0001437749-23-014460 | 10-Q | XBRL Viewer

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Note 6 - Common Stock, Preferred Stock, Warrants, and Options (Details Textual) - USD ($)					3 Months Ended		12 Months Ended
	Mar. 23, 2022	Mar. 02, 2021	Jun. 08, 2020	Oct. 04, 2019	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022	Mar. 02, 2023	Oct. 22, 2020
Share Exchange Agreement, Number of Options Authorized			21,500,000
Share Exchange Agreement, Exchange Ratio			60.00%
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exchanged					9,500,000
Stock Issued During Period, Shares, Stock Options Exchanged for Common Shares					5,700,000		5,700,000
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)					$ 0.0555
Share-Based Payment Arrangement, Expense					$ 0	$ 185,933
Employees and Consultants [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross	950,000
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price	$ 0.055
Private Placement [Member]
Stock Issued During Period, Shares, New Issues (in shares)		23,500,000
Proceeds from Issuance or Sale of Equity		$ 6,000,000
Warrant Issued in Connection With Credit Agreement [Member]
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares)				3,000,000
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)				$ 0.052
Class of Warrant or Right, Number of Warrants Issued Per Dollar in the Event of Funding Deviation				1.2
Class of Warrant or Right, Issued During Period					2,814,000
Warrant Issued in Connection With Credit Agreement [Member] \| Minimum [Member]
Class of Warrant or Right, Issued Monthly				150,000
Warrant Issued in Connection With Credit Agreement [Member] \| Maximum [Member]
Class of Warrant or Right, Issued Monthly				210,000
Pre-funded Warrant [Member]
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares)		51,500,000
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)		$ 0.0001
Class of Warrant or Right, Purchase Price of Warrants or Rights (in dollars per share)		$ 0.08
Warrants [Member]
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares)		82,500,000
Class of Warrant or Right, Purchase Price of Warrants or Rights (in dollars per share)		$ 0.0799						$ 0.0799
Placement Agent Warrants [Member]
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares)		6,000,000
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)		$ 0.10
Warrants Ownership Percentage, Maximum Limit		8.00%
S8 Common Stock [Member]
Common Stock Issued to Satisfy Accrued Liabilities, Discount Rate Used to Determine Number of Shares									50.00%
Stock Issued During Period, Shares, Satisfaction of Vendor Accrued Liabilities and Services					0	900,000

Condensed Consolidated Statements of Changes in Stockholders' Equity (Unaudited) - USD ($)	Preferred Stock [Member] Series A Preferred Stock [Member]	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Total
Balance December 31, 2022 (in shares) at Dec. 31, 2021	345,000	254,055,581
Balance December 31, 2022 at Dec. 31, 2021	$ 69	$ 50,809	$ 17,295,262	$ (13,481,989)	$ 3,864,151
Net loss for the period	0	0	0	(679,342)	(679,342)
Options issued for compensation and services	0	0	70,973	0	70,973
Common stock issued for liabilities	0	$ 132	17,166	0	17,298
Common stock issued for liabilities (in shares)		660,210
Exchange of stock options for common stock	$ 0	$ 180	(180)	0	0
Exchange of stock options for common stock (in shares)		900,000
Balance March 31, 2023 (in shares) at Mar. 31, 2022	345,000	255,615,791
Balance March 31, 2023 at Mar. 31, 2022	$ 69	$ 51,121	17,383,221	(14,161,331)	3,273,080
Balance December 31, 2022 (in shares) at Dec. 31, 2021	345,000	254,055,581
Balance December 31, 2022 at Dec. 31, 2021	$ 69	$ 50,809	17,295,262	(13,481,989)	$ 3,864,151
Exchange of stock options for common stock (in shares)					5,700,000
Balance March 31, 2023 (in shares) at Dec. 31, 2022	345,000	268,871,202
Balance March 31, 2023 at Dec. 31, 2022	$ 69	$ 53,772	18,119,792	(16,345,313)	$ 1,828,320
Net loss for the period	$ 0	$ 0	0	(507,384)	$ (507,384)
Exchange of stock options for common stock (in shares)					5,700,000
Balance March 31, 2023 (in shares) at Mar. 31, 2023	345,000	268,871,202
Balance March 31, 2023 at Mar. 31, 2023	$ 69	$ 53,772	$ 18,119,792	$ (16,852,697)	$ 1,320,936

- Definition

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

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+ Details

- Definition

Amount of equity (deficit) attributable to parent. Excludes temporary equity and equity attributable to noncontrolling interest.

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+ Details

Note 2 - Summary of Significant Accounting Policies - Antidilutive Securities (Details) - shares	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Options (in shares)	254,942,697	235,716,997
Options [Member]
Options (in shares)	77,158,160	53,161,609
Warrants [Member]
Options (in shares)	132,514,000	142,604,000
Series A Convertible Preferred Stock [Member]
Options (in shares)	115,000	115,000
Convertible Debt Securities [Member]
Options (in shares)	45,155,537	39,836,388

Note 3 - Going Concern and Management's Plans (Details Textual) - USD ($)	Mar. 02, 2021	Mar. 02, 2023
Pre-funded Warrant [Member]
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares)	51,500,000
Class of Warrant or Right, Purchase Price of Warrants or Rights (in dollars per share)	$ 0.08
Warrants [Member]
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares)	82,500,000
Class of Warrant or Right, Purchase Price of Warrants or Rights (in dollars per share)	$ 0.0799	$ 0.0799
Private Placement [Member]
Stock Issued During Period, Shares, New Issues (in shares)	23,500,000
Proceeds from Issuance or Sale of Equity	$ 6,000,000

Note 6 - Common Stock, Preferred Stock, Warrants and Options - Option Activity (Details)	3 Months Ended
	Mar. 31, 2023 USD ($) $ / shares shares
Outstanding (in shares) \| shares	77,158,160
Outstanding (in dollars per share) \| $ / shares	$ 0.070
Outstanding, March 31, 2023 (in shares) \| shares	77,158,160
Outstanding, March 31, 2023 (in dollars per share) \| $ / shares	$ 0.070
Outstanding, March 31, 2023 (Year)	3 years 5 months 19 days
Outstanding, March 31, 2023 \| $	$ 0
Exercisable, March 31, 2023 (in shares) \| shares	77,158,160
Exercisable, March 31, 2023 (in dollars per share) \| $ / shares	$ 0.070
Exercisable, March 31, 2023 (Year)	3 years 5 months 19 days
Exercisable, March 31, 2023 \| $	$ 0

Note 8 - Subsequent Events (Details Textual) - USD ($)	May 09, 2023	May 08, 2023	Mar. 31, 2023	Mar. 02, 2021
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)			$ 0.0555
Pre-funded Warrant [Member]
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)				$ 0.0001
Subsequent Event [Member] \| Pre-funded Warrant [Member]
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)	$ 0.0001
Stock Issued During Period, Shares, Warrants Exercised	12,500,000
Proceeds from Warrant Exercises	$ 1,250
Consultant [Member] \| Subsequent Event [Member]
Stock Issued During Period, Shares, Issued for Services		1,098,788
Stock Issued During Period, Value, Issued for Services		$ 12,087

Note 5 - Notes Payable (Details Textual)		3 Months Ended		12 Months Ended
Note 5 - Notes Payable (Details Textual)	Oct. 04, 2019 USD ($) $ / shares shares	Mar. 31, 2023 USD ($) $ / shares	Mar. 31, 2022 USD ($)	Dec. 31, 2022 USD ($)
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) \| $ / shares		$ 0.0555
Amortization Associated With Commitment Fee		$ 4,337	$ 3,476
Warrant Issued in Connection With Credit Agreement [Member]
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) \| shares	3,000,000
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) \| $ / shares	$ 0.052
Amortization Expense Associated With Warrants		$ 11,929	11,257
Credit Agreement And Note [Member]
Debt Instrument, Interest Rate, Stated Percentage	10.00%	10.00%
Debt Agreement, Maximum Borrowing Capacity	$ 2,500,000
Debt Instrument, Number of Tranches	16
Proceeds from Notes Payable, Total				$ 2,345,000
Debt Instrument, Notes Payable, Portion Not Advanced				$ 155,000
Debt Instrument, Convertible, Threshold Percentage of Stock Price Trigger	70.00%
Debt Instrument, Convertible, Threshold Trading Days	15
Debt Instrument, Convertible, Conversion Price (in dollars per share) \| $ / shares	$ 0.0329
Line of Credit Facility, Commitment Fee Percentage	3.00%
Credit Agreement And Note [Member] \| Minimum [Member]
Debt Instrument, Amount Funded in Each Monthly Tranche	$ 125,000
Credit Agreement And Note [Member] \| Maximum [Member]
Debt Instrument, Amount Funded in Each Monthly Tranche	$ 175,000
DAF Credit Agreement [Member]
Interest Paid, Including Capitalized Interest, Operating and Investing Activities		$ 32,765	$ 33,298

Note 6- Common Stock, Preferred Stock, Warrants and Options - Warrants (Details)	3 Months Ended
	Mar. 31, 2023 USD ($) $ / shares shares
Warrants (in shares) \| shares	132,514,000
Warrants (in dollars per share) \| $ / shares	$ 0.0555
Warrants (Year)	3 years 4 months 18 days
Warrants \| $	$ 1,333,850

Note 6 - Common Stock, Preferred Stock, Warrants, and Options (Tables)

3 Months Ended

Mar. 31, 2023

Notes Tables

Warrant Activity [Table Text Block]

Weighted

Average

Remaining

Aggregate

Number of

Exercise

Life

Intrinsic

Warrants

Price

In Years

Value

Outstanding, March 31, 2023

132,514,000

0.0555

3.384

1,333,850

Disclosure of Share-Based Compensation Arrangements by Share-Based Payment Award [Table Text Block]

					Weighted
			Weighted		Average
			Average		Remaining		Aggregate
	Number of		Exercise		Life		Intrinsic
	Options		Price		In Years		Value

Outstanding, December 31, 2022		77,158,160	$	0.070
Outstanding, March 31, 2023		77,158,160	$	0.070		3.47	$	-

Exercisable, March 31, 2023		77,158,160	$	0.070		3.47	$	-

Share-Based Payment Arrangement, Option, Exercise Price Range [Table Text Block]

				Weighted
		Outstanding		Average		Exercisable
Exercise		Number of		Remaining Life		Number of
Price		Options		In Years		Options

$	0.028		24,000,000		4.54		24,000,000
$	0.041		12,500,000		1.52		12,500,000
$	0.055		950,000		3.98		950,000
$	0.065		1,000,000		2.25		1,000,000
$	0.105		38,500,000		3.50		38,500,000
$	0.240		208,160		3.97		208,160
Total			77,158,160		3.47		77,158,160

Condensed Consolidated Balance Sheets (Unaudited) - USD ($)	Mar. 31, 2023	Dec. 31, 2022
Current assets:
Cash	$ 1,943,466	$ 2,356,348
Prepaid expenses	56,668	114,201
Total current assets	2,000,134	2,470,549
Property and equipment, net	71,089	73,462
Other assets:
Intangibles, net	886,317	906,975
Goodwill	166,000	166,000
Deposits-other	4,550	4,550
Total other assets	1,056,867	1,077,525
Total Assets	3,128,090	3,621,536
Current liabilities:
Notes payable	30,900	61,398
Accounts payable and accrued expenses	345,161	316,992
Current portion of long term debt	67,742	0
Total current liabilities	443,803	378,390
Long term debt, net	1,363,351	1,187,518
Total Liabilities	1,807,154	1,793,216
Stockholders' equity:
Preferred stock, Series A convertible, $0.0002 par value, 500,000 shares authorized; 345,000 shares issued and outstanding at March 31, 2023 and December 31, 2022, respectively	69	69
Common stock $0.0002 par value, 1,500,000,000 shares authorized; 268,871,202 shares issued and outstanding at March 31, 2023 and December 31, 2022, respectively	53,772	53,772
Additional paid-in capital	18,119,792	18,119,792
Accumulated deficit	(16,852,697)	(16,345,313)
Total Stockholders' Equity	1,320,936	1,828,320
Total Liabilities and Stockholders' Equity	3,128,090	3,621,536
Related Party [Member]
Current liabilities:
Long term debt, net	$ 1,363,351	$ 1,414,826

Note 5 - Debt - Schedule of Debt (Details) (Parentheticals)	Mar. 31, 2023	Oct. 04, 2019
Insurance Financing Agreement [Member]
Debt Instrument, Interest Rate, Stated Percentage	5.26%
Credit Agreement And Note [Member]
Debt Instrument, Interest Rate, Stated Percentage	10.00%	10.00%

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Cash Flows from Operating Activities
Net loss	$ (507,384)	$ (679,342)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation	2,373	99
Amortization - intangibles	20,658	20,657
Amortization - debt discount	16,267	14,733
Options issued for services	0	70,973
Change in:
Prepaid expenses	(57,533)	(27,751)
Deposits	(0)	52,853
Accounts payable and accrued liabilities	28,169	111,545
Net cash used in operating activities	(382,384)	(486,437)
Cash Flows from Investing Activities
Purchases of equipment	(0)	5,936
Cash Flows from Financing Activities
Payments on notes payable	(30,498)	0
Net change in cash	(412,882)	(492,373)
Cash, beginning of period	2,356,348	4,053,327
Cash, end of period	1,943,466	3,560,954
Supplemental Disclosure of Cash flow Information
Cash paid during the period for interest	33,439	33,298
Non-Cash Financing Activities
Stock options exchanged for common stock	0	180
Common stock issued to satisfy liabilities	$ 0	$ 17,298

Note 4 - Intangibles

3 Months Ended

Mar. 31, 2023

Notes to Financial Statements

Intangible Assets Disclosure [Text Block]

Note 4 – Intangibles

The following table sets forth patents:

	March 31,			December 31,
Patents	2023			2022
Gross Carrying Amount	$	1,400,000		$	1,400,000
Accumulated Amortization		(521,490	)		(501,433	)
	$	878,510		$	898,567

The patents were obtained with the September 30, 2016 reverse acquisition of the 3DIcon Corporation. Amortization expense for the next five fiscal years and thereafter is expected to be approximately $80,000 annually through the year ended December 31, 2034.

Intangible assets include $12,007 of capitalized website costs during 2021. Accumulated amortization was $3,000 and $2,400 as of March 31, 2023 and December 31, 2022, respectively. Amortization expense is expected to be recorded at $200 each month through June 30, 2026.

Document And Entity Information - shares	3 Months Ended
Document And Entity Information - shares	Mar. 31, 2023	May 12, 2023
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Mar. 31, 2023
Document Transition Report	false
Entity File Number	000-54697
Entity Registrant Name	THE CORETEC GROUP INC.
Entity Incorporation, State or Country Code	OK
Entity Tax Identification Number	73-1479206
Entity Address, Address Line One	600 S. Wagner Rd
Entity Address, City or Town	Ann Arbor
Entity Address, State or Province	MI
Entity Address, Postal Zip Code	48103
City Area Code	866
Local Phone Number	916-0833
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding (in shares)		282,469,990
Entity Central Index Key	0001375195
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q1
Amendment Flag	false

Note 2 - Summary of Significant Accounting Policies (Tables)

3 Months Ended

Mar. 31, 2023

Notes Tables

Property, Plant and Equipment [Table Text Block]

Asset Description	Estimated Lives (years)
Furniture and fixtures		7
Equipment		7

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

	March 31,
	2023		2022
Options		77,158,160		53,161,609
Warrants		132,514,000		142,604,000
Series A convertible preferred stock		115,000		115,000
Convertible debt		45,155,537		39,836,388
Total potentially dilutive shares		254,942,697		235,716,997

Note 4 - Intangibles (Tables)

3 Months Ended

Mar. 31, 2023

Notes Tables

Schedule of Finite-Lived Intangible Assets [Table Text Block]

	March 31,			December 31,
Patents	2023			2022
Gross Carrying Amount	$	1,400,000		$	1,400,000
Accumulated Amortization		(521,490	)		(501,433	)
	$	878,510		$	898,567

Condensed Consolidated Balance Sheets (Unaudited) (Parentheticals) - $ / shares	Mar. 31, 2023	Dec. 31, 2022
Preferred Stock, Par or Stated Value Per Share (in dollars per share)	$ 0.0002	$ 0.0002
Preferred Stock, Shares Authorized (in shares)	500,000	500,000
Preferred Stock, Shares Outstanding, Ending Balance (in shares)	345,000	345,000
Preferred Stock, Shares Issued (in shares)	345,000	345,000
Common Stock, Par or Stated Value Per Share (in dollars per share)	$ 0.0002	$ 0.0002
Common Stock, Shares Authorized (in shares)	1,500,000,000	1,500,000,000
Common Stock, Shares, Issued (in shares)	268,871,202	268,871,202
Common Stock, Shares, Outstanding, Ending Balance (in shares)	268,871,202	268,871,202

Note 6 - Common Stock, Preferred Stock, Warrants, and Options

3 Months Ended

Mar. 31, 2023

Notes to Financial Statements

Equity [Text Block]

Note 6 – Common Stock, Preferred Stock, Warrants and Options

Common Stock

On June 8, 2020, the Board of Directors consented to a share exchange agreement with holders of 21,500,000 options awarded on August 7, 2019. The agreement allows for holders to exchange their options for rule 144 common stock at an exchange rate of 0.6 shares per 1 option. Under the exchange agreement, 9,500,000 options have been exchanged for 5,700,000 shares of common stock as of March 31, 2023 and December 31, 2022.

On October 22, 2020, the Board of Directors consented to satisfying accrued liabilities of vendors by issuing common stock from the 2018 Equity Incentive Plan from August 26, 2020 through September 1, 2021. The number of shares issued to satisfy a liability was determined by the average closing price for the fifteen (15) days prior to conversion at a discount rate of 50% to that fifteen (15) day average. On November 10, 2021, the Board of Directors consented to continue this practice through September 1, 2022. As part of this written consent, the Board of Directors included the use of both the 2018 and 2021 Equity Incentive Plans. On October 14, 2022 the Board of Directors further consented to extend this practice through September 1, 2023. The Company issued zero shares under this consent for the three months ended March 31, 2023 and 900,000 shares for the three months ended March 31, 2022

Warrants

Warrants to subscribe for and purchase up to 3,000,000 shares of common stock at an exercise price of $0.052 per share were included under the terms of the DAF Credit Agreement. The warrants will be issued in amounts of 150,000 and 210,000 per month during the funding period. In the event that funding advances deviate from the planned schedule then warrants will be issued pro-rata at 1.2 warrants for every $1 of funding. Warrants granted under the terms of the DAF Credit Agreement total 2,814,000 as of March 31, 2023 and December 31, 2022. The estimated value of the warrants granted monthly, with each advance, is calculated using the Black-Scholes option pricing model. The expected dividend yield is based on the average annual dividend yield as of the grant date. Expected volatility is based on the historical volatility of our stock. The risk-free interest rate is based on the U.S. Treasury Constant Maturity rates as of the grant date. The expected life of the warrant is based on historical exercise behavior and expected future experience. The resulting estimated value of the warrant is used to proportionally allocate the fair value of the debt advance and the fair value of the warrants.

On March 2, 2021, the Company entered into the Purchase Agreement with a single institutional investor in a private placement to sell (i) 23,500,000 shares of its common stock, (ii) pre-funded warrants to purchase up to an aggregate of 51,500,000 shares of its common stock, and (iii) warrants to purchase up to an aggregate of 82,500,000 shares of its common stock for gross proceeds of approximately $6,000,000. The combined purchase price for one share of common stock and associated Warrant is $0.08 and for one Pre-Funded Warrant and associated Warrant is $0.0799. The sale of the securities under the Purchase Agreement closed on March 5, 2021. The pre-funded warrants have an exercise price of $0.0001 per share, subject to adjustment as set forth in the pre-funded warrants for stock splits, stock dividends, recapitalizations and similar events. The pre-funded warrants will be exercisable immediately and may be exercised at any time until all of the pre-funded warrants are exercised in full. In addition, the Company agreed to issue to the placement agent (or its designees) warrants to purchase a number of shares equal to 8.0% of the aggregate number of shares and pre-funded warrant shares sold under the Purchase Agreement, or warrants to purchase an aggregate of up to 6,000,000 shares. The placement agent warrants generally will have the same terms as the warrants, except they will have an exercise price of $0.10.

Warrants Summary

There was no warrant activity for the three months ended March 31, 2023. The following table summarizes the Company’s warrants as of March 31, 2023:

Weighted

Average

Remaining

Aggregate

Number of

Exercise

Life

Intrinsic

Warrants

Price

In Years

Value

Outstanding, March 31, 2023

132,514,000

0.0555

3.384

1,333,850

Options

Stock options for employees, directors or consultants, are valued at the date of award, which does not precede the approval date, and compensation cost is recognized in the period the options are vested. The Company recognizes compensation expense for awards subject to graded vesting on a straight-line basis. Stock options generally become exercisable on the date of grant and expire based on the terms of each grant.

The estimated fair value of options for common stock granted was determined using the Black-Scholes option pricing model. The expected dividend yield is based on the average annual dividend yield as of the grant date. Expected volatility is based on the historical volatility of our stock. The risk-free interest rate is based on the U.S. Treasury Constant Maturity rates as of the grant date. The expected life of the option is based on historical exercise behavior and expected future experience.

On March 23, 2022, the Board of Directors of the Company consented to granting 950,000 options to new employee and a consultant. These options have an exercise price of the $0.055 and vest immediately.

The Company recognized $0 and $185,933 of stock option expense during the three months ended March 31, 2023 and 2022, respectively.

Options Summary

There was no option activity for the three months ended March 31, 2023. The following table summarizes the Company’s options as of March 31, 2023:

					Weighted
			Weighted		Average
			Average		Remaining		Aggregate
	Number of		Exercise		Life		Intrinsic
	Options		Price		In Years		Value

Outstanding, December 31, 2022		77,158,160	$	0.070
Outstanding, March 31, 2023		77,158,160	$	0.070		3.47	$	-

Exercisable, March 31, 2023		77,158,160	$	0.070		3.47	$	-

The following table summarizes the Company’s options as of March 31, 2023:

				Weighted
		Outstanding		Average		Exercisable
Exercise		Number of		Remaining Life		Number of
Price		Options		In Years		Options

$	0.028		24,000,000		4.54		24,000,000
$	0.041		12,500,000		1.52		12,500,000
$	0.055		950,000		3.98		950,000
$	0.065		1,000,000		2.25		1,000,000
$	0.105		38,500,000		3.50		38,500,000
$	0.240		208,160		3.97		208,160
Total			77,158,160		3.47		77,158,160

- Definition

The entire disclosure for equity.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Name Accounting Standards Codification
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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-Paragraph 1
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-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
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-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//505/tableOfContent

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-14

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
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Reference 16: http://www.xbrl.org/2003/role/disclosureRef
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Reference 17: http://www.xbrl.org/2003/role/disclosureRef
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Reference 18: http://www.xbrl.org/2003/role/disclosureRef
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-18

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org//1943274/2147481112/505-10-50-18

+ Details

Significant Accounting Policies (Policies)

3 Months Ended

Mar. 31, 2023

Accounting Policies [Abstract]

Consolidation, Policy [Policy Text Block]

Principles of ConsolidationThe consolidated financial statements include the accounts of the Group and its wholly owned subsidiary, Coretec. Intercompany transactions and balances have been eliminated in consolidation.

Use of Estimates, Policy [Policy Text Block]

Use of EstimatesThe preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, expenses and the disclosure of contingent assets and liabilities. Actual results could differ from the estimates and assumptions used.

Goodwill and Intangible Assets, Intangible Assets, Policy [Policy Text Block]

IntangiblesIntangible assets consist of purchased patents and capitalized website costs. Intangible assets are recorded at the fair value as of the date of acquisition, and intangible assets with finite lives are amortized on a straight-line basis over their estimated useful lives.

Goodwill and Intangible Assets, Goodwill, Policy [Policy Text Block]

Goodwill Goodwill was acquired with the reverse acquisition. The Company evaluates the carrying value of goodwill on an annual basis and if events occur or circumstances change that would more likely than not reduce the fair value of goodwill below its carrying amount. When assessing whether goodwill is impaired, management considers first a qualitative approach to evaluate whether it is more likely than not the fair value of the goodwill is below its carrying amount; if so, management considers a quantitative approach by analyzing changes in performance and market-based metrics as compared to those used at the time of the initial acquisition. For the periods presented, no impairment charges were recognized.

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

Property and EquipmentProperty and equipment are recorded at cost. Depreciation is recorded over the estimated useful lives using the straight-line method. Maintenance and repairs are expensed as incurred; major improvements and betterments are capitalized.Estimated useful lives of property and equipment are as follows for the major classes of assets:

Asset Description	Estimated Lives (years)
Furniture and fixtures		7
Equipment		7

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

Impairment of Long-Lived Assets Long-lived assets, such as intangibles, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require a long-lived asset or asset group be tested for possible impairment, the Company first compares undiscounted cash flows expected to be generated by that asset or asset group to its carrying value. If the carrying value of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, impairment is recognized to the extent that the carrying value exceeds its fair value. Fair value is determined through various valuation techniques including discounted cash flow models, quoted market values and third-party independent appraisals, as considered necessary.

Fair Value of Financial Instruments, Policy [Policy Text Block]

Fair Value of Financial InstrumentsThe following methods and assumptions were used to estimate the fair value of each class of financial instrument held by the Company:Current assets and current liabilities - The carrying value approximates fair value due to the short maturity of these items.Notes payable - The fair value of the Company's notes payable has been estimated by the Company based upon the liability's characteristics, including interest rates, embedded instruments and conversion discounts. The carrying value approximates fair value after taking into consideration the liability’s characteristics.

Earnings Per Share, Policy [Policy Text Block]

Basic and Diluted Loss Per Common ShareBasic loss per common share is computed by dividing net loss by the weighted average number of vested common shares outstanding during the period. Diluted earnings per share reflects the potential dilution that could occur if securities or other instruments to issue common stock were exercised or converted into common stock. The following securities are excluded from the calculation of weighted average dilutive common shares because their inclusion would have been anti-dilutive:

	March 31,
	2023		2022
Options		77,158,160		53,161,609
Warrants		132,514,000		142,604,000
Series A convertible preferred stock		115,000		115,000
Convertible debt		45,155,537		39,836,388
Total potentially dilutive shares		254,942,697		235,716,997

Research and Development Expense, Policy [Policy Text Block]

Research and DevelopmentResearch and development costs are expensed as incurred.

Income Tax, Policy [Policy Text Block]

Income TaxesThe Company accounts for income taxes under an asset and liability approach that requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the Company’s consolidated financial statements or tax returns. In estimating future tax consequences, the Company generally considers all expected future events other than enactments of changes in tax laws or rates. The effect on deferred tax assets and liabilities of a change in tax rates will be recognized as income or expense in the period that includes the enactment date. A valuation allowance is established when necessary to reduce deferred tax assets to the amount expected to be realized.The Company’s tax benefits are fully offset by a valuation allowance due to the uncertainty that the deferred tax assets would be realized. Management considers the likelihood of changes by taxing authorities in its filed income tax returns and recognizes a liability for or discloses potential changes that management believes are more likely than not to occur upon examination by tax authorities. Management has not identified any uncertain tax positions in filed income tax returns that require recognition or disclosure in the accompanying consolidated financial statements.

Note 1 - Business Organization, Nature of Business and Basis of Presentation

3 Months Ended

Mar. 31, 2023

Notes to Financial Statements

Business Description and Basis of Presentation [Text Block]

Note 1 – Business Organization, Nature of Business and Basis of Presentation

Nature of Business

The Coretec Group Inc. (the “Group”) (formerly 3DIcon Corporation) (“3DIcon”) was incorporated on August 11, 1995, under the laws of the State of Oklahoma as First Keating Corporation. The articles of incorporation were amended August 1, 2003 to change the name to 3DIcon Corporation. During 2001, First Keating Corporation began to focus on the development of 360-degree holographic technology. From January 1, 2001, 3DIcon’s primary activity has been the raising of capital in order to pursue its goal of becoming a significant participant in the development, commercialization and marketing of next generation 3D display technologies.

Coretec Industries, LLC (“Coretec”), is a wholly owned subsidiary of the Group (collectively the “Company”). The Company is currently developing, testing, and providing new and/or improved technologies, products, and service solutions for energy-related industries including, but not limited to oil/gas, renewable energy, and distributed energy industries. Many of these technologies and products also have application for medical, electronic, photonic, display, and lighting markets among others. Early adoption of these technologies and products is anticipated in markets for energy storage (Li-ion batteries), renewable energy (BIPV), and electronics (Asset Monitoring).

Reverse Acquisition

On May 31, 2016, the Group entered into a Share Exchange Agreement (the “Share Exchange Agreement”) with Coretec and four Coretec members (the “Members”), which Members held all outstanding membership interests in Coretec. On September 30, 2016 (the “Closing Date”), the Group closed the transaction contemplated by the Share Exchange Agreement. Pursuant to the Share Exchange Agreement, the Members agreed to sell all their membership interests in Coretec to the Group in exchange for the Group’s issuance of an aggregate 4,760,872 shares of the Group’s Series B Convertible Preferred Stock to the Members (the “Exchange”). Coretec became a wholly owned subsidiary of the Group and the former Members beneficially owned approximately 65% of the Group’s common stock on a fully diluted basis on the Closing Date. Upon the closing of the Share Exchange Agreement, two of the Group’s Directors resigned and three new Directors associated with Coretec were nominated and elected, giving control of the board of directors to former Coretec Members.

Basis of Presentation

The accompanying condensed consolidated financial statements of the Company have been prepared without audit pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in the consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to such rules and regulations. The Company believes that the disclosures made are adequate to make the information presented not misleading. These condensed consolidated financial statements should be read in conjunction with the Company’s year-end audited consolidated financial statements and related footnotes included in the previously filed Form 10-K, and in the opinion of management, reflects all adjustments necessary to present fairly the consolidated financial position of the Company. The consolidated results of operations for interim periods may not be indicative of the results which may be realized for the full year.

Note 8 - Subsequent Events

3 Months Ended

Mar. 31, 2023

Notes to Financial Statements

Subsequent Events [Text Block]

Note 8 – Subsequent Events

On May 8, 2023, the Company issued 1,098,788 common shares to a consultant of the Company to satisfy consulting fees of $12,087. The shares were issued from the 2018 Equity Incentive Plan under the effective board consent detailed in Note 6 of the unaudited consolidated condensed financial statements.

On May 9, 2023 an investor provided notice of cash exercise for pre-funded warrants with a price per share of $0.0001. The warrant exercise results in an issuance of 12,500,000 common shares for cash consideration of $1,250.

On May 12, 2023, the Company countersigned a second letter of variation (the Second Variation) to the credit agreement entered into, on October 4, 2019, with DAF. Pursuant to the Second Variation, the Lender agreed to extend the repayment days for each advance made by Lender under the credit agreement by an additional four months. The first principal payment will be due on July 15, 2024 with all other terms and conditions of the credit facility remaining unchanged.

Note 5 - Debt - Schedule of Debt (Details) - USD ($)	Mar. 31, 2023	Dec. 31, 2022
5.26% Insurance premium finance agreement due June 2023	$ 30,900	$ 61,398
Current portion of long term debt	67,742	0
Notes payable - current	98,642	61,398
Total long term debt	1,363,351	1,187,518
Credit Agreement And Note [Member]
10% Promissory note due March 2024	1,417,875	1,310,617
Warrants issued	(39,825)	(93,929)
Debt issuance costs	$ (14,699)	$ (29,171)

Condensed Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Income:
Revenue	$ 0	$ 0
Expenses:
Research and development	111,902	198,494
General and administrative	347,194	433,323
Interest	54,081	47,990
Total expenses	513,177	679,807
Other income	5,793	465
Net loss	$ (507,384)	$ (679,342)
Loss per share:
Basic and diluted (in dollars per share)	$ (0.002)	$ (0.003)
Weighted average shares outstanding, basic and diluted (in shares)	268,871,202	254,932,103

Note 4 - Intangibles (Details Textual) - USD ($)	Mar. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Finite-Lived Intangible Assets, Net, Ending Balance	$ 886,317	$ 906,975
Patents [Member]
Finite-Lived Intangible Asset, Expected Amortization, Year One	80,000
Finite-Lived Intangible Asset, Expected Amortization, Year Two	80,000
Finite-Lived Intangible Asset, Expected Amortization, Year Three	80,000
Finite-Lived Intangible Asset, Expected Amortization, Year Four	80,000
Finite-Lived Intangible Asset, Expected Amortization, Year Five	80,000
Finite-Lived Intangible Asset, Expected Amortization, after Year Five	80,000
Finite-Lived Intangible Assets, Net, Ending Balance	878,510	898,567
Finite-Lived Intangible Assets, Accumulated Amortization	521,490	501,433
Computer Software, Intangible Asset [Member]
Finite-Lived Intangible Assets, Net, Ending Balance			$ 12,007
Finite-Lived Intangible Assets, Accumulated Amortization	3,000	$ 2,400
Finite Lived Intangible Asset, Monthly Amortization Costs	$ 200

Note 5 - Notes Payable

3 Months Ended

Mar. 31, 2023

Notes to Financial Statements

Debt Disclosure [Text Block]

Note 5 –Notes Payable

	March 31,			December 31,
	2023			2022
Notes payable:
5.26% Insurance premium finance agreement due June 2023	$	30,900		$	61,398
Current portion of long term debt		67,742			-
Notes payable - current	$	98,642		$	61,398

Long term debt:
10% Promissory note due March 2024	$	1,417,875		$	1,310,617
Less:
Warrants issued		(39,825	)		(93,929	)
Debt issuance costs		(14,699	)		(29,171	)
Total long term debt	$	1,363,351		$	1,187,518

10% Promissory note due January 2024, net

On October 4, 2019, the Company entered into a Credit Agreement and related Promissory Note with Diversified Alpha Fund of Navigator Global Fund Manager Platform SPC (“DAF”), the Lender. DAF is a segregated portfolio fund of Navigator Global Fund Manager Platform SPC. DAF is managed and controlled by Mollitium Investment Management (Mollitium). Mollitium utilizes Diversified Global Investment Advisors Ltd. (“DGIA”) to act in an advisory role. DGIA maintains an Investment Committee to support the services to Mollitium. Simon Calton serves as part of this five-member investment committee and in accordance with the investment committee’s guidelines, Mr. Calton does not participate in matters or voting that pertain to the Company due to his conflict of interest. Investment advice provided by DGIA to Mollitium are recommendations only and the final decision on actions are the responsibility of Mollitium. Carlton James Global Management, Ltd (CJGM) serves as a distributer of investments by introducing funds available to the market of which DAF is included in CJGM’s group of funds. Compensation to CJGM occurs when investments are made into funds that they introduce. CJGM is part of the Carlton James Group of which Mr. Calton is CEO.

The 10% Promissory Note, in a principal amount of $2,500,000, is due on the 15th day of the 4th anniversary of each advance with the first capital payment due on March 15, 2024. The Promissory Note has attached warrants to subscribe for and purchase 3,000,000 shares of common stock at an exercise price of $0.052 per share. Under the terms of the Credit Agreement, DAF will fund the Promissory Note in sixteen (16) tranches in amounts of $125,000 and $175,000 per month beginning in October 2019. The funding of the Promissory Note is at the discretion of DAF and may differ from the planned schedule. As of December 31, 2022, DAF has advanced $2,345,000 with no definitive date or commitment to advance the remaining $155,000. Interest is accrued monthly and paid in advance for the first six months and thereafter interest only payments shall be paid quarterly.

On November 16, 2021, the Company countersigned a letter of variation (the Variation) to the credit agreement entered into, on October 4, 2019, with DAF. Pursuant to the Variation, the Lender agreed to extend the repayment days for each advance made by Lender under the credit agreement until the fourth anniversary of such advance. DAF has also communicated to the Company that interest only payments are due on a quarterly basis, commencing in January of 2022.

Under the terms of the Credit Agreement, DAF has the right to elect to convert all or part of the Promissory Note at a price equal to seventy percent (70%) of the average closing price of the Company’s common stock as reported on the over-the-counter quotation system on the OTC Markets during the fifteen (15) calendar days prior to the loan closing date of October 4, 2019, which calculates to $0.0329 per share.

Under the terms of the Credit Agreement, warrants to subscribe for and purchase 3,000,000 shares of common stock at an exercise price of $0.052 per share were issued to DAF. The estimated value of the warrants granted monthly, with each advance, is calculated using the Black-Scholes option pricing model. The resulting estimated value of the warrant is used to proportionally allocate the fair value of the debt advance and the fair value of the warrants.

There were no warrants issued under the Credit Agreement during the three months ended March 31, 2023 and 2022. The Company amortized $11,929 and $11,257 for prior warrant issue costs during the three months ended March 31, 2023 and 2022, respectively.

Additionally, under the terms of the Credit Agreement, the Company agreed to pay a commitment fee of 3% of each advance and reimburse DAF for certain expenses in connection with the preparation, interpretation, performance and enforcement of the Credit Agreement. Those costs are being amortized over the life of the debt. The Company amortized with $4,337 and $3,476 amortized during the three months ended March 31, 2023 and 2022, respectively.

Interest payments were made to DAF of $32,765 and $33,298 during the three months ended March 31, 2023 and 2022, respectively.

- Definition

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.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(c))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 470
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//470/tableOfContent

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1E
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1E

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

+ Details

Note 2 - Summary of Significant Accounting Policies (Details Textual) $ in Thousands	3 Months Ended
	Mar. 31, 2023 USD ($)
Goodwill, Impairment Loss	$ 0

Note 7 - Commitments

3 Months Ended

Mar. 31, 2023

Notes to Financial Statements

Commitments and Contingencies Disclosure [Text Block]

Note 7 –Commitments

Litigation, Claims, and Assessments

The Company may be involved in legal proceedings, claims and assessments arising in the ordinary course of business. In the opinion of management, such matters are currently not expected to have a material impact on the Company’s condensed consolidated financial statements. The Company records legal costs associated with loss contingencies as incurred and accrues for all probable and estimable settlements.

North Dakota State University Sponsored Research Agreement

The Company entered into a Sponsored Research Agreement (“SRA”) dated August 14, 2015 with North Dakota State University Research Foundation (“NDSU/RF”). With the proposed research for this project, NDSU/RF planned to make prototypical compounds and materials from CHS and CHS derivatives with the potential; 1) to act as efficient photoactive materials for solar cells, 2) to serve in electro active devices for optimization of current and voltage performance, 3) to perform at high levels of efficiency as silicon anodes in lightweight batteries (silicon has more than 11 times the capacity of carbon in the ubiquitous carbon based batteries), and, 4) to be incorporated into specialty inks for printed electronics applications. The research was conducted August 14, 2015 through August 31, 2016. The Company agreed to reimburse NDSU/RF for all costs incurred in performing the research up to a maximum amount of $70,000. On June 7, 2016 the Company and NDSU/RF mutually agreed to amend the SRA. Under the terms of the amendment the term was extended to June 30, 2017 and the consideration was increased by $120,000 to a maximum amount of $190,000.

As of December 31, 2022, the remaining balance of the SRA to be paid under the terms of the agreement is $93,578. As of December 31, 2022, and pursuant to the SRA, Coretec was in arrears on the payment of that obligation. Accordingly, as of December 31, 2022, Coretec would be considered in default under the SRA because of the unpaid obligations, which could allow NDSU/RF to exercise various options under the SRA, including an option to terminate the SRA if Coretec does not cure the default within 10 business days after receiving written notice by NDSU/RF. Due to Coretec’s belief that certain obligations of NDSU/RF were unsatisfied, Coretec has actively communicated with NDSU/RF in order to determine what obligations are owed and what actions all parties are required to take, and will agree to take, in furtherance of the SRA. In connection with such objective, Coretec has sent NDSU/RF a detailed communication setting forth, among other things, the basis for its belief that (i) the payment obligation was not due to NDSU/RF; and (ii) NDSU/RF does not have the right to enforce a default. Coretec did not attempt communication or receive communication from NDSU/RF during the year three months ended March 31, 2023.

As of the date of this report, there have been no legal proceedings initiated in connection with the SRA. However, no assurances can be made that the prior communications between the parties will result in a resolution or that legal proceedings will not be initiated in the future.

Real property leases

The Company is leasing office and laboratory space in Ann Arbor, Michigan. On May 1, 2022, the Company entered into an annual lease for corporate office space. The annual office rent obligation is $42,000 payable in equal monthly installments.

On December 14, 2021, the Company entered into an annual lease of a wet laboratory in the same facility as the Company’s office headquarters. The Company renewed the wet laboratory lease under the same terms for the calendar year of 2023. The annual rent obligation is $12,600 payable in equal monthly installments.

Rent expense for the operating leases was $13,650 and $4,707 for the three months ended March 31, 2023 and 2022, respectively.

Note 7 - Commitments (Details Textual) - USD ($)	1 Months Ended	3 Months Ended		13 Months Ended
Note 7 - Commitments (Details Textual) - USD ($)	Jun. 30, 2017	Mar. 31, 2023	Mar. 31, 2022	Aug. 31, 2016	Dec. 31, 2022	Dec. 14, 2021	May 01, 2020
Operating Lease, Expense		$ 13,650	$ 4,707
Wet Laboratory in Office Headquarters [Member]
Lessee, Operating Lease, Liability, to be Paid						$ 12,600
Ann Arbor, Michigan [Member]
Lessee, Operating Lease, Liability, to be Paid							$ 42,000
North Dakota State University Research Foundation [Member]
Reimbursement of Cost Relating to Research, Remaining Balance					$ 93,578
North Dakota State University Research Foundation [Member]
Reimbursement of Cost Relating to Research, Maximum Amount	$ 190,000			$ 70,000
Increase in Reimbursement of Cost Relating to Research	$ 120,000

Note 2 - Summary of Significant Accounting Policies

3 Months Ended

Mar. 31, 2023

Notes to Financial Statements

Business Description and Accounting Policies [Text Block]

Note 2 – Summary of Significant Accounting Policies

Principles of Consolidation

The consolidated financial statements include the accounts of the Group and its wholly owned subsidiary, Coretec. Intercompany transactions and balances have been eliminated in consolidation.

Use of Estimates

The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, expenses and the disclosure of contingent assets and liabilities. Actual results could differ from the estimates and assumptions used.

Intangibles

Intangible assets consist of purchased patents and capitalized website costs. Intangible assets are recorded at the fair value as of the date of acquisition, and intangible assets with finite lives are amortized on a straight-line basis over their estimated useful lives.

Goodwill

Goodwill was acquired with the reverse acquisition. The Company evaluates the carrying value of goodwill on an annual basis and if events occur or circumstances change that would more likely than not reduce the fair value of goodwill below its carrying amount. When assessing whether goodwill is impaired, management considers first a qualitative approach to evaluate whether it is more likely than not the fair value of the goodwill is below its carrying amount; if so, management considers a quantitative approach by analyzing changes in performance and market-based metrics as compared to those used at the time of the initial acquisition. For the periods presented, no impairment charges were recognized.

Property and Equipment

Property and equipment are recorded at cost. Depreciation is recorded over the estimated useful lives using the straight-line method. Maintenance and repairs are expensed as incurred; major improvements and betterments are capitalized.

Estimated useful lives of property and equipment are as follows for the major classes of assets:

Asset Description	Estimated Lives (years)
Furniture and fixtures		7
Equipment		7

Impairment of Long-Lived Assets

Long-lived assets, such as intangibles, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require a long-lived asset or asset group be tested for possible impairment, the Company first compares undiscounted cash flows expected to be generated by that asset or asset group to its carrying value. If the carrying value of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, impairment is recognized to the extent that the carrying value exceeds its fair value. Fair value is determined through various valuation techniques including discounted cash flow models, quoted market values and third-party independent appraisals, as considered necessary.

Fair Value of Financial Instruments

The following methods and assumptions were used to estimate the fair value of each class of financial instrument held by the Company:

Current assets and current liabilities - The carrying value approximates fair value due to the short maturity of these items.

Notes payable - The fair value of the Company's notes payable has been estimated by the Company based upon the liability's characteristics, including interest rates, embedded instruments and conversion discounts. The carrying value approximates fair value after taking into consideration the liability’s characteristics.

Basic and Diluted Loss Per Common Share

Basic loss per common share is computed by dividing net loss by the weighted average number of vested common shares outstanding during the period. Diluted earnings per share reflects the potential dilution that could occur if securities or other instruments to issue common stock were exercised or converted into common stock. The following securities are excluded from the calculation of weighted average dilutive common shares because their inclusion would have been anti-dilutive:

	March 31,
	2023		2022
Options		77,158,160		53,161,609
Warrants		132,514,000		142,604,000
Series A convertible preferred stock		115,000		115,000
Convertible debt		45,155,537		39,836,388
Total potentially dilutive shares		254,942,697		235,716,997

Research and Development

Research and development costs are expensed as incurred.

Income Taxes

The Company accounts for income taxes under an asset and liability approach that requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the Company’s consolidated financial statements or tax returns. In estimating future tax consequences, the Company generally considers all expected future events other than enactments of changes in tax laws or rates. The effect on deferred tax assets and liabilities of a change in tax rates will be recognized as income or expense in the period that includes the enactment date. A valuation allowance is established when necessary to reduce deferred tax assets to the amount expected to be realized.

The Company’s tax benefits are fully offset by a valuation allowance due to the uncertainty that the deferred tax assets would be realized. Management considers the likelihood of changes by taxing authorities in its filed income tax returns and recognizes a liability for or discloses potential changes that management believes are more likely than not to occur upon examination by tax authorities. Management has not identified any uncertain tax positions in filed income tax returns that require recognition or disclosure in the accompanying consolidated financial statements.

Note 6 - Common Stock, Preferred Stock, Warrants and Options - Shares Authorized Under Stock Option Plans (Details)	3 Months Ended
	Mar. 31, 2023 $ / shares shares
Option Outstanding, Number Of Options (in shares)	77,158,160
Option Exercisable, Weighted Average Remaining Life In Years (Year)	3 years 5 months 19 days
Option Exercisable, Number Of Options (in shares)	77,158,160
Exercise Price Range One [Member]
Option Outstanding, Exercise Price (in dollars per share) \| $ / shares	$ 0.028
Option Outstanding, Number Of Options (in shares)	24,000,000
Option Exercisable, Weighted Average Remaining Life In Years (Year)	4 years 6 months 14 days
Option Exercisable, Number Of Options (in shares)	24,000,000
Exercise Price Range Two [Member]
Option Outstanding, Exercise Price (in dollars per share) \| $ / shares	$ 0.041
Option Outstanding, Number Of Options (in shares)	12,500,000
Option Exercisable, Weighted Average Remaining Life In Years (Year)	1 year 6 months 7 days
Option Exercisable, Number Of Options (in shares)	12,500,000
Exercise Price Range Three [Member]
Option Outstanding, Exercise Price (in dollars per share) \| $ / shares	$ 0.055
Option Outstanding, Number Of Options (in shares)	950,000
Option Exercisable, Weighted Average Remaining Life In Years (Year)	3 years 11 months 23 days
Option Exercisable, Number Of Options (in shares)	950,000
Exercise Price Range Four [Member]
Option Outstanding, Exercise Price (in dollars per share) \| $ / shares	$ 0.065
Option Outstanding, Number Of Options (in shares)	1,000,000
Option Exercisable, Weighted Average Remaining Life In Years (Year)	2 years 3 months
Option Exercisable, Number Of Options (in shares)	1,000,000
Exercise Price Range Five [Member]
Option Outstanding, Exercise Price (in dollars per share) \| $ / shares	$ 0.105
Option Outstanding, Number Of Options (in shares)	38,500,000
Option Exercisable, Weighted Average Remaining Life In Years (Year)	3 years 6 months
Option Exercisable, Number Of Options (in shares)	38,500,000
Exercise Price Range Six [Member]
Option Outstanding, Exercise Price (in dollars per share) \| $ / shares	$ 0.240
Option Outstanding, Number Of Options (in shares)	208,160
Option Exercisable, Weighted Average Remaining Life In Years (Year)	3 years 11 months 19 days
Option Exercisable, Number Of Options (in shares)	208,160

Note 2 - Summary of Significant Accounting Policies - Estimated Useful Lives (Details)	Mar. 31, 2023
Furniture and Fixtures [Member]
Useful life (Year)	7 years
Equipment [Member]
Useful life (Year)	7 years

Note 3 - Going Concern and Management's Plans

3 Months Ended

Mar. 31, 2023

Notes to Financial Statements

Substantial Doubt about Going Concern [Text Block]

Note 3 – Financing and Management’s Plans

On March 2, 2021, the Company entered into a securities purchase agreement (the “Purchase Agreement”) with a single institutional investor in a private placement to sell (i) 23,500,000 shares of its common stock, (ii) pre-funded warrants to purchase up to an aggregate of 51,500,000 shares of its common stock, and (iii) warrants to purchase up to an aggregate of 82,500,000 shares of its common stock for gross proceeds of approximately $6,000,000. The combined purchase price for one share of common stock and associated Warrant is $0.08 and for one Pre-Funded Warrant and associated Warrant is $0.0799. The sale of the securities under the Purchase Agreement closed on March 5, 2021.

Management is committed to utilizing this capital to expand and accelerate the development of its technology, while scaling business functions and appropriately adding resources necessary for future growth. As a result of the previous capital raise and the current credit facility, management believes that the Company has sufficient capital to fund the development of its planned products and to pay operating expenses for a period of more than one year following the issuance of these consolidated financial statements.

Note 5 - Notes Payable (Tables)

3 Months Ended

Mar. 31, 2023

Notes Tables

Schedule of Long-Term Debt Instruments [Table Text Block]

	March 31,			December 31,
	2023			2022
Notes payable:
5.26% Insurance premium finance agreement due June 2023	$	30,900		$	61,398
Current portion of long term debt		67,742			-
Notes payable - current	$	98,642		$	61,398

Long term debt:
10% Promissory note due March 2024	$	1,417,875		$	1,310,617
Less:
Warrants issued		(39,825	)		(93,929	)
Debt issuance costs		(14,699	)		(29,171	)
Total long term debt	$	1,363,351		$	1,187,518

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

+ References

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+ Details

Note 4 - Intangibles - Schedule of Patents (Details) - USD ($)	Mar. 31, 2023	Dec. 31, 2022
Finite-Lived Intangible Assets, Net	$ 886,317	$ 906,975
Patents [Member]
Gross Carrying Amount	1,400,000	1,400,000
Accumulated Amortization	(521,490)	(501,433)
Finite-Lived Intangible Assets, Net	$ 878,510	$ 898,567