0001437749-24-003916 | 10-Q | XBRL Viewer | Vistagen Therapeutics INC

Equity [Text Block]

5. Capital Stock

Common Stock

Reverse Split of Common Stock

On June 6, 2023, we implemented the stockholder-approved one-for-thirty (1-for-30) Reverse Stock Split. The number of shares and exercise prices of outstanding options to purchase common stock granted under our stockholder-approved equity compensation plans and common stock purchase warrants issued prior to June 6, 2023, have been adjusted proportionately to reflect the Reverse Stock Split. Following the Reverse Stock Split, authorized shares of our common stock remain unchanged at 325,000,000 and authorized shares of our preferred stock remain unchanged at 10,000,000. The par value of our common stock and preferred stock remains at $0.001 per share. All issued and outstanding shares of common stock, options exercisable for common stock and common stock purchase warrants issued prior to June 6, 2023, and per share amounts for all periods presented in the accompanying condensed consolidated financial statements have been adjusted retrospectively to reflect the Reverse Stock Split.

Open Market Sale Agreement

In May 2021, we entered into an Open Market Sale Agreement ^SM (the Sales Agreement) with Jefferies LLC (Jefferies) pursuant to which we may, in our sole discretion, offer and sell, from time to time, shares of our common stock having an aggregate offering price of up to $75.0 million. During the nine months ended December 31, 2023, we sold an aggregate of 4,698,495 shares of our common stock under the Sales Agreement and received net cash proceeds of $36.2 million. We did not sell any shares under the Sales Agreement during the three months ended December 31, 2023.

October 2023 Public Offering

On October 2, 2023, we completed an underwritten public offering (the October 2023 Public Offering), whereby we offered and sold, for gross proceeds of approximately $100,000,000, a total of 15,010,810 shares of our common stock and, to certain investors, 3,577,240 pre-funded warrants to purchase up to 3,577,240 shares of common stock in lieu of shares of common stock (the Pre-Funded Warrants). Each share of common stock and/or Pre-Funded Warrant was issued together with a ratably allocated portion of both warrants to purchase up to 9,294,022 shares of common stock (or pre-funded warrants to purchase up to 9,294,022 shares of common stock in lieu thereof) with an exercise price of $5.38 per share (the T1 Warrants) and warrants to purchase 11,265,086 shares of common stock (or pre-funded warrants to purchase up to 11,265,086 shares of common stock in lieu thereof) with an exercise price of $8.877 per share (the T2 Warrants). The combined offering price for each share of common stock, accompanying T1 Warrant and accompanying T2 Warrant was $5.38. The combined offering price per Pre-Funded Warrant, accompanying T1 Warrant and accompanying T2 Warrant was $5.379. The securities were issued pursuant to our effective shelf registration statement on Form S-3 (File No. 333-254299) and a related prospectus supplement filed with the Securities and Exchange Commission on October 3, 2023. The October 2023 Public Offering closed on October 4, 2023. The net proceeds to us from the October 2023 Public Offering were approximately $93.5 million, after deducting expenses related to the offering, including commissions, legal expenses and other offering costs.

The Pre-Funded Warrants, T1 Warrants and T2 Warrants are exercisable, only at the option of the holder, at any time after October 4, 2023. Holders of Pre-Funded Warrants, T1 Warrants, and T2 Warrants are entitled to receive dividends, if declared, on an as-if-converted-to-common-stock basis, and in the same form as dividends actually paid on shares of the common stock. We may not effect the exercise of any Pre-Funded, T1 Warrant, or T2 Warrant, and a holder will not be entitled to exercise any portion of any Pre-Funded, T1 or T2 Warrant, which, upon giving effect to such exercise, would cause the aggregate number of shares of common stock beneficially owned by the holder of such warrant (together with its affiliates) to exceed 9.99% of the number of shares of common stock outstanding immediately after giving effect to the exercise. However, any holder may increase or decrease such percentage to any other percentage (not to exceed 19.99% if exceeding such percentage would result in a change of control under Nasdaq Listing Rule 5636(b) or any successor rule) upon at least 61 days’ prior notice from the holder to us subject to the terms of the respective warrant agreement.

We evaluated the terms of the warrants issued and determined that they should be classified as equity instruments within additional paid-in capital.

Common Stock Warrants

At December 31, 2023, the following common stock warrants were outstanding:

Number of Common Shares Underlying Warrants	Exercise Price Per Share		Expiration Date
33,334	$	15.000	12/9/2024
12,352	$	21.900	7/25/2025
3,577,240	$	0.001	N/A
9,294,022	$	5.380	(a)
11,265,086	$	8.877	10/4/2028

(a)

The warrants will expire 60 days after the later of (i) the date on which the Company first publicly discloses, whether by press release or Form 8-K filing, the top-line data for its PALISADE-3 Phase 3 clinical trial of fasedienol for the acute treatment of anxiety in adults with SAD and (ii) the date on which the Company first publicly discloses, whether by press release or Form 8-K filing, the top-line data for its PALISADE-4 Phase 3 clinical trial of fasedienol for the acute treatment of anxiety in adults with SAD.

The weighted average exercise price of all outstanding warrants at December 31, 2023 is $6.24 per share.

On May 1, 2020, we filed a Registration Statement on Form S-3 covering the resale of the shares underlying all of the currently outstanding warrants at that time (the Warrant Registration Statement). The SEC declared the Warrant Registration Statement effective on May 13, 2020. No outstanding warrant, including the warrants issued in connection with the October 2023 Public Offering, is subject to any down-round anti-dilution protection feature.

The entire disclosure for equity.

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+ Details

Document And Entity Information - shares	9 Months Ended
Document And Entity Information - shares	Dec. 31, 2023	Feb. 12, 2024
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Dec. 31, 2023
Document Transition Report	false
Entity File Number	001-37761
Entity Registrant Name	VISTAGEN THERAPEUTICS, INC.
Entity Incorporation, State or Country Code	NV
Entity Tax Identification Number	20-5093315
Entity Address, Address Line One	343 Allerton Avenue
Entity Address, City or Town	South San Francisco
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94080
City Area Code	650
Local Phone Number	577-3600
Title of 12(b) Security	Common Stock, par value $0.001 per share
Trading Symbol	VTGN
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	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding (in shares)		27,025,209
Entity Central Index Key	0001411685
Current Fiscal Year End Date	--03-31
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q3
Amendment Flag	false

Note 7 - Net Loss Per Common Share

9 Months Ended

Dec. 31, 2023

Earnings Per Share [Text Block]

7. Net Loss per Common Share

Basic net loss per common share is calculated by dividing the net loss by the weighted average number of shares of common stock outstanding for the period, without consideration for common stock equivalents. The Pre-Funded Warrants associated with the October 2023 Public Offering (see Note 5 above) are considered outstanding shares in the basic earnings per share calculation given their nominal exercise price. Dilutive common stock equivalents for the periods presented include warrants for the purchase of common stock and common stock options outstanding under the Company’s equity compensation plans. For all periods presented, there is no difference in the number of shares used to calculate basic and diluted shares outstanding due to the Company’s net loss position.

The following table summarizes the outstanding potentially dilutive securities that have been excluded from the calculation of diluted net loss per share because their inclusion would be anti-dilutive:

	As of December 31,
	2023		2022
Outstanding options under the Company's Amended and Restated 2016 (formerly 2008) Stock Incentive Plan and 2019 Omnibus Equity Incentive Plan		729,500		752,264
Outstanding warrants to purchase common stock		20,604,794		79,920
Total		21,334,294		832,184

Note 10 - Commitments and Contingencies

9 Months Ended

Dec. 31, 2023

Commitments and Contingencies Disclosure [Text Block]

10. Commitments and Contingencies

From time to time, we may be party to litigation, arbitration or other legal proceedings in the course of our business. The outcome of any such legal proceedings, regardless of the merits, is inherently uncertain. In addition, litigation and related matters are costly and may divert the attention of our management and other resources that would otherwise be engaged in other activities. If we were unable to prevail in any such legal proceedings, our business, results of operations, liquidity, and financial condition could be adversely affected.

Note 4 - Note Payable

9 Months Ended

Dec. 31, 2023

Debt Disclosure [Text Block]

4. Note Payable

In May 2023, we executed a 7.43% promissory note in the principal amount of $0.9 million in connection with certain insurance policy renewal premiums. The note was payable in monthly installments of $0.1 million, including principal and interest, through February 2024. We paid this note in full in August 2023.

In May 2022, we executed a 3.88% promissory note in the principal amount of $1.1 million in connection with certain insurance policy premiums. The note was payable in monthly installments of $0.1 million, including principal and interest, and we paid this note in full in April 2023.

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

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+ Details

Note 2 - Basis of Presentation, Principles of Consolidation and Summary of Significant Account Policies (Details Textual)	Dec. 31, 2023 USD ($)	Jun. 06, 2023	Mar. 31, 2023 USD ($)
Retained Earnings (Accumulated Deficit)	$ 346,692,300		$ 326,851,700
Cash and cash equivalents	$ 126,559,200		$ 16,637,600
Reverse Stock Split [Member]
Stockholders' Equity Note, Stock Split, Conversion Ratio	30	30

Amount of accumulated undistributed earnings (deficit).

+ References + Details

Condensed Consolidated Statements of Changes In Stockholders' Equity (unaudited) - USD ($)	Common Stock [Member]	Additional Paid-in Capital [Member]	Treasury Stock, Common [Member]	Retained Earnings [Member]	Total
Balances (in shares)	6,889,400
Balances	$ 6,900	$ 336,280,500	$ (3,968,100)	$ (267,604,000)	$ 64,715,300
Balances (in shares) at Mar. 31, 2022	6,889,400
Balances at Mar. 31, 2022	$ 6,900	336,280,500	(3,968,100)	(267,604,000)	64,715,300
Share-based compensation expense	$ 0	956,900	0	0	956,900
Sale of common stock pursuant to 2019 Employee Stock Purchase Plan (in shares)	2,500
Sale of common stock pursuant to 2019 Employee Stock Purchase Plan	$ 0	56,100	0	0	56,100
Issuance of common stock upon exercise of options for cash (in shares)	3,333
Issuance of common stock upon exercise of options for cash	$ 0	100,000	0	0	100,000
Net loss	$ 0	0	0	(19,776,300)	(19,776,300)
Balances (in shares) at Jun. 30, 2022	6,895,233
Balances at Jun. 30, 2022	$ 6,900	337,393,500	(3,968,100)	(287,380,300)	46,052,000
Balances (in shares) at Mar. 31, 2022	6,889,400
Balances at Mar. 31, 2022	$ 6,900	336,280,500	(3,968,100)	(267,604,000)	64,715,300
Net loss					(47,020,700)
Balances (in shares) at Dec. 31, 2022	6,901,913
Balances at Dec. 31, 2022	$ 6,900	339,260,400	(3,968,100)	(314,624,700)	20,674,500
Balances (in shares)	6,895,233
Balances	$ 6,900	337,393,500	(3,968,100)	(287,380,300)	46,052,000
Balances (in shares) at Jun. 30, 2022	6,895,233
Balances at Jun. 30, 2022	$ 6,900	337,393,500	(3,968,100)	(287,380,300)	46,052,000
Share-based compensation expense	$ 0	1,031,800	0	0	1,031,800
Issuance of common stock upon exercise of options for cash (in shares)	367
Issuance of common stock upon exercise of options for cash	$ 0	4,400	0	0	4,400
Net loss	$ 0	0	0	(17,483,200)	(17,483,200)
Issuance of common stock upon exercise of options (cashless) (in shares)	3,646
Issuance of common stock upon exercise of options (cashless)	$ 0	0	0	0	0
Balances (in shares) at Sep. 30, 2022	6,899,246
Balances at Sep. 30, 2022	$ 6,900	338,429,700	(3,968,100)	(304,863,500)	29,605,000
Balances (in shares)	6,899,246
Balances	$ 6,900	338,429,700	(3,968,100)	(304,863,500)	29,605,000
Share-based compensation expense	$ 0	746,300	0	0	746,300
Sale of common stock pursuant to 2019 Employee Stock Purchase Plan (in shares)	2,667
Sale of common stock pursuant to 2019 Employee Stock Purchase Plan	$ 0	7,000	0	0	7,000
Net loss	$ 0	0	0	(9,761,200)	(9,761,200)
Balances (in shares) at Dec. 31, 2022	6,901,913
Balances at Dec. 31, 2022	$ 6,900	339,260,400	(3,968,100)	(314,624,700)	20,674,500
Increase in fair value attributed to warrant modifications	$ 0	77,400	0	0	77,400
Balances (in shares)	6,901,913
Balances	$ 6,900	339,260,400	(3,968,100)	(314,624,700)	20,674,500
Balances (in shares)	7,315,583
Balances	$ 7,300	342,892,500	(3,968,100)	(326,851,700)	12,080,000
Balances (in shares) at Mar. 31, 2023	7,315,583
Balances at Mar. 31, 2023	$ 7,300	342,892,500	(3,968,100)	(326,851,700)	12,080,000
Share-based compensation expense	$ 0	569,100	0	0	569,100
Sale of common stock pursuant to 2019 Employee Stock Purchase Plan (in shares)	2,672
Sale of common stock pursuant to 2019 Employee Stock Purchase Plan	$ 0	4,200	0	0	4,200
Net loss	$ 0	0	0	(6,903,100)	(6,903,100)
Balances (in shares) at Jun. 30, 2023	7,879,673
Balances at Jun. 30, 2023	$ 7,900	344,564,000	(3,968,100)	(333,754,800)	6,849,000
Issuance of common stock under Open Market Sale Agreement, net of issuance costs (in shares)	561,418
Issuance of common stock under Open Market Sale Agreement, net of issuance costs	$ 600	1,098,200	0	0	1,098,800
Balances (in shares) at Mar. 31, 2023	7,315,583
Balances at Mar. 31, 2023	$ 7,300	342,892,500	(3,968,100)	(326,851,700)	12,080,000
Net loss					(19,840,600)
Balances (in shares) at Dec. 31, 2023	27,029,731
Balances at Dec. 31, 2023	$ 27,000	473,918,200	(3,968,100)	(346,692,300)	$ 123,284,800
Issuance of common stock under Open Market Sale Agreement, net of issuance costs (in shares)					3,577,240
Balances (in shares)	7,879,673
Balances	$ 7,900	344,564,000	(3,968,100)	(333,754,800)	$ 6,849,000
Balances (in shares) at Jun. 30, 2023	7,879,673
Balances at Jun. 30, 2023	$ 7,900	344,564,000	(3,968,100)	(333,754,800)	6,849,000
Share-based compensation expense	0	583,700	0	0	583,700
Net loss	$ 0	0	0	(6,587,700)	(6,587,700)
Balances (in shares) at Sep. 30, 2023	12,016,750
Balances at Sep. 30, 2023	$ 12,000	379,943,800	(3,968,100)	(340,342,500)	35,645,200
Issuance of common stock under Open Market Sale Agreement, net of issuance costs (in shares)	4,137,077
Issuance of common stock under Open Market Sale Agreement, net of issuance costs	$ 4,100	34,796,100	0	0	34,800,200
Balances (in shares)	12,016,750
Balances	$ 12,000	379,943,800	(3,968,100)	(340,342,500)	35,645,200
Share-based compensation expense	$ 0	506,700	0	0	506,700
Sale of common stock pursuant to 2019 Employee Stock Purchase Plan (in shares)	2,171
Sale of common stock pursuant to 2019 Employee Stock Purchase Plan	$ 0	3,700	0	0	3,700
Net loss	$ 0	0	0	(6,349,800)	(6,349,800)
Balances (in shares) at Dec. 31, 2023	27,029,731
Balances at Dec. 31, 2023	$ 27,000	473,918,200	(3,968,100)	(346,692,300)	123,284,800
Issuance of common stock and pre-funded warrants through public offering, net of issuance costs (in shares)	15,010,810
Issuance of common stock and pre-funded warrants through public offering, net of issuance costs	$ 15,000	93,464,000	0	0	93,479,000
Balances (in shares)	27,029,731
Balances	$ 27,000	$ 473,918,200	$ (3,968,100)	$ (346,692,300)	$ 123,284,800

Note 9 - Related Party Transactions (Details Textual) - USD ($)	1 Months Ended	3 Months Ended		9 Months Ended
	Aug. 31, 2023	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2023	Dec. 31, 2022
Consulting Agreement [Member] \| Former Chief Financial Officer [Member]
Consulting Fees, Initial Payment	$ 100,000
Consulting Fees, Monthly Payment	$ 10,000
Operating Costs and Expenses		$ 30,000		$ 140,000
Corporate Development and Public Relations Advisory Services [Member] \| Consulting Firm [Member]
Operating Costs and Expenses		0	$ 45,000	70,000	$ 135,000
Advisory Services [Member] \| i3 Strategy Partners [Member]
Operating Costs and Expenses		$ 52,000	$ 120,000	$ 117,000	$ 120,000

Note 2 - Basis of Presentation, Principles of Consolidation and Summary of Significant Account Policies

9 Months Ended

Dec. 31, 2023

Basis of Accounting [Text Block]

2. Basis of Presentation, Principles of Consolidation and Summary of Significant Accounting Policies

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP) applicable to interim financial information and pursuant to the instructions of the Securities and Exchange Commission (SEC) on Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. Further, the results of our operations for any interim periods are not necessarily indicative of the results that may be expected for any other interim period or the full fiscal year. In the opinion of management, all normal and recurring adjustments considered necessary for a fair presentation have been included. The condensed consolidated balance sheet at March 31, 2023, has been derived from our audited consolidated financial statements but does not include all disclosures required by U.S. GAAP. The report of our independent auditors included an explanatory paragraph in their opinion on our consolidated financial statements as of and for the fiscal year ended March 31, 2023, that states that our ongoing losses raised substantial doubt about our ability to continue as a going concern. Because all of the disclosures required by U.S. GAAP for complete financial statements are not included herein, these unaudited condensed consolidated financial statements and the accompanying notes should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended March 31, 2023 (our Annual Report).

The accompanying unaudited condensed consolidated financial statements include the accounts of Vistagen and its subsidiaries. All intercompany accounts and transactions have been eliminated.

On June 6, 2023, we implemented a stockholder-approved one-for-thirty (1-for-30) reverse split of our common stock (the Reverse Stock Split). All share and per share data for all periods presented in the accompanying condensed consolidated financial statements and related disclosures in this Report have been adjusted retrospectively to reflect the Reverse Stock Split. Refer to Note 5, Capital Stock, for additional information.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenue and expense during the reporting period. Significant estimates include those relating to revenue recognition, share-based compensation, right-of-use assets and lease liabilities and assumptions that have been used historically to value warrants and warrant modifications. Actual results could differ from those estimates. Changes in estimates are reflected in the reported results in the period in which they become known.

Liquidity

We have incurred significant losses and negative cash flows from operations since inception. As of December 31, 2023, we had an accumulated deficit of $346.7 million. We expect that operating losses and negative cash flows will continue for the foreseeable future as we continue to develop our product candidates. We currently expect that our cash and cash equivalents of $126.6 million as of December 31, 2023 will be sufficient to fund operating expenses and capital requirements for more than 12 months from the date the unaudited condensed consolidated financial statements are issued.

Recently Issued Accounting Pronouncements

There were no significant updates not already disclosed in the Company’s audited consolidated financial statements for the years ended March 31, 2023, and 2022, to the recently issued accounting standards for the nine months ended December 31, 2023.

Significant Accounting Policies (Policies)	9 Months Ended
Significant Accounting Policies (Policies)	Dec. 31, 2023
Accounting Policies [Abstract]
Use of Estimates, Policy [Policy Text Block]	*Use of Estimates* The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenue and expense during the reporting period. Significant estimates include those relating to revenue recognition, share-based compensation, right-of-use assets and lease liabilities and assumptions that have been used historically to value warrants and warrant modifications. Actual results could differ from those estimates. Changes in estimates are reflected in the reported results in the period in which they become known.
New Accounting Pronouncements, Policy [Policy Text Block]	*Recently Issued Accounting Pronouncements* There were no significant updates not already disclosed in the Company’s audited consolidated financial statements for the years ended March 31, 2023, and 2022, to the recently issued accounting standards for the nine months ended December 31, 2023.

Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2023	Dec. 31, 2022
Revenue	$ 411,400		$ 866,700
Sublicense and other revenue		$ 179,600		$ (402,900)
Operating expenses:
Research and development	4,537,600	6,854,000	12,585,400	35,039,800
General and administrative	3,757,800	3,092,100	9,943,300	11,586,200
Total operating expenses	8,295,400	9,946,100	22,528,700	46,626,000
Loss from operations	(7,884,000)	(9,766,500)	(21,662,000)	(47,028,900)
Other income, net:
Interest income, net	1,534,200	5,300	1,823,900	13,700
Loss before income taxes	(6,349,800)	(9,761,200)	(19,838,100)	(47,015,200)
Income taxes	0	0	(2,500)	(5,500)
Net loss and comprehensive loss	$ (6,349,800)	$ (9,761,200)	$ (19,840,600)	$ (47,020,700)
Basic and diluted net loss per common share (in dollars per share)	$ (0.22)	$ (1.42)	$ (1.27)	$ (6.82)
Weighted average common shares outstanding, basic and diluted (in shares)	29,388,085	6,894,603	15,632,451	6,891,641

Note 8 - Sublicensing and Collaborative Agreements

9 Months Ended

Dec. 31, 2023

Collaborative Arrangement Disclosure [Text Block]

8. Sublicensing and Collaborative Agreements

We recognized sublicense and other revenue of $0.4 million and $0.9 million for the three and nine months ended December 31, 2023, respectively, and $0.2 million and $(0.4) million for the three and nine months ended December 31, 2022, respectively.

The following table presents changes in contract assets and liabilities during the nine months ended December 31, 2023.

	Balance at March 31, 2023		Additions		Deductions			Balance at December 31, 2023
Contract assets:
Deferred contract acquisition costs	$	284,700	$	-	$	(61,500	)	$	223,200
Contract liabilities:
Deferred revenue	$	3,028,900	$	1,500,000	$	(866,700	)	$	3,662,200

The following summarizes the terms of our collaboration arrangements:

AffaMed Agreement

In June 2020, we entered into a license and collaboration agreement (the AffaMed Agreement) with EverInsight Therapeutics Inc., a company incorporated under the laws of the British Virgin Islands, now AffaMed Therapeutics, Inc. (AffaMed), pursuant to which we granted AffaMed an exclusive license to develop and commercialize fasedienol for social anxiety disorder (SAD) and potentially other anxiety-related disorders in Greater China, South Korea and Southeast Asia (which includes Indonesia, Malaysia, Philippines, Thailand and Vietnam) (collectively, the Territory). We retain exclusive development and commercialization rights for fasedienol in the U.S. and throughout the rest of the world outside the Territory.

Under the terms of the AffaMed Agreement, AffaMed paid to us a non-refundable upfront license payment of $5.0 million in August 2020. Additionally, upon successful development and commercialization of fasedienol in the Territory, we are eligible to receive milestone payments of up to $172.0 million. Further, we are eligible to receive royalty payments on a country-by-country basis on net sales for the later of ten years or the expiration of market or regulatory exclusivity in the jurisdiction, except that payments will be reduced on a country-by-country basis in the event that there is no market exclusivity in the period. Royalty payments may also be reduced if there is generic competitive product in the Territory in the period.

We have determined that we have one combined performance obligation for the license to develop and commercialize fasedienol in the Territory and related development and regulatory services. In addition, AffaMed has an option that will create manufacturing obligations for us during development upon exercise by AffaMed. This option for manufacturing services was evaluated and determined not to include a material right.

Development and commercialization milestones were not considered probable at inception and therefore, were excluded from the initial transaction price. The royalties were excluded from the initial transaction price because they relate to a license of intellectual property and are subject to the royalty constraint.

We recognize revenue as the combined performance obligation is satisfied over time using an output method. The measure of progress is stand-ready straight-line over the period in which we expect to perform the services related to the license of fasedienol.

Significant management judgment is required to determine the level of effort attributable to the performance obligation included in the AffaMed Agreement and the period over which we expect to complete our performance obligation. The performance period or measure of progress is estimated at the inception of the arrangement and re-evaluated in subsequent reporting periods. This re-evaluation may shorten or lengthen the period over which we recognize revenue. At September 30, 2022, we extended the date in our estimate to complete the performance obligation. As a result of the change in our estimate of the time required to complete our performance obligation, we recorded a cumulative catch-up adjustment at September 30, 2022 resulting in derecognition of $892,500 of previously recognized revenue.

As of December 31, 2023 and March 31, 2023, we had short-term deferred revenue of $0.8 million and $0.7 million, respectively, and long-term deferred revenue of $1.6 million and $2.3 million, respectively, related to the AffaMed Agreement. During the three and nine months ended December 31, 2023, we recognized revenue of $0.2 million and $0.7 million, respectively, under the AffaMed Agreement, which was included in the contract liability balance as of March 31, 2023. The remaining deferred revenue under the AffaMed Agreement will be recognized over the expected remaining contractual term.

The AffaMed Agreement will expire on a jurisdiction-by-jurisdiction basis upon the latest to occur of expiration of the last valid claim under a licensed patent of fasedienol in such jurisdiction, the expiration of regulatory exclusivity in such jurisdiction or ten years after the first commercial sale of fasedienol in such jurisdiction.

Fuji Pharma Agreement

On September 1, 2023, we entered into an Exclusive Negotiation Agreement (the Negotiation Agreement) with Fuji Pharma Co., Ltd. (Fuji Pharma), a Tokyo Stock Exchange-listed, Japan-based pharmaceutical company. Pursuant to the terms and conditions of the Negotiation Agreement, we agreed, for a limited period of time, to negotiate exclusively with Fuji Pharma for a potential exclusive license agreement to develop and commercialize our PH80 product candidate in Japan (the Potential Definitive Agreement). The Negotiation Agreement provides for an exclusive negotiation period beginning on the date of formal written notice being received by Fuji Pharma that we have selected a contract development and manufacturing organization to conduct preclinical toxicology studies for the product candidate (the Payment Event), and terminating on the later to occur of (i) fourteen (14) months from the date of the Payment Event or (ii) ninety (90) days from the date that the U.S. Food and Drug Administration accepts an Investigational New Drug application for PH80 for the treatment of vasomotor symptoms (hot flashes) due to menopause (Exclusive Negotiation Period).

As consideration for the Exclusive Negotiation Period, Fuji Pharma agreed to make a payment to us of $1.5 million (Purchase Price), payable upon occurrence of the Payment Event. The Payment Event occurred in October 2023, and we received payment of the Purchase Price in full in November 2023. The Purchase Price is non-refundable, except upon a material breach of the Negotiation Agreement by the Company; however, should the Company and Fuji Pharma enter into the Potential Definitive Agreement, the Purchase Price will be creditable against any upfront fee due in connection with the execution of such agreement. Neither the Company nor Fuji Pharma is obligated to enter into the Potential Definitive Agreement, and if the Company and Fuji Pharma have not entered into the Potential Definitive Agreement on or before the end of the Exclusive Negotiation Period, either the Company or Fuji Pharma may terminate any further negotiations.

As of December 31, 2023, we had short-term deferred revenue of $1.0 million and long-term deferred revenue of $0.3 million related to the Negotiation Agreement. During the three and nine months ended December 31, 2023, we recognized $0.2 million of revenue under the Negotiation Agreement. The remaining deferred revenue under the Negotiation Agreement will be recognized over the expected remaining estimated contractual term.

Insider Trading Arrangements	9 Months Ended
Insider Trading Arrangements	Dec. 31, 2023
Insider Trading Arr Line Items
Material Terms of Trading Arrangement [Text Block]	Item 5. Other Information. None.
Rule 10b5-1 Arrangement Adopted [Flag]	false
Non-Rule 10b5-1 Arrangement Adopted [Flag]	false
Non-Rule 10b5-1 Arrangement Terminated [Flag]	false

Note 8 - Sublicensing and Collaborative Agreements (Details Textual) - USD ($)		1 Months Ended	3 Months Ended		9 Months Ended
	Jun. 24, 2020	Aug. 31, 2020	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2023	Dec. 31, 2022	Mar. 31, 2023
Revenue from Contract with Customer, Including Assessed Tax			$ 411,400		$ 866,700
Revenue from Contract with Customer Including Assessed Tax, Derecognized				$ (179,600)		$ 402,900
Contract with Customer, Liability, Current			1,762,800		1,762,800		$ 714,300
Contract with Customer, Liability, Noncurrent			1,899,400		1,899,400		2,314,600
Negotiation Agreement [Member] \| Fuji Pharma [Member]
Revenue from Contract with Customer, Including Assessed Tax			200,000
Contract with Customer, Liability, Current			1,000,000		1,000,000
Contract with Customer, Liability, Noncurrent			300,000		300,000
Sublicense [Member]
Revenue from Contract with Customer, Including Assessed Tax			400,000		900,000
Revenue from Contract with Customer Including Assessed Tax, Derecognized				$ 200,000		$ (400,000)
License [Member] \| Collaborative Arrangement, AffaMed Agreement [Member]
Revenue from Contract with Customer, Including Assessed Tax			200,000		700,000
Revenue from Contract with Customer Including Assessed Tax, Derecognized					892,500
Upfront License Payment	$ 5,000,000
Revenue Recognition, Milestone Method, Maximum Milestone Payments Permitted		$ 172,000,000
Contract with Customer, Liability, Current			800,000		800,000		700,000
Contract with Customer, Liability, Noncurrent			$ 1,600,000		$ 1,600,000		$ 2,300,000

Note 4 - Note Payable (Details Textual) - Promissory Note [Member] - USD ($) $ in Millions	1 Months Ended	2 Months Ended
	May 31, 2022	Jun. 30, 2023	May 31, 2023
Debt Instrument, Interest Rate, Stated Percentage	3.88%		7.43%
Debt Instrument, Face Amount	$ 1.1		$ 0.9
Debt Instrument, Periodic Payment	$ 0.1	$ 0.1

Note 5 - Capital Stock (Details Textual)				1 Months Ended		3 Months Ended		9 Months Ended
Note 5 - Capital Stock (Details Textual)	Dec. 31, 2023	Oct. 02, 2023 USD ($) $ / shares shares	Jun. 06, 2023 $ / shares shares	Oct. 20, 2023 $ / shares	May 31, 2021 USD ($)	Sep. 30, 2023 USD ($)	Jun. 30, 2023 USD ($) $ / shares shares	Dec. 31, 2023 USD ($) shares	Dec. 31, 2022 USD ($)	Mar. 31, 2023 $ / shares shares
Common Stock, Shares Authorized			325,000,000				325,000,000			325,000,000
Preferred Stock, Shares Authorized			10,000,000				10,000,000			10,000,000
Preferred Stock, Par or Stated Value Per Share (in dollars per share) \| $ / shares			$ 0.001				$ 0.001			$ 0.001
Common Stock, Par or Stated Value Per Share (in dollars per share) \| $ / shares			$ 0.001				$ 0.001			$ 0.001
Stock Issued During Period, Shares, New Issues								3,577,240
Stock Issued During Period, Value, New Issues \| $						$ 34,800,200	$ 1,098,800
Shares Issued, Price Per Share \| $ / shares		$ 5.38
Proceeds from Sale of Equity, Net of Expenses \| $		$ 93,500,000
Pre-funded Warrants [Member]
Class of Warrant or Right, Number of Securities Called by Warrants or Rights		3,577,240
T1 Warrants [Member]
Class of Warrant or Right, Number of Securities Called by Warrants or Rights		9,294,022
Warrants Exercisable, Percentage of Common Shares Outstanding, Minimum Benchmark		9.99%
Warrants Exersiable, Maximum Percent of Common Shares Outstanding Benchmark		19.99%
Pre-funded Warrants in Lieu Thereof T1 Warrants [Member]
Class of Warrant or Right, Number of Securities Called by Warrants or Rights		9,294,022
T2 Warrants [Member]
Class of Warrant or Right, Number of Securities Called by Warrants or Rights		11,265,086
Pre-funded Warrants in Lieu Thereof T2 Warrants [Member]
Class of Warrant or Right, Number of Securities Called by Warrants or Rights		11,265,086
Shares Issued, Price Per Share \| $ / shares		$ 8.877
Pre-funded Warrants, T1 Warrants and T2 Warrants [Member]
Stock and Warrants Issued, Combined Offering Price \| $ / shares		$ 5.379
The 2019 Employee Stock Purchase Plan [Member]
Class of Warrant or Right, Weighted Average Exercise Price \| $ / shares							$ 6.24
ATM Facility [Member]
Proceeds from Issuance of Common Stock \| $								$ 36,030,700	$ (89,600)
ATM Facility [Member] \| Jefferies LLC [Member]
Stock Sales Agreement, Maximum Aggregate Offering Price \| $					$ 75,000,000
Stock Issued During Period, Shares, New Issues							4,698,495
Proceeds from Issuance of Common Stock \| $							$ 36,200,000
Public Offering [Member]
Stock Issued During Period, Shares, New Issues		15,010,810
Stock Issued During Period, Value, New Issues \| $		$ 100,000,000
Public Offering Common Stock and Warrants [Member]
Stock and Warrants Issued, Combined Offering Price \| $ / shares				$ 5.38
Reverse Stock Split [Member]
Stockholders' Equity Note, Stock Split, Conversion Ratio	30		30

Note 7 - Net Loss Per Common Share - Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares	9 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Antidilutive Securities (in shares)	21,334,294	832,184
Share-Based Payment Arrangement, Option [Member] \| The 2019 Omnibus Equity Incentive Plan [Member]
Antidilutive Securities (in shares)	729,500	752,264
Warrant [Member]
Antidilutive Securities (in shares)	20,604,794	79,920

Note 5 - Capital Stock - Schedule of Common Stock Warrants Outstanding (Details)

Dec. 31, 2023

$ / shares

Warrants Expiring December 9, 2024 [Member]

Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares

33,334

$ 15

Warrants Expiring July 25, 2025 [Member]

Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares

12,352

$ 21.9

Warrants With Exercise Price of 0.001 [Member]

Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares

3,577,240

$ 0.001

Warrants With Exercise Price of 5.380 [Member]

Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares

9,294,022

$ 5.38

Warrants With Exercise Price of 8.877 [Member]

Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares

11,265,086

^[1]

$ 8.877

[1]

Note 8 - Sublicensing and Collaborative Agreements (Tables)

9 Months Ended

Dec. 31, 2023

Contract with Customer, Contract Asset, Contract Liability, and Receivable [Table Text Block]

	Balance at March 31, 2023		Additions		Deductions			Balance at December 31, 2023
Contract assets:
Deferred contract acquisition costs	$	284,700	$	-	$	(61,500	)	$	223,200
Contract liabilities:
Deferred revenue	$	3,028,900	$	1,500,000	$	(866,700	)	$	3,662,200

Note 3 - Fair Value Measurements (Details Textual) - Fair Value, Recurring [Member] - USD ($) $ in Thousands	Dec. 31, 2023	Mar. 31, 2023
Financial Liabilities Fair Value Disclosure	$ 0	$ 0
Money Market Funds [Member] \| Fair Value, Inputs, Level 1 [Member]
Cash and Cash Equivalents, Fair Value Disclosure	$ 120,800	$ 5,000

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	9 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Cash flows from operating activities:
Net loss	$ (19,840,600)	$ (47,020,700)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	94,500	96,200
Stock-based compensation	1,659,500	2,734,900
Warrant modification expense	0	77,400
Amortization of operating lease right-of-use asset	327,000	297,900
Changes in operating assets and liabilities:
Prepaid expenses and other current assets	201,900	3,037,900
Operating lease liability	(359,000)	(321,500)
Accounts payable and accrued expenses	(1,394,200)	(1,509,500)
Net cash used in operating activities	(18,615,900)	(42,242,400)
Cash flows from investing activities:
Purchases of laboratory and other equipment	(32,300)	(212,000)
Net cash used in investing activities	(32,300)	(212,000)
Cash flows from financing activities:
Net proceeds from issuance of common stock, including option exercises	0	104,400
Proceeds from issuance of common stock and warrants, net of issuance costs	93,517,200	0
Principal payments on financing lease obligations	1,200	1,000
Repayment of note payable	(984,800)	(720,500)
Net cash provided by (used in) financing activities	128,569,800	(643,600)
Net decrease in cash and cash equivalents	109,921,600	(43,098,000)
Cash and cash equivalents at beginning of period	16,637,600	68,135,300
Cash and cash equivalents at end of period	126,559,200	25,037,300
Supplemental disclosure of noncash activities:
Insurance premiums settled by issuing note payable	879,500	1,139,700
Purchases of equipment included in accounts payable	17,900	0
Acquisition of office equipment subject to financing lease	0	10,600
ATM Facility [Member]
Cash flows from financing activities:
Net proceeds (expenses) from sale of common stock under At the Market (ATM) facility, net of deferred offering costs	36,030,700	(89,600)
Equity Line [Member]
Cash flows from financing activities:
Net proceeds (expenses) from sale of common stock under At the Market (ATM) facility, net of deferred offering costs	7,900	63,100
License [Member]
Changes in operating assets and liabilities:
Deferred sublicense revenue, net of deferred contract acquisition costs	$ 695,000	$ 365,000

Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - $ / shares	Dec. 31, 2023	Jun. 30, 2023	Mar. 31, 2023
Preferred Stock, Par or Stated Value (in dollars per share)		$ 0.001	$ 0.001
Preferred Stock, Shares Authorized (in shares)		10,000,000	10,000,000
Preferred Stock, Shares Outstanding (in shares)		0	0
Common Stock, Par or Stated Value (in dollars per share)		$ 0.001	$ 0.001
Common Stock, Shares Authorized (in shares)		325,000,000	325,000,000
Common Stock, Shares, Issued (in shares)	27,029,731		7,315,583
Common Stock, Shares, Issued (in shares)	27,029,731		7,315,583
Treasury Stock, Common, Shares (in shares)		4,522	4,522

Note 5 - Capital Stock (Tables)

9 Months Ended

Dec. 31, 2023

Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block]

Number of Common Shares Underlying Warrants	Exercise Price Per Share		Expiration Date
33,334	$	15.000	12/9/2024
12,352	$	21.900	7/25/2025
3,577,240	$	0.001	N/A
9,294,022	$	5.380	(a)
11,265,086	$	8.877	10/4/2028

Note 9 - Related Party Transactions

9 Months Ended

Dec. 31, 2023

9. Related Party Transactions

In August 2023, in connection with his retirement, we entered into a consulting agreement with our former Chief Financial Officer, Jerrold D. Dotson, to assist in transition matters related to the employment of our new Chief Financial Officer. Pursuant to the agreement, Mr. Dotson received an initial payment of $100,000 and $10,000 per month from September 2023 through August 2024. During the three and nine months ended December 31, 2023, we recorded expense of $30,000 and $140,000, respectively.

In January 2022, we entered into a consulting agreement with FitzPatrick Co. LLC, a consulting firm for which Margaret FitzPatrick, an independent member of our Board of Directors, is Managing Director, to provide corporate development and public relations advisory services. The consulting agreement, as amended, was set to expire on December 31, 2023. However, the Company and FitzPatrick Co. LLC mutually agreed to conclude the term of the FitzPatrick Co. Consulting Agreement effective October 1, 2023, as all matters set forth in the statement of work were completed as of that date. We recorded expense of $0 and $70,000 for the three and nine months ended December 31, 2023, respectively, as compared to $45,000 and $135,000 for the three and nine months ended December 31, 2022, respectively.

In November 2022, Ann Cunningham resigned as our Chief Commercial Officer to serve full-time as Managing Partner of i3 Strategy Partners, a pharmaceutical consulting firm founded by Ms. Cunningham. i3 Strategy Partners began providing commercial planning advisory services to us pursuant to a consulting agreement, dated November 2022. The initial term of the consulting agreement will expire on March 31, 2024. During the three and nine months ended December 31, 2023, we recorded expense under the consulting agreement of $52,000 and $117,000, respectively, as compared to $120,000 for the three and nine months ended December 31, 2022. Ms. Cunningham remains a member of our Board of Directors.

The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-2

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 5
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-5

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-6

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481062/946-235-50-2

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (e)
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-URI https://asc.fasb.org//1943274/2147481062/946-235-50-2

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+ Details

Condensed Consolidated Balance Sheets (Current Period Unaudited) - USD ($)	Dec. 31, 2023	Mar. 31, 2023
Assets, Current [Abstract]
Cash and cash equivalents	$ 126,559,200	$ 16,637,600
Prepaid expenses and other current assets	1,480,300	802,700
Deferred contract acquisition costs - current portion	74,500	67,100
Total current assets	128,114,000	17,507,400
Property and equipment, net	445,100	507,300
Right-of-use asset - operating lease	1,933,600	2,260,300
Deferred offering costs	325,700	495,700
Deferred contract acquisition costs - non-current portion	148,700	217,600
Security deposits	100,900	100,900
Total assets	131,068,000	21,089,200
Current liabilities:
Accounts payable	1,737,000	2,473,100
Accrued expenses	129,300	787,400
Deferred revenue - current portion	1,762,800	714,300
Operating lease obligation - current portion	533,500	485,600
Financing lease obligation - current portion	1,900	1,700
Total current liabilities	4,164,500	4,567,400
Non-current liabilities:
Deferred revenue - non-current portion	1,899,400	2,314,600
Operating lease obligation - non-current portion	1,713,300	2,119,800
Financing lease obligation - non-current portion	6,000	7,400
Total liabilities	7,783,200	9,009,200
Commitments and Contingencies
Stockholders’ equity:
Preferred stock, $0.001 par value; 10,000,000 shares authorized at December 31, 2023 and March 31, 2023; no shares outstanding at December 31, 2023 and March 31, 2023	0	0
Common stock, $0.001 par value; 325,000,000 shares authorized at December 31, 2023 and March 31, 2023; 27,029,731 and 7,315,583 shares issued at December 31, 2023 and March 31, 2023, respectively	27,000	7,300
Additional paid-in capital	473,918,200	342,892,500
Treasury stock, at cost, 4,522 shares of common stock held at December 31, 2023 and March 31, 2023	(3,968,100)	(3,968,100)
Accumulated deficit	(346,692,300)	(326,851,700)
Total stockholders’ equity	123,284,800	12,080,000
Total liabilities and stockholders’ equity	131,068,000	21,089,200
Collaborative Arrangement [Member]
Current liabilities:
Note payable	$ 0	$ 105,300

Note 6 - Stock-Based Compensation

9 Months Ended

Dec. 31, 2023

Share-Based Payment Arrangement [Text Block]

6. Stock-Based Compensation

The following table summarizes stock-based compensation expense included in operating expense:

	Three Months Ended December 31,				Nine Months Ended December 31,
	2023		2022		2023		2022
Research and development expense	$	282,500	$	296,200	$	896,600	$	1,091,900
General and administrative expense		224,200		450,100		762,900		1,643,000
Total stock-based compensation expense	$	506,700	$	746,300	$	1,659,500	$	2,734,900

Note 3 - Fair Value Measurements

9 Months Ended

Dec. 31, 2023

Fair Value Disclosures [Text Block]

3. Fair Value Measurements

We have certain financial assets that are measured at fair value on a recurring basis, which consist of cash held in money market funds. These assets, which are classified within Level 1 of the fair value hierarchy and are reflected as a component of cash and cash equivalents on the condensed consolidated balance sheets, totaled $120.8 million and $5.0 million at December 31, 2023 and March 31, 2023, respectively. We had no financial liabilities measured at fair value on a recurring basis at December 31, 2023 or March 31, 2023.

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Note 7 - Net Loss Per Common Share (Tables)

9 Months Ended

Dec. 31, 2023

Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block]

	As of December 31,
	2023		2022
Outstanding options under the Company's Amended and Restated 2016 (formerly 2008) Stock Incentive Plan and 2019 Omnibus Equity Incentive Plan		729,500		752,264
Outstanding warrants to purchase common stock		20,604,794		79,920
Total		21,334,294		832,184

Note 1 - Description of Business

9 Months Ended

Dec. 31, 2023

Business Description and Basis of Presentation [Text Block]

1. Description of Business

Vistagen Therapeutics, Inc., a Nevada corporation (Vistagen, the Company, we, our, or us), is a clinical-stage biopharmaceutical company pioneering neuroscience to deliver first-in-class therapies for psychiatric and neurological disorders. Five of our six clinical-stage product candidates – fasedienol (PH94B), itruvone (PH10), PH15, PH80 and PH284 – belong to a new class of drugs known as pherines, which have the potential to rapidly deliver meaningful efficacy with a differentiated safety profile. Pherines are investigational neuroactive nasal sprays with innovative proposed mechanisms of action that activate chemosensory neurons in the nasal passages to impact fundamental neural circuits in the brain without the need for systemic absorption or binding to receptors in the brain. Our sixth clinical-stage product candidate, AV-101, is an investigational oral drug candidate with the potential to inhibit, but not block, NMDA receptor activity. Vistagen is passionate about transforming what is possible in the treatment of anxiety, depression, and other neuroscience disorders.

Note 8 - Sublicensing and Collaborative Agreements - Balances of Contract Assets and Liabilities (Details) - Sublicense [Member]	9 Months Ended
	Dec. 31, 2023 USD ($)
Contract with Customer, Asset, Deductions	$ 61,500
Contract with Customer, Liability, Additions	1,500,000
Contract with Customer, Liability, Deductions	866,700
Deferred Contract Acquisition Costs [Member]
Deferred contract acquistition costs	284,700
Deferred contract acquistition costs	223,200
Deferred Revenue [Member]
Deferred revenue	3,028,900
Deferred revenue	$ 3,662,200

Note 6 - Stock-Based Compensation (Tables)

9 Months Ended

Dec. 31, 2023