0000320017-24-000058 | 10-Q | XBRL Viewer

Operating Leases

9 Months Ended

Sep. 30, 2024

The Company has an operating lease for one office which expires in 2025. The Company estimates its incremental borrowing rate at lease commencement to determine the present value of lease payments as most of the Company's leases do not provide an implicit rate of return. The Company recognizes lease expense on a straight-line basis over the lease term. For lease agreements entered into or reassessed after the adoption of ASU No. 2016-02, Leases (Topic 842), the Company elected to account for non-lease components associated with its leases and lease components as a single lease component. The Company's lease includes an option for the Company to extend the lease term and/or sub-lease space in whole or in part.

Operating lease liabilities and right-of-use assets were recorded in the following captions of our balance sheet as follows (in thousands):


	September 30, 2024		December 31, 2023
Right-of-Use Assets:
Other assets	$	182	$	308
Total Right-of-Use Asset	$	182	$	308

Operating Lease Liabilities:
Accrued liabilities	$	181	$	168
Other long-term liabilities	—		137
Total Operating Lease Liabilities	$	181	$	305

As of September 30, 2024, the weighted average remaining lease term for our operating lease was 1.00 year, and the weighted average discount rate for our operating lease was 9.625%. As of December 31, 2023, the weighted average remaining lease term for our operating leases was 1.75 years, and the weighted average discount rate for our operating leases was 9.625%.

Future minimum lease payments under the lease agreement as of September 30, 2024 were as follows (in thousands):


Years ended	Operating Leases




2024	48
2025	143
Total lease payments	191
Less: Amounts representing interest	(10)
Present value of lease liabilities	$	181

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Pay vs Performance Disclosure
Net Income (Loss) Attributable to Parent	$ (4,930)	$ (5,261)	$ (15,375)	$ (15,475)

- 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

Share-Based Compensation - Schedule of Compensation Cost Not Yet Recognized (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2024 USD ($)
Stock options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation cost	$ 278
Expected weighted-average period in years of compensation cost to be recognized	1 year 11 months 12 days
Restricted stock units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation cost	$ 121
Expected weighted-average period in years of compensation cost to be recognized	5 months 26 days
Warrants
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation cost	$ 62
Expected weighted-average period in years of compensation cost to be recognized	2 months 15 days
Restricted Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation cost	$ 535
Expected weighted-average period in years of compensation cost to be recognized	1 year 10 months 9 days

- Definition

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+ Details

License Agreements (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Oct. 03, 2023	Jul. 31, 2023	Dec. 31, 2015
Impilo
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Investment owned (in shares)			766,000
Sanford Burnham Prebys
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Shares held by third party (in shares)	0
Sanford Burnham Prebys \| Impilo
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Investment owned (in shares)		191,500
Sanford Burnham Prebys \| Collaborative Arrangement, Transaction with Party to Collaborative Arrangement
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Shares issued under license agreement (in shares)				382,030
Annual license maintenance fee				$ 10
Annual license maintenance fee, year seven				20
Potential milestone payments				$ 10,600
Royalties, net of sales				4.00%
Sublicensing fee				25.00%

CONSOLIDATED STATEMENTS OF EQUITY - USD ($) $ in Thousands	Total	Total Lisata Therapeutics, Inc. Stockholders' Equity	Common Stock	Additional Paid-in Capital	Accumulated Other Comprehensive Loss	Accumulated Deficit	Treasury Stock	Non- Controlling Interest in Subsidiary
Common stock, beginning balance (in shares) at Dec. 31, 2022			7,867,000
Beginning balance at Dec. 31, 2022	$ 66,324	$ 66,578	$ 8	$ 574,548	$ (29)	$ (507,241)	$ (708)	$ (254)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	(15,475)	(15,475)				(15,475)
Share-based compensation (in shares)			114,000
Share-based compensation	1,474	1,474		1,474
Net proceeds from issuances of common stock (in shares)			76,000
Net proceeds from issuances of common stock	297	297		297
Proceeds from option exercises (in shares)			83,000
Proceeds from option exercises	155	155		155
Unrealized gain on marketable securities	1	1			1
Foreign currency translation adjustment	(72)	(72)			(72)
Common stock, ending balance (in shares) at Sep. 30, 2023			8,140,000
Ending balance at Sep. 30, 2023	52,704	52,958	$ 8	576,474	(100)	(522,716)	(708)	(254)
Common stock, beginning balance (in shares) at Jun. 30, 2023			8,133,000
Beginning balance at Jun. 30, 2023	57,714	57,968	$ 8	576,173	(50)	(517,455)	(708)	(254)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	(5,261)	(5,261)				(5,261)
Share-based compensation (in shares)			7,000
Share-based compensation	301	301		301
Foreign currency translation adjustment	(50)	(50)			(50)
Common stock, ending balance (in shares) at Sep. 30, 2023			8,140,000
Ending balance at Sep. 30, 2023	$ 52,704	52,958	$ 8	576,474	(100)	(522,716)	(708)	(254)
Common stock, beginning balance (in shares) at Dec. 31, 2023	8,149,897		8,151,000
Beginning balance at Dec. 31, 2023	$ 47,894	48,148	$ 8	576,971	(42)	(528,081)	(708)	(254)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	(15,375)	(15,375)				(15,375)
Share-based compensation (in shares)			155,000
Share-based compensation	875	875		875
Net proceeds from issuances of common stock (in shares)			14,000
Net proceeds from issuances of common stock	$ 32	32		32
Proceeds from option exercises (in shares)	0
Unrealized gain on marketable securities	$ 3	3			3
Foreign currency translation adjustment	$ 7	7			7
Common stock, ending balance (in shares) at Sep. 30, 2024	8,319,600		8,320,000
Ending balance at Sep. 30, 2024	$ 33,436	33,690	$ 8	577,878	(32)	(543,456)	(708)	(254)
Common stock, beginning balance (in shares) at Jun. 30, 2024			8,322,000
Beginning balance at Jun. 30, 2024	37,995	38,249	$ 8	577,552	(77)	(538,526)	(708)	(254)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	(4,930)	(4,930)				(4,930)
Share-based compensation (in shares)			(2,000)
Share-based compensation	326	326		326
Unrealized gain on marketable securities	12	12			12
Foreign currency translation adjustment	$ 33	33			33
Common stock, ending balance (in shares) at Sep. 30, 2024	8,319,600		8,320,000
Ending balance at Sep. 30, 2024	$ 33,436	$ 33,690	$ 8	$ 577,878	$ (32)	$ (543,456)	$ (708)	$ (254)

Technology Transfer Agreement	9 Months Ended
Technology Transfer Agreement	Sep. 30, 2024
Technology Transfer Agreement [Abstract]
Technology Transfer Agreement	Technology Transfer Agreement Impilo Therapeutics In July 2023, the Company entered into a technology transfer agreement with Impilo Therapeutics (“Impilo”) under which the Company transferred its rights to its tumor penetrating nanocomplex (TPN) platform to Impilo. As consideration for the technology transfer, Impilo issued a total of 766,000 shares of its pre-seed preferred stock to the Company. On October 3, 2023 in connection with the Sanford Burnham Prebys license agreement (Note 15) Impilo cancelled the original stock certificate for 766,000 shares and reissued 574,500 shares of its pre-seed preferred stock to the Company. On March 15, 2024, the Company purchased a Simple Agreement for Future Equity ("SAFE") from Impilo for $100 thousand. On July 12, 2024, the Company purchased an additional SAFE from Impilo for $30 thousand. As of September 30, 2024 and December 31, 2023 the Company owned 38.6% of Impilo. These investments were expensed under the equity method of accounting for the nine months ended September 30, 2024 in other expense, net in the accompanying statement of operations. The SAFE has a valuation cap of $30.0 million and an 80% discount rate.

Share-Based Compensation - Schedule of Fair Value of Shares Vested and Weighted Average Estimated Fair Value of Shares Granted (Details) - USD ($) $ / shares in Units, $ in Thousands	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Stock options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total fair value of shares vested	$ 204	$ 1,001
Weighted average estimated fair value of shares granted	$ 2.15	$ 2.10
Warrants
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total fair value of shares vested	$ 0	$ 0
Weighted average estimated fair value of shares granted	$ 1.99	$ 0

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

Stockholders' Equity (Tables)

9 Months Ended

Sep. 30, 2024

Equity [Abstract]

Schedule of Stock Option and Warrants Activity

The following table summarizes the activity for stock options and warrants for the nine months ended September 30, 2024:


	Stock Options						Warrants
	Shares	Weighted Average Exercise Price		Weighted Average Remaining Contractual Term (Years)	Aggregate Intrinsic Value (In Thousands)		Shares	Weighted Average Exercise Price		Weighted Average Remaining Contractual Term (Years)	Aggregate Intrinsic Value (In Thousands)
Outstanding at December 31, 2023	1,322,501	$	10.81	6.06	$	164.1	1,421,744	$	42.51	2.42	$	—

Changes during the period:
Granted	136,475	3.07					75,000	2.88

Exercised	—	—					—	—
Forfeited	(2,681)	2.52					—	—
Expired	(1,803)	1,079.25					—	—
Outstanding at September 30, 2024	1,454,492	$	8.78	5.68	$	199.2	1,496,744	$	40.52	1.55	$	9.0
Vested at September 30, 2024 or expected to vest in the future	1,447,508	$	8.80	5.67	$	199.2	1,496,744	$	40.52	1.55	$	9.0
Vested at September 30, 2024	1,287,104	$	9.46	5.26	$	196.3	1,421,744	$	42.51	1.50	$	—

Schedule of Restricted Stock Activity

During the nine months ended September 30, 2024 and 2023, the Company issued restricted stock for services as follows (in thousands, except share data):


	Nine Months Ended September 30,
	2024		2023
Number of restricted stock issued	203,800		159,950
Value of restricted stock issued	$	628	$	480

The following is a summary of the changes in non-vested restricted stock for the nine months ended September 30, 2024:


	Restricted Stock Shares	Weighted Average Grant-Date Fair Value
Non-vested at December 31, 2023	125,775	$	5.86

Changes during the Year:
Granted	203,800	$	3.08
Vested	(99,686)	$	5.22
Forfeited	(1,461)	$	3.51
Non-vested at September 30, 2024	228,428	$	3.67

Schedule of Restricted Stock Units Activity

During the nine months ended September 30, 2024 and 2023, the Company issued restricted stock units for services as follows (in thousands, except share data):


	Nine Months Ended September 30,
	2024		2023
Number of restricted stock units issued	205,300		188,850
Value of restricted stock units issued	$	632	$	567

The following is a summary of the changes in non-vested restricted stock units for the nine months ended September 30, 2024:


	Restricted Stock Units	Weighted Average Grant-Date Fair Value
Non-vested at December 31, 2023	112,800	$	3.37

Changes during the Year:
Granted	205,300	$	3.08
Vested	(106,400)	$	3.20
Forfeited	(800)	$	3.08
Non-vested at September 30, 2024	210,900	$	3.18

Income Taxes	9 Months Ended
Income Taxes	Sep. 30, 2024
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes In assessing the realizability of deferred tax assets, including the net operating loss carryforwards (NOLs), the Company assesses the available positive and negative evidence to estimate if sufficient future taxable income will be generated to utilize its existing deferred tax assets. Based on its assessment, the Company has provided a full valuation allowance against its net deferred tax assets as their future utilization remains uncertain at this time. As of December 31, 2023 and 2022, the Company had approximately $43.7 million and $33.7 million respectively, of Federal NOLs available to offset future taxable income expiring from 2030 through 2036. The Company performed an analysis and determined that they had an ownership change of greater than 50% on September 15, 2022. As a result of the ownership change, $88.2 million of Federal NOLs will expire unutilized. The Company wrote off that portion of the deferred tax asset and reduced the corresponding valuation allowance resulting in approximately $34.0 million of remaining Federal NOLs as of December 31, 2022. The write off of the deferred tax asset and the corresponding reduction in valuation allowance has no impact to the balance sheet or income statement. Losses incurred before the ownership change on September 15, 2022 will be subject to an annual limitation of zero while losses incurred after September 15, 2022 will not be subject to limitations. As of December 31, 2022, Cend Therapeutics, Inc. (“Cend”) had approximately $3.6 million of Federal NOLs available to offset future taxable income. The Company performed an analysis and determined that there was an ownership change of greater than 50% on September 15, 2022. As of September 15, 2022 Cend has approximately $3.1 million of Federal and $4.3 million of state NOLs. The state NOLs will expire from the 2036 through 2042 tax years. Using a fair market value of $36.1 million and applying an applicable federal rate of 2.54% Cend will have an annual limitation of approximately $917 thousand each year. The Federal NOL of $459 thousand incurred in the post-acquisition period September 15, 2022 to December 31, 2022 is not subject to limitation and does not expire. As of December 31, 2023 and 2022, Cend’s wholly owned Australian subsidiary had approximately $2.4 million and $1.8 million, respectively, of NOLs which will be carried forward and do not expire. There is a full valuation allowance against the NOLs. As of December 31, 2023, the Company had federal research and development credit carryforwards of $0.5 million expiring from 2027 through 2034 if unutilized, and state research and development credit carryforwards of $0.1 million, which carryforward indefinitely. Utilization of these credits may be subject to an annual limitation based on changes in ownership. As of December 31, 2023 and 2022, the Company had State NOLs available in New Jersey of $19.4 million and $35.5 million, respectively, California of $9.2 million and $9.2 million, respectively, and New York City of $1.9 million and $1.9 million, respectively, to offset future taxable income expiring from 2032 through 2043. The usage of the Company’s NOLs is limited given the change in ownership. The Company applies the Financial Accounting Standards Board provisions for uncertain tax positions. The Company utilizes the two-step process to determine the amount of recognized tax benefit. For tax positions meeting the more-likely-than-not threshold, the amount recognized in the consolidated financial statements is the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the relevant taxing authority. The Company recognizes interest and penalties associated with certain tax positions as a component of income tax expense. As of December 31, 2023 and 2022, the Company’s uncertain tax positions were $344 thousand and $344 thousand, respectively. The uncertain tax positions are due to the acquisition of Cend related to Federal and state credits and certain state NOLs. The Company will continue to evaluate its uncertain tax positions in future periods. The Company does not believe there will be any material changes in its unrecognized tax positions over the next year. For years prior to 2020, the federal statute of limitations is closed for assessing tax. The Company’s state tax returns remain open to examination for a period of three to four years from the date of the tax return filing. On March 4, 2024, the Company received final approval from the New Jersey Economic Development Authority (“NJEDA”) under the Technology Business Tax Certificate Transfer Program (“Program”) to sell $8.9 million of its New Jersey net operating losses (“NJ NOLs”), which were subsequently sold to a qualifying and approved buyer pursuant to the Program for net proceeds of $0.7 million. The sale of NJ NOLs resulted in a $0.8 million deferred income tax benefit and a loss on sale of $0.1 million recorded in other income (expense) in the consolidated financial statements. On August 16, 2022, the Inflation Reduction Act was signed into law. The Inflation Reduction Act includes various tax provisions, which are effective for tax years beginning on or after January 1, 2023. For tax years beginning after December 31, 2021, the Tax Cuts & Jobs Act of 2017 eliminated the option to deduct research and development expenditures as incurred and instead required taxpayers to capitalize and amortize them over five or 15 years beginning in 2022. Since the Company is in a net operating loss position, the capitalization of research and development costs did not have a material impact on the Company’s results of operations for the year ended December 31, 2023. The Company will continue to monitor the possible future impact of changes in tax legislation.

- Definition

The entire disclosure for income tax.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-12

Reference 2: http://www.xbrl.org/2003/role/exampleRef
-Topic 740
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-Name Accounting Standards Codification
-Section 55
-Paragraph 231
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482663/740-10-55-231

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12C
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-URI https://asc.fasb.org/1943274/2147482685/740-10-50-12C

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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-URI https://asc.fasb.org/1943274/2147477891/740-270-50-1

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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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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-Section 50
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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-SubTopic 10
-Name Accounting Standards Codification
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
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-Paragraph 2
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
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-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482603/740-30-50-2

+ Details

Property and Equipment (Details) - USD ($) $ in Thousands	9 Months Ended
Property and Equipment (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 661		$ 661
Accumulated depreciation	(565)		(486)
Property and equipment, net	96		175
Depreciation	79	$ 89
Computer equipment
Property, Plant and Equipment [Line Items]
Property and equipment, gross	589		589
Leasehold improvements
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 72		$ 72

Accrued Liabilities

9 Months Ended

Sep. 30, 2024

Accrued Liabilities [Abstract]

Accrued Liabilities

Accrued liabilities as of September 30, 2024 and December 31, 2023 were as follows (in thousands):


	September 30, 2024		December 31, 2023
Salaries, employee benefits and related taxes	$	2,129	$	2,665
Clinical and R&D related liabilities	1,463		1,046
Accounting & tax consulting liabilities	154		57

Operating lease liabilities — current	181		168
Other	208		233
Total	$	4,135	$	4,169

Share-Based Compensation - Schedule of Share-Based Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total share-based compensation expense	$ 327	$ 306	$ 1,018	$ 1,565
Research and development
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total share-based compensation expense	35	103	158	517
General and administrative
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total share-based compensation expense	$ 292	$ 203	$ 860	$ 1,048

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

Income (Loss) Per Share (Tables)

9 Months Ended

Sep. 30, 2024

Earnings Per Share [Abstract]

Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share

At September 30, 2024 and 2023, the Company excluded the following potentially dilutive securities (in thousands):


	September 30
	2024	2023
Stock options	1,454	1,321
Warrants	1,497	1,422

Restricted stock units	353	202

Summary of Significant Accounting Policies (Tables)

9 Months Ended

Sep. 30, 2024

Accounting Policies [Abstract]

Schedule of Property, Plant and Equipment

The estimated useful lives of property and equipment are as follows:


Furniture and fixtures			10 years
Computer equipment			3 years
Software			3 years
Leasehold improvements			Life of lease

Property and equipment consisted of the following (in thousands):


	September 30, 2024		December 31, 2023

Computer equipment	589		589
Leasehold improvements	72		72
Property and equipment, gross	661		661
Accumulated depreciation	(565)		(486)
Property and equipment, net	$	96	$	175

Summary of Significant Accounting Policies

9 Months Ended

Sep. 30, 2024

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Cash and Cash Equivalents

Cash and cash equivalents include short-term, highly liquid, investments with maturities of ninety days or less when purchased.

Concentration of Risks

The Company is subject to credit risk from its portfolio of cash, cash equivalents and marketable securities. Under its investment policy, the Company limits amounts invested in such securities by credit rating, maturity, industry group, investment type and issuer, except for securities issued by the U.S. government. Cash is held at major banks in the United States and may exceed federally insured limits. The goals of the Company's investment policy, in order of priority, are as follows: safety and preservation of principal and diversification of risk, liquidity of investments sufficient to meet cash flow requirements, and a competitive after-tax rate of return.

Marketable Securities

The Company determines the appropriate classification of its marketable securities at the time of purchase and reevaluates such designation at each balance sheet date. All of the Company's marketable securities are considered as available-for-sale and carried at estimated fair values and reported in cash equivalents and marketable securities. Unrealized gains and losses on available-for-sale securities are excluded from net income and reported in accumulated other comprehensive income (loss) as a separate component of stockholders' equity. Other income (expense), net, includes interest, dividends, amortization of purchase premiums and discounts, realized gains and losses on sales of securities and other-than-temporary declines in the fair value of securities, if any. The cost of securities sold is based on the specific identification method. The Company regularly reviews all of its investments for other-than-temporary declines in fair value. The Company's review includes the consideration of the cause of the impairment, including the creditworthiness of the security issuers, the number of securities in an unrealized loss position, the severity and duration of the unrealized losses, whether the Company has the intent to sell the securities and whether it is more likely than not that it will be required to sell the securities before the recovery of their amortized cost basis. When the Company determines that the decline in fair value of an investment is below its accounting basis and this decline is other-than-temporary, it reduces the carrying value of the security it holds and records a loss for the amount of such decline.

Property and Equipment

The cost of property and equipment is depreciated over the estimated useful lives of the related assets. Depreciation is computed on the straight-line method. Repairs and maintenance expenditures that do not extend original asset lives are charged to expense as incurred. The estimated useful lives of property and equipment are as follows:


Furniture and fixtures			10 years
Computer equipment			3 years
Software			3 years
Leasehold improvements			Life of lease

Long-lived Assets

Long-lived assets consist of property and equipment. The assets are amortized on a straight-line basis over their respective useful lives. The Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset exceeds the fair value of the asset. If other events or changes in circumstances indicate that the carrying amount of an asset that the Company expects to hold and use may not be recoverable, the Company will estimate the undiscounted future cash flows expected to result from the use of the asset and/or its eventual disposition, and recognize an

impairment loss, if any. The impairment loss, if determined to be necessary, would be measured as the amount by which the carrying amount of the assets exceeds the fair value of the assets.

Share-Based Compensation

The Company expenses all share-based payment awards to employees, directors, and consultants, including grants of stock options, warrants, and restricted stock, over the requisite service period based on the grant date fair value of the awards. 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. The Company determines the fair value of option awards using the Black-Scholes option-pricing model which uses both historical and current market data to estimate the fair value. This method incorporates various assumptions such as the risk-free interest rate, expected volatility, expected dividend yield and expected life of the options or warrants. Share-based compensation expense also includes an estimate, which is made at the time of the grant, of the number of awards that are expected to be forfeited. The fair value of the Company’s restricted stock and restricted stock units is based on the closing market price of the Company’s common stock on the date of grant.

Loss Per Share

Basic loss per share is based on the weighted effect of all common shares issued and outstanding and is calculated by dividing net loss attributable to common stockholders by the weighted average shares outstanding during the period. Diluted loss per share is calculated by dividing net loss attributable to common stockholders by the weighted average number of common shares used in the basic loss per share calculation plus the number of common shares that would be issued assuming conversion of all potentially dilutive securities outstanding. Diluted loss per share is not presented as such potentially dilutive securities are anti-dilutive to losses incurred in all periods presented.

Treasury Stock

Treasury stock purchases are accounted for under the cost method whereby the entire cost of the acquired stock is recorded as treasury stock. Gains or losses on the subsequent reissuance of shares are credited or charged to additional paid in capital.

Research and Development Costs

Research and development (“R&D”) expenses include salaries, benefits, and other headcount related costs, clinical trial and related clinical manufacturing costs, contract and other outside service fees including sponsored research agreements, and facilities and overhead costs. The Company expenses the costs associated with research and development activities when incurred.

To further drive the Company’s initiatives, the Company will continue targeting key governmental agencies and not-for-profit organizations to contribute funds for the Company’s research and development programs. The Company accounts for such grants as a deduction to the related expense in research and development operating expenses when earned.

In-process Research and Development Expense

Upfront payments that relate to the acquisition of a new drug compound, as well as pre-commercial milestone payments, are immediately expensed as IPR&D in the period in which they are incurred, provided that the new drug compound did not also include processes or activities that would constitute a “business” as defined under U.S. GAAP, the drug has not achieved regulatory approval for marketing and, absent obtaining such approval, has no established alternative future use. The Company accounts for contingent consideration payable upon achievement of certain regulatory, development or sales milestones in such asset acquisitions when the underlying contingency is probable and estimable. Milestone payments made to third parties subsequent to regulatory approval will be capitalized as intangible assets and amortized over the estimated remaining useful life of the related product.

Intangible Asset

The Company’s intangible asset consists of a single asset, a license agreement with Qilu Pharmaceutical, Co., Ltd. (“Qilu”) acquired in the Company's acquisition of Cend Therapeutics, Inc (the “Cend Merger”), with a value of $0.4 million. The intangible asset is stated at fair value and is amortized using the straight-line method over its estimated useful life of 5.00 years. Amortization expense was $18 thousand and $53 thousand for the three and nine months ended September 30, 2024, respectively, and $18 thousand and $53 thousand for the three and nine months ended September 30, 2023, respectively. The intangible asset is reviewed for potential impairment when events or circumstances indicate that carrying amounts may not be recoverable. The projected amortization expense is $71 thousand per year for the next 3.00 years.

Revenue Recognition

The Company evaluates license and collaboration arrangements to determine whether units of account within the arrangement exhibit the characteristics of a vendor and customer relationship. For arrangements and units of account where a customer relationship exists, the Company applies the revenue recognition guidance. The Company recognizes revenue upon the transfer of promised goods or services to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services. To determine revenue recognition for contracts with customers the Company performs the following five steps: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the Company satisfies the performance obligations. At contract inception, the Company assesses the goods or services promised within each contract and assesses whether each promised good or service is distinct and determines those that are performance obligations. The Company then recognizes as revenue the amount of the transaction price that is allocated to the respective performance obligation when (or as) the performance obligation is satisfied. Taxes imposed by governmental authorities on the Company's revenue, such as sales taxes and withholding taxes, are excluded from net revenue.

If a license to the Company’s intellectual property is determined to be distinct from the other performance obligations identified in the arrangement, the Company recognizes revenues from non-refundable, upfront fees allocated to the license when the license is transferred to the licensee and the licensee is able to use and benefit from the license. If licenses are bundled with other performance obligations, the Company would utilize judgment to assess the nature of the combined performance obligation to determine whether the combined performance obligation is satisfied over time or at a point in time and, if over time, the appropriate method of measuring progress for purposes of recognizing revenue. There was no revenue recognized for the three and nine months ended September 30, 2024 and 2023.

Milestones

At the inception of each arrangement that includes milestone payments (variable consideration), the Company evaluates whether the milestones are considered probable of being reached and estimates the amount to be included in the transaction price using the most likely amount method. If it is probable that a significant revenue reversal would not occur, the associated milestone value is included in the transaction price. Milestone payments that are not within the Company or the Company’s collaboration partner’s control, such as regulatory approvals, are generally not considered probable of being achieved until those approvals are received. The transaction price is then allocated to each performance obligation on a relative stand-alone selling price basis, for which the Company recognizes revenue as or when the performance obligations under the contract are satisfied. At the end of each subsequent reporting period, the Company re-evaluates the probability of achievement of such milestones and any related constraint, and if necessary, adjusts the Company’s estimate of the overall transaction price. Any such adjustments are allocated on a cumulative catch-up basis to satisfied and partially satisfied performance obligations, with the consideration allocated to an ongoing performance obligation being recognized over the period of performance. For the three and nine months ended September 30, 2024 and September 30, 2023, the Company has not recognized revenue related to milestones.

Royalties

For arrangements that include sales-based royalties, including milestone payments based on the level of sales, and for which the license is deemed to be the predominant item to which the royalties relate, the Company recognizes revenue at the later of (i) when the related sales occur, or (ii) when the performance obligation to which some or all of the royalty has been allocated has been satisfied (or partially satisfied). To date, the Company has not recognized any royalty revenue from any collaborative arrangement.

Accrued Liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Accrued Liabilities [Abstract]
Salaries, employee benefits and related taxes	$ 2,129	$ 2,665
Clinical and R&D related liabilities	1,463	1,046
Accounting & tax consulting liabilities	154	57
Operating lease liabilities — current	181	168
Other	208	233
Total	$ 4,135	$ 4,169

Research Collaboration and License Agreement (Details) - USD ($)		1 Months Ended	3 Months Ended		9 Months Ended
	Sep. 14, 2022	Feb. 28, 2021	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Mar. 25, 2024
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Revenue from contract			$ 0	$ 0	$ 0	$ 0
Lingmed Limited
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Litigation settlement, future milestone payments							5.00%
Litigation settlement, first milestone payment							$ 250,000
Exclusive License and Collaboration Agreement \| Qilu \| License
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Contract with customer, liability		$ 10,000,000
Revenue from contract	$ 5,000,000
Option to terminate		60 days
Exclusive License and Collaboration Agreement \| Qilu \| License \| Minimum
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Variable consideration amounts, milestones		$ 96,000,000
Percentage of net sale		10.00%
Percentage of sublicensing revenues		12.00%
Exclusive License and Collaboration Agreement \| Qilu \| License \| Maximum
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Variable consideration amounts, milestones		$ 125,000,000
Percentage of net sale		15.00%
Percentage of sublicensing revenues		35.00%

Share-Based Compensation (Tables)

9 Months Ended

Sep. 30, 2024

Share-Based Payment Arrangement [Abstract]

Schedule Share-based Compensation Expense

The following table summarizes the components of share-based compensation expense for the three and nine months ended September 30, 2024 and 2023 (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Research and development	$	35	$	103	$	158	$	517
General and administrative	292		203		860		1,048
Total share-based compensation expense	$	327	$	306	$	1,018	$	1,565

Schedule of Total Compensation Cost Related to Nonvested Awards

Total compensation cost related to unvested awards not yet recognized and the weighted-average periods over which the awards were expected to be recognized at September 30, 2024 were as follows (in thousands):


	Stock Options		Restricted Stock Units		Warrants		Restricted Stock
Unrecognized compensation cost	$	278	$	121	$	62	$	535
Expected weighted-average period in years of compensation cost to be recognized	1.95		0.49		0.21		1.86

Schedule of Fair Value of Share-based Compensation Awards

Total fair value of shares vested and the weighted average estimated fair values of shares granted for the nine months ended September 30, 2024 and 2023 were as follows (in thousands):


	Stock Options				Warrants
	Nine Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Total fair value of shares vested	$	204	$	1,001	$	—	$	—
Weighted average estimated fair value of shares granted	$	2.15	$	2.10	$	1.99	$	—

Income (Loss) Per Share (Details) - shares shares in Thousands	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Stock options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares)	1,454	1,321
Warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares)	1,497	1,422
Restricted stock units
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares)	353	202

Available-for-Sale-Securities (Tables)

9 Months Ended

Sep. 30, 2024

Debt Securities, Available-for-Sale [Abstract]

Schedule of Available-for-sale Securities Reconciliation

The following table is a summary of available-for-sale securities recorded in cash and cash equivalents or marketable securities in our Consolidated Balance Sheets (in thousands):


	September 30, 2024								December 31, 2023
	Cost		Gross Unrealized Gains		Gross Unrealized Losses		Estimated Fair Value		Cost		Gross Unrealized Gains		Gross Unrealized Losses		Estimated Fair Value

Corporate debt securities	$	14,623	$	1	$	(2)	$	14,622	$	37,791	$	3	$	(8)	$	37,786
Commercial paper	—		—		—		—		1,981		—		—		1,981
Money market funds	9,486		—		—		9,486		4,268		—		—		4,268
Agency bonds	2,221		1		—		2,222		—		—		—		—
Treasury bills	3,460		—		(2)		3,458		—		—		—		—
Municipal debt securities	513		—		—		513		622		—		—		622
Total	$	30,303	$	2	$	(4)	$	30,301	$	44,662	$	3	$	(8)	$	44,657

Schedule of Marketable Securities

Estimated fair values of available-for-sale securities are generally based on prices obtained from commercial pricing services. The following table summarizes the classification of the available-for-sale securities in the Company's Consolidated Balance Sheets (in thousands):


	September 30, 2024		December 31, 2023
Cash equivalents	$	13,954	$	16,715
Marketable securities	16,347		27,942
Total	$	30,301	$	44,657

Schedule of Investments Classified by Contractual Maturity Date

The following table summarizes our portfolio of available-for-sale securities by contractual maturity (in thousands):


	September 30, 2024
	Amortized Cost		Estimated Fair Value
Less than one year	$	30,303	$	30,301
Greater than one year	—		—
Total	$	30,303	$	30,301

Income (Loss) Per Share

9 Months Ended

Sep. 30, 2024

Earnings Per Share [Abstract]

Income (Loss) Per Share

For the nine months ended September 30, 2024 and 2023, the Company incurred net losses and therefore no common stock equivalents were utilized in the calculation of diluted loss per share as they are anti-dilutive in the periods presented. At September 30, 2024 and 2023, the Company excluded the following potentially dilutive securities (in thousands):


	September 30
	2024	2023
Stock options	1,454	1,321
Warrants	1,497	1,422

Restricted stock units	353	202

Fair Value Measurements (Tables)

9 Months Ended

Sep. 30, 2024

Fair Value Disclosures [Abstract]

Schedule of Assets Measured at Fair Value on Recurring Basis

The Company's financial assets and liabilities that were accounted for at fair value on a recurring basis as of September 30, 2024 and December 31, 2023 were as follows (in thousands):


	September 30, 2024								December 31, 2023
	Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3		Total
Assets:
Cash equivalents	$	13,954	$	—	$	—	$	13,954	$	16,715	$	—	$	—	$	16,715
Marketable securities - available-for-sale	—		16,347		—		16,347		—		27,942		—		27,942

	$	13,954	$	16,347	$	—	$	30,301	$	16,715	$	27,942	$	—	$	44,657

Stockholders' Equity - Equity Issuances (Details) - USD ($)	3 Months Ended	4 Months Ended	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2024	Sep. 30, 2024	Sep. 30, 2023	Aug. 21, 2024	Mar. 21, 2024	Jun. 04, 2021
Class of Stock [Line Items]
Outstanding stock threshold					$ 75,000,000
Percentage held by non-affiliates						33.00%
Net proceeds from issuance of common stock			$ 32,000	$ 297,000
ATM Agreement
Class of Stock [Line Items]
Aggregate offering amount authorized per agreement							$ 50,000,000
Common stock, value, outstanding					$ 29,600,000
Sale of stock available for sale	$ 9,855,890	$ 9,855,890	$ 9,855,890
Stock issued (in shares)	0	64,394	0
Net proceeds from issuance of common stock		$ 270,774

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Technology Transfer Agreement (Details) - USD ($) $ in Thousands			9 Months Ended
	Jul. 12, 2024	Mar. 15, 2024	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023	Oct. 03, 2023	Jul. 31, 2023
Investments in and Advances to Affiliates [Line Items]
Payments to acquire Impilo SAFE			$ 130	$ 0
Impilo
Investments in and Advances to Affiliates [Line Items]
Investment owned (in shares)							766,000
Shares canceled (in shares)						766,000
Preferred stock, shares issued (in shares)						574,500
Payments to acquire Impilo SAFE	$ 30	$ 100
Ownership percentage			38.60%		38.60%
SAFE, valuation cap			$ 30,000
SAFE, discount rate			80.00%

License Agreements	9 Months Ended
License Agreements	Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
License Agreements	License Agreements Sanford Burnham Prebys In December 2015, Cend entered into a license agreement with Sanford Burnham Prebys (“SBP”) under which Cend was granted an exclusive, worldwide, royalty-bearing license to certain patent rights and know-how controlled by SBP related to the development of certepetide. At the time the license agreement was entered into, Cend’s founding shareholder was an executive at SBP. The agreement provides the Company with the rights to grant and authorize sublicenses to use, sell, and otherwise exploit the patent rights. As consideration for the license, Cend issued a total of 382,030 shares of common stock, as adjusted for the Reverse Stock Split and Exchange Ratio. The Company is required to pay an annual license maintenance fee of $10 thousand increasing to $20 thousand on year seven of the agreement. The Company could also be required to make milestone payments to SBP upon completion of certain regulatory and commercial milestones. The aggregate potential milestone payments are approximately $10.6 million. The Company has also agreed to pay SBP royalties of 4% of net sales of products sold by the Company, or through a sublicense, subject to certain reductions. Additionally, the Company is obligated to pay SBP 25% of any sublicensing income, which, pursuant to the technology transfer agreement with Impilo, resulted in SBP receiving 191,500 shares of the Company’s pre-seed preferred stock in Impilo on October 3, 2023. The agreement will expire upon the later of (i) the final abandonment of all pending patent applications within the licensed patents or (ii) the expiration of the last to expire patent within the licensed patents. The agreement may be terminated in its entirety by the Company at any time by giving SBP sixty days’ prior written notice. The agreement may be terminated in its entirety by SBP if the Company, at any time, defaults in the payment of any sum when due and fails to make such payment within thirty days after receipt of written notice. The agreement may be terminated in its entirety by either SBP or the Company (i) in the event of an uncured material breach by the other party, or (ii) in the event the other party (a) files for, or is involuntarily petitioned with, bankruptcy (other than dissolution or winding up for the purposes of reconstruction or amalgamation), (b) makes an assignment of all or substantially all of its assets for the benefit of creditors, or (c) has a receiver or trustee is appointed and is unable to secure a dismissal, stay or other suspension of such proceedings within thirty days. Upon termination of the agreement for any reason, all rights and obligations of the Company with respect to the patents and patent applications shall terminate and revert to SBP. SBP did not own shares of the Company’s common stock as of September 30, 2024. Research Collaboration and License Agreement Exclusive License and Collaboration Agreement In February 2021, Cend entered into an Exclusive License and Collaboration Agreement (the “Qilu Agreement”) in which Cend granted an exclusive license to Qilu for the development and commercialization of certepetide in the Territory (defined as the Greater Area of China including China, Macau, Hong Kong, and Taiwan). Under the terms of the agreement, Qilu is solely responsible for the development of certepetide in its Territory. In consideration for the license, Qilu made an upfront payment of $10.0 million to Cend, which was recognized as revenue by Cend prior to the Company's acquisition of Cend on September 15, 2022 (the “Cend Merger”). In addition, Cend received and recognized as revenue a $5.0 million development milestone prior to the Cend Merger. The Company is eligible to receive additional development and commercial milestone payments up to $96.0 million and $125.0 million, respectively, tiered royalties on net sales ranging from 10% to 15%, and tiered sublicensing revenues ranging from 12% to 35%. On March 25, 2024 the Company entered into a settlement agreement with Lingmed whereby Lingmed is entitled to 5.0% of any future milestone payments received by the Company under the Qilu Agreement, in addition, Lingmed is also entitled to a sum of $250 thousand with respect to the first future milestone received by the Company. Unless terminated early, the Qilu Agreement will continue in effect until the expiration of all Qilu payment obligations. Either party may terminate the Qilu Agreement if an undisputed material breach by the other party is not cured within a defined period of time, or upon notice for insolvency-related events of the other party that are not discharged within a defined time period. Qilu may terminate the Qilu Agreement in its entirety, at any time with at least sixty days written notice. All rights and obligations of Qilu with respect to such licensed patents and patent applications would terminate simultaneously.

CONSOLIDATED BALANCE SHEETS (Parentheticals) - $ / shares	Sep. 30, 2024	Dec. 31, 2023
Statement of Financial Position [Abstract]
Common stock, par value (in usd per share)	$ 0.001	$ 0.001
Common stock, shares authorized (in shares)	500,000,000	500,000,000
Common stock, shares issued (in shares)	8,320,338	8,150,635
Common stock outstanding (in shares)	8,319,600	8,149,897
Treasury stock (in shares)	738	738

Stockholders' Equity - Schedule of Restricted Stock Units for Services (Details) - USD ($) $ / shares in Units, $ in Thousands	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Restricted Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares issued (in shares)	203,800	159,950
Value of shares issued	$ 628	$ 480
Weighted average estimated fair value (in dollars per share)	$ 3.08	$ 3.00
Restricted stock units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares issued (in shares)	205,300	188,850
Value of shares issued	$ 632	$ 567
Weighted average estimated fair value (in dollars per share)	$ 3.08
Vesting term	1 year

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Operating Expenses:
Research and development	$ 2,542	$ 3,380	$ 8,384	$ 9,721
General and administrative	2,794	2,584	9,076	9,962
Total operating expenses	5,336	5,964	17,460	19,683
Operating loss	(5,336)	(5,964)	(17,460)	(19,683)
Other income (expense):
Investment income, net	451	714	1,533	2,053
Other expense, net	(45)	(11)	(246)	(175)
Total other income	406	703	1,287	1,878
Net loss before benefit from income taxes and noncontrolling interests	(4,930)	(5,261)	(16,173)	(17,805)
Benefit from income taxes	0	0	(798)	(2,330)
Net loss	(4,930)	(5,261)	(15,375)	(15,475)
Less - net income (loss) attributable to noncontrolling interests	0	0	0	0
Net loss attributable to Lisata Therapeutics, Inc. common stockholders	$ (4,930)	$ (5,261)	$ (15,375)	$ (15,475)
Basic and diluted loss per share
Lisata Therapeutics, Inc. common stockholders- basic (in usd per share)	$ (0.59)	$ (0.65)	$ (1.85)	$ (1.92)
Lisata Therapeutics, Inc. common stockholders - diluted (in usd per share)	$ (0.59)	$ (0.65)	$ (1.85)	$ (1.92)
Weighted average common shares outstanding
Basic shares (in shares)	8,321	8,141	8,307	8,050
Diluted shares (in shares)	8,321	8,141	8,307	8,050

Operating Leases - Schedule of Future Minimum Lease Payments (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Operating Leases
2024	$ 48
2025	143
Total lease payments	191
Less: Amounts representing interest	(10)
Present value of lease liabilities	$ 181	$ 305

Accrued Liabilities (Tables)

9 Months Ended

Sep. 30, 2024

Accrued Liabilities [Abstract]

Schedule of Accrued Liabilities

Accrued liabilities as of September 30, 2024 and December 31, 2023 were as follows (in thousands):


	September 30, 2024		December 31, 2023
Salaries, employee benefits and related taxes	$	2,129	$	2,665
Clinical and R&D related liabilities	1,463		1,046
Accounting & tax consulting liabilities	154		57

Operating lease liabilities — current	181		168
Other	208		233
Total	$	4,135	$	4,169

Summary of Significant Accounting Policies - Narrative (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Accounting Policies [Abstract]
Intangible assets, net	$ 400,000		$ 400,000
Intangible asset, useful life	5 years		5 years
Amortization of intangible assets	$ 18,000	$ 18,000	$ 53,000	$ 53,000
Expected amortization, remainder of fiscal year	71,000		71,000
Expected amortization, year one	71,000		71,000
Expected amortization, year two	71,000		71,000
Expected amortization, year three	71,000		71,000
Revenue excluding taxes	0	0	0	0
Revenue from collaborative arrangement	0	0	0	0
Disaggregation of Revenue [Line Items]
Revenue excluding taxes	$ 0	$ 0	0	$ 0
Royalty
Accounting Policies [Abstract]
Revenue excluding taxes			0
Disaggregation of Revenue [Line Items]
Revenue excluding taxes			$ 0

Stockholders' Equity - Stock Options and Warrants Narrative (Details) - Restricted Stock	9 Months Ended
	Sep. 30, 2024
Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting term	1 year
Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting term	4 years

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

Cover - shares	9 Months Ended
Cover - shares	Sep. 30, 2024	Nov. 12, 2024
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2024
Document Transition Report	false
Entity File Number	001-33650
Entity Registrant Name	LISATA THERAPEUTICS, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	22-2343568
Entity Address, Address Line One	110 Allen Road, 2nd Floor
Entity Address, City or Town	Basking Ridge
Entity Address, State or Province	NJ
Entity Address, Postal Zip Code	07920
City Area Code	908
Local Phone Number	842-0100
Title of 12(b) Security	Common Stock, par value $0.001 per share
Trading Symbol	LSTA
Security Exchange Name	NASDAQ
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		8,394,903
Entity Central Index Key	0000320017
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q3
Amendment Flag	false

Contingencies	9 Months Ended
Contingencies	Sep. 30, 2024
Commitments and Contingencies Disclosure [Abstract]
Contingencies	Contingencies Contingencies From time to time, the Company is subject to legal proceedings and claims, either asserted or unasserted, that arise in the ordinary course of business. While the outcome of pending claims cannot be predicted with certainty, the Company does not believe that the outcome of any pending claims will have a material adverse effect on the Company's financial condition or operating results. The Company has elected to recognize expense for legal fees as incurred when the legal services are provided. In May 2021, Cend received a written threat of litigation on behalf of a Chinese entity called Lingmed Limited (“Lingmed”) claiming Lingmed was entitled to a success fee based on Cend’s Collaboration and License Agreement with Qilu Pharmaceuticals. Cend responded by denying that Lingmed is entitled to a success fee under the terms of their agreement. In May 2022, Cend was served with a complaint filed by Lingmed in the San Diego County Superior Court, alleging claims for breach of contract, fraud and declaratory relief. Cend’s response to the complaint was filed on June 6, 2022 and denied all of Lingmed’s material allegations. Lingmed filed an answer to Cend’s response on July 11, 2022, denying all of the Company’s material allegations. On March 25, 2024 the Company entered into a settlement agreement whereby the Company was required to pay Lingmed $0.5 million within 30 days of the effective date and the Company effected payment on April 4, 2024. Lingmed is also entitled to 5.0% of any future milestone payments received by the Company under the license agreement with Qilu in addition to a sum of $250 thousand with respect to the first future milestone received by the Company. On April 9, 2024, pursuant to the parties’ joint request, the Court entered a dismissal with prejudice of the entire action as to all parties and all claims and the matter was settled.

Stockholders' Equity

9 Months Ended

Sep. 30, 2024

Equity [Abstract]

Stockholders' Equity

Equity Issuances

At The Market Offering Agreement

On June 4, 2021, the Company entered into an At The Market Offering Agreement (the “ATM Agreement”) with H.C. Wainwright & Co., LLC, as sales agent, in connection with an “at the market offering” under which the Company from time to time may offer and sell shares of its common stock, having an aggregate offering price of up to $50.0 million. As of the date of this filing and so long as the Company’s public float remains below $75.0 million, the Company is subject to limitations pursuant to General Instruction I.B.6 of Form S-3 (the “Baby Shelf Limitation”), which limits the amount the Company can offer to up to one-third of its public float during any trailing 12-month period. Subsequent to the filing of a prospectus supplement to the Company's Registration Statement on Form S-3 (File No. 333-279034) relating to the at the market offering on August 21, 2024, the aggregate market value of its outstanding common stock held by non-affiliates was approximately $29.6 million. Pursuant to the Baby Shelf Limitation, since the aggregate market value of the Company's outstanding common stock held by non-affiliates was below $75.0 million at the time of such prospectus supplement filing, the aggregate amount of securities that the Company is permitted to offer and sell is now $9,855,890, which is equal to one-third of the aggregate market value of our common stock held by non-affiliates as of August 20, 2024. If the Company’s public float exceeds $75.0 million on a future measurement date, it will no longer be subject to the Baby Shelf Limitation. There were no issuances of common stock under the ATM Agreement for the three and nine months ended September 30, 2024. Since inception, the Company has issued 64,394 shares of common stock under the ATM Agreement for net proceeds of $270,774.

Stock Options and Warrants

The following table summarizes the activity for stock options and warrants for the nine months ended September 30, 2024:


	Stock Options						Warrants
	Shares	Weighted Average Exercise Price		Weighted Average Remaining Contractual Term (Years)	Aggregate Intrinsic Value (In Thousands)		Shares	Weighted Average Exercise Price		Weighted Average Remaining Contractual Term (Years)	Aggregate Intrinsic Value (In Thousands)
Outstanding at December 31, 2023	1,322,501	$	10.81	6.06	$	164.1	1,421,744	$	42.51	2.42	$	—

Changes during the period:
Granted	136,475	3.07					75,000	2.88

Exercised	—	—					—	—
Forfeited	(2,681)	2.52					—	—
Expired	(1,803)	1,079.25					—	—
Outstanding at September 30, 2024	1,454,492	$	8.78	5.68	$	199.2	1,496,744	$	40.52	1.55	$	9.0
Vested at September 30, 2024 or expected to vest in the future	1,447,508	$	8.80	5.67	$	199.2	1,496,744	$	40.52	1.55	$	9.0
Vested at September 30, 2024	1,287,104	$	9.46	5.26	$	196.3	1,421,744	$	42.51	1.50	$	—

Restricted Stock

During the nine months ended September 30, 2024 and 2023, the Company issued restricted stock for services as follows (in thousands, except share data):


	Nine Months Ended September 30,
	2024		2023
Number of restricted stock issued	203,800		159,950
Value of restricted stock issued	$	628	$	480

The vesting terms of restricted stock issuances are generally between one and four years.

The following is a summary of the changes in non-vested restricted stock for the nine months ended September 30, 2024:


	Restricted Stock Shares	Weighted Average Grant-Date Fair Value
Non-vested at December 31, 2023	125,775	$	5.86

Changes during the Year:
Granted	203,800	$	3.08
Vested	(99,686)	$	5.22
Forfeited	(1,461)	$	3.51
Non-vested at September 30, 2024	228,428	$	3.67

Restricted Stock Units

During the nine months ended September 30, 2024 and 2023, the Company issued restricted stock units for services as follows (in thousands, except share data):


	Nine Months Ended September 30,
	2024		2023
Number of restricted stock units issued	205,300		188,850
Value of restricted stock units issued	$	632	$	567

The weighted average estimated fair value of restricted stock units issued for services in the nine months ended September 30, 2024 and 2023 was $3.08 and $3.00 per share, respectively. The fair value of the restricted stock units was determined using the Company’s closing stock price on the date of issuance. The vesting terms of restricted stock unit issuances are generally one year, or upon the achievement of performance-based milestones.

The following is a summary of the changes in non-vested restricted stock units for the nine months ended September 30, 2024:


	Restricted Stock Units	Weighted Average Grant-Date Fair Value
Non-vested at December 31, 2023	112,800	$	3.37

Changes during the Year:
Granted	205,300	$	3.08
Vested	(106,400)	$	3.20
Forfeited	(800)	$	3.08
Non-vested at September 30, 2024	210,900	$	3.18

- Definition

The entire disclosure for equity.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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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/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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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
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-Section 50
-Paragraph 13
-Subparagraph (i)
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-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
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-Subparagraph (a)
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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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-URI https://asc.fasb.org/1943274/2147481112/505-10-50-18

+ Details

Research Collaboration and License Agreement	9 Months Ended
Research Collaboration and License Agreement	Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Research Collaboration and License Agreement	License Agreements Sanford Burnham Prebys In December 2015, Cend entered into a license agreement with Sanford Burnham Prebys (“SBP”) under which Cend was granted an exclusive, worldwide, royalty-bearing license to certain patent rights and know-how controlled by SBP related to the development of certepetide. At the time the license agreement was entered into, Cend’s founding shareholder was an executive at SBP. The agreement provides the Company with the rights to grant and authorize sublicenses to use, sell, and otherwise exploit the patent rights. As consideration for the license, Cend issued a total of 382,030 shares of common stock, as adjusted for the Reverse Stock Split and Exchange Ratio. The Company is required to pay an annual license maintenance fee of $10 thousand increasing to $20 thousand on year seven of the agreement. The Company could also be required to make milestone payments to SBP upon completion of certain regulatory and commercial milestones. The aggregate potential milestone payments are approximately $10.6 million. The Company has also agreed to pay SBP royalties of 4% of net sales of products sold by the Company, or through a sublicense, subject to certain reductions. Additionally, the Company is obligated to pay SBP 25% of any sublicensing income, which, pursuant to the technology transfer agreement with Impilo, resulted in SBP receiving 191,500 shares of the Company’s pre-seed preferred stock in Impilo on October 3, 2023. The agreement will expire upon the later of (i) the final abandonment of all pending patent applications within the licensed patents or (ii) the expiration of the last to expire patent within the licensed patents. The agreement may be terminated in its entirety by the Company at any time by giving SBP sixty days’ prior written notice. The agreement may be terminated in its entirety by SBP if the Company, at any time, defaults in the payment of any sum when due and fails to make such payment within thirty days after receipt of written notice. The agreement may be terminated in its entirety by either SBP or the Company (i) in the event of an uncured material breach by the other party, or (ii) in the event the other party (a) files for, or is involuntarily petitioned with, bankruptcy (other than dissolution or winding up for the purposes of reconstruction or amalgamation), (b) makes an assignment of all or substantially all of its assets for the benefit of creditors, or (c) has a receiver or trustee is appointed and is unable to secure a dismissal, stay or other suspension of such proceedings within thirty days. Upon termination of the agreement for any reason, all rights and obligations of the Company with respect to the patents and patent applications shall terminate and revert to SBP. SBP did not own shares of the Company’s common stock as of September 30, 2024. Research Collaboration and License Agreement Exclusive License and Collaboration Agreement In February 2021, Cend entered into an Exclusive License and Collaboration Agreement (the “Qilu Agreement”) in which Cend granted an exclusive license to Qilu for the development and commercialization of certepetide in the Territory (defined as the Greater Area of China including China, Macau, Hong Kong, and Taiwan). Under the terms of the agreement, Qilu is solely responsible for the development of certepetide in its Territory. In consideration for the license, Qilu made an upfront payment of $10.0 million to Cend, which was recognized as revenue by Cend prior to the Company's acquisition of Cend on September 15, 2022 (the “Cend Merger”). In addition, Cend received and recognized as revenue a $5.0 million development milestone prior to the Cend Merger. The Company is eligible to receive additional development and commercial milestone payments up to $96.0 million and $125.0 million, respectively, tiered royalties on net sales ranging from 10% to 15%, and tiered sublicensing revenues ranging from 12% to 35%. On March 25, 2024 the Company entered into a settlement agreement with Lingmed whereby Lingmed is entitled to 5.0% of any future milestone payments received by the Company under the Qilu Agreement, in addition, Lingmed is also entitled to a sum of $250 thousand with respect to the first future milestone received by the Company. Unless terminated early, the Qilu Agreement will continue in effect until the expiration of all Qilu payment obligations. Either party may terminate the Qilu Agreement if an undisputed material breach by the other party is not cured within a defined period of time, or upon notice for insolvency-related events of the other party that are not discharged within a defined time period. Qilu may terminate the Qilu Agreement in its entirety, at any time with at least sixty days written notice. All rights and obligations of Qilu with respect to such licensed patents and patent applications would terminate simultaneously.

Income Taxes (Details) - USD ($) $ in Thousands		3 Months Ended		9 Months Ended		12 Months Ended
Income Taxes (Details) - USD ($) $ in Thousands	Mar. 04, 2024	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2022	Dec. 31, 2023	Sep. 15, 2022
Operating Loss Carryforwards [Line Items]
Operating loss carryforwards subject to expiration							$ 88,200
Unrecognized tax benefits						$ 344	344
Proceeds from sale of NOLs, gross	$ 8,900
Proceeds from sale of NOLs	700
Benefit from income taxes	800	$ 0	$ 0	$ (798)	$ (2,330)
Loss on sale of NOL	$ 100
CEND
Operating Loss Carryforwards [Line Items]
Fair value market of tax NOLs						$ 36,100
Effective income tax rate reconciliation						2.54%
NOL annual limitation						$ 917
Federal
Operating Loss Carryforwards [Line Items]
Net operating loss carryforwards, prior to write down						33,700	43,700
Net operating loss carryforwards						34,000
Federal \| Research Tax Credit Carryforward
Operating Loss Carryforwards [Line Items]
Tax credit carryforward							500
Federal \| CEND
Operating Loss Carryforwards [Line Items]
Net operating loss carryforwards						3,600		$ 3,100
Operating loss carryforwards, post acquisition						459
State \| Research Tax Credit Carryforward
Operating Loss Carryforwards [Line Items]
Tax credit carryforward							100
State \| CEND
Operating Loss Carryforwards [Line Items]
Net operating loss carryforwards								$ 4,300
State \| New Jersey
Operating Loss Carryforwards [Line Items]
Net operating loss carryforwards						35,500	19,400
State \| California
Operating Loss Carryforwards [Line Items]
Net operating loss carryforwards						9,200	9,200
State \| New York
Operating Loss Carryforwards [Line Items]
Net operating loss carryforwards						1,900	1,900
Foreign Tax Authority \| CEND
Operating Loss Carryforwards [Line Items]
Net operating loss carryforwards						$ 1,800	$ 2,400

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Cash flows from operating activities:
Net loss	$ (15,375)	$ (15,475)
Adjustments to reconcile net loss to net cash used in operating activities:
Share-based compensation	1,018	1,565
Depreciation and amortization	133	142
Loss on disposal of fixed assets	0	3
Loss from equity method investment	130	0
Amortization/accretion on marketable securities	(376)	(709)
Changes in operating assets and liabilities:
Prepaid and other current assets	1,572	(314)
Other assets	126	130
Accounts payable, accrued liabilities and other liabilities	(2,056)	(1,305)
Net cash used in operating activities	(14,828)	(15,963)
Cash flows from investing activities:
Purchase of marketable securities	(43,953)	(77,355)
Sale of marketable securities	55,927	93,171
Investment in Impilo Therapeutics	(130)	0
Net cash provided by investing activities	11,844	15,816
Cash flows from financing activities:
Proceeds from exercise of options	0	155
Tax withholding payments on net share settlement equity awards	(142)	(91)
Net proceeds from issuance of common stock	32	297
Net cash (used in) provided by financing activities	(110)	361
Effect of exchange rate changes on cash	10	60
Net (decrease) increase in cash and cash equivalents	(3,084)	274
Cash and cash equivalents at beginning of period	22,593	32,154
Cash and cash equivalents at end of period	$ 19,509	$ 32,428

Stockholders' Equity - Schedule of Stock Options and Warrants (Details) - USD ($)	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Stock Options, Shares
Options, Outstanding, Beginning of Period (in shares)	1,322,501
Options, Granted (in shares)	136,475
Options, Exercised (in shares)	0
Options, Forfeited (in shares)	(2,681)
Options, Expired (in shares)	(1,803)
Options, Outstanding, End of Period (in shares)	1,454,492	1,322,501
Options, Vested and expected to vest (in shares)	1,447,508
Options, Vested (in shares)	1,287,104
Stock Options, Weighted Average Exercise Price
Options, Outstanding. Beginning of Period (in dollars per share)	$ 10.81
Options, Granted (in dollars per share)	3.07
Options, Exercised (in dollars per share)	0
Options, Forfeited (in dollars per share)	2.52
Options, Expired (in dollars per share)	1,079.25
Options, Outstanding, End of Period (in dollars per share)	8.78	$ 10.81
Options, Vested and expected to vest (in dollars per share)	8.80
Options, Vested (in dollars per share)	$ 9.46
Stock Options, Weighted Average Contractual Term and Intrinsic Value
Options, Outstanding, Weighted Average Remaining Contractual Term	5 years 8 months 4 days	6 years 21 days
Options, Vested and expected to vest, Weighted Average Remaining Contractual Term	5 years 8 months 1 day
Options, Vested, Weighted Average Remaining Contractual Term	5 years 3 months 3 days
Options, Outstanding, Aggregate Intrinsic Value	$ 199,200	$ 164,100
Options, Vested and expected to vest, Aggregate Intrinsic Value	199,200
Options, Vested, Aggregate Intrinsic Value	$ 196,300
Warrants, Shares
Warrants, Outstanding, Beginning of Period (in shares)	1,421,744
Warrants, Granted (in shares)	75,000
Warrants, Exercised (in shares)	0
Warrants, Forfeited (in shares)	0
Warrants, Expired (in shares)	0
Warrants, Outstanding, End of Period (in shares)	1,496,744	1,421,744
Warrants, Vested and expected to vest (in shares)	1,496,744
Warrants, Vested (in shares)	1,421,744
Warrants, Weighted Average Exercise Price
Warrants Outstanding, Beginning of Period (in dollars per share)	$ 42.51
Warrants, Granted (in dollars per share)	2.88
Warrants, Exercised (in dollars per share)	0
Warrants, Forfeited (in dollars per share)	0
Warrants, Expired (in dollars per share)	0
Warrants Outstanding, End of Period (in dollars per share)	40.52	$ 42.51
Warrants, Weighted Average Exercise Price, Vested or expected to vest in the future (in dollars per share)	40.52
Warrants, Vested, Weighted Average Exercise Price (in dollars per share)	$ 42.51
Warrants, Weighted Average Contractual Term and Intrinsic Value
Warrants, Outstanding, Weighted Average Remaining Contractual Term	1 year 6 months 18 days	2 years 5 months 1 day
Warrants, Vested and expected to vest, Weighted Average Remaining Contractual Term	1 year 6 months 18 days
Warrants, Vested, Weighted Average Remaining Contractual Term	1 year 6 months
Warrants Outstanding, Aggregate Intrinsic Value	$ 9,000.0	$ 0
Warrants, Vested and expected to vest, Aggregate Intrinsic Value	9,000.0
Warrants, Vested, Aggregate Intrinsic Value	$ 0

Australia Research and Development Tax Incentive (Details) - USD ($) $ in Millions		9 Months Ended
	Jul. 26, 2024	Sep. 30, 2024	Dec. 31, 2023
Income Tax Holiday [Line Items]
Income tax incentive receivable		$ 0.2	$ 1.0
Tax Year 2023
Income Tax Holiday [Line Items]
Proceeds from income tax refund, foreign	$ 0.9
Minimum
Income Tax Holiday [Line Items]
Research tax credit rate		43.50%
Maximum
Income Tax Holiday [Line Items]
Research tax credit rate		48.50%

Operating Leases - Schedule of Balance Sheet Presentation (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Right-of-Use Assets:
Right-of-use assets	$ 182	$ 308
Right-of-use assets, balance sheet line item	Other assets	Other assets
Operating Lease Liabilities:
Accrued liabilities	$ 181	$ 168
Operating lease liabilities, current, balance sheet line item	Accrued liabilities	Accrued liabilities
Other long-term liabilities	$ 0	$ 137
Operating lease liabilities, noncurrent, balance sheet line item	Other long-term liabilities	Other long-term liabilities
Total Operating Lease Liabilities	$ 181	$ 305

Summary of Significant Accounting Policies - Schedule of Property and Equipment (Details)	Sep. 30, 2024
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Useful life	10 years
Computer equipment
Property, Plant and Equipment [Line Items]
Useful life	3 years
Software
Property, Plant and Equipment [Line Items]
Useful life	3 years

Operating Leases (Tables)

9 Months Ended

Sep. 30, 2024

Leases [Abstract]

Schedule of Operating Lease Liabilities and Right-of-Use Assets on Balance Sheet

Operating lease liabilities and right-of-use assets were recorded in the following captions of our balance sheet as follows (in thousands):


	September 30, 2024		December 31, 2023
Right-of-Use Assets:
Other assets	$	182	$	308
Total Right-of-Use Asset	$	182	$	308

Operating Lease Liabilities:
Accrued liabilities	$	181	$	168
Other long-term liabilities	—		137
Total Operating Lease Liabilities	$	181	$	305

Schedule of Future Minimum Lease Payments Under Lease Agreements

Future minimum lease payments under the lease agreement as of September 30, 2024 were as follows (in thousands):


Years ended	Operating Leases




2024	48
2025	143
Total lease payments	191
Less: Amounts representing interest	(10)
Present value of lease liabilities	$	181

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
ASSETS
Cash and cash equivalents	$ 19,509	$ 22,593
Marketable securities	16,347	27,942
Prepaid and other current assets	1,836	3,389
Total current assets	37,692	53,924
Property and equipment, net	96	175
Acquired license - intangible, net	210	263
Other assets	201	332
Total assets	38,199	54,694
Liabilities
Accounts payable	556	2,421
Accrued liabilities	4,135	4,169
Total current liabilities	4,691	6,590
Other long-term liabilities	72	210
Total liabilities	4,763	6,800
Commitments and Contingencies (Note 13)
Stockholders' Equity
Common stock, $0.001 par value, authorized 500,000,000 shares; issued 8,320,338 and 8,150,635 shares at September 30, 2024 and December 31, 2023, respectively; and outstanding, 8,319,600 and 8,149,897 shares at September 30, 2024 and December 31, 2023, respectively	8	8
Additional paid-in capital	577,878	576,971
Treasury stock, at cost; 738 shares at September 30, 2024 and December 31, 2023	(708)	(708)
Accumulated deficit	(543,456)	(528,081)
Accumulated other comprehensive loss	(32)	(42)
Total Lisata Therapeutics, Inc. stockholders' equity	33,690	48,148
Non-controlling interests	(254)	(254)
Total equity	33,436	47,894
Total liabilities, non-controlling interests and stockholders' equity	$ 38,199	$ 54,694

Fair Value Measurements (Details) - Recurring - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	$ 13,954	$ 16,715
Marketable securities - available-for-sale	16,347	27,942
Assets, fair value disclosure	30,301	44,657
Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	13,954	16,715
Marketable securities - available-for-sale	0	0
Assets, fair value disclosure	13,954	16,715
Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	0	0
Marketable securities - available-for-sale	16,347	27,942
Assets, fair value disclosure	16,347	27,942
Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	0	0
Marketable securities - available-for-sale	0	0
Assets, fair value disclosure	$ 0	$ 0

Available-for-Sale-Securities - Schedule of Available-for-Sale Securities Reconciliation (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Debt Securities, Available-for-sale [Line Items]
Cost	$ 30,303	$ 44,662
Gross Unrealized Gains	2	3
Gross Unrealized Losses	(4)	(8)
Estimated Fair Value	30,301	44,657
Corporate debt securities
Debt Securities, Available-for-sale [Line Items]
Cost	14,623	37,791
Gross Unrealized Gains	1	3
Gross Unrealized Losses	(2)	(8)
Estimated Fair Value	14,622	37,786
Commercial paper
Debt Securities, Available-for-sale [Line Items]
Cost	0	1,981
Gross Unrealized Gains	0	0
Gross Unrealized Losses	0	0
Estimated Fair Value	0	1,981
Money market funds
Debt Securities, Available-for-sale [Line Items]
Cost	9,486	4,268
Gross Unrealized Gains	0	0
Gross Unrealized Losses	0	0
Estimated Fair Value	9,486	4,268
Agency bonds
Debt Securities, Available-for-sale [Line Items]
Cost	2,221	0
Gross Unrealized Gains	1	0
Gross Unrealized Losses	0	0
Estimated Fair Value	2,222	0
Treasury bills
Debt Securities, Available-for-sale [Line Items]
Cost	3,460	0
Gross Unrealized Gains	0	0
Gross Unrealized Losses	(2)	0
Estimated Fair Value	3,458	0
Municipal debt securities
Debt Securities, Available-for-sale [Line Items]
Cost	513	622
Gross Unrealized Gains	0	0
Gross Unrealized Losses	0	0
Estimated Fair Value	$ 513	$ 622

Operating Leases - Narrative (Details)	Sep. 30, 2024	Dec. 31, 2023
Leases [Abstract]
Weighted average remaining lease term for operating leases (in years)	1 year	1 year 9 months
Weighted average discount rate for operating leases (percent)	9.625%	9.625%

Fair Value Measurements

9 Months Ended

Sep. 30, 2024

Fair Value Disclosures [Abstract]

Fair Value Measurements

Fair value of financial assets and liabilities that are being measured and reported are defined as the exchange price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants in the principal market at the measurement date (exit price). The Company is required to classify fair value measurements in one of the following categories:

Level 1 inputs are defined as quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date.

Level 2 inputs are defined as inputs other than quoted prices included within Level 1 that are observable for the assets or liabilities, either directly or indirectly.

Level 3 inputs are defined as unobservable inputs for the assets or liabilities.

Financial assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement requires judgment and may affect the valuation of the fair value of assets and liabilities and their placement within the fair value hierarchy levels.

The Company's financial assets and liabilities that were accounted for at fair value on a recurring basis as of September 30, 2024 and December 31, 2023 were as follows (in thousands):


	September 30, 2024								December 31, 2023
	Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3		Total
Assets:
Cash equivalents	$	13,954	$	—	$	—	$	13,954	$	16,715	$	—	$	—	$	16,715
Marketable securities - available-for-sale	—		16,347		—		16,347		—		27,942		—		27,942

	$	13,954	$	16,347	$	—	$	30,301	$	16,715	$	27,942	$	—	$	44,657

The carrying values of cash, cash equivalents, accounts payable and accrued expenses approximate fair value as of September 30, 2024 and December 31, 2023, due to the short maturity nature of these items.

- Definition

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

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 107
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482078/820-10-55-107

Reference 2: http://www.xbrl.org/2003/role/exampleRef
-Topic 820
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-Name Accounting Standards Codification
-Section 55
-Paragraph 100
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482078/820-10-55-100

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
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-Name Accounting Standards Codification
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-Paragraph 2
-Subparagraph (c)(3)
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-Paragraph 2E
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2E

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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-Paragraph 6A
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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-Subparagraph (f)
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-Topic 820
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-Paragraph 6A
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
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-Name Accounting Standards Codification
-Section 50
-Paragraph 6A
-Subparagraph (d)
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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-Paragraph 1
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478119/940-820-50-1

+ Details

Stockholders' Equity - Schedule of Non Vested Restricted Stock (Details) - $ / shares	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Restricted Stock
Restricted Stock Units
Beginning balance (in shares)	125,775
Granted (in shares)	203,800
Vested (in shares)	(99,686)
Forfeited (in shares)	(1,461)
Ending balance (in shares)	228,428
Weighted Average Grant-Date Fair Value
Beginning balance (in dollars per share)	$ 5.86
Granted (in dollars per share)	3.08	$ 3.00
Vested (in dollars per share)	5.22
Forfeited (in dollars per share)	3.51
Ending balance (in dollars per share)	$ 3.67
Restricted stock units
Restricted Stock Units
Beginning balance (in shares)	112,800
Granted (in shares)	205,300
Vested (in shares)	(106,400)
Forfeited (in shares)	(800)
Ending balance (in shares)	210,900
Weighted Average Grant-Date Fair Value
Beginning balance (in dollars per share)	$ 3.37
Granted (in dollars per share)	3.08
Vested (in dollars per share)	3.20
Forfeited (in dollars per share)	3.08
Ending balance (in dollars per share)	$ 3.18

Contingencies (Details) - Lingmed Limited $ in Thousands	Mar. 25, 2024 USD ($)
Loss Contingencies [Line Items]
Litigation settlement, amount awarded to other party	$ 500
Litigation settlement, payment term	30 days
Litigation settlement, future milestone payments	5.00%
Litigation settlement, first milestone payment	$ 250

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

Summary of Significant Accounting Policies (Policies)	9 Months Ended
Summary of Significant Accounting Policies (Policies)	Sep. 30, 2024
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X of the SEC for interim financial information. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, the accompanying Consolidated Financial Statements of the Company and its subsidiaries, which are unaudited, include all normal and recurring adjustments considered necessary to present fairly the Company’s financial position as of September 30, 2024, and the results of its operations and its cash flows for the periods presented. The unaudited consolidated financial statements herein should be read together with the historical consolidated financial statements of the Company for the years ended December 31, 2023 and 2022 included in our 2023 Form 10-K. Operating results for the three and nine months ended September 30, 2024 are not necessarily indicative of the results that may be expected for the year ending December 31, 2024.
Use of Estimates	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 and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements. Estimates also affect the reported amounts of expenses during the reporting period. The Company bases its estimates on historical experience and other assumptions believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. The Company makes critical estimates and assumptions in determining stock-based awards values. Accordingly, actual results could differ from those estimates and assumptions.
Principles of Consolidation	Principles of Consolidation The Consolidated Financial Statements include the accounts of Lisata Therapeutics, Inc. and its wholly owned and majority owned subsidiaries and affiliates. All intercompany activities have been eliminated in consolidation
Foreign Currency Remeasurement	Foreign Currency Remeasurement The Company’s reporting currency is the U.S. Dollar. The functional currency of Lisata Therapeutics Australia Pty Ltd., which is a foreign subsidiary of the Company, is the Australian Dollar. The assets and liabilities of Lisata Therapeutics Australia Pty Ltd. are translated into U.S. Dollars at the exchange rates in effect at each balance sheet date, and the results of operations are translated using the average exchange rates prevailing throughout the reporting period. Adjustments resulting from translating foreign functional currency financial statements into U.S. Dollars are included in the foreign currency translation adjustment, a component of accumulated other comprehensive income (loss) in stockholders' equity.
Cash and Cash Equivalents	Cash and Cash Equivalents Cash and cash equivalents include short-term, highly liquid, investments with maturities of ninety days or less when purchased.
Concentration of Risks	Concentration of Risks The Company is subject to credit risk from its portfolio of cash, cash equivalents and marketable securities. Under its investment policy, the Company limits amounts invested in such securities by credit rating, maturity, industry group, investment type and issuer, except for securities issued by the U.S. government. Cash is held at major banks in the United States and may exceed federally insured limits. The goals of the Company's investment policy, in order of priority, are as follows: safety and preservation of principal and diversification of risk, liquidity of investments sufficient to meet cash flow requirements, and a competitive after-tax rate of return.
Marketable Securities	Marketable Securities The Company determines the appropriate classification of its marketable securities at the time of purchase and reevaluates such designation at each balance sheet date. All of the Company's marketable securities are considered as available-for-sale and carried at estimated fair values and reported in cash equivalents and marketable securities. Unrealized gains and losses on available-for-sale securities are excluded from net income and reported in accumulated other comprehensive income (loss) as a separate component of stockholders' equity. Other income (expense), net, includes interest, dividends, amortization of purchase premiums and discounts, realized gains and losses on sales of securities and other-than-temporary declines in the fair value of securities, if any. The cost of securities sold is based on the specific identification method. The Company regularly reviews all of its investments for other-than-temporary declines in fair value. The Company's review includes the consideration of the cause of the impairment, including the creditworthiness of the security issuers, the number of securities in an unrealized loss position, the severity and duration of the unrealized losses, whether the Company has the intent to sell the securities and whether it is more likely than not that it will be required to sell the securities before the recovery of their amortized cost basis. When the Company determines that the decline in fair value of an investment is below its accounting basis and this decline is other-than-temporary, it reduces the carrying value of the security it holds and records a loss for the amount of such decline.
Property and Equipment	Property and Equipment The cost of property and equipment is depreciated over the estimated useful lives of the related assets. Depreciation is computed on the straight-line method. Repairs and maintenance expenditures that do not extend original asset lives are charged to expense as incurred.
Long-lived Assets	Long-lived Assets Long-lived assets consist of property and equipment. The assets are amortized on a straight-line basis over their respective useful lives. The Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset exceeds the fair value of the asset. If other events or changes in circumstances indicate that the carrying amount of an asset that the Company expects to hold and use may not be recoverable, the Company will estimate the undiscounted future cash flows expected to result from the use of the asset and/or its eventual disposition, and recognize an impairment loss, if any. The impairment loss, if determined to be necessary, would be measured as the amount by which the carrying amount of the assets exceeds the fair value of the assets.
Share-Based Compensation	Share-Based Compensation The Company expenses all share-based payment awards to employees, directors, and consultants, including grants of stock options, warrants, and restricted stock, over the requisite service period based on the grant date fair value of the awards. 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. The Company determines the fair value of option awards using the Black-Scholes option-pricing model which uses both historical and current market data to estimate the fair value. This method incorporates various assumptions such as the risk-free interest rate, expected volatility, expected dividend yield and expected life of the options or warrants. Share-based compensation expense also includes an estimate, which is made at the time of the grant, of the number of awards that are expected to be forfeited. The fair value of the Company’s restricted stock and restricted stock units is based on the closing market price of the Company’s common stock on the date of grant.
Loss Per Share	Loss Per Share Basic loss per share is based on the weighted effect of all common shares issued and outstanding and is calculated by dividing net loss attributable to common stockholders by the weighted average shares outstanding during the period. Diluted loss per share is calculated by dividing net loss attributable to common stockholders by the weighted average number of common shares used in the basic loss per share calculation plus the number of common shares that would be issued assuming conversion of all potentially dilutive securities outstanding. Diluted loss per share is not presented as such potentially dilutive securities are anti-dilutive to losses incurred in all periods presented.
Treasury Stock	Treasury Stock Treasury stock purchases are accounted for under the cost method whereby the entire cost of the acquired stock is recorded as treasury stock. Gains or losses on the subsequent reissuance of shares are credited or charged to additional paid in capital.
Research and Development Costs	Research and Development Costs Research and development (“R&D”) expenses include salaries, benefits, and other headcount related costs, clinical trial and related clinical manufacturing costs, contract and other outside service fees including sponsored research agreements, and facilities and overhead costs. The Company expenses the costs associated with research and development activities when incurred. To further drive the Company’s initiatives, the Company will continue targeting key governmental agencies and not-for-profit organizations to contribute funds for the Company’s research and development programs. The Company accounts for such grants as a deduction to the related expense in research and development operating expenses when earned.
In-process Research and Development Expense	In-process Research and Development Expense Upfront payments that relate to the acquisition of a new drug compound, as well as pre-commercial milestone payments, are immediately expensed as IPR&D in the period in which they are incurred, provided that the new drug compound did not also include processes or activities that would constitute a “business” as defined under U.S. GAAP, the drug has not achieved regulatory approval for marketing and, absent obtaining such approval, has no established alternative future use. The Company accounts for contingent consideration payable upon achievement of certain regulatory, development or sales milestones in such asset acquisitions when the underlying contingency is probable and estimable. Milestone payments made to third parties subsequent to regulatory approval will be capitalized as intangible assets and amortized over the estimated remaining useful life of the related product.
Intangible Assets	The intangible asset is reviewed for potential impairment when events or circumstances indicate that carrying amounts may not be recoverable.
Revenue Recognition	Revenue Recognition The Company evaluates license and collaboration arrangements to determine whether units of account within the arrangement exhibit the characteristics of a vendor and customer relationship. For arrangements and units of account where a customer relationship exists, the Company applies the revenue recognition guidance. The Company recognizes revenue upon the transfer of promised goods or services to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services. To determine revenue recognition for contracts with customers the Company performs the following five steps: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the Company satisfies the performance obligations. At contract inception, the Company assesses the goods or services promised within each contract and assesses whether each promised good or service is distinct and determines those that are performance obligations. The Company then recognizes as revenue the amount of the transaction price that is allocated to the respective performance obligation when (or as) the performance obligation is satisfied. Taxes imposed by governmental authorities on the Company's revenue, such as sales taxes and withholding taxes, are excluded from net revenue. If a license to the Company’s intellectual property is determined to be distinct from the other performance obligations identified in the arrangement, the Company recognizes revenues from non-refundable, upfront fees allocated to the license when the license is transferred to the licensee and the licensee is able to use and benefit from the license. If licenses are bundled with other performance obligations, the Company would utilize judgment to assess the nature of the combined performance obligation to determine whether the combined performance obligation is satisfied over time or at a point in time and, if over time, the appropriate method of measuring progress for purposes of recognizing revenue.
Milestones, Royalties	Milestones At the inception of each arrangement that includes milestone payments (variable consideration), the Company evaluates whether the milestones are considered probable of being reached and estimates the amount to be included in the transaction price using the most likely amount method. If it is probable that a significant revenue reversal would not occur, the associated milestone value is included in the transaction price. Milestone payments that are not within the Company or the Company’s collaboration partner’s control, such as regulatory approvals, are generally not considered probable of being achieved until those approvals are received. The transaction price is then allocated to each performance obligation on a relative stand-alone selling price basis, for which the Company recognizes revenue as or when the performance obligations under the contract are satisfied. At the end of each subsequent reporting period, the Company re-evaluates the probability of achievement of such milestones and any related constraint, and if necessary, adjusts the Company’s estimate of the overall transaction price. Any such adjustments are allocated on a cumulative catch-up basis to satisfied and partially satisfied performance obligations, with the consideration allocated to an ongoing performance obligation being recognized over the period of performance. For the three and nine months ended September 30, 2024 and September 30, 2023, the Company has not recognized revenue related to milestones. Royalties For arrangements that include sales-based royalties, including milestone payments based on the level of sales, and for which the license is deemed to be the predominant item to which the royalties relate, the Company recognizes revenue at the later of (i) when the related sales occur, or (ii) when the performance obligation to which some or all of the royalty has been allocated has been satisfied (or partially satisfied). To date, the Company has not recognized any royalty revenue from any collaborative arrangement.
Leases	The Company has an operating lease for one office which expires in 2025. The Company estimates its incremental borrowing rate at lease commencement to determine the present value of lease payments as most of the Company's leases do not provide an implicit rate of return. The Company recognizes lease expense on a straight-line basis over the lease term. For lease agreements entered into or reassessed after the adoption of ASU No. 2016-02, Leases (Topic 842), the Company elected to account for non-lease components associated with its leases and lease components as a single lease component. The Company's lease includes an option for the Company to extend the lease term and/or sub-lease space in whole or in part.

Available-for-Sale-Securities - Schedule of Classification of Available-for-Sale Securities (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Debt Securities, Available-for-Sale [Abstract]
Cash equivalents	$ 13,954	$ 16,715
Marketable securities	16,347	27,942
Total	$ 30,301	$ 44,657

Available-for-Sale-Securities - Schedule of Available-for-Sale Securities by Contractual Maturity (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Amortized Cost
Less than one year	$ 30,303
Greater than one year	0
Cost	30,303	$ 44,662
Estimated Fair Value
Less than one year	30,301
Greater than one year	0
Total	$ 30,301	$ 44,657

- Definition

Amount of investment in debt security measured at fair value with change in fair value recognized in other comprehensive income (available-for-sale).

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 103
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482078/820-10-55-103

Reference 2: http://www.xbrl.org/2003/role/exampleRef
-Topic 820
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-Name Accounting Standards Codification
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+ Details

The Business	9 Months Ended
The Business	Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
The Business	The Business Overview Lisata Therapeutics, Inc. (together with its subsidiaries, the “Company”) is a clinical-stage pharmaceutical company dedicated to the discovery, development, and commercialization of innovative therapies for the treatment of solid tumors and other major diseases. The Company's investigational product, certepetide (formerly known as LSTA1 or CEND-1), is designed to activate a novel uptake pathway that allows co-administered or tethered (i.e., molecularly bound) anti-cancer drugs to target and penetrate solid tumors more effectively. Certepetide actuates this active transport system in a tumor-specific manner, resulting in systemically co-administered anti-cancer drugs more efficiently penetrating and accumulating in the tumor, while normal tissues are expected to remain unaffected. Certepetide has also been shown to modify the tumor microenvironment (“TME”) by reducing T-regulatory cells and augmenting cytotoxic T cells, thereby making tumors more susceptible to immunotherapies while also inhibiting the metastatic cascade (i.e., the spread of cancer to other parts of the body). The Company and its collaborators have amassed significant non-clinical data demonstrating enhanced delivery of a range of existing and emerging anti-cancer therapies, including chemotherapeutics, immunotherapies, and RNA-based therapeutics. To date, certepetide has also demonstrated favorable safety, tolerability and activity in completed and ongoing clinical trials designed to enhance delivery of standard-of-care chemotherapy for pancreatic cancer. The Company is exploring certepetide as a means to enable a variety of treatment modalities to treat a range of solid tumors more effectively. Currently, certepetide is the subject of several Phase 2 clinical studies being conducted globally in a variety of solid tumor types, including metastatic pancreatic ductal adenocarcinoma (mPDAC), cholangiocarcinoma, appendiceal cancer, colon cancer and glioblastoma multiforme in combination with a variety of anti-cancer regimens. The Company's leadership team has decades of collective biopharmaceutical and pharmaceutical product development experience across a variety of therapeutic categories and at all stages of development from preclinical through to product registration and launch. The Company's goal is to develop and commercialize products that address important unmet medical needs. Basis of Presentation The accompanying unaudited Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X of the SEC for interim financial information. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, the accompanying Consolidated Financial Statements of the Company and its subsidiaries, which are unaudited, include all normal and recurring adjustments considered necessary to present fairly the Company’s financial position as of September 30, 2024, and the results of its operations and its cash flows for the periods presented. The unaudited consolidated financial statements herein should be read together with the historical consolidated financial statements of the Company for the years ended December 31, 2023 and 2022 included in our 2023 Form 10-K. Operating results for the three and nine months ended September 30, 2024 are not necessarily indicative of the results that may be expected for the year ending December 31, 2024. 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 and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements. Estimates also affect the reported amounts of expenses during the reporting period. The Company bases its estimates on historical experience and other assumptions believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. The Company makes critical estimates and assumptions in determining stock-based awards values. Accordingly, actual results could differ from those estimates and assumptions. Principles of Consolidation The Consolidated Financial Statements include the accounts of Lisata Therapeutics, Inc. and its wholly owned and majority owned subsidiaries and affiliates. All intercompany activities have been eliminated in consolidation. Foreign Currency Remeasurement The Company’s reporting currency is the U.S. Dollar. The functional currency of Lisata Therapeutics Australia Pty Ltd., which is a foreign subsidiary of the Company, is the Australian Dollar. The assets and liabilities of Lisata Therapeutics Australia Pty Ltd. are translated into U.S. Dollars at the exchange rates in effect at each balance sheet date, and the results of operations are translated using the average exchange rates prevailing throughout the reporting period. Adjustments resulting from translating foreign functional currency financial statements into U.S. Dollars are included in the foreign currency translation adjustment, a component of accumulated other comprehensive income (loss) in stockholders' equity.

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Sep. 30, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Australia Research and Development Tax Incentive	9 Months Ended
Australia Research and Development Tax Incentive	Sep. 30, 2024
Income Tax Disclosure [Abstract]
Australia Research and Development Tax Incentive	Australia Research and Development Tax Incentive The Company’s Australian subsidiary, which conducts core research and development activities, is eligible to receive a refundable tax incentive between 43.5% to 48.5% (depending upon the income tax rate) for qualified research and development activities. As of September 30, 2024 and December 31, 2023, the Company had $0.2 million and $1.0 million, respectively, recorded as an income tax incentive receivable in prepaid and other current assets in the consolidated balance sheets, as the Company determined that the expenses met the eligibility criteria and the amounts claimed are expected to be received shortly after the related tax returns are filed. On July 26, 2024, the Company's Australian subsidiary received a $0.9 million tax refund from the Australian Taxation Office related to the 2023 tax year.

Property and Equipment (Tables)

9 Months Ended

Sep. 30, 2024

Property, Plant and Equipment [Abstract]

Schedule of Property, Plant and Equipment

The estimated useful lives of property and equipment are as follows:


Furniture and fixtures			10 years
Computer equipment			3 years
Software			3 years
Leasehold improvements			Life of lease

Property and equipment consisted of the following (in thousands):


	September 30, 2024		December 31, 2023

Computer equipment	589		589
Leasehold improvements	72		72
Property and equipment, gross	661		661
Accumulated depreciation	(565)		(486)
Property and equipment, net	$	96	$	175

CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Statement of Comprehensive Income [Abstract]
Net loss	$ (4,930)	$ (5,261)	$ (15,375)	$ (15,475)
Other comprehensive gain (loss):
Available for sale securities - net unrealized gain	12	0	3	1
Cumulative translation adjustment arising during the period	33	(50)	7	(72)
Total other comprehensive gain (loss)	45	(50)	10	(71)
Comprehensive loss attributable to Lisata Therapeutics, Inc. common stockholders	$ (4,885)	$ (5,311)	$ (15,365)	$ (15,546)

- Definition

Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income and other comprehensive income, attributable to parent entity. Excludes changes in equity resulting from investments by owners and distributions to owners.

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Amount after tax and reclassification adjustments of other comprehensive income (loss).

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+ Details

Available-for-Sale-Securities

9 Months Ended

Sep. 30, 2024

Debt Securities, Available-for-Sale [Abstract]

Available-for-Sale-Securities

Available-for-Sale Securities

The following table is a summary of available-for-sale securities recorded in cash and cash equivalents or marketable securities in our Consolidated Balance Sheets (in thousands):


	September 30, 2024								December 31, 2023
	Cost		Gross Unrealized Gains		Gross Unrealized Losses		Estimated Fair Value		Cost		Gross Unrealized Gains		Gross Unrealized Losses		Estimated Fair Value

Corporate debt securities	$	14,623	$	1	$	(2)	$	14,622	$	37,791	$	3	$	(8)	$	37,786
Commercial paper	—		—		—		—		1,981		—		—		1,981
Money market funds	9,486		—		—		9,486		4,268		—		—		4,268
Agency bonds	2,221		1		—		2,222		—		—		—		—
Treasury bills	3,460		—		(2)		3,458		—		—		—		—
Municipal debt securities	513		—		—		513		622		—		—		622
Total	$	30,303	$	2	$	(4)	$	30,301	$	44,662	$	3	$	(8)	$	44,657


	September 30, 2024		December 31, 2023
Cash equivalents	$	13,954	$	16,715
Marketable securities	16,347		27,942
Total	$	30,301	$	44,657

The following table summarizes our portfolio of available-for-sale securities by contractual maturity (in thousands):


	September 30, 2024
	Amortized Cost		Estimated Fair Value
Less than one year	$	30,303	$	30,301
Greater than one year	—		—
Total	$	30,303	$	30,301

Share-Based Compensation

9 Months Ended

Sep. 30, 2024

Share-Based Payment Arrangement [Abstract]

Share-Based Compensation

The Company utilizes share-based compensation in the form of stock options, restricted stock, restricted stock units and warrants. The following table summarizes the components of share-based compensation expense for the three and nine months ended September 30, 2024 and 2023 (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Research and development	$	35	$	103	$	158	$	517
General and administrative	292		203		860		1,048
Total share-based compensation expense	$	327	$	306	$	1,018	$	1,565


	Stock Options		Restricted Stock Units		Warrants		Restricted Stock
Unrecognized compensation cost	$	278	$	121	$	62	$	535
Expected weighted-average period in years of compensation cost to be recognized	1.95		0.49		0.21		1.86

Total fair value of shares vested and the weighted average estimated fair values of shares granted for the nine months ended September 30, 2024 and 2023 were as follows (in thousands):


	Stock Options				Warrants
	Nine Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Total fair value of shares vested	$	204	$	1,001	$	—	$	—
Weighted average estimated fair value of shares granted	$	2.15	$	2.10	$	1.99	$	—

Valuation Assumptions

The fair value of stock options and warrants at the date of grant was estimated using the Black-Scholes option pricing model. The expected volatility is based upon historical volatility of the Company’s stock. The expected term for the options is based upon observation of actual time elapsed between date of grant and exercise of options for all employees. The expected term for the warrants is based upon the contractual term of the warrants.

Property and Equipment

9 Months Ended

Sep. 30, 2024

Property, Plant and Equipment [Abstract]

Property and Equipment

Property and equipment consisted of the following (in thousands):


	September 30, 2024		December 31, 2023

Computer equipment	589		589
Leasehold improvements	72		72
Property and equipment, gross	661		661
Accumulated depreciation	(565)		(486)
Property and equipment, net	$	96	$	175

The Company’s results included depreciation expense of approximately $79 thousand and $89 thousand for the nine months ended September 30, 2024 and 2023, respectively.