Genenta Science(GNTA) - 2023 Q4 - Annual Report

Financial Position - As of December 31, 2023, the company had approximately €18.8 million in cash and cash equivalents and marketable securities[582]. - The company incurred a net loss of approximately €11.6 million for the year ended December 31, 2023, with net cash used in operating activities amounting to €11,205,023[584]. - The company estimates that its existing cash will be sufficient to fund operations into the second quarter of 2025[592]. - The net cash provided by financing activities was €531 for the year ended December 31, 2023, with no cash provided in the previous two years[590]. - The company plans to satisfy future cash needs through existing cash and potential additional financings, including a shelf registration statement for up to $100 million[594]. - The company may need to seek additional funds sooner than planned due to various uncertainties, including the impact of the COVID-19 pandemic on operations[593]. Revenue Generation - The company has not generated any revenue to date and does not expect to do so in the near term[591]. Investment Activities - Investing activities for the year ended December 31, 2023, included approximately €5.9 million used to purchase marketable securities[587]. Compensation and Governance - Total compensation paid to all directors and senior management for the year ended December 31, 2023, was approximately €1.3 million[619]. - The total cost to the company for all directors and senior managers for the year ended December 31, 2023, was approximately €2.2 million[621]. - The board of statutory auditors received approximately €44,000 in compensation for their services during 2023[624]. - The company has established a Compensation, Nomination and Governance Committee to oversee cash compensation and equity award recommendations for executive officers[628]. - The total amount paid to directors and senior management includes salary, bonuses, and other related benefits totaling €1,287,772[620]. Corporate Governance - The company relies on home country governance requirements and certain exemptions under Nasdaq rules, as permitted for foreign private issuers[630]. - The company has a board of directors and a separate board of statutory auditors, ensuring compliance with Italian corporate governance practices[623]. - The company has opted out of certain shareholder approval requirements for share issuances, which may differ from Nasdaq Listing Rule 5635[631]. - The company follows the traditional model of corporate governance for Italian companies, relying on a board of statutory auditors instead of an audit committee as required by Nasdaq rules[631]. - The board of directors may include fewer independent directors than required under Nasdaq Listing Rule 5605(b)(1)[631]. - The company does not have a specific regulatory regime for proxy solicitations, differing from Nasdaq Listing Rule 5620(b)[631]. - Quorum requirements for shareholder meetings are governed by Italian law, which may not align with Nasdaq Listing Rule 5620(c)[631]. - The company has established a board of statutory auditors that meets the requirements set forth in Exchange Act Rule 10A-3(c)(3)[632]. Employee Relations - The company maintains a good relationship with its employees, who are engaged in various activities including clinical, research and development, and quality assurance[634]. - As of March 26, 2024, the company had 14 full-time employees, with 11 in Milan, Italy, and 3 in the U.S.[634]. Future Plans - The company plans to propose a loyalty share program at the 2024 shareholders' meeting, which may allow it to elect an exemption from Nasdaq Stock Market Rule 5640 regarding voting rights[633]. Currency Risk - A hypothetical 10$600 million in capital during Dr. Sirgo's tenure at BioDelivery Sciences, increasing market capitalization from $10 million to nearly$1 billion[609]. - The company has a diverse board with members having extensive experience in pharmaceuticals and finance, enhancing strategic decision-making[609][611][612].