance was required to offset its deferred tax assets as a result of recurring operating losses.

 

The Company accounts for uncertain tax positions in accordance with the provisions of ASC 740-10 which prescribes a recognition threshold and measurement attribute for financial statement disclosure of tax positions taken, or expected to be taken, on its tax return. The Company evaluates and records any uncertain tax positions based on the amount that management deems is more likely than not to be sustained upon examination and ultimate settlement with the tax authorities in the tax jurisdictions in which it operates. As of September 30, 2024 and March 31, 2024 the Company had no uncertain tax positions.

 

The Company does not expect to pay any significant federal, state, or foreign income taxes in our fiscal year 2025 (ending March 31, 2025) as a result of the losses recorded during the three months ended  June 30, 2024 and the additional losses expected for the remainder of our fiscal year 2025 and cumulative net operating loss carryforwards. Accounting standards require the consideration of a valuation allowance for deferred tax assets if it is “more likely than not” that some component or all of the benefits of deferred tax assets will not be realized.

 

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The Company recorded no income tax provision for the three and six months ended September 30, 2024 and 2023, respectively. The effective tax rate for the three and six months ended September 30, 2024 and 2023 is zero. The Company estimates its annual effective tax rate at the end of each quarterly period. Jurisdictions with a projected loss for the year where no tax benefit can be recognized due to the valuation allowance could result in a higher or lower effective tax rate during a particular quarter depending on the mix and timing of actual earnings versus annual projections.

 

Stock-based Compensation

 

Employee and non-employee share-based compensation is measured at the grant date, based on the fair value of the award, and is recognized as an expense over the requisite service period. For awards with a performance condition, compensation expense is recognized over the requisite service period if it is probable that the performance condition will be satisfied. For awards to non-employees, the Company recognizes compensation expense in the same manner as if the Company had paid cash for the goods or services. The Company estimates the fair value of options and equity classified warrants granted using an options pricing model. Expense is recognized within general and administrative expenses and forfeitures are recognized as they are incurred.

 

Warrants

 

The Company accounts for warrants as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in FASB ASC 480, Distinguishing Liabilities from Equity (“ASC 480”) and ASC 815, Derivatives and Hedging (“ASC 815”). The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the warrants meet all of the requirements for equity classification under ASC 815, including whether the warrants are indexed to the Company’s own ordinary shares and whether the warrant holders could potentially require “net cash settlement” in a circumstance outside of the Company’s control, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of warrant issuance and as of each subsequent quarterly period end date while the warrants are outstanding.

 

For issued or modified warrants that meet all of the criteria for equity classification, the warrants are required to be recorded as a component of additional paid-in capital at the time of issuance. For issued or modified warrants that do not meet all the criteria for equity classification, the warrants are required to be recorded at their initial fair value on the date of issuance, and each balance sheet date thereafter. Changes in the estimated fair value of the warrants are recognized as a non-cash gain or loss on the statements of operations. The fair value of the warrants is estimated using a Black-Scholes pricing model or a Monte Carlo simulation.

  

Loss Per Common Share

 

Basic loss per common share is computed by dividing net loss by the weighted-average number of common shares outstanding during the period. Diluted loss per common share is determined using the weighted-average number of common shares outstanding during the period, adjusted for the dilutive effect of common stock equivalents. In periods when losses are reported, the weighted-average number of common shares outstanding excludes common stock equivalents, because their inclusion would be anti-dilutive. Generally, the Company’s outstanding warrants are non-participating securities as they are not entitled to non-forfeitable rights to dividends or dividend equivalents during the vesting term and have no obligation to fund losses.

 

However, the warrants described in Note 2 are participating securities as they receive a right to dividends, but they are not obligated to fund losses. In periods of loss, since no income is allocated to these securities, the Company's use of the "treasury stock method" derives the same result. The dilutive effect of convertible securities is calculated using the “if-converted method.” Under the if-converted method, securities are assumed to be converted at the beginning of the period, and the resulting common shares are included in the denominator of the diluted calculation for the entire period being presented.

 

For the six months ended September 30, 2024 and 2023, dilutive securities that were not included in the calculations of the loss per common share because they would be anti-dilutive included the following:

 

		September 30,
		2024				2023
Equity based warrants to purchase common shares			87,531				329,497
Convertible Notes - common shares (1)			33,250				8,750
Convertible Notes - equity-based warrants to purchase common shares			25,003				15,000
Termination agreement - equity-based warrants to purchase common shares (2)			-				80,000
Stock options granted under Company's incentive plan			216,483				77,680
Total potentially dilutive securities			362,267				510,927

 

(1)	Shares for the convertible note proceeds received as of September 30, 2024.
(2)	Shares were based on an estimated initial public offering price of $100.00.

 

 

 

 

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Research and Development Costs

 

Research and development costs are expensed as incurred.

 

Advertising

 

It is our policy to expense advertising costs as incurred. Advertising expenses are included within general and administrative expenses within the statement of operations. For the three and six months ended September 30, 2024, the Company recorded less than $0.1 million, respectively, of advertising expenses. For the three and six months ended September 30, 2023 , the Company recorded less than $0.1 million, respectively, of advertising expenses.

 

Fair Value of Common Stock

 

Prior to establishing a public market for the Company’s common stock, the estimated fair value of the Company’s common stock was determined by the Company’s board of directors as of the date of each option grant, with input from management, considering the Company’s most recently available third-party valuations of common stock, recent sales of common stock to third parties, and the Company’s board of directors’ assessment of additional objective and subjective factors that it believed were relevant and which may have changed from the date of the most recent valuation through the date of the grant.

 

JOBS Act Accounting Election

 

The Company qualifies as an emerging growth company (“EGC”), as defined in the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). The JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statements with another public company which is neither an early-stage company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used.

 

Segments

 

The Company currently operates in one reportable segment based on management’s view of its business for purposes of evaluating performance and making operating decisions. Based upon this business model, the Company’s Chief Executive Officer, whom the Company has determined to be its chief operating decision-maker, reviews financial information as one operating segment.

 

Recent Accounting Pronouncements

 

In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures,” which requires disaggregated information about a reporting entity’s effective tax rate reconciliation as well as information on income taxes paid. The guidance is effective for the Company’s fiscal years beginning after December 15, 2024, with early adoption permitted. The Company does not expect the adoption of this standard to have any material impact on its financial statements.

 

The Company does not believe that any recently issued effective pronouncements, or pronouncements issued but not yet effective, if adopted, would have a material effect on the accompanying financial statements.

 

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Correction of an Immaterial Error in the Prior Period Financial Statements

 

During the fourth quarter of fiscal 2024 ( March 31, 2024), the Company determined that the prior year financial statements had an error caused by an immaterial classification error of certain research and development expense in accordance with ASC 730 Research and Development Costs. As a result, certain prior year amounts have been revised for consistency with the current year presentation. The Company assessed the materiality of this change in presentation on prior period financial statements in accordance with SEC Staff Accounting Bulletin No. 99, “Materiality,” (ASC Topic 250, Accounting Changes and Error Corrections). Based on this assessment, the Company concluded that these classification error corrections in its Statements of Operations are not material to any previously presented financial statements based upon overall considerations of both quantitative and qualitative factors. The corrections had no impact on the fiscal year 2023 Balance Sheet, Statements of Cash Flows, or Statement of Changes in Stockholders’ Equity. Further, the immaterial corrections did not result in a change in operating losses, net loss, or basic or diluted earnings per share in the Income Statement.

 

A summary of immaterial corrections reflecting the prior period impact to the Company’s Statement of Operations, for the three and six months ended September 30, 2023 is shown below (in thousands):

 

		For the Three Months Ended September 30, 2023
		Originally Filed				Correction				As Revised
General and administrative expense			829				(36	)			793
Research and development expense			435				36				471
			1,264				-				1,264
		For the Six Months Ended September 30, 2023
		Originally Filed				Correction				As Revised
General and administrative expense			1,352				(57	)			1,295
Research and development expense			782				57				839
			2,134				-				2,134

 

Note 2 – Warrant Liability and Fair Value of Financial Instruments

 

Financial assets and financial liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. While the Company believes that its valuation methods are appropriate, the Company recognizes that the use of different methodologies or assumptions to determine the fair value could result in a different estimate of fair value at the reporting date. The primary assumptions that would significantly affect the fair values are the probability weighting of the different settlement outcomes used.

 

There were no outstanding instruments classified as Level 3 measurements as of September 30, 2024 or March 31, 2024.

 

The following table summarizes the activity of the Level 3 fair value measurements during the period end September 30, 2023 (in thousands):

 

Schedule of Fair Value Activity		Warrant Liabilities
Balance as of June 30, 2023		$	-
Additions			4,556
Change in fair value measurements - warrants mark-to-market			239
Balance as of September 30, 2023		$	4,795

 

The Company recognized the initial warrant expense as a component of operating expenses on the condensed statement of operations under warrant expense – termination agreement for $4.6 million and the changes in the fair value under warrant liability – mark-to-market for $0.2 million. There were no changes to the valuation approaches or techniques used for Level 3 measurements.

 

Warrant Liabilities

 

As more fully detailed in Note 6 – Related Party Transactions, on July 7, 2023, the Company entered into an Exclusive License Termination Agreement (the “Termination Agreement”) with a licensee in exchange for the issuance, upon the closing of the Company’s IPO within one year of the agreement’s execution, of a warrant to purchase shares of the Company for a variable number of shares.

 

The fair value of the warrant liability has been estimated using a discounted cash flow model under various scenarios and used the probability-weighted expected return method (“PWERM”) comparing the probabilities of different outcomes. The outcomes considered included (i) the closing of a qualified financing as part of the Company’s IPO at various points in time and (ii) the possibility of default whereby the licensee receives nothing. Key assumptions for the model were as follows for the initial measurement:

 

Discount rate at issuance (1)		20	%
Probability (2)		70% - 10% - 20%
Payment (3)		00 -8,000,00000
Expected term (in years) (4)		0.48 - 0.98

 

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	(1)	The initial discount rate was chosen based on private equity rates of return as described in the AICPA Practice Aid on Valuation of Privately-Held-Company Equity securities issued as compensation. For the recurring fair value measurement, the Company updated the discount rate based upon yield curves estimated to be similar in credit quality to the Company. The updated discount rate as of September 30, 2023 was 21.35%%;
	(2)	Scenario probability as of issuance and September 30, 2023 was based on timing expectations of management that a qualified offering occurring as of December 31, 2023 was estimated at 70%; a qualified offering occurring as of June 30, 2024 was estimated at 10%; and no qualified offering occurring was estimated at 20%;
	(3)	The warrant has a $0.02 strike price, however, the strike price is low relative to the stock price, making the warrant value close to the value of a stock unit. The agreement has a fixed payment value of $8.0 million, see Note 6 – Related Party Transactions;
	(4)	For the subsequent recurring fair value measurements as of September 30, 2023, the Company updated the expected term to a range between 0.25 - 0.75 years.

 

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Note 3 – Convertible Notes Payable

 

On September 9, 2023, the Company's Board of Directors (the “Board”) authorized an offering up to $2.0 million in unsecured, non-interest bearing convertible promissory notes (the “Notes”) and accompanying warrants (the “Bridge Financing Warrants”) (collectively, the “Bridge Offering”) that will mature on December 31, 2025. The Notes provided that, on the closing date of the IPO, the outstanding principal would be automatically converted into common stock at the conversion price of $40.00. Each dollar in principal amount of Notes purchased were accompanied by a five-year Bridge Financing Warrant to purchase approximately 0.0125 shares of Common stock with an exercise price of $20.00 per share. The Company records the Bridge Financing Warrants as a discount to the Notes.

 

The Bridge Financing Warrants can be exercised from the date of Notes issuance through the five-year anniversary of the issuance of the Notes. The shares issuable pursuant to the Notes and Bridge Financing Warrants have a 180-day lock-up after the Company’s IPO. Thereafter, the foregoing lock-up agreement will cease to apply to 25% of the purchased shares each month for a period of four months. The Note holders are not permitted to convert their Notes when the holders or any of their affiliates would beneficially own in excess of 4.99% of the Company’s common stock after such conversion.

 

As of September 30, 2023, the Company received proceeds of $350,000, of $1.2 million of Notes executed from the Bridge Offering, which would convert into 8,750 shares of common stock.

 

As of September 30, 2024, the Company received proceeds of $2.0 million of Notes executed from the Bridge Offering, which would convert into 50,000 shares of common stock. The Company’s effective interest rate for the Notes is 15.3% due to the amortization of the discount stemming from the issuance of the Bridge Financing Warrants. On January 26, 2024, we consummated our initial public offering (“IPO”). In connection with the closing of the IPO, a portion of our convertible notes were converted into 16,750 shares of our common stock. Upon the closing of the IPO, certain notes were to be automatically converted according to their terms into our common stock to the extent and provided that certain holders of these notes are not permitted to convert such notes to the extent that the holders or any of its affiliates would beneficially own in excess of 4.99% of our common stock after such conversion. Due to this 4.99% limitation, principal representing $1.3 million, or 33,250 shares, of these notes remains outstanding.

 

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The table below summarizes the Company’s outstanding convertible notes payable as of September 30, 2024 (in thousands).

 

		Principal Amount				Unamortized Debt Discount				Net Carrying Amount
Zero-coupon convertible notes payable due on December 31, 2025		$	1,330			$	244			$	1,086

 

Warrants

 

The Company issued the Notes with detachable warrants for the purchase of shares of the Company’s common stock. The Company utilized a Monte Carlo simulation model to determine the fair value of each Bridge Offering Warrant. The key inputs to the Monte Carlo simulation used to determine the fair value of each warrant include, the Company’s stock price fair value which was determined through a back solve calculation such that the stock price results in the average total value of the Notes and the Bridge Offering Warrants being equal to the cash proceeds received, volatility based on a selection of publicly held peer companies of 101.88%, expected term of 5 years, risk free rate of 4.40%, discount rate of 20.00% and a discount for lack of marketability of 15.77%.

 

During the three and six months ended September 30, 2024, the Company recorded less than $0.1 million in interest expense, respectively, related to the amortization of the debt discount. Due to the timing of the receipt of proceeds, the Company did not incur interest expense during the three and six months ended September 30, 2023.

 

The following table presents a summary of activity for the warrants issued in connection with the Company’s Notes:

 

					Weighted-Average
					Exercise Price
	Warrants				Per Share
Outstanding and exercisable, March 31, 2024		25,003			$	20.00
Granted		-				-
Exercised		-				-
Forfeited/Cancelled		-				-
Expired		-				-
Outstanding, September 30, 2024		25,003			$	20.00
Exercisable, September 30, 2024		25,003			$	20.00

 

 

 

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Note 4 – Equity

 

On January 26, 2024, we consummated our IPO. In the IPO, we sold a total of 111,962 shares of common stock at a purchase price of $100.00 per share for gross proceeds of $11.2 million and net proceeds of $9.8 million. In connection with the closing of the IPO, a portion of our convertible notes were converted into 16,750 shares of our common stock.

 

On November 29, 2023, the Company’s Board of Directors and applicable shareholders approved to amend and restate the Company’s certificate of incorporation and increased the authorized shares to 500,000,000 shares of common stock, with a par value of $0.001 per share, and 10,000,000 shares of preferred stock, with a par value of $0.001 per share. The specific rights of the preferred stock shall be determined by the Board of Directors.

 

Restricted Stock

 

On February 15, 2024, the Company issued 1,750 restricted shares of common stock to the Company's marketing consultant at the closing price of $76.00 of the Company's common stock. The total value of these shares is $133,000. These shares vest monthly over a 12-month period beginning on the issue date.

 

		Three Months Ended September 30,
		2024				2023
Recognized in general and administrative expense		$	33,250			$	—
Total		$	33,250			$	—
		Six Months Ended September 30,
		2024				2023
Recognized in general and administrative expense		$	66,500			$	—
Total		$	66,500			$	—

 

As of September 30, 2024, there was $49,875 of unrecognized stock-based compensation expense related to unvested Restricted Stock, which is expected to be recognized over the period October 2024 through February 2025

 

A summary of activity regarding Restricted Stock issued is as follows:

 

						Grant Date
		Number of Shares				Fair Value Per Share
Unvested, March 31, 2024			1,604			$	76.00
Granted			—			$	—
Vested			(875	)		$	76.00
Unvested, September 30, 2024			729			$	76.00

 

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Common Stock

 

On April 6, 2023, the Board of Directors approved a private placement offering of up to 100,000 common shares at a price of $40.00 per share. During the three months ended June 30, 2023, the Company sold 71,001 shares for cash proceeds of $2,840,000. The Company did not incur any costs that were direct and incremental to the private placement.

 

On September 9, 2023, the Board approved a Bridge Offering. See Note 3 Convertible Notes Payable for additional detail as these notes are convertible into common stock.

 

Stock Plan and Stock Options

 

In June 2023, the Company adopted, and the Company’s shareholders approved, the Autonomix Medical, Inc. 2023 Stock Plan (the “Plan”). The Plan is a stock-based compensation plan that provides for discretionary grants of stock options, stock awards and stock unit awards to key employees, non-employee directors, and consultants, subject to certain individual threshold limitations. The Plan provides for up to 200,000 shares to be issued. Shares that are surrendered because of forfeiture, expiration, termination, or cancellation are available for re-issuance.

 

In August 2023, the Plan was amended to allow for an automatic increase of the available shares for issuance, whereby on the 1st of each fiscal year, beginning on April 1, 2024 and ending on (and including) April 1, 2033 in an amount equal to five percent (5%) of the total number of shares of Common Stock outstanding on the March 31st immediately preceding the applicable date. However, the Board may act prior to the automatic increase of a given year to provide that there will be no increase for such year, or that the increase for such year will be a lesser number of shares of Common Stock. On April 1, 2024, the Plan was increased by 47,116 shares.

 

The following table summarizes the stock option activity for the six months ended September 30, 2024:

 

						Weighted-Average
						Exercise Price
		Options				Per Share
Outstanding, March 31, 2024			100,180			$	46.59
Granted			116,303				27.69
Exercised			-				-
Forfeited/Cancelled			-				-
Expired			-				-
Outstanding, September 30, 2024			216,483			$	36.43
Exercisable, September 30, 2024*			26,463			$	40.00

 

During the six months ended September 30, 2024, the Company granted certain individuals options to purchase shares of common stock with a contractual term that vests annually over four years on the anniversary date. The options had an aggregate grant date fair value of $2.6 million that was calculated using the Black-Scholes option pricing model. Variables used in the Black-Scholes option pricing model included the following: (1) fair value of common stock on the measurement date; (2) discount rate ranging from 4.25% to 4.39% based on the daily yield curve rates for U.S. Treasury obligations, (3) expected life ranging of 6.25 years based on the simplified method (vesting plus contractual term divided by two) and (4) expected volatility ranging from 110% to 130% based on the historical volatility of comparable companies' stock.

 

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All options issued and outstanding are being amortized over their respective vesting periods. The unrecognized compensation expense at September 30, 2024 was $5.0 million. During the three and six months ended September 30, 2024, the Company recorded stock-based compensation - option expense of $0.4 million in general and administrative expense and less than $0.1 million in research and development expense, respectively and $0.6 million in general and administrative expense and less than $0.1 million in research and development expense, respectively. During the three and six months ended September 30, 2023, the Company recorded stock-based compensation - option expense of $0.2 million in general and administrative expense.

 

License Agreement

 

On July 10, 2024, we entered into a license agreement (the “Agreement”) with RF Innovations, Inc. (“RFI”), a privately held medical technology company, to license products utilizing RFI’s intellectual property related to its Apex 6 Radiofrequency Generator (the “Licensed Products”). The Apex 6 Generator is a United States Food and Drug Administration (“FDA”) cleared ablation technology designed to lesion neural tissue for pain management in the peripheral nervous system. Pursuant to the Agreement, RFI granted us a perpetual non-exclusive worldwide royalty free fully paid license related to the Licensed Products, provided that the license did not include the right to sell certain products to customers for the treatment of spine pain. In connection with the Agreement, we issued RFI 12,500 unregistered shares of our common stock as consideration for the license. The Company determined that the fair value of the shares granted was $0.1 million, which represented its stock price on the date of the Agreement less a 25.6% of less than $0.1 million for a discount for lack of marketability (“DLOM”).  The Company concluded a discount for lack of marketability was appropriate as the shares are subject to an initial lock-up period of six-months until they are eligible for registration pursuant to SEC Rule 144 followed by restrictions that allow for a maximum of 10% of total shares to be sold within a 30-day period. The DLOM effectively reflects the value of an average strike put option relative to our stock price and was calculated based on the Finnerty average put model. The Company concluded that the licensed technology qualified as a research and development expense pursuant to ASC Topic 730, Research and Development, as the Company does not have an alternative future use for the technology and the Company does not have a plan to otherwise monetize the Licensed Products. The Company recognized $0.1 million in Research and Development expense in its condensed consolidated statement of income for the three and six-months ended September 30, 2024. The Agreement provides RFI the right to terminate the license if we breach any representation, warranty or covenant contained in the Agreement, subject to any relevant cure periods, or if we are subject to a bankruptcy or insolvency event.

 

Equity-Based Stock Warrants

 

The Company will periodically grant warrants to investors in connection with equity financing or to third-party service providers in exchange for services rendered. The following table summarizes the stock warrant activity for the six months ended September 30, 2024:

 

						Weighted-Average
						Exercise Price
		Warrants				Per Share
Outstanding, March 31, 2024			287,230			$	1.64
Granted			-				-
Exercised*			(197,098	)			0.20
Forfeited/Cancelled			(2,601	)			0.20
Expired			-				-
Outstanding, September 30, 2024			87,531			$	4.91
Exercisable, September 30, 2024			87,531			$	4.91

 

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*	All exercised warrants utilized the “cashless exercise” option.

 

The unrecognized compensation expense at September 30, 2024 was $0. During the three and six months ended September 30, 2024 and 2023, the Company recorded stock-based compensation - warrant expense of less than $0.1 million.

 

 

Note 5 – Commitments and Contingencies

 

Legal Proceedings

 

From time to time, we may be involved in claims that arise during the ordinary course of business. Although the results of litigation and claims cannot be predicted with certainty, we do not currently have any pending litigation to which we are a party or to which our property is subject that we believe to be material. Regardless of the outcome, litigation can be costly and time consuming, and it can divert management’s attention from important business matters and initiatives, negatively impacting our overall operations.

 

Employment Agreements

 

We have agreements with key employees to provide certain benefits, including salary and other wage-related benefits, in the event of termination. In addition, the Company has adopted a severance policy for certain key members of executive management to provide certain benefits, including salary and other wage-related benefits, in the event of termination. In total, these benefits would amount to a range of $1.1 million to $1.6 million using the rate of compensation in effect at September 30, 2024.

 

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Brad Hauser - Chief Executive Officer

 

On June 17, 2024, we entered into an employment agreement with Brad Hauser pursuant to which Mr. Hauser agreed to serve as our chief executive officer and president for an initial three-year period, which may be extended on a year-to-year basis. Mr. Hauser’s agreement provides for an initial annual base salary of $450,000 (subject to an annual review and increase at the discretion of our Compensation Committee) and a target annual bonus of 60% of his base salary. Pursuant to the agreement, Mr. Hauser was granted a ten-year option (the “Inducement Options”) to purchase 45,000 shares of common stock at an exercise price equal to the closing price of our common stock on the date of the employment agreement. The option vests in four equal annual installments (or 11,250 shares each installment) on each of the succeeding four anniversary dates of the execution of the employment agreement, provided Mr. Hauser is employed by us on each vesting date. In the event of a “change of control” or the termination of the agreement by us without “cause” or by Mr. Hauser for “good reason,” all of the unvested options shall immediately vest. The Inducement Options were granted outside of our 2023 Stock Plan as an inducement material to Mr. Hauser’s entering into employment with us in accordance with Nasdaq Stock Market Listing Rule 5635(c)(4). Commencing with the year ending March 31, 2025, Mr. Hauser will be eligible to receive annual option grants as determined by the Compensation Committee of the Board of Directors, based on criteria established by the Compensation Committee. The number of shares underlying the target annual option grant will be equal to $1,000,000 divided by the Black-Scholes value per share of our common stock on the date of grant.

 

If Mr. Hauser’s employment is terminated at our election without “cause,” or by Mr. Hauser for “good reason,” Mr. Hauser shall be entitled to receive severance payments equal to twelve months of Mr. Hauser’s base salary and 100% of the target bonus for the year in which such termination occurs; provided that such amounts shall be increased by 50% if Mr. Hauser’s agreement is terminated without “cause” or by Mr. Hauser for “good reason” within three months prior to or twelve months after a “change of control.” In the event that any payments or benefits provided to Mr. Hauser would trigger the excise tax under Section 4999 of the Internal Revenue Code or any similar provision, the Company agreed to provide Mr. Hauser with a gross-up payment to ensure that, after payment of all taxes (including the excise tax, federal, state, and local income taxes, and employment taxes) imposed on the gross-up payment, Mr. Hauser receives a net amount equal to the payments or benefits Mr. Hauser would have received if the excise tax didn't apply

 

Lori Bisson - Vice Chair (former Chief Executive Officer)

 

On June 17, 2024, we entered into an employment agreement with Lori Bisson pursuant to which Ms. Bisson agreed to serve as our Executive Vice Chair and Strategic Adviser to the Chief Executive Officer (“Vice Chair”) for a two-year period. Ms. Bisson’s agreement provides for an initial annual base salary of $150,000 (subject to an annual review and increase at the discretion of our Compensation Committee) and a target annual bonus of 50% of her base salary. Pursuant to the agreement, Ms. Bisson continued to vest in the option grants issued to Ms. Bisson in her role as chief executive officer and president in accordance with the vesting schedule set out in her initial employment agreement. In the event of a “change of control” or the termination of the agreement by us without “cause” or by Ms. Bisson for “good reason,” all of the unvested options shall immediately vest. Ms. Bisson is entitled to receive any compensation, including incentive compensation, for the fiscal year ended March 31, 2024 that has not been paid as of the date of the agreement. Commencing with the year ending March 31, 2025, Ms. Bisson will be eligible to receive annual option grants as determined by the Compensation Committee of the Board of Directors, based on criteria established by the Compensation Committee. Ms. Bisson agreed to waive any severance payments due to her in connection with the termination of the prior employment agreement that we entered into with her on June 30, 2023.

 

Note 6 – Related Party Transactions

 

The Company utilizes a consulting firm that is owned by the Company’s former Chief Financial Officer to provide accounting and financial reporting services and pays certain expenses on behalf of the Company. For the three and six months ended September 30, 2024 and 2023 , the Company incurred fees of $0 and less than $0.1 million, respectively for both periods, excluding officer compensation. As of September 30, 2024 and March 31, 2024, the Company owed the consulting firm $0 and less than $0.1 million, respectively, for services and expenses.

 

As of September 30, 2024, members of the Company’s management/Board and an immediate family member of the Company’s management (related party), collectively purchased $0.5 million ($0.4 million and $0.1 million, respectively) of the Bridge Offering.

 

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On December 21, 2021, the Company entered into a perpetual, worldwide, exclusive license agreement (the “License” or “License Agreement”) with a company controlled by a significant stockholder of the Company (the “Licensee”). The License allows the Licensee to use certain intellectual property and technology related to the diagnosis and treatment of cardiovascular conditions held by the Company. Upon 90 days following the completion of an initial public offering or special purpose acquisition company transaction, the Licensee may enter into sublicenses of the licensed intellectual property and technology.

 

On July 7, 2023, the Company and the Licensee entered into an Exclusive License Termination Agreement (the “Termination Agreement”) in exchange for the issuance, upon the closing of the Company’s initial public offering within one year of the agreement’s execution, of a warrant to purchase shares of the Company for a variable number of shares. The variable number of shares issued was based upon a fixed value of $8.0 million divided by the price per share in the offering. The warrants were exercisable at a price of $0.02 per share and may be exercised any time after the issuance date, subject to a beneficial ownership limitation, and expired five years from the original issuance. The warrants provided voting rights, dividend rights, and other rights of a shareholder prior to exercise. The shares underlying the warrant were subject to a lockup agreement for a period of six months after the closing of the offering with respect to 12.5% of the shares issued and twelve months after the closing of the offering for the remainder of the shares.

 

On January 29, 2024, we issued a warrant to purchase 80,000 shares (the “Warrant”) pursuant to the Termination Agreement with Impulse Medical, Inc. ("Impulse"). which replaced the July 2023 warrants. The warrants are exercisable at a price of $0.02 per share and may be exercised any time after the issuance date, subject to a beneficial ownership limitation, and expires five years from the original issuance. The warrants provide voting rights, dividend rights, and other rights of a shareholder prior to exercise. The shares underlying the Warrant are subject to a lockup agreement for a period of six months after the closing of the IPO with respect to 12.5% of the shares issued and twelve months after the closing of the IPO for the remainder of the shares. In connection with the Termination Agreement, the Company agreed to register the resale of the shares of common stock underlying the Warrant upon a notice of 20 business days by the Warrant holder.

 

The completion of the Company’s IPO fixed the number of warrant shares issuable and the Company re-classified the Warrant to additional-paid in capital as it met the requirements for equity classification. Upon reclassification, the Company valued the warrant at $8.0 million, which represented the fair value of the shares issued on that date.

 

Note 7 – Subsequent Events

 

See Note 1 - Description of the Business, Basis of Presentation and Summary of Significant Accounting Policies - "Reverse Stock Split."

 

On November 1, 2024, the Company received notice from the Depository Trust and Clearing Corporation ("DTCC") on behalf of the brokerage firms that hold the shares of Company common stock held in “street name” that in connection with the foregoing rounding of shares the Company would need to issue 271,846 shares of common stock. Prior to the Company's required announcement regarding the Reverse Stock Split on October 22, 2024, the Company estimates there were approximately 4,800 shareholders of record. The Company does not believe the number of shares being requested is correct based on the historical number of shareholders of its common stock and is aware of similar occurrences in recent months for other companies completing a Reverse Stock Split. As such, the Company has begun an inquiry into the calculations set forth in the request. During the pendency of this inquiry, the Company does not intend to issue any shares in connection with the fractional shares being requested.

 

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Item 2.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

References in this Form 10-Q to “we," “us," "its," “our” or the “Company” are to Autonomix Medical, Inc. (“Autonomix”), as appropriate to the context.

 

You should read the following discussion and analysis of our financial condition and results of operations in conjunction with the financial statements and the related notes appearing elsewhere in this Form 10-Q. This discussion contains forward-looking statements reflecting our current expectations that involve risks and uncertainties. See the section titled “Risk Factors” as found in the Annual Report in our Form 10-K filed with the SEC on May 31, 2024 which is available on the SEC’s EDGAR website at www.sec.gov, for a discussion of the uncertainties, risks and assumptions associated with these statements. Actual results and the timing of events could differ materially from those discussed in our forward-looking statements as a result of many factors, including those set forth under “Risk Factors” and elsewhere in this Form 10-Q.

 

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

 

We make forward-looking statements under the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and in other sections of this Form 10-Q. In some cases, you can identify these statements by forward-looking words such as “may,” “might,” “should,” “would,” “could,” “expect,” “plan,” “anticipate,” “intend,” “believe,” “estimate,” “predict,” “potential” or “continue,” and the negative of these terms and other comparable terminology. These forward-looking statements, which are subject to known and unknown risks, uncertainties and assumptions about us, may include projections of our future financial performance based on our growth strategies and anticipated trends in our business. These statements are only predictions based on our current expectations and projections about future events. There are important factors that could cause our actual results, level of activity, performance or achievements to differ materially from the results, level of activity, performance or achievements expressed or implied by the forward-looking statements. In particular, you should consider the numerous risks and uncertainties described under “Risk Factors” as discussed in the Annual Report in our Form 10-K filed with the SEC on May 31, 2024 and in other filings made by us from time to time with the SEC.

 

While we believe we have identified material risks, these risks and uncertainties are not exhaustive. Other sections of this Form 10-Q may describe additional factors that could adversely impact our business and financial performance. Moreover, we operate in a very competitive and rapidly changing environment. New risks and uncertainties emerge from time to time, and it is not possible to predict all risks and uncertainties, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements.

 

Although we believe the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, level of activity, performance or achievements. Moreover, neither we nor any other person assumes responsibility for the accuracy or completeness of any of these forward-looking statements. You should not rely upon forward-looking statements as predictions of future events. We are under no duty to update any of these forward-looking statements after the date of this Form 10-Q to conform our prior statements to actual results or revised expectations, and we do not intend to do so.

 

Forward-looking statements include, but are not limited to, statements about:

 

	•	the success of our future clinical trials;
	•	competition from existing products or new products that may emerge;
	•	potential product liability claims;
	•	our dependency on third-party manufacturers to supply or manufacture our future products;
	•	our ability to obtain all parts required to manufacture our devices;

 

 

	•	our ability to establish or maintain collaborations, licensing or other arrangements;
	•	our ability and third parties’ abilities to protect intellectual property rights;
	•	our ability to raise additional capital to adequately support future growth;
	•	our ability to attract and retain key personnel to manage our business effectively;
	•	risks associated with our identification of material weaknesses in our control over financial reporting;
	•	natural disasters affecting us, our primary manufacturer or our suppliers;
	•	our ability to establish relationships with health care professionals and organizations;
	•	general economic uncertainty that adversely affects spending on medical procedures;
	•	volatility in the market price of our stock; and
	•	potential dilution to current stockholders from the issuance of equity awards and from future capital raising activities.

 

We caution you not to place undue reliance on the forward-looking statements, which speak only as of the date of this Form 10-Q in the case of forward-looking statements contained in this Form 10-Q.

 

Overview

 

We are a development stage medical device development company focused on advancing innovative technologies for sensing and treating disorders relating to the nervous system. Our first-in-class technology platform includes a catheter-based microchip-enabled array that can detect and differentiate neural signals with a high degree of sensitivity as demonstrated in animal studies. We calculate sensitivity in units of minimum signal detection voltage in micro volts (uV) time area of the electrode (square millimeters). It is a combined measure that is related to the signal resolving power and spatial resolution of the system. For the BSC Orion, the nearest device on the market, the metrics are 10uV for signal detection levels, and roughly 0.4mm by 0.5mm for the electrode dimensions. For the Autonomix device, the metrics are <1uV for signal detection levels and roughly 0.02mm by 0.03mm for the electrode dimensions. The differences in these metrics result in a calculation of 3,000 times greater sensitivity for the Autonomix device. We believe, if we can recreate these results in clinical trials, this will enable a method of transvascular targeting, treating, and confirming treatment of diseases involving the nervous system throughout the body that is not currently available and may be capable of filling a wide range of unmet medical needs.

 

We are initially developing our technology for patients with pancreatic cancer, a condition that can cause debilitating pain and needs a more effective solution. However, we believe our technology constitutes a platform with the potential to address dozens of indications in a range of areas including chronic pain management from all causes, hypertension, cardiovascular disease and a wide range of other nerve-related disorders.

 

Our development efforts can be divided into to two sub parts: sensing and treatment, where sensing is focused on identifying neuronal activity that may be associated with a disorder with enough precision to enable targeted treatment. While the treatment may vary depending on the disorder, in our initial indications this will involve energy-based ablation (deliberate tissue damage, also referred to as denervation) intended to stop unwanted neuronal activity.

 

Our sensing catheter has already been developed sufficiently to demonstrate in animal models successful identification of a signal from a specific nerve before ablation and confirmation of termination of the signal from the treated nerve after ablation. We are now in the process of improving the assembly of this catheter to meet the standards required for human use. In parallel with this effort, we are conducting our first-in-human demonstration of transvascular ablation (without the use of our sensing technology) to relieve pain associated with pancreatic cancer. Once these two efforts are completed, we plan to bring sensing and treatment together in a pivotal clinical trial to enable the commercial launch of our technology. As stated above, we are a development stage company and there is no guarantee that the results of any trials will produce positive results or that the results will support our claims.

 

 

Recent Developments

 

On July 10, 2024, we entered into a license agreement (the “Agreement”) with RF Innovations, Inc. (“RFI”), a privately held medical technology company, to license products utilizing RFI’s intellectual property related to its Apex 6 Radiofrequency Generator (the “Licensed Products”). The Apex 6 Generator is a United States Food and Drug Administration (“FDA”) cleared ablation technology designed to lesion neural tissue for pain management in the peripheral nervous system. Pursuant to the Agreement, RFI granted us a perpetual non-exclusive worldwide royalty free fully paid license related to the Licensed Products, provided that the license did not include the right to sell certain products to customers for the treatment of spine pain. The Agreement provides RFI the right to terminate the license if we breach any representation, warranty or covenant contained in the Agreement, subject to any relevant cure periods, or if we are subject to a bankruptcy or insolvency event.  In connection with the Agreement, we issued RFI 12,500 unregistered shares of our common stock as consideration for the license.  We determined that the fair value of the shares granted was $0.1 million, which represented our stock price on the date of the Agreement less a 25.6% of less than $0.1 million for a discount for lack of marketability (“DLOM”).  We concluded a discount for lack of marketability was appropriate as the shares are subject to an initial lock-up period of six-months until they are eligible for registration pursuant to SEC Rule 144 followed by restrictions that allow for a maximum of 10% of total shares to be sold within a 30-day period.  The DLOM effectively reflects the value of an average strike put option relative to our stock price and was calculated based on the Finnerty average put model. We concluded that the licensed technology qualified as a research and development expense pursuant to ASC Topic 730, Research and Development, as we do not have an alternative future use for the technology and we do not have a plan to otherwise monetize the Licensed Products. We recognized $0.1 million in Research and Development expense in our condensed consolidated statement of income for the three and six-months ended September 30, 2024. The Agreement provides RFI the right to terminate the license if we breach any representation, warranty or covenant contained in the Agreement, subject to any relevant cure periods, or if we are subject to a bankruptcy or insolvency event.   

 

We held our annual meeting of stockholders (the "Annual Meeting") on October 17, 2024, in that Annual Meeting, among other items, our stockholders approved an amendment to our amended and restated certificate of incorporation (the "Amendment”) to effect the reverse stock split at a ratio in the range of 1-for-2 to 1-for-50, with such ratio to be determined in the discretion of our board of directors and with such reverse stock split to be effected at such time and date, if at all, as determined by our board of directors in its sole discretion prior to the one-year anniversary of the Annual Meeting.

 

 

Results of Operations for the Three and Six Months Ended September 30, 2024 Compared to the Three and Six Months Ended September 30, 2023

 

Below is a summary of the results of operations (in thousands):

 

		Three Months Ended September 30,
										Change				Change
		2024				2023				( $ )				( % )
Operating expenses:
General and administrative		$	1,662			$	793			$	869				110	%
Research and development			1,174				471				703				149	%
Warrant expense - termination agreement			-				4,556				(4,556	)			(100	)%
Total operating expenses		$	2,836			$	5,820			$	(2,984	)			(51	)%

 

		Six Months Ended September 30,
										Change				Change
		2024				2023				( $ )				( % )
Operating expenses:
General and administrative		$	3,461			$	1,295			$	2,166				167	%
Research and development			2,128				839				1,289				154	%
Warrant expense - termination agreement			-				4,556				(4,556	)			(100	)%
Total operating expenses		$	5,589			$	6,690			$	(1,101	)			(16	)%

 

General and Administrative Expense

 

General and administrative expense was $1.7 million for the three months ended September 30, 2024 compared to $0.8 million for the same period in 2023. This $0.9 million increase was driven primarily by increases in officer and employee compensation and benefits of $0.4 million, as we expanded our management team, stock-based compensation of $0.2 million, insurance expense of $0.1 million, franchise tax of $0.1 million and other expenses of $0.1 million.

 

General and administrative expense was $3.5 million for the six months ended September 30, 2024 compared to $1.3 million for the same period in 2023. This $2.2 million increase was driven primarily by increases in officer and employee compensation and benefits of $1.0 million, as we expanded our management team, stock-based compensation of $0.6 million, legal and professional fees of $0.2 million, insurance expense of $0.2 million, franchise tax of $0.2 million, and board of directors compensation of $0.1 million, offset by a decrease in advertising expense of $0.1 million.

 

Research and Development Expense

 

Research and development expense was $1.2 million for the three months ended September 30, 2024 compared to $0.5 million for the same period in 2023.

 

Research and development expense was $2.1 million for the six months ended September 30, 2024 compared to $0.8 million for the same period in 2023

 

The increases in research and development expenses during the current year was mainly attributed to our clinical trial and product development costs. We expect to incur increased research and development costs in the future as we continue with our clinical trial.

 

Interest expense

 

For the three and six months ended September 30, 2024, we had interest expense of less than $0.1 million, respectively, related to the amortization of debt discount. Interest expense was $0 during the three and six months ended September 30, 2023 as there was no comparable expense in the prior period.

 

Interest income

 

For the three and six months ended September 30, 2024, we had interest income of less than $0.1 million and $0.2 million, respectively. Interest income for the three and six months ended September 30, 2023 was less than $0.1 million, respectively, due to relatively lower cash balances.

 

 

Liquidity and Capital Resources

 

On September 30, 2024, we had cash of $5.2 million, and working capital of $4.1 million. We have historically funded our operations from proceeds from debt and equity sales. We estimate our current cash resources are sufficient to fund our operations into but not beyond the second calendar quarter of 2025.

 

Our plan of operations is primarily focused on developing our initial product, which is currently in the proof-of-concept stage at this time. We are initially focusing on the treatment of pain associated with pancreatic cancer and we have designed our commercialization efforts around this as our first proposed indication for use.

 

We will need to raise additional capital to meet our obligations and execute our business plan. We estimate that we will require additional financing of approximately $40 million to fund our operations to commercialization of our first indication. The timing and costs of clinical trials are difficult to predict and trial plans may change in response to evolving circumstances and as such the foregoing estimates may prove to be inaccurate. If we are unable to raise sufficient funds, we will be required to develop and implement an alternative plan to further extend payables, reduce overhead or scale back our business plan until sufficient additional capital is raised to support further operations. There can be no assurance that such a plan will be successful. The Company recognizes it will need to raise additional capital to continue to execute its business plan, including obtaining regulatory clearance for its products currently under development and commercializing and generating revenues from products under development. There is no assurance that additional financing will be available when needed or that management will be able to obtain financing on terms acceptable to the Company. A failure to raise sufficient capital, generate sufficient product revenues, control expenditures and regulatory matters, among other factors, will adversely impact the Company’s ability to meet its financial obligations as they become due and payable and to achieve its intended business objectives. If the Company is unable to raise sufficient additional funds, it will have to scale back its operations.

 

Summary of Cash Flows

 

Cash used in operating activities

 

Net cash used in operating activities was $3.4 million during the six months ended September 30, 2024, consisting of a net loss of $5.5 million and a decrease in operating assets of $0.6 million and an increase in operating liabilities of $0.5 million. The change in operating assets and liabilities included sources of cash from a decrease in other current assets of $0.6 million and an increase in accounts payable and accrued expenses of $0.1 million and $0.4 million, respectively. The decrease in other current assets was driven primarily by the receipt of funds from our marketing partner that were a holdback from our IPO and the amortization of prepaid insurance costs. The increases in accounts payable and accrued expenses were driven primarily by increases in research and development expenses and accruing for franchise tax. Non-cash items consisted of stock-based compensation of $0.8 million, depreciation and amortization of $0.1 million and issuance of common stock, net of discount for lack of marketability of $0.1 million.

 

Cash used in investing activities

 

Net cash used in investing activities was $5 thousand for the six months ended September 30, 2024 related to the purchase of computer hardware and software.

 

Cash provided by financing activities

 

Net cash provided by financing activities was $0 for the six months ended September 30, 2024.

 

Net cash provided by financing activities was $3.1 million for the six months ended September 30, 2023 consisting of $2.8 million from the sale of common stock and $0.4 million from the issuance of convertible debt. We also paid $0.1 million in offering costs related to our IPO.

 

Contractual Obligations and Commitments

 

None.

 

Employment Arrangements

 

We have agreements with key employees to provide certain benefits, including salary and other wage-related benefits, in the event of termination. In addition, the Company has adopted a severance policy for certain key members of executive management to provide certain benefits, including salary and other wage-related benefits, in the event of termination. In total, these benefits would amount to a range of $1.1 million to $1.6 million using the rate of compensation in effect at September 30, 2024.

 

 

Off-balance Sheet Arrangements

 

As of September 30, 2024 and March 31, 2024, we did not have any relationships with unconsolidated entities or financial partnerships, such as entities often referred to as structured finance or special purpose entities, established for the purpose of facilitating off-balance sheet arrangements or other contractually narrow or limited purposes.

 

Critical Accounting Policies and Significant Judgments and Estimates

 

The financial statements in this quarterly report have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”). The preparation of financial statements in conformity with GAAP requires management to make estimates, assumptions and judgments that affect the amounts reported in the financial statements, including the notes thereto. We consider critical accounting policies to be those that require more significant judgments and estimates in the preparation of our financial statements, including the following: work performed but not yet billed by contract manufacturers, engineers and research organizations, warrant liability and the valuation of equity related instruments. Management relies on historical experience and other assumptions believed to be reasonable in making its judgments and estimates. Actual results could differ materially from those estimates.

 

Management believes its application of accounting policies, and the estimates inherently required therein, are reasonable. These accounting policies and estimates are periodically reevaluated, and adjustments are made when facts and circumstances dictate a change.

 

Our accounting policies are more fully described under the heading “Description of the Business, Basis of Presentation and Summary of Significant Accounting Policies” in Note 1 of our Annual Report on Form 10-K filed with the SEC on May 31, 2024.

 

Item 3. Quantitative and Qualitative Disclosures About Market Risk

 

We are a smaller reporting company as defined by Rule 12b-2 of the Exchange Act and are not required to provide the information required under this item.

 

Item 4. Controls and Procedures

 

Evaluation of Disclosure Controls and Procedures and Changes in Internal Control over Financial Reporting

 

We maintain a set of disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended, or the Exchange Act, designed to ensure that material information required to be disclosed in our filings under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and that material information is accumulated and communicated to our management, including our Chief Executive Officer (“CEO”), who serves as our principal executive officer, and Chief Financial Officer (“CFO”), who serves as our principal accounting officer, as appropriate, to allow timely decisions regarding required disclosures.

 

Under the supervision, and with the participation of our management, including our CEO and CFO, we conducted an evaluation of the effectiveness, as of September 30, 2024, of our disclosure controls and procedures. Based upon such evaluation and due to both the limited staffing of the Company at its early stage of development and the existence of the material weaknesses in our internal control over financial reporting described below, our CEO and CFO have concluded that, as of September 30, 2024, our disclosure controls and procedures were not effective.

 

A material weakness is a control deficiency, or combination of control deficiencies, that results in more than a remote likelihood that a material misstatement of the annual or interim financial statements will not be prevented or detected. As previously disclosed in the Annual Report in our Form 10-K filed with the SEC on May 31, 2024, our management concluded that our internal control over financial reporting was, and continues to be, ineffective as of September 30, 2024 due to material weaknesses in our internal controls arising from a lack of segregation of duties; general technology controls; and financial statement reporting. It should be noted that any system of controls, however well designed and operated, can provide only reasonable and not absolute assurance that the objectives of the system are met. In addition, the design of any control system is based in part upon certain assumptions about the likelihood of certain events. Because of these and other inherent limitations of control systems, there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions, regardless of how remote.

 

 

Due to our size and nature, segregation of all conflicting duties may not always be possible and may not be economically feasible. However, to the extent possible, the initiation of transactions, the custody of assets and the recording of transactions should be performed by separate individuals. Management evaluated the impact of our failure to maintain effective segregation of duties on our assessment of our internal control over financial reporting and has concluded that the control deficiency represents a material weakness. As previously disclosed, in our Form 10-K for the fiscal year ending March 31, 2024, we hired new executive officers and management with significant financial and accounting experience in both private and public companies. During the six months ended September 30, 2024, an additional experienced staff was hired in the accounting and finance department. We have added the use of additional consulting firms to assist with significant and complex accounting transactions and to assist with our segregation of duties and create a more structured financial statement reporting environment. Experienced personnel will be hired in the accounting and finance department and appropriate consultants will be upgraded as soon as it becomes economically feasible and sustainable. In addition, management has added additional mitigating controls with regards to cash disbursements; changes were made in our authorization processes to improve segregation of duties; and we performed additional analysis and other post-closing procedures to ensure our financial statements were prepared in accordance with generally accepted accounting principles. Accordingly, we believe that the financial statements included in this report fairly present, in all material respects, our financial condition, results of operations and cash flows for the periods presented.

 

Changes in Internal Control over Financial Reporting

 

We have not experienced any material impact to our internal controls over financial reporting despite the fact that our employees are working remotely. We are continually monitoring and assessing the situation on our internal controls to minimize the impact on their design and operating effectiveness.

 

Other than as described above, there has been no change in our internal control over financial reporting during our most recent calendar quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

 

 

PART II - OTHER INFORMATION

 

Item 1. Legal Proceedings

 

From time to time, in the ordinary course of our business, we may be involved in legal proceedings, the outcomes of which may not be determinable. The results of litigation are inherently unpredictable. Any claims against us, whether meritorious or not, could be time consuming, result in costly litigation, require significant amounts of management time and result in diversion of significant resources. We are not able to estimate an aggregate amount or range of reasonably possible losses for those legal matters for which losses are not probable and estimable. We have insurance policies covering potential losses where such coverage is cost effective.

 

Item 1A. Risk Factors

 

In addition to the other information set forth in this report, you should carefully consider the factors discussed in the section entitled “Risk Factors” as found in the Annual Report in our Form 10-K filed with the SEC on May 31, 2024.

 

The risks described in our Form 10-K are not the only risks facing us. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition and/or operating results. There have been no material changes to our risk factors from those set forth in our Form 10-K filed with the SEC on May 31, 2024 aside from the following:

 

We completed a reverse stock split on October 24, 2024 in an effort to regain compliance with Nasdaq listing rules and we cannot predict the effect that such reverse stock split will have on the market price for shares of our common stock.

 

Our board of directors approved a 1-for-20 reverse stock split of our common stock, which became effective at 11:59 p.m. Eastern Time on October 24, 2024. We cannot predict the effect that the reverse stock split will have on the market price for shares of our common stock, and the history of similar reverse stock splits for companies in like circumstances has varied. Some investors may have a negative view of a reverse stock split. Even if the reverse stock split has a positive effect on the market price for shares of our common stock, performance of our business and financial results, general economic conditions and the market perception of our business, and other adverse factors which may not be in our control could lead to a decrease in the price of our common stock following the reverse stock split.

 

Furthermore, even if the reverse stock split does result in an increased market price per share of our common stock, the market price per share following the reverse stock split may not increase in proportion to the reduction of the number of shares of our common stock outstanding before the implementation of the reverse stock split. Accordingly, even with an increased market price per share, the total market capitalization of shares of our common stock after a reverse stock split could be lower than the total market capitalization before the reverse stock split. Also, even if there is an initial increase in the market price per share of our common stock after a reverse stock split, the market price many not remain at that level.

 

If the market price of shares of our common stock declines following the reverse stock split, the percentage decline as an absolute number and as a percentage of our overall market capitalization may be greater than would occur in the absence of the reverse stock split due to decreased liquidity in the market for our common stock. Accordingly, the total market capitalization of our common stock following the reverse stock split could be lower than the total market capitalization before the reverse stock split.

 

We may be required to issue up to 271,846 shares of common stock in connection with the reverse stock split we completed on October 24, 2024, and we may be subject to potential liability if it is determined that we are required to issue such shares and we fail to issue such shares on a timely basis.

 

On October 24, 2024, we completed a one-for-twenty reverse stock split of our common stock. In connection with the approval of the reverse stock split, we agreed that no fractional shares will be issued in connection with the reverse stock split and that we would issue one full share of the post-reverse stock split common stock to any shareholder who would have been entitled to receive a fractional share as a result of the process. On November 1, 2024, we received notice from DTCC on behalf of the brokerage firms that hold the shares of our common stock held in “street name” that in connection with the foregoing rounding of shares we would need to issue 271,846 shares of common stock.

 

We do not believe the number of shares being requested is correct based on the historical number of shareholders of our common stock and have begun an inquiry into the calculations set forth in the request. During the pendency of this inquiry, we do not expect to issue any shares in connection with the fractional shares being requested. We may face potential liability for our failure to issue the shares of common stock if it is determined that we are required to issue such shares. In addition, our shareholders will be diluted to the extent of any issuances of shares of common stock in connection with the foregoing.

 

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

 

On July 10, 2024, we entered into a license agreement (the “Agreement”) with RF Innovations, Inc. (“RFI”), a privately held medical technology company, to license products utilizing RFI’s intellectual property related to its Apex 6 Radiofrequency Generator (the “Licensed Products”). The Apex 6 Generator is a United States Food and Drug Administration (“FDA”) cleared ablation technology designed to lesion neural tissue for pain management in the peripheral nervous system. Pursuant to the Agreement, RFI granted us a perpetual non-exclusive worldwide royalty free fully paid license related to the Licensed Products, provided that the license did not include the right to sell certain products to customers for the treatment of spine pain. In connection with the Agreement, we issued RFI 12,500 unregistered shares of our common stock as consideration for the license. The Agreement provides RFI the right to terminate the license if we breach any representation, warranty or covenant contained in the Agreement, subject to any relevant cure periods, or if we are subject to a bankruptcy or insolvency event.

 

The securities were issued in reliance on the exemption provided by Section 4(a)(2) of the Securities Act for the offer and sale of securities not involving a public offering, and/or Regulation D promulgated under the Securities Act.

 

Item 3. Defaults Upon Senior Securities

 

None.

 

Item 4. Mine Safety Disclosures

 

Not applicable.

 

Item 5. Other Information

 

During the period covered by this Quarterly Report, none of the Company’s directors or executive officers has adopted or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement (each as defined in Item 408 of Regulation S-K under the Securities Exchange Act of 1934, as amended).

 

27

---

Table of Contents

 

Item 6. Exhibits

 

INDEX TO EXHIBITS

 

Exhibit Number		Description
3.1		Amended and Restated Certificate of Incorporation of Autonomix Medical, Inc. (incorporated by reference from exhibit 2.1 of the Form 1-A POS, file number 024-12296, filed January 19, 2024)
3.2		Amended and Restated Bylaws of Autonomix Medical, Inc. (incorporated by reference from exhibit 2.2 of the Form 1-A POS, file number 024-12296, filed January 19, 2024)
3.3		Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Autonomix Medical, Inc., filed with the Secretary of State of the State of Delaware (incorporated by reference from exhibit 3.1 of the Form 8-K filed October 28, 2024)
10.1		License Agreement between Autonomix Medical, Inc. and RF Innovations, Inc. (incorporated by reference from exhibit 10.1 of the Form 8-K filed July 15, 2024)
10.2*		Non-Employee Director Compensation Plan
31.1*		Certification of the Principal Executive Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934.
31.2*		Certification of the Principal Financial Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934.
32.1*(1)		Certification of the Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2*(1)		Certification of the Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS*		Inline XBRL Instance Document
101.SCH*		Inline XBRL Taxonomy Extension Schema Document
101.CAL*		Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF*		Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB*		Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE*		Inline XBRL Taxonomy Extension Presentation Linkbase Document
104*		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

 

	*	Filed herewith.
	(1)	The certifications on Exhibit 32 hereto are deemed not “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liability of that Section. Such certifications will not be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act.

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

AUTONOMIX MEDICAL, INC.

 

 

SIGNATURE		TITLE		DATE
/s/ Brad Hauser		Chief Executive Officer and President		November 8, 2024
Brad Hauser		(principal executive officer)
/s/ Trent Smith		Chief Financial Officer and Executive Vice-President		November 8, 2024
Trent Smith		(principal financial and accounting officer)

 

Exhibit 10.2

 

NON-EMPLOYEE DIRECTOR COMPENSATION POLICY

 

 

The Board of Directors of Autonomix Medical, Inc. (the “Company”) has approved the following Non-Employee Director Compensation Policy (this “Policy”), which establishes compensation to be paid to non-employee directors of the Company, to provide an inducement to obtain and retain the services of qualified persons to serve as members of the Company’s Board of Directors.

 

Applicable Persons

 

This Policy shall apply to each director of the Company who is not an employee of, or compensated consultant to, the Company or any Affiliate (each, an “Outside Director”). “Affiliate” shall mean a corporation which is a direct or indirect parent or subsidiary of the Company.

 

Stock Option Grants

 

Annual Stock Option Grants

 

Each Outside Director shall be granted a non-qualified stock option to purchase 50,000 shares of the Company’s common stock under the Company’s approved stock plan (the “Stock Plan”) each year on the date of the Company’s annual meeting of stockholders (an “Annual Stock Option”). Unless otherwise specified by the Board of Directors or the Compensation Committee at the time of grant, all Annual Stock Options granted under this Policy shall (i) vest quarterly over one year from the date of the annual meeting of stockholders, subject to the Outside Director’s continued service on the Board of Directors on each vesting date; (ii) have an exercise price equal to the fair market value of the Company’s common stock as determined in the Stock Plan on the date of grant; (iii) shall have a term ending on the earlier of ten years from the date of the grant or 90 days after cessation of Board service by an Outside Director (or one year if the reason for such cessation is death); and (iv) contain such other terms and conditions as the Board of Directors or the Compensation Committee shall determine.

 

Initial Stock Option Grants

 

Each new Outside Director shall be granted a non-qualified stock option to purchase 75,000 shares of the Company’s common stock under the Stock Plan on the date of his or her initial appointment or election to the Board of Directors (an “Initial Stock Option”). Unless otherwise specified by the Board of Directors or the Compensation Committee at the time of grant, all Initial Stock Options granted under this Policy shall (i) vest in three equal annual installments, commencing on the first anniversary from the date of the grant, subject to the Outside Director’s continued service on the Board of Directors on each vesting date; (ii) have an exercise price equal to the fair market value of the Company’s common stock as determined in the Stock Plan on the date of grant; (iii) shall have a term ending on the earlier of ten years from the date of the grant or 90 days after cessation of Board service by an Outside Director (or one year if the reason for such cessation is death); and (iv) contain such other terms and conditions as the Board of Directors or the Compensation Committee shall determine.

 

All stock option amounts set forth herein shall be subject to automatic adjustment in the event of any stock split or other recapitalization affecting the Company’s common stock.

 

 

Cash Fees

 

The following annual cash fees shall be paid to the Outside Directors and to each Outside Director serving as Chairperson of the Audit Committee, Compensation Committee and Nominating and Corporate Governance Committee, as applicable:

 

Cash
				Committee Chair												Committee Member
Base				Audit				Compensation				Nominating & Governance				Audit				Compensation				Nominating & Governance
$	40,000			$	15,000			$	10,000			$	7,500			$	7,500			$	5,000			$	3,750

 

Note: Chair and Committee member compensation are not additive.

 

Cash payments payable to Outside Directors shall be paid quarterly in arrears. For any portion of a fiscal year in which the Outside Director begins providing service, quarterly payments shall be pro-rated based on a 365-day year calculation. If an Outside Director dies, resigns or is removed during any quarter, he or she shall be entitled to a cash payment on a pro-rated basis through his or her last day of service based on a 365-day year calculation.

 

Expenses

 

Upon presentation of documentation of such expenses reasonably satisfactory to the Company, each Outside Director shall be reimbursed for his or her reasonable out-of-pocket business expenses incurred in connection with attending meetings of the Board of Directors and Committees thereof or in connection with other business related to the Board of Directors.

 

Amendments

 

The Compensation Committee or the Board of Directors shall review this Policy from time to time to assess whether any amendments in the type and amount of compensation provided herein should be adjusted in order to fulfill the objectives of this Policy.

 

 

Exhibit 31.1

 

CERTIFICATION PURSUANT TO RULE 13a-14(a)/15d-14(a), AS ADOPTED

PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

 

 

I, Brad Hauser, certify that:

 

1.   I have reviewed this Quarterly Report on Form 10-Q of Autonomix Medical, Inc.;

 

2.   Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3.   Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 

4.   The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have:

 

	(a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
	(b)	Intentionally omitted;
	(c)	Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
	(d)	Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

5.   The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

	(a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
	(b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Date: November 8, 2024

 

/s/ Brad Hauser
Brad Hauser
Chief Executive Officer and President
(Principal Executive Officer)

 

Exhibit 31.2

 

CERTIFICATION PURSUANT TO RULE 13a-14(a)/15d-14(a), AS ADOPTED

PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

 

 

I, Trent Smith, certify that:

 

1.   I have reviewed this Quarterly Report on Form 10-Q of Autonomix Medical, Inc.;

 

2.   Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3.   Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 

4.   The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have:

 

	(a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
	(b)	Intentionally omitted;
	(c)	Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
	(d)	Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

5.   The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

	(a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
	(b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Date: November 8, 2024

 

/s/ Trent Smith
Trent Smith
Chief Financial Officer and Executive Vice-President
(Principal Financial and Accounting Officer)

 

Exhibit 32.1

 

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

 

I, Brad Hauser, do hereby certify, pursuant to 18 USC Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to my knowledge:

 

1.	The Quarterly Report on Form 10-Q of Autonomix Medical, Inc. for the quarter ended September 30, 2024, as filed with the Securities and Exchange Commission (the “Report”), fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

2.	The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

 

 

Date: November 8, 2024

 

	/s/ Brad Hauser
	Brad Hauser
	Chief Executive Officer and President
	(Principal Executive Officer)

 

Exhibit 32.2

 

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

 

I, Trent Smith, do hereby certify, pursuant to 18 USC Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to my knowledge:

 

1.	The Quarterly Report on Form 10-Q of Autonomix Medical, Inc. for the quarter ended September 30, 2024, as filed with the Securities and Exchange Commission (the “Report”), fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

2.	The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

 

 

Date: November 8, 2024

 

	/s/ Trent Smith
	Trent Smith
	Chief Financial Officer and Executive Vice-President
	(Principal Financial and Accounting Officer)

 

 

v3.24.3

Document And Entity Information - shares	6 Months Ended
	Sep. 30, 2024	Nov. 04, 2024
Document Information [Line Items]
Entity Central Index Key	0001617867
Entity Registrant Name	Autonomix Medical, Inc.
Amendment Flag	false
Current Fiscal Year End Date	--03-31
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2024
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2024
Document Transition Report	false
Entity File Number	001-41940
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	47-1607810
Entity Address, Address Line One	21 Waterway Avenue, Suite 300
Entity Address, City or Town	The Woodlands
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	77380
City Area Code	713
Local Phone Number	588-6150
Title of 12(b) Security	Common Stock, $0.001 par value
Trading Symbol	AMIX
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		1,152,149

v3.24.3

Condensed Balance Sheets (Current Period Unaudited) - USD ($) $ in Thousands	Sep. 30, 2024	Mar. 31, 2024
Current assets:
Cash and cash equivalents	$ 5,155	$ 8,608
Other current assets	199	783
Total current assets	5,354	9,391
Long term assets:
Fixed assets, net	17	16
Total long term assets	17	16
Total Assets	5,371	9,407
Current liabilities:
Accounts payable	574	492
Accrued expenses	683	285
Total current liabilities	1,257	777
Long term liabilities:
Long term debt - convertible notes, net of unamortized debt discount	1,086	1,002
Total long term liabilities	1,086	1,002
Total Liabilities	2,343	1,779
Commitments and contingencies (Note 5)
Stockholders' equity:
Preferred stock, $0.001 par value, 10,000,000 shares authorized, no shares issued and outstanding as of September 30, 2024 and March 31, 2024, respectively	0	0
Common stock, $0.001 par value, 500,000,000 shares authorized, 1,152,120 and 942,575 shares issued and outstanding as of September 30, 2024 and March 31, 2024, respectively	1	1
Additional paid-in capital	47,502	46,596
Accumulated deficit	(44,475)	(38,969)
Total Stockholders' Equity	3,028	7,628
Total Liabilities and Stockholders' Equity	$ 5,371	$ 9,407

v3.24.3

Condensed Balance Sheets (Current Period Unaudited) (Parentheticals) - $ / shares	Sep. 30, 2024	Mar. 31, 2024
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, authorized (in shares)	10,000,000	10,000,000
Preferred stock, issued (in shares)	0	0
Preferred stock, outstanding (in shares)	0	0
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, authorized (in shares)	500,000,000	500,000,000
Common stock, issued (in shares)	1,152,120	942,575
Common stock, outstanding (in shares)	1,152,120	942,575

v3.24.3

Condensed Statements of Operations (Unaudited) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Operating expenses:
General and administrative expense	$ 1,662	$ 793	$ 3,461	$ 1,295
Research and development expense	1,174	471	2,128	839
Warrant expense - termination agreement	0	4,556	0	4,556
Total operating expenses	2,836	5,820	5,589	6,690
Loss from operations	(2,836)	(5,820)	(5,589)	(6,690)
Other income (expense):
Warrant liability - mark-to-market	0	(239)	0	(239)
Interest expense	(43)	0	(84)	0
Interest income	72	19	167	24
Total other income (expense)	29	(220)	83	(215)
Loss before income taxes	(2,807)	(6,040)	(5,506)	(6,905)
Income taxes	0	0	0	0
Net loss	$ (2,807)	$ (6,040)	$ (5,506)	$ (6,905)
Loss per share - basic and diluted (in dollars per share)	$ (2.47)	$ (8.78)	$ (5.28)	$ (10.36)
Weighted average shares outstanding - basic and diluted (in shares)	1,137,468	687,840	1,041,950	666,547

v3.24.3

Condensed Statements of Changes in Stockholders' Equity (Unaudited) - USD ($) shares in Thousands, $ in Thousands	Preferred Stock [Member]	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Total
Balance (in shares) at Mar. 31, 2023	0	617
Balance at Mar. 31, 2023	$ 0	$ 1	$ 24,186	$ (23,543)	$ 644
Net loss	$ 0	$ 0	0	(865)	(865)
Issuance of common stock (in shares)	0	71
Issuance of common stock	$ 0	$ 0	2,840	0	2,840
Balance (in shares) at Jun. 30, 2023	0	688
Balance at Jun. 30, 2023	$ 0	$ 1	27,026	(24,408)	2,619
Balance (in shares) at Mar. 31, 2023	0	617
Balance at Mar. 31, 2023	$ 0	$ 1	24,186	(23,543)	644
Net loss					(6,905)
Warrants issued for debt issuance costs					346
Balance (in shares) at Sep. 30, 2023	0	688
Balance at Sep. 30, 2023	$ 0	$ 1	27,523	(30,448)	(2,924)
Balance (in shares) at Jun. 30, 2023	0	688
Balance at Jun. 30, 2023	$ 0	$ 1	27,026	(24,408)	2,619
Net loss	0	0	0	(6,040)	(6,040)
Stock-based compensation	0	0	151	0	151
Warrants issued for debt issuance costs	$ 0	$ 0	346		346
Balance (in shares) at Sep. 30, 2023	0	688
Balance at Sep. 30, 2023	$ 0	$ 1	27,523	(30,448)	(2,924)
Balance (in shares) at Mar. 31, 2024	0	943
Balance at Mar. 31, 2024	$ 0	$ 1	46,596	(38,969)	7,628
Net loss	0	0	0	(2,699)	(2,699)
Stock-based compensation	$ 0	$ 0	360	0	360
Issuance of common stock - warrants exercised (in shares)	0	20
Issuance of common stock - warrants exercised	$ 0	$ 0	0	0	0
Balance (in shares) at Jun. 30, 2024	0	963
Balance at Jun. 30, 2024	$ 0	$ 1	46,956	(41,668)	5,289
Balance (in shares) at Mar. 31, 2024	0	943
Balance at Mar. 31, 2024	$ 0	$ 1	46,596	(38,969)	7,628
Net loss					(5,506)
Warrants issued for debt issuance costs					0
Balance (in shares) at Sep. 30, 2024	0	1,152
Balance at Sep. 30, 2024	$ 0	$ 1	47,502	(44,475)	3,028
Balance (in shares) at Jun. 30, 2024	0	963
Balance at Jun. 30, 2024	$ 0	$ 1	46,956	(41,668)	5,289
Net loss	$ 0	$ 0	0	(2,807)	(2,807)
Issuance of common stock (in shares)	0	12
Issuance of common stock	$ 0	$ 0	101	0	101
Stock-based compensation	$ 0	$ 0	445	0	445
Issuance of common stock - warrants exercised (in shares)	0	177
Issuance of common stock - warrants exercised	$ 0	$ 0	0	0	0
Balance (in shares) at Sep. 30, 2024	0	1,152
Balance at Sep. 30, 2024	$ 0	$ 1	$ 47,502	$ (44,475)	$ 3,028

v3.24.3

Condensed Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	3 Months Ended	6 Months Ended
	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Cash Flows from Operating Activities:
Net loss	$ (6,040)	$ (5,506)	$ (6,905)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock-based compensation		805	151
Depreciation and amortization expense		88	0
Issuance of common stock, net of discount for lack of marketability		101
Warrant expense - termination agreement	4,556	0	4,556
Warrant liability - mark-to-market	239	(0)	239
Changes in operating assets - decrease/(increase):
Other current assets		585	(63)
Changes in operating liabilities - increase/(decrease):
Accounts payable		81	230
Accrued expenses		398	(14)
Net cash used in operating activities		(3,448)	(1,805)
Cash Flows from Investing Activities:
Purchase of property and equipment		(5)	0
Net cash used in investing activities		(5)	0
Cash Flows from Financing Activities:
Issuance of common stock		0	2,840
Issuance of convertible debt		0	350
Payment of offering costs		0	(105)
Net cash provided by financing activities		0	3,085
Net (decrease)/increase in cash and cash equivalents		(3,453)	1,280
Cash and cash equivalents, at beginning of period		8,608	865
Cash and cash equivalents, at end of period	2,145	5,155	2,145
Non-cash financing activities:
Cashless exercise of warrants		39	0
Warrants issued for debt issuance costs	$ 346	$ 0	$ 346

v3.24.3

Note 1 - Description of the Business, Basis of Presentation and Summary of Significant Accounting Policies	6 Months Ended
	Sep. 30, 2024
Notes to Financial Statements
Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Text Block]	Note 1 – Description of the Business, Basis of Presentation and Summary of Significant Accounting Policies   Description of the Business   Autonomix Medical, Inc. (“we,” “our,” the “Company”) is a medical device company organized as a Delaware corporation on June 10, 2014. The Company is a pre-revenue, clinical stage life sciences company focused on advancing innovative technologies for sensing and treating disorders relating to the peripheral nervous system.   Reverse Stock Split   The Company held its annual meeting of stockholders (the "Annual Meeting") on October 17, 2024. In that Annual Meeting, stockholders of the Company approved an amendment to the Company’s amended and restated certificate of incorporation (the "Amendment”) to effect the reverse stock split at a ratio in the range of 1-for-2 to 1-for-50, with such ratio to be determined in the discretion of the Company’s board of directors and with such reverse stock split to be effected at such time and date, if at all, as determined by the Company’s board of directors in its sole discretion prior to the one-year anniversary of the Annual Meeting.   Pursuant to such authority granted by the Company’s stockholders, the Company’s board of directors approved a one-for- twenty ( 1:20) reverse stock split (the "Reverse Stock Split”) of the Company’s common stock and the filing of the Amendment to effectuate the Reverse Stock Split. The Amendment was filed with the Secretary of State of the State of Delaware and the Reverse Stock Split became effective in accordance with the terms of the Amendment at 11:59 p.m. Eastern Time on October 24, 2024 (the "Effective Time”), and the Company’s common stock opened for trading on The Nasdaq Capital Market on October 25, 2024 on a post-split basis, under the existing ticker symbol "AMIX” but with a new CUSIP number 05330T205. The Amendment provides that, at the Effective Time, every twenty shares of the Company’s issued and outstanding common stock will automatically be combined into one issued and outstanding share of common stock, without any change in par value per share, which will remain $0.001.   The number of authorized shares of common stock will remain at 500 million shares. As a result of the Reverse Stock Split, proportionate adjustments will be made to the per share exercise price and/or the number of shares issuable upon the exercise or vesting of all outstanding stock options, restricted stock unit awards, warrants and convertible notes, which will result in a proportional decrease in the number of shares of the Company’s common stock reserved for issuance upon exercise or vesting of such stock options, restricted stock unit awards, warrants and convertible notes and, in the case of stock options and warrants, a proportional increase in the exercise price of all such stock options and warrants. In addition, the number of shares reserved for issuance under the Company’s equity compensation plan immediately prior to the Effective Time will be reduced proportionately.   No fractional shares will be issued as a result of the Reverse Stock Split. Any stockholder who would have been entitled to receive a fractional share as a result of the process will be entitled to the rounding up of the fractional share to the nearest whole number. See Note 7 for subsequent event regarding rounding shares.   The Reverse Stock Split has been retroactively adjusted throughout these interim financial statements and footnotes for all periods presented, including exercise prices and share data. As a result of the Reverse Stock Split, the Company reclassified approximately $18 thousand between common stock par value and additional paid-in capital.   Liquidity and Going Concern   The Company's financial statements are prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities and commitments in the normal course of business. The Company is an early-stage company that is subject to all the risks associated with early-stage and emerging growth companies and has incurred losses since inception.   For the  six months ended September 30, 2024 and 2023, the Company incurred net losses of $ 5.5 million and $ 6.9 million, respectively, and had net cash flows used in operating activities of $ 3.4 million and $ 1.8 million, respectively. The Company had no revenues for the three and six months ended September 30, 2024 and 2023, respectively, and an accumulated deficit of $ 44.5 million, working capital of $ 4.1 million and cash of $ 5.2 million as of September 30, 2024. The Company does not expect to generate positive cash flows from operating activities in the near future.   The Company estimates its current cash resources are sufficient to fund its operations into but not beyond the second calendar quarter of 2025. The Company recognizes it will need to raise additional capital to continue to execute its business plan, including obtaining regulatory clearance for its products currently under development and commercializing and generating revenues from products under development. There is no assurance that additional financing will be available when needed or that management will be able to obtain financing on terms acceptable to the Company. A failure to raise sufficient capital, generate sufficient product revenues, control expenditures and regulatory matters, among other factors, will adversely impact the Company’s ability to meet its financial obligations as they become due and payable and to achieve its intended business objectives. If the Company is unable to raise sufficient additional funds, it will have to scale back its operations.   These factors raise substantial doubt about the Company's ability to continue as a going concern within one year after the date the financial statements are issued. The accompanying condensed financial statements have been prepared on a going concern basis and do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.   Basis of Presentation   The accompanying condensed interim financial statements are unaudited. These unaudited condensed interim financial statements have been prepared in accordance with the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) for interim financial information. Accordingly, they do not include all the information and notes required by generally accepted accounting principles in the United States of America (“GAAP”) for complete financial statements. The Company’s fiscal year end is March 31st. These unaudited condensed interim financial statements should be read in conjunction with the audited financial statements and accompanying notes for the year ended March 31, 2024 as found in the Annual Report in our Form 10-K filed with the SEC on May 31, 2024. In the opinion of management, the unaudited condensed interim financial statements reflect all the adjustments (consisting of normal recurring adjustments) necessary to state fairly the Company’s financial position, results of operations and cash flows for the quarterly and year-to-date periods, as applicable. The interim results of operations are not necessarily indicative of the results that may occur for the full fiscal year. The March 31, 2024 audited condensed balance sheet included herein was derived from the audited financial statements, but does not include all disclosures, including notes, required by GAAP for complete financial statements.   Use of Estimates in Financial Statement Presentation   The preparation of these unaudited condensed interim financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. The Company's significant estimates and assumptions include work performed but not yet billed by contract manufacturers, engineers and research organizations, warrant liability and the valuation of equity related instruments. Although the Company believes that its estimates and assumptions are reasonable, they are based upon information available at the time the estimates and assumptions were made. Some of these judgments can be subjective and complex, and, consequently, actual results could differ from those estimates.   Cash and Cash Equivalents   The Company considers all highly liquid accounts with original maturities of three months or less at the date of acquisition to be cash equivalents. Periodically, the Company may carry cash balances at financial institutions in excess of the federally insured limit of $250,000. The Company has not experienced losses on these accounts and management believes, based upon the quality of the financial institutions, that the credit risk with regard to these deposits is not significant.   Offering Costs   Offering costs consist of professional costs incurred through the balance sheet date that are direct and incremental related to the Company’s initial public offering ("IPO"). These costs, together with the selling agent fees, were reclassified to additional paid-in capital upon completion of the Company’s IPO on January 26, 2024. Costs associated with salaries and other period costs were expensed as incurred.   During the six months ended September 30, 2024 and 2023, the Company paid $0.0 and $0.1 million, respectively, of offering costs related to its IPO.   Property and Equipment   Property and equipment (comprised of computer and IT equipment) are stated at historical cost and depreciated on a straight-line basis over their estimated useful lives, generally three years. Upon disposition of the assets, the costs and related accumulated depreciation are removed from the accounts and any resulting gain or loss is included in the results of operations.   Convertible Notes   The Company evaluates embedded redemption, conversion and other features within its debt to determine whether any embedded features should be bifurcated from the host instrument and accounted for as a derivative at fair value, with changes in fair value recorded in the condensed statements of operations.   The Company’s debt is carried on the condensed balance sheets on a historical cost basis net of unamortized discounts and premiums because the Company has not elected the fair value option of accounting. Costs associated with acquiring debt, including detachable warrants issued in connection with the financing, are capitalized as a debt discount. The debt discount is presented in the condensed balance sheets as a direct deduction from the carrying amount of the debt liability. The costs are amortized over the estimated contractual life of the related debt instrument using the effective interest method and are included in interest expense in the condensed statements of operations.   If the Company incurs costs associated with its convertible notes, in advance of the receipt of proceeds, the Company will record a deferred asset. Upon receipt of proceeds the Company will reclassify the deferred asset as a direct deduction from the carrying amount, as described above.   In addition, since the instruments included a substantive conversion feature as of time of issuance, the issuance of equity securities to settle the outstanding notes with the conversion were accounted for as a contractual conversion with no gain or loss recognized related to the equity securities issued to settle the instrument.   Fair Value of Financial Instruments   Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value maximize the use of observable inputs and minimize the use of unobservable inputs. The Company utilizes a three-level valuation hierarchy for disclosures of fair value measurements, defined as follows:   Level 1 – inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets   Level 2 – inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the assets or liability, either directly or indirectly, for substantially the full term of the financial instrument   Level 3 – inputs to the valuation methodology are unobservable and significant to the fair value and require significant judgment and estimation.   Financial assets and financial liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. While the Company believes that its valuation methods are appropriate, the Company recognizes that the use of different methodologies or assumptions to determine the fair value could result in a different estimate of fair value at the reporting date. The primary assumptions that would significantly affect the fair values are the probability weighting of the different settlement outcomes used.   The Company did not have any assets or liabilities measured at fair value as of September 30, 2024 and March 31, 2024. In the fourth quarter of the Company's fiscal year ended March 31, 2024 there was a transfer out of Level 3 for the warrant liability, for the settlement and reclassification to equity of the instrument, that occurred in the three months ended September 30, 2023.   As of September 30, 2024, the Company determined that the estimated fair value of debt was approximately $ 1.1 million. The fair value of debt was estimated using market rates the Company believes would be available for similar types of financial instruments and represents a Level 2 measurement.   The carrying value of short-term instruments, including cash, accounts payable and accrued expenses, approximate fair value due to the relatively short period to maturity for these instruments.   Related Parties   The Company follows Accounting Standards Codification ("ASC") 850, Related Party Disclosures, for the identification of related parties and disclosure of related party transactions. See further discussion in Note 6 below on this matter.   Income Taxes   The Company uses the asset and liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial reporting and the tax basis of reported assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company must then assess the likelihood that the resulting deferred tax assets will be realized. A valuation allowance is provided when it is more likely than not that some portion or all of a deferred tax asset will not be realized. As of September 30, 2024 and March 31, 2024 the Company determined a full valuation allowance was required to offset its deferred tax assets as a result of recurring operating losses.   The Company accounts for uncertain tax positions in accordance with the provisions of ASC 740-10 which prescribes a recognition threshold and measurement attribute for financial statement disclosure of tax positions taken, or expected to be taken, on its tax return. The Company evaluates and records any uncertain tax positions based on the amount that management deems is more likely than not to be sustained upon examination and ultimate settlement with the tax authorities in the tax jurisdictions in which it operates. As of September 30, 2024 and March 31, 2024 the Company had no uncertain tax positions.   The Company does not expect to pay any significant federal, state, or foreign income taxes in our fiscal year 2025 (ending March 31, 2025) as a result of the losses recorded during the three months ended  June 30, 2024 and the additional losses expected for the remainder of our fiscal year 2025 and cumulative net operating loss carryforwards. Accounting standards require the consideration of a valuation allowance for deferred tax assets if it is “more likely than not” that some component or all of the benefits of deferred tax assets will not be realized.   The Company recorded no income tax provision for the three and six months ended September 30, 2024 and 2023, respectively. The effective tax rate for the three and six months ended September 30, 2024 and 2023 is zero. The Company estimates its annual effective tax rate at the end of each quarterly period. Jurisdictions with a projected loss for the year where no tax benefit can be recognized due to the valuation allowance could result in a higher or lower effective tax rate during a particular quarter depending on the mix and timing of actual earnings versus annual projections.   Stock-based Compensation   Employee and non-employee share-based compensation is measured at the grant date, based on the fair value of the award, and is recognized as an expense over the requisite service period. For awards with a performance condition, compensation expense is recognized over the requisite service period if it is probable that the performance condition will be satisfied. For awards to non-employees, the Company recognizes compensation expense in the same manner as if the Company had paid cash for the goods or services. The Company estimates the fair value of options and equity classified warrants granted using an options pricing model. Expense is recognized within general and administrative expenses and forfeitures are recognized as they are incurred.   Warrants   The Company accounts for warrants as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in FASB ASC 480, Distinguishing Liabilities from Equity (“ASC 480”) and ASC 815, Derivatives and Hedging (“ASC 815”). The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the warrants meet all of the requirements for equity classification under ASC 815, including whether the warrants are indexed to the Company’s own ordinary shares and whether the warrant holders could potentially require “net cash settlement” in a circumstance outside of the Company’s control, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of warrant issuance and as of each subsequent quarterly period end date while the warrants are outstanding.   For issued or modified warrants that meet all of the criteria for equity classification, the warrants are required to be recorded as a component of additional paid-in capital at the time of issuance. For issued or modified warrants that do not meet all the criteria for equity classification, the warrants are required to be recorded at their initial fair value on the date of issuance, and each balance sheet date thereafter. Changes in the estimated fair value of the warrants are recognized as a non-cash gain or loss on the statements of operations. The fair value of the warrants is estimated using a Black-Scholes pricing model or a Monte Carlo simulation.    Loss Per Common Share   Basic loss per common share is computed by dividing net loss by the weighted-average number of common shares outstanding during the period. Diluted loss per common share is determined using the weighted-average number of common shares outstanding during the period, adjusted for the dilutive effect of common stock equivalents. In periods when losses are reported, the weighted-average number of common shares outstanding excludes common stock equivalents, because their inclusion would be anti-dilutive. Generally, the Company’s outstanding warrants are non-participating securities as they are not entitled to non-forfeitable rights to dividends or dividend equivalents during the vesting term and have no obligation to fund losses.   However, the warrants described in Note 2 are participating securities as they receive a right to dividends, but they are not obligated to fund losses. In periods of loss, since no income is allocated to these securities, the Company's use of the "treasury stock method" derives the same result. The dilutive effect of convertible securities is calculated using the “if-converted method.” Under the if-converted method, securities are assumed to be converted at the beginning of the period, and the resulting common shares are included in the denominator of the diluted calculation for the entire period being presented.   For the six months ended September 30, 2024 and 2023, dilutive securities that were not included in the calculations of the loss per common share because they would be anti-dilutive included the following:       September 30,       2024     2023                     Equity based warrants to purchase common shares     87,531       329,497   Convertible Notes - common shares (1)     33,250       8,750   Convertible Notes - equity-based warrants to purchase common shares     25,003       15,000   Termination agreement - equity-based warrants to purchase common shares (2)     -       80,000   Stock options granted under Company's incentive plan     216,483       77,680                     Total potentially dilutive securities     362,267       510,927     (1) Shares for the convertible note proceeds received as of September 30, 2024. (2) Shares were based on an estimated initial public offering price of $100.00.         Research and Development Costs   Research and development costs are expensed as incurred.   Advertising   It is our policy to expense advertising costs as incurred. Advertising expenses are included within general and administrative expenses within the statement of operations. For the three and six months ended September 30, 2024, the Company recorded less than $0.1 million, respectively, of advertising expenses. For the three and six months ended September 30, 2023 , the Company recorded less than $0.1 million, respectively, of advertising expenses.   Fair Value of Common Stock   Prior to establishing a public market for the Company’s common stock, the estimated fair value of the Company’s common stock was determined by the Company’s board of directors as of the date of each option grant, with input from management, considering the Company’s most recently available third-party valuations of common stock, recent sales of common stock to third parties, and the Company’s board of directors’ assessment of additional objective and subjective factors that it believed were relevant and which may have changed from the date of the most recent valuation through the date of the grant.   JOBS Act Accounting Election   The Company qualifies as an emerging growth company (“EGC”), as defined in the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). The JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statements with another public company which is neither an early-stage company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used.   Segments   The Company currently operates in one reportable segment based on management’s view of its business for purposes of evaluating performance and making operating decisions. Based upon this business model, the Company’s Chief Executive Officer, whom the Company has determined to be its chief operating decision-maker, reviews financial information as one operating segment.   Recent Accounting Pronouncements   In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures,” which requires disaggregated information about a reporting entity’s effective tax rate reconciliation as well as information on income taxes paid. The guidance is effective for the Company’s fiscal years beginning after December 15, 2024, with early adoption permitted. The Company does not expect the adoption of this standard to have any material impact on its financial statements.   The Company does not believe that any recently issued effective pronouncements, or pronouncements issued but not yet effective, if adopted, would have a material effect on the accompanying financial statements.   Correction of an Immaterial Error in the Prior Period Financial Statements   During the fourth quarter of fiscal 2024 ( March 31, 2024), the Company determined that the prior year financial statements had an error caused by an immaterial classification error of certain research and development expense in accordance with ASC 730 Research and Development Costs. As a result, certain prior year amounts have been revised for consistency with the current year presentation. The Company assessed the materiality of this change in presentation on prior period financial statements in accordance with SEC Staff Accounting Bulletin No. 99, “Materiality,” (ASC Topic 250, Accounting Changes and Error Corrections). Based on this assessment, the Company concluded that these classification error corrections in its Statements of Operations are not material to any previously presented financial statements based upon overall considerations of both quantitative and qualitative factors. The corrections had no impact on the fiscal year 2023 Balance Sheet, Statements of Cash Flows, or Statement of Changes in Stockholders’ Equity. Further, the immaterial corrections did not result in a change in operating losses, net loss, or basic or diluted earnings per share in the Income Statement.   A summary of immaterial corrections reflecting the prior period impact to the Company’s Statement of Operations, for the three and six months ended September 30, 2023 is shown below (in thousands):       For the Three Months Ended September 30, 2023                                 Originally Filed     Correction     As Revised   General and administrative expense     829       (36 )     793   Research and development expense     435       36       471         1,264       -       1,264                                 For the Six Months Ended September 30, 2023                                 Originally Filed     Correction     As Revised   General and administrative expense     1,352       (57 )     1,295   Research and development expense     782       57       839         2,134       -       2,134

v3.24.3

Note 2 - Warrant Liability and Fair Value of Financial Instruments	6 Months Ended
	Sep. 30, 2024
Notes to Financial Statements
Fair Value Disclosures [Text Block]	Note 2 – Warrant Liability and Fair Value of Financial Instruments   Financial assets and financial liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. While the Company believes that its valuation methods are appropriate, the Company recognizes that the use of different methodologies or assumptions to determine the fair value could result in a different estimate of fair value at the reporting date. The primary assumptions that would significantly affect the fair values are the probability weighting of the different settlement outcomes used.   There were no outstanding instruments classified as Level 3 measurements as of September 30, 2024 or March 31, 2024.   The following table summarizes the activity of the Level 3 fair value measurements during the period end September 30, 2023 (in thousands):   Schedule of Fair Value Activity   Warrant Liabilities             Balance as of June 30, 2023   $ -   Additions     4,556   Change in fair value measurements - warrants mark-to-market     239             Balance as of September 30, 2023   $ 4,795     The Company recognized the initial warrant expense as a component of operating expenses on the condensed statement of operations under warrant expense – termination agreement for $4.6 million and the changes in the fair value under warrant liability – mark-to-market for $0.2 million. There were no changes to the valuation approaches or techniques used for Level 3 measurements.   Warrant Liabilities   As more fully detailed in Note 6 – Related Party Transactions, on July 7, 2023, the Company entered into an Exclusive License Termination Agreement (the “Termination Agreement”) with a licensee in exchange for the issuance, upon the closing of the Company’s IPO within one year of the agreement’s execution, of a warrant to purchase shares of the Company for a variable number of shares.   The fair value of the warrant liability has been estimated using a discounted cash flow model under various scenarios and used the probability-weighted expected return method (“PWERM”) comparing the probabilities of different outcomes. The outcomes considered included (i) the closing of a qualified financing as part of the Company’s IPO at various points in time and (ii) the possibility of default whereby the licensee receives nothing. Key assumptions for the model were as follows for the initial measurement:   Discount rate at issuance (1)   20 % Probability (2)   70% - 10% - 20%   Payment (3)   00 -8,000,00000   Expected term (in years) (4)   0.48 - 0.98       (1) The initial discount rate was chosen based on private equity rates of return as described in the AICPA Practice Aid on Valuation of Privately-Held-Company Equity securities issued as compensation. For the recurring fair value measurement, the Company updated the discount rate based upon yield curves estimated to be similar in credit quality to the Company. The updated discount rate as of September 30, 2023 was 21.35%%;   (2) Scenario probability as of issuance and September 30, 2023 was based on timing expectations of management that a qualified offering occurring as of December 31, 2023 was estimated at 70%; a qualified offering occurring as of June 30, 2024 was estimated at 10%; and no qualified offering occurring was estimated at 20%;   (3) The warrant has a $0.02 strike price, however, the strike price is low relative to the stock price, making the warrant value close to the value of a stock unit. The agreement has a fixed payment value of $8.0 million, see Note 6 – Related Party Transactions;   (4) For the subsequent recurring fair value measurements as of September 30, 2023, the Company updated the expected term to a range between 0.25 - 0.75 years.

v3.24.3

Note 3 - Convertible Notes Payable	6 Months Ended
	Sep. 30, 2024
Notes to Financial Statements
Debt Disclosure [Text Block]	Note 3 – Convertible Notes Payable   On September 9, 2023, the Company's Board of Directors (the “Board”) authorized an offering up to $2.0 million in unsecured, non-interest bearing convertible promissory notes (the “Notes”) and accompanying warrants (the “Bridge Financing Warrants”) (collectively, the “Bridge Offering”) that will mature on December 31, 2025. The Notes provided that, on the closing date of the IPO, the outstanding principal would be automatically converted into common stock at the conversion price of $40.00. Each dollar in principal amount of Notes purchased were accompanied by a five-year Bridge Financing Warrant to purchase approximately 0.0125 shares of Common stock with an exercise price of $20.00 per share. The Company records the Bridge Financing Warrants as a discount to the Notes.   The Bridge Financing Warrants can be exercised from the date of Notes issuance through the five-year anniversary of the issuance of the Notes. The shares issuable pursuant to the Notes and Bridge Financing Warrants have a 180-day lock-up after the Company’s IPO. Thereafter, the foregoing lock-up agreement will cease to apply to 25% of the purchased shares each month for a period of four months. The Note holders are not permitted to convert their Notes when the holders or any of their affiliates would beneficially own in excess of 4.99% of the Company’s common stock after such conversion.   As of September 30, 2023, the Company received proceeds of $350,000, of $1.2 million of Notes executed from the Bridge Offering, which would convert into 8,750 shares of common stock.   As of September 30, 2024, the Company received proceeds of $2.0 million of Notes executed from the Bridge Offering, which would convert into 50,000 shares of common stock. The Company’s effective interest rate for the Notes is 15.3% due to the amortization of the discount stemming from the issuance of the Bridge Financing Warrants. On January 26, 2024, we consummated our initial public offering (“IPO”). In connection with the closing of the IPO, a portion of our convertible notes were converted into 16,750 shares of our common stock. Upon the closing of the IPO, certain notes were to be automatically converted according to their terms into our common stock to the extent and provided that certain holders of these notes are not permitted to convert such notes to the extent that the holders or any of its affiliates would beneficially own in excess of 4.99% of our common stock after such conversion. Due to this 4.99% limitation, principal representing $1.3 million, or 33,250 shares, of these notes remains outstanding.   The table below summarizes the Company’s outstanding convertible notes payable as of September 30, 2024 (in thousands).       Principal Amount     Unamortized Debt Discount     Net Carrying Amount                             Zero-coupon convertible notes payable due on December 31, 2025   $ 1,330     $ 244     $ 1,086     Warrants   The Company issued the Notes with detachable warrants for the purchase of shares of the Company’s common stock. The Company utilized a Monte Carlo simulation model to determine the fair value of each Bridge Offering Warrant. The key inputs to the Monte Carlo simulation used to determine the fair value of each warrant include, the Company’s stock price fair value which was determined through a back solve calculation such that the stock price results in the average total value of the Notes and the Bridge Offering Warrants being equal to the cash proceeds received, volatility based on a selection of publicly held peer companies of 101.88%, expected term of 5 years, risk free rate of 4.40%, discount rate of 20.00% and a discount for lack of marketability of 15.77%.   During the three and six months ended September 30, 2024, the Company recorded less than $0.1 million in interest expense, respectively, related to the amortization of the debt discount. Due to the timing of the receipt of proceeds, the Company did not incur interest expense during the three and six months ended September 30, 2023.   The following table presents a summary of activity for the warrants issued in connection with the Company’s Notes:             Weighted-Average           Exercise Price   Warrants     Per Share               Outstanding and exercisable, March 31, 2024   25,003     $ 20.00 Granted   -       - Exercised   -       - Forfeited/Cancelled   -       - Expired   -       - Outstanding, September 30, 2024   25,003     $ 20.00               Exercisable, September 30, 2024   25,003     $ 20.00

v3.24.3

Note 4 - Equity	6 Months Ended
	Sep. 30, 2024
Notes to Financial Statements
Equity [Text Block]	Note 4 – Equity   On January 26, 2024, we consummated our IPO. In the IPO, we sold a total of 111,962 shares of common stock at a purchase price of $100.00 per share for gross proceeds of $11.2 million and net proceeds of $9.8 million. In connection with the closing of the IPO, a portion of our convertible notes were converted into 16,750 shares of our common stock.   On November 29, 2023, the Company’s Board of Directors and applicable shareholders approved to amend and restate the Company’s certificate of incorporation and increased the authorized shares to 500,000,000 shares of common stock, with a par value of $0.001 per share, and 10,000,000 shares of preferred stock, with a par value of $0.001 per share. The specific rights of the preferred stock shall be determined by the Board of Directors.   Restricted Stock   On February 15, 2024, the Company issued 1,750 restricted shares of common stock to the Company's marketing consultant at the closing price of $76.00 of the Company's common stock. The total value of these shares is $133,000. These shares vest monthly over a 12-month period beginning on the issue date.       Three Months Ended September 30,       2024     2023   Recognized in general and administrative expense   $ 33,250     $ —                     Total   $ 33,250     $ —                                           Six Months Ended September 30,       2024     2023   Recognized in general and administrative expense   $ 66,500     $ —                     Total   $ 66,500     $ —     As of September 30, 2024, there was $49,875 of unrecognized stock-based compensation expense related to unvested Restricted Stock, which is expected to be recognized over the period October 2024 through February 2025   A summary of activity regarding Restricted Stock issued is as follows:               Grant Date       Number of Shares     Fair Value Per Share   Unvested, March 31, 2024     1,604     $ 76.00                     Granted     —     $ —   Vested     (875 )   $ 76.00   Unvested, September 30, 2024     729     $ 76.00     Common Stock   On April 6, 2023, the Board of Directors approved a private placement offering of up to 100,000 common shares at a price of $40.00 per share. During the three months ended June 30, 2023, the Company sold 71,001 shares for cash proceeds of $2,840,000. The Company did not incur any costs that were direct and incremental to the private placement.   On September 9, 2023, the Board approved a Bridge Offering. See Note 3 Convertible Notes Payable for additional detail as these notes are convertible into common stock.   Stock Plan and Stock Options   In June 2023, the Company adopted, and the Company’s shareholders approved, the Autonomix Medical, Inc. 2023 Stock Plan (the “Plan”). The Plan is a stock-based compensation plan that provides for discretionary grants of stock options, stock awards and stock unit awards to key employees, non-employee directors, and consultants, subject to certain individual threshold limitations. The Plan provides for up to 200,000 shares to be issued. Shares that are surrendered because of forfeiture, expiration, termination, or cancellation are available for re-issuance.   In August 2023, the Plan was amended to allow for an automatic increase of the available shares for issuance, whereby on the 1st of each fiscal year, beginning on April 1, 2024 and ending on (and including) April 1, 2033 in an amount equal to five percent (5%) of the total number of shares of Common Stock outstanding on the March 31st immediately preceding the applicable date. However, the Board may act prior to the automatic increase of a given year to provide that there will be no increase for such year, or that the increase for such year will be a lesser number of shares of Common Stock. On April 1, 2024, the Plan was increased by 47,116 shares.   The following table summarizes the stock option activity for the six months ended September 30, 2024:               Weighted-Average               Exercise Price       Options     Per Share                     Outstanding, March 31, 2024     100,180     $ 46.59   Granted     116,303       27.69   Exercised     -       -   Forfeited/Cancelled     -       -   Expired     -       -   Outstanding, September 30, 2024     216,483     $ 36.43                     Exercisable, September 30, 2024*     26,463     $ 40.00     During the six months ended September 30, 2024, the Company granted certain individuals options to purchase shares of common stock with a contractual term that vests annually over four years on the anniversary date. The options had an aggregate grant date fair value of $2.6 million that was calculated using the Black-Scholes option pricing model. Variables used in the Black-Scholes option pricing model included the following: (1) fair value of common stock on the measurement date; (2) discount rate ranging from 4.25% to 4.39% based on the daily yield curve rates for U.S. Treasury obligations, (3) expected life ranging of 6.25 years based on the simplified method (vesting plus contractual term divided by two) and (4) expected volatility ranging from 110% to 130% based on the historical volatility of comparable companies' stock.   All options issued and outstanding are being amortized over their respective vesting periods. The unrecognized compensation expense at September 30, 2024 was $5.0 million. During the three and six months ended September 30, 2024, the Company recorded stock-based compensation - option expense of $0.4 million in general and administrative expense and less than $0.1 million in research and development expense, respectively and $0.6 million in general and administrative expense and less than $0.1 million in research and development expense, respectively. During the three and six months ended September 30, 2023, the Company recorded stock-based compensation - option expense of $0.2 million in general and administrative expense.   License Agreement   On July 10, 2024, we entered into a license agreement (the “Agreement”) with RF Innovations, Inc. (“RFI”), a privately held medical technology company, to license products utilizing RFI’s intellectual property related to its Apex 6 Radiofrequency Generator (the “Licensed Products”). The Apex 6 Generator is a United States Food and Drug Administration (“FDA”) cleared ablation technology designed to lesion neural tissue for pain management in the peripheral nervous system. Pursuant to the Agreement, RFI granted us a perpetual non-exclusive worldwide royalty free fully paid license related to the Licensed Products, provided that the license did not include the right to sell certain products to customers for the treatment of spine pain. In connection with the Agreement, we issued RFI 12,500 unregistered shares of our common stock as consideration for the license. The Company determined that the fair value of the shares granted was $0.1 million, which represented its stock price on the date of the Agreement less a 25.6% of less than $0.1 million for a discount for lack of marketability (“DLOM”).  The Company concluded a discount for lack of marketability was appropriate as the shares are subject to an initial lock-up period of six-months until they are eligible for registration pursuant to SEC Rule 144 followed by restrictions that allow for a maximum of 10% of total shares to be sold within a 30-day period. The DLOM effectively reflects the value of an average strike put option relative to our stock price and was calculated based on the Finnerty average put model. The Company concluded that the licensed technology qualified as a research and development expense pursuant to ASC Topic 730, Research and Development, as the Company does not have an alternative future use for the technology and the Company does not have a plan to otherwise monetize the Licensed Products. The Company recognized $0.1 million in Research and Development expense in its condensed consolidated statement of income for the three and six-months ended September 30, 2024. The Agreement provides RFI the right to terminate the license if we breach any representation, warranty or covenant contained in the Agreement, subject to any relevant cure periods, or if we are subject to a bankruptcy or insolvency event.   Equity-Based Stock Warrants   The Company will periodically grant warrants to investors in connection with equity financing or to third-party service providers in exchange for services rendered. The following table summarizes the stock warrant activity for the six months ended September 30, 2024:               Weighted-Average               Exercise Price       Warrants     Per Share                     Outstanding, March 31, 2024     287,230     $ 1.64   Granted     -       -   Exercised*     (197,098 )     0.20   Forfeited/Cancelled     (2,601 )     0.20   Expired     -       -   Outstanding, September 30, 2024     87,531     $ 4.91                     Exercisable, September 30, 2024     87,531     $ 4.91     * All exercised warrants utilized the “cashless exercise” option.   The unrecognized compensation expense at September 30, 2024 was $0. During the three and six months ended September 30, 2024 and 2023, the Company recorded stock-based compensation - warrant expense of less than $0.1 million.

v3.24.3

Note 5 - Commitments and Contingencies	6 Months Ended
	Sep. 30, 2024
Notes to Financial Statements
Commitments and Contingencies Disclosure [Text Block]	Note 5 – Commitments and Contingencies   Legal Proceedings   From time to time, we may be involved in claims that arise during the ordinary course of business. Although the results of litigation and claims cannot be predicted with certainty, we do not currently have any pending litigation to which we are a party or to which our property is subject that we believe to be material. Regardless of the outcome, litigation can be costly and time consuming, and it can divert management’s attention from important business matters and initiatives, negatively impacting our overall operations.   Employment Agreements   We have agreements with key employees to provide certain benefits, including salary and other wage-related benefits, in the event of termination. In addition, the Company has adopted a severance policy for certain key members of executive management to provide certain benefits, including salary and other wage-related benefits, in the event of termination. In total, these benefits would amount to a range of $1.1 million to $1.6 million using the rate of compensation in effect at September 30, 2024.   Brad Hauser - Chief Executive Officer   On June 17, 2024, we entered into an employment agreement with Brad Hauser pursuant to which Mr. Hauser agreed to serve as our chief executive officer and president for an initial three-year period, which may be extended on a year-to-year basis. Mr. Hauser’s agreement provides for an initial annual base salary of $450,000 (subject to an annual review and increase at the discretion of our Compensation Committee) and a target annual bonus of 60% of his base salary. Pursuant to the agreement, Mr. Hauser was granted a ten-year option (the “Inducement Options”) to purchase 45,000 shares of common stock at an exercise price equal to the closing price of our common stock on the date of the employment agreement. The option vests in four equal annual installments (or 11,250 shares each installment) on each of the succeeding four anniversary dates of the execution of the employment agreement, provided Mr. Hauser is employed by us on each vesting date. In the event of a “change of control” or the termination of the agreement by us without “cause” or by Mr. Hauser for “good reason,” all of the unvested options shall immediately vest. The Inducement Options were granted outside of our 2023 Stock Plan as an inducement material to Mr. Hauser’s entering into employment with us in accordance with Nasdaq Stock Market Listing Rule 5635(c)(4). Commencing with the year ending March 31, 2025, Mr. Hauser will be eligible to receive annual option grants as determined by the Compensation Committee of the Board of Directors, based on criteria established by the Compensation Committee. The number of shares underlying the target annual option grant will be equal to $1,000,000 divided by the Black-Scholes value per share of our common stock on the date of grant.   If Mr. Hauser’s employment is terminated at our election without “cause,” or by Mr. Hauser for “good reason,” Mr. Hauser shall be entitled to receive severance payments equal to twelve months of Mr. Hauser’s base salary and 100% of the target bonus for the year in which such termination occurs; provided that such amounts shall be increased by 50% if Mr. Hauser’s agreement is terminated without “cause” or by Mr. Hauser for “good reason” within three months prior to or twelve months after a “change of control.” In the event that any payments or benefits provided to Mr. Hauser would trigger the excise tax under Section 4999 of the Internal Revenue Code or any similar provision, the Company agreed to provide Mr. Hauser with a gross-up payment to ensure that, after payment of all taxes (including the excise tax, federal, state, and local income taxes, and employment taxes) imposed on the gross-up payment, Mr. Hauser receives a net amount equal to the payments or benefits Mr. Hauser would have received if the excise tax didn't apply   Lori Bisson - Vice Chair (former Chief Executive Officer)   On June 17, 2024, we entered into an employment agreement with Lori Bisson pursuant to which Ms. Bisson agreed to serve as our Executive Vice Chair and Strategic Adviser to the Chief Executive Officer (“Vice Chair”) for a two-year period. Ms. Bisson’s agreement provides for an initial annual base salary of $150,000 (subject to an annual review and increase at the discretion of our Compensation Committee) and a target annual bonus of 50% of her base salary. Pursuant to the agreement, Ms. Bisson continued to vest in the option grants issued to Ms. Bisson in her role as chief executive officer and president in accordance with the vesting schedule set out in her initial employment agreement. In the event of a “change of control” or the termination of the agreement by us without “cause” or by Ms. Bisson for “good reason,” all of the unvested options shall immediately vest. Ms. Bisson is entitled to receive any compensation, including incentive compensation, for the fiscal year ended March 31, 2024 that has not been paid as of the date of the agreement. Commencing with the year ending March 31, 2025, Ms. Bisson will be eligible to receive annual option grants as determined by the Compensation Committee of the Board of Directors, based on criteria established by the Compensation Committee. Ms. Bisson agreed to waive any severance payments due to her in connection with the termination of the prior employment agreement that we entered into with her on June 30, 2023.

v3.24.3

Note 6 - Related Party Transactions	6 Months Ended
	Sep. 30, 2024
Notes to Financial Statements
Related Party Transactions Disclosure [Text Block]	Note 6 – Related Party Transactions   The Company utilizes a consulting firm that is owned by the Company’s former Chief Financial Officer to provide accounting and financial reporting services and pays certain expenses on behalf of the Company. For the three and six months ended September 30, 2024 and 2023 , the Company incurred fees of $0 and less than $0.1 million, respectively for both periods, excluding officer compensation. As of September 30, 2024 and March 31, 2024, the Company owed the consulting firm $0 and less than $0.1 million, respectively, for services and expenses.   As of September 30, 2024, members of the Company’s management/Board and an immediate family member of the Company’s management (related party), collectively purchased $0.5 million ($0.4 million and $0.1 million, respectively) of the Bridge Offering.   On December 21, 2021, the Company entered into a perpetual, worldwide, exclusive license agreement (the “License” or “License Agreement”) with a company controlled by a significant stockholder of the Company (the “Licensee”). The License allows the Licensee to use certain intellectual property and technology related to the diagnosis and treatment of cardiovascular conditions held by the Company. Upon 90 days following the completion of an initial public offering or special purpose acquisition company transaction, the Licensee may enter into sublicenses of the licensed intellectual property and technology.   On July 7, 2023, the Company and the Licensee entered into an Exclusive License Termination Agreement (the “Termination Agreement”) in exchange for the issuance, upon the closing of the Company’s initial public offering within one year of the agreement’s execution, of a warrant to purchase shares of the Company for a variable number of shares. The variable number of shares issued was based upon a fixed value of $8.0 million divided by the price per share in the offering. The warrants were exercisable at a price of $0.02 per share and may be exercised any time after the issuance date, subject to a beneficial ownership limitation, and expired five years from the original issuance. The warrants provided voting rights, dividend rights, and other rights of a shareholder prior to exercise. The shares underlying the warrant were subject to a lockup agreement for a period of six months after the closing of the offering with respect to 12.5% of the shares issued and twelve months after the closing of the offering for the remainder of the shares.   On January 29, 2024, we issued a warrant to purchase 80,000 shares (the “Warrant”) pursuant to the Termination Agreement with Impulse Medical, Inc. ("Impulse"). which replaced the July 2023 warrants. The warrants are exercisable at a price of $0.02 per share and may be exercised any time after the issuance date, subject to a beneficial ownership limitation, and expires five years from the original issuance. The warrants provide voting rights, dividend rights, and other rights of a shareholder prior to exercise. The shares underlying the Warrant are subject to a lockup agreement for a period of six months after the closing of the IPO with respect to 12.5% of the shares issued and twelve months after the closing of the IPO for the remainder of the shares. In connection with the Termination Agreement, the Company agreed to register the resale of the shares of common stock underlying the Warrant upon a notice of 20 business days by the Warrant holder.   The completion of the Company’s IPO fixed the number of warrant shares issuable and the Company re-classified the Warrant to additional-paid in capital as it met the requirements for equity classification. Upon reclassification, the Company valued the warrant at $8.0 million, which represented the fair value of the shares issued on that date.

v3.24.3

Note 7 - Subsequent Events	6 Months Ended
	Sep. 30, 2024
Notes to Financial Statements
Subsequent Events [Text Block]	Note 7 – Subsequent Events   See Note 1 - Description of the Business, Basis of Presentation and Summary of Significant Accounting Policies - "Reverse Stock Split."   On November 1, 2024, the Company received notice from the Depository Trust and Clearing Corporation ("DTCC") on behalf of the brokerage firms that hold the shares of Company common stock held in “street name” that in connection with the foregoing rounding of shares the Company would need to issue 271,846 shares of common stock. Prior to the Company's required announcement regarding the Reverse Stock Split on October 22, 2024, the Company estimates there were approximately 4,800 shareholders of record. The Company does not believe the number of shares being requested is correct based on the historical number of shareholders of its common stock and is aware of similar occurrences in recent months for other companies completing a Reverse Stock Split. As such, the Company has begun an inquiry into the calculations set forth in the request. During the pendency of this inquiry, the Company does not intend to issue any shares in connection with the fractional shares being requested.

v3.24.3

Insider Trading Arrangements	6 Months Ended
	Sep. 30, 2024
Insider Trading Arr Line Items
Material Terms of Trading Arrangement [Text Block]	Item 5. Other Information   During the period covered by this Quarterly Report, none of the Company’s directors or executive officers has adopted or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement (each as defined in Item 408 of Regulation S-K under the Securities Exchange Act of 1934, as amended).
Rule 10b5-1 Arrangement Adopted [Flag]	false
Non-Rule 10b5-1 Arrangement Adopted [Flag]	false
Rule 10b5-1 Arrangement Terminated [Flag]	false
Non-Rule 10b5-1 Arrangement Terminated [Flag]	false

v3.24.3

Significant Accounting Policies (Policies)	6 Months Ended
	Sep. 30, 2024
Accounting Policies [Abstract]
Reverse Stock Split [Policy Text Block]	Reverse Stock Split   The Company held its annual meeting of stockholders (the "Annual Meeting") on October 17, 2024. In that Annual Meeting, stockholders of the Company approved an amendment to the Company’s amended and restated certificate of incorporation (the "Amendment”) to effect the reverse stock split at a ratio in the range of 1-for-2 to 1-for-50, with such ratio to be determined in the discretion of the Company’s board of directors and with such reverse stock split to be effected at such time and date, if at all, as determined by the Company’s board of directors in its sole discretion prior to the one-year anniversary of the Annual Meeting.   Pursuant to such authority granted by the Company’s stockholders, the Company’s board of directors approved a one-for- twenty ( 1:20) reverse stock split (the "Reverse Stock Split”) of the Company’s common stock and the filing of the Amendment to effectuate the Reverse Stock Split. The Amendment was filed with the Secretary of State of the State of Delaware and the Reverse Stock Split became effective in accordance with the terms of the Amendment at 11:59 p.m. Eastern Time on October 24, 2024 (the "Effective Time”), and the Company’s common stock opened for trading on The Nasdaq Capital Market on October 25, 2024 on a post-split basis, under the existing ticker symbol "AMIX” but with a new CUSIP number 05330T205. The Amendment provides that, at the Effective Time, every twenty shares of the Company’s issued and outstanding common stock will automatically be combined into one issued and outstanding share of common stock, without any change in par value per share, which will remain $0.001.   The number of authorized shares of common stock will remain at 500 million shares. As a result of the Reverse Stock Split, proportionate adjustments will be made to the per share exercise price and/or the number of shares issuable upon the exercise or vesting of all outstanding stock options, restricted stock unit awards, warrants and convertible notes, which will result in a proportional decrease in the number of shares of the Company’s common stock reserved for issuance upon exercise or vesting of such stock options, restricted stock unit awards, warrants and convertible notes and, in the case of stock options and warrants, a proportional increase in the exercise price of all such stock options and warrants. In addition, the number of shares reserved for issuance under the Company’s equity compensation plan immediately prior to the Effective Time will be reduced proportionately.   No fractional shares will be issued as a result of the Reverse Stock Split. Any stockholder who would have been entitled to receive a fractional share as a result of the process will be entitled to the rounding up of the fractional share to the nearest whole number. See Note 7 for subsequent event regarding rounding shares.   The Reverse Stock Split has been retroactively adjusted throughout these interim financial statements and footnotes for all periods presented, including exercise prices and share data. As a result of the Reverse Stock Split, the Company reclassified approximately $18 thousand between common stock par value and additional paid-in capital.
Substantial Doubt About Going Concern Policy [Policy Text Block]	Liquidity and Going Concern   The Company's financial statements are prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities and commitments in the normal course of business. The Company is an early-stage company that is subject to all the risks associated with early-stage and emerging growth companies and has incurred losses since inception.   For the  six months ended September 30, 2024 and 2023, the Company incurred net losses of $ 5.5 million and $ 6.9 million, respectively, and had net cash flows used in operating activities of $ 3.4 million and $ 1.8 million, respectively. The Company had no revenues for the three and six months ended September 30, 2024 and 2023, respectively, and an accumulated deficit of $ 44.5 million, working capital of $ 4.1 million and cash of $ 5.2 million as of September 30, 2024. The Company does not expect to generate positive cash flows from operating activities in the near future.   The Company estimates its current cash resources are sufficient to fund its operations into but not beyond the second calendar quarter of 2025. The Company recognizes it will need to raise additional capital to continue to execute its business plan, including obtaining regulatory clearance for its products currently under development and commercializing and generating revenues from products under development. There is no assurance that additional financing will be available when needed or that management will be able to obtain financing on terms acceptable to the Company. A failure to raise sufficient capital, generate sufficient product revenues, control expenditures and regulatory matters, among other factors, will adversely impact the Company’s ability to meet its financial obligations as they become due and payable and to achieve its intended business objectives. If the Company is unable to raise sufficient additional funds, it will have to scale back its operations.   These factors raise substantial doubt about the Company's ability to continue as a going concern within one year after the date the financial statements are issued. The accompanying condensed financial statements have been prepared on a going concern basis and do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.
Basis of Accounting, Policy [Policy Text Block]	Basis of Presentation   The accompanying condensed interim financial statements are unaudited. These unaudited condensed interim financial statements have been prepared in accordance with the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) for interim financial information. Accordingly, they do not include all the information and notes required by generally accepted accounting principles in the United States of America (“GAAP”) for complete financial statements. The Company’s fiscal year end is March 31st. These unaudited condensed interim financial statements should be read in conjunction with the audited financial statements and accompanying notes for the year ended March 31, 2024 as found in the Annual Report in our Form 10-K filed with the SEC on May 31, 2024. In the opinion of management, the unaudited condensed interim financial statements reflect all the adjustments (consisting of normal recurring adjustments) necessary to state fairly the Company’s financial position, results of operations and cash flows for the quarterly and year-to-date periods, as applicable. The interim results of operations are not necessarily indicative of the results that may occur for the full fiscal year. The March 31, 2024 audited condensed balance sheet included herein was derived from the audited financial statements, but does not include all disclosures, including notes, required by GAAP for complete financial statements.
Use of Estimates, Policy [Policy Text Block]	Use of Estimates in Financial Statement Presentation   The preparation of these unaudited condensed interim financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. The Company's significant estimates and assumptions include work performed but not yet billed by contract manufacturers, engineers and research organizations, warrant liability and the valuation of equity related instruments. Although the Company believes that its estimates and assumptions are reasonable, they are based upon information available at the time the estimates and assumptions were made. Some of these judgments can be subjective and complex, and, consequently, actual results could differ from those estimates.
Cash and Cash Equivalents, Policy [Policy Text Block]	Cash and Cash Equivalents   The Company considers all highly liquid accounts with original maturities of three months or less at the date of acquisition to be cash equivalents. Periodically, the Company may carry cash balances at financial institutions in excess of the federally insured limit of $250,000. The Company has not experienced losses on these accounts and management believes, based upon the quality of the financial institutions, that the credit risk with regard to these deposits is not significant.
Offering Costs, Policy [Policy Text Block]	Offering Costs   Offering costs consist of professional costs incurred through the balance sheet date that are direct and incremental related to the Company’s initial public offering ("IPO"). These costs, together with the selling agent fees, were reclassified to additional paid-in capital upon completion of the Company’s IPO on January 26, 2024. Costs associated with salaries and other period costs were expensed as incurred.   During the six months ended September 30, 2024 and 2023, the Company paid $0.0 and $0.1 million, respectively, of offering costs related to its IPO.
Property, Plant and Equipment, Policy [Policy Text Block]	Property and Equipment   Property and equipment (comprised of computer and IT equipment) are stated at historical cost and depreciated on a straight-line basis over their estimated useful lives, generally three years. Upon disposition of the assets, the costs and related accumulated depreciation are removed from the accounts and any resulting gain or loss is included in the results of operations.
Debt, Policy [Policy Text Block]	Convertible Notes   The Company evaluates embedded redemption, conversion and other features within its debt to determine whether any embedded features should be bifurcated from the host instrument and accounted for as a derivative at fair value, with changes in fair value recorded in the condensed statements of operations.   The Company’s debt is carried on the condensed balance sheets on a historical cost basis net of unamortized discounts and premiums because the Company has not elected the fair value option of accounting. Costs associated with acquiring debt, including detachable warrants issued in connection with the financing, are capitalized as a debt discount. The debt discount is presented in the condensed balance sheets as a direct deduction from the carrying amount of the debt liability. The costs are amortized over the estimated contractual life of the related debt instrument using the effective interest method and are included in interest expense in the condensed statements of operations.   If the Company incurs costs associated with its convertible notes, in advance of the receipt of proceeds, the Company will record a deferred asset. Upon receipt of proceeds the Company will reclassify the deferred asset as a direct deduction from the carrying amount, as described above.   In addition, since the instruments included a substantive conversion feature as of time of issuance, the issuance of equity securities to settle the outstanding notes with the conversion were accounted for as a contractual conversion with no gain or loss recognized related to the equity securities issued to settle the instrument.
Fair Value of Financial Instruments, Policy [Policy Text Block]	Fair Value of Financial Instruments   Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value maximize the use of observable inputs and minimize the use of unobservable inputs. The Company utilizes a three-level valuation hierarchy for disclosures of fair value measurements, defined as follows:   Level 1 – inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets   Level 2 – inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the assets or liability, either directly or indirectly, for substantially the full term of the financial instrument   Level 3 – inputs to the valuation methodology are unobservable and significant to the fair value and require significant judgment and estimation.   Financial assets and financial liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. While the Company believes that its valuation methods are appropriate, the Company recognizes that the use of different methodologies or assumptions to determine the fair value could result in a different estimate of fair value at the reporting date. The primary assumptions that would significantly affect the fair values are the probability weighting of the different settlement outcomes used.   The Company did not have any assets or liabilities measured at fair value as of September 30, 2024 and March 31, 2024. In the fourth quarter of the Company's fiscal year ended March 31, 2024 there was a transfer out of Level 3 for the warrant liability, for the settlement and reclassification to equity of the instrument, that occurred in the three months ended September 30, 2023.   As of September 30, 2024, the Company determined that the estimated fair value of debt was approximately $ 1.1 million. The fair value of debt was estimated using market rates the Company believes would be available for similar types of financial instruments and represents a Level 2 measurement.   The carrying value of short-term instruments, including cash, accounts payable and accrued expenses, approximate fair value due to the relatively short period to maturity for these instruments.
Related Party Transactions Policy [Policy Text Block]	Related Parties   The Company follows Accounting Standards Codification ("ASC") 850, Related Party Disclosures, for the identification of related parties and disclosure of related party transactions. See further discussion in Note 6 below on this matter.
Income Tax, Policy [Policy Text Block]	Income Taxes   The Company uses the asset and liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial reporting and the tax basis of reported assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company must then assess the likelihood that the resulting deferred tax assets will be realized. A valuation allowance is provided when it is more likely than not that some portion or all of a deferred tax asset will not be realized. As of September 30, 2024 and March 31, 2024 the Company determined a full valuation allowance was required to offset its deferred tax assets as a result of recurring operating losses.   The Company accounts for uncertain tax positions in accordance with the provisions of ASC 740-10 which prescribes a recognition threshold and measurement attribute for financial statement disclosure of tax positions taken, or expected to be taken, on its tax return. The Company evaluates and records any uncertain tax positions based on the amount that management deems is more likely than not to be sustained upon examination and ultimate settlement with the tax authorities in the tax jurisdictions in which it operates. As of September 30, 2024 and March 31, 2024 the Company had no uncertain tax positions.   The Company does not expect to pay any significant federal, state, or foreign income taxes in our fiscal year 2025 (ending March 31, 2025) as a result of the losses recorded during the three months ended  June 30, 2024 and the additional losses expected for the remainder of our fiscal year 2025 and cumulative net operating loss carryforwards. Accounting standards require the consideration of a valuation allowance for deferred tax assets if it is “more likely than not” that some component or all of the benefits of deferred tax assets will not be realized.   The Company recorded no income tax provision for the three and six months ended September 30, 2024 and 2023, respectively. The effective tax rate for the three and six months ended September 30, 2024 and 2023 is zero. The Company estimates its annual effective tax rate at the end of each quarterly period. Jurisdictions with a projected loss for the year where no tax benefit can be recognized due to the valuation allowance could result in a higher or lower effective tax rate during a particular quarter depending on the mix and timing of actual earnings versus annual projections.
Share-Based Payment Arrangement [Policy Text Block]	Stock-based Compensation   Employee and non-employee share-based compensation is measured at the grant date, based on the fair value of the award, and is recognized as an expense over the requisite service period. For awards with a performance condition, compensation expense is recognized over the requisite service period if it is probable that the performance condition will be satisfied. For awards to non-employees, the Company recognizes compensation expense in the same manner as if the Company had paid cash for the goods or services. The Company estimates the fair value of options and equity classified warrants granted using an options pricing model. Expense is recognized within general and administrative expenses and forfeitures are recognized as they are incurred.
Warrants, Policy [Policy Text Block]	Warrants   The Company accounts for warrants as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in FASB ASC 480, Distinguishing Liabilities from Equity (“ASC 480”) and ASC 815, Derivatives and Hedging (“ASC 815”). The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the warrants meet all of the requirements for equity classification under ASC 815, including whether the warrants are indexed to the Company’s own ordinary shares and whether the warrant holders could potentially require “net cash settlement” in a circumstance outside of the Company’s control, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of warrant issuance and as of each subsequent quarterly period end date while the warrants are outstanding.   For issued or modified warrants that meet all of the criteria for equity classification, the warrants are required to be recorded as a component of additional paid-in capital at the time of issuance. For issued or modified warrants that do not meet all the criteria for equity classification, the warrants are required to be recorded at their initial fair value on the date of issuance, and each balance sheet date thereafter. Changes in the estimated fair value of the warrants are recognized as a non-cash gain or loss on the statements of operations. The fair value of the warrants is estimated using a Black-Scholes pricing model or a Monte Carlo simulation.
Earnings Per Share, Policy [Policy Text Block]	Loss Per Common Share   Basic loss per common share is computed by dividing net loss by the weighted-average number of common shares outstanding during the period. Diluted loss per common share is determined using the weighted-average number of common shares outstanding during the period, adjusted for the dilutive effect of common stock equivalents. In periods when losses are reported, the weighted-average number of common shares outstanding excludes common stock equivalents, because their inclusion would be anti-dilutive. Generally, the Company’s outstanding warrants are non-participating securities as they are not entitled to non-forfeitable rights to dividends or dividend equivalents during the vesting term and have no obligation to fund losses.   However, the warrants described in Note 2 are participating securities as they receive a right to dividends, but they are not obligated to fund losses. In periods of loss, since no income is allocated to these securities, the Company's use of the "treasury stock method" derives the same result. The dilutive effect of convertible securities is calculated using the “if-converted method.” Under the if-converted method, securities are assumed to be converted at the beginning of the period, and the resulting common shares are included in the denominator of the diluted calculation for the entire period being presented.   For the six months ended September 30, 2024 and 2023, dilutive securities that were not included in the calculations of the loss per common share because they would be anti-dilutive included the following:       September 30,       2024     2023                     Equity based warrants to purchase common shares     87,531       329,497   Convertible Notes - common shares (1)     33,250       8,750   Convertible Notes - equity-based warrants to purchase common shares     25,003       15,000   Termination agreement - equity-based warrants to purchase common shares (2)     -       80,000   Stock options granted under Company's incentive plan     216,483       77,680                     Total potentially dilutive securities     362,267       510,927     (1) Shares for the convertible note proceeds received as of September 30, 2024. (2) Shares were based on an estimated initial public offering price of $100.00.
Research and Development Expense, Policy [Policy Text Block]	Research and Development Costs   Research and development costs are expensed as incurred.
Advertising Cost [Policy Text Block]	Advertising   It is our policy to expense advertising costs as incurred. Advertising expenses are included within general and administrative expenses within the statement of operations. For the three and six months ended September 30, 2024, the Company recorded less than $0.1 million, respectively, of advertising expenses. For the three and six months ended September 30, 2023 , the Company recorded less than $0.1 million, respectively, of advertising expenses.
Stockholders' Equity, Policy [Policy Text Block]	Fair Value of Common Stock   Prior to establishing a public market for the Company’s common stock, the estimated fair value of the Company’s common stock was determined by the Company’s board of directors as of the date of each option grant, with input from management, considering the Company’s most recently available third-party valuations of common stock, recent sales of common stock to third parties, and the Company’s board of directors’ assessment of additional objective and subjective factors that it believed were relevant and which may have changed from the date of the most recent valuation through the date of the grant.
Jumpstart Our Business Startups (JOBS) Act Accounting Election Policy [Policy Text Block]	JOBS Act Accounting Election   The Company qualifies as an emerging growth company (“EGC”), as defined in the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). The JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statements with another public company which is neither an early-stage company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used.
Segment Reporting, Policy [Policy Text Block]	Segments   The Company currently operates in one reportable segment based on management’s view of its business for purposes of evaluating performance and making operating decisions. Based upon this business model, the Company’s Chief Executive Officer, whom the Company has determined to be its chief operating decision-maker, reviews financial information as one operating segment.
New Accounting Pronouncements, Policy [Policy Text Block]	Recent Accounting Pronouncements   In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures,” which requires disaggregated information about a reporting entity’s effective tax rate reconciliation as well as information on income taxes paid. The guidance is effective for the Company’s fiscal years beginning after December 15, 2024, with early adoption permitted. The Company does not expect the adoption of this standard to have any material impact on its financial statements.   The Company does not believe that any recently issued effective pronouncements, or pronouncements issued but not yet effective, if adopted, would have a material effect on the accompanying financial statements.
Correction of an Immaterial Error [Policy Text Block]	Correction of an Immaterial Error in the Prior Period Financial Statements   During the fourth quarter of fiscal 2024 ( March 31, 2024), the Company determined that the prior year financial statements had an error caused by an immaterial classification error of certain research and development expense in accordance with ASC 730 Research and Development Costs. As a result, certain prior year amounts have been revised for consistency with the current year presentation. The Company assessed the materiality of this change in presentation on prior period financial statements in accordance with SEC Staff Accounting Bulletin No. 99, “Materiality,” (ASC Topic 250, Accounting Changes and Error Corrections). Based on this assessment, the Company concluded that these classification error corrections in its Statements of Operations are not material to any previously presented financial statements based upon overall considerations of both quantitative and qualitative factors. The corrections had no impact on the fiscal year 2023 Balance Sheet, Statements of Cash Flows, or Statement of Changes in Stockholders’ Equity. Further, the immaterial corrections did not result in a change in operating losses, net loss, or basic or diluted earnings per share in the Income Statement.   A summary of immaterial corrections reflecting the prior period impact to the Company’s Statement of Operations, for the three and six months ended September 30, 2023 is shown below (in thousands):       For the Three Months Ended September 30, 2023                                 Originally Filed     Correction     As Revised   General and administrative expense     829       (36 )     793   Research and development expense     435       36       471         1,264       -       1,264                                 For the Six Months Ended September 30, 2023                                 Originally Filed     Correction     As Revised   General and administrative expense     1,352       (57 )     1,295   Research and development expense     782       57       839         2,134       -       2,134

v3.24.3

Note 1 - Description of the Business, Basis of Presentation and Summary of Significant Accounting Policies (Tables)	6 Months Ended
	Sep. 30, 2024
Notes Tables
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block]	September 30,       2024     2023                     Equity based warrants to purchase common shares     87,531       329,497   Convertible Notes - common shares (1)     33,250       8,750   Convertible Notes - equity-based warrants to purchase common shares     25,003       15,000   Termination agreement - equity-based warrants to purchase common shares (2)     -       80,000   Stock options granted under Company's incentive plan     216,483       77,680                     Total potentially dilutive securities     362,267       510,927
Schedule of Error Corrections and Prior Period Adjustments [Table Text Block]	For the Three Months Ended September 30, 2023                                 Originally Filed     Correction     As Revised   General and administrative expense     829       (36 )     793   Research and development expense     435       36       471         1,264       -       1,264                                 For the Six Months Ended September 30, 2023                                 Originally Filed     Correction     As Revised   General and administrative expense     1,352       (57 )     1,295   Research and development expense     782       57       839         2,134       -       2,134

v3.24.3

Note 2 - Warrant Liability and Fair Value of Financial Instruments (Tables)	6 Months Ended
	Sep. 30, 2024
Notes Tables
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block]	Schedule of Fair Value Activity   Warrant Liabilities             Balance as of June 30, 2023   $ -   Additions     4,556   Change in fair value measurements - warrants mark-to-market     239             Balance as of September 30, 2023   $ 4,795
Fair Value Measurement Inputs and Valuation Techniques [Table Text Block]	Discount rate at issuance (1)   20 % Probability (2)   70% - 10% - 20%   Payment (3)   00 -8,000,00000   Expected term (in years) (4)   0.48 - 0.98

v3.24.3

Note 3 - Convertible Notes Payable (Tables)	6 Months Ended
	Sep. 30, 2024
Notes Tables
Convertible Debt [Table Text Block]	Principal Amount     Unamortized Debt Discount     Net Carrying Amount                             Zero-coupon convertible notes payable due on December 31, 2025   $ 1,330     $ 244     $ 1,086
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block]	Weighted-Average           Exercise Price   Warrants     Per Share               Outstanding and exercisable, March 31, 2024   25,003     $ 20.00 Granted   -       - Exercised   -       - Forfeited/Cancelled   -       - Expired   -       - Outstanding, September 30, 2024   25,003     $ 20.00               Exercisable, September 30, 2024   25,003     $ 20.00

v3.24.3

Note 4 - Equity (Tables)	6 Months Ended
	Sep. 30, 2024
Notes Tables
Restricted Stock Expenses, General and Administrative [Table Text Block]	Three Months Ended September 30,       2024     2023   Recognized in general and administrative expense   $ 33,250     $ —                     Total   $ 33,250     $ —                                           Six Months Ended September 30,       2024     2023   Recognized in general and administrative expense   $ 66,500     $ —                     Total   $ 66,500     $ —
Share-Based Payment Arrangement, Restricted Stock and Restricted Stock Unit, Activity [Table Text Block]	Grant Date       Number of Shares     Fair Value Per Share   Unvested, March 31, 2024     1,604     $ 76.00                     Granted     —     $ —   Vested     (875 )   $ 76.00   Unvested, September 30, 2024     729     $ 76.00
Share-Based Payment Arrangement, Option, Activity [Table Text Block]	Weighted-Average               Exercise Price       Options     Per Share                     Outstanding, March 31, 2024     100,180     $ 46.59   Granted     116,303       27.69   Exercised     -       -   Forfeited/Cancelled     -       -   Expired     -       -   Outstanding, September 30, 2024     216,483     $ 36.43                     Exercisable, September 30, 2024*     26,463     $ 40.00
Share-Based Payment Arrangement, Outstanding Award, Activity, Excluding Option [Table Text Block]	Weighted-Average               Exercise Price       Warrants     Per Share                     Outstanding, March 31, 2024     287,230     $ 1.64   Granted     -       -   Exercised*     (197,098 )     0.20   Forfeited/Cancelled     (2,601 )     0.20   Expired     -       -   Outstanding, September 30, 2024     87,531     $ 4.91                     Exercisable, September 30, 2024     87,531     $ 4.91

v3.24.3

Note 1 - Description of the Business, Basis of Presentation and Summary of Significant Accounting Policies (Details Textual) $ / shares in Units, $ in Thousands			3 Months Ended				6 Months Ended
	Oct. 24, 2024 USD ($) $ / shares shares	Oct. 17, 2024	Sep. 30, 2024 USD ($) $ / shares shares	Jun. 30, 2024 USD ($)	Sep. 30, 2023 USD ($)	Jun. 30, 2023 USD ($)	Sep. 30, 2024 USD ($) $ / shares shares	Sep. 30, 2023 USD ($)	Mar. 31, 2024 USD ($) $ / shares shares	Nov. 29, 2023 $ / shares shares
Common Stock, Par or Stated Value Per Share (in dollars per share) | $ / shares			$ 0.001				$ 0.001		$ 0.001	$ 0.001
Common Stock, Shares Authorized (in shares) | shares			500,000,000				500,000,000		500,000,000	500,000,000
Net Income (Loss) Attributable to Parent			$ (2,807)	$ (2,699)	$ (6,040)	$ (865)	$ (5,506)	$ (6,905)
Net Cash Provided by (Used in) Operating Activities							(3,448)	(1,805)
Revenues			0		0		0	0
Retained Earnings (Accumulated Deficit)			(44,475)				(44,475)		$ (38,969)
Working Capital (Deficit)			4,100				4,100
Cash and Cash Equivalents, at Carrying Value			$ 5,155				5,155		$ 8,608
Payments for Initial Public Offering Issuance Costs							$ 0	100
Property, Plant and Equipment, Useful Life (Year)			3 years				3 years
Long-Term Debt, Fair Value			$ 1,100				$ 1,100
Liability for Uncertainty in Income Taxes, Current			0	$ 0			0
Income Tax Expense (Benefit)			$ 0		$ 0		$ 0	$ 0
Effective Income Tax Rate Reconciliation, Percent			0.00%		0.00%		0.00%	0.00%
Share Price (in dollars per share) | $ / shares			$ 100				$ 100
Advertising Expense							$ 100	$ 100
Number of Reportable Segments							1
Number of Operating Segments								1
Subsequent Event [Member]
Common Stock, Par or Stated Value Per Share (in dollars per share) | $ / shares	$ 0.001
Common Stock, Shares Authorized (in shares) | shares	500,000,000
Adjustments to Additional Paid in Capital, Stock Split	$ 18,000
Reverse Stock Split [Member] | Subsequent Event [Member]
Stockholders' Equity Note, Stock Split, Conversion Ratio	20
Reverse Stock Split [Member] | Subsequent Event [Member] | Minimum [Member]
Stockholders' Equity Note, Stock Split, Conversion Ratio		2
Reverse Stock Split [Member] | Subsequent Event [Member] | Maximum [Member]
Stockholders' Equity Note, Stock Split, Conversion Ratio		50

v3.24.3

Note 1 - Description of the Business, Basis of Presentation and Summary of Significant Accounting Policies - Schedule of Anti-dilutive Securities (Details) - shares		6 Months Ended
		Sep. 30, 2024	Sep. 30, 2023
Antidilutive securities (in shares)		362,267	510,927
Warrant [Member]
Antidilutive securities (in shares)		87,531	329,497
Convertible Debt Securities [Member]
Antidilutive securities (in shares)	[1]	33,250	8,750
Convertible Notes to Warrant [Member]
Antidilutive securities (in shares)		25,003	15,000
Warrants to Common Shares, Termination Agreement [Member]
Antidilutive securities (in shares)	[2]	0	80,000
Share-Based Payment Arrangement, Option [Member]
Antidilutive securities (in shares)		216,483	77,680
[1] Shares for the convertible note proceeds received as of September 30, 2024. [2] Shares were based on an estimated initial public offering price of $100.00.

v3.24.3

Note 1 - Description of the Business, Basis of Presentation and Summary of Significant Accounting Policies - Schedule of Prior Period Corrections (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
General and administrative expense	$ 1,662	$ 793	$ 3,461	$ 1,295
Research and development expense	$ 1,174	471	$ 2,128	839
General and Administrative and Research and Development Expense		1,264		2,134
Previously Reported [Member]
General and administrative expense		829		1,352
Research and development expense		435		782
General and Administrative and Research and Development Expense		1,264		2,134
Revision of Prior Period, Adjustment [Member]
General and administrative expense		(36)		(57)
Research and development expense		36		57
General and Administrative and Research and Development Expense		$ 0		$ 0

v3.24.3

Note 2 - Warrant Liability and Fair Value of Financial Instruments (Details Textual) $ / shares in Units, $ in Thousands				3 Months Ended		6 Months Ended
		Jul. 07, 2023 USD ($) $ / shares		Sep. 30, 2024 USD ($)	Sep. 30, 2023 USD ($) $ / shares	Sep. 30, 2024 USD ($)	Sep. 30, 2023 USD ($) $ / shares	Mar. 31, 2024 USD ($)	Jan. 29, 2024 $ / shares
Gain (Loss) on Derivative Instruments, Net, Pretax				$ (0)	$ (4,556)	$ (0)	$ (4,556)
Fair Value Adjustment of Warrants				(0)	$ 239	(0)	$ 239
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares					$ 0.02		$ 0.02
The Warrant [Member] | Termination Agreement [Member]
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares		$ 0.02							$ 0.02
Class of Warrant or Right, Value of Securities Called by Warrants or Rights		$ 8,000
Measurement Input, Discount Rate [Member] | Fair Value, Recurring [Member]
Warrants and Rights Outstanding, Measurement Input	[1]	20
Measurement Input, Discount Rate [Member] | Valuation, Probability-weighted Expected Return Method (PWERM) [Member] | Fair Value, Recurring [Member]
Warrants and Rights Outstanding, Measurement Input					0.2135		0.2135
Measurement Input, Probability Rate [Member] | Valuation, Probability-weighted Expected Return Method (PWERM) [Member] | Qualified Offering Occurring, One [Member]
Warrants and Rights Outstanding, Measurement Input					0.70		0.70
Measurement Input, Probability Rate [Member] | Valuation, Probability-weighted Expected Return Method (PWERM) [Member] | Qualified Offering Occurring, Two [Member]
Warrants and Rights Outstanding, Measurement Input		0.10	[2]		0.10		0.10
Measurement Input, Probability Rate [Member] | Valuation, Probability-weighted Expected Return Method (PWERM) [Member] | No Qualified Offering Occurring [Member]
Warrants and Rights Outstanding, Measurement Input					0.20		0.20
Measurement Input, Expected Term [Member] | Valuation, Probability-weighted Expected Return Method (PWERM) [Member] | Fair Value, Recurring [Member] | Minimum [Member]
Warrants and Rights Outstanding, Measurement Input		0.48	[3]		0.25		0.25
Measurement Input, Expected Term [Member] | Valuation, Probability-weighted Expected Return Method (PWERM) [Member] | Fair Value, Recurring [Member] | Maximum [Member]
Warrants and Rights Outstanding, Measurement Input		0.98	[3]		0.75		0.75
Fair Value, Inputs, Level 3 [Member]
Assets, Fair Value Disclosure				0		0		$ 0
Liabilities, Fair Value Disclosure				$ 0		$ 0		$ 0
[1] The initial discount rate was chosen based on private equity rates of return as described in the AICPA Practice Aid on Valuation of Privately-Held-Company Equity securities issued as compensation. For the recurring fair value measurement, the Company updated the discount rate based upon yield curves estimated to be similar in credit quality to the Company. The updated discount rate as of September 30, 2023 was 21.35%%; [2] Scenario probability as of issuance and September 30, 2023 was based on timing expectations of management that a qualified offering occurring as of December 31, 2023 was estimated at 70%; a qualified offering occurring as of June 30, 2024 was estimated at 10%; and no qualified offering occurring was estimated at 20%; [3] For the subsequent recurring fair value measurements as of September 30, 2023, the Company updated the expected term to a range between 0.25 - 0.75 years.

v3.24.3

Note 2 - Warrant Liability and Fair Value of Financial Instruments - Schedule of Fair Value Measurements (Details) - Fair Value, Inputs, Level 3 [Member] - Warrant [Member] $ in Thousands	6 Months Ended
	Sep. 30, 2023 USD ($)
Beginning balance	$ 0
Additions	4,556
Change in fair value measurements - warrants mark-to-market	239
Ending balance	$ 4,795

v3.24.3

Note 2 - Warrant Liability and Fair Value of Financial Instruments - Fair Value Measurement Inputs and Valuation Techniques (Details)		Sep. 30, 2023	Jul. 07, 2023
Measurement Input, Discount Rate [Member] | Fair Value, Recurring [Member]
Warrant measurement input	[1]		20
Measurement Input, Discount Rate [Member] | Fair Value, Recurring [Member] | Valuation, Probability-weighted Expected Return Method (PWERM) [Member]
Warrant measurement input		0.2135
Measurement Input, Probability Rate [Member] | Valuation, Probability-weighted Expected Return Method (PWERM) [Member] | Qualified Offering Occurring, One [Member]
Warrant measurement input		0.70
Measurement Input, Probability Rate [Member] | Valuation, Probability-weighted Expected Return Method (PWERM) [Member] | Qualified Offering Occurring, Two [Member]
Warrant measurement input		0.10	0.10	[2]
Measurement Input, Probability Rate [Member] | Valuation, Probability-weighted Expected Return Method (PWERM) [Member] | No Qualified Offering Occurring [Member]
Warrant measurement input		0.20
Measurement Input, Fixed Price [Member] | Valuation, Probability-weighted Expected Return Method (PWERM) [Member] | Minimum [Member]
Warrant measurement input	[3]		0
Measurement Input, Fixed Price [Member] | Valuation, Probability-weighted Expected Return Method (PWERM) [Member] | Maximum [Member]
Warrant measurement input	[3]		8,000,000
Measurement Input, Expected Term [Member] | Fair Value, Recurring [Member] | Valuation, Probability-weighted Expected Return Method (PWERM) [Member] | Minimum [Member]
Warrant measurement input		0.25	0.48	[4]
Measurement Input, Expected Term [Member] | Fair Value, Recurring [Member] | Valuation, Probability-weighted Expected Return Method (PWERM) [Member] | Maximum [Member]
Warrant measurement input		0.75	0.98	[4]
[1] The initial discount rate was chosen based on private equity rates of return as described in the AICPA Practice Aid on Valuation of Privately-Held-Company Equity securities issued as compensation. For the recurring fair value measurement, the Company updated the discount rate based upon yield curves estimated to be similar in credit quality to the Company. The updated discount rate as of September 30, 2023 was 21.35%%; [2] Scenario probability as of issuance and September 30, 2023 was based on timing expectations of management that a qualified offering occurring as of December 31, 2023 was estimated at 70%; a qualified offering occurring as of June 30, 2024 was estimated at 10%; and no qualified offering occurring was estimated at 20%; [3] The warrant has a $0.01 strike price, however, the strike price is low relative to the stock price, making the warrant value close to the value of a stock unit. The agreement has a fixed payment value of $8.0 million, see Note 6 – Related Party Transactions. [4] For the subsequent recurring fair value measurements as of September 30, 2023, the Company updated the expected term to a range between 0.25 - 0.75 years.

v3.24.3

Note 3 - Convertible Notes Payable (Details Textual)			1 Months Ended	3 Months Ended		6 Months Ended		13 Months Ended
	Jan. 26, 2024 USD ($) shares	Sep. 09, 2023 USD ($) $ / shares shares	Sep. 30, 2023 USD ($) $ / shares	Sep. 30, 2024 USD ($) yr $ / shares	Sep. 30, 2023 USD ($) $ / shares	Sep. 30, 2024 USD ($) yr $ / shares	Sep. 30, 2023 USD ($) $ / shares	Sep. 30, 2024 USD ($) yr $ / shares	Mar. 31, 2024 $ / shares
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares			$ 0.02		$ 0.02		$ 0.02
Proceeds from Convertible Debt						$ 0	$ 350,000
Interest Expense, Debt				$ 100,000	$ 0	$ 100,000	0
Conversion of Convertible Notes to Common Stock [Member]
Debt Conversion, Converted Instrument, Shares Issued (in shares) | shares	16,750
Bridge Financing Warrants in Connection with Convertible Notes [Member[
Warrants and Rights Outstanding, Term (Year)		5 years
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right (in shares) | shares		0.0125
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares		$ 20		$ 20		$ 20		$ 20	$ 20
Class of Warrant or Right, Lock-up Agreement Term of Underlying Shares (Day)		180 days
Class of Warrant or Right, Percentage of Outstanding Stock		25.00%
Bridge Financing Warrants in Connection with Convertible Notes [Member[ | Measurement Input, Price Volatility [Member]
Warrants and Rights Outstanding, Measurement Input				1.0188		1.0188		1.0188
Bridge Financing Warrants in Connection with Convertible Notes [Member[ | Measurement Input, Expected Term [Member]
Warrants and Rights Outstanding, Measurement Input | yr				5		5		5
Bridge Financing Warrants in Connection with Convertible Notes [Member[ | Measurement Input, Risk Free Interest Rate [Member]
Warrants and Rights Outstanding, Measurement Input				0.044		0.044		0.044
Bridge Financing Warrants in Connection with Convertible Notes [Member[ | Measurement Input, Discount Rate [Member]
Warrants and Rights Outstanding, Measurement Input				0.20		0.20		0.20
Bridge Financing Warrants in Connection with Convertible Notes [Member[ | Measurement Input, Discount for Lack of Marketability [Member]
Warrants and Rights Outstanding, Measurement Input				0.1577		0.1577		0.1577
The Notes [Member]
Debt Instrument, Convertible, Conversion Price (in dollars per share) | $ / shares		$ 40
Debt Instrument, Convertible, Maximum Beneficial Ownership, Percentage	4.99%	4.99%
Proceeds from Convertible Debt			$ 350,000					$ 2,000,000
Convertible Notes Payable			$ 1,200,000		$ 1,200,000		$ 1,200,000
Debt Instrument, Convertible, Number of Equity Instruments			8,750					50,000
Debt Instrument, Interest Rate, Effective Percentage				15.30%		15.30%		15.30%
The Notes [Member] | Maximum [Member]
Debt Instrument, Face Amount		$ 2,000,000
Convertible Debt with 4.99% Beneficial Ownership Limitation [Member]
Convertible Notes Payable	$ 1,300,000
Debt Instrument, Convertible, Number of Equity Instruments	33,250

v3.24.3

Note 3 - Convertible Notes Payable - Schedule of Convertible Notes Payable (Details) - USD ($) $ in Thousands	6 Months Ended
	Sep. 30, 2024	Mar. 31, 2024
Net carrying amount	$ 1,086	$ 1,002
The Notes [Member] | Convertible Debt [Member]
Zero-coupon convertible notes payable due on December 31, 2025	1,330
Amortized debt discount	244
Net carrying amount	$ 1,086

v3.24.3

Note 3 - Convertible Notes Payable - Schedule of Detachable Warrants (Details) - Bridge Financing Warrants in Connection with Convertible Notes [Member[	6 Months Ended
	Sep. 30, 2024 $ / shares shares
Balance, outstanding (in shares) | shares	25,003
Outstanding, weighted average exercise price (in dollars per share) | $ / shares	$ 20
Granted, outstanding (in shares) | shares	0
Granted, weighted average exercise price (in dollars per share) | $ / shares	$ 0
Exercised, outstanding (in shares) | shares	0
Exercised, weighted average exercise price (in dollars per share) | $ / shares	$ 0
Forfeited/Cancelled, outstanding (in shares) | shares	0
Forfeited/Cancelled, weighted average exercise price (in dollars per share) | $ / shares	$ 0
Expired, outstanding (in shares) | shares	0
Expired, weighted average exercise price (in dollars per share) | $ / shares	$ 0
Balance, outstanding (in shares) | shares	25,003
Outstanding, weighted average exercise price (in dollars per share) | $ / shares	$ 20
Exercisable (in shares) | shares	25,003
Exercisable, weighted average exercise price (in dollars per share) | $ / shares	$ 20

v3.24.3

Note 4 - Equity (Details Textual) - USD ($)					1 Months Ended	3 Months Ended			6 Months Ended
	Jul. 10, 2024	Apr. 01, 2024	Feb. 15, 2024	Jan. 26, 2024	Aug. 31, 2023	Sep. 30, 2024	Sep. 30, 2023	Jun. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Mar. 31, 2024	Nov. 29, 2023	Apr. 06, 223
Stock Issued During Period, Value, New Issues						$ 101,000		$ 2,840,000
Proceeds from Issuance of Common Stock									$ 0	$ 2,840,000
Common Stock, Shares Authorized (in shares)						500,000,000			500,000,000		500,000,000	500,000,000
Common Stock, Par or Stated Value Per Share (in dollars per share)						$ 0.001			$ 0.001		$ 0.001	$ 0.001
Preferred Stock, Shares Authorized (in shares)						10,000,000			10,000,000		10,000,000	10,000,000
Preferred Stock, Par or Stated Value Per Share (in dollars per share)						$ 0.001			$ 0.001		$ 0.001	$ 0.001
Payments of Stock Issuance Costs									$ (0)	105,000
Share-Based Payment Arrangement, Nonvested Award, Option, Cost Not yet Recognized, Amount						$ 5,000,000			5,000,000
RF Innovations, Inc. [Member]
Stock Issued During Period, Shares, New Issues (in shares)	12,500
Stock Issued During Period, Value, New Issues	$ 100,000
Share-Based Payment Arrangement, Expense						100,000			100,000
Common Stock, Discount for Lack of Marketability	25.60%
Maximum Percentage of Shares Sold in Thirty Days	10.00%
Maximum [Member] | RF Innovations, Inc. [Member]
Stock Issued During Period, Value, New Issues	$ 100,000
The 2023 Stock Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized (in shares)								200,000
Share-Based Compensation Arrangement by Share-Based Payment Award, Percentage of Outstanding Stock Maximum					5.00%
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Additional Shares Authorized (in shares)		47,116
Restricted Stock [Member]
Share-Based Payment Arrangement, Nonvested Award, Excluding Option, Cost Not yet Recognized, Amount						49,875			49,875
Share-Based Payment Arrangement, Expense						33,250	$ 0		66,500	0
Restricted Stock [Member] | General and Administrative Expense [Member]
Share-Based Payment Arrangement, Expense						33,250	0		66,500	0
Restricted Stock [Member] | Marketing Consultant [Member]
Shares Issued, Price Per Share (in dollars per share)			$ 76
Stock Issued During Period, Shares, Issued for Services (in shares)			1,750
Stock Issued During Period, Value, Issued for Services			$ 133,000
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period (Month)			12 months
Share-Based Payment Arrangement, Option [Member] | General and Administrative Expense [Member]
Share-Based Payment Arrangement, Expense						400,000	200,000		600,000	200,000
Share-Based Payment Arrangement, Option [Member] | Research and Development Expense [Member]
Share-Based Payment Arrangement, Expense						100,000			100,000
Share-Based Payment Arrangement, Option [Member] | Black-Scholes Model [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grant Date Fair Value						2,600,000			$ 2,600,000
Share-Based Payment Arrangement, Option [Member] | Black-Scholes Model [Member] | Minimum [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Discount Rate									4.25%
Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Expected Volatility Rate									110.00%
Share-Based Payment Arrangement, Option [Member] | Black-Scholes Model [Member] | Maximum [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Discount Rate									4.39%
Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Expected Term (Year)									6 years 3 months
Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Expected Volatility Rate									130.00%
Share-Based Payment Arrangement, Option [Member] | The 2023 Stock Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period (Month)									4 years
Warrant [Member]
Share-Based Payment Arrangement, Expense						100,000	$ 100,000		$ 100,000	$ 100,000
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount						$ 0			$ 0
Conversion of Convertible Notes to Common Stock [Member]
Debt Conversion, Converted Instrument, Shares Issued (in shares)				16,750
IPO [Member]
Stock Issued During Period, Shares, New Issues (in shares)				111,962
Shares Issued, Price Per Share (in dollars per share)				$ 100
Stock Issued During Period, Value, New Issues				$ 11.2
Proceeds from Issuance of Common Stock				$ 9.8
Private Placement [Member]
Stock Issued During Period, Shares, New Issues (in shares)							71,001
Shares Issued, Price Per Share (in dollars per share)													$ 40
Stock Issued During Period, Value, New Issues							$ 2,840,000
Equity Offering, Maximum Shares to be Issued (in shares)													100,000
Payments of Stock Issuance Costs							$ 0

v3.24.3

Note 4 - Equity - General and Administrative Expense (Details) - Restricted Stock [Member] - USD ($)	3 Months Ended		6 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Share-Based Payment Arrangement, Expense	$ 33,250	$ 0	$ 66,500	$ 0
General and Administrative Expense [Member]
Share-Based Payment Arrangement, Expense	$ 33,250	$ 0	$ 66,500	$ 0

v3.24.3

Note 4 - Equity - Restricted Stock Activity (Details)	6 Months Ended
	Sep. 30, 2024 $ / shares shares
Balance, unvested restricted stock units, shares (in shares) | shares	729
Balance, unvested restricted stock units, weighted average grant date fair value (in dollars per share) | $ / shares	$ 76
Restricted Stock [Member]
Balance, unvested restricted stock units, shares (in shares) | shares	1,604
Balance, unvested restricted stock units, weighted average grant date fair value (in dollars per share) | $ / shares	$ 76
Granted, unvested restricted stock units, shares (in shares) | shares	0
Granted, unvested restricted stock units, weighted average grant date fair value (in dollars per share) | $ / shares	$ 0
Vested restricted stock units, shares (in shares) | shares	(875)
Vested restricted stock units, weighted average grant date fair value (in dollars per share) | $ / shares	$ 76

v3.24.3

Note 4 - Equity - Schedule of Stock Option Activity (Details)	6 Months Ended
	Sep. 30, 2024 $ / shares shares
Outstanding, options (in shares) | shares	100,180
Outstanding, options, weighted average exercise price (in dollars per share) | $ / shares	$ 46.59
Granted, options (in shares) | shares	116,303
Granted, options, weighted average exercise price (in dollars per share) | $ / shares	$ 27.69
Exercised, options (in shares) | shares	0
Exercised, options, weighted average exercise price (in dollars per share) | $ / shares	$ 0
Forfeited/Cancelled, options (in shares) | shares	0
Forfeited/Cancelled, options, weighted average exercise price (in dollars per share) | $ / shares	$ 0
Expired, options (in shares) | shares	0
Expired, options, weighted average exercise price (in dollars per share) | $ / shares	$ 0
Outstanding, options (in shares) | shares	216,483
Outstanding, options, weighted average exercise price (in dollars per share) | $ / shares	$ 36.43
Exercisable, options (in shares) | shares	26,463	[1]
Exercisable, options, weighted average exercise price (in dollars per share) | $ / shares	$ 40	[1]
[1] Aggregate Intrinsic Value = Excess of market value over the exercise price of all in-the-money stock. No outstanding or exercisable options were in-the-money as of March 31, 2024.

v3.24.3

Note 4 - Equity - Schedule of Equity-Based Stock Warrants (Details) - Warrant [Member]	6 Months Ended
	Sep. 30, 2024 $ / shares shares
Outstanding, warrants (in shares) | shares	287,230
Outstanding, warrants, weighted average exercise price (in dollars per share) | $ / shares	$ 1.64
Granted, warrants (in shares) | shares	0
Granted, warrants, weighted average exercise price (in dollars per share) | $ / shares	$ 0
Exercised, warrants (in shares) | shares	(197,098)	[1]
Exercised, warrants, weighted average exercise price (in dollars per share) | $ / shares	$ 0.2	[1]
Forfeited/Cancelled, warrants (in shares) | shares	(2,601)
Forfeited/Cancelled, warrants, weighted average exercise price (in dollars per share) | $ / shares	$ 0.2
Expired, warrants (in shares) | shares	0
Expired, warrants, weighted average exercise price (in dollars per share) | $ / shares	$ 0
Outstanding, warrants (in shares) | shares	87,531
Outstanding, warrants, weighted average exercise price (in dollars per share) | $ / shares	$ 4.91
Exercisable, warrants (in shares) | shares	87,531
Exercisable, warrants, weighted average exercise price (in dollars per share) | $ / shares	$ 4.91
[1] All exercised shares utilized the “cashless exercise” option.

v3.24.3

Note 5 - Commitments and Contingencies (Details Textual)		6 Months Ended
	Jun. 17, 2024 USD ($) shares	Sep. 30, 2024 USD ($) shares
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares)		116,303
Employment Contracts [Member] | Chief Executive Officer [Member]
Employment Agreement, Term of Contract (Year)	3 years
Annual Base Salary | $	$ 450,000
Employment Agreement, Bonus as a Percentage of Annual Base Compensation	60.00%
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested in Period, Fair Value | $	$ 1,000,000
Employment Contracts [Member] | Chief Executive Officer [Member] | Scenario, Contract Termination [Member]
Employment Agreement, Bonus as a Percentage of Annual Base Compensation	100.00%
Employment Contracts [Member] | Chief Executive Officer [Member] | Scenario, Contract Termination, Without Cause [Member]
Employment Agreement, Bonus as a Percentage of Annual Base Compensation	50.00%
Employment Contracts [Member] | Chief Executive Officer [Member] | Inducement Options [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award, Expiration Period (Year)	10 years
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares)	45,000
Employment Contracts [Member] | Chief Executive Officer [Member] | Inducement Options [Member] | Share-Based Payment Arrangement, Tranche One [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares)	11,250
Employment Contracts [Member] | Chief Executive Officer [Member] | Inducement Options [Member] | Share-Based Payment Arrangement, Tranche Two [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares)	11,250
Employment Contracts [Member] | Chief Executive Officer [Member] | Inducement Options [Member] | Share-Based Payment Arrangement, Tranche Three [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares)	11,250
Employment Contracts [Member] | Chief Executive Officer [Member] | Inducement Options [Member] | Share-Based Payment Arrangement, Tranche Four [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares)	11,250
Employment Contracts [Member] | Executive Vice Chair and Strategic Advisor to the Chief Executive Officer [Member]
Employment Agreement, Term of Contract (Year)	2 years
Annual Base Salary | $	$ 150,000
Employment Agreement, Bonus as a Percentage of Annual Base Compensation	50.00%
Employment Contracts [Member] | Minimum [Member]
Employee Benefits and Share-Based Compensation | $		$ 1,100,000
Employment Contracts [Member] | Maximum [Member]
Employee Benefits and Share-Based Compensation | $		$ 1,600,000
Pending Litigation [Member]
Loss Contingency, Pending Claims, Number		0

v3.24.3

Note 6 - Related Party Transactions (Details Textual) - USD ($)			3 Months Ended		6 Months Ended
	Jan. 29, 2024	Jul. 07, 2023	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Mar. 31, 2024
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)				$ 0.02		$ 0.02
Termination Agreement [Member] | The Warrant [Member]
Class of Warrant or Right, Value of Securities Called by Warrants or Rights		$ 8,000,000
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)	$ 0.02	$ 0.02
Warrants and Rights Outstanding, Term (Year)	5 years	5 years
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares)	80,000
Warrants and Rights Outstanding	$ 8,000,000
Termination Agreement [Member] | The Warrant [Member] | Common Stock, 6 Months Lock-up Period [Member]
Class of Warrant or Right, Lock-up Agreement Term of Underlying Shares (Day)		6 months
Class of Warrant or Right, Percentage of Outstanding Stock	12.50%	12.50%
Termination Agreement [Member] | The Warrant [Member] | Common Stock, 12 Months Lock-up Period [Member]
Class of Warrant or Right, Lock-up Agreement Term of Underlying Shares (Day)		12 months
Consulting Firm Owned by Former CFO [MEmber] | Accounting and Financial Reporting Services [Member]
Related Party Transaction, Amounts of Transaction			$ 0	$ 0
Accounts Payable			$ 0		$ 0		$ 100
Consulting Firm Owned by Former CFO [MEmber] | Accounting and Financial Reporting Services [Member] | Maximum [Member]
Related Party Transaction, Amounts of Transaction					100,000	$ 100,000
Management, Board of Director, and Family [Member] | The Bridge Offering [Member]
Proceeds from Issuance of Debt					500,000
Management [Member] | The Bridge Offering [Member]
Proceeds from Issuance of Debt					400,000
Related Party [Member] | The Bridge Offering [Member]
Proceeds from Issuance of Debt					$ 100,000

v3.24.3

Note 7 - Subsequent Events (Details Textual) - Subsequent Event [Member]	Nov. 01, 2024 shares	Oct. 22, 2024
Stock Required to be Issued for Stock Split, Shares (in shares)	271,846
Number of Share Holders		4,800

---