Genenta Science(GNTA)2025-03-28 20:25Financial Position - As of December 31, 2024, the company had approximately €12.7 million in cash and cash equivalents and marketable securities[628]. - The company incurred a net loss of approximately €8.9 million for the year ended December 31, 2024, with operating activities using approximately €6.2 million of cash[630]. - The company estimates that existing cash and anticipated cash from short-term financing will be sufficient to fund operations into the second quarter of 2026[642]. - The net cash provided by financing activities for the year ended December 31, 2024, was approximately €270,885 from ATM offerings[629]. - A hypothetical 10% movement in USD to EUR exchange rate would impact the net result by approximately €0.5 million for the year ended December 31, 2024[625]. Revenue Generation - The company has not generated any revenue to date and does not expect to do so in the near term[641]. Investment Activities - Investing activities for the year ended December 31, 2024, used approximately €16.4 million to purchase marketable securities, while proceeds from divestment amounted to approximately €23.2 million[634]. - The company plans to use available cash and marketable securities for potential in-licensing, acquisitions, or investments in additional businesses and technologies[646]. Compensation and Governance - The total compensation paid to all directors and senior management for the year ended December 31, 2024, was approximately €1.3 million[671]. - The total cost to the company for all directors and senior managers for the year ended December 31, 2024, was approximately €2.2 million[673]. - The aggregate compensation received by the Board of Statutory Auditors during 2024 was approximately €44,000[677]. - The company established a Compensation, Nomination and Governance Committee to oversee cash compensation and equity award recommendations for executive officers[681]. - The total salary, bonuses, and related benefits for all directors and senior management amounted to €1,258,468[672]. - The company’s cost for each employee is higher than what is actually paid out due to tax and contribution charges affecting labor costs[674]. Corporate Governance - The company follows the historical Italian corporate governance system with separate boards for directors and statutory auditors[675]. - The company has no arrangements with major shareholders or others regarding the selection of directors or senior management[669]. - The company relies on an exemption from the Rule 10A-3 requirements for foreign private issuers with a board of statutory auditors established in accordance with local law[680]. - The company has opted out of shareholder approval requirements for certain share issuances, differing from Nasdaq Listing Rule 5635[686]. - The company follows a traditional model of corporate governance for Italian companies, exempting it from the audit committee requirements established by Rule 10A-3[686]. - The company is not required to have a majority of independent directors on its board, as per Italian law[684]. - Quorum requirements for general meetings of shareholders are governed by the Italian Civil Code, differing from Nasdaq Listing Rule 5620(c)[684]. Employee Relations - As of March 26, 2025, the company had 13 full-time employees, with 11 located in Milan, Italy, and 2 in the U.S.[687]. - The company considers its relationship with employees to be good[687]. - The company relies on consultants and collaborators at SR-TIGET and OSR for various activities including clinical, research and development, and product development[687]. Audit and Reporting - The board of statutory auditors is responsible for the appointment, retention, and oversight of the work of any registered public accounting firm engaged for audit services[686]. - The management report and annual financial statements must be communicated to the auditor and board of statutory auditors at least 30 days prior to the shareholders' meeting[683].