0001437749-23-010343 | 10-K | XBRL Viewer

Nature of Operations [Text Block]

(1) Nature of Business

On October 22, 2021 (the "Closing Date"), the Company consummated the business combination contemplated by the agreement and plan of merger, dated as of June 21, 2021, as amended on August 12, 2021, made by and among BCYP, Big Cypress Merger Sub Inc., a Delaware corporation (“Merger Sub”), SAB Biotherapeutics, Inc., a Delaware corporation (“SAB” or the “Company”), and Shareholder Representative Services LLC, a Colorado limited liability company, solely in its capacity as the representative, agent and attorney-in-fact of the SAB Stockholders. Upon closing of the Business combination, Big Cypress Merger Sub merged with SAB Biotherapeutics, with SAB Biotherapeutics as the surviving company of the merger. Upon closing of the business combination, BCYP changed its name to “SAB Biotherapeutics, Inc.”.

SAB Biotherapeutics, Inc. is a clinical-stage biopharmaceutical company focused on the development and commercialization of a portfolio of products from its proprietary immunotherapy platform to produce fully targeted human polyclonal antibodies, without using human plasma or serum. SAB’s novel DiversitAb platform enables the rapid production of large amounts of targeted human polyclonal antibodies, leveraging transchromosomic cattle (Tc Bovine™) that have been genetically designed to produce human antibodies (immunoglobulin G) rather than bovine in response to an antigen. Animal antibodies have been made in rabbits, sheep and horses. However, SAB's platform is the first to produce fully human antibodies in large animals.

The COVID-19 pandemic continues to evolve, and the extent to which it may impact the Company’s business will depend on future developments, which are highly uncertain and cannot be predicted with confidence, such as the ultimate geographic spread of the disease, the duration of the outbreak, travel restrictions and social distancing in the U.S. and other countries, business closures or business disruptions, and the effectiveness of actions taken in the U.S. and other countries to contain and treat the disease. The Company is following, and will continue to follow, recommendations from the U.S. Centers for Disease Control and Prevention, as well as federal, state, and local governments. To date, the Company has not experienced material business disruptions, but it cannot be certain of the future impact of the COVID-19 pandemic on its business and consolidated financial statements.

Going Concern

As of December 31, 2022, the Company has experienced net losses, negative cash flows from operations and had an accumulated deficit of $47.9 million. The Company anticipates to continue to generate losses for the foreseeable future, and expects the losses to increase as the Company continues the development of, and seek regulatory approvals for, product candidates, and begin commercialization of products. As a result, the Company will require additional capital to fund operations in order to support long-term plans, in particular, following the JPEO Rapid Response Contract Termination. These factors raise substantial doubt about the Company’s ability to continue as a going concern for the one-year period following the date that these financial statements were issued.

To continue as a going concern, the Company will need, among other things, to raise additional capital resources. The Company plans to seek additional funding through a combination of equity or debt financings, or other third-party financing, collaborative or other funding arrangements. Should the Company seek additional financing from outside sources, the Company may not be able to raise such financing on terms acceptable to the Company or at all. If the Company is unable to raise additional capital when required or on acceptable terms, the Company may be required to scale back or discontinue the advancement of product candidates, reduce headcount, liquidate the Company's assets, file for bankruptcy, reorganize, merge with another entity, or cease operations.

The consolidated financial statements as of December 31, 2022, have been prepared on the basis that the Company will continue as a going concern, and do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the possible inability for the Company to continue as a going concern.

Note 2 - Restatement of Financial Statements

12 Months Ended

Dec. 31, 2022

Error Correction [Text Block]

(2) Restatement of Financial Statements

In March 2023, the Audit Committee of the Company’s Board of Directors and the Company’s management concluded that the Company’s previously issued audited financial statements contained within the Annual Report on Form 10-K for the year ended December 31, 2021 (the “Prior Year Financial Statements”), and the Company's previously issued interim financial statements included in the Company's Quarterly Reports on Forms 10-Q for the three months ended March 31, 2022, the six months ended June 30, 2022, and nine months ended September 30, 2022 (the “Prior Period Interim Financial Statements”), should no longer be relied upon as a result of the following accounting errors:

	●	The Company concluded that it did not correctly account for a financed insurance premium whereby a third-party lender prepaid the Company's annual insurance premiums to our insurance companies in exchange for a short-term interest bearing note (the “Insurance Financing Agreement”). The Company previously recognized, on its consolidated balance sheet, a current prepaid asset for the amount paid by the Company under the Insurance Financing Agreement in excess of the total amortized value of the prepaid insurance policy. The Company reassessed its accounting for the Insurance Financing Agreement and determined that the Insurance Financing Agreement should be classified as a current note payable with the full amount of the insurance premium recognized as current prepaid asset at the time the Company entered into the Insurance Financing Agreement.

	●	The Company concluded that the Insurance Financing Agreement and corresponding payment to the third-party lender constitutes a constructive receipt and disbursement of cash. As a result, the Company determined the cash flows from financing activities contained within the Prior Year Financial Statements is understated—this error is accompanied by a corresponding overstatement in cash flows from operating activities due to an understated prepaid asset.

	●	Similar to the above assessment, the Company concluded that the cash payments to the third-party lender should be presented within cash flows from financing activities. As a result, the Company determined the cash flows from financing activities contained within the Prior Period Interim Financial Statements are overstated—this error is accompanied by a corresponding understatement in cash flows from operating activities due to the derecognition of the previously unrecognized prepaid asset.

Impact of the Restatement

The Company has restated herein its audited financial statements at December 31, 2022 for the year ended December 31, 2021. We have also restated interim financial statement periods for the three months ended March 31, 2022, the six months ended June 30, 2022, and nine months ended September 30, 2022, See Note 21, Quarterly Financial Information (Unaudited).

	*December 31, 2021*
	*As Previously Reported*			*Adjustment*		*As Restated*
Assets
Current assets
Cash and cash equivalents	$	33,206,712		$	—	$	33,206,712
Restricted cash		6,338,306			—		6,338,306
Accounts receivable, net		8,010,708			—		8,010,708
Prepaid expenses		864,513			1,771,711		2,636,224
Total current assets		48,420,239			1,771,711		50,191,950
Operating lease right-of-use assets		2,615,204			—		2,615,204
Financing lease right-of-use assets		4,019,322			—		4,019,322
Equipment, net		24,314,455			—		24,314,455
Total assets	$	79,369,220		$	1,771,711	$	81,140,931
Liabilities and Stockholders’ Equity
Current liabilities
Accounts payable	$	4,458,525		$	—	$	4,458,525
Forward share purchase liability		6,338,306			—		6,338,306
Notes payable – current portion		25,013			1,771,711		1,796,724
Operating lease liabilities, current portion		1,142,413			—		1,142,413
Finance lease liabilities, current portion		161,050			—		161,050
Due to related party		2,367			—		2,367
Deferred grant income		100,000			—		100,000
Accrued expenses and other current liabilities		12,455,888			—		12,455,888
Total current liabilities		24,683,562			1,771,711		26,455,273
Operating lease liabilities, noncurrent		1,653,185			—		1,653,185
Finance lease liabilities, noncurrent		3,762,430			—		3,762,430
Warrant liabilities		10,720,130			—		10,720,130
Notes payable, noncurrent		—			—		—
Total liabilities		40,819,307			1,771,711		42,591,018
Commitments and contingencies (Note 17)
Stockholders’ equity
Preferred stock; $0.0001 par value; 10,000,000 shares authorized, 0 shares issued and outstanding at December 31, 2021 and 2020		—			—		—
Common stock; $0.0001 par value; 490,000,000 shares authorized at December 31, 2021 and 2020; 43,487,279 and 25,973,406 shares issued and outstanding at December 31, 2021 and 2020, respectively		4,349			—		4,349
Additional paid-in capital		67,674,515			—		67,674,515
Accumulated deficit		(29,128,951	)		—		(29,128,951	)
Total stockholders’ equity		38,549,913			—		38,549,913
Total liabilities and stockholders’ equity	$	79,369,220		$	1,771,711	$	81,140,931

	*Year Ended December 31, 2021*
	*As Previously Reported*			*Adjustment*			*As Restated*
Cash flows from operating activities:
Net (loss) income	$	(17,144,531	)	$	—		$	(17,144,531	)
Adjustments to reconcile net (loss) income to net cash provided by operating activities:
Gain on debt extinguishment of Paycheck Protection Program SBA Loan		(665,596	)		—			(665,596	)
Depreciation and amortization		1,488,614			—			1,488,614
Amortization of right-of-use assets		164,983			—			164,983
Stock-based compensation expense		2,314,682			—			2,314,682
Gain on sale of equipment		(5,488	)		—			(5,488	)
Changes in fair value of warrant liabilities		4,151,068			—			4,151,068
Changes in operating assets and liabilities
Accounts receivable		12,558,790			—			12,558,790
Prepaid expenses		513,363			(1,771,711	)		(1,258,348	)
Right-of-use assets – operating lease		(63,626	)		—			(63,626	)
Accounts payable		(2,935,521	)		—			(2,935,521	)
Deferred income		—			—			—
Due to related party		(2,727	)		—			(2,727	)
Accrued expense and other current liabilities		3,384,573			—			3,384,573
Net cash provided by operating activities		3,758,584			(1,771,711	)		1,986,873

Cash flows from investing activities:
Proceeds from the sale of equipment		—			—			—
Purchases of equipment		(10,943,657	)		—			(10,943,657	)
Net cash used in investing activities		(10,943,657	)		—			(10,943,657	)

Cash flows from financing activities:
Proceeds from Business Combination, net of transaction costs		34,340,225			—			34,340,225
Proceeds from issuance of notes payable		—			2,840,619			2,840,619
Payments of notes payable		(24,143	)		(1,068,908	)		(1,093,051	)
Principal payments on finance leases		(203,124	)		—			(203,124	)
Proceeds from exercise of stock options		6,750			—			6,750
Net cash provided by financing activities		34,119,708			1,771,711			35,891,419

Net increase in cash, cash equivalents, and restricted cash		26,934,635			—			26,934,635
Cash, cash equivalents, and restricted cash
Beginning of year		12,610,383			—			12,610,383
End of year	$	39,545,018		$	—		$	39,545,018

Note 3 - Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2022

Significant Accounting Policies [Text Block]

(3) Summary of Significant Accounting Policies

A summary of the significant accounting policies applied in preparation of the accompanying consolidated financial statements is set forth below.

Basis of presentation

The financial statements have been prepared in conformity with U.S. GAAP and include all adjustments necessary for the fair presentation of the Company’s financial position for the years presented.

The Business Combination was accounted for as a reverse recapitalization in accordance with U.S. GAAP (the “Reverse Recapitalization”). Under this method of accounting, BCYP is treated as the “acquired” company and SAB Biotherapeutics is treated as the acquirer for financial reporting purposes. Accordingly, for accounting purposes, the Reverse Recapitalization was treated as the equivalent of SAB Biotherapeutics issuing stock for the net assets of BCYP, accompanied by a recapitalization. The net assets of BCYP are stated at historical cost, with no goodwill or other intangible assets recorded. SAB Biotherapeutics was determined to be the accounting acquirer based on the following predominant factors:

	●	SAB Biotherapeutics’ shareholders have the largest portion of voting rights in the Company;
	●	the Board and Management are primarily composed of individuals associated with SAB Biotherapeutics; and
	●	the operations of SAB comprise the ongoing operations of the Company.

Emerging growth company status

Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statements with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used.

Principles of consolidation

The accompanying consolidated financial statements include the results of the Company and its wholly owned subsidiaries, SAB Capra, LLC and Aurochs, LLC. Intercompany balances and transactions have been eliminated in consolidation.

Significant risks and uncertainties

The Company’s operations are subject to a number of factors that can affect its operating results and financial condition. Such factors include, but are not limited to, the results of research and development efforts, clinical trial activities of the Company’s product candidates, the Company’s ability to obtain regulatory approval to market its product candidates, competition from products manufactured and sold or being developed by other companies, and the Company’s ability to raise capital.

The Company currently has no commercially approved products and there can be no assurance that the Company’s research and development will be successfully commercialized. Developing and commercializing a product requires significant time and capital and is subject to regulatory review and approval as well as competition from other biotechnology and pharmaceutical companies. The Company operates in an environment of rapid change and is dependent upon the continued services of its employees and obtaining and protecting intellectual property. Additional funding may be needed to cover operational costs as the Company moves forward with the Company's efforts to develop a commercially approved product.

Use of estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses and the disclosure of contingent assets and liabilities in the financial statements. The Company has used significant estimates in its determination of stock-based compensation assumptions, determination of the fair value of the Company’s common stock prior to becoming a public company, determination of the fair value of the Company's warrants, determination of the incremental borrowing rate (“IBR”) used in the calculation of the Company’s right of use assets and lease liabilities, and the valuation allowance on deferred tax assets. Actual amounts realized may differ from these estimates.

Fair Value Measurements

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The following fair value hierarchy classifies the inputs to valuation techniques that would be used to measure fair value into one of three levels:

Level 1: Unadjusted quoted prices in active markets for identical assets or liabilities.

Level 2: Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active.

Level 3: Unobservable inputs that reflect the reporting entity’s own assumptions

Certain of the Company's financial instruments are not measured at fair value on a recurring basis but are recorded at amounts that approximate their fair value due to the short-term nature of their maturities, such as cash and cash equivalents, accounts receivable, accounts payable and accrued expenses.

The Company accounts for warrants to purchase its common stock pursuant to ASC Topic 470, Debt, and ASC Topic 480, Distinguishing Liabilities from Equity, and classifies warrants for common stock as liabilities or equity. The warrants classified as liabilities are reported at their estimated fair value (see Note 14 - Fair Value Measurements) and any changes in fair value are reflected in other income and expense. The warrants classified as equity are reported at their estimated relative fair value with no subsequent remeasurement. The Company’s outstanding warrants are discussed in more detail in Note 14 - Fair Value Measurements.

Cash, cash equivalents, and restricted cash

Cash equivalents include short-term, highly liquid instruments, consisting of money market accounts and short-term investments with original maturities at the date of purchase of 90 days or less.

Amounts held in escrow by the Company pursuant to the Forward Share Purchase Agreement were reported as restricted cash on the consolidated balance sheet as of December 31, 2021.

The reconciliation of cash, cash equivalents, and restricted cash as of the years ended December 31, 2022 and 2021 was as follows:

	*2022*		*2021*
Cash and cash equivalents	$	15,046,894	$	33,206,712
Restricted cash		—		6,338,306
Total cash, cash equivalents, and restricted cash	$	15,046,894	$	39,545,018

Accounts receivable

Accounts receivable are carried at original invoice amount, less an allowance for doubtful accounts. The Company estimates an allowance for doubtful accounts for potential credit losses that are expected to be incurred, based on management’s assessment of the collectability of specific accounts, the aging of the accounts receivable, historical information and other currently available evidence. Receivables are written off when deemed uncollectible. To date, no receivables have been written off. The Company had no allowance for doubtful accounts as of December 31, 2022 and 2021.

Concentration of credit risk

The Company maintains its cash and cash equivalent balances in the form of business checking accounts and money market accounts, the balances of which, at times, may exceed federally insured limits. Exposure to credit risk is reduced by placing such deposits in high credit quality federally insured financial institutions.

The Company received 100% of its total revenue through grants from government organizations during the years ended December 31, 2022 and 2021, respectively.

Lease liabilities and right-of-use assets

The Company is party to certain contractual arrangements for equipment, lab space, and an animal facility, which meet the definition of leases under FASB ASC Topic 842, Leases (“ASC 842”). In accordance with ASC 842, the Company recorded right-of-use assets and related lease liabilities for the present value of the lease payments over the lease terms. The Company’s IBR was used in the calculation of its right-of-use assets and lease liabilities.

Research and development expenses

Expenses incurred in connection with research and development activities are expensed as incurred. These include licensing fees to use certain technology in the Company’s research and development projects, fees paid to consultants and various entities that perform certain research and testing on behalf of the Company, and expenses related to salaries, benefits, and stock-based compensation granted to employees in research and development functions.

During the years ended December 31, 2022 and 2021, the Company had contracts with multiple CRO to complete studies as part of research grant agreements. In the case of SAB-185, the CRO was contracted and paid by the US government - as of December 31, 2022, there is no active CRO engaged by the Company in work on the SAB-185. For SAB-176, PPD Development, LP acting as the CRO oversaw the Phase 1 safety study. The terms of that agreement are subject to confidentiality, and the status of the agreement is that it is current, in good standing and approximately 95% of the contract has been paid as of December 31, 2022. SAB has also contracted with hVIVO Services Limited to conduct the Phase 2a influenza study on SAB-176. The terms of that agreement are subject to confidentiality, and the status of the agreement is that it is current, in good standing and approximately 95% of the contract has been paid as of December 31, 2022.

Property, plant and equipment, net

The Company records equipment at cost less depreciation. Depreciation is calculated using straight-line method over the following estimated useful lives:

(in years)

Animal facility equipment
7

Laboratory equipment
7

Leasehold improvements

Shorter of asset life or lease term

Office furniture & equipment
5

Vehicles
5

Repairs and maintenance expenses are expensed as incurred.

Impairment of long-lived assets

The Company reviews the recoverability of long-lived assets, including the related useful lives, whenever events or changes in circumstances indicate that the carrying amount of a long-lived asset may not be recoverable. If necessary, the Company compares the estimated undiscounted future net cash flows to the related asset’s carrying value to determine whether there has been an impairment. If an asset is considered impaired, the asset is written down to fair value, which is based either on discounted cash flows or appraised values in the period the impairment becomes known. The Company believes that long-lived assets are recoverable, and no impairment was deemed necessary, during the years ended December 31, 2022 and 2021.

Stock-based compensation

FASB ASC Topic 718, Compensation – Stock Compensation, prescribes accounting and reporting standards for all share-based payment transactions in which employee and non-employee services are acquired. The Company recognizes compensation cost relating to stock-based payment transactions using a fair-value measurement method, which requires all stock-based payments to employees, directors, and non-employee consultants, including grants of stock options, to be recognized in operating results as compensation expense based on fair value over the requisite service period of the awards. Prior to the Business Combination, the grant date fair value of the Company's common stock was typically be determined by the Company's board of directors with the assistance of management and a third-party valuation specialist.

Subsequent to the Business Combination, the board of directors elected to determine the fair value of the Company's post-merger common stock based on the closing market price at closing on the date of grant. In determining the fair value of stock-based awards, the Company utilizes the Black-Scholes option-pricing model, which uses both historical and current market data to estimate fair value. The Black-Scholes option-pricing model incorporates various assumptions, such as the value of the underlying common stock, the risk-free interest rate, expected volatility, expected dividend yield and expected life of the options. For awards with performance-based vesting criteria, the Company estimates the probability of achievement of the performance criteria and recognizes compensation expense related to those awards expected to vest. No awards may have a term in excess of ten years. Forfeitures are recorded when they occur. Stock-based compensation expense is classified in the consolidated statements of operations based on the function to which the related services are provided. The Company recognizes stock-based compensation expense over the expected term.

Income taxes

Deferred income taxes reflect future tax effects of temporary differences between the tax and financial reporting basis of the Company’s assets and liabilities measured using enacted tax laws and statutory tax rates applicable to the periods when the temporary differences will affect taxable income. When necessary, deferred tax assets are reduced by a valuation allowance, to reflect realizable value, and all deferred tax balances are reported as long-term on the consolidated balance sheet. Accruals are maintained for uncertain tax positions, as necessary.

The Company uses a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken, or expected to be taken, in a tax return. The Company has elected to treat interest and penalties related to income taxes, to the extent they arise, as a component of income taxes.

Revenue recognition

The Company’s revenue is primarily generated through grants from government and other (non-government) organizations.

Grant revenue is recognized during the period that the research and development services occur, as qualifying expenses are incurred or conditions of the grants are met. The Company concluded that payments received under these grants represent conditional, nonreciprocal contributions, as described in ASC 958, Not-for-Profit Entities, and that the grants are not within the scope of ASC 606, Revenue from Contracts with Customers, as the organizations providing the grants do not meet the definition of a customer. Expenses for grants are tracked by using a project code specific to the grant, and the employees also track hours worked by using the project code.

Comprehensive income

The Company had no items of comprehensive income other than its net loss.

Litigation

From time to time, the Company is involved in legal proceedings, investigations and claims generally incidental to its normal business activities. In accordance with U.S. GAAP, the Company accrues for loss contingencies when it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Legal costs in connection with loss contingencies are expensed as incurred.

Earnings per share

In accordance with ASC 260, Earnings per Share (“ASC 260”), basic net income (loss) per share attributable to common stockholders is computed by dividing net income (loss) attributable to common stockholders by the weighted-average number of common stock outstanding during the period. Diluted net income (loss) per share attributable to common stockholders is computed by dividing the diluted net income (loss) attributable to common stockholders by the weighted-average number of common stock outstanding for the period including potential dilutive common shares such as stock options.

Segment reporting

In accordance with ASC 280, Segment Reporting, the Company’s business activities are organized into one reportable segment, as only the Company’s operating results in their entirety are regularly reviewed by the Company’s chief operating decision maker to make decisions about resources to be allocated and to assess performance.

Common stock valuations

Prior to the Business Combination, the Company was required to periodically estimate the fair value of its common stock with the assistance of an independent third-party valuation firm, as discussed above, when issuing stock options and computing estimated stock-based compensation expense. The assumptions underlying these valuations represented the Company's best estimates, which involved inherent uncertainties and the application of significant levels of judgment. In order to determine the fair value of its common stock, the Company considered, among other items, previous transactions involving the sale of the Company's securities, the Company's business, financial condition and results of operations, economic and industry trends, the market performance of comparable publicly traded companies, and the lack of marketability of the Company's common stock.

Subsequent to the Business Combination, the Company now determines the fair value of common stock based on the closing market price at closing on the date of grant.

Compensation expense related to stock-based transactions is measured and recognized in the financial statements at fair value of the post-merger common stock based on the closing market price at closing on the date of grant. Stock-based compensation expense is measured at the grant date based on the fair value of the equity award and is recognized as expense over the requisite service period, which is generally the vesting period, on the straight-line method. The Company estimates the fair value of each stock option award on the date of grant using the Black-Scholes option-pricing model. Determining the fair value of stock option awards at the grant date requires judgment, including estimating the expected volatility, expected term, risk-free interest rate, and expected dividends.

Note 4 - New Accounting Standards

12 Months Ended

Dec. 31, 2022

Accounting Standards Update and Change in Accounting Principle [Text Block]

(4) New accounting standards

Recently-adopted standards

In May 2021, FASB issued Accounting Standards Update ("ASU") 2021-04, Earnings Per Share (Topic 260), Debt—Modifications and Extinguishments (Subtopic 470-50), Compensation—Stock Compensation (Topic 718), and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options. The amendments in ASU 2021-04 provide guidance to clarify and reduce diversity in an issuer’s accounting for modifications or exchanges of freestanding equity-classified written call options (for example, warrants) that remain equity classified after modification or exchange. The amendments in this ASU 2021-04 are effective for all entities for fiscal years beginning after December 15, 2021, and interim periods within those fiscal years, with early adoption permitted, including interim periods within those fiscal years. The Company adopted ASU 2021-04 at January 1, 2022, and the adoption did not have a material impact on its consolidated financial statements.

In November 2021, the FASB issued ASU 2021-10, Government Assistance (Topic 832): Disclosures by Business Entities about Government Assistance. This ASU increases the transparency of government assistance to include the disclosure of (1) the types of assistance, (2) an entity's accounting for the assistance, and (3) the effect of the assistance on an entity's financial statements. The guidance in ASU 2021-10 is effective for financial statements of all entities, including private companies, for annual periods beginning after December 15, 2021, with early application permitted. Entities are required to provide the new disclosures prospectively for all transactions with a government entity that are accounted for under either a grant or a contribution accounting model and are reflected in the financial statements at the date of initially applying the new amendments, and to new transactions entered into after that date. The Company adopted ASU 2021-10 at January 1, 2022, and the adoption did not have a material impact on its consolidated financial statements.

The entire disclosure for change in accounting principle. Includes, but is not limited to, nature, reason, and method of adopting amendment to accounting standards or other change in accounting principle.

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-Section 65
-Paragraph 6
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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-Section 65
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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-Paragraph 2
-Subparagraph (g)(2)(ii)
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Note 5 - Reverse Recapitalization and Business Combination

12 Months Ended

Dec. 31, 2022

Reverse Recapitalization and Business Combination [Text Block]

(5) Reverse Recapitalization and Business Combination

On the Closing Date, BCYP closed the Business Combination with SAB Biotherapeutics, as a result of which SAB Biotherapeutics became a wholly-owned subsidiary of BCYP. While BCYP was the legal acquirer of SAB Biotherapeutics in the Business Combination, for accounting purposes, the Business Combination is treated as a Reverse Recapitalization. SAB Biotherapeutics is treated as the accounting acquirer with historical financial statements of SAB Biotherapeutics becoming the historic financial statements of BCYP (renamed SAB Biotherapeutics, Inc.) upon consummation of the Business Combination. Under this method of accounting, BCYP is treated as the "acquired" company and SAB Biotherapeutics is treated as the acquirer for financial reporting purposes. For accounting reporting purposes, the Business Combination was treated as the equivalent of SAB Biotherapeutics issuing stock for the net assets of BCYP, accompanied by a recapitalization. The net assets of BCYP were stated at historical cost, with no goodwill or other intangible assets recorded.

Pursuant to the Business Combination Agreement, the aggregate consideration payable to stockholders of SAB Biotherapeutics at the Closing Date consisted of 36,465,343 shares of New SAB Biotherapeutics common stock, par value $0.0001 per share ("Common Stock"). Each option of SAB Biotherapeutics that was outstanding and unexercised immediately prior to the Effective Time (whether vested or unvested) was assumed by BCYP and converted into an option to acquire an adjusted number of shares of Common Stock at an adjusted exercise price per share, in each case, pursuant to the terms of the Business Combination Agreement (the "Rollover Options").

Additionally, the Business Combination Agreement included an earnout provision whereby the shareholders of SAB Biotherapeutics shall be entitled to receive additional consideration (“Earnout Shares”) if the Company meets certain Volume Weighted Average Price (“VWAP") thresholds, or a change in control with a per share price exceeding the VWAP thresholds within a five-year period immediately following the Closing.

The Earnout Shares shall be released in four equal increments as follows:

●

25% of the Earnout Shares shall be released if, at any time during the five (5)-year period immediately following the Closing Date, the VWAP of the Company's publicly traded common stock is greater than or equal to $15.00 for any twenty (20) trading days within a period of thirty (30) consecutive trading days (the “First Earnout”).

●

25% of the Earnout Shares shall be released if, at any time during the five (5)-year period immediately following the Closing Date, the VWAP of the Company's publicly traded common stock is greater than or equal to $20.00 for any twenty (20) trading days within a period of thirty (30) consecutive trading days (the “Second Earnout”).

●

25% of the Earnout Shares shall be released if, at any time during the five (5)-year period immediately following the Closing Date, the VWAP of the Company's publicly traded common stock is greater than or equal to $25.00 for any twenty (20) trading days within a period of thirty (30) consecutive trading days (the “Third Earnout”).

●

25% of the Earnout Shares shall be released if, at any time during the five (5)-year period immediately following the Closing Date, the VWAP of the Company's publicly traded common stock is greater than or equal to $30.00 for any twenty (20) trading days within a period of thirty (30) consecutive trading days (the “Fourth Earnout” and together with the First Earnout, the Second Earnout and the Third Earnout, the “Earnouts”).

At the Effective Time, each outstanding share of SAB Biotherapeutics common stock, including shares of SAB Biotherapeutics common stock resulting from the conversion of outstanding shares of SAB Biotherapeutics preferred stock (as calculated pursuant to the SAB Biotherapeutics certificate of incorporation), immediately prior to the Effective Time, was converted into the right to receive a pro rata portion of the total consideration and the contingent right to receive a pro rata portion of the Earnout Shares.

Pursuant to the terms of the Business Combination Agreement, SAB Biotherapeutics’ securityholders (including vested option holders) who own SAB Biotherapeutics securities immediately prior to the Closing Date will have the contingent right to receive their pro rata portion of (i) an aggregate of 12,000,000 shares of Common Stock (“Earnout Shares”), of which 1,508,063 are contingently issuable based upon future satisfaction of the aforementioned VWAP thresholds. The remaining 10,491,937 are legally issued and outstanding, if the Company does not meet the above VWAP thresholds, or a change in control with a per share price below the VWAP thresholds occurs within a five-year period immediately following the Closing Date, the shares will be returned to the Company.

The Earnout Shares are indexed to the Company's equity and meet the criteria for equity classification. On the Closing Date, the fair value of the 12,000,000 Earnout Shares was $101.3 million. The Company reflected the Earnout Shares in the consolidated balance sheet at December 31, 2021 as a stock dividend by reducing additional paid-in capital, which was offset by the increase in additional paid-in capital associated with the Business Combination.

Preceding the Business Combination, on October 12, 2021, BCYP entered into a Forward Share Purchase Agreement (the “Forward Share Purchase Agreement”) with Radcliffe SPAC Master Fund, L.P., a Cayman Islands exempted limited partnership (“Radcliffe”). Under the Forward Share Purchase Agreement, Radcliffe shall sell and transfer to BCYP, and BCYP shall purchase from Radcliffe, up to 1,390,000 shares of common stock owned by Radcliffe at the closing of the Business Combination at a per Share price (the “Purchase Price”) equal to $10.10 per share (the "Market Sales Price"). Further, BCYP shall purchase the remaining shares held by Radcliffe not sold in the open market in excess of the Market Sales Price at the later of (a) the 90^th day after the closing of the Business Combination, or (b) the first business day following the 95^th day after the closing of the Business Combination if BCYP directs Radcliffe to sell shares at a mutually agreed upon price other than the Market Sales Price. As of the Closing Date, 1,296,891 shares of common stock were held by Radcliffe under the Forward Share Purchase Agreement.

Pursuant to the treatment of the Business Combination as a reverse recapitalization, SAB Biotherapeutics assumed the liability position as it existed as of the Effective Time. The net assets of the acquired entity were adjusted to include a forward share purchase liability of $13,098,599. In connection with the Business Combination, an amount matching the assumed forward share purchase liability was transferred into escrow, pending final settlement of the Forward Share Purchase Agreement in January 2022. Given the short-term nature of the Forward Share Purchase Agreement, the Company did not present value the forward share purchase liability. Subsequent settlements whereby Radcliffe sold shares in the open market in excess of the Market Sales Price were treated as a reduction in the assumed forward share purchase liability, with an offsetting increase in equity of the Company. Prior to December 31, 2021, a portion of the forward share purchase liability was settled. As of December 31, 2021, the forward share purchase liability balance was $6,338,306 on the consolidated balance sheet. The forward share purchase liability was fully settled during the year ended December 31, 2022.

The following table reconciles the elements of the Business Combination to the consolidated statement of cash flows for the year ended December 31, 2021:

	Recapitalization
Cash - BCYP trust and cash, net of redemptions	$	22,535,723
Plus: restricted cash - Forward Share Purchase Agreement		13,098,599
Less: cash transaction costs allocated to the Company's equity		(1,294,097	)
Total	$	34,340,225

The following table reconciles the elements of the Business Combination to the consolidated statement of changes in redeemable preferred stock and stockholders' equity for the year ended December 31, 2021:

	Recapitalization
Cash - BCYP trust and cash, net of redemptions	$	22,535,723
Plus: restricted cash - Forward Share Purchase Agreement		13,098,599
Less: non-cash net working capital assumed from BCYP		(5,067,682	)
Less: forward share purchase liability assumed from BCYP		(13,098,599	)
Less: fair value of redeemable warrants		(6,569,062	)
Less: transaction costs allocated to the Company's equity		(3,294,096	)
Total	$	7,604,883

The following table details the number of shares of common stock issued immediately following the consummation of the Business Combination:

	Shares
Common stock, redeemable and outstanding prior to Business Combination		11,500,000
Less: redemption of BCYP shares		(8,030,289	)
Common stock of BCYP		3,469,711
BCYP Founder and private shares		3,292,200
Shares issued for services		247,525
Total BCYP shares		7,009,436
SAB Biotherapeutics, Inc and subsidiaries shareholders		36,465,343
Total shares of common stock immediately after Business Combination		43,474,779

The following table details the allocated assets acquired and liabilities assumed as follows:

Assets Acquired
BCYP trust and cash, net of redemptions	$	22,535,723
Restricted cash - Forward Share Purchase Agreement		13,098,599
Other assets		102,742
Assets acquired	$	35,737,064
Liabilities Assumed
Forward share purchase liability	$	13,098,599
Fair value of redeemable warrants		6,569,062
Other liabilities and accrued expenses		5,170,424
Liabilities assumed		24,838,085
Net Assets Acquired	$	10,898,979

Note 6 - Revenue

12 Months Ended

Dec. 31, 2022

Revenue from Contract with Customer [Text Block]

(6) Revenue

During the years ended December 31, 2022 and 2021, the Company worked on the following grants:

Government grants

The total revenue for government grants was approximately $23.9 million and $60.9 million respectively, for the years ended December 31, 2022 and 2021.

NIH-NIAID (Federal Award #1R44AI117976-01A1) – this grant was for $1.4 million and started in September 2019 through August 2021. The grant was subsequently amended to extend the date through August 2022. For the years ended December 31, 2022 and 2021, there was approximately $182,000 and $518,000, respectively, in grant income recognized. This grant was completed in 2022.

NIH-NIAID (Federal Award #1R41AI131823-02) – this grant was for approximately $1.5 million and started in April 2019 through March 2021. The grant was subsequently amended to extend the date through March 2023. For the years ended December 31, 2022 and 2021, there was approximately $328,000 and $51,000 respectively, in grant income recognized. There is approximately $429,000 in funding remaining for this grant as of December 31, 2022.

NIH-NIAID through Geneva Foundation (Federal Award #1R01AI132313-01, Subaward #S-10511-01) – this grant was for approximately $2.7 million and started in August 2017 through July 2021. This grant was subsequently amended to extend the date through July 2023. For the years ended December 31, 2022 and 2021, there was approximately $1,052,000 and $94,000, respectively, in grant income recognized from this grant. The corporation applied for an extension on the grant funding, and the extension is pending approval. If approved, there is approximately $0.4 million in funding remaining for this grant as of December 31, 2022.

DoD, JPEO through Advanced Technology International – this grant was for a potential of $25 million, awarded in stages starting in August 2019 and with potential stages running through February 2023. Additional contract modifications were added to this contract in 2020 and 2021 for work on a COVID therapeutic, bringing the contract total to $203.6 million. For the years ended December 31, 2022 and 2021, there was approximately $22.2 million and $60.2 million, respectively, in grant income recognized from this grant. This grant was terminated in 2022.

The grants for the JPEO contract are cost reimbursement agreements, with reimbursement of our direct research and development expense (labor and consumables) with an overhead charge (based on actual, reviewed quarterly) and a fixed fee (9%).

On August 3, 2022, the Company received noticed from the DoD to terminate the JPEO Rapid Response contract, dated as of August 7, 2019 with the DoD most recently amended as of September 14, 2021, relating to a prototype research and development of Rapid Response Antibody Program and advanced clinical development through licensure and commercial manufacturing for SAB-185 (the “JPEO Rapid Response Contract Termination”). The Company engaged in negotiations with the DoD to compensate the Company for services provided prior to the JPEO Rapid Response Contract Termination and costs the Company would be expected to bear in future periods.

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

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Note 7 - Earnings Per Share

12 Months Ended

Dec. 31, 2022

Earnings Per Share [Text Block]

(7) Earnings per share

Since the Company reported a net loss for the years ended December 31, 2022 and 2021, it was required by ASC 260 to use basic weighted-average shares outstanding when calculating diluted net loss per share for the years ended December 31, 2022 and 2021, as the potential dilutive securities are anti-dilutive.

	*2022*			*2021*
Calculation of basic and diluted loss per share attributable to the Company’s shareholders
Net loss attributable to the Company’s shareholders	$	(18,740,804	)	$	(17,144,531	)
Weighted-average common shares outstanding – basic and diluted		43,524,971			27,339,180
Net loss per share, basic and diluted	$	(0.43	)	$	(0.63	)

The shares in the table below were excluded from the calculation of diluted net loss per share due to their anti-dilutive effect:

	*Year Ended December 31,*
	*2022*		*2021*
Stock options and awards		2,193,365		3,724,957
Convertible debt		368,298		—
Common stock warrants ⁽¹⁾		5,958,600		5,958,600
Earnout Shares ⁽²⁾		10,491,937		10,491,937
Contingently issuable Earnout Shares from unexercised Rollover Options		1,508,063		1,508,063
Total		20,520,263		21,683,557

(1)

The PIPE Warrants and Placement Agent Warrants to purchase 7,363,377 and 210,193 shares of common stock, respectively, are excluded from the calculation of diluted earnings per share as they are not exercisable until June 7, 2023.

(2)

As the Earnout shares are subject to certain vesting requirements not satisfied as of the year ended December 31, 2022, the Earnout Shares held in escrow are excluded from calculating both basic and diluted earnings per share.

Note 8 - Property, Plant and Equipment, Net

12 Months Ended

Dec. 31, 2022

Property, Plant and Equipment Disclosure [Text Block]

(8) Property, plant and equipment, net

As of December 31, 2022 and 2021, the Company’s equipment was as follows:

	*2022*		*2021*
Laboratory equipment	$	9,000,114	$	7,431,988
Animal facility		8,357,667		8,357,667
Animal facility equipment		1,141,213		1,253,879
Construction-in-progress		308,317		4,608,778
Leasehold improvements		9,296,343		5,700,364
Vehicles		192,683		135,593
Office furniture and equipment		1,233,038		46,202
Less: accumulated depreciation and amortization		6,278,522		3,220,016
Property, plant and equipment, net	$	23,250,853	$	24,314,455

Depreciation and amortization expense for the years ended December 31, 2022 and 2021 was $3,169,429 and $1,488,614, respectively.

All tangible personal property with a useful life of at least three years and a unit acquisition cost of $5,000 or more will be capitalized and depreciated over its useful life using the straight-line method of depreciation. The Company will expense the full acquisition cost of tangible personal property below these thresholds in the year of purchase. The basis of accounting for depreciable fixed assets is acquisition cost and any additional expenditures required to make the asset ready for use. The carrying amount at the balance sheet date of long-lived assets under construction-in-progress includes assets purchased, constructed, or being developed internally that are not yet in service. Depreciation commences when the assets are placed in service.

The Company has several ongoing construction projects related to the expansion of its operating capacity. As of December 31, 2022 and 2021, the Company’s construction-in-progress was as follows:

	*2022*		*2021*
New office space at Headquarters	$	85,767	$	11,183
Laboratory space at Headquarters		—		2,506,482
Laboratory equipment at Headquarters		—		246,801
IT equipment at Headquarters		84,739		212,209
Software		137,811		137,811
Bioreactors		—		1,280,728
Other		—		213,564
Total construction-in-progress	$	308,317	$	4,608,778

Note 9 - Leases

12 Months Ended

Dec. 31, 2022

Lessee, Operating And Finance Leases [Text Block]

(9) Leases

The Company has an operating lease for lab space from Sanford Health, under a lease that started in June 2014 and ran through June 2019, at which time the lease was amended to run through August 2024. This lease can be terminated with one year advance written notice. This lease was amended again in October 2022 to reduce the Company's leased area to 21,014 square feet. Additionally, pursuant to the amendment in October 2022, the Company and Sanford Health agreed for the period of October 2022 to September 2023, the Company's obligation to pay the Annual Rent shall be abated and not required to be paid when normally due (the "Abated Rent"). In exchange for the Abated Rent, effective October 1, 2022, the Company issued Sanford Health an 8% unsecured, convertible promissory note (see Note 11, Notes Payable for further discussion). The October 2022 amendment was accounted for as a lease modification under ASC 842 - Leases and the right-of-use asset and lease liability were remeasured at the modification date of October 1, 2022. The re-measurement of the lease resulted in a $480,000 decrease in the noncurrent portion of the operating lease liability, a $448,000 decrease in the operating right-of-use asset and a $32,000 gain reflected in other income. The October 2022 lease amendment reduced the lease payment to $44,252 per month. The lease does not provide an implicit rate, and, therefore, the Company used an IBR of 6.92% as the discount rate when measuring the operating lease liability. The operating lease does not include an option to extend beyond the life of the current term. The Company estimated the incremental borrowing rate based upon comparing interest rates available in the market for similar borrowings and the credit quality of the Company.

The Company entered into a lease for office, laboratory, and warehouse space in November 2020, the lease was amended in July 2022 to add additional administrative and lab space. This amended lease has a 3-year term, with options to extend for 3 additional periods of 3 years each. The options were not included in the right of use calculation as it is unclear as to whether or not the location will meet the Company’s requirements beyond the next three years. The July 2022 amendment was accounted for as a separate contract under ASC 842 – Leases. The lease costs are $36,125 and $2,747 per month for the original leased space on November 2020 and the amendment on July 2022, respectively. The Company used an IBR of 4.69% and 6.60% as the discount rate when measuring the operating lease liability for the original leased space on November 2022 and the amended on July 2022, respectively. The Company estimated the incremental borrowing rate based upon comparing interest rates available in the market for similar borrowings and the credit quality of the Company.

The Company entered into a lease for barn space for the housing of goats in April 2020. This lease has a 2-year term, with automatic renewals for a one-year period after the initial term expires until either party terminates. The options were not included in the right of use calculation, as the goat project is mostly funded by government grants, and those grants do not currently extend beyond the initial lease term. The lease cost is $665 per month for the first year, then $678 per month for the second year. The Company used an IBR of 4.08% as the discount rate when measuring the operating lease liability. The Company estimated the incremental borrowing rate based upon comparing interest rates available in the market for similar borrowings and the credit quality of the Company. The operating lease ended in 2022 and is now classified as a short-term lease with a one-year annual renewal.

The Company has the following finance leases:

●

In December 2018, the Company entered into a finance lease with Dakota Ag Properties for a new animal facility which includes the surrounding land. The facility and the land have been accounted for as separate lease components. The lease is based upon payback of $4,000,000 in construction costs, with a 20-year term at an interest rate of 8%. The monthly payment for this lease is $33,458. The Company has the option to purchase the asset at any time during the term of the lease for the balance of the unamortized lease payments.

●	In December 2018, the Company entered into an equipment lease for a 12,000-gallon propane tank that is located on the Company’s animal facility. The lease is for five years, with an annual payment of $8,199. The Company purchased the propane tank in November 2022.

●	In July 2018, the Company entered into a lease agreement with a bank, for a Ruby Cell Analyzer. The lease agreement is for a five-year term. The monthly payment for this lease is $807. The Company purchased the Ruby Cell Analyzer in December 2022.

●	In March 2019, the Company entered into two lease agreements for laboratory equipment. The leases are each for a 3-year term and a combined monthly payment of $5,956. Both leases have a $1 purchase option at the end of the lease term.

The lease agreements do not require material variable lease payments, residual value guarantees or restrictive covenants.

The amortizable lives of the operating lease assets are limited by their expected lease terms. The amortizable lives of the finance lease assets are limited by their expected lives, as the Company intends to exercise the purchase options at the end of the leases. The following is the estimated useful lives of the finance lease assets:

(in years)
Animal Facility			40
Equipment			3 –7
Land			Indefinite

The Company’s weighted-average remaining lease term and weighted-average discount rate for operating and finance leases as of December 31, 2022 are:

	*Operating*			*Finance*
Weighted-average remaining lease term (in years)		1.30			15.90
Weighted-average discount rate		6.00	%		7.72	%

The table below reconciles the undiscounted future minimum lease payments under non-cancelable leases with terms of more than one year to the total lease liabilities recognized on the consolidated balance sheet as of December 31, 2022:

	*Operating*			*Finance*
2023 - remaining	$	528,520		$	406,339
2024		368,318			401,496
2025		—			401,496
2026		—			401,496
2027		—			401,496
Thereafter		—			4,382,998
Undiscounted future minimum lease payments		896,838			6,395,321
Less: Amount representing interest payments		(44,819	)		(2,632,891	)
Total lease liabilities		852,019			3,762,430
Less current portion		(490,794	)		(132,788	)
Noncurrent lease liabilities	$	361,225		$	3,629,642

Operating lease expense was approximately $1.2 million and $1.1 million, respectively, for the years ended December 31, 2022 and 2021. Operating lease costs are included within research and development expenses on the consolidated statements of operations.

Finance lease costs for the years ended December 31, 2022 and 2021 included approximately $122,000 and $165,000, respectively, in right-of-use asset amortization and approximately $284,000 and $296,000, respectively, of interest expense. Finance lease costs are included within research and development expenses on the consolidated statements of operations.

Cash payments under operating and finance leases were approximately $1.2 million and $0.4 million, respectively, for the year ended December 31, 2022. Cash payments under operating and finance leases were approximately $1.1 million and $0.5 million, respectively, for the year ended December 31, 2021.

Note 10 - Accrued Expenses and Other Current Liabilities

12 Months Ended

Dec. 31, 2022

Accounts Payable, Accrued Liabilities, and Other Liabilities Disclosure, Current [Text Block]

(10) Accrued Expenses and Other Current Liabilities

As of December 31, 2022 and 2021, accrued expenses and other current liabilities consisted of the following:

	*2022*		*2021*
Accrued vacation	$	511,849	$	552,629
Accrued payroll		357,390		674,858
Accrued construction-in-progress		85,767		548,988
Accrued supplies		—		709,027
Accrued consulting		186,833		179,082
Accrued clinical trial expense		355,479		423,634
Accrued outside laboratory services		1,106,903		128,752
Accrued bonus & severance		950,324		1,804,288
Accrued contract manufacturing		25,129		1,000,824
Accrued legal		856,505		833,646
Accrued financing fees payable		4,910,500		5,100,000
Accrued franchise tax payable		50,000		216,251
Accrued interest		8,192		—
Other accrued expenses		513,110		283,909
	$	9,917,981	$	12,455,888

Note 11 - Notes Payable

12 Months Ended

Dec. 31, 2022

Debt Disclosure [Text Block]

(11) Notes Payable

As of December 31, 2022 and 2021, notes payable was as follows:

	*2022*		*2021*
Tractor loan	$	—	$	25,013
Insurance financing note payable		772,665		1,771,711
8% Unsecured Convertible Note		541,644		—
Total notes payable		1,314,309		1,796,724
Less: notes payable - current portion		772,665		1,796,724
Notes payable, noncurrent	$	541,644	$	—

In December 2017, the Company entered into a loan agreement for the purchase of a tractor for $116,661 at a 3.6% interest rate. The loan included annual payments of $25,913 for the next five years starting in December 2018. The tractor loan was paid off in full in November 2022.

On March 27, 2020, President Trump signed into law the CARES Act. In April 2020, the Company entered into a loan agreement (the “PPP Loan”) with First Premier Bank under the Paycheck Protection Program (the “PPP”), which is part of the CARES Act administered by the United States Small Business Administration (“SBA”). As part of the application for these funds, the Company, in good faith, certified that the current economic uncertainty made the loan request necessary to support the ongoing operations of the Company. The certification further requires the Company to take into account its current business activity and its ability to access other sources of liquidity sufficient to support ongoing operations in a manner that is not significantly detrimental to the business. Under the PPP, the Company received proceeds of approximately $661,612. In accordance with the requirements of the PPP, the Company utilized the proceeds from the PPP Loan primarily for payroll costs. The PPP Loan has a 1.00% interest rate per annum, matures in April 2022 and is subject to the terms and conditions applicable to loans administered by the SBA under the PPP. Under the terms of PPP, all or certain amounts of the PPP Loan may be forgiven if they are used for qualifying expenses, as described in the CARES Act. The Company recorded the entire amount of the PPP Loan as debt. In February 2021, the Company submitted a forgiveness application related to its PPP Loan. In March 2021, the SBA approved the forgiveness of the PPP Loan, plus accrued interest. The Company recorded a gain on extinguishment of PPP Loan of $665,596 for the forgiveness of the PPP Loan and accrued interest within gain on debt extinguishment of Paycheck Protection Program SBA Loan on the consolidated statement of operations for the year ended December 31, 2021.

8% Unsecured Convertible Note

Additionally, pursuant to the Fourth Amendment to the Company's lease with Sanford Health, the Company and Sanford Health agreed to a period of Abated Rent from October 1, 2022 to September 30, 2023. In exchange for the Abated Rent, effective as of October 1, 2022, the Company issued to Sanford Health an 8% unsecured, convertible promissory note (the "8% Unsecured Convertible Note").

Pursuant to the October Note, the Company shall pay the sum of $541,644 (the “Principal”) plus accrued and unpaid interest thereon on September 31, 2024 (the “Maturity Date”). Simple interest shall accrue on the outstanding Principal from and after the date of the October Note, and shall be payable on the Maturity Date. Sanford Health shall have the right, but not the obligation, to convert all or any part of the outstanding Principal of the October Note, together with any accrued and unpaid interest thereon to the date of such conversion, into such number of fully paid and non-assessable shares of the Company’s common stock, at any time and from time to time, prior to the later of the Maturity Date and the date on which the October Note is paid in full, subject to certain restrictions, at a conversion price per share of Common Stock equal to greater of (x) $1.50 and (y) the price at which the Company sells shares of common stock in any bona fide private or public equity financing prior to the Maturity Date.

The Company evaluated the treatment of the 8% Unsecured Convertible Note under ASC 470 and ASU 2020-06 (early adopted by the Company as of January 1, 2021) and determined the Note in its entirety would be allocated to debt without separating the nonconvertible debt. The Company's consolidated balance sheet as of December 31, 2022 includes accrued interest of approximately $8,000

Insurance Financing

The Company obtained financing for certain Director & Officer liability insurance policy premiums. The agreement assigns First Insurance Funding (Lender) a first priority lien on and security interest in the financed policies and any additional premium required in the financed policies including (a) all returned or unearned premiums, (b) all additional cash contributions or collateral amounts assessed by the insurance companies in relation to the financed policies and financed by Lender, (c) any credits generated by the financed policies, (d) dividend payments, and (e) loss payments which reduce unearned premiums. If any circumstances exist in which premiums related to any Financed Policy could become fully earned in the event of loss, Lender shall be named a loss-payee with respect to such policy.

The total premiums, taxes and fees financed is approximately $1,236,000 with an annual interest rate of 5.47%. In consideration of the premium payment by Lender to the insurance companies or the Agent or Broker, the Company unconditionally promises to pay Lender the amount Financed plus interest and other charges permitted under the Agreement. At December 31, 2022 and 2021 the Company recognized approximately $773,000 and $1,772,000, respectively, as an insurance financing note payable in its consolidated balance sheets. The Company will pay the insurance financing through installment payments with the last payment for the current note being on September 22, 2023.

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

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Note 12 - Preferred Stock

12 Months Ended

Dec. 31, 2022

Preferred Stock [Text Block]

(12) Preferred Stock

On the Closing Date, pursuant to the Business Combination (as described in Note 5), 17,750,882 outstanding shares of Preferred Stock were automatically converted into 8,259,505 shares of common stock pursuant to the Exchange Ratio.

In addition, upon the closing of the Business Combination, pursuant to the terms of the Second Amended and Restated Certificate of Incorporation, the Company authorized 10,000,000 shares of preferred stock with a par value $0.0001.

Prior to the Business Combination, in August 2019, the Company’s Certificate of Incorporation was amended to authorize the Company to issue 50,000,000 shares of preferred stock, of which 6,615,000 shares were designated as Series A preferred stock, 2,525,800 shares were designated as series A-1 preferred stock, 4,039,963 shares were designated as series A-2 preferred stock, 3,333,333 shares were designated as series A-2A preferred stock, and 8,571,429 shares were designated as series B preferred stock. The carrying value of Series A preferred stock was $1 per share, Series A-1 $1.88 per share, Series A-2 & A-2A $3.00 per share, and Series B $3.50 per share.

The preferred stock was entitled to receive noncumulative dividends in preference to any dividend on the common stock when, as, and if declared by the Company’s board of directors. The holders of the preferred stock also were entitled to participate pro rata in any dividends paid on the common stock on an as-if-converted basis.

Each holder of preferred stock was entitled to the number of votes equal to the number of shares of common stock that it could be converted into. As long as there were 8,000,000 shares of preferred stock outstanding, the vote or written consent of the holder of the majority of the outstanding preferred stock (all series voting as a single class) was required to approve any amendment of the certificate of incorporation that changes voting, preferences or privileges or restrictions of the preferred stock.

In the event of liquidation or winding up of the Company, the preferred stockholders also were entitled to receive in preference to the holders of the common stock the greater of: a) a per share amount equal to their respective original purchase price plus any declared but unpaid dividends (the “Liquidation Preference”); or b) the amount to be paid on the common stock on an as-if-converted basis. The remaining assets would be distributed to the common stockholders.

The holders of preferred stock had the right to convert the preferred stock into common stock, at any time, utilizing the then- effective conversion rate. The effective conversion rate prior to the Business Combination was 1:1. All preferred shares were automatically converted into common shares utilizing the then effective preferred conversion rate upon: a) the closing of the Company’s sale of its common stock in a firm commitment underwritten public offering pursuant to a registration statement under the Securities Act of 1933, covering the sale of the Company’s common stock if gross proceeds are at least $20,000,000 and the Company’s shares have been listed on a stock exchange, as defined; or b) the election of the holders of a majority of the outstanding shares of preferred stock.

With any change of control of the Company or financing, the preferred stockholders were to approve through majority vote any such change in control or financing event approved by the board of directors or the majority of the common stockholders. The preferred stock contained certain anti-dilution provisions, as defined.

Note 13 - Stock Option Plans

12 Months Ended

Dec. 31, 2022

Share-Based Payment Arrangement [Text Block]

(13) Stock Option Plans

On August 5, 2014, the Company approved a stock option grant plan (the “2014 Equity Incentive Plan”) for employees, directors, and non-employee consultants, which provides for the issuance of options to purchase common stock. The total shares authorized under the plan was originally 8,000,000; however, during 2019, the Plan was amended to increase the total shares authorized under the plan to 16,000,000. As a result of the Business Combination, the 2014 Equity Incentive Plan was amended to reduce the shares authorized to 7,444,800 based upon the impact of the Exchange Ratio.

As a result of the Business Combination, the Company adopted the 2021 Omnibus Equity Incentive Plan (hereinafter collectively with the 2014 Equity Incentive Plan referred to as the "Equity Compensation Plans"), representing 11,000,000 shares of common stock reserved for issuance upon exercise of stock options. As of the beginning of the 2022 calendar year, the shares reserved for future issuance increased by, 869,746, or two percent (2%) of the total number of shares of Common Stock issued and outstanding, to a total of 11,869,746 shares of common stock reserved for issuance under the 2021 Omnibus Equity Incentive Plan

The expected term of the stock options was estimated using the “simplified” method, as defined by the SEC’s Staff Accounting Bulletin No. 107, Share-Based Payment. The volatility assumption was determined by examining the historical volatilities for industry peer companies, as the Company does not have sufficient trading history for its common stock. The risk-free interest rate assumption is based on the U.S. Treasury instruments whose term was consistent with the expected term of the options. The dividend assumption is based on the Company’s history and expectation of dividend payouts. The Company has never paid dividends on its common stock and does not anticipate paying dividends on its common stock in the foreseeable future. Therefore, the Company has assumed no dividend yield for purposes of estimating the fair value of the options.

Stock Options

Stock option activity for employees and non-employees under the Equity Compensation Plans for the year ended December 31, 2022:

	Options			Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (years)		Aggregate Intrinsic Value
Outstanding options, December 31, 2021		5,107,672		$	2.44		5.78	$	28,948,535
Granted		2,934,051		$	1.54
Forfeited		(855,007	)	$	3.32
Exercised		(90,264	)	$	0.85
Expired		(990	)	$	4.97
Outstanding options, December 31, 2022		7,095,462		$	1.99		5.79	$	109,891
Options vested and exercisable at December 31, 2022		4,269,351		$	1.84		3.36	$	109,891

Total unrecognized compensation cost related to non-vested stock options as of December 31, 2022 was approximately $4.2 million and is expected to be recognized within future operating results over a weighted-average period of 3.17 years.

The weighted average grant date fair value of options granted during the year ended December 31, 2022 and 2021, was $0.78 and $5.36 per share, respectively. During the year ended December 31, 2022 and 2021, 634,658 shares with a fair value totaling $3.1 million, and 461,701 shares with a fair value totaling $1.7 million, respectively, vested.

The estimated fair value of stock options granted during to employees and consultants for the years ended December 31, 2022 and 2021, were calculated using the Black-Scholes option-pricing model using the following assumptions:

	*2022*			*2021*
Expected volatility		78.0 - 97.4	%		75.9 - 104.3	%
Weighted-average volatility		94.1	%		92.8	%
Expected dividends		—	%		—	%
Expected term (in years)		5.50 - 6.08			6.25
Risk-free rate		1.38 - 3.56	%		0.14 - 1.38	%

Restricted Stock

Restricted stock unit activity for employees and non-employees under the Equity Compensation Plans for the year ended December 31, 2022 was as follows:

	*Number of shares*		*Weighted Average Grant Date Fair Value*
Unvested as of December 31, 2021		—	$	—
Granted		350,000	$	1.72
Vested		—	$	—
Forfeited		—	$	—
Unvested as of December 31, 2022		350,000	$	1.72

At December 31, 2022, the Company had an aggregate of $519,000 of unrecognized equity-based compensation related to restricted stock units outstanding. The unrecognized expense for restricted stock units is expected to be recognized over a weighted average period of 3.46 years.

Stock-based compensation expense for the years ended December 31, 2022 and 2021 was as follows:

	*2022*		*2021*
Research and development	$	857,331	$	964,926
General and administrative		1,816,873		1,349,756
Total	$	2,674,204	$	2,314,682

Note 14 - Fair Value Measurements

12 Months Ended

Dec. 31, 2022

Fair Value Disclosures [Text Block]

(14) Fair Value Measurements

Level 1: Unadjusted quoted prices in active markets for identical assets or liabilities.

Level 3: Unobservable inputs that reflect the reporting entity’s own assumptions.

The following tables present information about the Company's assets and liabilities that are measured at fair value on a recurring basis at December 31, 2022 and 2021, and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair values:

	*As of December 31, 2022*
	*Total*		*Quoted Prices In Active Markets (Level 1)*		*Significant Other Observable Inputs (Level 2)*		*Significant Other Unobservable Inputs (Level 3)*
Liabilities:
Public Warrant liability	$	310,500	$	310,500	$	—	$	—
Private Placement Warrant liability	$	10,430		—		—		10,430
Total	$	320,930	$	310,500	$	—	$	10,430

	*As of December 31, 2021*
	*Total*		*Quoted Prices In Active Markets (Level 1)*		*Significant Other Observable Inputs (Level 2)*		*Significant Other Unobservable Inputs (Level 3)*
Liabilities:
Public Warrant liability	$	10,292,500	$	10,292,500	$	—	$	—
Private Placement Warrant liability	$	427,630		—		—		427,630
Total	$	10,720,130	$	10,292,500	$	—	$	427,630

Public Warrants

Each whole Public Warrant entitles the holder to purchase one share of the Company's common stock at a price of $11.50 per share, subject to adjustment as discussed herein. The Public Warrants became exercisable 30 days after the Closing Date of the Business Combination, and will expire five years after the Closing Date of the Business Combination, at 5:00 p.m., New York City time, or earlier upon redemption or liquidation.

Once the warrants become exercisable, the Company may call the warrants for redemption:

●

in whole and not in part;

●

at a price of $0.01 per warrant;

●

upon not less than 30 days’ prior written notice of redemption (the “30-day redemption period”) to each warrant holder; and

●

if, and only if, the reported last sale price of the common stock equals or exceeds $18.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within a 30-trading day period ending three business days before the Company sends the notice of redemption to the warrant holders.

If the Company calls the warrants for redemption as described above, the management will have the option to require any holder that wishes to exercise its warrant to do so on a “cashless basis.” If the management takes advantage of this option, all holders of warrants would pay the exercise price by surrendering their warrants for that number of shares of common stock equal to the quotient obtained by dividing (x) the product of the number of shares of common stock underlying the warrants, multiplied by the excess of the “fair market value” (defined below) over the exercise price of the warrants by (y) the fair market value. The “fair market value” shall mean the average reported last sale price of the common stock for the 10 trading days ending on the third trading day prior to the date on which the notice of redemption is sent to the holders of warrants.

As of December 31, 2022, 5,750,000 Public Warrants classified as liabilities were outstanding.

Private Placement Warrants

The Private Placement Warrants and the common stock issuable upon the exercise of the Private Placement Warrants were not transferable, assignable or saleable until after the completion of the Company's Business Combination. Additionally, the Private Placement Warrants will be exercisable on a cashless basis and be non-redeemable so long as they are held by the initial purchasers or their permitted transferees. If the Private Placement Warrants are held by someone other than the initial purchasers or their permitted transferees, the Private Placement Warrants will be redeemable by the Company and exercisable by such holders on the same basis as the Public Warrants.

As of December 31, 2022, 208,600 Private Placement Warrants classified as liabilities were outstanding.

PIPE Private Placement Warrants and PIPE Placement Agent Warrants

In December 2022, the Company entered into a Securities Purchase Agreement with certain institutional and accredited investors for the sale by SAB of 7,363,377 Shares, 7,363,377 Warrants, and in a private placement offering. The combined purchase price per Share and accompanying warrant was $1.08. Three directors of the Company participated in the Private Placement, each paying a $0.125 premium per Share and accompanying warrants, (the “PIPE Private Placement Warrants”). The PIPE Private Placement Warrants, including those purchased by the participating directors of SAB are exercisable beginning six months from the date of issuance at an exercise price equal to $1.08 per Share, and are exercisable for five years from the date of issuance. SAB received gross proceeds of approximately $8.0 million before deducting transaction related fees and expenses. SAB paid Brookline Capital Markets, the placement agent, a cash fee equal to seven percent of the gross proceeds received by SAB in the Private Placement. SAB also issued Brookline Capital Markets a warrant to purchase up to an aggregate of 210,913 shares of Common Stock (the “PIPE Placement Agent Warrants”), equal to seven percent of the number of Shares purchased by Investors introduced to the Company by Brookline Capital Markets. The Placement Agent Warrants have an exercise price equal to $1.35 per share and are exercisable six months from the date of issuance and expires five years from the date of issuance.

As of December 31, 2022, 7,363,377 PIPE Private Placement Warrants and 210,913 PIPE Placement Agent Warrants classified as equity were outstanding.

Presentation and Valuation of the Warrants

Liability Classified Warrants

The Public Warrants and Private Placement Warrants are accounted for as liabilities in accordance with ASC 815-40, Derivatives and Hedging—Contracts in Entity’s Own Equity and were presented within warrant liabilities on the consolidated balance sheet as of December 31, 2022 and December 31, 2021. The initial fair value of the warrant liabilities were measured at fair value at the Closing Date, and changes in the fair value of the warrant liabilities were presented within changes in fair value of warrant liabilities in the consolidated statement of operations for the years ended December 31, 2022 and December 31, 2021.

On the Closing Date, the Company established the fair value of the Private Placement Warrants utilizing both the Black-Scholes Merton formula and a MCS analysis. Specifically, the Company considered an MCS to derive the implied volatility in the publicly-listed price of the Public Warrants. The Company then considered this implied volatility in selecting the volatility for the application of a Black-Scholes Merton model for the Private Placement Warrants. The Company determined the fair value of the Public Warrants by reference to the quoted market price.

The Public Warrants were classified as a Level 1 fair value measurement, due to the use of the quoted market price, and the Private Placement Warrants held privately by Big Cypress Holdings LLC, a Delaware limited liability company which acted as the Company’s sponsor in connection with the IPO (the "Sponsor"), were classified as a Level 3 fair value measurement, due to the use of unobservable inputs.

Equity Classified Warrants

The Company determined the PIPE Private Placement Warrants and PIPE Placement Agent Warrants met all necessary criteria to be accounted for as equity in accordance with ASC 815- 40, Derivatives and Hedging— Contracts in Entity’ s Own Equity. As such, they are presented within additional paid-in capital within Company's Consolidated Statements of Changes In Stockholders’ Equity (deficit) and consolidated balance sheets.

Warrants classified as equity are initially measured at fair value. Subsequent changes in fair value are not recognized as long as the warrants continue to be classified as equity.

Warrants classified as equity are initially measured at fair value. Subsequent changes in fair value are not recognized as long as the warrants continue to be classified as equity. The initial fair value of each PIPE Private Placement Warrant and PIPE Placement Agent Warrant issued has been determined using the Black-Scholes option-pricing model. All relevant terms and conditions for the PIPE Private Placement Warrant and PIPE Placement Agent Warrant are identical with the exception of the exercise prices of $1.08 and $1.35, respectively; the key inputs into the valuations as of the initial measurement date were as follows:

	Initial
	Measurement
Risk-free interest rate		3.62	%
Expected term remaining (years)		5.00
Implied volatility		89.0	%
Closing common stock price on the measurement date, less discount for lack of marketability (1)	$	0.66

(1)

As the underlying shares are restricted from sale for a period of 180 days from the date of the 2022 Private Placement, the fair value of the warrants were estimated using the Black-Scholes option pricing model that uses several inputs, including market price of the Company's common shares at the end of each reporting period (a level one input), less a discount for lack of marketability (a level two input). The discount for lack of marketability was estimated upon consideration of volatility and the length of the lock-up period.

Upon initial measurement, the fair value of the PIPE Private Placement Warrants and PIPE Placement Agent Warrants were determined to be $0.42 and $0.39, respectively, per warrant for aggregate values of approximately $3,072,000 and $82,000, respectively. In the Private Placement, the Company recognized the PIPE Private Placement Warrants and PIPE Placement Agent Warrants on a relative fair value basis with approximately $2.2 million and $58,000 being allocated to each as a component of additional paid-in capital within the Company's consolidated statements of changes in stockholders’ equity (deficit) and consolidated balance sheets.

The following table provides a summary of the changes in the Company's Level 3 fair value measurements:

Initial measurement on the Closing Date	$	244,062
Change in fair value of Private Placement Warrant liability		183,568
Balance, December 31, 2021		427,630
Change in fair value of Private Placement Warrant liability		(417,200	)
Balance, December 31, 2022	$	10,430

The measurement as of December 31, 2021 for the Public Warrant liability was approximately $428,000 and the change in fair value of the Public Warrant liability was approximately $417,000 for the year ended December 31, 2022.

The key inputs into the valuations as of December 31, 2022 and 2021 were as follows:

	*December 31,*			*December 31,*
	*2022*			*2021*
Risk-free interest rate		4.00	%		1.24	%
Expected term remaining (years)		3.81			4.81
Implied volatility		82.0	%		43.0	%
Closing common stock price on the measurement date	$	0.59		$	7.81

As of December 31, 2022 and 2021, the Company did not have any other assets or liabilities that are recorded at fair value on a recurring basis.

The Company believes that the carrying amounts of its cash and cash equivalents, accounts receivable, and notes payable approximate their fair values due to their near-term maturities.

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

+ References + Details

Note 15 - Income Taxes

12 Months Ended

Dec. 31, 2022

Income Tax Disclosure [Text Block]

(15) Income Taxes

Net deferred tax assets as of December 31, 2022 and 2021 consisted of the following:

	*2022*			*2021*
Deferred tax assets:
Tax Carryforwards	$	5,576,496		$	5,078,429
Compensation Accruals		1,781,746			1,255,535
Amortizable R&D Intangibles		7,243,110			—
Other Deferred Tax Assets		1,220,784			2,040,143
Total deferred tax assets		15,822,136			8,374,107
Less valuation allowance		(12,330,481	)		(5,300,689	)
Total deferred tax assets	$	3,491,655		$	3,073,418
Deferred tax liabilities:
PPE		3,240,489			2,521,871
Other Deferred Tax Liabilities		251,166			551,547
Total deferred tax liabilities		3,491,655			3,073,418
Net deferred tax asset (liability)	$	—		$	—

The reconciliation between the Company’s effective tax rate and the statutory tax rate of 21% includes the following significant items: changes in the valuation allowance and permanent items including meals and entertainment. The rate reconciliation was as follows:

	*2022*					*2021*
Rate reconciliation:
Net (loss) income before tax	$	(18,715,175	)			$	(17,144,531	)
Federal income tax at statutory rate		(3,930,187	)	21.00	%		(3,600,352	)	21.00	%
Permanent items		(2,207,588	)	12.79	%		1,029,874		(6.01	)%
Valuation allowance		7,029,790		(39.04	)%		2,679,238		(15.63	)%
Other		(866,386	)	5.05	%		(108,760	)	0.64	%
	$	25,629		(0.20	)%	$	—		(0.00	)%

In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of the deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the reversal of deferred tax liabilities, projected future taxable income, and tax planning strategies in making this assessment. Based upon the level of historical losses and the uncertainty of future taxable income over the periods which the Company will realize the benefits of its net deferred tax assets, management believes it is more likely than not that the Company will not fully realize the benefits on the balance of its net deferred tax asset and, accordingly, the Company has established a valuation allowance on its net deferred tax assets. The valuation allowance increased by approximately $7.0 million and approximately $3.0 million, respectively, for the years ended December 31, 2022 and 2021.

As of December 31, 2022, the Company had approximately $22.0 million of federal net operating losses, which were generated after December 31, 2017 and can be carried forward indefinitely under the Tax Act and may generally be used to offset up to 80% of future taxable income. In addition, the Company had federal tax credit carryforwards of approximately $938,000 and approximately $0, respectively for years ended December 31, 2022 and 2021 which are available to reduce future federal income taxes through 2042.

Prior to 2022, taxpayers had the option under Section 174 of the Internal Revenue Code to either deduct their research and development costs or capitalize and amortize such costs over a period of not less than 60 months. As part of the tax law changes in the Tax Act enacted in 2017, starting with tax years beginning after December 31, 2021, Congress requires taxpayers to capitalize expenditures that qualify as Section 174 research and development costs and recover them over 5 years for expenditures attributed to domestic research and 15 years for expenditures attributed to foreign research. The 2022 effective income tax rate was impacted by the Section 174 capitalization requirement combined with the restriction on net operating losses to only reduce taxable income by 80%.

U.S. GAAP provides that the tax effects from uncertain tax positions can be recognized in the consolidated financial statements only if the position is more likely than not of being sustained on audit, based on the technical merits of the position. As of December 31, 2022 and 2021, there were no uncertain tax provisions. There was no interest or penalties related to income taxes for the years ended December 31, 2022 and 2021, and there was no accrued interest or penalties associated with uncertain tax positions as of December 31, 2022 and 2021.

The Company files tax returns as prescribed by the laws of the jurisdictions in which it operates. In the normal course of business, the Company is subject to examination by federal and state jurisdictions, where applicable. The Company’s tax years are still open under the statute from 2019 to present. However, to the extent allowed by law, the taxing authorities may have the right to examine the period from 2016 through 2022 where net operating losses were generated and carried forward and make adjustments to the amount of the net operating loss carryforward amount. The Company is not currently under examination by federal or state jurisdictions.

On August 16, 2022, the President of the United States signed and enacted into law the Inflation Reduction Act ("IRA"). Among other provisions, the IRA directs new federal spending toward reducing carbon emissions, lowering healthcare costs, funding the Internal Revenue Service, and improving taxpayer compliance. The IRA did not have a material impact on the Company’s tax provision as of December 31, 2022.

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 21
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32857-109319

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-URI https://asc.fasb.org/extlink&oid=122134291&loc=d3e330215-122817

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 17
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32809-109319

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB TOPIC 6.I.5.Q1)
-URI https://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 14
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32705-109319

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 270
-Section 50
-Paragraph 1
-URI https://asc.fasb.org/extlink&oid=6424409&loc=d3e44925-109338

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-URI https://asc.fasb.org/topic&trid=2144680

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 30
-Section 50
-Paragraph 2
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=6424122&loc=d3e41874-109331

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Note 16 - Related Party Transactions

12 Months Ended

Dec. 31, 2022

(16) Related Party Transactions

For the year-ended December 31, 2022, under the Related Party Transaction Policy the Company adopted in the fourth quarter of 2021, there were no related party transactions with beneficial ownership of 5% or more of any class of the Company's voting securities, immediate family members of any of the foregoing persons, and any entities in which any of the foregoing is an executive officer or is an owner of 5% or more ownership interest.

For the year-ended December 31, 2021, preceding the Company's Merger and adoption of the aforementioned Related Party Transaction Policy, the Company had related party transactions as follows:

●

The Company paid consulting fees to a board member, Christine Hamilton, who is also a shareholder, of $25,000.

●

The Company made lease and insurance payments to Dakota Ag Properties of approximately $401,000. Dakota Ag Investments (part of Dakota Ag Properties) is a shareholder and owner of the Company.

●

The Company made lab supply payments to Sandford Health totaling approximately $108,000. The Company had no related party payables with Sanford Health as of December 31, 2021.

Note 17 - Employee Benefit Plan

12 Months Ended

Dec. 31, 2022

Defined Benefit Plan [Text Block]

(17) Employee Benefit Plan

The Company sponsors a defined contribution retirement plan. All the Company’s employees are eligible to be enrolled in the employer-sponsored contributory retirement savings plan, which include features under Section 401(k) of the Code, as amended, and provides for Company matching contributions. The Company’s contributions to the plan are determined by its Board of Directors, subject to certain minimum requirements specified in the plan. For the years ended December 31, 2022 and 2021 the Company made matching contributions of 100% on 3% of the employee contributions, with an additional 50% match on the next 2% of employee contributions, resulting in approximately $410,000 and $325,000, respectively, of matching contributions paid by the Company.

Note 18 - Commitments and Contingencies

12 Months Ended

Dec. 31, 2022

Commitments and Contingencies Disclosure [Text Block]

(18) Commitments and Contingencies

The Company is not a party to any litigation, and, to its best knowledge, no action, suit or proceeding has been threatened against the Company which are expected to have a material adverse effect on its financial condition, results of operations or liquidity.

Note 19 - Joint Development Agreement

12 Months Ended

Dec. 31, 2022

Joint Development Agreement [Text Block]

(19) Joint Development Agreement

In June 2019, the Company entered into a joint development agreement with the University of South Dakota Research Park, Inc. (“USDRP”) for the construction of a multi-tenant office building and a manufacturing building. Pursuant to the agreement, the Company also entered into a lease agreement for 41,195 square feet of leasable area located in the building. The lease will commence upon completion of the building for an initial term of 12 years at a monthly payment of approximately $118,000. Aurochs, LLC, a wholly owned subsidiary, was founded to manage the construction funds for this project. All pre-construction costs up to a budgeted $2.7 million were paid directly by the Company and reimbursed by USDRP. As of December 31, 2022 and 2021, USDRP has spent approximately $2.12 million in design costs for this facility, with approximately $580,000 of the $2.7 million budget remaining. There were no receivables or payables for this project as of December 31, 2022 and 2021. USDRP and the Company intend to secure outside funding for all expenses incurred after the pre-construction phase. If funding cannot be secured to finance the construction of this facility, the Company will not be required to refund any of the design costs incurred to date. This project is on hold given the Company's choice to engage Emergent to provide contract development and manufacturing (CDMO) services to produce the Company's fully-human polyclonal antibody products.

Note 20 - Supplemental Disclosures

12 Months Ended

Dec. 31, 2022

Cash Flow, Supplemental Disclosures [Text Block]

(20) Supplemental Disclosures

Supplemental cash flow information and non-cash investing and financing activities are as follows for the years ended December 31, 2022 and 2021:

	*2022*		*2021*
Supplemental cash flow information:
Cash paid for interest	$	293,392	$	294,459
Cash paid for income taxes	$	25,629	$	—
Non-cash investing and finance activities:
Right-of-use assets obtained in exchange for operating lease liabilities	$	65,088	$	505,187
Right-of-use assets forfeited due to partial lease terminations	$	447,810	$	—
Operating lease liabilities eliminated due to partial lease terminations	$	480,035	$	—
Warrant liabilities assumed related to the Business Combination	$	—	$	6,569,062
Liabilities assumed related to the Forward Share Purchase Agreement	$	—	$	6,338,306
Financing fee liabilities assumed related to the Business Combination included in accrued expense and other current liabilities	$	—	$	3,100,000
Unpaid financing fees included in the accrued expense and other current liabilities	$	—	$	2,000,000

Note 21 - Quarterly Financial Information (Unaudited)

12 Months Ended

Dec. 31, 2022

Quarterly Financial Information [Text Block]

(21) Quarterly Financial Information (Unaudited)

As further described in Note 2, Restatement of Financial Statements, the previously reported balance sheets as of March 31, 2022, and June 30, 2022, as well as, the statement of cash flows for the three months ended March 31, 2022, six months ended June 30, 2022 and nine months ended September 30, 2022, have been restated. Relevant restated financial information for each relevant period is included in this Annual Report on Form 10-K in the tables that follow. As part of the restatement, the Company recorded adjustments to correct the misstatements in the impacted periods. Descriptions of the restatement can be found in Note 2, Restatement of Financial Statements. The unaudited interim financial statements reflect all adjustments which are, in the opinion of management, necessary for a fair statement of the results for the interim periods presented.

Balance sheets

	*March 31, 2022 (unaudited)*								*June 30, 2022 (unaudited)*
	*As Previously Reported*			*Adjustments*		*Restated*			*As Previously Reported*			*Adjustments*		*Restated*
Assets
Current assets
Cash and cash equivalents	$	22,408,409		$	—	$	22,408,409		$	16,616,493		$	—	$	16,616,493
Accounts receivable, net		11,786,420			—		11,786,420			9,612,672			—		9,612,672
Prepaid expenses		1,974,908			1,014,754		2,989,662			1,521,376			253,428		1,774,804
Total current assets		36,169,737			1,014,754		37,184,491			27,750,541			253,428		28,003,969
Long-term prepaid insurance		—			—		—			535,082			—		535,082
Operating lease right-of-use assets		2,351,193			—		2,351,193			2,085,923			—		2,085,923
Financing lease right-of-use assets		3,978,116			—		3,978,116			3,946,306			—		3,946,306
Property, plant and equipment, net		24,973,432			—		24,973,432			24,837,073			—		24,837,073
Total assets	$	67,472,478		$	1,014,754	$	68,487,232		$	59,154,925		$	253,428	$	59,408,353
Liabilities and Stockholders’ Equity
Current liabilities
Accounts payable	$	4,981,385		$	—	$	4,981,385		$	4,943,581		$	—	$	4,943,581
Notes payable		25,013			1,014,754		1,039,767			25,013			253,428		278,441
Operating lease liabilities, current portion		1,154,680			—		1,154,680			1,169,139			—		1,169,139
Finance lease liabilities, current portion		145,898			—		145,898			140,767			—		140,767
Income tax payable		92,281			—		92,281			—			—		—
Accrued expenses and other current liabilities		11,856,627			—		11,856,627			9,858,719			—		9,858,719
Total current liabilities		18,255,884			1,014,754		19,270,638			16,137,219			253,428		16,390,647
Operating lease liabilities, noncurrent		1,358,829			—		1,358,829			1,061,122			—		1,061,122
Finance lease liabilities, noncurrent		3,728,941			—		3,728,941			3,694,834			—		3,694,834
Warrant liabilities		2,870,558			—		2,870,558			1,140,478			—		1,140,478
Notes payable, noncurrent		—			—		—			—			—		—
Total liabilities		26,214,212			1,014,754		27,228,966			22,033,653			253,428		22,287,081
Commitments and contingencies (Note 18)
Stockholders’ equity
Preferred stock; $0.0001 par value; 10,000,000 shares authorized, 10,000,000 shares issued and outstanding at June 30, 2022, and March 31, 2022, respectively		—			—		—			—			—		—
Common stock; $0.0001 par value; 490,000,000 shares authorized at June 30, 2022, and March 31, 2022; 43,501,779 and 43,577543 shares issued, respectively, and 42,955,121 and 43,030,885 outstanding at March 31, 2022 and June 30, 2022, respectively		4,350			—		4,350			4,358			—		4,358
Treasury stock, at cost; 546,658 shares held at March 31, 2022 and June 30, 2022		(5,521,246	)		—		(5,521,246	)		(5,521,246	)		—		(5,521,246	)
Additional paid-in capital		74,918,250			—		74,918,250			75,557,244			—		75,557,244
Accumulated deficit		(28,143,088	)		—		(28,143,088	)		(32,919,084	)		—		(32,919,084	)
Total stockholders’ equity		41,258,266			—		41,258,266			37,121,272			—		37,121,272
Total liabilities and stockholders’ equity	$	67,472,478		$	1,014,754	$	68,487,232		$	59,154,925		$	253,428	$	59,408,353

Statements of Cash Flows

	*Three Months Ended March 31, 2022 (unaudited)*									*Six Months Ended June 30, 2022 (unaudited)*									*Nine Months Ended September 30, 2022 (unaudited)*
	*As Previously Reported*			*Adjustments*			*Restated*			*As Previously Reported*			*Adjustments*			*Restated*			*As Previously Reported*			*Adjustments*			*Restated*
Cash flows from operating activities:
Net income	$	985,863		$	—		$	985,863		$	(3,790,132	)	$	—		$	(3,790,132	)	$	(10,866,209	)	$	—		$	(10,866,209	)
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation and amortization		636,235			—			636,235			1,385,427			—			1,385,427			2,270,621			—			2,270,621
Amortization of right-of-use assets		41,207			—			41,207			73,016			—			73,016			97,733			—			97,733
Stock-based compensation expense		897,600			—			897,600			1,467,461			—			1,467,461			2,045,664			—			2,045,664
Gain on sale of equipment		(14,278	)		—			(14,278	)		(14,278	)		—			(14,278	)		(15,793	)		—			(15,793	)
Changes in fair value of warrant liabilities		(7,849,572	)		—			(7,849,572	)		(9,579,652	)		—			(9,579,652	)		(10,362,614	)		—			(10,362,614	)
Changes in operating assets and liabilities
Accounts receivable		(3,775,713	)		—			(3,775,713	)		(1,601,964	)		—			(1,601,964	)		(4,931,330	)		—			(4,931,330	)
Prepaid expenses		(1,110,395	)		755,783			(354,612	)		(1,191,944	)		1,516,833			324,889			(544,737	)		1,771,746			1,227,009
Operating lease right-of-use assets		(18,080	)		—			(18,080	)		(36,056	)		—			(36,056	)		(75,276	)		—			(75,276	)
Accounts payable		522,816			—			522,816			485,058			—			485,058			1,025,751			—			1,025,751
Due to related party		(2,367	)		—			(2,367	)		(2,367	)		—			(2,367	)		(2,367	)		—			(2,367	)
Deferred grant income		(100,000	)		—			(100,000	)		(100,000	)		—			(100,000	)		(100,000	)		—			(100,000	)
Income tax payable		92,281			—			92,281			—			—			—			—			—			—
Accrued expense and other current liabilities		(599,105	)		—			(599,105	)		(2,597,169	)		—			(2,597,169	)		(2,217,676	)		—			(2,217,676	)
Net cash (used in) provided by operating activities		(10,293,508	)		755,783			(9,537,725	)		(15,502,600	)		1,516,833			(13,985,767	)		(23,676,233	)		1,771,746			(21,904,487	)

Cash flows from investing activities:
Proceeds from the sale of equipment		76,390			—			76,390			76,390			—			76,390			76,390			—			76,390
Purchases of equipment		(1,357,324	)		—			(1,357,324	)		(1,970,156	)		—			(1,970,156	)		(2,048,660	)		—			(2,048,660	)
Net cash used in investing activities		(1,280,934	)		—			(1,280,934	)		(1,893,766	)		—			(1,893,766	)		(1,972,270	)		—			(1,972,270	)

Cash flows from financing activities:
Payments of notes payable		—			(755,783	)		(755,783	)		—			(1,516,833	)		(1,516,833	)		—			(1,771,746	)		(1,771,746	)
Payments related to the Forward Share Purchase Agreement		(5,521,246	)		—			(5,521,246	)		(5,521,246	)		—			(5,521,246	)		(5,521,246	)		—			(5,521,246	)
Principal payments on finance leases		(48,751	)		—			(48,751	)		(87,884	)		—			(87,884	)		(120,053	)		—			(120,053	)
Proceeds from exercise of stock options		7,830			—			7,830			76,971			—			76,971			76,972			—			76,972
Net cash used in financing activities		(5,562,167	)		(755,783	)		(6,317,950	)		(5,532,159	)		(1,516,833	)		(7,048,992	)		(5,564,327	)		(1,771,746	)		(7,336,073	)

Net (decrease) increase in cash, cash equivalents, and restricted cash		(17,136,609	)		—			(17,136,609	)		(22,928,525	)		—			(22,928,525	)		(31,212,830	)		—			(31,212,830	)
Cash, cash equivalents, and restricted cash
Beginning of year		39,545,018			—			39,545,018			39,545,018			—			39,545,018			39,545,018			—			39,545,018
End of period	$	22,408,409		$	—		$	22,408,409		$	16,616,493		$	—		$	16,616,493		$	8,332,188		$	—		$	8,332,188

Note 22 -Subsequent Events

12 Months Ended

Dec. 31, 2022

Subsequent Events [Text Block]

(22) Subsequent Events

On March 21, 2023, the Company entered into a settlement agreement with Ladenburg (the “2023 Ladenburg Agreement”, and the action brought by Ladenburg, the “Ladenburg Action”), effective March 23, 2023. In connection with the Ladenburg Agreement, on March 24, 2023, the Company (i) issued to Ladenburg a warrant to purchase up to 300,000 shares of common stock, exercisable for three years from the date of issuance at $0.5424 per share; and (ii) furnished to Ladenburg a one-time cash payment of $500,000. Pursuant to the terms and subject to the conditions set forth in the 2023 Ladenburg Agreement, the Company will (i) no later than June 30, 2023, pay $1.5 million to Ladenburg in cash or shares of common stock, at the Company’s option; and (ii) no later than December 31, 2023, pay $1.1 million to Ladenburg in cash or shares of common stock, at the Company’s option. Following the completion of the Company’s obligations under the Ladenburg Agreement, Ladenburg has agreed to dismiss the Ladenburg Action with prejudice and extinguish any and all obligations of the Company in connection therewith. Any issuance of securities under the Ladenburg Agreement has been made or shall be made pursuant to exemptions provided by Section 4(a)(2) of the Securities Act as transactions not involving a public offering, and Rule 506 of Regulation D promulgated under the Securities Act.

The Company notes the consideration due to Ladenburg under the 2023 Ladenburg Agreement, excluding the warrants issuable thereunder, are contained within the 2021 and 2022 consolidated balance sheets within accrued expenses and other current liabilities.

Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2022

Accounting Policies [Abstract]

Basis of Accounting, Policy [Policy Text Block]

Basis of presentation

The financial statements have been prepared in conformity with U.S. GAAP and include all adjustments necessary for the fair presentation of the Company’s financial position for the years presented.

	●	SAB Biotherapeutics’ shareholders have the largest portion of voting rights in the Company;
	●	the Board and Management are primarily composed of individuals associated with SAB Biotherapeutics; and
	●	the operations of SAB comprise the ongoing operations of the Company.

Emerging Growth Company Status [Policy Text Block]

Emerging growth company status

Consolidation, Policy [Policy Text Block]

Principles of consolidation

Significant Risks Andy Uncertainties [Policy Text Block]

Significant risks and uncertainties

Use of Estimates, Policy [Policy Text Block]

Use of estimates

Fair Value Measurement, Policy [Policy Text Block]

Fair Value Measurements

Level 1: Unadjusted quoted prices in active markets for identical assets or liabilities.

Level 3: Unobservable inputs that reflect the reporting entity’s own assumptions

Cash and Cash Equivalents, Restricted Cash and Cash Equivalents, Policy [Policy Text Block]

Cash, cash equivalents, and restricted cash

Cash equivalents include short-term, highly liquid instruments, consisting of money market accounts and short-term investments with original maturities at the date of purchase of 90 days or less.

Amounts held in escrow by the Company pursuant to the Forward Share Purchase Agreement were reported as restricted cash on the consolidated balance sheet as of December 31, 2021.

The reconciliation of cash, cash equivalents, and restricted cash as of the years ended December 31, 2022 and 2021 was as follows:

	*2022*		*2021*
Cash and cash equivalents	$	15,046,894	$	33,206,712
Restricted cash		—		6,338,306
Total cash, cash equivalents, and restricted cash	$	15,046,894	$	39,545,018

Accounts Receivable [Policy Text Block]

Accounts receivable

Concentration Risk, Credit Risk, Policy [Policy Text Block]

Concentration of credit risk

The Company received 100% of its total revenue through grants from government organizations during the years ended December 31, 2022 and 2021, respectively.

Lessee, Leases [Policy Text Block]

Lease liabilities and right-of-use assets

Research and Development Expense, Policy [Policy Text Block]

Research and development expenses

Expenses incurred in connection with research and development activities are expensed as incurred. These include licensing fees to use certain technology in the Company’s research and development projects, fees paid to consultants and various entities that perform certain research and testing on behalf of the Company, and expenses related to salaries, benefits, and stock-based compensation granted to employees in research and development functions.

During the years ended December 31, 2022 and 2021, the Company had contracts with multiple CRO to complete studies as part of research grant agreements. In the case of SAB-185, the CRO was contracted and paid by the US government - as of December 31, 2022, there is no active CRO engaged by the Company in work on the SAB-185. For SAB-176, PPD Development, LP acting as the CRO oversaw the Phase 1 safety study. The terms of that agreement are subject to confidentiality, and the status of the agreement is that it is current, in good standing and approximately 95% of the contract has been paid as of December 31, 2022. SAB has also contracted with hVIVO Services Limited to conduct the Phase 2a influenza study on SAB-176. The terms of that agreement are subject to confidentiality, and the status of the agreement is that it is current, in good standing and approximately 95% of the contract has been paid as of December 31, 2022.

Property, Plant and Equipment, Policy [Policy Text Block]

Property, plant and equipment, net

The Company records equipment at cost less depreciation. Depreciation is calculated using straight-line method over the following estimated useful lives:

(in years)
Animal facility equipment			7
Laboratory equipment			7
Leasehold improvements			Shorter of asset life or lease term
Office furniture & equipment			5
Vehicles			5

Repairs and maintenance expenses are expensed as incurred.

Impairment or Disposal of Long-Lived Assets, Including Intangible Assets, Policy [Policy Text Block]

Impairment of long-lived assets

The Company reviews the recoverability of long-lived assets, including the related useful lives, whenever events or changes in circumstances indicate that the carrying amount of a long-lived asset may not be recoverable. If necessary, the Company compares the estimated undiscounted future net cash flows to the related asset’s carrying value to determine whether there has been an impairment. If an asset is considered impaired, the asset is written down to fair value, which is based either on discounted cash flows or appraised values in the period the impairment becomes known. The Company believes that long-lived assets are recoverable, and no impairment was deemed necessary, during the years ended December 31, 2022 and 2021.

Share-Based Payment Arrangement [Policy Text Block]

Stock-based compensation

FASB ASC Topic 718, Compensation – Stock Compensation, prescribes accounting and reporting standards for all share-based payment transactions in which employee and non-employee services are acquired. The Company recognizes compensation cost relating to stock-based payment transactions using a fair-value measurement method, which requires all stock-based payments to employees, directors, and non-employee consultants, including grants of stock options, to be recognized in operating results as compensation expense based on fair value over the requisite service period of the awards. Prior to the Business Combination, the grant date fair value of the Company's common stock was typically be determined by the Company's board of directors with the assistance of management and a third-party valuation specialist.

Subsequent to the Business Combination, the board of directors elected to determine the fair value of the Company's post-merger common stock based on the closing market price at closing on the date of grant. In determining the fair value of stock-based awards, the Company utilizes the Black-Scholes option-pricing model, which uses both historical and current market data to estimate fair value. The Black-Scholes option-pricing model incorporates various assumptions, such as the value of the underlying common stock, the risk-free interest rate, expected volatility, expected dividend yield and expected life of the options. For awards with performance-based vesting criteria, the Company estimates the probability of achievement of the performance criteria and recognizes compensation expense related to those awards expected to vest. No awards may have a term in excess of ten years. Forfeitures are recorded when they occur. Stock-based compensation expense is classified in the consolidated statements of operations based on the function to which the related services are provided. The Company recognizes stock-based compensation expense over the expected term.

Income Tax, Policy [Policy Text Block]

Income taxes

Deferred income taxes reflect future tax effects of temporary differences between the tax and financial reporting basis of the Company’s assets and liabilities measured using enacted tax laws and statutory tax rates applicable to the periods when the temporary differences will affect taxable income. When necessary, deferred tax assets are reduced by a valuation allowance, to reflect realizable value, and all deferred tax balances are reported as long-term on the consolidated balance sheet. Accruals are maintained for uncertain tax positions, as necessary.

The Company uses a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken, or expected to be taken, in a tax return. The Company has elected to treat interest and penalties related to income taxes, to the extent they arise, as a component of income taxes.

Revenue from Contract with Customer [Policy Text Block]

Revenue recognition

The Company’s revenue is primarily generated through grants from government and other (non-government) organizations.

Grant revenue is recognized during the period that the research and development services occur, as qualifying expenses are incurred or conditions of the grants are met. The Company concluded that payments received under these grants represent conditional, nonreciprocal contributions, as described in ASC 958, Not-for-Profit Entities, and that the grants are not within the scope of ASC 606, Revenue from Contracts with Customers, as the organizations providing the grants do not meet the definition of a customer. Expenses for grants are tracked by using a project code specific to the grant, and the employees also track hours worked by using the project code.

Comprehensive Income (Loss) Policy [Policy Text Block]

Comprehensive income

The Company had no items of comprehensive income other than its net loss.

Litigation Policy [Policy Text Block]

Litigation

From time to time, the Company is involved in legal proceedings, investigations and claims generally incidental to its normal business activities. In accordance with U.S. GAAP, the Company accrues for loss contingencies when it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Legal costs in connection with loss contingencies are expensed as incurred.

Earnings Per Share, Policy [Policy Text Block]

Earnings per share

In accordance with ASC 260, Earnings per Share (“ASC 260”), basic net income (loss) per share attributable to common stockholders is computed by dividing net income (loss) attributable to common stockholders by the weighted-average number of common stock outstanding during the period. Diluted net income (loss) per share attributable to common stockholders is computed by dividing the diluted net income (loss) attributable to common stockholders by the weighted-average number of common stock outstanding for the period including potential dilutive common shares such as stock options.

Segment Reporting, Policy [Policy Text Block]

Segment reporting

In accordance with ASC 280, Segment Reporting, the Company’s business activities are organized into one reportable segment, as only the Company’s operating results in their entirety are regularly reviewed by the Company’s chief operating decision maker to make decisions about resources to be allocated and to assess performance.

Common Stock Valuation [Policy Text Block]

Common stock valuations

Prior to the Business Combination, the Company was required to periodically estimate the fair value of its common stock with the assistance of an independent third-party valuation firm, as discussed above, when issuing stock options and computing estimated stock-based compensation expense. The assumptions underlying these valuations represented the Company's best estimates, which involved inherent uncertainties and the application of significant levels of judgment. In order to determine the fair value of its common stock, the Company considered, among other items, previous transactions involving the sale of the Company's securities, the Company's business, financial condition and results of operations, economic and industry trends, the market performance of comparable publicly traded companies, and the lack of marketability of the Company's common stock.

Subsequent to the Business Combination, the Company now determines the fair value of common stock based on the closing market price at closing on the date of grant.

Compensation expense related to stock-based transactions is measured and recognized in the financial statements at fair value of the post-merger common stock based on the closing market price at closing on the date of grant. Stock-based compensation expense is measured at the grant date based on the fair value of the equity award and is recognized as expense over the requisite service period, which is generally the vesting period, on the straight-line method. The Company estimates the fair value of each stock option award on the date of grant using the Black-Scholes option-pricing model. Determining the fair value of stock option awards at the grant date requires judgment, including estimating the expected volatility, expected term, risk-free interest rate, and expected dividends.

Note 2 - Restatement of Financial Statements (Tables)

12 Months Ended

Dec. 31, 2022

Schedule of Error Corrections and Prior Period Adjustments [Table Text Block]

	*December 31, 2021*
	*As Previously Reported*			*Adjustment*		*As Restated*
Assets
Current assets
Cash and cash equivalents	$	33,206,712		$	—	$	33,206,712
Restricted cash		6,338,306			—		6,338,306
Accounts receivable, net		8,010,708			—		8,010,708
Prepaid expenses		864,513			1,771,711		2,636,224
Total current assets		48,420,239			1,771,711		50,191,950
Operating lease right-of-use assets		2,615,204			—		2,615,204
Financing lease right-of-use assets		4,019,322			—		4,019,322
Equipment, net		24,314,455			—		24,314,455
Total assets	$	79,369,220		$	1,771,711	$	81,140,931
Liabilities and Stockholders’ Equity
Current liabilities
Accounts payable	$	4,458,525		$	—	$	4,458,525
Forward share purchase liability		6,338,306			—		6,338,306
Notes payable – current portion		25,013			1,771,711		1,796,724
Operating lease liabilities, current portion		1,142,413			—		1,142,413
Finance lease liabilities, current portion		161,050			—		161,050
Due to related party		2,367			—		2,367
Deferred grant income		100,000			—		100,000
Accrued expenses and other current liabilities		12,455,888			—		12,455,888
Total current liabilities		24,683,562			1,771,711		26,455,273
Operating lease liabilities, noncurrent		1,653,185			—		1,653,185
Finance lease liabilities, noncurrent		3,762,430			—		3,762,430
Warrant liabilities		10,720,130			—		10,720,130
Notes payable, noncurrent		—			—		—
Total liabilities		40,819,307			1,771,711		42,591,018
Commitments and contingencies (Note 17)
Stockholders’ equity
Preferred stock; $0.0001 par value; 10,000,000 shares authorized, 0 shares issued and outstanding at December 31, 2021 and 2020		—			—		—
Common stock; $0.0001 par value; 490,000,000 shares authorized at December 31, 2021 and 2020; 43,487,279 and 25,973,406 shares issued and outstanding at December 31, 2021 and 2020, respectively		4,349			—		4,349
Additional paid-in capital		67,674,515			—		67,674,515
Accumulated deficit		(29,128,951	)		—		(29,128,951	)
Total stockholders’ equity		38,549,913			—		38,549,913
Total liabilities and stockholders’ equity	$	79,369,220		$	1,771,711	$	81,140,931

	*Year Ended December 31, 2021*
	*As Previously Reported*			*Adjustment*			*As Restated*
Cash flows from operating activities:
Net (loss) income	$	(17,144,531	)	$	—		$	(17,144,531	)
Adjustments to reconcile net (loss) income to net cash provided by operating activities:
Gain on debt extinguishment of Paycheck Protection Program SBA Loan		(665,596	)		—			(665,596	)
Depreciation and amortization		1,488,614			—			1,488,614
Amortization of right-of-use assets		164,983			—			164,983
Stock-based compensation expense		2,314,682			—			2,314,682
Gain on sale of equipment		(5,488	)		—			(5,488	)
Changes in fair value of warrant liabilities		4,151,068			—			4,151,068
Changes in operating assets and liabilities
Accounts receivable		12,558,790			—			12,558,790
Prepaid expenses		513,363			(1,771,711	)		(1,258,348	)
Right-of-use assets – operating lease		(63,626	)		—			(63,626	)
Accounts payable		(2,935,521	)		—			(2,935,521	)
Deferred income		—			—			—
Due to related party		(2,727	)		—			(2,727	)
Accrued expense and other current liabilities		3,384,573			—			3,384,573
Net cash provided by operating activities		3,758,584			(1,771,711	)		1,986,873

Cash flows from investing activities:
Proceeds from the sale of equipment		—			—			—
Purchases of equipment		(10,943,657	)		—			(10,943,657	)
Net cash used in investing activities		(10,943,657	)		—			(10,943,657	)

Cash flows from financing activities:
Proceeds from Business Combination, net of transaction costs		34,340,225			—			34,340,225
Proceeds from issuance of notes payable		—			2,840,619			2,840,619
Payments of notes payable		(24,143	)		(1,068,908	)		(1,093,051	)
Principal payments on finance leases		(203,124	)		—			(203,124	)
Proceeds from exercise of stock options		6,750			—			6,750
Net cash provided by financing activities		34,119,708			1,771,711			35,891,419

Net increase in cash, cash equivalents, and restricted cash		26,934,635			—			26,934,635
Cash, cash equivalents, and restricted cash
Beginning of year		12,610,383			—			12,610,383
End of year	$	39,545,018		$	—		$	39,545,018

Note 3 - Summary of Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2022

Schedule of Cash and Cash Equivalents [Table Text Block]

	*2022*		*2021*
Cash and cash equivalents	$	15,046,894	$	33,206,712
Restricted cash		—		6,338,306
Total cash, cash equivalents, and restricted cash	$	15,046,894	$	39,545,018

Schedule of Property, Plant, and Equipment, Useful Life [Table Text Block]

(in years)
Animal facility equipment			7
Laboratory equipment			7
Leasehold improvements			Shorter of asset life or lease term
Office furniture & equipment			5
Vehicles			5

Note 5 - Reverse Recapitalization and Business Combination (Tables)

12 Months Ended

Dec. 31, 2022

Schedule of Business Combination Reconciliations [Table Text Block]

	Recapitalization
Cash - BCYP trust and cash, net of redemptions	$	22,535,723
Plus: restricted cash - Forward Share Purchase Agreement		13,098,599
Less: cash transaction costs allocated to the Company's equity		(1,294,097	)
Total	$	34,340,225

	Recapitalization
Cash - BCYP trust and cash, net of redemptions	$	22,535,723
Plus: restricted cash - Forward Share Purchase Agreement		13,098,599
Less: non-cash net working capital assumed from BCYP		(5,067,682	)
Less: forward share purchase liability assumed from BCYP		(13,098,599	)
Less: fair value of redeemable warrants		(6,569,062	)
Less: transaction costs allocated to the Company's equity		(3,294,096	)
Total	$	7,604,883

Schedule of Common Stock Outstanding Roll Forward [Table Text Block]

	Shares
Common stock, redeemable and outstanding prior to Business Combination		11,500,000
Less: redemption of BCYP shares		(8,030,289	)
Common stock of BCYP		3,469,711
BCYP Founder and private shares		3,292,200
Shares issued for services		247,525
Total BCYP shares		7,009,436
SAB Biotherapeutics, Inc and subsidiaries shareholders		36,465,343
Total shares of common stock immediately after Business Combination		43,474,779

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block]

Assets Acquired
BCYP trust and cash, net of redemptions	$	22,535,723
Restricted cash - Forward Share Purchase Agreement		13,098,599
Other assets		102,742
Assets acquired	$	35,737,064
Liabilities Assumed
Forward share purchase liability	$	13,098,599
Fair value of redeemable warrants		6,569,062
Other liabilities and accrued expenses		5,170,424
Liabilities assumed		24,838,085
Net Assets Acquired	$	10,898,979

Note 7 - Earnings Per Share (Tables)

12 Months Ended

Dec. 31, 2022

Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]

	*2022*			*2021*
Calculation of basic and diluted loss per share attributable to the Company’s shareholders
Net loss attributable to the Company’s shareholders	$	(18,740,804	)	$	(17,144,531	)
Weighted-average common shares outstanding – basic and diluted		43,524,971			27,339,180
Net loss per share, basic and diluted	$	(0.43	)	$	(0.63	)

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

	*Year Ended December 31,*
	*2022*		*2021*
Stock options and awards		2,193,365		3,724,957
Convertible debt		368,298		—
Common stock warrants ⁽¹⁾		5,958,600		5,958,600
Earnout Shares ⁽²⁾		10,491,937		10,491,937
Contingently issuable Earnout Shares from unexercised Rollover Options		1,508,063		1,508,063
Total		20,520,263		21,683,557

Note 8 - Property, Plant and Equipment, Net (Tables)

12 Months Ended

Dec. 31, 2022

Property, Plant and Equipment [Table Text Block]

	*2022*		*2021*
Laboratory equipment	$	9,000,114	$	7,431,988
Animal facility		8,357,667		8,357,667
Animal facility equipment		1,141,213		1,253,879
Construction-in-progress		308,317		4,608,778
Leasehold improvements		9,296,343		5,700,364
Vehicles		192,683		135,593
Office furniture and equipment		1,233,038		46,202
Less: accumulated depreciation and amortization		6,278,522		3,220,016
Property, plant and equipment, net	$	23,250,853	$	24,314,455

Construction In Progress [Table Text Block]

	*2022*		*2021*
New office space at Headquarters	$	85,767	$	11,183
Laboratory space at Headquarters		—		2,506,482
Laboratory equipment at Headquarters		—		246,801
IT equipment at Headquarters		84,739		212,209
Software		137,811		137,811
Bioreactors		—		1,280,728
Other		—		213,564
Total construction-in-progress	$	308,317	$	4,608,778

Note 9 - Leases (Tables)

12 Months Ended

Dec. 31, 2022

Estimated Useful Lives Of Finance Lease Assets [Table Text Block]

(in years)
Animal Facility			40
Equipment			3 –7
Land			Indefinite

Schedule of Weighted Average Operating and Finance Leases [Table Text Block]

	*Operating*			*Finance*
Weighted-average remaining lease term (in years)		1.30			15.90
Weighted-average discount rate		6.00	%		7.72	%

Contractual Obligation, Fiscal Year Maturity [Table Text Block]

	*Operating*			*Finance*
2023 - remaining	$	528,520		$	406,339
2024		368,318			401,496
2025		—			401,496
2026		—			401,496
2027		—			401,496
Thereafter		—			4,382,998
Undiscounted future minimum lease payments		896,838			6,395,321
Less: Amount representing interest payments		(44,819	)		(2,632,891	)
Total lease liabilities		852,019			3,762,430
Less current portion		(490,794	)		(132,788	)
Noncurrent lease liabilities	$	361,225		$	3,629,642

Note 10 - Accrued Expenses and Other Current Liabilities (Tables)

12 Months Ended

Dec. 31, 2022

Schedule of Accrued Liabilities [Table Text Block]

	*2022*		*2021*
Accrued vacation	$	511,849	$	552,629
Accrued payroll		357,390		674,858
Accrued construction-in-progress		85,767		548,988
Accrued supplies		—		709,027
Accrued consulting		186,833		179,082
Accrued clinical trial expense		355,479		423,634
Accrued outside laboratory services		1,106,903		128,752
Accrued bonus & severance		950,324		1,804,288
Accrued contract manufacturing		25,129		1,000,824
Accrued legal		856,505		833,646
Accrued financing fees payable		4,910,500		5,100,000
Accrued franchise tax payable		50,000		216,251
Accrued interest		8,192		—
Other accrued expenses		513,110		283,909
	$	9,917,981	$	12,455,888

Note 11 - Notes Payable (Tables)

12 Months Ended

Dec. 31, 2022

Schedule of Debt [Table Text Block]

	*2022*		*2021*
Tractor loan	$	—	$	25,013
Insurance financing note payable		772,665		1,771,711
8% Unsecured Convertible Note		541,644		—
Total notes payable		1,314,309		1,796,724
Less: notes payable - current portion		772,665		1,796,724
Notes payable, noncurrent	$	541,644	$	—

Note 13 - Stock Option Plans (Tables)

12 Months Ended

Dec. 31, 2022

Share-Based Payment Arrangement, Option, Activity [Table Text Block]

	Options			Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (years)		Aggregate Intrinsic Value
Outstanding options, December 31, 2021		5,107,672		$	2.44		5.78	$	28,948,535
Granted		2,934,051		$	1.54
Forfeited		(855,007	)	$	3.32
Exercised		(90,264	)	$	0.85
Expired		(990	)	$	4.97
Outstanding options, December 31, 2022		7,095,462		$	1.99		5.79	$	109,891
Options vested and exercisable at December 31, 2022		4,269,351		$	1.84		3.36	$	109,891

Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions [Table Text Block]

	*2022*			*2021*
Expected volatility		78.0 - 97.4	%		75.9 - 104.3	%
Weighted-average volatility		94.1	%		92.8	%
Expected dividends		—	%		—	%
Expected term (in years)		5.50 - 6.08			6.25
Risk-free rate		1.38 - 3.56	%		0.14 - 1.38	%

Nonvested Restricted Stock Shares Activity [Table Text Block]

	*Number of shares*		*Weighted Average Grant Date Fair Value*
Unvested as of December 31, 2021		—	$	—
Granted		350,000	$	1.72
Vested		—	$	—
Forfeited		—	$	—
Unvested as of December 31, 2022		350,000	$	1.72

Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Table Text Block]

	*2022*		*2021*
Research and development	$	857,331	$	964,926
General and administrative		1,816,873		1,349,756
Total	$	2,674,204	$	2,314,682

Note 14 - Fair Value Measurements (Tables)

12 Months Ended

Dec. 31, 2022

Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block]

	*As of December 31, 2022*
	*Total*		*Quoted Prices In Active Markets (Level 1)*		*Significant Other Observable Inputs (Level 2)*		*Significant Other Unobservable Inputs (Level 3)*
Liabilities:
Public Warrant liability	$	310,500	$	310,500	$	—	$	—
Private Placement Warrant liability	$	10,430		—		—		10,430
Total	$	320,930	$	310,500	$	—	$	10,430

	*As of December 31, 2021*
	*Total*		*Quoted Prices In Active Markets (Level 1)*		*Significant Other Observable Inputs (Level 2)*		*Significant Other Unobservable Inputs (Level 3)*
Liabilities:
Public Warrant liability	$	10,292,500	$	10,292,500	$	—	$	—
Private Placement Warrant liability	$	427,630		—		—		427,630
Total	$	10,720,130	$	10,292,500	$	—	$	427,630

Fair Value Measurement Inputs and Valuation Techniques [Table Text Block]

	Initial
	Measurement
Risk-free interest rate		3.62	%
Expected term remaining (years)		5.00
Implied volatility		89.0	%
Closing common stock price on the measurement date, less discount for lack of marketability (1)	$	0.66

	*December 31,*			*December 31,*
	*2022*			*2021*
Risk-free interest rate		4.00	%		1.24	%
Expected term remaining (years)		3.81			4.81
Implied volatility		82.0	%		43.0	%
Closing common stock price on the measurement date	$	0.59		$	7.81

Fair Value, Measured on Recurring Basis, Gain (Loss) Included in Earnings [Table Text Block]

Initial measurement on the Closing Date	$	244,062
Change in fair value of Private Placement Warrant liability		183,568
Balance, December 31, 2021		427,630
Change in fair value of Private Placement Warrant liability		(417,200	)
Balance, December 31, 2022	$	10,430

Note 15 - Income Taxes (Tables)

12 Months Ended

Dec. 31, 2022

Schedule of Deferred Tax Assets and Liabilities [Table Text Block]

	*2022*			*2021*
Deferred tax assets:
Tax Carryforwards	$	5,576,496		$	5,078,429
Compensation Accruals		1,781,746			1,255,535
Amortizable R&D Intangibles		7,243,110			—
Other Deferred Tax Assets		1,220,784			2,040,143
Total deferred tax assets		15,822,136			8,374,107
Less valuation allowance		(12,330,481	)		(5,300,689	)
Total deferred tax assets	$	3,491,655		$	3,073,418
Deferred tax liabilities:
PPE		3,240,489			2,521,871
Other Deferred Tax Liabilities		251,166			551,547
Total deferred tax liabilities		3,491,655			3,073,418
Net deferred tax asset (liability)	$	—		$	—

Schedule of Effective Income Tax Rate Reconciliation [Table Text Block]

	*2022*					*2021*
Rate reconciliation:
Net (loss) income before tax	$	(18,715,175	)			$	(17,144,531	)
Federal income tax at statutory rate		(3,930,187	)	21.00	%		(3,600,352	)	21.00	%
Permanent items		(2,207,588	)	12.79	%		1,029,874		(6.01	)%
Valuation allowance		7,029,790		(39.04	)%		2,679,238		(15.63	)%
Other		(866,386	)	5.05	%		(108,760	)	0.64	%
	$	25,629		(0.20	)%	$	—		(0.00	)%

Note 20 - Supplemental Disclosures (Tables)

12 Months Ended

Dec. 31, 2022

Schedule of Cash Flow, Supplemental Disclosures [Table Text Block]

	*2022*		*2021*
Supplemental cash flow information:
Cash paid for interest	$	293,392	$	294,459
Cash paid for income taxes	$	25,629	$	—
Non-cash investing and finance activities:
Right-of-use assets obtained in exchange for operating lease liabilities	$	65,088	$	505,187
Right-of-use assets forfeited due to partial lease terminations	$	447,810	$	—
Operating lease liabilities eliminated due to partial lease terminations	$	480,035	$	—
Warrant liabilities assumed related to the Business Combination	$	—	$	6,569,062
Liabilities assumed related to the Forward Share Purchase Agreement	$	—	$	6,338,306
Financing fee liabilities assumed related to the Business Combination included in accrued expense and other current liabilities	$	—	$	3,100,000
Unpaid financing fees included in the accrued expense and other current liabilities	$	—	$	2,000,000

Note 21 - Quarterly Financial Information (Unaudited) (Tables)

12 Months Ended

Dec. 31, 2022

Quarterly Financial Information [Table Text Block]

	*March 31, 2022 (unaudited)*								*June 30, 2022 (unaudited)*
	*As Previously Reported*			*Adjustments*		*Restated*			*As Previously Reported*			*Adjustments*		*Restated*
Assets
Current assets
Cash and cash equivalents	$	22,408,409		$	—	$	22,408,409		$	16,616,493		$	—	$	16,616,493
Accounts receivable, net		11,786,420			—		11,786,420			9,612,672			—		9,612,672
Prepaid expenses		1,974,908			1,014,754		2,989,662			1,521,376			253,428		1,774,804
Total current assets		36,169,737			1,014,754		37,184,491			27,750,541			253,428		28,003,969
Long-term prepaid insurance		—			—		—			535,082			—		535,082
Operating lease right-of-use assets		2,351,193			—		2,351,193			2,085,923			—		2,085,923
Financing lease right-of-use assets		3,978,116			—		3,978,116			3,946,306			—		3,946,306
Property, plant and equipment, net		24,973,432			—		24,973,432			24,837,073			—		24,837,073
Total assets	$	67,472,478		$	1,014,754	$	68,487,232		$	59,154,925		$	253,428	$	59,408,353
Liabilities and Stockholders’ Equity
Current liabilities
Accounts payable	$	4,981,385		$	—	$	4,981,385		$	4,943,581		$	—	$	4,943,581
Notes payable		25,013			1,014,754		1,039,767			25,013			253,428		278,441
Operating lease liabilities, current portion		1,154,680			—		1,154,680			1,169,139			—		1,169,139
Finance lease liabilities, current portion		145,898			—		145,898			140,767			—		140,767
Income tax payable		92,281			—		92,281			—			—		—
Accrued expenses and other current liabilities		11,856,627			—		11,856,627			9,858,719			—		9,858,719
Total current liabilities		18,255,884			1,014,754		19,270,638			16,137,219			253,428		16,390,647
Operating lease liabilities, noncurrent		1,358,829			—		1,358,829			1,061,122			—		1,061,122
Finance lease liabilities, noncurrent		3,728,941			—		3,728,941			3,694,834			—		3,694,834
Warrant liabilities		2,870,558			—		2,870,558			1,140,478			—		1,140,478
Notes payable, noncurrent		—			—		—			—			—		—
Total liabilities		26,214,212			1,014,754		27,228,966			22,033,653			253,428		22,287,081
Commitments and contingencies (Note 18)
Stockholders’ equity
Preferred stock; $0.0001 par value; 10,000,000 shares authorized, 10,000,000 shares issued and outstanding at June 30, 2022, and March 31, 2022, respectively		—			—		—			—			—		—
Common stock; $0.0001 par value; 490,000,000 shares authorized at June 30, 2022, and March 31, 2022; 43,501,779 and 43,577543 shares issued, respectively, and 42,955,121 and 43,030,885 outstanding at March 31, 2022 and June 30, 2022, respectively		4,350			—		4,350			4,358			—		4,358
Treasury stock, at cost; 546,658 shares held at March 31, 2022 and June 30, 2022		(5,521,246	)		—		(5,521,246	)		(5,521,246	)		—		(5,521,246	)
Additional paid-in capital		74,918,250			—		74,918,250			75,557,244			—		75,557,244
Accumulated deficit		(28,143,088	)		—		(28,143,088	)		(32,919,084	)		—		(32,919,084	)
Total stockholders’ equity		41,258,266			—		41,258,266			37,121,272			—		37,121,272
Total liabilities and stockholders’ equity	$	67,472,478		$	1,014,754	$	68,487,232		$	59,154,925		$	253,428	$	59,408,353

	*Three Months Ended March 31, 2022 (unaudited)*									*Six Months Ended June 30, 2022 (unaudited)*									*Nine Months Ended September 30, 2022 (unaudited)*
	*As Previously Reported*			*Adjustments*			*Restated*			*As Previously Reported*			*Adjustments*			*Restated*			*As Previously Reported*			*Adjustments*			*Restated*
Cash flows from operating activities:
Net income	$	985,863		$	—		$	985,863		$	(3,790,132	)	$	—		$	(3,790,132	)	$	(10,866,209	)	$	—		$	(10,866,209	)
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation and amortization		636,235			—			636,235			1,385,427			—			1,385,427			2,270,621			—			2,270,621
Amortization of right-of-use assets		41,207			—			41,207			73,016			—			73,016			97,733			—			97,733
Stock-based compensation expense		897,600			—			897,600			1,467,461			—			1,467,461			2,045,664			—			2,045,664
Gain on sale of equipment		(14,278	)		—			(14,278	)		(14,278	)		—			(14,278	)		(15,793	)		—			(15,793	)
Changes in fair value of warrant liabilities		(7,849,572	)		—			(7,849,572	)		(9,579,652	)		—			(9,579,652	)		(10,362,614	)		—			(10,362,614	)
Changes in operating assets and liabilities
Accounts receivable		(3,775,713	)		—			(3,775,713	)		(1,601,964	)		—			(1,601,964	)		(4,931,330	)		—			(4,931,330	)
Prepaid expenses		(1,110,395	)		755,783			(354,612	)		(1,191,944	)		1,516,833			324,889			(544,737	)		1,771,746			1,227,009
Operating lease right-of-use assets		(18,080	)		—			(18,080	)		(36,056	)		—			(36,056	)		(75,276	)		—			(75,276	)
Accounts payable		522,816			—			522,816			485,058			—			485,058			1,025,751			—			1,025,751
Due to related party		(2,367	)		—			(2,367	)		(2,367	)		—			(2,367	)		(2,367	)		—			(2,367	)
Deferred grant income		(100,000	)		—			(100,000	)		(100,000	)		—			(100,000	)		(100,000	)		—			(100,000	)
Income tax payable		92,281			—			92,281			—			—			—			—			—			—
Accrued expense and other current liabilities		(599,105	)		—			(599,105	)		(2,597,169	)		—			(2,597,169	)		(2,217,676	)		—			(2,217,676	)
Net cash (used in) provided by operating activities		(10,293,508	)		755,783			(9,537,725	)		(15,502,600	)		1,516,833			(13,985,767	)		(23,676,233	)		1,771,746			(21,904,487	)

Cash flows from investing activities:
Proceeds from the sale of equipment		76,390			—			76,390			76,390			—			76,390			76,390			—			76,390
Purchases of equipment		(1,357,324	)		—			(1,357,324	)		(1,970,156	)		—			(1,970,156	)		(2,048,660	)		—			(2,048,660	)
Net cash used in investing activities		(1,280,934	)		—			(1,280,934	)		(1,893,766	)		—			(1,893,766	)		(1,972,270	)		—			(1,972,270	)

Cash flows from financing activities:
Payments of notes payable		—			(755,783	)		(755,783	)		—			(1,516,833	)		(1,516,833	)		—			(1,771,746	)		(1,771,746	)
Payments related to the Forward Share Purchase Agreement		(5,521,246	)		—			(5,521,246	)		(5,521,246	)		—			(5,521,246	)		(5,521,246	)		—			(5,521,246	)
Principal payments on finance leases		(48,751	)		—			(48,751	)		(87,884	)		—			(87,884	)		(120,053	)		—			(120,053	)
Proceeds from exercise of stock options		7,830			—			7,830			76,971			—			76,971			76,972			—			76,972
Net cash used in financing activities		(5,562,167	)		(755,783	)		(6,317,950	)		(5,532,159	)		(1,516,833	)		(7,048,992	)		(5,564,327	)		(1,771,746	)		(7,336,073	)

Net (decrease) increase in cash, cash equivalents, and restricted cash		(17,136,609	)		—			(17,136,609	)		(22,928,525	)		—			(22,928,525	)		(31,212,830	)		—			(31,212,830	)
Cash, cash equivalents, and restricted cash
Beginning of year		39,545,018			—			39,545,018			39,545,018			—			39,545,018			39,545,018			—			39,545,018
End of period	$	22,408,409		$	—		$	22,408,409		$	16,616,493		$	—		$	16,616,493		$	8,332,188		$	—		$	8,332,188

Note 1 - Nature of Business (Details Textual) - USD ($)	Dec. 31, 2022	Jun. 30, 2022	Mar. 31, 2022	Dec. 31, 2021
Retained Earnings (Accumulated Deficit), Total	$ (47,869,755)	$ (32,919,084)	$ (28,143,088)	$ (29,128,951)

Note 2 - Restatement of Financial Statements - Impact of Restatement (Details) - USD ($)	3 Months Ended	6 Months Ended	9 Months Ended	12 Months Ended
	Mar. 31, 2022	Jun. 30, 2022	Sep. 30, 2022	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Cash and cash equivalents	$ 22,408,409	$ 16,616,493		$ 15,046,894	$ 33,206,712
Restricted cash				0	6,338,306
Accounts receivable, net	11,786,420	9,612,672		5,556,577	8,010,708
Prepaid expenses	2,989,662	1,774,804		1,493,982	2,636,224
Total current assets	37,184,491	28,003,969		22,097,453	50,191,950
Operating lease right-of-use assets	2,351,193	2,085,923		1,192,054	2,615,204
Financing lease right-of-use assets	3,978,116	3,946,306		3,896,873	4,019,322
Equipment, net	24,973,432	24,837,073		23,250,853	24,314,455
Total assets	68,487,232	59,408,353		50,904,927	81,140,931
Accounts payable	4,981,385	4,943,581		3,679,116	4,458,525
Forward share purchase liability				0	6,338,306
Less: notes payable - current portion	1,039,767	278,441		772,665	1,796,724
Operating lease liabilities, current portion	1,154,680	1,169,139		490,794	1,142,413
Finance lease liabilities, current portion	145,898	140,767		132,788	161,050
Due to related party				0	2,367
Deferred grant income				0	100,000
Accrued expenses and other current liabilities	11,856,627	9,858,719		9,917,981	12,455,888
Total current liabilities	19,270,638	16,390,647		14,993,344	26,455,273
Operating lease liabilities, noncurrent	1,358,829	1,061,122		361,225	1,653,185
Finance lease liabilities, noncurrent	3,728,941	3,694,834		3,629,642	3,762,430
Warrant liabilities	2,870,558	1,140,478		320,930	10,720,130
Notes payable, noncurrent	0	0		541,644	0
Total liabilities	27,228,966	22,287,081		19,846,785	42,591,018
Commitments and contingencies (Note 17)
Preferred stock; $0.0001 par value; 10,000,000 shares authorized, 0 shares issued and outstanding at December 31, 2021 and 2020	0	0		0	0
Common stock; $0.0001 par value; 490,000,000 shares authorized at December 31, 2021 and 2020; 43,487,279 and 25,973,406 shares issued and outstanding at December 31, 2021 and 2020, respectively	4,350	4,358		5,094	4,349
Additional paid-in capital	74,918,250	75,557,244		84,444,049	67,674,515
Retained Earnings (Accumulated Deficit), Total	(28,143,088)	(32,919,084)		(47,869,755)	(29,128,951)
Total	41,258,266	37,121,272		31,058,142	38,549,913	$ 39,007,835
Total liabilities and stockholders’ equity	68,487,232	59,408,353		50,904,927	81,140,931
Net (loss) income	985,863	(3,790,132)	$ (10,866,209)	(18,740,804)	(17,144,531)
Gain on debt extinguishment of Paycheck Protection Program SBA Loan				0	(665,596)
Depreciation, Depletion and Amortization, Total	636,235	1,385,427	2,270,621	3,169,429	1,488,614
Amortization of right-of-use assets	41,207	73,016	97,733	122,449	164,983
Stock-based compensation expense	897,600	1,467,461	2,045,664	2,674,203	2,314,682
Gain on sale of equipment	(14,278)	(14,278)	(15,793)	(15,805)	(5,488)
Fair Value Adjustment of Warrants	(7,849,572)	(9,579,652)	(10,362,614)	(10,399,200)	4,151,068
Accounts receivable	(3,775,713)	(1,601,964)	(4,931,330)	2,454,131	12,558,790
Prepaid expenses	(354,612)	324,889	1,227,009	674,552	(1,258,348)
Right-of-use assets – operating lease	(18,080)	(36,056)	(75,276)	53,441	(63,626)
Accounts payable	522,816	485,058	1,025,751	(779,425)	(2,935,521)
Deferred income					0
Due to related party	(2,367)	(2,367)	(2,367)	(2,367)	(2,727)
Accrued expense and other current liabilities	(599,105)	(2,597,169)	(2,217,676)	(2,537,907)	3,384,573
Net cash provided by operating activities	(9,537,725)	(13,985,767)	(21,904,487)	(23,459,511)	1,986,873
Proceeds from the sale of equipment	76,390	76,390	76,390	76,390	0
Purchases of equipment	(1,357,324)	(1,970,156)	(2,048,660)	(2,166,414)	(10,943,657)
Net cash used in investing activities	(1,280,934)	(1,893,766)	(1,972,270)	(2,090,024)	(10,943,657)
Proceeds from Business Combination, net of transaction costs				0	34,340,225
Proceeds from issuance of notes payable				1,236,125	2,840,619
Payments of notes payable	755,783	1,516,833	1,771,746		(1,093,051)
Principal payments on finance leases	(48,751)	(87,884)	(120,053)	(161,055)	(203,124)
Proceeds from exercise of stock options	7,830	76,971	76,972	76,971	6,750
Net cash provided by financing activities	(6,317,950)	(7,048,992)	(7,336,073)	1,051,411	35,891,419
Net increase in cash, cash equivalents, and restricted cash	(17,136,609)	(22,928,525)	(31,212,830)	(24,498,124)	26,934,635
Beginning of year	39,545,018	39,545,018	39,545,018	39,545,018	12,610,383
End of period	22,408,409	16,616,493	8,332,188	15,046,894	39,545,018
Previously Reported [Member]
Cash and cash equivalents	22,408,409	16,616,493			33,206,712
Restricted cash					6,338,306
Accounts receivable, net	11,786,420	9,612,672			8,010,708
Prepaid expenses	1,974,908	1,521,376			864,513
Total current assets	36,169,737	27,750,541			48,420,239
Operating lease right-of-use assets	2,351,193	2,085,923			2,615,204
Financing lease right-of-use assets	3,978,116	3,946,306			4,019,322
Equipment, net	24,973,432	24,837,073			24,314,455
Total assets	67,472,478	59,154,925			79,369,220
Accounts payable	4,981,385	4,943,581			4,458,525
Forward share purchase liability					6,338,306
Less: notes payable - current portion	25,013	25,013			25,013
Operating lease liabilities, current portion	1,154,680	1,169,139			1,142,413
Finance lease liabilities, current portion	145,898	140,767			161,050
Due to related party					2,367
Deferred grant income					100,000
Accrued expenses and other current liabilities	11,856,627	9,858,719			12,455,888
Total current liabilities	18,255,884	16,137,219			24,683,562
Operating lease liabilities, noncurrent	1,358,829	1,061,122			1,653,185
Finance lease liabilities, noncurrent	3,728,941	3,694,834			3,762,430
Warrant liabilities	2,870,558	1,140,478			10,720,130
Notes payable, noncurrent	0	0			0
Total liabilities	26,214,212	22,033,653			40,819,307
Commitments and contingencies (Note 17)
Preferred stock; $0.0001 par value; 10,000,000 shares authorized, 0 shares issued and outstanding at December 31, 2021 and 2020	0	0			0
Common stock; $0.0001 par value; 490,000,000 shares authorized at December 31, 2021 and 2020; 43,487,279 and 25,973,406 shares issued and outstanding at December 31, 2021 and 2020, respectively	4,350	4,358			4,349
Additional paid-in capital	74,918,250	75,557,244			67,674,515
Retained Earnings (Accumulated Deficit), Total	(28,143,088)	(32,919,084)			(29,128,951)
Total	41,258,266	37,121,272			38,549,913
Total liabilities and stockholders’ equity	67,472,478	59,154,925			79,369,220
Net (loss) income	985,863	(3,790,132)	(10,866,209)		(17,144,531)
Gain on debt extinguishment of Paycheck Protection Program SBA Loan					(665,596)
Depreciation, Depletion and Amortization, Total	636,235	1,385,427	2,270,621		1,488,614
Amortization of right-of-use assets	41,207	73,016	97,733		164,983
Stock-based compensation expense	897,600	1,467,461	2,045,664		2,314,682
Gain on sale of equipment	(14,278)	(14,278)	(15,793)		(5,488)
Fair Value Adjustment of Warrants	(7,849,572)	(9,579,652)	(10,362,614)		4,151,068
Accounts receivable	(3,775,713)	(1,601,964)	(4,931,330)		12,558,790
Prepaid expenses	(1,110,395)	(1,191,944)	(544,737)		513,363
Right-of-use assets – operating lease	(18,080)	(36,056)	(75,276)		(63,626)
Accounts payable	522,816	485,058	1,025,751		(2,935,521)
Deferred income					0
Due to related party	(2,367)	(2,367)	(2,367)		(2,727)
Accrued expense and other current liabilities	(599,105)	(2,597,169)	(2,217,676)		3,384,573
Net cash provided by operating activities	(10,293,508)	(15,502,600)	(23,676,233)		3,758,584
Proceeds from the sale of equipment	76,390	76,390	76,390		0
Purchases of equipment	(1,357,324)	(1,970,156)	(2,048,660)		(10,943,657)
Net cash used in investing activities	(1,280,934)	(1,893,766)	(1,972,270)		(10,943,657)
Proceeds from Business Combination, net of transaction costs					34,340,225
Proceeds from issuance of notes payable					0
Payments of notes payable	(0)	(0)	(0)		(24,143)
Principal payments on finance leases	(48,751)	(87,884)	(120,053)		(203,124)
Proceeds from exercise of stock options	7,830	76,971	76,972		6,750
Net cash provided by financing activities	(5,562,167)	(5,532,159)	(5,564,327)		34,119,708
Net increase in cash, cash equivalents, and restricted cash	(17,136,609)	(22,928,525)	(31,212,830)		26,934,635
Beginning of year	39,545,018	39,545,018	39,545,018	39,545,018	12,610,383
End of period	22,408,409	16,616,493	8,332,188		39,545,018
Revision of Prior Period, Adjustment [Member]
Cash and cash equivalents	0	0			0
Restricted cash					0
Accounts receivable, net	0	0			0
Prepaid expenses	1,014,754	253,428			1,771,711
Total current assets	1,014,754	253,428			1,771,711
Operating lease right-of-use assets	0	0			0
Financing lease right-of-use assets	0	0			0
Equipment, net	0	0			0
Total assets	1,014,754	253,428			1,771,711
Accounts payable	0	0			0
Forward share purchase liability					0
Less: notes payable - current portion	1,014,754	253,428			1,771,711
Operating lease liabilities, current portion	0	0			0
Finance lease liabilities, current portion	0	0			0
Due to related party					0
Deferred grant income					0
Accrued expenses and other current liabilities	0	0			0
Total current liabilities	1,014,754	253,428			1,771,711
Operating lease liabilities, noncurrent	0	0			0
Finance lease liabilities, noncurrent	0	0			0
Warrant liabilities	0	0			0
Notes payable, noncurrent	0	0			0
Total liabilities	1,014,754	253,428			1,771,711
Commitments and contingencies (Note 17)
Preferred stock; $0.0001 par value; 10,000,000 shares authorized, 0 shares issued and outstanding at December 31, 2021 and 2020	0	0			0
Common stock; $0.0001 par value; 490,000,000 shares authorized at December 31, 2021 and 2020; 43,487,279 and 25,973,406 shares issued and outstanding at December 31, 2021 and 2020, respectively	0	0			0
Additional paid-in capital	0	0			0
Retained Earnings (Accumulated Deficit), Total	0	0			0
Total	0	0			0
Total liabilities and stockholders’ equity	1,014,754	253,428			1,771,711
Net (loss) income	0	0	0		0
Gain on debt extinguishment of Paycheck Protection Program SBA Loan					0
Depreciation, Depletion and Amortization, Total	0	0	0		0
Amortization of right-of-use assets	0	0	0		0
Stock-based compensation expense	0	0	0		0
Gain on sale of equipment	0	0	0		0
Fair Value Adjustment of Warrants	0	0	0		0
Accounts receivable	0	0	0		0
Prepaid expenses	755,783	1,516,833	1,771,746		(1,771,711)
Right-of-use assets – operating lease	0	0	0		0
Accounts payable	0	0	0		0
Deferred income					0
Due to related party	0	0	0		0
Accrued expense and other current liabilities	0	0	0		0
Net cash provided by operating activities	755,783	1,516,833	1,771,746		(1,771,711)
Proceeds from the sale of equipment	0	0	0		0
Purchases of equipment	0	0	0		0
Net cash used in investing activities	0	0	0		0
Proceeds from Business Combination, net of transaction costs					0
Proceeds from issuance of notes payable					2,840,619
Payments of notes payable	755,783	1,516,833	1,771,746		(1,068,908)
Principal payments on finance leases	0	0	0		0
Proceeds from exercise of stock options	0	0	0		0
Net cash provided by financing activities	(755,783)	(1,516,833)	(1,771,746)		1,771,711
Net increase in cash, cash equivalents, and restricted cash	0	0	0		0
Beginning of year	0	0	0	$ 0	0
End of period	$ 0	$ 0	$ 0		$ 0

Note 2 - Restatement of Financial Statements - Impact of Restatement (Details) (Parentheticals) - $ / shares	Dec. 31, 2022	Jun. 30, 2022	Mar. 31, 2022	Dec. 31, 2021	Oct. 22, 2021	Oct. 21, 2021	Dec. 31, 2020	Aug. 31, 2019
Preferred Stock, Par or Stated Value Per Share (in dollars per share)	$ 0.0001	$ 0.0001	$ 0.0001	$ 0.0001	$ 0.0001		$ 0.0001
Preferred Stock, Shares Authorized (in shares)	10,000,000	10,000,000	10,000,000	10,000,000	10,000,000		10,000,000	50,000,000
Preferred stock, issued (in shares)	0	10,000,000	10,000,000	0			0
Preferred Stock, Shares Outstanding, Ending Balance (in shares)	0	10,000,000	10,000,000	0		17,750,882	0
Common Stock, Par or Stated Value Per Share (in dollars per share)	$ 0.0001	$ 0.0001	$ 0.0001	$ 0.0001			$ 0.0001
Common stock, authorized (in shares)	490,000,000	490,000,000	490,000,000	490,000,000			490,000,000
Common stock, issued (in shares)	50,940,920	43,577,543	43,501,779	43,487,279			25,973,406
Common stock, outstanding (in shares)	50,394,262	43,030,885	42,955,121	43,487,279			25,973,406

Note 3 - Summary of Significant Accounting Policies (Details Textual) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Accounts Receivable, Allowance for Credit Loss, Writeoff	$ 0	$ 0
Accounts Receivable, Allowance for Credit Loss, Ending Balance	0	0
Asset Impairment Charges, Total	$ 0	$ 0
Number of Reportable Segments	1
Contract Research Organizations [Member]
Research and Development Agreement, Good Standing Percentage	95.00%
HVIVI Services [Member]
Research and Development Agreement, Good Standing Percentage	95.00%
Revenue from Contract with Customer Benchmark [Member] \| Customer Concentration Risk [Member] \| Government Organization Grants [Member]
Concentration Risk, Percentage	100.00%

Note 3 - Summary of Significant Accounting Policies - Schedule of Cash and Cash Equivalents (Details) - USD ($)	Dec. 31, 2022	Jun. 30, 2022	Mar. 31, 2022	Dec. 31, 2021
Cash and cash equivalents	$ 15,046,894	$ 16,616,493	$ 22,408,409	$ 33,206,712
Restricted cash	0			6,338,306
Total cash, cash equivalents, and restricted cash	$ 15,046,894			$ 39,545,018

Note 3 - Summary of Significant Accounting Policies - Estimated Useful Life (Details)	12 Months Ended
	Dec. 31, 2022
Useful life (Year)	3 years
Animal Facility Equipment [Member]
Useful life (Year)	7 years
Laboratory Equipment [Member]
Useful life (Year)	7 years
Office Equipment [Member]
Useful life (Year)	5 years
Vehicles [Member]
Useful life (Year)	5 years

Note 5 - Reverse Recapitalization and Business Combination (Details Textual) - USD ($)	Oct. 22, 2021	Oct. 12, 2021	Dec. 31, 2022	Jun. 30, 2022	Mar. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Common Stock, Par or Stated Value Per Share (in dollars per share)			$ 0.0001	$ 0.0001	$ 0.0001	$ 0.0001	$ 0.0001
Security Purchased under Agreement to Resell, Subject to Master Netting Arrangement, Liability Offset	$ 13,098,599		$ 6,338,306
Forward Share Purchase Agreement [Member]
Sale of Stock, Number of Shares Issued in Transaction (in shares)		1,390,000
Sale of Stock, Price Per Share (in dollars per share)		$ 10.10
Common Stock Shares Held by Subsidiary (in shares)		1,296,891
First Earnout [Member]
Percentage of Earn Out Shares to be Released	25.00%
Period to Issue Earn Out Shares (Year)	5 years
Volume Weighted Average Price Threshold (in dollars per share)	$ 15.00
Shareholders Equity Volume Weighted Average Price Threshold Trading Days (Day)	20 days
Shareholders Equity Volume Weighted Average Price Threshold Consecutive Trading Days (Day)	30 days
Second Earnouts [Member]
Percentage of Earn Out Shares to be Released	25.00%
Period to Issue Earn Out Shares (Year)	5 years
Volume Weighted Average Price Threshold (in dollars per share)	$ 20.00
Shareholders Equity Volume Weighted Average Price Threshold Trading Days (Day)	20 days
Shareholders Equity Volume Weighted Average Price Threshold Consecutive Trading Days (Day)	30 days
Third Earnouts [Member]
Percentage of Earn Out Shares to be Released	25.00%
Period to Issue Earn Out Shares (Year)	5 years
Volume Weighted Average Price Threshold (in dollars per share)	$ 25.00
Shareholders Equity Volume Weighted Average Price Threshold Trading Days (Day)	20 days
Shareholders Equity Volume Weighted Average Price Threshold Consecutive Trading Days (Day)	30 days
Fourth Earnouts [Member]
Percentage of Earn Out Shares to be Released	25.00%
Period to Issue Earn Out Shares (Year)	5 years
Volume Weighted Average Price Threshold (in dollars per share)	$ 30.00
Shareholders Equity Volume Weighted Average Price Threshold Trading Days (Day)	20 days
Shareholders Equity Volume Weighted Average Price Threshold Consecutive Trading Days (Day)	30 days
Big Cypress Acquisition Corp [Member]
Common Stock, Par or Stated Value Per Share (in dollars per share)	$ 0.0001
Volume Weighted Average Price Threshold Period For Earn Out Shares (Year)	5 years
Common Stock [Member] \| Big Cypress Acquisition Corp [Member]
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares (in shares)	36,465,343
Volume Weighted Average Price Threshold Period For Earn Out Shares (Year)	5 years
Contingent Right to Receive Pro Rate Portion of Earn Out Shares (in shares)	12,000,000
Earn Out Shares, Contingently Issuable (in shares)	1,508,063
Contingent Right, Earn Out Shares, Outstanding (in shares)	10,491,937
Contingent Consideration Classified as Equity, Fair Value Disclosure	$ 101,300,000

Note 5 - Reverse Recapitalization and Business Combination - Schedule of Business Combination Reconciliations (Details) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Jun. 30, 2022	Mar. 31, 2022	Oct. 22, 2021	Dec. 31, 2020
Total	$ 0	$ 34,340,225
Less: forward share purchase liability assumed from BCYP					$ (24,838,085)
Total	$ 31,058,142	38,549,913	$ 37,121,272	$ 41,258,266		$ 39,007,835
Big Cypress Acquisition Corp [Member]
Cash - BCYP trust and cash, net of redemptions		22,535,723
Plus: restricted cash - Forward Share Purchase Agreement		13,098,599
Less: cash transaction costs allocated to the Company's equity		(1,294,097)
Total		34,340,225
Cash - BCYP trust and cash, net of redemptions		22,535,723
Less: non-cash net working capital assumed from BCYP		(5,067,682)
Less: fair value of redeemable warrants		(6,569,062)
Less: transaction costs allocated to the Company's equity		(3,294,096)
Total		7,604,883
Big Cypress Acquisition Corp [Member] \| Forward Share Purchase Agreement [Member]
Plus: restricted cash - Forward Share Purchase Agreement		13,098,599
Less: forward share purchase liability assumed from BCYP		$ (13,098,599)

Note 5 - Reverse Recapitalization and Business Combination - Schedule of Common Stock Outstanding (Details) - Big Cypress Acquisition Corp [Member]	Oct. 22, 2021 shares
Common stock, redeemable and outstanding prior to Business Combination (in shares)	11,500,000
Less: redemption of BCYP shares (in shares)	(8,030,289)
Common stock of BCYP (in shares)	3,469,711
BCYP Founder and private shares (in shares)	3,292,200
Shares issued for services (in shares)	247,525
Total BCYP shares (in shares)	7,009,436
SAB Biotherapeutics, Inc and subsidiaries shareholders (in shares)	36,465,343
Total shares of common stock immediately after Business Combination (in shares)	43,474,779

Note 5 - Reverse Recapitalization and Business Combination - Schedule of Recognized Assets Acquired and Liabilities Assumed (Details)	Oct. 22, 2021 USD ($)
BCYP trust and cash, net of redemptions	$ 22,535,723
Restricted cash - Forward Share Purchase Agreement	13,098,599
Other assets	102,742
Assets acquired	35,737,064
Forward share purchase liability	13,098,599
Fair value of redeemable warrants	6,569,062
Other liabilities and accrued expenses	5,170,424
Liabilities assumed	24,838,085
Net Assets Acquired	$ 10,898,979

Note 6 - Revenue (Details Textual) - USD ($)	12 Months Ended
Note 6 - Revenue (Details Textual) - USD ($)	Dec. 31, 2022	Dec. 31, 2021	Sep. 01, 2019	Aug. 01, 2019	Apr. 01, 2019	Aug. 01, 2017
Governmental Grants [Member]
Revenue from Contract with Customer, Including Assessed Tax	$ 23,900,000	$ 60,900,000
National Institute of Health [Member]
Revenue from Contract with Customer, Including Assessed Tax	182,000	518,000
Deferred Revenue, Total			$ 1,400,000
Federal Award [Member]
Revenue from Contract with Customer, Including Assessed Tax	328,000	51,000
Deferred Revenue, Total	429,000				$ 1,500,000
Geneva Foundation [Member]
Revenue from Contract with Customer, Including Assessed Tax	1,052,000	94,000
Deferred Revenue, Total	400,000					$ 2,700,000
Advanced Technology International [Member]
Revenue from Contract with Customer, Including Assessed Tax	$ 22,200,000	60,200,000
Deferred Revenue, Total		$ 203,600,000		$ 25,000,000
Revenue, Remaining Performance Obligation, Percentage	9.00%

Amount, including tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value-added and excise.

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Note 7 - Earnings Per Share (Details Textual)	Dec. 31, 2022 shares
Private Placement Warrants [Member]
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares)	7,363,377
Earnout Shares Warrants [Member]
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares)	210,193

Note 7 - Earnings Per Share - Schedule of Earnings Per Share Basic and Diluted (Details) - USD ($)	3 Months Ended	6 Months Ended	9 Months Ended	12 Months Ended
	Mar. 31, 2022	Jun. 30, 2022	Sep. 30, 2022	Dec. 31, 2022	Dec. 31, 2021
Net income (loss)	$ 985,863	$ (3,790,132)	$ (10,866,209)	$ (18,740,804)	$ (17,144,531)
Weighted-average common shares outstanding – basic and diluted (in shares)				43,524,971	27,339,180
Basic and diluted loss per common share (in dollars per share)				$ (0.43)	$ (0.63)

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

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The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

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Note 7 - Earnings Per Share - Schedule of Antidilutive Securities Excluded From Computation of Earnings Per Share (Details) - shares

12 Months Ended

Dec. 31, 2022

Dec. 31, 2021

Share-Based Payment Arrangement, Option [Member]

20,520,263

21,683,557

Convertible Debt Securities [Member]

2,193,365

3,724,957

368,298

Warrant [Member]

^[1]

5,958,600

Earnout Shares [Member]

Contingently Issuable Earnout Shares From Unexercised Rollover Options [Member]

^[2]

10,491,937

Measurement Input, Risk Free Interest Rate [Member] | PIPE Private Placement Warrant and PIPE Placement Agent Warrant [Member]

1,508,063

[1]	The PIPE Warrants and Placement Agent Warrants to purchase 7,363,377 and 210,193 shares of common stock, respectively, are excluded from the calculation of diluted earnings per share as they are not exercisable until June 7, 2023.
[2]	As the Earnout shares are subject to certain vesting requirements not satisfied as of the year ended December 31, 2022, the Earnout Shares held in escrow are excluded from calculating both basic and diluted earnings per share.

Note 8 - Property, Plant and Equipment, Net (Details Textual) - USD ($)	3 Months Ended	6 Months Ended	9 Months Ended	12 Months Ended
	Mar. 31, 2022	Jun. 30, 2022	Sep. 30, 2022	Dec. 31, 2022	Dec. 31, 2021
Depreciation, Depletion and Amortization, Total	$ 636,235	$ 1,385,427	$ 2,270,621	$ 3,169,429	$ 1,488,614
Property, Plant and Equipment, Useful Life (Year)				3 years
Acquisition Costs, Period Cost				$ 5,000

Note 8 - Property, Plant and Equipment, Net - Property, Plant, and Equipment (Details) - USD ($)	Dec. 31, 2022	Jun. 30, 2022	Mar. 31, 2022	Dec. 31, 2021
Less: accumulated depreciation and amortization	$ 6,278,522			$ 3,220,016
Property, plant and equipment, net	23,250,853	$ 24,837,073	$ 24,973,432	24,314,455
Laboratory Equipment [Member]
Property, plant, and equipment, gross	9,000,114			7,431,988
Animal Facility [Member]
Property, plant, and equipment, gross	8,357,667			8,357,667
Animal Facility Equipment [Member]
Property, plant, and equipment, gross	1,141,213			1,253,879
Construction in Progress [Member]
Property, plant, and equipment, gross	308,317			4,608,778
Leasehold Improvements [Member]
Property, plant, and equipment, gross	9,296,343			5,700,364
Vehicles [Member]
Property, plant, and equipment, gross	192,683			135,593
Office Equipment [Member]
Property, plant, and equipment, gross	$ 1,233,038			$ 46,202

Note 8 - Property, Plant and Equipment, Net - Construction in Progress (Details) - Construction in Progress [Member] - USD ($)	Dec. 31, 2022	Dec. 31, 2021
Construction in progress	$ 308,317	$ 4,608,778
New Office Space [Member]
Construction in progress	85,767	11,183
Laboratory Space [Member]
Construction in progress	0	2,506,482
Laboratory Equipment [Member]
Construction in progress	0	246,801
IT Equipment [Member]
Construction in progress	84,739	212,209
Software [Member]
Construction in progress	137,811	137,811
Bioreactors [Member]
Construction in progress	0	1,280,728
Other Segments [Member]
Construction in progress	$ 0	$ 213,564

Note 9 - Leases (Details Textual)		1 Months Ended					12 Months Ended
Note 9 - Leases (Details Textual)	Oct. 01, 2022 USD ($) a	Jul. 31, 2022 USD ($)	Nov. 30, 2020 USD ($)	Mar. 31, 2019 USD ($)	Dec. 31, 2018 USD ($) bbl	Jul. 31, 2018 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)
Finance Lease Payments							$ 400,000	$ 500,000
Finance Lease, Right-of-Use Asset, Amortization							122,000	165,000
Finance Lease, Interest Expense							284,000	296,000
Operating Lease, Payments							1,200,000	1,100,000
Dakota AG Properties [Member]
Sale Leaseback Transaction, Historical Cost					$ 4,000,000
Lessee, Finance Lease, Term of Contract (Year)					20 years
Lessee Finance Lease Interest Rate					8.00%
Finance Lease Payments					$ 33,458
Ruby Cell Analyzer [Member]
Lessee, Finance Lease, Term of Contract (Year)						5 years
Finance Lease Payments						$ 807
Research and Development Expense [Member]
Operating Lease, Expense							$ 1,200,000	1,100,000
Sanford Health [Member] \| Convertible Debt [Member]
Debt Instrument, Interest Rate, Stated Percentage	8.00%
Lease Agreement [Member] \| Sanford Health [Member]
Area of Real Estate Property (Acre) \| a	21,014
Lease Modification, Decrease in Operating Lease Liability, Noncurrent	$ 480,000
Lease Modification, Decrease in Operating Lease Right of Use Asset	448,000
Operating Lease Payments Per Month	$ 44,252
Lessee, Operating Lease, Discount Rate	6.92%
Lease Agreement [Member] \| Sanford Health [Member] \| Other Income [Member]
Gain (Loss) on Lease Modification	$ 32,000
Laboratory Space [Member]
Lessee, Advanced Written Notice, Period (Year)							1 year
Office Laboratory and Warehouse {Member]
Lessee, Operating Lease, Discount Rate		6.60%	4.69%
Lessee, Operating Lease, Term of Contract (Year)							3 years
Operating Lease Number of Option to Extended Additional Period							3
Operating Lease Option to Extended Additional Period (Year)							3 years
Operating Lease Cost Per Month		$ 2,747	$ 36,125
Barn Space [Member]
Lessee, Operating Lease, Discount Rate							4.08%
Lessee, Operating Lease, Term of Contract (Year)							2 years
Operating Lease Cost Per Month								$ 678	$ 665
Equipment [Member]
Lessee, Finance Lease, Term of Contract (Year)					5 years
Finance Lease Payments					$ 8,199
Finance Lease Propane Tank Volume (Barrel of Oil) \| bbl					12,000
Laboratory Equipment [Member]
Lessee, Finance Lease, Term of Contract (Year)				3 years
Finance Lease Payments				$ 5,956
Number of Lease Agreements				2
Payments for Purchase of Other Assets				$ 1

Note 9 - Leases - Estimated Useful Lives of Finance Lease Assets (Details)	12 Months Ended
	Dec. 31, 2022
Useful life (Year)	3 years
Animal Facility [Member]
Useful life (Year)	40 years
Equipment [Member] \| Minimum [Member]
Useful life (Year)	3 years
Equipment [Member] \| Maximum [Member]
Useful life (Year)	7 years

Note 9 - Leases - Schedule of Weighted Average Operating and Finance Leases (Details)	Dec. 31, 2022
Weighted-average remaining operating lease term (in years) (Year)	1 year 3 months 18 days
Weighted-average remaining finance lease term (in years) (Year)	15 years 10 months 24 days
Weighted-average operating discount rate	6.00%
Weighted-average finance discount rate	7.72%

Note 9 - Leases - Contractual Obligation Fiscal Year Maturity (Details) - USD ($)	Dec. 31, 2022	Jun. 30, 2022	Mar. 31, 2022	Dec. 31, 2021
Operating lease liability, one year	$ 528,520
Finance lease liability, year one	406,339
Operating lease liability, year two	368,318
Finance lease liability, year two	401,496
Operating lease liability, year three	0
Finance lease liability, year three	401,496
Operating lease liability, year four	0
Finance lease liability, year four	401,496
Operating lease liability, year five	0
Finance lease liability, year five	401,496
Operating lease liability, thereafter	0
Finance lease liability, thereafter	4,382,998
Operating undiscounted future minimum lease payments	896,838
Finance undiscounted future minimum lease payments	6,395,321
Less: Amount representing operating interest payments	(44,819)
Less: Amount representing finance interest payments	(2,632,891)
Total operating lease liabilities	852,019
Total finance lease liabilities	3,762,430
Operating lease liabilities, current portion	(490,794)	$ (1,169,139)	$ (1,154,680)	$ (1,142,413)
Finance lease liabilities, current portion	(132,788)	(140,767)	(145,898)	(161,050)
Operating lease liabilities, noncurrent	361,225	1,061,122	1,358,829	1,653,185
Finance lease liabilities, noncurrent	$ 3,629,642	$ 3,694,834	$ 3,728,941	$ 3,762,430

Note 10 - Accrued Expenses and Other Current Liabilities - Accrued Expenses and Other Current Liabilities (Details) - USD ($)	Dec. 31, 2022	Jun. 30, 2022	Mar. 31, 2022	Dec. 31, 2021
Accrued vacation	$ 511,849			$ 552,629
Accrued payroll	357,390			674,858
Accrued construction-in-progress	85,767			548,988
Accrued supplies	0			709,027
Accrued consulting	186,833			179,082
Accrued clinical trial expense	355,479			423,634
Accrued outside laboratory services	1,106,903			128,752
Accrued bonus & severance	950,324			1,804,288
Accrued contract manufacturing	25,129			1,000,824
Accrued legal	856,505			833,646
Accrued financing fees payable	4,910,500			5,100,000
Accrued franchise tax payable	50,000			216,251
Accrued interest	8,192			0
Other accrued expenses	513,110			283,909
Accounts Payable and Other Accrued Liabilities, Current	$ 9,917,981	$ 9,858,719	$ 11,856,627	$ 12,455,888

Note 11 - Notes Payable (Details Textual) - USD ($)	1 Months Ended		12 Months Ended
Note 11 - Notes Payable (Details Textual) - USD ($)	Apr. 30, 2020	Dec. 31, 2017	Dec. 31, 2022	Dec. 31, 2021	Oct. 01, 2022
Gain (Loss) on Extinguishment of Debt, Total			$ 0	$ 665,596
Insurance Policy Premiums Financed, Value			$ 1,236,000
Insurance Policy Premiums Financed, Interest Rate			5.47%
Insurance Financing Note Payable			$ 773,000	$ 1,772,000
Paycheck Protection Program Loan [Member]
Debt Instrument, Interest Rate, Stated Percentage	1.00%
Proceeds from Bank Debt	$ 661,612
Gain (Loss) on Extinguishment of Debt, Total	$ 665,596
October Note [Member] \| Sanford Health [Member]
Debt Instrument, Interest Rate, Stated Percentage			8.00%		8.00%
Debt Instrument, Face Amount					$ 541,644
Debt Instrument, Convertible, Conversion Price (in dollars per share)					$ 1.50
Interest Payable			$ 8,000
Tractor [Member]
Payments for Purchase of Other Assets		$ 116,661
Debt Instrument, Interest Rate, Stated Percentage		3.60%
Debt Instrument, Periodic Payment, Total		$ 25,913

Note 11 - Notes Payable - Schedule of Debt (Details) - USD ($)	Dec. 31, 2022	Jun. 30, 2022	Mar. 31, 2022	Dec. 31, 2021
Total notes payable	$ 1,314,309			$ 1,796,724
Less: notes payable - current portion	772,665	$ 278,441	$ 1,039,767	1,796,724
Notes payable, noncurrent	541,644	$ 0	$ 0	0
Tractor Loan [Member]
Total notes payable	0			25,013
Insurance Financing Note Payable [Member]
Total notes payable	772,665			1,771,711
October Note [Member] \| Sanford Health [Member]
Total notes payable	$ 541,644			$ 0

Note 11 - Notes Payable - Schedule of Debt (Details) (Parentheticals)	Dec. 31, 2022	Oct. 01, 2022
October Note [Member] \| Sanford Health [Member]
Interest rate	8.00%	8.00%

Note 12 - Preferred Stock (Details Textual)	12 Months Ended
Note 12 - Preferred Stock (Details Textual)	Dec. 31, 2022 USD ($) $ / shares shares	Jun. 30, 2022 $ / shares shares	Mar. 31, 2022 $ / shares shares	Dec. 31, 2021 $ / shares shares	Oct. 22, 2021 $ / shares shares	Oct. 21, 2021 shares	Dec. 31, 2020 $ / shares shares	Sep. 30, 2019 shares	Aug. 31, 2019 $ / shares shares
Preferred Stock, Shares Outstanding, Ending Balance (in shares)	0	10,000,000	10,000,000	0		17,750,882	0
Preferred Stock, Convertible, Shares Issuable (in shares)					8,259,505
Preferred Stock, Shares Authorized (in shares)	10,000,000	10,000,000	10,000,000	10,000,000	10,000,000		10,000,000		50,000,000
Preferred Stock, Par or Stated Value Per Share (in dollars per share) \| $ / shares	$ 0.0001	$ 0.0001	$ 0.0001	$ 0.0001	$ 0.0001		$ 0.0001
Amount of Preferred Stock Needed For Authorization to Modify Articles of Incorporation (in shares)								8,000,000
Preferred Stock, Convertible, Conversion Ratio	1
Convertible Preferred Stock, Conversion Term, Gross Proceeds From Common Stock \| $	$ 20,000,000
Series A Preferred Stock [Member]
Preferred Stock, Shares Authorized (in shares)									6,615,000
Preferred Stock, Par or Stated Value Per Share (in dollars per share) \| $ / shares									$ 1
Series A-1 Preferred Stock [Member]
Preferred Stock, Shares Authorized (in shares)									2,525,800
Preferred Stock, Par or Stated Value Per Share (in dollars per share) \| $ / shares									$ 1.88
Series A-2 Preferred Stock [Member]
Preferred Stock, Shares Authorized (in shares)									4,039,963
Preferred Stock, Par or Stated Value Per Share (in dollars per share) \| $ / shares									$ 3.00
Series A2A Preferred Stock [Member]
Preferred Stock, Shares Authorized (in shares)									3,333,333
Preferred Stock, Par or Stated Value Per Share (in dollars per share) \| $ / shares									$ 3.00
Series B Preferred Stock [Member]
Preferred Stock, Shares Authorized (in shares)									8,571,429
Preferred Stock, Par or Stated Value Per Share (in dollars per share) \| $ / shares									$ 3.50

Note 13 - Stock Option Plans (Details Textual) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Oct. 22, 2021	Dec. 31, 2019	Aug. 05, 2014
Share-Based Payment Arrangement, Nonvested Award, Option, Cost Not yet Recognized, Amount	$ 4,200,000
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition (Year)	3 years 2 months 1 day
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value (in dollars per share)	$ 0.78	$ 5.36
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested, Number of Shares (in shares)	634,658	461,701
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested in Period, Fair Value	$ 3,100,000	$ 1,700,000
Restricted Stock Units (RSUs) [Member]
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition (Year)	3 years 5 months 15 days
Share-Based Payment Arrangement, Nonvested Award, Excluding Option, Cost Not yet Recognized, Amount	$ 519,000
2014 Equity Incentive Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized (in shares)			7,444,800	16,000,000	8,000,000
Omnibus Equity Incentive Plan [Member]
Common Stock, Capital Shares Reserved for Future Issuance (in shares)	11,869,746	11,000,000
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Additional Shares Authorized (in shares)	869,746
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Additional Shares Authorized, Percent	2.00%

Note 13 - Stock Option Plans - Schedule of Stock Option Activity (Details) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Outstanding, options (in shares)	5,107,672
Outstanding options, weighted average exercise price (in dollars per share)	$ 2.44
Outstanding, weighted average remaining contractual life (Year)	5 years 9 months 14 days	5 years 9 months 10 days
Aggregate intrinsic value, outstanding	$ 109,891	$ 28,948,535
Granted, options (in shares)	2,934,051
Granted, weighted average exercise price (in dollars per share)	$ 1.54
Forfeited, options (in shares)	(855,007)
Forfeited, weighted average exercise price (in dollars per share)	$ 3.32
Exercised, options (in shares)	(90,264)
Exercised, weighted average exercise price (in dollars per share)	$ 0.85
Expired, options (in shares)	(990)
Expired, weighted average exercise price (in dollars per share)	$ 4.97
Outstanding, options (in shares)	7,095,462	5,107,672
Outstanding options, weighted average exercise price (in dollars per share)	$ 1.99	$ 2.44
Options vested and exercisable, options (in shares)	4,269,351
Options vested and exercisable, weighted average exercise price (in dollars per share)	$ 1.84
Options vested and exercisable, weighted average remaining contractual life (Year)	3 years 4 months 9 days
Aggregate Intrinsic Value, Options vested and exercisable	$ 109,891

Note 13 - Stock Option Plans - Summary of Assumptions Used to Calculate Estimated Fair Value of Stock Option (Details)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Expected volatility, minimum	78.00%	75.90%
Expected volatility, maximum	97.40%	104.30%
Weighted-average volatility	94.10%	92.80%
Expected term (in years) (Year)		6 years 3 months
Risk-free rate, minimum	1.38%	0.14%
Risk-free rate, maximum	3.56%	1.38%
Minimum [Member]
Expected term (in years) (Year)	5 years 6 months
Maximum [Member]
Expected term (in years) (Year)	6 years 29 days

Note 13 - Stock Option Plans - Summary of Restricted Stock (Details) - Restricted Stock [Member]	12 Months Ended
	Dec. 31, 2022 $ / shares shares
Unvested, shares (in shares) \| shares	0
Unvested, weighted average grant date fair value (in dollars per share) \| $ / shares	$ 0
Granted, shares (in shares) \| shares	350,000
Granted, weighted average grant date fair value (in dollars per share) \| $ / shares	$ 1.72
Vested, shares (in shares) \| shares	0
Vested, weighted average grant date fair value (in dollars per share) \| $ / shares	$ 0
Forfeited, shares (in shares) \| shares	0
Forfeited, weighted average grant date fair value (in dollars per share) \| $ / shares	$ 0
Unvested, shares (in shares) \| shares	350,000
Unvested, weighted average grant date fair value (in dollars per share) \| $ / shares	$ 1.72

Note 13 - Stock Option Plans - Schedule of Share Based Compensation Allocation Recognized Period Costs (Details) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Allocated share-based compensation expense	$ 2,674,204	$ 2,314,682
Research and Development Expense [Member]
Allocated share-based compensation expense	857,331	964,926
General and Administrative Expense [Member]
Allocated share-based compensation expense	$ 1,816,873	$ 1,349,756

Note 14 - Fair Value Measurements (Details Textual) - USD ($)	1 Months Ended	3 Months Ended	6 Months Ended	9 Months Ended	12 Months Ended
	Dec. 31, 2022	Mar. 31, 2022	Jun. 30, 2022	Sep. 30, 2022	Dec. 31, 2022	Dec. 31, 2021
Fair Value Adjustment of Warrants		$ (7,849,572)	$ (9,579,652)	$ (10,362,614)	$ (10,399,200)	$ 4,151,068
Fair Value, Recurring [Member]
Warrants and Rights Outstanding	$ 320,930				320,930	10,720,130
Liabilities, Fair Value Disclosure, Total	0				0	0
Assets, Fair Value Disclosure, Total	$ 0				$ 0	0
Private Placement [Member]
Stock Issued During Period, Shares, New Issues (in shares)	7,363,377
Equity Offering, Combined Purchase Price (in dollars per share)	$ 1.08
Equity Offering, Premium Per Share (in dollars per share)	$ 0.125
Proceeds from Issuance or Sale of Equity, Total	$ 8,000,000.0
Placement Agent Fee, Percentage of Gross Proceeds	7.00%
Public Warrants [Member]
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right (in shares)	1				1
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)	$ 11.50				$ 11.50
Warrants and Rights Outstanding, Term (Year)	5 years				5 years
Warrants or Rights, Redemption Price (in dollars per share)	$ 0.01				$ 0.01
Warrants and Rights Outstanding, Minimum Share Price to Call (in dollars per share)	$ 18.00				$ 18.00
Class of Warrant or Right, Outstanding (in shares)	5,750,000				5,750,000
Warrants and Rights Outstanding	$ 428,000				$ 428,000
Fair Value Adjustment of Warrants					417,000
Public Warrants [Member] \| Fair Value, Recurring [Member]
Warrants and Rights Outstanding	$ 310,500				$ 310,500	10,292,500
Private Placement Warrants [Member]
Class of Warrant or Right, Outstanding (in shares)	208,600				208,600
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares)	7,363,377				7,363,377
Private Placement Warrants [Member] \| Fair Value, Recurring [Member]
Warrants and Rights Outstanding	$ 10,430				$ 10,430	$ 427,630
PIPE Private Placement Warrants [Member]
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)	$ 1.08				$ 1.08
Warrants and Rights Outstanding, Term (Year)	5 years				5 years
Class of Warrant or Right, Outstanding (in shares)	7,363,377				7,363,377
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares)	7,363,377				7,363,377
Warrants and Rights Outstanding, Fair Value Per Share (in dollars per share)	$ 0.42				$ 0.42
Warrants and Rights Outstanding	$ 3,072,000				$ 3,072,000
PIPE Private Placement Warrants [Member] \| Additional Paid-in Capital [Member]
Warrants and Rights Outstanding	$ 2,200,000				$ 2,200,000
Placement Agent Warrants [Member]
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)	$ 1.35				$ 1.35
Warrants and Rights Outstanding, Term (Year)	5 years				5 years
Class of Warrant or Right, Outstanding (in shares)	210,913				210,913
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares)	210,913				210,913
Warrants or Right, Issued, Percentage of Shares Purchased	7.00%				7.00%
Warrants and Rights Outstanding, Fair Value Per Share (in dollars per share)	$ 0.39				$ 0.39
Warrants and Rights Outstanding	$ 82,000				$ 82,000
PIPE Placement Agent Warrants [Member] \| Additional Paid-in Capital [Member]
Warrants and Rights Outstanding	$ 58,000				$ 58,000

Note 14 - Fair Value Measurements - Schedule of Fair Value Assets and Liabilities Measured on Recurring Basis (Details) - USD ($)	Dec. 31, 2022	Dec. 31, 2021
Fair Value, Recurring [Member]
Warrants, value	$ 320,930	$ 10,720,130
Fair Value, Recurring [Member] \| Fair Value, Inputs, Level 1 [Member]
Warrants, value	310,500	10,292,500
Fair Value, Recurring [Member] \| Fair Value, Inputs, Level 2 [Member]
Warrants, value	0	0
Fair Value, Recurring [Member] \| Fair Value, Inputs, Level 3 [Member]
Warrants, value	10,430	427,630
Public Warrants [Member]
Warrants, value	428,000
Public Warrants [Member] \| Fair Value, Recurring [Member]
Warrants, value	310,500	10,292,500
Public Warrants [Member] \| Fair Value, Recurring [Member] \| Fair Value, Inputs, Level 1 [Member]
Warrants, value	310,500	10,292,500
Public Warrants [Member] \| Fair Value, Recurring [Member] \| Fair Value, Inputs, Level 2 [Member]
Warrants, value	0	0
Public Warrants [Member] \| Fair Value, Recurring [Member] \| Fair Value, Inputs, Level 3 [Member]
Warrants, value	0	0
Private Placement Warrants [Member] \| Fair Value, Recurring [Member]
Warrants, value	10,430	427,630
Private Placement Warrants [Member] \| Fair Value, Recurring [Member] \| Fair Value, Inputs, Level 1 [Member]
Warrants, value	0	0
Private Placement Warrants [Member] \| Fair Value, Recurring [Member] \| Fair Value, Inputs, Level 2 [Member]
Warrants, value	0	0
Private Placement Warrants [Member] \| Fair Value, Recurring [Member] \| Fair Value, Inputs, Level 3 [Member]
Warrants, value	$ 10,430	$ 427,630

Note 14 - Fair Value Measurements - Fair Value Assets and Liabilities Valuation Inputs (Details)

Dec. 31, 2022

$ / shares

Dec. 31, 2021

$ / shares

Measurement Input, Risk Free Interest Rate [Member] | Public Warrants [Member]

0.0362

Measurement Input, Expected Term [Member] | PIPE Private Placement Warrant and PIPE Placement Agent Warrant [Member]

0.0400

0.0124

Measurement Input, Expected Term [Member] | Public Warrants [Member]

5.00

Measurement Input, Option Volatility [Member] | PIPE Private Placement Warrant and PIPE Placement Agent Warrant [Member]

3.81

4.81

Measurement Input, Option Volatility [Member] | Public Warrants [Member]

0.890

Measurement Input, Share Price [Member] | PIPE Private Placement Warrant and PIPE Placement Agent Warrant [Member]

0.820

0.430