UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

For the quarterly period ended ~~July~~January 31, ~~2024~~2025

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

For the transition period from ______ to ______

Commission file number 001-37492

ANIXA BIOSCIENCES, INC.

(Exact name of registrant as specified in its charter)

Delaware		11-2622630
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)
(State or other jurisdiction of		(I.R.S. Employer
incorporation or organization)		Identification No.)

3150 Almaden Expressway, Suite 250
San Jose, CA		95118
(Address of principal executive offices)		(Zip Code)

(408) 708-9808

(Registrant’s telephone number, including area code)

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

Title of each class		Trading symbol		Name of exchange on which registered
Common Stock, par value $.01 per share		ANIX		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.

Yes ☒

No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes ☒

No ☐

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

	Large accelerated filer ☐				Accelerated filer ☐
	Non-accelerated filer ☒		Smaller reporting company ☒		Emerging growth company ☐

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

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

Yes ☐

No ☒

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

On ~~September~~ 6March 11, ~~2024~~2025 the registrant had outstanding 32,~~179~~196,~~492~~862 shares of Common Stock, par value $.01 per share, which is the registrant’s only class of common stock.

TABLE OF CONTENTS

PART I. FINANCIAL INFORMATION		1
Item 1. Financial Statements.		1
	Condensed Consolidated Balance Sheets (Unaudited) as of July 31, 2024 and October 31, 2023	1
	Condensed Consolidated Balance Sheets (Unaudited) as of January 31, 2025 and October 31, 2024	1
	Condensed Consolidated Statements of Operations (Unaudited) for the three and nine months ended July 31, 2024 and 2023	2
	Condensed Consolidated Statements of Operations (Unaudited) for the three months ended January 31, 2025 and 2024	2
	Condensed Consolidated Statements of Equity (Unaudited) for the three months ended July 31, 2024 and 2023	3
	Condensed Consolidated Statements of Equity (Unaudited) for the three months ended January 31, 2025 and 2024	3
	Condensed Consolidated Statements of Equity (Unaudited) for the nine months ended July 31, 2024 and 2023	4
	Condensed Consolidated Statements of Cash Flows (Unaudited) for the three months ended January 31, 2025 and 2024	4
	Condensed Consolidated Statements of Cash Flows (Unaudited) for the nine months ended July 31, 2024 and 2023	5
	Notes to Condensed Consolidated Financial Statements (Unaudited)	5
	Notes to Condensed Consolidated Financial Statements (Unaudited)	6
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.		16
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.		17
Item 3. Quantitative and Qualitative Disclosures About Market Risk.		19
Item 3. Quantitative and Qualitative Disclosures About Market Risk.		21
Item 4. Controls and Procedures.		19
Item 4. Controls and Procedures.		21
PART II. OTHER INFORMATION		20
PART II. OTHER INFORMATION		22
Item 1. Legal Proceedings.		20
Item 1. Legal Proceedings.		22
Item 1A. Risk Factors.		20
Item 1A. Risk Factors.		22
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.		20
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.		22
Item 3. Defaults Upon Senior Securities.		20
Item 3. Defaults Upon Senior Securities.		22
Item 4. Mine Safety Disclosures.		20
Item 4. Mine Safety Disclosures.		22
Item 5. Other Information.		20
Item 5. Other Information.		22
Item 6. Exhibits.		20
Item 6. Exhibits.		22
SIGNATURES		21
SIGNATURES		23

iii

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements.

ANIXA BIOSCIENCES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)

(in thousands, except share and per share data)

	July 31, 2024			October 31, 2023
	January 31, 2025			October 31, 2024
ASSETS
Current assets:
Cash and cash equivalents	$	1,~~225~~053		$	~~915~~1,271
Short-term investments		1916,~~520~~202			2218,~~929~~653
Receivables		~~410~~-			~~270~~173
Prepaid expenses and other current assets		1,~~515~~431			1,~~242~~265
Total current assets		2218,~~670~~686			2521,~~356~~362
Operating lease right-of-use asset		~~238~~220			~~166~~229
Total assets	$	2218,~~908~~906		$	2521,~~522~~591
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable	$	~~302~~600		$	~~206~~525
Accrued expenses		1,~~678~~363			1,~~770~~946
Operating lease liability		2436			5229
Total current liabilities		21,~~004~~999			2,~~028~~500
Operating lease liability, non-current		~~213~~194			~~123~~203
Total liabilities		2,~~217~~193			2,~~151~~703
Commitments and contingencies (Note 10)		-			-
Equity:
Shareholders’ equity:
Preferred stock, par value $100 per share; 19,860 shares authorized; no shares issued or outstanding		-			-
Series A convertible preferred stock, par value $100 per share; 140 shares authorized; no shares issued or outstanding		-			-
Preferred stock, value		-			-
Common stock, par value $.01 per share; 100,000,000 shares authorized; 32,146,460 and 31,145,219 shares issued and outstanding as of July 31, 2024 and October 31, 2023, respectively		321			311
Common stock, par value $.01 per share; 100,000,000 shares authorized; 32,196,862 shares issued and outstanding as of January 31, 2025 and October 31, 2024		322			322
Additional paid-in capital		~~259~~261,~~317~~470			~~252~~260,~~222~~432
Accumulated deficit		(~~237~~243,~~867~~934	)		(~~228~~240,~~196~~750	)
Total shareholders’ equity		21,771			24,337
Treasury stock, 2,000 shares at cost		(6	)		(6	)
Noncontrolling interest (Note 2)		(1,080	)		(966	)
Total shareholders’ equity		17,852			19,998
Total equity		20,691			23,371
Noncontrolling interest (Note 2)		(1,139	)		(1,110	)
Total liabilities and equity	$	22,908		$	25,522
Total equity		16,713			18,888
Total liabilities and equity	$	18,906		$	21,591

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

ANIXA BIOSCIENCES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

(in thousands, except per share data)

	2024			2023			2024			2023
	2025			2024
	For the three months ended						For the nine months ended
	For the Three Months Ended January 31,
	July 31,						July 31,
	2025			2024
	2024			2023			2024			2023
Revenue	$	-		$	-
Revenue	$	-		$	-		$	-		$	210
Operating costs and expenses:
Operating costs and expenses:
Research and development expenses (including non-cash stock-based compensation expenses of $397 and $489, respectively)		1,552			1,349
Inventor royalties, contingent legal fees, litigation and licensing expenses		-			-			-			161
General and administrative expenses (including non-cash stock-based compensation expenses of $658 and $771, respectively)		1,834			2,260
Research and development expenses (including non-cash stock-based compensation expenses of $462, $520, $1,471 and $1,517, respectively)		1,925			1,088			4,920			3,154
Total operating costs and expenses		3,386			3,609
General and administrative expenses (including non-cash stock-based compensation expenses of $717, $697, $2,228 and $1,990, respectively)		1,667			1,756			5,748			4,855
Loss from operations		(3,386	)		(3,609	)
Total operating costs and expenses		3,592			2,844			10,668			8,170
Interest income		173			319
Loss from operations		(3,592	)		(2,844	)		(10,668	)		(7,960	)
Net loss		(3,213	)		(3,290	)
Interest income		277			296			883			751
Less: Net loss attributable to noncontrolling interest		(29	)		(35	)
Net loss		(3,315	)		(2,548	)		(9,785	)		(7,209	)
Net loss attributable to common shareholders	$	(3,184	)	$	(3,255	)
Less: Net loss attributable to noncontrolling interest		(38	)		(37	)		(114	)		(88	)
Net loss per common share attributable to common shareholders:
Net loss attributable to common shareholders	$	(3,277	)	$	(2,511	)	$	(9,671	)	$	(7,121	)
Basic and diluted	$	(0.10	)	$	(0.10	)
Net loss per common share attributable to common shareholders:
Weighted average common shares outstanding:
Basic and diluted	$	~~(0.10~~32,197	)	$	~~(0.08~~31,446	)	$	~~(0.30~~	)	$	~~(0.23~~	)
Weighted average common shares outstanding:
Basic and diluted		32,054			30,974			31,804			30,941

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

ANIXA BIOSCIENCES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY ~~(UNAUDITED)~~

(in thousands, except share data)

FOR THE THREE MONTHS ENDED ~~JULY~~JANUARY 31, ~~2024~~2025 (UNAUDITED)

	Shares		Par Value		Additional Paid-in Capital			Accumulated Deficit			Total Shareholders’ Equity			Non- controlling Interest			Total Equity
	Common Stock				Additional Paid-in Capital			Accumulated Deficit			Treasury Stock			Total Shareholders’ Equity			Non- controlling Interest			Total Equity
	Common Stock
	Shares		Par Value
	Shares		Par Value		Additional Paid-in Capital			Accumulated Deficit			Total Shareholders’ Equity			Non- controlling Interest			Total Equity
Balance, October 31, 2024		32,196,862	$	322	$	260,432		$	(240,750	)	$	(6	)	$	19,998		$	(1,110	)	$	18,888
Balance, April 30, 2024		32,006,460	$	320	$	257,893		$	(234,590	)	$	23,623		$	(1,042	)	$	22,581
Stock option compensation to employees and directors		-		-		1,031			-			-			1,031			-			1,031
Stock option compensation to employees and directors		-		-		1,094			-			1,094			-			1,094
Stock options issued to consultants		-		-		24			-			-			24			-			24
Stock options issued to consultants		-		-		23			-			23			-			23
Common stock issued to consultants
Offering expenses related to an at-the-market offering		-		-		(45	)		-			(45	)		-			(45	)
Common stock issued to consultants, shares
Common stock issued in an at-the-market offering, net of offering expenses of $139
Common stock issued in an at-the-market offering, net of offering expenses
Common stock issued in an at-the-market offering, net of offering expenses of $139, shares
Common stock issued in an at-the-market offering, net of offering expenses, shares
Common stock issued upon exercise of stock options		~~80,000~~		1		~~193~~			-			~~194~~			-			~~194~~
Common stock issued to consultants		60,000		-		159			-			159			-			159
Common stock issued upon exercise of stock options, shares
Common stock issued pursuant to an employee stock purchase plan
Expenses related to an at-the-market offering		-		-		(17	)		-			-			(17	)		-			(17	)
Common stock issued pursuant to an employee stock purchase plan, shares
Net loss		-		-		-			(3,184	)		-			(3,184	)		(29	)		(3,213	)
Net loss		-		-		-			(3,277	)		(3,277	)		(38	)		(3,315	)
Balance, January 31, 2025		32,196,862	$	322	$	261,470		$	(243,934	)	$	(6	)	$	17,852		$	(1,139	)	$	16,713
Balance, July 31, 2024		32,146,460	$	321	$	259,317		$	(237,867	)	$	21,771		$	(1,080	)	$	20,691

FOR THE THREE MONTHS ENDED ~~JULY~~JANUARY 31, ~~2023~~2024 (UNAUDITED)

	Shares		Par Value		~~Additional~~ Paid-in Capital		Accumulated Deficit			~~Total~~ Shareholders’ Equity			~~Non-~~ controlling Interest			Total Equity
	Common Stock				Additional					Total			Non-
	Shares		Par Value		~~Additional~~ Paid-in Capital		Accumulated Deficit			~~Total~~ Shareholders’ Equity			~~Non-~~ controlling Interest			Total Equity
Balance, April 30, 2023		30,958,665	$	310	$	249,496	$	(222,995	)	$	26,811		$	(898	)	$	25,913
Balance, October 31, 2023		31,145,219	$	311	$	252,222	$	(228,196	)	$	24,337		$	(966	)	$	23,371
Stock option compensation to employees and directors		-		-		1,153		-			1,153			-			1,153
Balance		31,145,219	$	311	$	252,222	$	(228,196	)	$	24,337		$	(966	)	$	23,371
Stock options issued to consultants		-		-		47		-			47			-			47
Stock option compensation to employees and directors		-		-		1,108		-			1,108			-			1,108
Common stock issued upon exercise of stock options		55,029		-		3		-			3			-			3
Stock options issued to consultants		-		-		56		-			56			-			56
Common stock issued to consultants		429,~~076~~336		-1		1795		-			1796			-			1796
Net loss		-		-		-		(2,511	)		(2,511	)		(37	)		(2,548	)
Common stock issued in an at-the-market offering, net of offering expenses of $68		555,820		6		2,190		-			2,196			-			2,196
Balance, July 31, 2023		31,017,770	$	310	$	250,716	$	(225,506	)	$	25,520		$	(935	)	$	24,585
Common stock issued upon exercise of stock options		24,000		-		67		-			67			-			67
Net loss		-		-		-		(3,255	)		(3,255	)		(35	)		(3,290	)
Balance, January 31, 2024		31,754,375	$	318	$	255,738	$	(231,451	)	$	24,605		$	(1,001	)	$	23,604
Balance		31,754,375	$	318	$	255,738	$	(231,451	)	$	24,605		$	(1,001	)	$	23,604

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

ANIXA BIOSCIENCES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF ~~EQUITY~~CASH FLOWS (UNAUDITED)

(in ~~thousands,~~ ~~except share data~~thousands)

FOR THE NINE MONTHS ENDED JULY 31, 2024

	2025			2024
	For the three months ended January 31,
	2025			2024
Cash flows from operating activities:
Reconciliation of net loss to net cash used in operating activities:
Net loss	$	(3,213	)	$	(3,290	)
Stock option compensation to employees and directors		1,031			1,108
Stock options issued to consultants		24			56
Common stock issued to consultants		-			96
Amortization of operating lease right-of-use asset		9			13
Amortization of discount on held-to-maturity securities		(252	)		-
Change in operating assets and liabilities:
Receivables		173			(121	)
Prepaid expenses and other current assets		(166	)		212
Accounts payable		75			158
Accrued expenses		(583	)		(528	)
Operating lease liability		(2	)		(13	)
Net cash used in operating activities		(2,904	)		(2,309	)

Cash flows from investing activities:
Disbursements to acquire short-term investments		(12,997	)		(20,020	)
Proceeds from maturities of short-term investments		15,700			20,149
Net cash provided by investing activities		2,703			129

Cash flows from financing activities:
Net (expenses) proceeds from an at-the-market offering		(17	)		2,196
Proceeds from exercise of stock options		-			67
Net cash (used in) provided by financing activities		(17	)		2,263

Net (decrease) increase in cash and cash equivalents		(218	)		83
Cash and cash equivalents at beginning of period		1,271			915
Cash and cash equivalents at end of period	$	1,053		$	998

	Shares		Par Value		Additional Paid-in Capital		Accumulated Deficit			Total Shareholders’ Equity			Non- controlling Interest			Total Equity
	Common Stock
	Shares		Par Value		Additional Paid-in Capital		Accumulated Deficit			Total Shareholders’ Equity			Non- controlling Interest			Total Equity
Balance, October 31, 2023		31,145,219	$	311	$	252,222	$	(228,196	)	$	24,337		$	(966	)	$	23,371
Stock option compensation to employees and directors		-		-		3,440		-			3,440			-			3,440
Stock options issued to consultants		-		-		101		-			101			-			101
Common stock issued in an at-the-market offering, net of offering expenses of $139		785,290		8		2,976		-			2,984			-			2,984
Common stock issued upon exercise of stock options		123,999		1		317		-			318			-			318
Common stock issued to consultants		89,336		1		254		-			255			-			255
Common stock issued pursuant to an employee stock purchase plan		2,616		-		7		-			7			-			7
Net loss		-		-		-		(9,671	)		(9,671	)		(114	)		(9,785	)
Balance, July 31, 2024		32,146,460	$	321	$	259,317	$	(237,867	)	$	21,771		$	(1,080	)	$	20,691

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

~~FOR THE NINE MONTHS ENDED JULY 31, 2023~~4

	Shares		Par Value		Additional Paid-in Capital		Accumulated Deficit			Total Shareholders’ Equity			Non- controlling Interest			Total Equity
	Common Stock
	Shares		Par Value		Additional Paid-in Capital		Accumulated Deficit			Total Shareholders’ Equity			Non- controlling Interest			Total Equity
Balance, October 31, 2022		30,913,902	$	309	$	247,123	$	(218,385	)	$	29,047		$	(847	)	$	28,200
Balance		30,913,902	$	309	$	247,123	$	(218,385	)	$	29,047		$	(847	)	$	28,200
Stock option compensation to employees and directors		-		-		3,265		-			3,265			-			3,265
Stock options issued to consultants		-		-		175		-			175			-			175
Common stock issued upon exercise of stock options		84,411		1		80		-			81			-			81
Common stock issued to consultants		17,554		-		67		-			67			-			67
Common stock issued pursuant to an employee stock purchase plan		1,903		-		6		-			6			-			6
Net loss		-		-		-		(7,121	)		(7,121	)		(88	)		(7,209	)
Balance, July 31, 2023		31,017,770	$	310	$	250,716	$	(225,506	)	$	25,520		$	(935	)	$	24,585
Balance		31,017,770	$	310	$	250,716	$	(225,506	)	$	25,520		$	(935	)	$	24,585

ANIXA BIOSCIENCES, INC. AND SUBSIDIARIES

~~The accompanying~~NOTES ~~notes~~TO ~~are~~CONDENSED anCONSOLIDATED ~~integral~~FINANCIAL ~~part of these condensed consolidated financial statements.~~STATEMENTS

4(UNAUDITED)

~~ANIXA BIOSCIENCES, INC~~1. BUSINESS AND ~~SUBSIDIARIES~~FUNDING

~~CONDENSED CONSOLIDATED~~Description ~~STATEMENTS~~of ~~OF CASH FLOWS (UNAUDITED)~~Business

~~(in~~As used herein, “we,” ~~thousands)~~“us,” “our,” the “Company” or “Anixa” means Anixa Biosciences, Inc. and its consolidated subsidiaries.

	2024			2023
	For the nine months ended July 31,
	2024			2023
Cash flows from operating activities:
Reconciliation of net loss to net cash used in operating activities:
Net loss	$	(9,785	)	$	(7,209	)
Stock option compensation to employees and directors		3,440			3,265
Stock options issued to consultants		101			175
Common stock issued to consultants		255			67
Amortization of operating lease right-of-use asset		28			34
Change in operating assets and liabilities:
Receivables		(140	)		(288	)
Prepaid expenses and other current assets		(273	)		(65	)
Accounts payable		96			(171	)
Accrued expenses		(92	)		(14	)
Operating lease liability		(38	)		(34	)
Net cash used in operating activities		(6,408	)		(4,240	)
Cash flows from investing activities:
Disbursements to acquire short-term investments		(47,307	)		(27,502	)
Proceeds from maturities of short-term investments		50,716			22,493
Net cash provided by (used in) investing activities		3,409			(5,009	)
Cash flows from financing activities:
Proceeds from sale of common stock in an at-the-market offering, net of offering expenses of $139		2,984			-
Proceeds from sale of common stock pursuant to an employee stock purchase plan		7			6
Proceeds from exercise of stock options		318			81
Net cash provided by financing activities		3,309			87
Net increase (decrease) in cash and cash equivalents		310			(9,162	)
Cash and cash equivalents at beginning of period		915			12,360
Cash and cash equivalents at end of period	$	1,225		$	3,198
Supplemental disclosure of non-cash investing activity:
Operating lease right-of-use asset	$	(100	)	$	-
Supplemental disclosure of non-cash financing activity:
Operating lease liability	$	100		$	-

Anixa Biosciences, Inc. is a biotechnology company developing therapies and vaccines that are focused on critical unmet needs in oncology. Our therapeutics program consists of the development of a chimeric endocrine receptor-T cell therapy, a novel form of chimeric antigen receptor-T cell (“CAR-T”) technology, initially focused on treating ovarian cancer, which is being developed at our subsidiary, Certainty Therapeutics, Inc. (“Certainty”). Our vaccine programs include (i) the development of a vaccine against breast cancer, initially focused on triple negative breast cancer (“TNBC”), the most lethal form of breast cancer, (ii) the development of a vaccine against ovarian cancer, and (iii) a vaccine discovery program utilizing the same mechanism as our breast and ovarian cancer vaccines, to develop additional cancer vaccines to address many intractable cancers, including high incidence malignancies in lung, colon and prostate.

~~The~~Our subsidiary, Certainty, is ~~accompanying~~developing ~~notes~~immuno-therapy ~~are~~drugs against cancer. Certainty holds an ~~integral~~exclusive ~~part~~worldwide, royalty-bearing license to use certain intellectual property owned or controlled by The Wistar Institute (“Wistar”), the nation’s first independent biomedical research institute and a leading NCI designated cancer research center, relating to Wistar’s chimeric endocrine receptor targeted therapy technology. We have initially focused on the development of ~~these~~a ~~condensed~~treatment ~~consolidated~~for ~~financial~~ovarian ~~statements~~cancer, but we also may pursue applications of the technology for the development of treatments for additional solid tumors. The license agreement requires Certainty to make certain cash and equity payments to Wistar upon achievement of specific development milestones. With respect to Certainty’s equity obligations to Wistar, Certainty issued to Wistar shares of its common stock equal to five percent (5%) of the common stock of Certainty, such equity stake subject to dilution by further funding of Certainty’s activities by the Company. Due to such Company funding, Wistar’s equity stake in Certainty was 4.3% as of January 31, 2025.

5Certainty, in collaboration with the H. Lee Moffitt Cancer Center and Research Institute, Inc. (“Moffitt”), has begun human clinical testing of the CAR-T technology licensed by Certainty from Wistar aimed initially at treating ovarian cancer. After receiving authorization from the FDA, we commenced enrollment of patients in a Phase 1 clinical trial and treated the first patient in August 2022. Further, in May 2023 and August 2023, we treated the second and third patients in the trial, respectively, at the same dose level as the first patient, and the treatment was well-tolerated by the patients. In February 2024, May 2024 and June 2024, we treated the three patients, respectively, of the second dose cohort, where the patients were administered a three-times higher dose of cells than the patients in the first cohort. The treatment at this dose level has also been well-tolerated by the patients. While the dose levels in the first two cohorts were expected to be sub-therapeutic, two of the six patients exhibited some anecdotal signs of efficacy. Both have shown possible signs of tumor necrosis, and one is still alive nearly 2 years past initial treatment. In the case of this patient, due to the encouraging results with her initial treatment, we sought single patient Investigational New Drug (“IND”) application permission from the FDA to re-dose her. This re-dosing was approved by the FDA, and we administered her second treatment in October 2024. This second treatment appears to have been well-tolerated by the patient. From November 2024 to February 2025, we treated three patients in the third dose cohort, where they were administered a ten-times higher dose of cells than the patients in the first dose cohort. Consistent with the lower dose cohorts, the treatment appears to have been well-tolerated by the patients. As of March 11, 2025, we are preparing to enroll patients in the 4th dose cohort, where we will be administering a 30-times higher dose than the original dose cohort.

~~ANIXA~~This study is a dose-escalation ~~BIOSCIENCES~~trial with two arms based on route of delivery—intraperitoneal or intravenous—to determine the maximum tolerated dose in patients with recurrent epithelial ovarian cancer and to assess persistence, ~~INC~~expansion and efficacy of the modified T cells. ~~AND~~The ~~SUBSIDIARIES~~study is being conducted at Moffitt and will consist of up to 24 to 48 patients who have received at least two prior lines of chemotherapy. The study is estimated to be completed in two to three years depending on multiple factors including when the maximum tolerated dose is reached, the rate of patient enrollment, the significance of efficacy data and how long we maintain the two different delivery methods.

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS~~5

We hold an exclusive worldwide, royalty-bearing license to use certain intellectual property owned or controlled by The Cleveland Clinic Foundation (~~UNAUDITED~~“Cleveland Clinic”) relating to certain breast cancer vaccine technology developed at Cleveland Clinic. The license agreement requires us to make certain cash payments to Cleveland Clinic upon achievement of specific development milestones. Utilizing this technology, we are working in collaboration with Cleveland Clinic to develop a method to vaccinate women against breast cancer, focused initially on TNBC. The focus of this vaccine is a specific protein, α-lactalbumin, that is only expressed during lactation in a healthy woman’s mammary tissue. This protein disappears when the woman is no longer lactating, but reappears in many forms of breast cancer, especially TNBC. Studies have shown that vaccinating against this protein prevents breast cancer in mice.

In October 2021, following the U.S. Food and Drug Administration’s (“FDA”) authorization to proceed, we commenced dosing patients in a Phase 1 clinical trial of our breast cancer vaccine. This study, which is being fully funded by a U.S. Department of Defense grant to Cleveland Clinic, ~~BUSINESS~~is ~~AND~~a ~~FUNDING~~multiple-ascending dose Phase 1 trial to determine the maximum tolerated dose (“MTD”) of the vaccine in patients with early-stage, triple-negative breast cancer as well as monitor immune response. The study is being conducted at Cleveland Clinic. During the course of the Phase 1 study, participants will receive three vaccinations, each two weeks apart, and will be closely monitored for side effects and immune response. The first segment of the study, Phase 1a, will consist of approximately 24 patients who have completed treatment for early-stage, triple-negative breast cancer within the past three years and are currently tumor-free but at high risk for recurrence. Studies show that 42% of TNBC patients will have a recurrence of their cancer, with most of the recurrences occurring in the first two to three years after standard of care treatment. In January 2023, the number of participants in each dose cohort was expanded, and as of August 2023, we had completed vaccinating all patients in these expanded cohorts. In December 2023, we presented the immunological data collected to date at the San Antonio Breast Cancer Symposium. The data presented show that in the vaccinated women who had been tested to date, various levels of antigen-specific T cell responses were observed at all dose levels. Subsequently, we began vaccinating participants in additional dose cohorts at varying dose levels of the different key components of the vaccine. Further, in November 2023, we commenced vaccination of participants in the second segment of the trial, Phase 1b, that includes participants who have never had cancer, but carry certain mutations in genes such as BRCA1, BRCA2 or PALB2, that indicate a greater risk of developing TNBC in the future, and have elected to have a prophylactic mastectomy. Finally, in January 2024, we commenced vaccination of participants in the third segment of the trial, Phase 1c, that includes post-operative TNBC patients that have residual disease following treatment and are currently undergoing treatment with pembrolizumab (Keytruda®). In November 2024, we presented the most recent data from each of the three arms of the trial at the Society for Immunotherapy of Cancer (SITC) Annual Meeting. Key findings presented include i) patients exhibited antigen-specific immune responses at all dose levels and in all three patient groups (Phase 1a, 1b and 1c), ii) patients receiving our vaccine in combination with Keytruda are not showing any additional or more severe adverse side effects, and iii) no adverse side effects were seen other than varying degrees of injection site irritation. These findings are promising, and as we continue the Phase 1 trial, we are preparing to initiate a Phase 2 clinical trial in the neo-adjuvant setting (pre-surgery) to determine possible therapeutic effect of the vaccine. We anticipate commencing the Phase 2 trial in 2025.

~~Description~~We hold an exclusive worldwide, royalty-bearing license to use certain intellectual property owned or controlled by Cleveland Clinic relating to certain ovarian cancer vaccine technology. The license agreement requires us to make certain cash payments to Cleveland Clinic upon achievement of ~~Business~~specific development milestones. This technology pertains to among other things, the use of vaccines for the treatment or prevention of ovarian cancers which express the anti-Mullerian hormone receptor 2 protein containing an extracellular domain (“AMHR2-ED”). In healthy tissue, this protein regulates growth and development of egg-containing follicles in the ovary. While expression of AMHR2-ED naturally and markedly declines during menopause, this protein is expressed at high levels in the ovaries of postmenopausal women with ovarian cancer. Researchers at Cleveland Clinic believe that a vaccine targeting AMHR2-ED could prevent the occurrence of ovarian cancer.

~~As used~~In ~~herein,~~May ~~“we~~2021,” ~~“us,”~~Cleveland “Clinic was granted acceptance for our,” ovarian cancer vaccine technology into the National Cancer Institute’s (“~~Company~~NCI”) orPREVENT program. The NCI is a part of the National Institutes of Health (“~~Anixa~~NIH”). ~~means~~The ~~Anixa~~PREVENT ~~Biosciences,~~program is a peer-reviewed agent development ~~Inc~~program designed to support pre-clinical development of innovative interventions and biomarkers for cancer prevention and interception towards clinical trials. The scientific and ~~its~~financial ~~consolidated~~resources ~~subsidiaries~~of ~~unless~~the ~~otherwise~~PREVENT ~~indicated~~program are being used for our ovarian cancer vaccine technology to perform virtually all pre-clinical research and development, manufacturing and IND enabling studies. This work is being performed at NCI facilities, by NCI scientific staff and with NCI financial resources and will require no material financial expenditures by the Company, nor the payment of any future consideration by the Company to NCI.

Anixa Biosciences, Inc. is a biotechnology company developing vaccines and therapies that are focused on critical unmet needs in oncology. Our vaccine programs include (i) the development of a vaccine against breast cancer, initially focused on triple negative breast cancer (“TNBC”), the most lethal form of breast cancer, (ii) the development of a vaccine against ovarian cancer, and (iii) a vaccine discovery program utilizing the same mechanism as our breast and ovarian cancer vaccines, to develop additional cancer vaccines to address many intractable cancers, including high incidence malignancies in lung, colon and prostate. Our therapeutics programs include (i) the development of a chimeric endocrine receptor T cell therapy, a novel form of chimeric antigen receptor T cell (“CAR-T”) technology, initially focused on treating ovarian cancer, which is being developed at our subsidiary, Certainty Therapeutics, Inc. (“Certainty”), and (ii) until March 2023, the development of anti-viral drug candidates for the treatment of Covid-19.6

~~We hold~~In anMay ~~exclusive worldwide~~2024, ~~royalty-bearing~~based ~~license~~on tothe ~~use~~positive clinical ~~certain~~results ~~intellectual~~to ~~property~~date ~~owned~~in orthe ~~controlled~~development byof ~~The~~our ~~Cleveland~~breast ~~Clinic Foundation~~cancer ~~(“Cleveland~~vaccine, ~~Clinic”)~~we ~~relating~~entered tointo ~~certain~~a ~~breast~~Joint ~~cancer~~Development ~~vaccine~~and ~~technology~~Option ~~developed~~Agreement at with Cleveland Clinic. ~~The~~to ~~license agreement~~collaborate ~~requires~~in usefforts to ~~make~~develop ~~certain~~additional ~~cash~~vaccines ~~payments~~for tothe ~~Cleveland~~prevention ~~Clinic~~or ~~upon~~treatment ~~achievement~~ of ~~specific~~cancers. ~~development~~Working ~~milestones.~~with ~~Utilizing~~Cleveland ~~this~~Clinic ~~technology~~researchers, we are ~~working~~focusing inon ~~collaboration~~the ~~with~~same ~~Cleveland~~novel ~~Clinic~~scientific tomechanism ~~develop~~as ain ~~method~~our tobreast ~~vaccinate~~and ~~women~~ovarian ~~against contracting breast~~ cancer, ~~focused initially on TNBC. The focus of this vaccine is a specific protein~~vaccines, ~~α-lactalbumin,~~and ~~that~~working ~~is only expressed during~~to ~~lactation~~discover inadditional aretired ~~healthy~~proteins ~~woman’s~~that ~~mammary~~may ~~tissue.~~be ~~This~~associated ~~protein~~with ~~disappears~~other ~~when the woman is no longer lactating, but reappears in many~~ forms of ~~breast~~ cancer, ~~especially~~specifically ~~TNBC.~~high ~~Studies~~incidence ~~have~~malignancies ~~shown~~in ~~that~~the lung, ~~vaccinating~~colon ~~against~~and ~~this protein prevents breast cancer in mice~~prostate.

~~In October~~Over ~~2021, following~~ the ~~U.S.~~next ~~Food~~several ~~and Drug Administration’s (“FDA”) authorization to proceed~~quarters, we ~~commenced dosing~~expect ~~patients~~the indevelopment ~~a Phase 1 clinical trial~~ of our ~~breast~~therapeutics ~~cancer~~and ~~vaccine.~~vaccines ~~This study, which is being fully funded by a U.S. Department of Defense grant~~ to Cleveland Clinic, is a multiple-ascending dose Phase 1 trial to determine the maximum tolerated dose (“MTD”) of the vaccine in patients with early-stage, triple-negative breast cancer as well as monitor immune response. The study is being conducted at Cleveland Clinic. During the course of the Phase 1 study, participants will receive three vaccinations, each two weeks apart, and will be ~~closely monitored for side effects and immune response. The first segment of~~ the ~~study,~~ ~~Phase~~primary ~~1a,~~focus ~~will consist~~ of ~~approximately 24 patients who have completed treatment for early-stage, triple-negative breast cancer within~~ the ~~past three years and are currently tumor-free but at high risk for recurrence~~Company. ~~Studies~~As ~~show~~part ~~that 42%~~ of ~~TNBC patients~~our ~~will~~legacy ~~have a recurrence of their cancer~~operations, ~~with most of~~ the ~~recurrences occurring in the first two to three years after~~ ~~standard~~Company ofremains ~~care~~engaged ~~treatment. In January 2023, the number of participants~~ in ~~each~~limited ~~dose~~patent ~~cohort~~licensing ~~was~~activities ~~expanded, and as~~ of ~~August~~its ~~2023,~~various ~~we had~~patent ~~completed~~portfolios. ~~vaccinating~~We ~~all~~do ~~patients~~not inexpect these ~~expanded~~activities ~~cohorts. In December 2023, we presented the immunological data collected~~ to ~~date~~be ata ~~the~~significant ~~San~~part ~~Antonio Breast Cancer Symposium. The data presented show that in the vaccinated women who had been tested to date, various levels~~ of ~~antigen-specific T cell responses were observed at all dose levels. Subsequently, we began vaccinating participants in additional dose cohorts at varying dose levels of~~ the ~~different~~Company’s ~~key~~ongoing ~~components~~operations ofnor ~~the~~do ~~vaccine. Further, in November 2023,~~ we ~~commenced~~expect ~~vaccination~~these ofactivities ~~participants~~to inrequire ~~the~~material ~~second~~financial ~~segment of the trial, Phase 1b, that includes participants who have~~resources ~~never had cancer, but carry certain mutations in genes such as BRCA1, BRCA2~~ or ~~PALB2,~~attention ~~that indicate a greater risk~~ of ~~developing TNBC~~senior ~~in the future, and have elected to have a prophylactic mastectomy~~management. Finally, in January 2024, we commenced vaccination of participants in the third segment of the trial, Phase 1c, that includes post-operative TNBC patients that have residual disease following treatment and are currently undergoing treatment with pembrolizumab (Keytruda®). We anticipate presenting the most recent data from each of the three arms of the trial at the Society for Immunotherapy of Cancer (SITC) Annual Meeting in November 2024.

6Over the past several years, our revenue was derived from technology licensing and the sale of patented technologies, including revenue from the settlement of litigation. We have not generated any revenue to date from our vaccine or therapeutics programs. In addition, while we pursue our vaccine and therapeutics programs, we may also make investments in and form new companies to develop additional emerging technologies. We do not expect to begin generating revenue with respect to any of our current vaccine or therapy programs in the near term. We hope to achieve a profitable outcome by eventually licensing our technologies to large pharmaceutical companies that have the resources and infrastructure in place to manufacture, market and sell our technologies as vaccines or therapeutics. The eventual licensing of any of our technologies may take several years, if it is to occur at all, and may depend on positive results from human clinical trials.

~~We hold~~Funding an exclusive worldwide, royalty-bearing license to use certain intellectual property owned or controlled by Cleveland Clinic relating to certain ovarian cancer vaccine technology. The license agreement requires us to make certain cash payments to Cleveland Clinic upon achievement of specific development milestones. This technology pertains to among other things, the use of vaccines for the treatment or prevention of ovarian cancers which express the anti-Mullerian hormone receptor 2 protein containing an extracellular domain (“AMHR2-ED”). In healthy tissue, this protein regulates growth and ~~development~~Management’s of egg-containing follicles in the ovary. While expression of AMHR2-ED naturally and markedly declines during menopause, this protein is expressed at high levels in the ovaries of postmenopausal women with ovarian cancer. Researchers at Cleveland Clinic believe that a vaccine targeting AMHR2-ED could prevent the occurrence of ovarian cancer.Plans

InBased on currently available information as of March 11, 2025, we believe ~~May~~that ~~2021~~our existing cash, ~~Cleveland~~cash ~~Clinic~~equivalents ~~was~~and ~~granted~~short-term ~~acceptance~~investments ~~for~~will ~~our~~be ~~ovarian~~sufficient ~~cancer~~to ~~vaccine~~fund ~~technology~~our ~~into~~activities ~~the~~for ~~National~~at ~~Cancer~~least ~~Institute’s (“NCI”)~~the ~~PREVENT~~next ~~program~~twelve months. The ~~NCI~~Company had approximately $18,686,000 of total current assets at January 31, 2025 compared to approximately $21,362,000 at October 31, 2024 which is a ~~part~~reduction of approximately $2,676,000 for the ~~National~~three ~~Institutes~~months ofended ~~Health~~January ~~(“NIH”)~~31, 2025. ~~The~~Therefore, ~~PREVENT~~the ~~program~~Company isbelieves athat ~~peer-reviewed~~it ~~agent~~has ~~development~~sufficient ~~program~~cash, ~~designed~~cash toequivalents ~~support~~and ~~pre~~short-~~clinical~~term ~~development~~investments ofto ~~innovative~~operate ~~interventions~~its ~~and~~business, ~~biomarkers~~as currently contemplated, for ~~cancer~~significantly ~~prevention~~longer ~~and~~than ~~interception~~12 ~~towards~~months ~~clinical~~from ~~trials~~the date of this Report. ~~The~~We ~~scientific~~have ~~and~~implemented ~~financial~~a ~~resources~~business ofmodel ~~the~~that ~~PREVENT~~conserves ~~program~~funds ~~are~~by ~~being~~collaborating ~~used~~with ~~for~~third ~~our~~parties ~~ovarian~~to ~~cancer~~develop ~~vaccine~~our ~~technology~~technologies. toDuring ~~perform~~the ~~virtually~~three ~~all~~months ~~pre-clinical~~ended ~~research~~January ~~and~~31, ~~development~~2025, ~~manufacturing~~we ~~and~~did ~~Investigational New~~not ~~Drug~~issue ~~(“IND”)~~any ~~application~~shares ~~enabling~~under ~~studies.~~our at-the-market ~~This~~equity ~~work~~offering. isUnder ~~being~~our ~~performed~~ at-the-market ~~NCI~~equity ~~facilities~~program, bywhich ~~NCI~~is ~~scientific~~currently ~~staff~~effective and ~~with~~ ~~NCI~~may ~~financial~~remain ~~resources~~available ~~and~~for ~~will~~us ~~require~~to use noin ~~material~~the ~~financial~~future, ~~expenditures~~as byof ~~the~~January ~~Company~~31, ~~nor~~2025, ~~the~~we ~~payment~~may ofsell ~~any~~approximately ~~future~~$97 million ~~consideration by~~of ~~the~~common ~~Company to NCI~~stock.

In May 2024, based on the positive clinical results to date in the development of our breast cancer vaccine, we entered into a Joint Development and Option Agreement with Cleveland Clinic to collaborate in efforts to develop additional vaccines for the prevention or treatment of cancers. Working with Cleveland Clinic researchers, we will focus on the same novel scientific mechanism as in our breast and ovarian cancer vaccines, and work to discover additional retired proteins that may be associated with other forms of cancer, specifically high incidence malignancies in the lung, colon and prostate.7

~~Our subsidiary, Certainty, is developing immuno-therapy drugs against cancer~~2. ~~Certainty~~SIGNIFICANT ~~holds~~ACCOUNTING an exclusive worldwide, royalty-bearing license to use certain intellectual property owned or controlled by The Wistar Institute (“Wistar”), the nation’s first independent biomedical research institute and a leading NCI designated cancer research center, relating to Wistar’s chimeric endocrine receptor targeted therapy technology. We have initially focused on the development of a treatment for ovarian cancer, but we also may pursue applications of the technology for the development of treatments for additional solid tumors. The license agreement requires Certainty to make certain cash and equity payments to Wistar upon achievement of specific development milestones. With respect to Certainty’s equity obligations to Wistar, Certainty issued to Wistar shares of its common stock equal to five percent (5%) of the common stock of Certainty, such equity stake subject to dilution by further funding of Certainty’s activities by the Company. Due to such Company funding, Wistar’s equity stake in Certainty was 4.4% as of July 31, 2024.POLICIES

~~Certainty, in~~Basis ~~collaboration with the H. Lee Moffitt Cancer Center and Research Institute, Inc. (“Moffitt”), has begun human clinical testing~~ of the CAR-T technology licensed by Certainty from Wistar aimed initially at treating ovarian cancer. After receiving authorization from the FDA, we commenced enrollment of patients in a Phase 1 clinical trial and treated the first patient in August 2022. Further, in May 2023 and August 2023, we treated the second and third patients in the trial, respectively, at the same dose level as the first patient, and the treatment was well-tolerated by the patients. In February 2024, May 2024 and June 2024, we treated the three patients, respectively, of the second dose cohort, where the patients were administered a three-times higher dose of cells than the patients in the first cohort. The treatment appears to have been well-tolerated by the patients. While the dose levels in the first two cohorts were expected to be sub-therapeutic, two of the six patients treated to date are exhibiting some anecdotal signs of efficacy. Both have shown signs of tumor necrosis, and one is more than 16 months past initial treatment. In the case of this patient, due to the encouraging results with her initial treatment, we sought single patient IND permission from the FDA to re-dose her. This re-dosing has been approved by the FDA, and we anticipate administering her second treatment in the coming weeks.Presentation

~~This~~The accompanying unaudited condensed ~~study~~consolidated isfinancial astatements ~~dose-escalation~~have ~~trial~~been prepared in accordance with ~~two~~generally ~~arms~~accepted ~~based~~accounting onprinciples ~~route~~in the United States of ~~delivery—intraperitoneal~~America or(“US ~~intravenous—to~~GAAP”) ~~determine~~for interim financial information and with the instructions to Form 10-Q and Rule 8-03 of Regulation ~~maximum~~S-X. ~~tolerated~~Accordingly, ~~dose~~certain information and disclosures required by generally accepted accounting principles in ~~patients~~annual financial statements have been omitted or condensed. These interim condensed consolidated financial statements should be read in conjunction with ~~recurrent~~the ~~epithelial~~audited consolidated ~~ovarian~~financial ~~cancer~~statements and torelated ~~assess~~disclosures ~~persistence,~~included ~~expansion~~in ~~and~~our ~~efficacy~~Annual ofReport on Form 10-K for the ~~modified~~ Tfiscal ~~cells~~year ended October 31, 2024. The ~~study~~accompanying isOctober ~~being~~31, ~~conducted~~2024 atcondensed ~~Moffitt~~consolidated ~~and~~balance ~~will~~sheet ~~consist~~data ofwas upderived tofrom 24the toaudited 48financial ~~patients~~statements but ~~who~~does ~~have~~not ~~received~~include atall ~~least~~disclosures ~~two prior~~required ~~lines~~by ofUS ~~chemotherapy~~GAAP. The ~~study~~condensed isconsolidated ~~estimated~~financial tostatements beinclude ~~completed~~all adjustments of a normal recurring nature which, in ~~two~~the toopinion ~~four~~of ~~years~~management, ~~depending~~are onnecessary ~~multiple~~for ~~factors~~a ~~including~~fair ~~when the~~statement ~~maximum~~of ~~tolerated~~our ~~dose~~financial isposition ~~reached~~as of January 31, ~~the~~2025, ~~rate~~and results of ~~patient~~operations ~~enrollment,~~and cash flows for the ~~significance~~interim periods represented. The results of ~~efficacy~~operations ~~data~~for ~~and~~the ~~how~~three ~~long~~months ended weJanuary ~~maintain~~31, 2025 are not necessarily indicative of the ~~two~~ ~~different~~results ~~delivery~~to ~~methods~~be expected for the year.

7Noncontrolling Interest

~~Over the~~Noncontrolling ~~next~~interest ~~several~~represents Wistar’s ~~quarters,~~equity weownership ~~expect~~in ~~the~~Certainty ~~development of our vaccines~~ and ~~therapeutics~~is topresented beas ~~the~~a ~~primary~~component ~~focus~~ of ~~the Company~~equity. AsThe ~~part of~~following ~~our~~table ~~legacy~~sets ~~operations,~~forth the ~~Company~~changes ~~remains engaged~~ in ~~limited patent licensing activities of its various patent portfolios. We do~~ ~~not~~noncontrolling ~~expect~~interest ~~these~~for ~~activities to be a significant part of~~ the ~~Company’s~~three ~~ongoing~~months ~~operations~~ended ~~nor~~January do31, we2025 ~~expect~~(in ~~these activities to require material financial resources or attention of senior management.~~thousands):

~~Over the~~ SCHEDULE ~~past~~OF ~~several~~CHANGES ~~years,~~IN ~~our~~NONCONTROLLING revenue was derived from technology licensing and the sale of patented technologies, including revenue from the settlement of litigation. We have not generated any revenue to date from our vaccine or therapeutics programs. In addition, while we pursue our vaccine and therapeutics programs, we may also make investments in and form new companies to develop additional emerging technologies. We do not expect to begin generating revenue with respect to any of our current vaccine or therapy programs in the near term. We hope to achieve a profitable outcome by eventually licensing our technologies to large pharmaceutical companies that have the resources and infrastructure in place to manufacture, market and sell our technologies as vaccines or therapeutics. The eventual licensing of any of our technologies may take several years, if it is to occur at all, and may depend on positive results from human clinical trials.INTEREST

Funding and Management’s Plans

Balance, October 31, 2024	$	(1,110	)
Net loss attributable to noncontrolling interest		(29	)
Balance, January 31, 2025	$	(1,139	)

~~Based on~~Revenue currently available information as of September 6, 2024, we believe that our existing cash, cash equivalents, short-term investments and expected cash flows will be sufficient to fund our activities for at least the next twelve months. The Company has approximately $20,745,000 of cash, cash equivalents, and short-term investments at July 31, 2024 compared to approximately $23,844,000 at October 31, 2023 which is a reduction of approximately $3,099,000 during the nine months ended July 31, 2024. Therefore, the Company believes that it has sufficient cash, cash equivalents, and short-term investments to operate its business, as currently contemplated, for significantly longer than 12 months from the date of this Report. We have implemented a business model that conserves funds by collaborating with third parties to develop our technologies. During the nine months ended July 31, 2024, we raised approximately $2,984,000, net of expenses, through an at-the-market equity offering of 785,290 shares of common stock, under which offering we may issue up to $100 million of common stock. Under our at-the-market equity program, which is currently effective and may remain available for us to use in the future, as of July 31, 2024, we may sell an additional approximately $97 million of common stock. Recognition

2Our revenue has been derived solely from technology licensing and the sale of patented technologies. Revenue is recognized upon transfer of control ~~SIGNIFICANT~~of ~~ACCOUNTING~~intellectual ~~POLICIES~~property rights and satisfaction of other contractual performance obligations to licensees in an amount that reflects the consideration we expect to receive.

~~Basis~~Our revenue recognition policy requires us to make certain judgments and estimates in connection with the accounting for revenue. Such areas may include determining the existence of ~~Presentation~~a contract and identifying each party’s rights and obligations to transfer goods and services, identifying the performance obligations in the contract, determining the transaction price and allocating the transaction price to separate performance obligations, estimating the timing of satisfaction of performance obligations, determining whether a promise to grant a license is distinct from other promised goods or services and evaluating whether a license transfers to a customer at a point in time or over time.

~~The~~Our revenue ~~accompanying~~arrangements ~~unaudited~~provide ~~condensed~~for ~~consolidated~~the ~~financial~~payment, ~~statements~~within ~~have~~30 ~~been~~days ~~prepared~~of inexecution ~~accordance~~of ~~with generally accepted accounting principles in~~ the ~~United~~agreement, ~~States~~ of ~~America~~contractually ~~(“US~~determined, ~~GAAP”)~~one-time, ~~for~~paid-up ~~interim~~license fees ~~financial~~in ~~information~~settlement ~~and~~of ~~with~~litigation ~~the~~and ~~instructions~~in toconsideration ~~Form 10-Q~~for ~~and~~the ~~Rule~~grant ~~8-03~~ of ~~Regulation S-X. Accordingly,~~ certain ~~information~~intellectual ~~and~~property ~~disclosures~~rights ~~required~~for bypatented ~~generally~~technologies owned ~~accepted~~or ~~accounting~~controlled ~~principles in~~by ~~annual~~the ~~financial~~Company. ~~statements~~These ~~have~~arrangements ~~been~~typically ~~omitted~~include orsome ~~condensed.~~combination ~~These~~of ~~interim~~the ~~condensed~~following: ~~consolidated~~(i) ~~financial~~the ~~statements~~grant ~~should~~of bea ~~read~~non-exclusive, inretroactive ~~conjunction~~and ~~with~~future ~~the~~license ~~audited~~to ~~consolidated~~manufacture ~~financial~~and/or ~~statements~~sell ~~and~~products ~~related~~covered ~~disclosures~~by ~~included~~patented intechnologies ~~our~~owned ~~Annual~~or ~~Report~~controlled onby ~~Form~~the ~~10-K~~Company, ~~for~~(ii) ~~the~~a ~~fiscal~~covenant-not-to-sue, ~~year~~(iii) ~~ended~~the ~~October~~release ~~31,~~of ~~2023.~~the ~~The~~licensee ~~accompanying~~from ~~October~~certain 31claims, ~~2023~~and ~~condensed~~(iv) ~~consolidated~~the ~~balance~~dismissal ~~sheet~~of ~~data~~any ~~was~~pending ~~derived~~litigation. ~~from~~In ~~the~~such ~~audited~~instances, ~~financial~~the ~~statements~~intellectual ~~but~~property ~~does~~rights ~~not~~granted ~~include~~have ~~all~~been ~~disclosures~~perpetual ~~required~~in bynature, USextending ~~GAAP.~~until ~~The~~the ~~condensed~~expiration ~~consolidated~~of ~~financial~~the ~~statements~~related ~~include~~patents. ~~all~~Pursuant ~~adjustments~~to the terms of athese ~~normal~~agreements, ~~recurring~~we ~~nature~~have ~~which,~~no infurther ~~the~~obligations ~~opinion~~with ofrespect ~~management,~~to ~~are~~the ~~necessary~~granted ~~for~~intellectual aproperty ~~fair~~rights, including ~~statement~~no ofobligation ~~our~~to ~~financial position~~maintain asor ofupgrade ~~July~~the 31technology, ~~2024,~~or ~~and~~provide ~~results~~future ofsupport ~~operations~~or ~~and~~services. ~~cash~~Licensees ~~flows~~obtained ~~for~~control of the intellectual ~~interim~~property ~~periods~~rights ~~represented.~~they ~~The~~have ~~results~~acquired ofupon ~~operations for~~execution of the ~~three~~agreement. ~~and~~Accordingly, ~~nine~~the ~~months~~performance ~~ended~~obligations ~~July~~from ~~31,~~these ~~2024~~agreements were ~~are~~satisfied ~~not~~and ~~necessarily~~100% ~~indicative~~ of the ~~results~~revenue towas berecognized ~~expected~~upon ~~for~~the execution of the ~~year~~agreements.

8Cost of Revenues

~~Noncontrolling~~Cost of revenues include the costs ~~Interest~~and expenses incurred in connection with our patent licensing and enforcement activities, including inventor royalties paid to original patent owners, contingent legal fees paid to external counsel, other patent-related legal expenses paid to external counsel, licensing and enforcement related research and consulting and other expenses paid to third-parties. These costs are included under the caption “Operating costs and expenses” in the accompanying consolidated statements of operations.

Noncontrolling interest represents Wistar’s equity ownership in Certainty and is presented as a component of equity. The following table sets forth the changes in noncontrolling interest for the nine months ended July 31, 2024 (in thousands):8

~~SCHEDULE OF~~Research ~~CHANGES~~and INDevelopment ~~NONCONTROLLING INTEREST~~ Expenses

Balance, October 31, 2023	$	(966	)
Net loss attributable to noncontrolling interest		(114	)
Balance, July 31, 2024	$	(1,080	)

Research and development expenses consist primarily of employee compensation, payments to third parties for research and development activities and other direct costs associated with developing our therapeutics and vaccines. We recognize research and development expenses as incurred. Advance payments for future research and development activities are deferred and expensed as the services are performed. We recognize our preclinical studies and clinical trial expenses based on the services performed pursuant to contracts with research institutions, clinical research organizations (“CROs”), clinical manufacturing organizations (“CMOs”), and other parties that conduct and manage various stages of research and development activities on our behalf. Fees for such services are recognized based on management’s estimates after considering the activities and tasks completed by each service provider in a given period, the time period over which services are expected to be performed, and the level of effort expended in each reporting period.

~~Revenue~~At each ~~Recognition~~balance sheet date, management estimates prepaid and accrued research and development costs by discussing progress or stage of completion of activities with internal personnel and external service providers, and comparing this information to payments made, invoices received, and the agreed-upon contractual fee to be paid for such services in the applicable contract or statements of work.

~~Our~~In addition, ~~revenue~~we ~~has~~allocate ~~been~~certain ~~derived~~internal ~~solely~~compensation ~~from~~costs ~~technology~~to ~~licensing~~research and ~~the~~development ~~sale~~expenses ofbased ~~patented~~on ~~technologies.~~management’s ~~Revenue~~estimates isof ~~recognized~~each ~~upon transfer~~employee’s oftime ~~control of intellectual property rights~~ and ~~satisfaction~~effort ~~of other contractual performance obligations to licensees in an amount that reflects the consideration we expect to receive~~expended.

~~Our revenue~~Investment recognition policy requires us to make certain judgments and estimates in connection with the accounting for revenue. Such areas may include determining the existence of a contract and identifying each party’s rights and obligations to transfer goods and services, identifying the performance obligations in the contract, determining the transaction price and allocating the transaction price to separate performance obligations, estimating the timing of satisfaction of performance obligations, determining whether a promise to grant a license is distinct from other promised goods or services and evaluating whether a license transfers to a customer at a point in time or over time.Policy

~~Our revenue~~The arrangements provide for the payment, within 30 days of execution of the agreement, of contractually determined, one-time, paid-up license fees in settlement of litigation and in consideration for the grant of certain intellectual property rights for patented technologies owned or controlled by the Company.’s ~~These arrangements typically include some combination of the following: (i) the grant of a non-exclusive,~~investment ~~retroactive~~policy ~~and~~is ~~future~~designed ~~license~~ to ~~manufacture~~optimize ~~and/or~~returns ~~sell~~while ~~products~~managing ~~covered~~risk ~~by patented technologies owned or controlled by the Company, (ii) a covenant-not-to-sue, (iii) the release of the licensee from certain claims,~~ and ~~(iv) the dismissal of any pending litigation~~liquidity. In ~~such~~The ~~instances,~~policy ~~the~~allows ~~intellectual~~for ~~property~~investments ~~rights granted have been perpetual~~ in ~~nature,~~a ~~extending~~diversified ~~until~~range ~~the expiration~~ of ~~the related~~ ~~patents.~~financial ~~Pursuant to the terms of these agreements~~instruments, ~~we have no further obligations with respect to the granted intellectual property rights,~~ including ~~no obligation to maintain or upgrade the technology, or provide future support or services~~U.S. ~~Licensees~~government ~~obtained~~debt ~~control of~~securities ~~the~~with ~~intellectual~~fixed ~~property~~maturities ~~rights~~and ~~they~~contractual ~~have~~cash ~~acquired upon execution of the agreement. Accordingly~~flows, ~~the~~as ~~performance~~well ~~obligations~~as ~~from~~alternative ~~these~~investments ~~agreements~~such ~~were~~as ~~satisfied~~Bitcoin and ~~100%~~Bitcoin-based ofexchange ~~the~~traded ~~revenue~~funds ~~was~~(collectively, ~~recognized upon~~ the ~~execution~~“Bitcoin ~~of the agreements~~Assets”).

~~Cost~~The Company acquires U.S. government debt securities that it has the positive intent and ability to hold to maturity. These securities are recorded at amortized cost, net of ~~Revenues~~any applicable discount which is amortized to interest income, and are accounted for as held-to-maturity securities. The Company’s Bitcoin Assets are measured at fair value based on quoted prices on active exchanges. The Company recognizes changes in the fair value of Bitcoin Assets as gains or losses in the statement of operations during the period in which they occur.

~~Cost of~~3. revenues include the costs and expenses incurred in connection with our patent licensing and enforcement activities, including inventor royalties paid to original patent owners, contingent legal fees paid to external counsel, other patentSTOCK-~~related~~BASED legal expenses paid to external counsel and licensing and enforcement related research, consulting and other expenses paid to third-parties. These costs are included under the caption “Operating costs and expenses” in the accompanying condensed consolidated statements of operations.COMPENSATION

9The Company maintains stock equity incentive plans under which the Company may grant incentive stock options, non-qualified stock options, stock appreciation rights, stock awards, performance awards, or stock units to employees, directors and consultants.

~~Research and~~Stock ~~Development~~Option ~~Expenses~~Compensation Expense

~~Research and~~We ~~development~~account ~~expenses~~for ~~consist~~stock ~~primarily~~options ofgranted to ~~employee compensation~~employees, ~~payments~~directors ~~to third parties for research~~ and ~~development~~consultants ~~activities and~~using ~~other~~the ~~direct~~accounting ~~costs~~guidance ~~associated~~in ~~with~~ASC ~~developing~~718, ~~our~~Stock ~~therapeutics and vaccines~~Compensation. We ~~recognize~~estimate ~~research and development expenses as incurred. Advance payments for future research and development activities are deferred and expensed as~~ the ~~services~~fair ~~are~~value ~~performed.~~of ~~We recognize~~service-based ~~our~~stock ~~preclinical~~options ~~studies and clinical trial expenses based~~ on the ~~services~~date ~~performed~~of ~~pursuant to contracts with research institutions~~grant, ~~clinical~~ ~~research~~using ~~organizations~~the ~~(“CROs”),~~Black-Scholes ~~clinical~~pricing ~~manufacturing organizations (“CMOs”)~~model, and ~~other~~recognize ~~parties~~compensation ~~that conduct~~expense ~~and~~over ~~manage~~the ~~various~~requisite ~~stages~~service period of ~~research~~the ~~and development activities on our behalf~~grant. ~~Fees~~We ~~for~~recorded ~~such services are recognized~~ stock-based ~~on management’s~~compensation ~~estimates~~expense ~~after~~related ~~considering~~to ~~the activities and tasks completed by each~~ service-based ~~provider~~stock inoptions agranted ~~given~~to ~~period,~~employees ~~the~~and ~~time~~directors ~~period~~of ~~over~~approximately ~~which~~$1,031,000 ~~services~~and ~~are expected to be performed~~$1,108,000 ~~and~~during the ~~level~~three ofmonths ~~effort~~ended ~~expended~~January in31, ~~each~~2025 ~~reporting~~and ~~period~~2024.

~~Investment~~The compensation cost for service-based ~~Policy~~stock options granted to consultants is measured at the grant date, based on the fair value of the award using the Black-Scholes pricing model, and is expensed on a straight-line basis over the requisite service period (the vesting period of the stock option) which is one to three years. We recorded stock-based consulting expense related to stock options granted to consultants of approximately $24,000 and $56,000 during the three months ended January 31, 2025 and 2024, respectively.

The Company’s investment policy is to acquire U.S. government debt securities with fixed maturities and contractual cash flows that the Company has the positive intent and ability to hold to maturity. These securities are recorded at amortized cost, net of any applicable discount which is amortized to interest income, and are accounted for as held-to-maturity securities.9

~~3. STOCK-BASED~~Stock ~~COMPENSATION~~Option Activity

~~The~~During the three months ended ~~Company~~January ~~maintains~~31, ~~stock~~2025 ~~equity~~and ~~incentive~~2024, ~~plans~~we ~~under~~granted ~~which~~options ~~the~~to ~~Company~~purchase ~~grants~~1,355,000 ~~incentive~~shares ~~stock~~and ~~options~~1,335,000 ~~non-qualified~~shares of common stock, ~~options~~respectively, ~~stock~~to employees ~~appreciation~~and ~~rights~~consultants, ~~stock~~with ~~awards~~exercise prices ranging from $2.37 to $4.39 per share, ~~performance~~pursuant ~~awards~~to the 2018 Share Plan. During the three months ended January 31, or2025, no stock ~~units~~options were exercised. During the three months ended January 31, 2024, stock options to ~~employees~~purchase 24,000 shares ~~directors~~of ~~and~~common ~~consultants~~stock were exercised on a cash basis, with aggregate proceeds of approximately $67,000.

Stock Option ~~Compensation Expense~~Plans

~~We account~~During ~~for~~the ~~stock~~three ~~options~~months ~~granted~~ended January to31, ~~employees~~2025, ~~directors~~we ~~and~~had ~~others~~two ~~using~~stock ~~the~~option ~~accounting~~plans: ~~guidance~~the inAnixa ~~ASC 718~~Biosciences, ~~Stock Compensation (“ASC 718”)~~Inc. We2010 ~~estimate~~Share ~~the~~Incentive ~~fair~~Plan ~~value of service-based stock options on~~ (the ~~date~~“2010 ofShare ~~grant,~~Plan”) and ~~using~~ the ~~Black-Scholes~~Anixa ~~pricing model~~Biosciences, ~~and recognize~~Inc. ~~compensation~~2018 ~~expense~~Share ~~over~~Incentive ~~the~~Plan ~~requisite service period of~~ (the ~~grant.~~“2018 WeShare ~~recorded~~Plan”), ~~stock-based~~which ~~compensation~~were ~~expense~~adopted ~~related~~by ~~to service-based~~our ~~stock~~Board ~~options granted to employees and directors~~ of ~~approximately~~Directors on ~~$1,094,000~~July ~~and $1~~14,~~153,000~~ ~~during~~2010 ~~the~~and ~~three~~January ~~months ended July 31~~25, ~~2024 and 2023~~2018, respectively,. ~~and~~The ~~approximately~~2018 ~~$3,440,000~~Share ~~and~~Plan ~~$3,265,000~~was ~~during~~approved ~~the~~by ~~nine~~our ~~months~~shareholders ~~ended~~on ~~July~~March 3129, ~~2024 and 2023, respectively~~2018.

~~The compensation~~2010 ~~cost~~Share for service-based stock options granted to consultants is measured at the grant date, based on the fair value of the award using the Black-Scholes pricing model, and is expensed on a straight-line basis over the requisite service period (the vesting period of the stock option) which is one to three years. We recorded stock-based consulting expense related to stock options granted to consultants of approximately $23,000 and $47,000 during the three months ended July 31, 2024 and 2023, respectively, and approximately $101,000 and $175,000 during the nine months ended July 31, 2024 and 2023, respectively.Plan

~~Stock~~The 2010 Share Plan provided for ~~Option~~the ~~Plans~~grant of nonqualified stock options, stock appreciation rights, stock awards, performance awards and stock units to employees, directors and consultants. In accordance with the provisions of the 2010 Share Plan, the plan terminated with respect to the ability to grant future awards on July 14, 2020. Information regarding the 2010 Share Plan for the three months ended January 31, 2025 is as follows:

~~During the~~ SCHEDULE ~~three~~OF ~~and~~OPTION nine months ended July 31, 2024, we had two stock option plans: the Anixa Biosciences, Inc. 2010 Share Incentive Plan (the “2010 Share Plan”) and the Anixa Biosciences, Inc. 2018 Share Incentive Plan (the “2018 Share Plan”), which were adopted by our Board of Directors on July 14, 2010 and January 25, 2018, respectively. The 2018 Share Plan was approved by our shareholders on March 29, 2018.ACTIVITY

Stock Option Activity

	Shares		Weighted Average Exercise Price Per Share		Aggregate Intrinsic Value (in thousands)
Options outstanding at October 31, 2024		986,968	$	2.77
Options outstanding and exercisable at January 31, 2025		986,968	$	2.77	$	566

~~During the~~The ~~three~~following ~~months~~table ~~ended~~summarizes information ~~July~~about ~~31, 2024 and 2023, we did not grant any options to purchase shares of common~~ stock, ~~and during the nine months ended July 31, 2024 and 2023, we granted~~ options tooutstanding ~~purchase 1,350,000 shares~~ and ~~1,505,000~~exercisable ~~shares~~under ~~of common stock, respectively, to employees, directors and consultants, with exercise prices ranging from $3.17 to $4.39 per share, pursuant to~~ the ~~2018~~2010 Share Plan. ~~During the~~as ~~three months ended July 31, 2024, stock options to purchase 80,000 shares~~ of ~~common~~January ~~stock were exercised on a cash basis, with aggregate proceeds of approximately $194,000. During the three months ended July~~ 31, 2023, stock options to purchase 160,000 shares of common stock, of which 115,417 shares were withheld, were exercised on a cashless basis and stock options to purchase 10,446 shares of common stock were exercised on a cash basis, with aggregate proceeds of approximately $3,000. During the nine months ended July 31, 2024, stock options to purchase 123,999 shares of common stock were exercised on a cash basis, with aggregate proceeds of approximately $318,000. During the nine months ended July 31, 2023, stock options to purchase 161,111 shares of common stock, of which 116,225 shares were withheld, were exercised on a cashless basis and stock options to purchase 39,525 shares of common stock were exercised on a cash basis, with aggregate proceeds of approximately $81,000.2025:

10 SCHEDULE OF OPTIONS OUTSTANDING AND EXERCISABLE

2010 Share Plan

Range of Exercise Prices		Number Outstanding and Exercisable		Weighted Average Remaining Contractual Life (in years)		Weighted Average Exercise Price
$	0.67 - $2.27		316,000		2.5	$	1.11
$	2.58 - $3.13		251,968		1.1	$	2.93
$	3.46 - $5.30		419,000		3.2	$	3.93

~~The 2010~~2018 Share Plan provided for the grant of nonqualified stock options, stock appreciation rights, stock awards, performance awards and stock units to employees, directors and consultants. In accordance with the provisions of the 2010 Share Plan, the plan terminated with respect to the ability to grant future awards on July 14, 2020. Information regarding the 2010 Share Plan for the nine months ended Jul 31, 2024 is as follows:

~~SCHEDULE~~The OF2018 ~~OPTION~~Share ~~ACTIVITY~~ Plan provides for the grant of incentive stock options, nonqualified stock options, stock appreciation rights, stock awards, performance awards and stock units to employees, directors and consultants. As of January 31, 2025, the 2018 Share Plan had 645,000 shares available for future grants. Information regarding the 2018 Share Plan for the three months ended January 31, 2025 is as follows:

	Shares			Weighted Average Exercise Price Per Share		Aggregate Intrinsic Value (in thousands)
Options outstanding at October 31, 2023		1,189,000		$	2.94
Granted		1,350,000		$	4.38
Exercised		(63,000	)	$	2.40
Expirations		(313,907	)	$	4.21
Options outstanding and exercisable at July 31, 2024		1,126,000		$	2.97	$	822

SCHEDULE OF OPTION ACTIVITY

The following table summarizes information about stock options outstanding and exercisable under the 2010 Share Plan as of July 31, 2024:

	Shares			Weighted Average Exercise Price Per Share		Aggregate Intrinsic Value (in thousands)
Options outstanding at October 31, 2024		11,171,094		$	3.74
Granted		1,355,000			2.37
Forfeited/expired		(25,000	)		3.96
Options outstanding at January 31, 2025		12,501,094		$	3.59	$	1,093
Options exercisable at January 31, 2025		8,260,549		$	3.56	$	391

~~SCHEDULE OF OPTIONS OUTSTANDING AND EXERCISABLE~~ 10

Range of Exercise Prices		Number Outstanding and Exercisable		Weighted Average Remaining Contractual Life (in years)		Weighted Average Exercise Price
$	0.67 - $2.27		316,000		3.0	$	1.11
$	2.58 - $3.13		301,000		1.5	$	2.91
$	3.46 - $5.30		509,000		3.1	$	4.17

The following table summarizes information about stock options outstanding and exercisable under the 2018 Share Plan as of January 31, 2025:

~~2018~~ SCHEDULE ~~Share~~OF ~~Plan~~OPTIONS OUTSTANDING AND EXERCISABLE

The 2018 Share Plan provides for the grant of incentive stock options, nonqualified stock options, stock appreciation rights, stock awards, performance awards and stock units to employees, directors and consultants. As of July 31, 2024, the 2018 Share Plan had 938,907 shares available for future grants. Information regarding the 2018 Share Plan for the nine months ended July 31, 2024 is as follows:

		Options Outstanding						Options Exercisable
Range of Exercise Prices		Number Outstanding		Weighted Average Remaining Contractual Life (in years)		Weighted Average Exercise Price		Number Exercisable		Weighted Average Remaining Contractual Life (in years)		Weighted Average Exercise Price
$	2.09 - $3.87		6,663,879		6.5	$	3.06		5,168,886		5.5	$	3.22
$	4.02 - $5.30		5,837,215		7.4	$	4.20		3,091,663		7.2	$	4.13

~~SCHEDULE OF~~Employee ~~OPTION~~Stock ~~ACTIVITY~~Purchase Plan

	Shares			Weighted Average Exercise Price Per Share		Aggregate Intrinsic Value (in thousands)
Options outstanding at October 31, 2023		10,241,000		$	3.67
Granted		1,350,000		$	4.38
Exercised		(60,999	)	$	2.73
Expirations		(313,907	)	$	4.21
Options outstanding at July 31, 2024		11,216,094		$	3.74	$	1,513
Options exercisable at July 31, 2024		7,695,385		$	3.55	$	1,381

The Company maintains the Anixa Biosciences, Inc. Employee Stock Purchase Plan (the “ESPP”) which permits eligible employees to purchase shares at not less than 85% of the market value of the Company’s common stock on the offering date or the purchase date of the applicable offering period, whichever is lower. The ESPP was adopted by our Board of Directors on August 13, 2018 and approved by our shareholders on September 27, 2018. During the three months ended January 31, 2025 and 2024, no shares were purchased under the ESPP.

11Warrants

~~The~~As of January 31, 2025, we had ~~following~~warrants ~~table~~outstanding ~~summarizes~~to ~~information~~purchase ~~about~~300,000 shares of common stock ~~options~~at ~~outstanding~~$6.56 ~~and~~per ~~exercisable~~share, ~~under~~issued ~~the~~during ~~2018~~fiscal ~~Share~~year ~~Plan~~2021 asand ofexpiring ~~July~~on 31March 22, ~~2024:~~2026.

~~SCHEDULE~~Information regarding the Company’s OFwarrants ~~OPTIONS~~for ~~OUTSTANDING~~the ~~AND~~three ~~EXERCISABLE~~months ended January 31, 2025 is as follows:

		Options Outstanding						Options Exercisable
Range of Exercise Prices		Number Outstanding		Weighted Average Remaining Contractual Life (in years)		Weighted Average Exercise Price		Number Exercisable		Weighted Average Remaining Contractual Life (in years)		Weighted Average Exercise Price
$	2.09 - $3.87		5,353,879		5.7	$	3.24		5,028,261		5.5	$	3.26
$	3.96 - $5.30		5,862,215		7.7	$	4.20		2,667,124		7.1	$	4.09

SCHEDULE OF WARRANTS ACTIVITY

Employee Stock Purchase Plan

	Shares		Weighted Average Exercise Price Per Share		Aggregate Intrinsic Value
Warrants outstanding at October 31, 2024		300,000	$	6.56
Warrants outstanding and exercisable at January 31, 2025		300,000	$	6.56	$	0

The ~~Company~~ ~~maintains~~following ~~the~~table ~~Anixa Biosciences, Inc. Employee Stock Purchase Plan (the “ESPP”) which permits eligible employees~~summarizes toinformation ~~purchase~~about ~~shares at not less than 85% of~~ the ~~market value of the~~ Company’s ~~common~~outstanding ~~stock~~and onexercisable ~~the~~warrants ~~offering~~as ~~date or the purchase date~~ of ~~the~~January applicable offering period, whichever is lower. The ESPP was adopted by our Board of Directors on August 13, 2018 and approved by our shareholders on September 27, 2018. During the three and nine months ended July 31, ~~2024 and 2023, employees purchased 2,616 and 1,903 shares, respectively, with aggregate proceeds of approximately $7,000 and $6,000, respectively.~~2025:

~~Warrants~~ SCHEDULE OF OUTSTANDING AND EXERCISABLE

As of July 31, 2024, we had warrants outstanding to purchase 300,000 shares of common stock at $6.56 per share, issued during fiscal year 2021 and expiring on March 22, 2026.

Range of

Exercise Prices

Number

Outstanding and

Exercisable

Weighted Average

Remaining

Contractual Life

(in years)

Weighted

Average

Exercise Price

6.56

300,000

1.1

6.56

~~Information regarding~~Stock ~~the Company’s warrants for the nine months ended July 31, 2024 is as follows:~~Awards

~~SCHEDULE~~During the three months ended OFJanuary ~~WARRANTS~~31, ~~ACTIVITY~~2025, we did not issue any stock awards. During the three months ended January 31, 2024, we issued 29,336 shares of common stock to consultants providing investor relations services, and recorded expense of approximately $96,000.

	Shares		Weighted Average Exercise Price Per Share		Aggregate Intrinsic Value
Warrants outstanding at October 31, 2023		300,000	$	6.56
Warrants outstanding and exercisable at July 31, 2024		300,000	$	6.56	$	0

~~The following~~Treasury ~~table summarizes information about the Company’s outstanding and exercisable warrants as of July 31, 2024:~~stock

~~SCHEDULE~~As of January 31, 2025, the Company OFheld ~~OUTSTANDING~~2,000 ~~AND~~shares ~~EXERCISABLE~~of its common stock as treasury stock. These shares were repurchased during the fiscal year ended October 31, 2024, at an average cost of $3.17 per share for a total cost of approximately $6,000. The repurchases were made as part of a stock buyback program approved by our Board of Directors on July 11, 2024. The treasury shares are accounted for under the cost method and are recorded as a reduction in shareholders’ equity in the consolidated balance sheet. The Company may reissue treasury shares for stock option exercises, acquisitions, or other corporate purposes.

Range of Exercise Prices				Number Outstanding and Exercisable				Weighted Average Remaining Contractual Life (in years)				Weighted Average Exercise Price
$	6.56				300,000				1.6			$	6.56

4. FAIR VALUE MEASUREMENTS

~~Stock~~US GAAP defines fair value and ~~Awards~~establishes a framework for measuring fair value. We have categorized our financial assets and liabilities, based on the priority of the inputs to the valuation technique, into a three-level fair value hierarchy as set forth below. If the inputs used to measure the financial instruments fall within different levels of the hierarchy, the categorization is based on the lowest level input that is significant to the fair value measurement of the instrument.

~~During the~~Financial ~~three~~assets ~~months ended July 31, 2024~~ and ~~2023, we issued 60,000 shares and 4,076 shares of common stock, respectively, to consultants~~liabilities ~~providing investor relations services and~~ recorded ~~expense~~in ~~of approximately $62,000 and $17,000, respectively. During~~ the ~~nine~~accompanying ~~months ended~~condensed ~~July~~consolidated ~~31,~~balance ~~2024~~sheets ~~and~~are ~~2023,~~categorized webased ~~issued~~on ~~89,336~~the ~~shares~~inputs ~~and 17,554 shares of common stock, respectively,~~ to ~~consultants~~the ~~providing~~valuation ~~investor relations~~techniques ~~services and recorded expense of approximately $158,000 and $67,000, respectively. As of July 31, 2024 and 2023, approximately $97,000 and $0, respectively, was recorded~~ as ~~a prepaid expense.~~ follows:

4.Level 1 – Financial instruments ~~FAIR~~whose ~~VALUE~~values ~~MEASUREMENTS~~are based on unadjusted quoted prices for identical assets or liabilities in an active market which we have the ability to access at the measurement date.

~~US GAAP~~Level ~~defines~~2 ~~fair~~– ~~value~~Financial ~~and~~instruments whose ~~establishes~~values aare ~~framework for measuring fair value. We have categorized our financial assets and liabilities,~~ based on ~~the~~quoted ~~priority~~market ofprices ~~the~~in ~~inputs~~markets towhere ~~the~~trading ~~valuation~~occurs ~~technique,~~infrequently ~~into~~or awhose ~~three-level~~values ~~fair~~are ~~value hierarchy as set forth below. If the inputs used to measure the financial instruments fall within different levels of the hierarchy, the categorization is~~ based on ~~the~~quoted ~~lowest level~~prices ~~input~~of ~~that~~instruments iswith ~~significant~~similar toattributes ~~the~~in ~~fair~~active ~~value measurement of the instrument~~markets.

12Level 3 – Financial instruments whose values are based on prices or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement. These inputs reflect management’s own assumptions about the assumptions a market participant would use in pricing the instrument.

~~Financial assets~~The ~~and~~following ~~liabilities~~table ~~recorded~~presents in the hierarchy ~~accompanying~~for ~~condensed~~our ~~consolidated~~financial ~~balance~~assets ~~sheets~~measured ~~are~~at ~~categorized~~fair ~~based~~value on ~~the~~a ~~inputs~~recurring tobasis ~~the valuation~~as ~~techniques~~of asJanuary ~~follows~~31, 2025 (in thousands):

~~Level 1~~ SCHEDULE –OF ~~Financial~~FINANCIAL ~~instruments~~ASSETS ~~whose~~MEASURED ~~values~~AT ~~are~~FAIR ~~based~~VALUE onON ~~unadjusted~~A ~~quoted~~RECURRING ~~prices for identical assets or liabilities in an active market which we have the ability to access at the measurement date.~~BASIS

Level 2 – Financial instruments whose values are based on quoted market prices in markets where trading occurs infrequently or whose values are based on quoted prices of instruments with similar attributes in active markets.

	Level 1		Level 2		Level 3		Total
Money market funds:
Cash equivalents	$	912	$	-	$	-	$	912
Bitcoin exchange traded funds:
Short-term investments		-		10		-		10
U.S. treasury bills:
Short-term investments		-		16,192		-		16,192
Total financial assets	$	912	$	16,202	$	-	$	17,114

~~Level 3~~The –following ~~Financial~~table ~~instruments~~presents ~~whose~~the hierarchy ~~values~~for ~~are~~our ~~based~~financial onassets ~~prices~~measured orat ~~valuation techniques that require inputs that are both unobservable and significant to the overall~~ fair value ~~measurement.~~on ~~These~~a ~~inputs~~recurring ~~reflect~~basis ~~management’s~~as ~~own~~of ~~assumptions~~October ~~about~~31, ~~the~~2024 ~~assumptions a market participant would use~~ (in ~~pricing the instrument.~~thousands):

The following table presents the hierarchy for our financial assets measured at fair value on a recurring basis as of July 31, 2024 (in thousands):

	Level 1		Level 2		Level 3		Total
Money market funds:
Cash equivalents	$	1,170	$	-	$	-	$	1,170
U.S. treasury bills:
Short-term investments		-		18,653		-		18,653
Total financial assets	$	1,170	$	18,653	$	-	$	19,823

~~SCHEDULE~~Our OFnon-financial ~~FINANCIAL~~assets ~~ASSETS~~that are ~~MEASURED~~measured ATat ~~FAIR~~fair ~~VALUE~~value ONon Aa ~~RECURRING~~non-recurring ~~BASIS~~basis are property and equipment and other assets which are measured using fair value techniques whenever events or changes in circumstances indicate a condition of impairment exists. The estimated fair value of prepaid expenses and other current assets, accounts payable and accrued expenses approximates their individual carrying amounts due to the short-term nature of these measurements. Cash equivalents are stated at carrying value which approximates fair value.

	Level 1		Level 2		Level 3		Total
Money market funds:
Cash equivalents	$	1,090	$	-	$	-	$	1,090
U.S. treasury bills
Short-term investments		-		19,520		-		19,520
Total financial assets	$	1,090	$	19,520	$	-	$	20,610

~~The following~~5. ~~table~~ACCRUED ~~presents the hierarchy for our financial assets measured at fair value on a recurring basis as of October 31, 2023 (in thousands):~~EXPENSES

	Level 1		Level 2		Level 3		Total
Money market funds:
Cash equivalents	$	778	$	-	$	-	$	778
Certificates of deposit:
Short term investments		-		720		-		720
U.S. treasury bills:
Short-term investments		-		22,209		-		22,209
Total financial assets	$	778	$	22,929	$	-	$	23,707

Accrued expenses consist of the following as of:

~~Our non-financial~~ SCHEDULE ~~assets~~OF ~~that~~ACCRUED are measured on a non-recurring basis are property and equipment and other assets which are measured using fair value techniques whenever events or changes in circumstances indicate a condition of impairment exists. The estimated fair value of prepaid expenses and other current assets, accounts payable and accrued expenses approximates their individual carrying amounts due to the short-term nature of these measurements. Cash equivalents are stated at carrying value which approximates fair value.EXPENSES

5. ACCRUED EXPENSES

	January 31,		October 31,
	2025		2024
	(in thousands)
Payroll and related expenses	$	515	$	1,126
Accrued royalty and contingent legal fees		626		626
Accrued other		222		194
Accrued expenses	$	1,363	$	1,946

~~Accrued expenses~~6. ~~consist~~NET ofLOSS ~~the~~PER ~~following~~SHARE asOF ~~of:~~COMMON STOCK

~~SCHEDULE~~Basic OFnet ~~ACCRUED~~loss ~~EXPENSES~~per common share (“Basic EPS”) is computed by dividing net loss by the weighted average number of common shares outstanding. Diluted net loss per common share (“Diluted EPS”) is computed by dividing net loss by the weighted average number of common shares and dilutive common share equivalents and convertible securities then outstanding. Diluted EPS for all periods presented is the same as Basic EPS, as the inclusion of the effect of common share equivalents then outstanding would be anti-dilutive. For this reason, excluded from the calculation of Diluted EPS for the three months ended January 31, 2025 and 2024, were stock options to purchase 13,488,062 and 12,497,094 shares, respectively, and warrants to purchase 300,000 and 300,000 shares, respectively.

	July 31,		October 31,
	2024		2023
	(in thousands)
Payroll and related expenses	$	900	$	1,114
Accrued royalty and contingent legal fees		626		626
Accrued other		152		30
Accrued expenses	$	1,678	$	1,770

7. EFFECT OF RECENTLY ADOPTED AND ISSUED PRONOUNCEMENTS

13In November 2023, the FASB issued Accounting Standards Update 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, to provide more disaggregated expense information about a public entity’s reportable segments. The amendments in this update should be applied retrospectively and are effective for fiscal years beginning after December 15, 2023, and interim periods beginning after December 15, 2024. We began a detailed assessment of the impact that this guidance will have on our consolidated financial statements and related disclosures, and our analysis is currently ongoing.

6In December 2023, the FASB issued Accounting Standards Update 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, to require disaggregated information about a reporting entity’s effective tax rate reconciliation as well as information on income taxes paid. The amendments in this ~~NET~~update ~~LOSS~~should ~~PER~~be ~~SHARE~~applied OFprospectively, ~~COMMON~~with ~~STOCK~~an option to apply them retrospectively, and are effective for fiscal years beginning after December 15, 2024 for public entities. We began a detailed assessment of the impact that this guidance will have on our consolidated financial statements and related disclosures, and our analysis is currently ongoing.

~~Basic net~~In ~~loss~~March ~~per~~2024, ~~common~~the ~~share~~FASB ~~(“Basic~~issued Accounting ~~EPS”)~~Standards isUpdate ~~computed~~2024-03, byIncome ~~dividing~~Statement—Reporting ~~net~~Comprehensive ~~loss~~Income—Expense byDisaggregation ~~the~~Disclosures ~~weighted~~(Subtopic 220-40): ~~average~~Disaggregation ~~number~~ of ~~common~~Income ~~shares outstanding.~~Statement ~~Diluted~~Expenses, ~~net~~to ~~loss~~improve ~~per~~the ~~common~~disclosures ~~share~~about ~~(“Diluted~~a ~~EPS”)~~public isbusiness ~~computed~~entity’s byexpenses ~~dividing~~and ~~net loss by the weighted average number~~to ofprovide ~~common~~more ~~shares~~detailed ~~and~~information ~~dilutive~~about ~~common~~the ~~share~~types ~~equivalents~~of ~~and~~expenses ~~convertible~~in ~~securities~~commonly ~~then~~presented ~~outstanding~~expense captions. ~~Diluted~~The ~~EPS~~amendments ~~for~~in ~~all~~this ~~periods~~update ~~presented~~should isbe ~~the~~applied ~~same~~either asprospectively ~~Basic~~or ~~EPS~~retrospectively, asand ~~the~~are ~~inclusion~~effective offor ~~the~~fiscal ~~effect~~years ofbeginning ~~common~~after ~~share~~December ~~equivalents~~15, ~~then~~2026, ~~outstanding~~and ~~would~~interim periods bebeginning ~~anti-dilutive.~~after ~~For~~December ~~this reason~~15, ~~excluded~~2027. ~~from~~We ~~the~~began ~~calculation~~a ofdetailed ~~Diluted~~assessment ~~EPS~~of ~~for~~ the ~~nine~~impact ~~months~~that ~~ended~~this ~~July~~guidance ~~31,~~will ~~2024~~have ~~and~~on ~~2023,~~our ~~were stock options to purchase~~consolidated ~~12,342,094~~financial statements and ~~11,473,236~~related ~~shares~~disclosures, ~~respectively,~~ and ~~warrants~~our toanalysis ~~purchase~~is ~~300,000~~currently ~~and 300,000 shares, respectively~~ongoing.

~~7. EFFECT OF RECENTLY ADOPTED AND ISSUED PRONOUNCEMENTS~~13

In October 2021, the FASB issued Accounting Standards Update 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers, to require that an acquirer recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606, Revenue from Contracts with Customers8. AtINCOME the acquisition date, an acquirer should account for the related revenue contracts in accordance with Topic 606 as if it had originated the contracts. The amendments in this update should be applied prospectively and are effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The adoption of this standard did not have a material impact on our consolidated financial statements and related disclosures.TAXES

InWe recognize deferred tax assets ~~November~~and ~~2023,~~liabilities for the ~~FASB~~estimated ~~issued~~future ~~Accounting~~tax ~~Standards~~effects ~~Update~~of ~~2023-07,~~events ~~Segment~~that ~~Reporting~~have ~~(Topic~~been ~~280):~~recognized ~~Improvements~~in toour ~~Reportable~~financial statements or tax returns. Under ~~Segment~~this ~~Disclosures~~method, todeferred ~~provide~~tax ~~more~~assets ~~disaggregated~~and ~~expense~~liabilities ~~information~~are ~~about~~determined abased ~~public~~on ~~entity’s~~the ~~reportable~~difference ~~segments.~~between ~~The~~the financial statement and tax bases ~~amendments~~of assets and liabilities using enacted tax rates in ~~this~~effect ~~update~~in ~~should~~the beyears ~~applied~~in ~~retrospectively~~which ~~and~~the differences are ~~effective~~expected ~~for~~to ~~fiscal~~reverse. ~~years~~A ~~beginning~~valuation allowance ~~after~~is ~~December 15~~established, ~~2023~~when necessary, ~~and~~ ~~interim~~to ~~periods~~reduce ~~beginning~~deferred ~~after~~tax ~~December~~assets ~~15,~~to ~~2024~~the amount expected to be realized. We ~~began~~have provided a ~~detailed~~full valuation ~~assessment~~allowance ofagainst ~~the~~our ~~impact~~deferred ~~that~~tax ~~this~~asset ~~guidance~~due ~~will~~to ~~have on~~ our ~~consolidated~~historical ~~financial~~pre-tax ~~statements~~losses and ~~related~~the ~~disclosures,~~uncertainty ~~and~~regarding ~~our~~the ~~analysis~~realizability of isthese ~~currently~~deferred ~~ongoing~~tax assets.

~~In December~~We ~~2023,~~have ~~the~~substantial ~~FASB~~net ~~issued Accounting Standards Update 2023-09, Income Taxes (Topic 740): Improvements to Income Tax~~operating ~~Disclosures,~~loss tocarryforwards ~~require~~for ~~disaggregated~~Federal ~~information~~and ~~about~~California aincome ~~reporting entity’s effect~~ tax ~~rate reconciliation as well as information on income taxes paid~~returns. ~~The~~These ~~amendments~~net inoperating ~~this~~loss ~~update~~carryforwards ~~should~~could be ~~applied~~subject ~~prospectively,~~to ~~with~~limitations under anInternal ~~option~~Revenue toCode ~~apply~~section ~~them retrospectively~~382, ~~and~~the ~~are~~effects ~~effective~~of ~~for~~which ~~fiscal~~have ~~years~~not ~~beginning~~been ~~after~~determined ~~December~~by ~~15,~~the ~~2024 for public entities~~Company. We ~~began~~have ano ~~detailed~~unrecognized income ~~assessment~~tax benefits as of ~~the~~January ~~impact~~31, ~~that~~2025 ~~this~~and ~~guidance~~October ~~will~~31, ~~have~~2024 onand ~~our~~we ~~consolidated~~account ~~financial~~for ~~statements~~interest and penalties related ~~disclosures~~to income tax matters, ~~and~~if ~~our~~any, in ~~analysis~~general isand ~~currently~~administrative ~~ongoing~~expenses.

89. ~~INCOME~~ ~~TAXES~~LEASES

We ~~recognize~~ ~~deferred~~lease ~~tax~~approximately ~~assets~~2,000 ~~and~~square feet ~~liabilities~~of ~~for~~office ~~the~~space ~~estimated~~at ~~future~~3150 ~~tax~~Almaden ~~effects~~Expressway, ofSan ~~events~~Jose, ~~that~~California ~~have~~(our ~~been~~principal ~~recognized~~executive inoffices) ~~our~~from ~~financial~~an unrelated party pursuant ~~statements~~to oran ~~tax~~operating ~~returns.~~lease ~~Under~~that, ~~this~~as ~~method~~amended, ~~deferred~~will ~~tax~~expire ~~assets~~on ~~and~~September ~~liabilities~~30, ~~are~~2027, ~~determined~~with ~~based~~an onoption to extend the ~~difference~~lease ~~between~~an ~~the financial~~additional ~~statement~~two ~~and~~years. The ~~tax~~base ~~bases~~rent ofis ~~assets~~approximately ~~and~~$5,000 ~~liabilities~~per ~~using~~month ~~enacted~~and ~~tax~~the ~~rates~~lease inprovides ~~effect~~for inannual ~~the~~increases ~~years~~of inapproximately ~~which~~3% ~~the~~and ~~differences~~an ~~are~~escalation clause ~~expected~~for toincreases ~~reverse.~~in Acertain ~~valuation~~operating ~~allowance~~costs. isThe ~~established~~lease, ~~when~~as ~~necessary~~amended, toresulted ~~reduce~~in ~~deferred~~a ~~tax~~right-of-use ~~assets~~asset toand ~~the~~lease ~~amount~~liability ~~expected~~of ~~to be~~approximately ~~realized.~~$250,000 Wewith ~~have provided~~ a ~~full~~discount ~~valuation~~rate ~~allowance~~of ~~against~~12%. ~~our~~Rent ~~deferred~~expense ~~tax~~was ~~asset~~approximately ~~due~~$16,000 toand ~~our~~$17,000, ~~historical~~respectively, ~~pre-tax~~for ~~losses and~~ the ~~uncertainty regarding~~three ~~the~~months ~~realizability~~ended ofJanuary 31, ~~these~~2025 ~~deferred~~and ~~tax assets~~2024.

~~We have~~For ~~substantial net~~ operating ~~loss~~leases, ~~carryforwards~~the ~~for~~lease liability ~~Federal~~is initially and ~~California~~subsequently ~~income~~measured ~~tax~~at ~~returns.~~the ~~These~~present ~~net~~value ~~operating~~of ~~loss~~the ~~carryforwards could~~unpaid belease ~~subject~~payments. toThe ~~limitations~~remaining ~~under~~56-month ~~Internal~~lease ~~Revenue~~term as ~~Code~~of ~~section~~January ~~382~~31, ~~the~~2025 ~~effects~~for ~~of which have not been determined by~~ the Company~~. We~~’s ~~have~~lease noincludes ~~unrecognized~~the ~~income~~noncancelable ~~tax~~period ~~benefits as~~ of ~~July~~the ~~31,~~lease ~~2024~~ and ~~October~~the ~~31,~~additional ~~2023~~two-year ~~and~~option period wethat ~~account~~the ~~for~~Company ~~interest~~is ~~and~~reasonably ~~penalties~~certain ~~related~~ to ~~income~~exercise. ~~tax~~All ~~matters,~~right-of-use ifassets ~~any,~~are inreviewed ~~general~~for ~~and~~impairment ~~administrative~~when ~~expenses~~indications of impairment are present.

9.As of January 31, 2025, the annual ~~LEASES~~minimum future lease payments of our operating lease liability were as follows (in thousands):

~~We lease~~ SCHEDULE ~~approximately~~OF ~~2,000~~MINIMUM ~~square~~LEASE feet of office space at 3150 Almaden Expressway, San Jose, California (our principal executive offices) from an unrelated party pursuant to an operating lease that, as amended, will expire on September 30, 2027, with an option to extend the lease an additional two years. Our base rent is approximately $5,000 per month and the lease provides for annual increases of approximately 3% and an escalation clause for increases in certain operating costs. The lease, as amended, resulted in a right-of-use asset and lease liability of approximately $250,000 with a discount rate of 12%. Rent expense was approximately $16,000 and $17,000, respectively, for the three months ended July 31, 2024 and 2023, and approximately $49,000 and $50,000, respectively, for the nine months ended July 31, 2024 and 2023.PAYMENTS

For Years Ended October 31,	Operating Leases
2025 (remaining)	$	47
2026		63
2027		64
2028		66
2029		63
Total future minimum lease payments, undiscounted		303
Less: Imputed interest		73
Present value of future minimum lease payments	$	230

Balance as of January 31, 2025:
Operating lease liability	$	36
Operating lease liability, non-current		194
Total	$	230

~~For operating leases, the lease liability is initially and subsequently measured at the present value of the unpaid lease payments~~10. ~~The~~COMMITMENTS ~~remaining 62-month~~AND lease term as of July 31, 2024 for the Company’s lease includes the noncancelable period of the lease and the additional two-year option period that the Company is reasonably certain to exercise. All right-of-use assets are reviewed for impairment when indications of impairment are present.CONTINGENCES

~~As of~~Litigation ~~July 31, 2024, the annual minimum future lease payments of our operating lease liabilities were as follows (in thousands):~~Matters

~~SCHEDULE~~Other OFthan ~~MINIMUM~~lawsuits ~~LEASE~~related ~~PAYMENTS~~to the enforcement of our patent rights, we are not a party to any material pending legal proceedings, nor are we aware of any pending litigation or legal proceeding against us that would have a material adverse effect upon our results of operations or financial condition.

For Years Ended October 31,	Operating Leases
2024 (remaining)	$	11
2025		56
2026		63
2027		65
2028		66
2029		63
Total future minimum lease payments, undiscounted		324
Less: Imputed interest		(87	)
Present value of future minimum lease payments	$	237

~~10. COMMITMENTS~~License ~~AND CONTINGENCES~~Commitments

~~Litigation~~As of January 31, 2025, our commitments ~~Matters~~under certain technology license agreements related to our therapeutic and vaccine development programs for the next twelve months, were approximately $150,000.

~~Other than~~Research ~~lawsuits~~& ~~related~~Development to the enforcement of our patent rights, we are not a party to any material pending legal proceedings, nor are we aware of any pending litigation or legal proceeding against us that would have a material adverse effect upon our results of operations or financial condition.Agreements

~~License~~We have entered into certain research ~~Commitments~~and development agreements with various collaboration partners and third-party vendors related to i) the manufacturing of materials necessary for the expected Phase 2 clinical trial of our breast cancer vaccine, ii) the discovery of new vaccine targets in high incidence malignancies in prostate, lung and colon and iii) the further development of our CAR-T technology. As of January 31, 2025, future payments the Company may make under these agreements, dependent upon, among other things, development of analytical methods, formulation feasibility studies, stability testing and results of manufacturing processes, may be approximately $3.7 million and such payments may be made over up to a five-year period.

~~As of~~11. ~~July~~SEGMENT ~~31, 2024, our commitments under certain technology license agreements related to our therapeutic and vaccine development programs for the next twelve months, were approximately $150,000.~~INFORMATION

~~Research~~We follow the accounting guidance &of ~~Development~~ASC ~~Agreements~~280 “Segment Reporting” (“ASC 280”). Reportable operating segments are determined based on the management approach. The management approach, as defined by ASC 280, is based on the way that the chief operating decision-maker organizes the segments within an enterprise for making operating decisions and assessing performance. While our results of operations are primarily reviewed on a consolidated basis, the chief operating decision-maker manages the enterprise in three reportable segments, each with different operating and potential revenue generating characteristics: (i) Cancer Vaccines, (ii) CAR-T Therapeutics, and (iii) Other. The following represents selected financial information for our segments for the three months ended January 31, 2025 and 2024 and as of January 31, 2025 and October 31, 2024 (in thousands):

~~We have~~ SCHEDULE ~~entered~~OF ~~into~~SEGMENT certain research and development agreements with various third-party vendors related to the manufacturing and stability testing of the materials necessary for the development of our breast cancer vaccine and our CAR-T therapeutic, as well as basic research related to our new cancer vaccine discovery program. As of July 31, 2024, future payments the Company may make under these agreements, dependent upon, among other things, development of analytical methods, formulation feasibility studies, stability testing, and results of manufacturing processes, may be approximately $4.3 million and such payments may be made over up to a five-year period.INFORMATION

	2025			2024
	For the Three Months Ended January 31,
	2025			2024
Net loss:
Cancer Vaccines	$	(2,018	)	$	(1,756	)
CAR-T Therapeutics		(1,177	)		(1,525	)
Other		(18	)		(9	)
Total	$	(3,213	)	$	(3,290	)
Net income (loss)	$	(3,213	)	$	(3,290	)

Total operating costs and expenses	$	3,386		$	3,609
Less non-cash stock-based compensation		(1,055	)		(1,260	)
Operating costs and expenses excluding non-cash stock-based compensation	$	2,331		$	2,349
Operating costs and expenses excluding non-cash stock-based compensation expense:
Cancer Vaccines	$	1,467		$	1,213
CAR-T Therapeutics		848			1,128
Other		16			8
Total	$	2,331		$	2,349
Operating costs and expenses excluding non-cash share based compensation	$	2,331		$	2,349

11. SEGMENT INFORMATION

	January 31, 2025		October 31, 2024
Total assets:
Cancer Vaccines	$	11,863	$	12,917
CAR-T Therapeutics		6,885		8,535
Other		158		139
Total	$	18,906	$	21,591
Total assets	$	18,906	$	21,591

~~We follow~~Operating ~~the~~costs ~~accounting~~and ~~guidance~~expenses ~~of ASC 280 “Segment Reporting” (“ASC 280”). Reportable operating segments are~~excluding ~~determined~~non-cash stock-based oncompensation ~~the management approach. The management approach, as defined by ASC 280,~~ is ~~based on~~ the ~~way~~measurement ~~that~~ the chief operating ~~decision-maker~~ organizes the segments within an enterprise for making operating decisions and assessing performance. While our results of operations are primarily reviewed on a consolidated basis, the chief operating decision-maker ~~manages~~uses ~~the enterprise~~ in ~~three~~managing reportable segments, each with different operating and potential revenue generating characteristics: (i) CAR-T Therapeutics, (ii) Cancer Vaccines and (iii) Other. The following represents selected financial information for our segments for the ~~three and nine months ended July 31, 2024 and 2023 and as of July 31, 2024 and October 31, 2023, in thousands:~~enterprise.

~~SCHEDULE OF SEGMENT INFORMATION~~15

	For the Three Months Ended July 31,						For the Nine Months Ended July 31,
	2024			2023			2024			2023
Net loss:
CAR-T Therapeutics	$	(1,145	)	$	(1,091	)	$	(4,115	)	$	(2,999	)
Cancer Vaccines		(2,160	)		(1,390	)		(5,628	)		(3,261	)
Other		(10	)		(67	)		(42	)		(949	)
Total	$	(3,315	)	$	(2,548	)	$	(9,785	)	$	(7,209	)
Net income/(loss)	$	(3,315	)	$	(2,548	)	$	(9,785	)	$	(7,209	)
Total operating costs and expenses	$	3,592		$	2,844		$	10,668		$	8,170
Less non-cash stock-based compensation		(1,179	)		(1,217	)		(3,699	)		(3,507	)
Operating costs and expenses excluding non-cash stock-based compensation	$	2,413		$	1,627		$	6,969		$	4,663
Operating costs and expenses excluding non-cash stock-based compensation:
CAR-T Therapeutics	$	789		$	713		$	2,943		$	1,930
Cancer Vaccines		1,614			855			3,988			1,966
Other		10			59			38			767
Total	$	2,413		$	1,627		$	6,969		$	4,663
Operating costs and expenses excluding non-cash stock-based compensation	$	2,413		$	1,627		$	6,969		$	4,663

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

	July 31, 2024		October 31, 2023
Total assets:
CAR-T Therapeutics	$	7,493	$	7,523
Cancer Vaccines		15,290		17,215
Other		125		784
Total	$	22,908	$	25,522
Total assets	$	22,908	$	25,522

Information included in this Quarterly Report on Form 10-Q (this “Report”) contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Forward-looking statements are not statements of historical facts, but rather reflect our current expectations concerning future events and results. We generally use the words “believes,” “expects,” “intends,” “plans,” “anticipates,” “likely,” “will” and similar expressions to identify forward-looking statements. Such forward-looking statements, including those concerning our expectations, involve risks, uncertainties and other factors, some of which are beyond our control, which may cause our actual results, performance or achievements, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. These risks, uncertainties and factors include, but are not limited to, those factors set forth in our Annual Report on Form 10-K for the fiscal year ended October 31, 2024. Except as required by applicable law, including the securities laws of the United States, we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. You are cautioned not to unduly rely on such forward-looking statements when evaluating the information presented in this Report.

~~Operating costs and expenses excluding non-cash stock-based compensation is the measurement the chief operating decision-maker uses in managing the enterprise.~~GENERAL

~~The Company’s~~We ~~consolidated~~discuss ~~revenue~~the ofdescription ~~$210,000 and inventor royalties, contingent legal fees, litigation and licensing expense~~ of ~~$161,000~~ ~~for the nine months ended July 31, 2023 were solely related to~~ our ~~encrypted~~business ~~audio/video conference calling technology, which is included~~ in ~~our~~the ~~Other~~Notes ~~segment.~~to ~~All~~ our ~~revenue~~Condensed isConsolidated ~~generated~~Financial ~~domestically (United States) based on the country in which the licensee is located~~Statements.

16RESULTS OF OPERATIONS

~~Item 2.~~Three ~~Management’s~~months ~~Discussion~~ended ~~and~~January ~~Analysis~~31, of2025 ~~Financial~~compared with ~~Condition~~three ~~and~~months ~~Results~~ended ofJanuary ~~Operations.~~31, 2024

Information included in this Quarterly Report on Form 10-Q (this “Report”) contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Forward-looking statements are not statements of historical facts, but rather reflect our current expectations concerning future events and results. We generally use the words “believes,” “expects,” “intends,” “plans,” “anticipates,” “likely,” “will” and similar expressions to identify forward-looking statements. Such forward-looking statements, including those concerning our expectations, involve risks, uncertainties and other factors, some of which are beyond our control, which may cause our actual results, performance or achievements, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. These risks, uncertainties and factors include, but are not limited to, those factors set forth in our Annual Report on Form 10-K for the fiscal year ended October 31, 2023. Except as required by applicable law, including the securities laws of the United States, we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. You are cautioned not to unduly rely on such forward-looking statements when evaluating the information presented in this Report.Revenue

~~GENERAL~~We had no revenue during the three-month periods ended January 31, 2025 and 2024.

We have not generated any revenue ~~discuss~~to ~~the~~date ~~description~~from our therapeutics or vaccine programs. In addition, while we pursue our therapeutics and vaccine programs, we may also make investments in and form new companies to develop additional emerging technologies. We do not expect to begin generating revenue with respect to any of our ~~business~~current therapy or vaccine programs in the ~~Notes~~near term. We hope to achieve a profitable outcome by eventually licensing our technologies ~~Condensed~~to ~~Consolidated~~large ~~Financial~~pharmaceutical ~~Statements~~companies that have the resources and infrastructure in place to manufacture, market and sell our technologies as therapeutics or vaccines. The eventual licensing of any of our technologies may take several years, if it is to occur at all, and may depend on positive results from human clinical trials.

~~RESULTS OF~~Research ~~OPERATIONS~~and Development Expenses

~~Three~~ During the three months ended January ~~July~~ 31, ~~2024~~2025, ~~compared~~research ~~with~~and development expenses related to the development of our cancer vaccines and CAR-T therapeutics consisted of approximately $975,000 and $577,000, respectively. During the three months ended ~~July~~January 31, ~~2023~~2024 research and development expenses related to the development of our cancer vaccines and CAR-T therapeutics consisted of approximately $720,000 and $629,000, respectively.

~~Revenue~~Research and development expenses increased by approximately $203,000 to approximately $1,552,000 in the three months ended January 31, 2025, from approximately $1,349,000 in the three months ended January 31, 2024. The increase in research and development expenses was primarily due to an increase in outside research and development expenses related to our breast cancer vaccine program of approximately $88,000, an increase in license fees related to our ovarian cancer CAR-T therapeutic of approximately $80,000, an increase in employee compensation and related costs, other than stock-based compensation expense, of approximately $69,000, and an increase in outside research and development expenses related to our new vaccine discovery program of approximately $56,000, offset by a decrease in employee stock-based compensation expense of approximately $59,000, and a decrease in consultant stock-based compensation expense of approximately $33,000.

~~We had no revenue during the three months ended July 31, 2024 and 2023.~~16

~~As discussed~~General inand ~~Note 1 to our condensed consolidated financial statements, as part of our legacy operations, the Company remains engaged~~Administrative in limited patent licensing activities which we do not expect to be a significant part of our ongoing operations or revenue, nor do we expect these activities to require material financial resources or attention of senior management.Expenses

~~We have~~General ~~not~~and ~~generated~~administrative ~~any~~expenses decreased ~~revenue~~by toapproximately ~~date~~$426,000 ~~from~~to ~~our~~approximately ~~therapeutics or vaccine programs. In addition~~$1,834,000 ~~while~~in wethe ~~pursue~~three ~~our~~months ~~therapeutics~~ended ~~and~~January ~~vaccine programs~~31, we2025, ~~may~~from ~~also~~approximately ~~make investments~~ $2,260,000 in ~~and~~the ~~form~~three ~~new~~months ~~companies~~ended toJanuary ~~develop~~31, ~~additional emerging technologies~~2024. WeThe dodecrease ~~not~~in ~~expect~~general toand ~~begin generating~~administrative ~~revenue~~expenses ~~with~~was ~~respect~~primarily due to ~~any~~a ofdecrease ~~our current therapy or vaccine programs~~ in ~~the~~investor and ~~near~~public ~~term.~~relations Weexpense ~~intend~~of toapproximately ~~achieve~~$291,000, a ~~profitable outcome~~decrease byin ~~eventually~~employee ~~licensing~~compensation ~~our~~and ~~technologies~~related tocosts, ~~large~~other ~~pharmaceutical~~than ~~companies that have the resources and infrastructure in place~~stock-based tocompensation ~~manufacture~~expense, ~~market~~of ~~and~~approximately ~~sell~~$70,000, ~~our~~a ~~technologies~~decrease asin ~~therapeutics~~director orstock-based ~~vaccines.~~compensation ~~The eventual licensing~~ of ~~any~~approximately of$67,000, ~~our~~and ~~technologies~~a ~~may take~~decrease ~~several~~in ~~years,~~legal ifand itother isprofessional tofees ~~occur~~of atapproximately ~~all~~$57,000, ~~and~~offset ~~may~~by ~~depend~~an onincrease ~~positive~~in ~~results~~employee ~~from~~stock-based ~~human~~compensation ~~clinical~~expense ~~trials~~of approximately $48,000.

~~Inventor Royalties,~~Interest ~~Contingent Legal Fees, Litigation and Licensing Expenses~~Income

WeInterest income decreased by approximately ~~had~~$146,000 noto ~~inventor~~approximately ~~royalties~~$173,000 ~~contingent~~in ~~legal~~the ~~fees~~three months ended January 31, ~~litigation~~2025, ~~and~~from ~~licensing~~approximately ~~expenses~~$319,000 ~~during~~in the three months ended ~~July~~ January 31, 2024, primarily due to a decrease in the amount of short-term investments held and ~~2023~~a decrease in interest rates.

~~Research and~~Net ~~Development~~Loss ~~Expenses~~Attributable to Noncontrolling Interest

~~Research and~~The ~~development~~net ~~expenses~~loss ~~are~~attributable ~~related~~ to ~~the~~noncontrolling interest, ~~development~~representing ofWistar’s ~~our~~ownership ~~cancer~~interest ~~therapeutics~~in ~~and~~Certainty’s ~~vaccine~~net ~~programs~~loss, ~~and~~decreased ~~the~~by ~~expenses~~approximately ~~incurred~~$6,000 into approximately $29,000 in the three months ended ~~July~~January 31, ~~2024~~2025 ~~consisted~~from of approximately $~~666~~35,000 ~~and~~in ~~$1,259,000~~the ~~for~~three ~~CAR-T~~months ~~therapeutics~~ended ~~and~~January ~~cancer~~31, ~~vaccines~~2024, ~~respectively~~as Certainty’s net loss decreased.

~~Research and~~LIQUIDITY ~~development~~AND ~~expenses~~CAPITAL increased by approximately $837,000 to approximately $1,925,000 in the three months ended July 31, 2024, from approximately $1,088,000 in the three months ended July 31, 2023. The increase in research and development expenses was primarily due to an increase in outside research and development expenses related to our breast cancer vaccine program of approximately $694,000 and an increase in outside research and development expenses related to our CAR-T therapeutics program of approximately $235,000, offset by a decrease in outside research and development expenses related to our ovarian cancer vaccine program of approximately $99,000.RESOURCES

~~General~~Our primary sources of liquidity are cash, cash equivalents and ~~Administrative~~short-term ~~Expenses~~investments.

~~General~~Based on currently available information as of March 11, 2025, we believe that our existing cash, cash equivalents and ~~administrative~~short-term ~~expenses~~investments ~~decreased~~will bybe sufficient to fund our activities for at least the next twelve months. The Company had approximately $8918,686,000 of total current assets at January 31, 2025 compared to approximately $121,~~667~~362,000 inat October ~~the~~31, ~~three~~2024 ~~months~~which ~~ended~~is ~~July~~a ~~31,~~reduction ~~2024,~~of ~~from~~ approximately $12,~~756~~676,000 infor the three months ended ~~July~~January 31, ~~2023~~2025. ~~The~~Therefore, ~~decrease~~the inCompany believes ~~general~~that it has sufficient cash, cash equivalents and ~~administrative~~short-term ~~expenses~~investments ~~was~~to ~~primarily~~operate ~~due~~its business, as currently contemplated, tofor asignificantly ~~decrease~~longer inthan ~~director~~12 ~~stock~~months ~~option~~from ~~compensation~~the ~~expense~~date of ~~approximately~~this ~~$97,000~~Report. ~~and~~We have implemented a ~~decrease~~business inmodel ~~director~~that ~~fees~~conserves offunds ~~approximately~~by collaborating ~~$53~~with third parties to develop our technologies. During the three months ended January 31,~~000~~ 2025, ~~offset~~we bydid annot ~~increase~~issue inany ~~employee~~shares ~~stock~~under ~~option~~our at-the-market ~~compensation~~equity ~~expense~~offering. Under our at-the-market equity program, which is currently effective and may remain available for us to use in the future, as of January 31, 2025, we may sell approximately $~~60,000~~97 million of common stock.

During the three months ended January 31, 2025, cash used in operating activities was approximately $2,904,000. Cash provided by investing activities was approximately $2,703,000, resulting from the maturities of short-term investments of approximately $15,700,000, offset by purchases of short-term investments totaling approximately $12,997,000. Cash used in financing activities was approximately $17,000, due to expenses related to maintaining our at-the-market equity offering program. As a result, our cash, cash equivalents, and short-term investments at January 31, 2025 decreased approximately $2,669,000 to approximately $17,255,000 from approximately $19,924,000 at the end of fiscal year 2024.

~~Interest Income~~17

~~Interest income~~CRITICAL ~~decreased~~ACCOUNTING by approximately $19,000 to approximately $277,000 in the three months ended July 31, 2024, from approximately $296,000 in the three months ended July 31, 2023, due to the decreased average dollar amount held in short-term investments, offset by increased interest rates.POLICIES

~~Net~~The Company’s condensed ~~Loss~~consolidated ~~Attributable~~financial statements are prepared in conformity with accounting principles generally accepted in the United States of America. In preparing these financial statements, we make assumptions, judgments and estimates that can have a significant impact on amounts reported in our condensed consolidated financial statements. We base our assumptions, judgments and estimates on historical experience and various other factors that we believe to ~~Noncontrolling~~be ~~Interest~~reasonable under the circumstances. Actual results could differ materially from these estimates under different assumptions or conditions. On a regular basis, we evaluate our assumptions, judgments and estimates and make changes accordingly.

~~The net~~We ~~loss~~believe ~~attributable~~that, toof ~~noncontrolling~~the ~~interest,~~significant accounting ~~representing~~policies ~~Wistar’s~~discussed ~~ownership~~in ~~interest~~Note in2 ~~Certainty’s~~to ~~net~~our ~~loss,~~consolidated ~~increased by~~financial ~~approximately~~statements ~~$1,000~~in toour ~~approximately~~Annual ~~$38,000~~Report inon ~~the~~Form ~~three~~10-K ~~months~~for the fiscal year ended ~~July~~October 31, 2024, ~~from~~the ~~approximately~~following ~~$37,000~~accounting inpolicies ~~the~~require ~~three~~our ~~months ended~~most ~~July 31~~difficult, ~~2023,~~subjective asor ~~Certainty’s~~complex ~~net loss increased.~~judgments:

~~Nine months~~● ~~ended~~Revenue ~~July 31~~Recognition, ~~2024~~● ~~compared~~Stock-Based ~~with~~Compensation, ~~nine~~and ~~months~~● ~~ended~~Research ~~July~~and ~~31,~~Development ~~2023~~Expenses.

Revenue Recognition

~~We had~~Our no revenue ~~during~~has ~~the~~been ~~nine~~derived ~~months ended July 31, 2024. For the nine months ended July 31, 2023, we recorded revenue of approximately~~solely ~~$210,000~~ from ~~one~~technology ~~license~~licensing ~~agreement. The license agreement provided for a one-time, non-recurring, lump sum payment in exchange for a non-exclusive retroactive~~ and ~~future license, and covenant not to sue. Pursuant to~~ the ~~terms~~sale of ~~the~~patented ~~agreement,~~technologies. weRevenue ~~have~~is norecognized ~~further~~upon ~~obligations with~~transfer ~~respect~~of tocontrol ~~the~~of ~~granted~~ intellectual property rights, ~~including~~and nosatisfaction ~~obligation~~of toother ~~maintain~~contractual ~~or upgrade the technology, or provide future support or services. Accordingly, the~~ performance obligations ~~from~~to ~~this~~licensees ~~license~~in ~~agreement~~an ~~were~~amount ~~satisfied~~that ~~and~~reflects ~~100% of~~ the ~~revenue~~consideration ~~was~~we expect ~~recognized~~to ~~upon execution of the license agreement~~receive.

AsOur revenue recognition policy ~~discussed~~requires us to make certain judgments and estimates in ~~Note~~connection 1with tothe ~~our~~accounting ~~condensed~~for ~~consolidated~~revenue. ~~financial~~Such ~~statements,~~areas asmay ~~part~~include determining the existence of ~~our~~a ~~legacy~~contract ~~operations~~and identifying each party’s rights and obligations to transfer goods and services, identifying the performance ~~Company~~obligations ~~remains~~in ~~engaged~~the contract, determining the transaction price and allocating the transaction price to separate performance inobligations, ~~limited~~estimating ~~patent~~the ~~licensing~~timing ~~activities~~of ~~which~~satisfaction weof doperformance ~~not~~obligations, ~~expect~~determining whether a promise to begrant a ~~significant~~license ~~part~~is ofdistinct from ~~our~~other ~~ongoing~~promised ~~operations~~goods or ~~revenue,~~services ~~nor~~and doevaluating ~~we expect~~whether ~~these~~a ~~activities~~license transfers to ~~require~~a ~~material~~customer ~~financial~~at ~~resources~~a orpoint ~~attention~~in oftime ~~senior~~or ~~management~~over time.

WeOur revenue arrangements provide ~~have~~for ~~not~~the ~~generated~~payment, ~~any~~within ~~revenue~~30 todays ~~date~~of ~~from~~execution ~~our~~of ~~therapeutics~~the oragreement, ~~vaccine~~of ~~programs.~~contractually Indetermined, ~~addition~~one-time, ~~while~~paid-up welicense ~~pursue~~fees ~~our~~in ~~therapeutics~~settlement of litigation and ~~vaccine programs,~~in weconsideration ~~may~~for ~~also~~the ~~make~~grant ~~investments~~of incertain ~~and~~intellectual ~~form~~property ~~new~~rights ~~companies~~for topatented ~~develop~~technologies ~~additional~~owned ~~emerging~~or ~~technologies~~controlled by the Company. WeThese doarrangements ~~not~~typically ~~expect~~include tosome ~~begin generating~~combination ~~revenue~~of ~~with~~the ~~respect~~following: to(i) ~~any~~the grant of ~~our~~a ~~current~~non-exclusive, ~~therapy~~retroactive and future license to manufacture and/or ~~vaccine~~sell ~~programs~~products incovered ~~the~~by ~~near~~patented ~~term.~~technologies Weowned ~~intend~~or tocontrolled ~~achieve~~by the Company, (ii) a ~~profitable~~covenant-not-to-sue, ~~outcome~~(iii) bythe ~~eventually~~release ~~licensing~~of ~~our~~the ~~technologies~~licensee tofrom ~~large~~certain ~~pharmaceutical~~claims, ~~companies~~and ~~that~~(iv) ~~have~~the dismissal of any pending litigation. In such instances, the ~~resources~~intellectual property ~~and~~rights ~~infrastructure~~granted have been perpetual in ~~place~~nature, extending until the expiration of the related patents. Pursuant to the terms of these agreements, we have no further obligations with respect to ~~manufacture~~the granted intellectual property rights, ~~market~~including ~~and~~no ~~sell~~obligation ~~our~~to maintain ~~technologies~~or asupgrade ~~therapeutics~~the technology, or ~~vaccines.~~provide ~~The~~future ~~eventual~~support ~~licensing~~or ofservices. ~~any~~Licensees obtained control of ~~our~~the ~~technologies~~intellectual ~~may~~property ~~take~~rights ~~several~~they ~~years,~~have ifacquired itupon isexecution toof ~~occur~~the atagreement. ~~all~~Accordingly, the performance obligations from these agreements were satisfied and 100% ~~may~~of ~~depend~~the onrevenue ~~positive~~was ~~results~~recognized ~~from~~upon ~~human~~the ~~clinical~~execution ~~trials~~of the agreements.

~~Inventor Royalties,~~Stock-Based ~~Contingent Legal Fees, Litigation and Licensing Expenses~~Compensation

~~We had~~The nocompensation ~~inventor~~cost ~~royalties,~~for ~~contingent~~service-based stock ~~legal~~options ~~fees~~granted to employees, ~~litigation~~directors and ~~licensing~~consultants ~~expenses~~is ~~during~~measured at the ~~nine~~grant ~~months~~date, ~~ended~~based ~~July~~on ~~31,~~the ~~2024.~~fair ~~Inventor~~value of the award using ~~royalties,~~the ~~contingent~~Black-Scholes ~~legal~~pricing ~~fees~~model, ~~litigation~~ and ~~licensing~~is ~~expenses~~recognized ~~for~~as ~~the~~an ~~nine~~expense ~~months~~on ~~ended~~a ~~July~~straight-line ~~31,~~basis ~~2023~~over ~~were~~the ~~approximately~~requisite ~~$161,000.~~service period (the vesting ~~Inventor~~period ~~royalties~~of ~~and~~the ~~contingent~~stock ~~legal~~option) ~~fees~~which ~~are~~is ~~expensed~~one into ~~the~~four ~~period~~years. ~~that~~For ~~the~~employee ~~related~~options ~~revenues~~vesting ~~are~~if ~~recognized.~~the ~~Litigation~~trading ~~and~~price ~~licensing~~of the Company’s common ~~expenses~~stock ~~related~~exceeds tocertain ~~patent~~price ~~assertion~~targets, ~~other~~we ~~than~~use ~~contingent~~a ~~legal~~Monte ~~fees,~~Carlo ~~are~~Simulation ~~expensed~~ in estimating the ~~period~~fair ~~incurred~~value at grant date and recognize compensation cost over the implied service period.

~~Research and Development Expenses~~18

~~Research~~For stock awards granted to employees and ~~development~~directors ~~expenses~~that ~~are~~vest ~~related~~at todate ~~the~~of ~~development~~grant ofwe ~~our~~recognize ~~cancer~~expense ~~therapeutics~~based ~~and~~on ~~vaccine~~the ~~programs~~grant ~~and~~date market price of the ~~expenses~~underlying ~~incurred~~common instock. For ~~the~~restricted ~~nine~~stock ~~months~~awards ~~ended~~vesting ~~July~~upon ~~31,~~achievement ~~2024~~of ~~consisted~~a price target of ~~approximately~~our $2common stock,~~093,000~~ ~~and~~we ~~$2,827,000~~use ~~for~~a ~~CAR-T~~Monte ~~therapeutics~~Carlo ~~and~~Simulation ~~cancer~~in ~~vaccines,~~estimating ~~respectively~~the fair value at grant date and recognize compensation cost over the implied service period (median time to vest).

~~Research~~The Black-Scholes pricing model and ~~development~~the ~~expenses~~Monte ~~increased~~Carlo bySimulation ~~approximately~~we ~~$1,766,000~~use to ~~approximately~~estimate ~~$4,920,000~~fair invalue ~~the~~requires ~~nine~~valuation ~~months~~assumptions ~~ended~~of ~~July~~expected 31term, ~~2024~~expected volatility, ~~from~~risk-free ~~approximately~~interest ~~$3,154,000~~rates inand expected dividend yield. The expected term of stock options represents the ~~nine~~weighted ~~months~~average ~~ended~~period ~~July~~the ~~31,~~stock ~~2023~~options are expected to remain outstanding. ~~The~~For ~~increase~~employees inwe ~~research~~use ~~and~~the ~~development~~simplified ~~expenses~~method, ~~was~~which ~~primarily~~is ~~due~~a weighted average of the vesting term and contractual term, to andetermine ~~increase~~expected interm. ~~outside~~The ~~research~~simplified ~~and~~method ~~development~~was ~~expenses~~adopted ~~related~~since towe ~~our~~do ~~breast~~not ~~cancer~~believe ~~vaccine~~that ~~program~~historical ofexperience ~~approximately~~is ~~$1,088,000,~~representative anof ~~increase~~future inperformance ~~outside~~because ~~research~~of ~~and~~the ~~development~~impact ~~expenses~~of ~~related~~the tochanges in our ~~CAR-T~~operations ~~therapeutics~~and ~~program~~the ofchange ~~approximately~~in ~~$642,000,~~terms anfrom ~~increase~~historical options. For consultants inwe ~~employee~~use ~~compensation~~the ~~and~~contract ~~related~~term ~~costs,~~for ~~other~~expected ~~than~~term. ~~stock~~Under ~~option~~the ~~compensation~~Black-Scholes ~~expense~~pricing model, ofwe ~~approximately~~estimated ~~$120,000,~~the anexpected ~~increase~~volatility inof ~~consulting fees~~our shares of ~~approximately~~common ~~$72,000,~~stock anbased ~~increase~~upon inthe ~~employee~~historical ~~stock~~volatility ~~option~~of ~~compensation~~our share price over a period of ~~approximately~~time ~~$57,000,~~equal ~~and~~to anthe ~~increase~~expected interm ~~outside~~of the grants. ~~research~~We ~~and~~estimated ~~development~~the ~~expenses~~risk-free ~~related~~interest torate ~~our~~based ~~new~~on ~~cancer~~the ~~vaccine~~implied ~~discovery~~yield ~~program~~available ofon ~~approximately~~the ~~$56,000,~~applicable ~~offset~~grant bydate of a ~~decrease~~U.S. Treasury note with ina ~~outside~~term ~~research~~equal ~~and~~to ~~development~~the ~~expenses~~expected ~~related~~term toof ~~our~~the ~~ovarian~~underlying ~~cancer~~grants. ~~vaccine~~We ~~program~~made the dividend yield assumption based on our history of ~~approximately~~not ~~$195,000~~paying dividends and aour ~~decrease~~expectation ~~in consultant~~not ~~stock~~to ~~option~~pay ~~expense~~dividends ofin ~~approximately~~the ~~$103,000~~future.

18We will reconsider use of the Black-Scholes pricing model and the Monte Carlo Simulation if additional information becomes available in the future that indicates another model would be more appropriate. If factors change and we employ different assumptions in future periods, the compensation expense that we record may differ significantly from what we have recorded in the current period.

~~General~~ Research and ~~Administrative~~Development Expenses

~~General and~~We ~~administrative~~recognize research and development expenses ~~increased~~as byincurred. ~~approximately~~Advance ~~$893,000~~payments tofor ~~approximately~~future ~~$5,748,000~~research inand ~~the~~development ~~nine~~activities ~~months~~are ~~ended~~deferred ~~July~~and ~~31,~~expensed ~~2024,~~as ~~from~~the services are performed. ~~approximately~~We ~~$4,855,000~~recognize inour ~~the~~preclinical ~~nine~~studies ~~months~~and ~~ended~~clinical ~~July~~trial ~~31,~~expenses ~~2023.~~based ~~The~~on ~~increase~~the inservices ~~general~~performed ~~and~~pursuant ~~administrative~~to ~~expenses~~contracts ~~was~~with ~~primarily~~research ~~due~~institutions, toclinical anresearch ~~increase~~organizations in(“CROs”), ~~investor~~clinical manufacturing organizations (“CMOs”), and ~~public~~other ~~relations~~parties ~~expense~~that conduct and manage various stages of ~~approximately~~research ~~$611,000,~~and andevelopment ~~increase~~activities inon ~~employee~~our ~~stock~~behalf. ~~option~~Fees ~~compensation expense~~for ofsuch ~~approximately~~services ~~$128,000,~~are anrecognized ~~increase~~based inon management’s ~~consulting~~estimates ~~fees~~after ofconsidering ~~approximately~~the ~~$48,000,~~activities and ~~increase~~tasks incompleted ~~legal~~by ~~fees~~each ofservice ~~approximately $34~~provider in a given period,~~000,~~ anthe ~~increase~~time period inover ~~consultant~~which ~~stock~~services ~~option~~are ~~expense~~expected ofto ~~approximately~~be ~~$29~~performed,~~000,~~ and anthe ~~increase~~level inof ~~patent-related~~effort ~~expenses~~expended ofin ~~approximately $26,000~~each reporting period.

~~Interest~~At each balance sheet date, management ~~Income~~estimates prepaid and accrued research and development costs by discussing progress or stage of completion of activities with internal personnel and external service providers, and comparing this information to payments made, invoices received, and the agreed-upon contractual fee to be paid for such services in the applicable contract or statements of work.

~~Interest income~~In ~~increased by approximately $132~~addition,~~000~~ towe ~~approximately~~allocate ~~$883,000 in the nine months ended July 31, 2024, from approximately $751,000~~certain ininternal ~~the~~compensation ~~nine~~costs ~~months ended July 31, 2023, due~~ to ~~increased~~research ~~interest~~and ~~rates~~development ~~and~~expenses ~~the~~based ~~increased~~on ~~average~~management’s ~~dollar~~estimates ~~amount~~of ~~held~~each inemployee’s ~~short-term~~time ~~investments~~and effort expended.

~~Net Loss~~EFFECT ~~Attributable~~OF toRECENTLY ~~Noncontrolling~~ISSUED ~~Interest~~PRONOUNCEMENTS

~~The net~~We ~~loss~~discuss ~~attributable~~the toeffect ~~noncontrolling~~of ~~interest,~~recently issued ~~representing~~pronouncements ~~Wistar’s ownership interest~~ in ~~Certainty’s~~Note ~~net~~7 ~~loss,~~of ~~increased by approximately $26,000 to approximately $114,000 in~~ the ~~nine~~condensed ~~months~~consolidated ~~ended~~financial ~~July 31~~statements, ~~2024,~~included ~~from~~elsewhere ~~approximately $88,000~~ in ~~the nine months~~ ~~ended~~this ~~July 31, 2023, as Certainty’s net loss increased~~Report.

~~LIQUIDITY AND~~Item ~~CAPITAL~~3. ~~RESOURCES~~Quantitative and Qualitative Disclosures About Market Risk. Not applicable.

~~Our primary~~Item ~~sources~~4. ofControls ~~liquidity are cash, cash equivalents~~ and ~~short-term investments~~Procedures.

~~Based on~~We ~~currently~~carried ~~available~~out ~~information~~an ~~as of September 6~~evaluation, under ~~2024,~~the wesupervision ~~believe that our existing cash, cash equivalents, short-term investments~~ and ~~expected~~with ~~cash~~the ~~flows~~participation ~~will~~of beour ~~sufficient~~management toincluding ~~fund~~ our ~~activities~~Chief ~~for~~Executive atOfficer ~~least the next twelve months. The Company has approximately $20,745,000 of cash, cash equivalents,~~ and ~~short-term~~ ~~investments~~our atChief ~~July~~Financial 31Officer, ~~2024 compared to approximately $23,844,000 at October 31, 2023 which is a reduction~~ of ~~approximately $3,099,000 during~~ the ~~nine~~effectiveness ~~months~~of ~~ended July 31, 2024. Therefore,~~ the ~~Company~~design ~~believes~~and ~~that~~operation itof ~~has~~our ~~sufficient~~disclosure ~~cash,~~controls ~~cash equivalents,~~ and ~~short-term~~procedures ~~investments~~pursuant to ~~operate~~Rule ~~its~~13(a)-15(b) ~~business,~~of ~~as currently contemplated, for significantly longer than 12 months from~~ the ~~date of~~Exchange ~~this Report~~Act. WeBased ~~have~~upon ~~implemented a business model~~ that ~~conserves~~evaluation, ~~funds~~our byChief ~~collaborating~~Executive ~~with~~Officer ~~third~~and ~~parties to develop~~ our ~~technologies.~~Chief ~~During~~Financial ~~the~~Officer ~~nine~~concluded ~~months~~that ~~ended~~our ~~July~~disclosure ~~31,~~controls ~~2024,~~and procedures weare ~~raised~~effective ~~approximately~~as ~~$2,984,000, net~~ of ~~expenses, through an at-~~the~~-market~~ ~~equity~~end ~~offering~~ of ~~785,290 shares of common stock, under which offering we may issue up to $100 million of common stock. Under our at-~~the~~-market~~ ~~equity~~period ~~program,~~covered ~~which~~by isthis ~~currently effective and may remain available for us to use in the future, as of July 31, 2024, we may sell an additional approximately $97 million of common stock~~Report.

19There was no change in our internal control over financial reporting during the three months ended January 31, 2025, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

During the nine months ended July 31, 2024, cash used in operating activities was approximately $6,408,000. Cash provided by investing activities was approximately $3,409,000, resulting from the maturities of short-term investments of approximately $50,716,000, offset by purchases of short-term investments totaling approximately $47,307,000. Cash provided by financing activities was approximately $3,309,000, resulting from the sale of 785,290 shares of common stock in an at-the-market equity offering of approximately $2,984,000, net of expenses, proceeds from stock option exercises of approximately $318,000, and proceeds from the sale of common stock pursuant to an employee stock purchase plan of approximately $7,000. As a result, our cash, cash equivalents, and short-term investments at July 31, 2024 decreased approximately $3,099,000 to approximately $20,745,000 from approximately $23,844,000 at the end of fiscal year 2023.19

~~CRITICAL~~PART II. ~~ACCOUNTING~~OTHER ~~POLICIES~~INFORMATION

~~The Company’s~~Item ~~condensed consolidated financial statements are prepared in conformity with accounting principles generally accepted in the United States of America~~1. InLegal ~~preparing these financial statements, we make assumptions, judgments and estimates that can have a significant impact on amounts reported in our condensed consolidated financial statements~~Proceedings. We base our assumptions, judgments and estimates on historical experience and various other factors that we believe to be reasonable under the circumstances. Actual results could differ materially from these estimates under different assumptions or conditions. On a regular basis, we evaluate our assumptions, judgments and estimates and make changes accordingly.

WeOther than lawsuits related to ~~believe~~the ~~that,~~enforcement of ~~the~~our ~~significant~~patent ~~accounting~~rights, ~~policies~~we ~~discussed~~are innot ~~Note~~a 2party to ~~our~~any ~~consolidated~~material ~~financial~~pending ~~statements~~legal inproceedings, ~~our~~nor ~~Annual~~are ~~Report on~~we ~~Form~~aware ~~10-K~~of ~~for~~any ~~the~~pending ~~fiscal~~litigation or ~~year~~legal ~~ended~~proceeding ~~October~~against ~~31,~~us ~~2023,~~that ~~the~~would ~~following~~have ~~accounting~~a ~~policies~~material ~~require~~adverse effect upon our ~~most~~results ~~difficult,~~of ~~subjective~~operations or ~~complex~~ ~~judgments:~~financial condition.

●Item ~~Revenue~~1A. ~~Recognition,~~Risk ~~● Stock-Based Compensation, and ● Research and Development Expenses~~Factors.

~~Revenue~~There have been no material changes ~~Recognition~~in our risk factors from those disclosed in our Annual Report on Form 10-K for the fiscal year ended October 31, 2024.

~~Our revenue~~Item ~~has been derived solely from technology licensing and the sale of patented technologies~~2. ~~Revenue~~Unregistered isSales ~~recognized upon transfer~~ of ~~control~~Equity ofSecurities ~~intellectual property rights~~ and ~~satisfaction~~Use of ~~other~~Proceeds. ~~contractual performance obligations to licensees in an amount that reflects the consideration we expect to receive~~None.

~~Our revenue~~Item ~~recognition~~3. ~~policy~~Defaults ~~requires~~Upon usSenior ~~to make certain judgments and estimates in connection with the accounting for revenue~~Securities. Such areas may include determining the existence of a contract and identifying each party’s rights and obligations to transfer goods and services, identifying the performance obligations in the contract, determining the transaction price and allocating the transaction price to separate performance obligations, estimating the timing of satisfaction of performance obligations, determining whether a promise to grant a license is distinct from other promised goods or services and evaluating whether a license transfers to a customer at a point in time or over timeNone.

~~Our revenue~~Item arrangements provide for the payment, within 30 days of execution of the agreement, of contractually determined, one-time, paid-up license fees in settlement of litigation and in consideration for the grant of certain intellectual property rights for patented technologies owned or controlled by the Company4. ~~These arrangements typically include some combination of the following: (i) the grant of a non-exclusive,~~ ~~retroactive~~Mine ~~and~~Safety future license to manufacture and/or sell products covered by patented technologies owned or controlled by the Company, (ii) a covenant-not-to-sue, (iii) the release of the licensee from certain claims, and (iv) the dismissal of any pending litigationDisclosures. In ~~such~~Not ~~instances, the intellectual property rights granted have been perpetual in nature, extending until the expiration of the related patents~~Applicable. Pursuant to the terms of these agreements, we have no further obligations with respect to the granted intellectual property rights, including no obligation to maintain or upgrade the technology, or provide future support or services. Licensees obtained control of the intellectual property rights they have acquired upon execution of the agreement. Accordingly, the performance obligations from these agreements were satisfied and 100% of the revenue was recognized upon the execution of the agreements.

20Item 5. Other Information. None.

~~Stock-Based Compensation~~Item 6. Exhibits.

The compensation cost for service-based stock options granted to employees, directors and consultants is measured at the grant date, based on the fair value of the award using the Black-Scholes pricing model, and is recognized as an expense on a straight-line basis over the requisite service period (the vesting period of the stock option) which is one to four years. For employee options vesting if the trading price of the Company’s common stock exceeds certain price targets, we use a Monte Carlo Simulation in estimating the fair value at grant date and recognize compensation cost over the implied service period.

	31.1	Certification of Chief Executive Officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, dated March 11, 2025.
	31.2	Certification of Chief Financial Officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, dated March 11, 2025.
	32.1	Statement of Chief Executive Officer, pursuant to Section 1350 of Title 18 of the United States Code, dated March 11, 2025.
	32.2	Statement of Chief Financial Officer, pursuant to Section 1350 of Title 18 of the United States Code, dated March 11, 2025.
	101.INS	Inline XBRL Instance Document
	101.SCH	Inline XBRL Taxonomy Extension Schema
	101.CAL	Inline XBRL Taxonomy Extension Calculation Linkbase
	101.DEF	Inline XBRL Taxonomy Extension Definition Linkbase
	101.LAB	Inline XBRL Taxonomy Extension Label Linkbase
	101.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase
	104	Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101)

For stock awards granted to employees and directors that vest at date of grant we recognize expense based on the grant date market price of the underlying common stock. For restricted stock awards vesting upon achievement of a price target of our common stock, we use a Monte Carlo Simulation in estimating the fair value at grant date and recognize compensation cost over the implied service period (median time to vest).20

The Black-Scholes pricing model and the Monte Carlo Simulation we use to estimate fair value requires valuation assumptions of expected term, expected volatility, risk-free interest rates and expected dividend yield. The expected term of stock options represents the weighted average period the stock options are expected to remain outstanding. For employees we use the simplified method, which is a weighted average of the vesting term and contractual term, to determine expected term. The simplified method was adopted since we do not believe that historical experience is representative of future performance because of the impact of the changes in our operations and the change in terms from historical options. For consultants we use the contract term for expected term. Under the Black-Scholes pricing model, we estimated the expected volatility of our shares of common stock based upon the historical volatility of our share price over a period of time equal to the expected term of the grants. We estimated the risk-free interest rate based on the implied yield available on the applicable grant date of a U.S. Treasury note with a term equal to the expected term of the underlying grants. We made the dividend yield assumption based on our history of not paying dividends and our expectation not to pay dividends in the future.SIGNATURES

~~We will~~Pursuant ~~reconsider~~to ~~use of~~ the ~~Black-Scholes~~requirements ~~pricing model and the Monte Carlo Simulation if additional information becomes available in~~of the ~~future~~Securities ~~that~~Exchange ~~indicates~~Act ~~another~~of ~~model would be more appropriate. If factors change and we employ different assumptions in future periods~~1934, the ~~compensation~~registrant ~~expense~~has ~~that~~duly wecaused ~~record~~this ~~may~~report ~~differ~~to ~~significantly~~be ~~from~~signed ~~what~~on weits ~~have~~behalf ~~recorded~~by in the ~~current~~undersigned, ~~period~~thereunto duly authorized.

Research and Development Expenses

	ANIXA BIOSCIENCES, INC.

	By:	/s/ Dr. Amit Kumar
		Dr. Amit Kumar
		Chairman and Chief Executive Officer
March 11, 2025		(Principal Executive Officer)

	By:	/s/ Michael J. Catelani
		Michael J. Catelani
		President, Chief Operating Officer and
		Chief Financial Officer
		(Principal Financial and
March 11, 2025		Accounting Officer)

We recognize research and development expenses as incurred. Advance payments for future research and development activities are deferred and expensed as the services are performed. We recognize our preclinical studies and clinical trial expenses based on the services performed pursuant to contracts with research institutions, clinical research organizations (“CROs”), clinical manufacturing organizations (“CMOs”), and other parties that conduct and manage various stages of research and development activities on our behalf. Fees for such services are recognized based on management’s estimates after considering the activities and tasks completed by each service provider in a given period, the time period over which services are expected to be performed, and the level of effort expended in each reporting period.21

At each balance sheet date, management estimates prepaid and accrued research and development costs by discussing progress or stage of completion of activities with internal personnel and external service providers, and comparing this information to payments made, invoices received, and the agreed-upon contractual fee to be paid for such services in the applicable contract or statements of work.

In addition, we allocate certain internal compensation costs to research and development expenses based on management’s estimates of each employee’s time and effort expended.

EFFECT OF RECENTLY ISSUED PRONOUNCEMENTS

We discuss the effect of recently issued pronouncements in Note 7 of the condensed consolidated financial statements, included elsewhere in this Report.

Item 3. Quantitative and Qualitative Disclosures About Market Risk. Not applicable.

Item 4. Controls and Procedures.

We carried out an evaluation, under the supervision and with the participation of our management including our Chief Executive Officer and our Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Rule 13(a)-15(b) of the Exchange Act. Based upon that evaluation, our Chief Executive Officer and our Chief Financial Officer concluded that our disclosure controls and procedures are effective as of the end of the period covered by this Report.

There was no change in our internal control over financial reporting during the three months ended July 31, 2024, 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.

Other than lawsuits related to the enforcement of our patent rights, we are not a party to any material pending legal proceedings, nor are we aware of any pending litigation or legal proceeding against us that would have a material adverse effect upon our results of operations or financial condition.

Item 1A. Risk Factors.

There have been no material changes in our risk factors from those disclosed in our Annual Report on Form 10-K for the fiscal year ended October 31, 2023.

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

During the nine months ended July 31, 2024, the Company issued an aggregate of 89,336 shares of our common stock to companies in payment of investor relations services. The common stock was issued in reliance on an exemption from registration under Section 4(a)(2) of the Securities Act as they were issued to recipients, without a view to distribution, and were not issued through any general solicitation or advertisement.

Item 3. Defaults Upon Senior Securities. None.

Item 4. Mine Safety Disclosures. Not Applicable.

Item 5. Other Information.

As of July 31, 2024, there were no Rule 10b5-1 plans in place for any of our directors or officers.

Item 6. Exhibits.

31.1		Certification of Chief Executive Officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, dated September 6, 2024.
31.2		Certification of Chief Financial Officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, dated September 6, 2024.
32.1		Statement of Chief Executive Officer, pursuant to Section 1350 of Title 18 of the United States Code, dated September 6, 2024.
32.2		Statement of Chief Financial Officer, pursuant to Section 1350 of Title 18 of the United States Code, dated September 6, 2024.
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 (embedded within the Inline XBRL document)

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.

	ANIXA BIOSCIENCES, INC.
	By:	/s/ Dr. Amit Kumar
		Dr. Amit Kumar
		Chairman and Chief Executive Officer
September 6, 2024		(Principal Executive Officer)
	By:	/s/ Michael J. Catelani
		Michael J. Catelani
		President, Chief Operating Officer and Chief Financial Officer
September 6, 2024		(Principal Financial and Accounting Officer)

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