kprx-20250331

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q


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

For the quarterly period ended March 31, 2025


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

For the transition period from ___________ to ___________

Commission File No. 001-36672

KIORA PHARMACEUTICALS, INC.

(Exact Name of Registrant as Specified in Its Charter)


Delaware			98-0443284
(State or other jurisdiction of Incorporation or organization)			(I.R.S. Employer Identification No.)

169 Saxony Rd.

Suite 212

Encinitas, CA 92024

(Address of Principal Executive Offices, including zip code)

(858) 224-9600

(Registrant’s telephone number, including area code)

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


Title of each class	Trading symbol(s)	Name of each exchange on which registered
Common Stock, $0.01 par value	KPRX	The Nasdaq Capital Market

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

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

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

Large Accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

Emerging growth company

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

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act.)

o Yes x No

On May 7, 2025, there were 3,043,857 shares of the registrant’s common stock outstanding.


		Page
PART I - FINANCIAL INFORMATION

Item 1.	Financial Statements	4

	Condensed Consolidated Balance Sheets as of March 31, 2025 (unaudited) and December 31, 2024	4

	Condensed Consolidated Statements of Operations and Comprehensive (Loss ) Income (unaudited) for the Three Months Ended March 31, 2025 and 2024	5

	Condensed Consolidated Statements of Stockholders’ Equity (unaudited) for the Three Months Ended March 31, 2025 and 2024	6

	Condensed Consolidated Statements of Cash Flows (unaudited) for the Three Months Ended March 31, 2025 and 2024	7

	Notes to Condensed Consolidated Financial Statements (unaudited)	8

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	26

Item 3.	Quantitative and Qualitative Disclosures about Market Risk	30

Item 4.	Controls and Procedures	31

PART II - OTHER INFORMATION

Item 1.	Legal Proceedings	32

Item 1A.	Risk Factors	32

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	32

Item 3.	Defaults Upon Senior Securities	32

Item 4.	Mine Safety Disclosures	32

Item 5.	Other Information	32

Item 6.	Exhibits	32

SIGNATURES		33


	March 31, 2025 (unaudited)		December 31, 2024
ASSETS
Current Assets:
Cash and Cash Equivalents	$	3,771,024	$	3,792,322
Short-Term Investments	20,334,831		22,999,760
Prepaid Expenses and Other Current Assets	941,542		2,042,487
Collaboration Receivables	1,337,604		601,197
Tax Receivables	722,290		270,246
Total Current Assets	27,107,291		29,706,012
Non-Current Assets:
Property and Equipment, Net	4,984		5,232
Restricted Cash	4,081		4,057
Intangible Assets and In-Process R&D, Net	6,687,100		6,687,100
Operating Lease Right-of-Use Assets	152,083		57,170
Other Assets	64,323		24,913
Total Assets	$	34,019,862	$	36,484,484
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities:
Accounts Payable	$	942,492	$	415,590
Accrued Expenses	3,522,003		4,588,657
Accrued Collaboration Credit	738,584		981,111
Operating Lease Liabilities	71,554		23,355
Total Current Liabilities	5,274,633		6,008,713
Non-Current Liabilities:
Contingent Consideration	4,466,682		4,191,490
Deferred Tax Liability	490,690		490,690
Non-Current Operating Lease Liabilities	87,470		33,815
Total Non-Current Liabilities	5,044,842		4,715,995
Total Liabilities	10,319,475		10,724,708
Commitments and Contingencies (Note 8)
Stockholders’ Equity:
Preferred Stock, $0.01 Par Value: 10,000,000 shares authorized; 3,750 designated Series A, 0 shares issued and outstanding; 10,000 designated Series B, 0 shares issued and outstanding; 10,000 shares designated Series C, 0 shares issued and outstanding; 20,000 shares designated Series D, 7 shares issued and outstanding; 1,280 shares designated Series E, 0 shares issued and outstanding; 3,908 shares designated Series F, 420 issued and outstanding at March 31, 2025 and December 31, 2024, respectively	4		4
Common Stock, $0.01 Par Value: 150,000,000 shares authorized; 3,000,788 shares issued and outstanding at March 31, 2025 and December 31, 2024, respectively	267,679		267,679
Additional Paid-In Capital	169,304,991		169,156,374
Accumulated Deficit	(145,575,102)		(143,382,122)
Accumulated Other Comprehensive Loss	(297,185)		(282,159)
Total Stockholders’ Equity	23,700,387		25,759,776
Total Liabilities and Stockholders’ Equity	$	34,019,862	$	36,484,484


	Three Months Ended March 31,
	2025		2024
Revenue:
Collaboration Revenue	$	—	$	16,000,000

Total Revenue	—		16,000,000
Operating Expenses:
General and Administrative	1,489,398		1,296,441
Research and Development	2,531,887		1,684,212
Collaboration and Research Credits	(1,966,123)		(190,553)


Change in Fair Value of Contingent Consideration	275,192		(12,194)
Total Operating Expenses	2,330,354		2,777,906
Operating (Loss) Income	(2,330,354)		13,222,094
Other Income (Expense), Net:


Interest Income, Net	276,633		223,047
Other (Expense) Income, Net	(16,253)		8,066
Total Other Income, Net	260,380		231,113
(Loss) Income Before Income Tax Expense	(2,069,974)		13,453,207
Income Tax Expense	(123,006)		—
Net (Loss) Income	$	(2,192,980)	$	13,453,207

Net (Loss) Income Attributable to Common Shareholders	$	(2,192,980)	$	13,453,207
Net (Loss) Income per Common Share - Basic	$	(0.52)	$	4.67
Weighted Average Shares Outstanding - Basic	4,217,007		2,881,796
Net (Loss) Income per Common Share - Diluted	$	(0.52)	$	3.46
Weighted Average Shares Outstanding - Diluted	4,217,007		3,891,722

Other Comprehensive (Loss) Income:
Net (Loss) Income	$	(2,192,980)	$	13,453,207
Unrealized Loss on Marketable Securities	(16,099)		—
Foreign Currency Translation Adjustments	1,072		(81,573)
Comprehensive (Loss) Income	$	(2,208,007)	$	13,371,634


	Preferred Stock			Common Stock			Additional Paid-In Capital		Accumulated Deficit		Accumulated Other Comprehensive Loss		Total Stockholders’ Equity
	Shares	Amount		Shares	Amount
Balance at December 31, 2024	427	$	4	3,000,788	$	267,679	$	169,156,374	$	(143,382,122)	$	(282,159)	$	25,759,776

Stock-Based Compensation	—	—		—	—		148,616		—		—		148,616









Unrealized Loss on Marketable Securities	—	—		—	—		—		—		(16,099)		(16,099)

Foreign Currency Translation Adjustment	—	—		—	—		—		—		1,072		1,072

Net Loss	—	—		—	—		—		(2,192,980)		—		(2,192,980)

Balance at March 31, 2025	427	$	4	3,000,788	$	267,679	$	169,304,991	$	(145,575,102)	$	(297,185)	$	23,700,387


	March 31, 2025		December 31, 2024
Cash and Cash Equivalents	$	3,771,024	$	3,792,322
Restricted Cash, Non-current	4,081		4,057
Total Cash, Cash Equivalents and Restricted Cash	$	3,775,105	$	3,796,379


	As of March 31, 2025
			Unrealized
	Amortized Cost		Gains		Losses		Estimated Fair Value
US Treasuries	$	395,150	$	—	$	(11)	$	395,139
Government Agency Securities	15,295,366		10,762		(2,292)		15,303,836
Corporate Debt Securities	4,405,847		5,812		(801)		4,410,858
Asset Backed Securities	224,846		152		—		224,998
Total Short-term Investments	$	20,321,209	$	16,726	$	(3,104)	$	20,334,831


	As of December 31, 2024
			Unrealized
	Amortized Cost		Gains		Losses		Estimated Fair Value
US Treasuries	$	92,273	$	40	$	—	$	92,313
Government Agency Securities	18,517,164		28,008		(4,621)		18,540,551
Corporate Debt Securities	4,058,879		5,901		(2,107)		4,062,673
Asset Backed Securities	301,844		2,379		—		304,223
Total Short-term Investments	$	22,970,160	$	36,328	$	(6,728)	$	22,999,760


	As of March 31, 2025
	Less than 12 months
	Count	Fair Value		Unrealized Losses

Government Agency Securities	4	$	1,943,922	$	(2,292)
Corporate Debt Securities	9	713,852		(801)

Total	16	$	3,052,913	$	(3,104)


	March 31, 2025		December 31, 2024
Prepaid Research and Development	$	728,555	$	1,181,699
Prepaid General and Administrative	178,431		118,371
Prepaid Insurance	34,556		96,141
Other	—		646,276
Total Prepaid Expenses and Other Current Assets	$	941,542	$	2,042,487


	March 31, 2025		December 31, 2024
Research Tax Credits	$	668,916	$	223,183
Other Tax Receivables	53,374		47,063


Total Tax Receivables	$	722,290	$	270,246


	March 31, 2025		December 31, 2024
Payroll and Benefits	$	653,201	$	1,169,618
Professional Fees	112,556		55,032
Clinical Trials

SEC Form 10-Q filed by Kiora Pharmaceuticals Inc.