0001437749-20-023747 | 10-Q | XBRL Viewer

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Document And Entity Information - shares	9 Months Ended
Document And Entity Information - shares	Sep. 30, 2020	Nov. 09, 2020
Document Information [Line Items]
Entity Registrant Name	ATOSSA THERAPEUTICS, INC.
Entity Central Index Key	0001488039
Trading Symbol	atos
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Entity Current Reporting Status	Yes
Entity Emerging Growth Company	false
Entity Small Business	true
Entity Interactive Data Current	Yes
Entity Common Stock, Shares Outstanding (in shares)		10,492,835
Entity Shell Company	false
Document Type	10-Q
Document Period End Date	Sep. 30, 2020
Document Fiscal Year Focus	2020
Document Fiscal Period Focus	Q3
Amendment Flag	false
Title of 12(b) Security	Common Stock, $0.18 par value

Condensed Consolidated Balance Sheets (Current Period Unaudited) - USD ($)	Sep. 30, 2020	Dec. 31, 2019
Current assets
Cash and cash equivalents	$ 9,105,950	$ 12,581,136
Restricted cash	110,000	110,000
Prepaid expenses	1,484,251	862,344
Research and development tax rebate receivable	439,205	739,656
Other current assets	178,911	26,130
Total current assets	11,318,317	14,319,266
Furniture and equipment, net	25,429	34,350
Intangible assets, net	45,417	68,542
Right-of-use asset	31,279	50,479
Other assets	17,218	17,218
Total Assets	11,437,660	14,489,855
Current liabilities
Accounts payable	682,612	293,171
Accrued expenses	85,173	77,888
Payroll liabilities	752,847	899,420
Lease liability	30,063	39,371
Other current liabilities	14,671	12,892
Total current liabilities	1,565,366	1,322,742
Long term liabilities
Lease liability long term	1,217	11,108
Total Liabilities	1,566,583	1,333,850
Commitments and contingencies (Note 12)
Stockholders' equity
Preferred stock - $0.001 par value; 10,000,000 shares authorized; 623 and 671 shares issued and outstanding as of September 30, 2020 and December 31, 2019, respectively	1	1
Common stock - $0.18 par value; 175,000,000 shares authorized; 10,464,250 and 9,130,984 shares issued and outstanding as of September 30, 2020 and December 31, 2019, respectively	1,883,553	1,643,565
Additional paid-in capital	111,780,197	104,912,480
Accumulated deficit	(104,415,673)	(94,071,040)
Total Stockholders' Equity	9,871,077	13,156,005
Total Liabilities and Stockholders' Equity	11,437,660	14,489,855
Series B Preferred Stock [Member]
Stockholders' equity
Additional paid-in capital - Series B convertible preferred stock	$ 622,999	$ 670,999

Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - $ / shares	Sep. 30, 2020	Dec. 31, 2019
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, authorized (in shares)	10,000,000	10,000,000
Preferred stock, issued (in shares)	623	671
Preferred stock, outstanding (in shares)	623	671
Common stock, par value (in dollars per share)	$ 0.18	$ 0.18
Common stock, authorized (in shares)	175,000,000	175,000,000
Common stock, issued (in shares)	10,464,250	9,130,984
Common stock, outstanding (in shares)	10,464,250	9,130,984

Condensed Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Operating expenses
Research and development	$ 1,659,075	$ 1,684,215	$ 4,250,934	$ 5,747,399
General and administrative	1,849,741	1,613,983	6,130,698	8,901,197
Total operating expenses	3,508,816	3,298,198	10,381,632	14,648,596
Operating loss	(3,508,816)	(3,298,198)	(10,381,632)	(14,648,596)
Other income	17,745	12,284	36,999	26,846
Loss before income taxes	(3,491,071)	(3,285,914)	(10,344,633)	(14,621,750)
Income taxes
Net loss	$ (3,491,071)	$ (3,285,914)	$ (10,344,633)	$ (14,621,750)
Loss per common share - basic and diluted (in dollars per share)	$ (0.34)	$ (0.36)	$ (1.09)	$ (1.77)
Weighted average shares outstanding - basic and diluted (in shares)	10,162,770	9,130,057	9,496,222	8,283,302

Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($)	Preferred Stock [Member] Series B Convertible Preferred Stock [Member]	Preferred Stock Additional Paid-in Capital [Member] Series B Convertible Preferred Stock [Member]	Common Stock [Member]	Common Stock Additional Paid-in Capital [Member]	Retained Earnings [Member]	Total
Balance (in shares) at Dec. 31, 2018	2,379		5,846,552
Balance at Dec. 31, 2018	$ 2	$ 2,378,997	$ 1,052,372	$ 82,204,902	$ (76,831,263)	$ 8,805,010
Issuance of common stock upon warrant exercise (in shares)			2,799,188
Issuance of common stock upon warrant exercise			$ 503,854	10,832,856
Conversion of Series B convertible preferred stock to common stock (in shares)	1,677		(476,431)
Conversion of Series B convertible preferred stock to common stock	$ (1)	(1,676,998)	$ 85,753	1,591,246
Compensation cost for stock options granted				275,833		275,833
Reclassification of stock-based compensation liability upon option cancellation				3,151,944		3,151,944
Net loss					(4,073,307)	(4,073,307)
Conversion of Series B convertible preferred stock to common stock (in shares)	(1,677)		476,431
Balance at Mar. 31, 2019	$ 1	701,999	$ 1,641,979	98,056,781	(80,904,570)	19,496,190
Balance (in shares) at Mar. 31, 2019	702		9,122,171
Balance (in shares) at Dec. 31, 2018	2,379		5,846,552
Balance at Dec. 31, 2018	$ 2	2,378,997	$ 1,052,372	82,204,902	(76,831,263)	$ 8,805,010
Issuance of common stock upon warrant exercise (in shares)						2,800,000
Net loss						$ (14,621,750)
Balance at Sep. 30, 2019	$ 1	670,999	$ 1,643,565	104,156,643	(91,453,013)	15,018,195
Balance (in shares) at Sep. 30, 2019	671		9,130,984
Balance (in shares) at Mar. 31, 2019	702		9,122,171
Balance at Mar. 31, 2019	$ 1	701,999	$ 1,641,979	98,056,781	(80,904,570)	19,496,190
Conversion of Series B convertible preferred stock to common stock (in shares)	26		(7,392)
Conversion of Series B convertible preferred stock to common stock		(26,000)	$ 1,330	24,670
Compensation cost for stock options granted				5,318,796		5,318,796
Net loss					(7,262,529)	(7,262,529)
Conversion of Series B convertible preferred stock to common stock (in shares)	(26)		7,392
Balance at Jun. 30, 2019	$ 1	675,999	$ 1,643,309	103,400,247	(88,167,099)	17,552,457
Balance (in shares) at Jun. 30, 2019	676		9,129,563
Conversion of Series B convertible preferred stock to common stock (in shares)	5		(1,421)
Conversion of Series B convertible preferred stock to common stock		(5,000)	$ 256	4,744
Compensation cost for stock options granted				751,652		751,652
Net loss					(3,285,914)	(3,285,914)
Conversion of Series B convertible preferred stock to common stock (in shares)	(5)		1,421
Balance at Sep. 30, 2019	$ 1	670,999	$ 1,643,565	104,156,643	(91,453,013)	15,018,195
Balance (in shares) at Sep. 30, 2019	671		9,130,984
Balance (in shares) at Dec. 31, 2019	671		9,130,984
Balance at Dec. 31, 2019	$ 1	670,999	$ 1,643,565	104,912,480	(94,071,040)	13,156,005
Compensation cost for stock options granted				687,752		687,752
Net loss					(2,947,420)	(2,947,420)
Balance at Mar. 31, 2020	$ 1	670,999	$ 1,643,565	105,600,232	(97,018,460)	10,896,337
Balance (in shares) at Mar. 31, 2020	671		9,130,984
Balance (in shares) at Dec. 31, 2019	671		9,130,984
Balance at Dec. 31, 2019	$ 1	670,999	$ 1,643,565	104,912,480	(94,071,040)	13,156,005
Net loss						(10,344,633)
Balance at Sep. 30, 2020	$ 1	622,999	$ 1,883,553	111,780,197	(104,415,673)	$ 9,871,077
Common stock issued for option exercises (in shares)						225,000
Balance (in shares) at Sep. 30, 2020	623		10,464,250
Balance (in shares) at Mar. 31, 2020	671		9,130,984
Balance at Mar. 31, 2020	$ 1	670,999	$ 1,643,565	105,600,232	(97,018,460)	$ 10,896,337
Conversion of Series B convertible preferred stock to common stock (in shares)	45		(12,786)
Conversion of Series B convertible preferred stock to common stock		(45,000)	$ 2,301	42,699
Compensation cost for stock options granted				1,036,484		1,036,484
Net loss					(3,906,142)	(3,906,142)
Conversion of Series B convertible preferred stock to common stock (in shares)	(45)		12,786
Issuance of common stock, net of issuance costs (in shares)			160,108
Issuance of common stock, net of issuance costs			$ 28,820	318,807		347,627
Balance at Jun. 30, 2020	$ 1	625,999	$ 1,674,686	106,998,222	(100,924,602)	8,374,306
Balance (in shares) at Jun. 30, 2020	626		9,303,878
Conversion of Series B convertible preferred stock to common stock (in shares)	3		(853)
Conversion of Series B convertible preferred stock to common stock		(3,000)	$ 154	2,846
Compensation cost for stock options granted				663,593		663,593
Net loss					(3,491,071)	(3,491,071)
Conversion of Series B convertible preferred stock to common stock (in shares)	(3)		853
Issuance of common stock, net of issuance costs (in shares)			1,083,531
Issuance of common stock, net of issuance costs			$ 195,036	4,143,635		4,338,671
Balance at Sep. 30, 2020	$ 1	622,999	$ 1,883,553	111,780,197	$ (104,415,673)	9,871,077
Common stock issued for option exercises (in shares)			225,000
Common stock issued for option exercises			$ 40,500	500,600		541,100
Shares withheld related to cashless exercise of options and taxes (in shares)			(149,012)
Shares withheld related to cashless exercise of options and taxes			$ (26,823)	$ (528,699)		$ (555,522)
Balance (in shares) at Sep. 30, 2020	623		10,464,250

Condensed Consolidated Statements of Stockholders' Equity (Unaudited) (Parentheticals) - USD ($)	3 Months Ended
	Sep. 30, 2020	Jun. 30, 2020
Common Stock Additional Paid-in Capital [Member]
Issuance costs		$ 178,545
Issuance costs	$ 135,157

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$ (10,344,633)	$ (14,621,750)
Adjustments to reconcile net loss to net cash used in operating activities
Compensation cost for stock options granted	2,387,829	6,346,281
Disposal of assets	4,149	5,806
Depreciation and amortization	37,265	40,289
Change in fair value of stock-based compensation liability		1,741,919
Changes in operating assets and liabilities:
Prepaid expenses	(621,907)	79,791
Research and development tax rebate receivable	300,451	(50,882)
Other assets	(152,781)	28,878
Accounts payable	389,441	148,102
Accrued expenses	7,285	(165,343)
Payroll liabilities	(146,573)	48,398
Other current liabilities	1,779	(21,524)
Net cash used in operating activities	(8,137,695)	(6,420,035)
CASH FLOWS FROM INVESTING ACTIVITY
Purchase of furniture and equipment	(9,367)	(7,625)
Net cash used in investing activities	(9,367)	(7,625)
CASH FLOWS FROM FINANCING ACTIVITY
Proceeds from issuance of common stock, net of issuance costs	4,686,298
Payment of taxes related to net-exercise of employee stock options	(14,422)
Proceeds from exercise of warrants	0	11,336,710
Net cash provided by financing activities	4,671,876	11,336,710
NET (DECREASE) INCREASE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH	(3,475,186)	4,909,050
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, BEGINNING BALANCE	12,691,136	10,490,493
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, ENDING BALANCE	9,215,950	15,399,543
SUPPLEMENTAL DISCLOSURES
Cash and cash equivalents	9,105,950	15,289,543
Restricted cash	110,000	110,000
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, ENDING BALANCE	9,215,950	15,399,543
NONCASH INVESTING AND FINANCING ACTIVITIES
Reclassification of stock-based liability awards to equity upon cancellation		3,151,944
Common stock issued upon cashless exercise of stock options	541,100
Conversion of Series B convertible preferred stock to common stock	$ 48,000	$ 1,707,999

Note 1 - Nature of Operations	9 Months Ended
Note 1 - Nature of Operations	Sep. 30, 2020
Notes to Financial Statements
Nature of Operations [Text Block]	NOTE 1: NATURE OF OPERATIONS On January 6, 2020, we changed our corporate name from Atossa Genetics Inc. to Atossa Therapeutics, Inc. Atossa Therapeutics, Inc. (the “Company”) was incorporated on April 30, 2009, in the State of Delaware. The Company was initially formed to develop and market medical devices, laboratory tests and therapeutics to address breast health conditions. The Company's fiscal year ends on December 31. The Company is currently focused on development of its pharmaceuticals for the treatment of the novel coronavirus ("COVID- 19" ), breast cancer and other breast conditions. Impact of the Novel Coronavirus The continued spread of the COVID- 19 pandemic is affecting the United States and global economies and may affect the Company's operations and those of third parties on which the Company relies, including causing possible disruptions in the supply of the Company's Endoxifen, AT- H201, AT- 301 and the conduct of current and future clinical trials. In addition, the COVID- 19 pandemic may affect the operations of the U.S. Food and Drug Administration and other health authorities including similar entities/agencies in Sweden and Australia, which could result in delays in meetings, reviews and approvals. The evolving COVID- 19 pandemic could also directly or indirectly impact the pace of enrollment in the Company's clinical trials for at least the next several months and possibly longer as patients may avoid or may not be able to travel to healthcare facilities and physicians' offices except for a health emergency. Such facilities and offices may also be required to focus limited resources on non-clinical trial activities, including treatment of COVID- 19 patients, and may not be available, in whole or in part, for clinical trial activities related to the Company's products under development. Additionally, while the potential economic impact brought by, and the duration of, the COVID- 19 pandemic is difficult to assess or predict, the impact of the COVID- 19 pandemic on the global financial markets may reduce the Company's ability to access capital, which could negatively impact the Company's short-term and long-term liquidity. The ultimate impact of the COVID- 19 pandemic is highly uncertain and subject to change. The Company does not yet know the full extent of potential delays or impacts on its business, financing or clinical trial activities or on healthcare systems or the global economy as a whole. However, these effects could have a material adverse impact on the Company's liquidity, capital resources, operations, financial position and business and those of the third parties on which we rely. As of September 30, 2020, the Company has not experienced any delay in drug supply for its ongoing and planned clinical studies, including studies of Endoxifen, AT- 301 and AT- H201. Currently, enrollment is open in Australia for the Endixofen Window of Opportunity study for which enrollment continues to be slow due in part to disruption caused by COVID- 19. The Company anticipates commencing the Mammographic Breast Density (“MBD”) Endoxifen trial in the fourth quarter of 2020. The Company opened enrollment in the AT- 301 trial during the third quarter of 2020 and completed enrollment in the fourth quarter 2020. We anticipate receiving regulatory approval to commence the initial clinical study of one of the components of AT- H201 in the first quarter of 2021. The Company will continue to monitor future enrollment in studies for potential restrictions on site visits, mammograms or the impositions of new restrictions on trials as a result of the COVID- 19 pandemic. In response to the Coronavirus pandemic, the Coronavirus Aid, Relief and Economic Security Act (“CARES Act”) was signed into law on March 27, 2020. The CARES Act, among other things, includes provisions related to refundable payroll tax credits, deferment of employer side social security payments, net operating loss utilization and carryback periods, modifications to the net interest deduction limitations, increased limitations on qualified charitable contributions, and technical corrections to tax depreciation methods for qualified improvement property. The CARES Act had no material impact on the Company's income tax provision for the three and nine months ended September 30, 2020. The Company continues to examine the elements of the CARES Act and the impact it may have on its financial position, results of operations and cash flows.

Note 2 - Going Concern	9 Months Ended
Note 2 - Going Concern	Sep. 30, 2020
Notes to Financial Statements
Substantial Doubt about Going Concern [Text Block]	NOTE 2: GOING CONCERN The Company has incurred net losses and negative operating cash flows since inception. For the nine months ended September 30, 2020, the Company recorded a net loss of approximately $10.3 million and used approximately $8.1 million of cash in operating activities. As of September 30, 2020, the Company had approximately $9.1 million in cash and cash equivalents and working capital of approximately $9.8 million. The Company has not yet established an ongoing source of revenue sufficient to cover its operating costs and is currently expending funds in research and development activities that are expected to continue to require funding. Management believes the currently available funding will only be sufficient to finance the Company's operations for six to ten months from the date these condensed consolidated financial statements are filed with the SEC depending on the timing and extent of the Company's clinical trials. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. As the Company is currently not generating revenues, continued timely expenditures on trials is important to bring its product(s) to market as soon as possible. Management's plans to obtain such resources for the Company include obtaining capital from the sale of its equity securities, entering into strategic partnership arrangements, potential exercise of outstanding warrants, and short-term borrowings from banks, stockholders or other related parties, if needed. The Company can give no assurances that any additional capital that it is able to obtain, if any, will be sufficient to meet its needs, or that any such capital will be obtained on acceptable terms. The continued spread of COVID- 19 and uncertain market conditions may limit the Company's ability to access capital. If the Company is unable to obtain adequate capital, the Company may be required to reduce the scope, delay, or eliminate some or all of its planned commercial activities. These conditions, in the aggregate, raise substantial doubt as to the Company's ability to continue as a going concern. The accompanying condensed consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts and classification of liabilities should the Company be unable to continue as a going concern.

Note 3 - Summary of Accounting Policies	9 Months Ended
Note 3 - Summary of Accounting Policies	Sep. 30, 2020
Notes to Financial Statements
Basis of Presentation and Significant Accounting Policies [Text Block]	NOTE 3: SUMMARY OF ACCOUNTING POLICIES Basis of Presentation The accompanying condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and with the instructions to Form 10 -Q and Rule 10 - 01 of Regulation S- X. They do not include all information and notes required by GAAP for complete financial statements. However, except as disclosed herein, there has been no material change in the information disclosed in the Notes to Consolidated Financial Statements included in the Annual Report on Form 10 -K of the Company for the year ended December 31, 2019. The year-end condensed consolidated balance sheet presented was derived from audited consolidated financial statements, but does not include all disclosures required by GAAP. In the opinion of management, all adjustments (including normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three and nine months ended September 30, 2020, are not necessarily indicative of the results that may be expected for the year ending December 31, 2020. Use of Estimates The preparation of financial statements in conformity with 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 financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates. Research and Development Expense Research and development ("R&D") costs are generally expensed as incurred. R&D expenses include, for example, manufacturing expenses for our drugs under development, expenses associated with clinical trials and associated salaries and benefits. R&D expenses also include an estimated allocation of the CEO's salary and related benefits including non-cash stock-based compensation expense based on time devoted to R&D. Recently Adopted Accounting Pronouncements On January 1, 2020, the Company adopted Accounting Standards Update ("ASU") No. 2018 - 13, Fair Value Measurement (Topic 820 ): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement , to improve the effectiveness of disclosures. The amendments remove, modify, and add certain disclosure requirements in Topic 820, “Fair Value Measurement.” The amendments on changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively for only the most recent interim or annual period presented in the initial fiscal year of adoption. All other amendments should be applied retrospectively to all periods presented upon their effective date. The adoption had no impact on the Company's condensed consolidated financial statements.

Note 4 - Restricted Cash	9 Months Ended
Note 4 - Restricted Cash	Sep. 30, 2020
Notes to Financial Statements
Restricted Assets Disclosure [Text Block]	NOTE 4: RESTRICTED CASH The Company's restricted cash balance of $110,000 as of September 30, 2020 and December 31, 2019, respectively, consists entirely of cash pledged as security for the Company's issued commercial credit cards.

Note 5 - Prepaid Expenses

9 Months Ended

Sep. 30, 2020

Notes to Financial Statements

Prepaid Expenses [Text Block]

NOTE

PREPAID EXPENSES

Prepaid expenses consisted of the following:

	As of September 30,		As of December 31,
	2020		2019
Prepaid research and development	$	1,176,042	$	507,733
Prepaid insurance		63,703		222,476
Professional services		199,002		108,850
Financial exchange fees		10,750		-
Retainer and security deposits		14,218		14,218
Prepaid rent		8,976		4,275
Other		11,560		4,792
Total prepaid expenses	$	1,484,251	$	862,344

Note 6 - Research and Development Tax Rebate Receivable	9 Months Ended
Note 6 - Research and Development Tax Rebate Receivable	Sep. 30, 2020
Notes to Financial Statements
Research and Development Tax Rebate Receivable [Text Block]	NOTE 6: RESEARCH AND DEVELOPMENT TAX REBATE RECEIVABLE On May 23, 2017, Atossa formed a wholly-owned subsidiary in Australia called Atossa Genetics AUS Pty Ltd. The purpose of this subsidiary is to perform R&D activities including our Phase 1 and Phase 2 Endoxifen and COVID- 19 clinical trials. Australia offers an R&D cash rebate of $0.435 per dollar spent on qualified R&D activities incurred in the country. During the nine months ended September 30, 2020 and 2019, the Company recorded a rebate receivable of approximately $439,000 and $398,000, respectively, related to qualified R&D activities incurred. At September 30, 2020 and December 31, 2019, we had a total R&D rebate receivable of $439,205 and $739,656, respectively.

Note 7 - Payroll Liabilities

9 Months Ended

Sep. 30, 2020

Notes to Financial Statements

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

NOTE

PAYROLL LIABILITIES

Payroll liabilities consisted of the following:

	As of September 30,		As of December 31,
	2020		2019
Accrued bonuses	$	498,359	$	646,064
Accrued vacation		162,798		170,820
Accrued payroll		91,690		82,536
Total payroll liabilities	$	752,847	$	899,420

Note 8 - Stockholders' Equity	9 Months Ended
Note 8 - Stockholders' Equity	Sep. 30, 2020
Notes to Financial Statements
Stockholders' Equity Note Disclosure [Text Block]	NOTE 8: STOCKHOLDERS' EQUITY The Company is authorized to issue a total of 185,000,000 shares of stock consisting of 175,000,000 shares of common stock, par value $0.18 per share, and 10,000,000 shares of preferred stock, par value $0.001 per share. The Company has designated 750,000 shares of Series A junior participating preferred stock, par value $0.001 per share, 4,000 shares of Series A convertible preferred stock, par value $0.001 per share, and 25,000 shares of Series B convertible preferred stock, par value $0.001 per share, through the filings of certificates of designation with the Delaware Secretary of State. No shares of Series A junior participating preferred stock and no shares of Series A convertible preferred stock are issued and outstanding as of September 30, 2020 and December 31, 2019. Equity Distribution Agreements On February 7, 2020, Atossa Therapeutics, Inc. entered into an equity distribution agreement with Oppenheimer & Co. Inc., acting as sales agent relating to the “at-the-market” (the "Oppenheimer ATM") offering and sale by Atossa of common shares, par value $0.18 per share, having an aggregate gross sales price of up to $5,000,000. Sales of the shares were made at Atossa's sole discretion and by means of ordinary brokers' transactions through the facilities of the Nasdaq Capital Market at market prices, in block transactions or as otherwise agreed between Atossa and Oppenheimer. The distribution agreement provided that Oppenheimer was entitled to a commission of 3.0% of the gross offering proceeds of the shares sold pursuant to the distribution agreement and reimbursement for certain specified expenses. Atossa had no obligation to offer or sell any shares under the agreement, and could at any time suspend offers and sales under the agreement. Oppenheimer could also suspend or terminate the offering of shares being made through them upon proper notice to the Company. During the three and nine months ended September 30, 2020 the Company sold shares of common stock under the Oppenheimer ATM of 1,083,531 and 1,243,639, respectively, for net proceeds of $4,338,671 and $4,686,298, respectively. Total issuance costs during the three and nine months ended September 30, 2020 were $135,157 and $313,702, respectively. On July 29, 2020, the Company completed selling all shares available under the Oppenheimer ATM with total aggregate gross proceeds to the Company of $5,000,000. On September 25, 2020, Atossa Therapeutics, Inc. entered into an equity distribution agreement with Maxim Group, LLC., acting as sales agent relating to the "at-the-market" offering and sale by Atossa of common shares, par value $0.18 per share, having an aggregate gross sales price of up to $10,000,000. Sales of the shares, if any, will be made at Atossa's sole discretion and by means of ordinary brokers' transactions through the facilities of the Nasdaq Capital Market at market prices, in block transactions or as otherwise agreed between Atossa and Maxim. The distribution agreement provides that Maxim will be entitled to a commission of 3.0% of the gross offering proceeds of the shares sold pursuant to the distribution agreement and reimbursement for certain specified expenses. Atossa has no obligation to offer or sell any shares under the agreement, and may at any time suspend offers and sales under the agreement. Maxim could also suspend or terminate the offering of common stock being made through them upon proper notice to the Company. As of September 30, 2020, no shares have been sold under this distribution agreement. Warrants As of September 30, 2020, 1,070,028 warrants to purchase shares of common stock were outstanding. The warrants have an exercise price of $4.05 and expire on May 30, 2022. There were no warrant exercises during the three and nine months ended September 30, 2020. For the nine months ended September 30, 2019, the Company received approximately $11.3 million from exercises of the warrants. As a result of the warrant exercises, the Company cancelled approximately 2.8 million warrants and issued approximately 2.8 million shares of common stock. No warrants were exercised for the three months ended September 30, 2019. Conversion of Series B Convertible Preferred Stock During the three and nine months ended September 30, 2020, certain holders of the Series B convertible preferred stock exercised their conversion option and converted an aggregate of 3 and 48 shares, respectively, into 853 and 13,639 shares of the Company's common stock. During the three and nine months ended September 30, 2019, certain holders of the Series B convertible preferred stock exercised their conversion option and converted an aggregate of 5 and 1,708 shares of preferred stock, respectively, into 1,421 and 485,244 shares, respectively, based on the conversion ratio of approximately 284 shares of common stock for each share of Series B convertible preferred stock.

Note 9 - Net Loss Per Share

9 Months Ended

Sep. 30, 2020

Notes to Financial Statements

Earnings Per Share [Text Block]

NOTE

NET LOSS PER SHARE

Basic net loss per common share is computed by dividing net loss attributable to common stockholders by the weighted average number of common shares outstanding. In addition, in computing the dilutive effect of convertible securities, the numerator is adjusted to add back any convertible preferred dividends. Diluted net loss per common share is computed by dividing net loss attributable to common stockholders by the weighted average number of common shares that would have been outstanding during the period assuming the issuance of common shares for all potential dilutive common shares outstanding. Potential common shares consist of potential future exercises of outstanding stock options and common stock warrants. Because the inclusion of potential common shares would be anti-dilutive for all periods presented, they have been excluded from the calculation.

The following table summarizes the Company's calculation of net loss per common share:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2020			2019			2020			2019
Numerator
Net loss attributable to common shareholders	$	(3,491,071	)	$	(3,285,914	)	$	(10,344,633	)	$	(14,621,750	)
Denominator
Weighted average common shares outstanding used to compute net loss per share, basic and diluted		10,162,770			9,130,057			9,496,222			8,283,302
Net loss per share of common stock, basic and diluted:	$	(0.34	)	$	(0.36	)	$	(1.09	)	$	(1.77	)

The following table sets forth the number of potential common shares excluded from the calculation of net loss per diluted share, because including them would be anti-dilutive:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Options to purchase common stock		7,158,387		4,348,383		5,825,082		2,572,413
Series B convertible preferred stock		177,562		191,543		183,544		281,015
Warrants to purchase common stock		1,070,028		1,070,028		1,070,028		1,828,085
		8,405,977		5,609,954		7,078,654		4,681,513

Note 10 - Income Taxes	9 Months Ended
Note 10 - Income Taxes	Sep. 30, 2020
Notes to Financial Statements
Income Tax Disclosure [Text Block]	NOTE 10: INCOME TAXES Deferred income tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial reporting and tax bases of assets and liabilities and are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, are not expected to be realized. As a result of the Company's cumulative losses, management has concluded that a full valuation allowance against the Company's net deferred tax assets is appropriate. No income tax liabilities existed as of September 30, 2020 and December 31, 2019, due to the Company's continuing operating losses.

- Definition

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

+ References + Details

Note 11 - Concentration of Credit Risk	9 Months Ended
Note 11 - Concentration of Credit Risk	Sep. 30, 2020
Notes to Financial Statements
Concentration Risk Disclosure [Text Block]	NOTE 11: CONCENTRATION OF CREDIT RISK Financial instruments that potentially subject the Company to concentration of credit risk consist principally of cash deposits. Accounts at each institution are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $250,000. At September 30, 2020 and December 31, 2019, the Company had $8,032,950 and $12,316,429 in excess of the FDIC insured limit, respectively.

Note 12 - Commitments and Contingencies	9 Months Ended
Note 12 - Commitments and Contingencies	Sep. 30, 2020
Notes to Financial Statements
Commitments and Contingencies Disclosure [Text Block]	NOTE 12: COMMITMENTS AND CONTINGENCIES Lease Commitments The Company evaluates all contractual agreements at inception to determine if they contain a lease. Lease liabilities are measured at present value of lease payments not yet paid, using a discounted cash flow model that requires the use of a discount rate, or incremental borrowing rate. The Company's operating lease assets consist of an office lease and a copier system lease. In May 2020, we amended our office lease and extended the expiration from August 31, 2020 to February 28, 2021. This amendment increased our right of use asset and lease liability by approximately $20,200 . Our copier system lease expires in October of 2021. None of our leases contain options to extend. Total operating lease expense for the three and nine months ended September 30, 2020 and 2019, was approximately $14,200 and $14,700, respectively and $46,300 and $44,100, respectively, and variable lease payments of taxes and insurance were immaterial. As of September 30, 2020, the weighted average remaining lease term was approximately 7.0 months and the weighted average discount rate of our operating leases was 11.3%. As of September 30, 2020, the future minimum lease payments are approximately $14,200 and $19,400 for 2020 and 2021, respectively. These payments are reported in the condensed consolidated balance sheets at September 30, 2020 and 2019, net of imputed interest of approximately $2,300 and $13,000, respectively. The cash paid for amounts included in the measurement of operating lease liabilities for the three and nine months ended September 30, 2020 was approximately $12,900 and $42,300, respectively and $13,900 and $42,700, respectively for September 30, 2019. Litigation and Contingencies We are subject to legal proceedings and claims that arise in the normal course of business. We believe these matters are either without merit or of a kind that should not have a material effect, individually or in the aggregate, on our financial position, results of operations or cash flows.

Note 13 - Stock Based Compensation

9 Months Ended

Sep. 30, 2020

Notes to Financial Statements

Share-based Payment Arrangement [Text Block]

NOTE

13:

STOCK BASED COMPENSATION

Stock Option and Incentive Plan

March

24,

2020,

the Board of Directors approved the adoption of the

2020

Stock Incentive Plan (the

"2020

Plan”) to provide for the grant of equity-based awards to employees, officers, non-employee directors and other key persons providing services to the Company.

awards

may

be granted under the

2020

Plan after the date that is

years from the date of stockholder approval. An aggregate of

3,000,000

shares were initially reserved for issuance in connection with awards granted under the

2020

Plan.

September 28, 2010,

the Board of Directors approved the adoption of the

2010

Stock Option and Incentive Plan (the

"2010

Plan”) to provide for the grant of equity-based awards to employees, officers, non-employee directors and other key persons providing services to the Company. Awards of incentive options

may

be granted under the

2010

Plan until

September 2020.

An aggregate of

5,556

shares were initially reserved for issuance in connection with awards granted under the

2010

Plan and on

May 18, 2016,

an additional

11,111

shares were reserved for issuance under the

2010

Plan. On

May 9, 2018,

the stockholders approved an additional

125,000

shares for issuance under the

2010

Plan. On

April 12, 2018,

the stockholders approved an additional

500,000

shares for issuance under the

2010

Plan. On

May 16, 2019

the stockholders approved an additional

3,600,000

shares.

The following table presents the automatic additions to the

2010

Plan since inception pursuant to the “evergreen” terms of the

2010

Plan:

January 1,	Number of shares
2012		2,502
2013		2,871
2014		4,128
2015		5,463
2016		7,257
2017		12,623
2018		106,076
2019		233,862
2020		365,239
Total additional shares		740,021

The Company granted options to purchase

225,000

and

3,140,000

shares of common stock during the

three

and

nine

months ended

September

30,

2020,

respectively, and

and

3,565,000

for the

three

and

nine

months ended

September

30,

2019,

respectively. There were

225,000

options exercised during the

three

and

nine

months ended

September

30,

2020

at an average exercise price of

$2.40

options were exercised during the

three

and

nine

months ended

September

30,

2019.

There are

670,000

shares available for grant under the

2020

Plan as of

September 30, 2020.

Included in the

2020

options granted above, the Company granted the following stock options (the

“2020

Performance Options”) to executives of the Company: (i) to the Chairman of the Board, President and Chief Executive Officer, an option to purchase

1,500,000

shares of Company common stock,

195,000

of which were granted under the Company's

2010

Plan and

1,305,000

of which were granted under the Company's

2020

Plan; and (ii) to the Chief Financial Officer, General Counsel and Secretary, an option to purchase

590,000

shares of Company common stock,

195,000

of which were granted under the

2010

Plan and

395,000

of which were granted under the

2020

Plan.

The

2020

Performance Options have an exercise price equal to fair market value of the Company's common stock on the date of grant which was

$1.48

per share. The

2020

Performance Options vest quarterly over

two

years; however, vesting shall accelerate with respect to

50%

of any unvested options granted under the

2020

Plan upon U.S. Federal Drug Administration ("FDA") approval of certain therapies. The

2020

Performance Options are subject to the option agreements and employment agreements with the executives.

The fair value of the stock options granted for the

nine

months ended

September

30,

2020

and

2019

was calculated using the Black-Scholes option-pricing model applying the following assumptions:

	Period ended September 30,
	2020		2019
Risk-free interest rate		0.28% - 0.47%		2.16% - 2.20%
Expected term	4.50-6.18 years		5.00-5.94 years
Dividend yield		-		-
Expected volatility		103% - 129%		107% - 126%

Compensation costs associated with the Company's stock options are recognized, based on the grant-date fair values of these options, over the requisite service period, or vesting period. Accordingly, the Company recognized stock-based compensation expense of

$663,593

and

$2,387,829

for the

three

and

nine

months ended

September

30,

2020,

respectively, and

$751,652

and

$6,346,281

for the

three

and

nine

months ended

September 30, 2019,

respectively, (excluding the liability options discussed below). Compensation cost is recognized in the following captions in the condensed consolidated statements of operations.

	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
General and administrative	$	489,853	$	510,398	$	1,675,414	$	4,136,727
Research and development		173,740		241,254		712,415		2,209,554
Total stock compensation expense	$	663,593	$	751,652	$	2,387,829	$	6,346,281

Options issued and outstanding as of

September

30,

2020,

under the

2020

and

2010

Plans and their activities during the

nine

months then ended are as follows:

	Number of Underlying Shares		Weighted- Average Exercise Price Per Share		Weighted- Average Contractual Life Remaining in Years		Aggregate Intrinsic Value
Outstanding as of January 1, 2020		4,308,383	$	3.44		-	$	651,000
Granted		3,140,000		1.79		-		449,600
Exercised		(225,000)		2.40		-		297,250
Forfeited		(143,552)		1.87		-		272,000
Expired		-		-		-		-
Outstanding as of September 30, 2020		7,079,831		2.77		8.85	$	5,629,600
Exercisable as of September 30, 2020		4,332,821		3.34		8.42	$	3,616,727
Vested and expected to vest		7,079,831	$	2.77		8.85	$	5,629,600

September

30,

2020,

there were

2,747,010

unvested options outstanding and the related unrecognized total compensation cost associated with these options was approximately

$3,928,067.

This expense is expected to be recognized over a weighted-average period of

1.92

years.

Liability Options

June 27, 2018,

the Company granted

2,300,000

options to the Chief Executive Officer (CEO) and

700,000

to the Chief Financial Officer (CFO) (the "Liability Options"). Each option was exercisable for an equivalent number of shares of the Company's common stock. The Liability Options were granted pursuant to an option award agreement and were granted outside the Company's

2010

Plan; however, they were subject to the terms and conditions of the

2010

Plan. On

January 13, 2019,

the Liability Options were cancelled.

Compensation costs associated with the Liability Options were initially recognized, based on the grant-date fair values of these options, over the requisite or vesting period for time-based options or when it is probable the performance criteria were achieved for options that vest based on performance. Compensation cost was remeasured each period based on the market value of our underlying stock until award vesting or settlement.

At the time of cancellation, the fair value of Liability Options at

January 13, 2019,

was calculated using the Black-Scholes option-pricing model applying the following assumptions:

	January 13,
	2019
Risk-free interest rate		2.53	%
Expected term (in years)		4.50 - 5.00
Stock price	$	1.36
Dividend yield		-	%
Expected volatility		121.0 - 123.0	%

As a result of the cancellation of these options in the

first

quarter of

2019,

the Company recognized all remaining unrecognized compensation expense related to these options of

$1,741,919,

which was included in the following captions in the condensed consolidated statements of operations for the

three

months ended

March 31, 2019

and the

nine

months ended

September

30,

2019:

General and administrative	$	1,074,183
Research and development		667,736
Total stock compensation expense	$	1,741,919

Also on

January 13, 2019,

at the same time the Liability Options were cancelled, the Company awarded a new option to the CEO to purchase

2,300,000

shares of common stock and a new option to the CFO to purchase

800,000

shares of common stock (the

“2019

Options”). The

2019

Options: (i) have an exercise price equal to the fair market value of common stock on the date of board of director approval which was

$1.36

per share, (ii) do

not

contain a net cash exercise provision, (iii) are awarded pursuant to the terms and conditions of the

2010

Plan as amended by the Board of Directors on

January 13, 2019,

to include shares issuable upon exercise of the

2019

Options and other changes to the

2010

Plan so that the

2019

Options do

not

conflict with the

2010

Plan (the “Amended Plan”), (iv) vest and are exercisable in accordance with the vesting schedule related to the

2018

Liability Options; provided, however, that the

2019

Options are

not

exercisable unless and until the Company's stockholders approve the Amended Plan to increase the authorized number of shares available for grant under the Plan and (v) are subject to and conditioned upon the

2019

Option Agreements with the optionees and the employment agreements with the optionees.

The above actions were unanimously approved by the disinterested members of the Board of Directors. The above actions were intended to eliminate the Company's potential liability associated with the net cash exercise provision of the Liability Options, and to allow the stockholders of the Company the opportunity to vote on the Amended Plan, which includes shares issuable upon exercise of the

2019

Options. On

May 16, 2019,

the stockholders approved the Amended Plan and thereby approved the issuance of the

2019

Options.

Accounting Treatment

Awards offered under a plan that are subject to shareholder approval are

not

considered granted under GAAP until the approval is obtained, unless such approval is essentially a formality (or perfunctory). For example, if management and board members control sufficient votes to approve the plan, the vote

may

be considered perfunctory. As management and the Company's Board of Directors did

not

control enough votes to approve the

2019

Options, the

2019

Options were

not

deemed granted under Accounting Standards Codification ("ASC")

718.

Cancellation of an award that is

not

accompanied by the concurrent grant are accounted for as a repurchase for

consideration. Accordingly, any previously unrecognized compensation cost is recognized at the cancellation date. On

January 13, 2019,

as noted above, upon cancellation of the Liability Options the Company recognized

$1,741,919

of unrecognized compensation cost related to the

2018

Liability Options. Additionally, the fair value of the stock-based compensation liability of

$3,151,944

was reclassified to additional-paid in capital on the cancellation date. Shareholder approval was obtained on

May

16,

2019,

which was determined to be the grant date for the

2019

Options, and the Company remeasured and recorded the

2019

Options as a new grant under ASC

718

during the quarter ended

June 30, 2019.

The Company recorded

$4,959,277

in the

second

quarter of

2019

for the

2019

Options granted to the executives.

Note 14 - Subsequent Event	9 Months Ended
Note 14 - Subsequent Event	Sep. 30, 2020
Notes to Financial Statements
Subsequent Events [Text Block]	NOTE 14: SUBSEQUENT EVENT In October and November 2020, the Company sold a total of 84,016 shares of common stock under the ATM with Maxim for proceeds of $135,400, net of sale commissions of $4,188.

Significant Accounting Policies (Policies)	9 Months Ended
Significant Accounting Policies (Policies)	Sep. 30, 2020
Accounting Policies [Abstract]
Basis of Accounting, Policy [Policy Text Block]	Basis of Presentation The accompanying condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and with the instructions to Form 10 -Q and Rule 10 - 01 of Regulation S- X. They do not include all information and notes required by GAAP for complete financial statements. However, except as disclosed herein, there has been no material change in the information disclosed in the Notes to Consolidated Financial Statements included in the Annual Report on Form 10 -K of the Company for the year ended December 31, 2019. The year-end condensed consolidated balance sheet presented was derived from audited consolidated financial statements, but does not include all disclosures required by GAAP. In the opinion of management, all adjustments (including normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three and nine months ended September 30, 2020, are not necessarily indicative of the results that may be expected for the year ending December 31, 2020.
Use of Estimates, Policy [Policy Text Block]	Use of Estimates The preparation of financial statements in conformity with 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 financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates.
Research and Development Expense, Policy [Policy Text Block]	Research and Development Expense Research and development ("R&D") costs are generally expensed as incurred. R&D expenses include, for example, manufacturing expenses for our drugs under development, expenses associated with clinical trials and associated salaries and benefits. R&D expenses also include an estimated allocation of the CEO's salary and related benefits including non-cash stock-based compensation expense based on time devoted to R&D.
New Accounting Pronouncements, Policy [Policy Text Block]	Recently Adopted Accounting Pronouncements On January 1, 2020, the Company adopted Accounting Standards Update ("ASU") No. 2018 - 13, Fair Value Measurement (Topic 820 ): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement , to improve the effectiveness of disclosures. The amendments remove, modify, and add certain disclosure requirements in Topic 820, “Fair Value Measurement.” The amendments on changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively for only the most recent interim or annual period presented in the initial fiscal year of adoption. All other amendments should be applied retrospectively to all periods presented upon their effective date. The adoption had no impact on the Company's condensed consolidated financial statements.

Note 5 - Prepaid Expenses (Tables)

9 Months Ended

Sep. 30, 2020

Notes Tables

Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Table Text Block]

	As of September 30,		As of December 31,
	2020		2019
Prepaid research and development	$	1,176,042	$	507,733
Prepaid insurance		63,703		222,476
Professional services		199,002		108,850
Financial exchange fees		10,750		-
Retainer and security deposits		14,218		14,218
Prepaid rent		8,976		4,275
Other		11,560		4,792
Total prepaid expenses	$	1,484,251	$	862,344

Note 7 - Payroll Liabilities (Tables)

9 Months Ended

Sep. 30, 2020

Notes Tables

Schedule of Accrued Liabilities [Table Text Block]

	As of September 30,		As of December 31,
	2020		2019
Accrued bonuses	$	498,359	$	646,064
Accrued vacation		162,798		170,820
Accrued payroll		91,690		82,536
Total payroll liabilities	$	752,847	$	899,420

Note 9 - Net Loss Per Share (Tables)

9 Months Ended

Sep. 30, 2020

Notes Tables

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

	Three Months Ended September 30,						Nine Months Ended September 30,
	2020			2019			2020			2019
Numerator
Net loss attributable to common shareholders	$	(3,491,071	)	$	(3,285,914	)	$	(10,344,633	)	$	(14,621,750	)
Denominator
Weighted average common shares outstanding used to compute net loss per share, basic and diluted		10,162,770			9,130,057			9,496,222			8,283,302
Net loss per share of common stock, basic and diluted:	$	(0.34	)	$	(0.36	)	$	(1.09	)	$	(1.77	)

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

	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Options to purchase common stock		7,158,387		4,348,383		5,825,082		2,572,413
Series B convertible preferred stock		177,562		191,543		183,544		281,015
Warrants to purchase common stock		1,070,028		1,070,028		1,070,028		1,828,085
		8,405,977		5,609,954		7,078,654		4,681,513

Note 13 - Stock Based Compensation (Tables)

9 Months Ended

Sep. 30, 2020

Notes Tables

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

January 1,	Number of shares
2012		2,502
2013		2,871
2014		4,128
2015		5,463
2016		7,257
2017		12,623
2018		106,076
2019		233,862
2020		365,239
Total additional shares		740,021

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

	Period ended September 30,
	2020		2019
Risk-free interest rate		0.28% - 0.47%		2.16% - 2.20%
Expected term	4.50-6.18 years		5.00-5.94 years
Dividend yield		-		-
Expected volatility		103% - 129%		107% - 126%

	January 13,
	2019
Risk-free interest rate		2.53	%
Expected term (in years)		4.50 - 5.00
Stock price	$	1.36
Dividend yield		-	%
Expected volatility		121.0 - 123.0	%

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

	Number of Underlying Shares		Weighted- Average Exercise Price Per Share		Weighted- Average Contractual Life Remaining in Years		Aggregate Intrinsic Value
Outstanding as of January 1, 2020		4,308,383	$	3.44		-	$	651,000
Granted		3,140,000		1.79		-		449,600
Exercised		(225,000)		2.40		-		297,250
Forfeited		(143,552)		1.87		-		272,000
Expired		-		-		-		-
Outstanding as of September 30, 2020		7,079,831		2.77		8.85	$	5,629,600
Exercisable as of September 30, 2020		4,332,821		3.34		8.42	$	3,616,727
Vested and expected to vest		7,079,831	$	2.77		8.85	$	5,629,600

Share-based Payment Arrangement, Option [Member]

Notes Tables

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

	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
General and administrative	$	489,853	$	510,398	$	1,675,414	$	4,136,727
Research and development		173,740		241,254		712,415		2,209,554
Total stock compensation expense	$	663,593	$	751,652	$	2,387,829	$	6,346,281

General and administrative	$	1,074,183
Research and development		667,736
Total stock compensation expense	$	1,741,919

Note 2 - Going Concern (Details Textual) - USD ($)	3 Months Ended						9 Months Ended
Note 2 - Going Concern (Details Textual) - USD ($)	Sep. 30, 2020	Jun. 30, 2020	Mar. 31, 2020	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Sep. 30, 2020	Sep. 30, 2019	Dec. 31, 2019
Net Income (Loss) Attributable to Parent, Total	$ (3,491,071)	$ (3,906,142)	$ (2,947,420)	$ (3,285,914)	$ (7,262,529)	$ (4,073,307)	$ (10,344,633)	$ (14,621,750)
Net Cash Provided by (Used in) Operating Activities, Total							(8,137,695)	(6,420,035)
Cash and Cash Equivalents, at Carrying Value, Ending Balance	9,105,950			$ 15,289,543			9,105,950	$ 15,289,543	$ 12,581,136
Working Capital	$ 9,800,000						$ 9,800,000

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 2: http://www.xbrl.org/2003/role/exampleRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
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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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+ Details

Note 4 - Restricted Cash (Details Textual) - USD ($)	Sep. 30, 2020	Sep. 30, 2019
Restricted Cash and Cash Equivalents, Total	$ 110,000	$ 110,000

Note 5 - Prepaid Expenses - Schedule of Prepaid Expenses (Details) - USD ($)	Sep. 30, 2020	Dec. 31, 2019
Prepaid research and development	$ 1,176,042	$ 507,733
Prepaid insurance	63,703	222,476
Professional services	199,002	108,850
Financial exchange fees	10,750
Retainer and security deposits	14,218	14,218
Prepaid rent	8,976	4,275
Other	11,560	4,792
Total prepaid expenses	$ 1,484,251	$ 862,344

Note 6 - Research and Development Tax Rebate Receivable (Details Textual) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019	Dec. 31, 2019	May 23, 2017
Research and Development Expense, Total	$ 1,659,075	$ 1,684,215	$ 4,250,934	$ 5,747,399
Research and Development Tax Rebate Receivable	$ 439,205		439,205		$ 739,656
Atossa Genetics AUS Pty Ltd [Member]
Research and Development Cash Rebate per Dollar						$ 0.435
Research and Development Expense, Total			$ 439,000	$ 398,000

Note 7 - Payroll Liabilities - Schedule of Payroll Liabilities (Details) - USD ($)	Sep. 30, 2020	Dec. 31, 2019
Accrued bonuses	$ 498,359	$ 646,064
Accrued vacation	162,798	170,820
Accrued payroll	91,690	82,536
Total payroll liabilities	$ 752,847	$ 899,420

Note 8 - Stockholders' Equity (Details Textual) - USD ($)				1 Months Ended	3 Months Ended		9 Months Ended		15 Months Ended
	Sep. 25, 2020	Jul. 29, 2020	Feb. 07, 2020	Mar. 31, 2019	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Dec. 31, 2019
Number of Shares Authorized to Issue (in shares)					185,000,000		185,000,000		185,000,000
Common Stock, Shares Authorized (in shares)					175,000,000		175,000,000		175,000,000	175,000,000
Common Stock, Par or Stated Value Per Share (in dollars per share)					$ 0.18		$ 0.18		$ 0.18	$ 0.18
Preferred Stock, Shares Authorized (in shares)					10,000,000		10,000,000		10,000,000	10,000,000
Preferred Stock, Par or Stated Value Per Share (in dollars per share)					$ 0.001		$ 0.001		$ 0.001	$ 0.001
Preferred Stock, Shares Issued, Total (in shares)					623		623		623	671
Preferred Stock, Shares Outstanding, Ending Balance (in shares)					623		623		623	671
Proceeds from Issuance of Common Stock, Net							$ 4,686,298
Proceeds from Warrant Exercises				$ 11,300,000	$ 0		$ 0	$ 11,336,710
Class of Warrant or Right, Exercised During Period (in shares)						0		2,800,000
Stock Issued During Period, Shares, Warrant Exercised (in shares)								2,800,000
Conversion of Series B Convertible Preferred Stock into Common Stock [Member]
Conversion of Stock, Shares Converted (in shares)					3		48	1,708	5
Conversion of Stock, Shares Issued (in shares)					853	1,421	13,639	485,244
Convertible Preferred Stock, Shares Issued upon Conversion (in shares)					284		284		284
The 2018 Warrants [Member]
Class of Warrant or Right, Outstanding (in shares)					1,070,028		1,070,028		1,070,028
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)					$ 4.05		$ 4.05		$ 4.05
At The Market Offering [Member]
Common Stock, Par or Stated Value Per Share (in dollars per share)	$ 0.18		$ 0.18
Stock to be Issued, Maximum Value			$ 5,000,000
At The Market Offering [Member] \| Oppenheimer & Co. Inc. [Member]
Stock to be Issued, Maximum Value	$ 10,000,000
Stock Issuance Costs, Commission Fee Percent	3.00%		3.00%
Stock Issued During Period, Shares, New Issues (in shares)					1,083,531		1,243,639
Proceeds from Issuance of Common Stock, Net					$ 4,338,671		$ 4,686,298
Payments of Stock Issuance Costs					$ 135,157		$ 313,702
Proceeds from Issuance of Common Stock		$ 5,000,000
Series A Junior Participating Preferred Stock [Member]
Preferred Stock, Shares Authorized (in shares)					750,000		750,000		750,000
Preferred Stock, Par or Stated Value Per Share (in dollars per share)					$ 0.001		$ 0.001		$ 0.001
Preferred Stock, Shares Issued, Total (in shares)					0		0		0	0
Preferred Stock, Shares Outstanding, Ending Balance (in shares)					0		0		0	0
Series A Convertible Preferred Stock [Member]
Preferred Stock, Shares Authorized (in shares)					4,000		4,000		4,000
Preferred Stock, Par or Stated Value Per Share (in dollars per share)					$ 0.001		$ 0.001		$ 0.001
Series B Convertible Preferred Stock [Member]
Preferred Stock, Shares Authorized (in shares)					25,000		25,000		25,000
Preferred Stock, Par or Stated Value Per Share (in dollars per share)					$ 0.001		$ 0.001		$ 0.001
Sale of Series A Convertible Preferred Stock [Member]
Preferred Stock, Shares Issued, Total (in shares)					0		0		0	0
Preferred Stock, Shares Outstanding, Ending Balance (in shares)					0		0		0	0

Note 9 - Net Loss Per Share - Schedule of Earnings Per Share (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Net loss attributable to common shareholders	$ (3,491,071)	$ (3,285,914)	$ (10,344,633)	$ (14,621,750)
Weighted average common shares outstanding used to compute net loss per share, basic and diluted (in shares)	10,162,770	9,130,057	9,496,222	8,283,302
Net loss per share of common stock, basic and diluted: (in dollars per share)	$ (0.34)	$ (0.36)	$ (1.09)	$ (1.77)

- Definition

Amount, after deduction of tax, noncontrolling interests, dividends on preferred stock and participating securities; of income (loss) available to common shareholders.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 4
-URI http://asc.fasb.org/extlink&oid=109234566&loc=d3e22595-107794

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 45
-Paragraph 10
-URI http://asc.fasb.org/extlink&oid=121326447&loc=d3e1448-109256

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 11
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=109234566&loc=d3e22694-107794

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 45
-Paragraph 11
-URI http://asc.fasb.org/extlink&oid=121326447&loc=d3e1377-109256

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 50
-Paragraph 1
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=6371337&loc=d3e3550-109257

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Topic 280
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-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8736-108599

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 10: http://www.xbrl.org/2003/role/exampleRef
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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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-Name Accounting Standards Codification
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
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-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8933-108599

+ Details

Note 9 - Net Loss Per Share - Schedule of Antidilutive Securities (Details) - shares	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Number of potential common shares excluded (in shares)	8,405,977	5,609,954	7,078,654	4,681,513
Share-based Payment Arrangement, Option [Member]
Number of potential common shares excluded (in shares)	7,158,387	4,348,383	5,825,082	2,572,413
Series B Convertible Preferred Stock [Member]
Number of potential common shares excluded (in shares)	177,562	191,543	183,544	281,015
Warrant [Member]
Number of potential common shares excluded (in shares)	1,070,028	1,070,028	1,070,028	1,828,085

Note 10 - Income Taxes (Details Textual) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Accrued Income Taxes, Total	$ 0	$ 0

Note 11 - Concentration of Credit Risk (Details Textual) - USD ($)	Sep. 30, 2020	Dec. 31, 2019
Cash, Uninsured Amount	$ 8,032,950	$ 12,316,429

Note 12 - Commitments and Contingencies (Details Textual) - USD ($)	1 Months Ended	3 Months Ended		9 Months Ended
	May 31, 2020	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Increase (Decrease) in Operating Lease Right of Use Asset	$ 20,200
Operating Lease, Expense		$ 14,200	$ 14,700	$ 46,300	$ 44,100
Operating Lease, Weighted Average Remaining Lease Term (Year)		7 years		7 years
Operating Lease, Weighted Average Discount Rate, Percent		11.30%		11.30%
Lessee, Operating Lease, Liability, to be Paid, Remainder of Fiscal Year		$ 14,200		$ 14,200
Lessee, Operating Lease, Liability, to be Paid, Year One		19,400		19,400
Lessee, Operating Lease, Liability, Undiscounted Excess Amount		2,300	13,000	2,300	13,000
Operating Lease, Payments		$ 12,900	$ 13,900	$ 42,300	$ 42,700
Increase (Decrease) in Operating Lease Liability	$ 20,200

Note 13 - Stock Based Compensation (Details Textual) - USD ($)								3 Months Ended				9 Months Ended
	Apr. 09, 2020	May 16, 2019	Jan. 13, 2019	Jun. 27, 2018	May 09, 2018	Apr. 12, 2018	May 18, 2016	Sep. 30, 2020	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Sep. 30, 2020	Sep. 30, 2019	Mar. 24, 2020	Sep. 28, 2010
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in shares)												3,140,000
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period (in shares)												225,000
Share-based Compensation Arrangements by Share-based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price (in dollars per share)												$ 2.40
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant (in shares)								670,000				670,000
Share-based Payment Arrangement, Expense								$ 663,593	$ 751,652			$ 2,387,829	$ 6,346,281
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share)												$ 1.79
Adjustments to Additional Paid in Capital, Transfer of Stock-based Compensation Liability Upon Option Cancellation			$ 3,151,944								$ 3,151,944
Share-based Payment Arrangement, Option [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in shares)								225,000	0			3,140,000	3,565,000
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period (in shares)								225,000	0				0
Share-based Compensation Arrangements by Share-based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price (in dollars per share)									$ 2.40				$ 2.40
Share-based Payment Arrangement, Expense								$ 663,593	$ 751,652			$ 2,387,829	$ 6,346,281
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares, Ending Balance (in shares)								2,747,010				2,747,010
Share-based Payment Arrangement, Nonvested Award, Option, Cost Not yet Recognized, Amount								$ 3,928,067				$ 3,928,067
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition (Year)												1 year 335 days
The 2020 Performance Options [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value (in dollars per share)	$ 1.48
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period (Year)	2 years
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Unvested Percentage for Vesting to Accelerate Under Certain Approvals	50.00%
The 2020 Performance Options [Member] \| Chairman of the Board, President and Chief Executive Officer [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in shares)	1,500,000
The 2020 Performance Options [Member] \| Chief Financial Officer, General Counsel and Secretary [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in shares)	590,000
Liability Options [Member]
Share-based Payment Arrangement, Expense			$ 1,741,919								$ 1,741,919		$ 1,741,919
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share)											$ 1
Liability Options [Member] \| Chief Executive Officer [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in shares)				2,300,000
Liability Options [Member] \| Chief Financial Officer [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in shares)				700,000
The 2019 Options [Member[
Share-based Payment Arrangement, Expense										$ 4,959,277
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share)			$ 1.36
The 2019 Options [Member[ \| Chief Executive Officer [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in shares)			2,300,000
The 2019 Options [Member[ \| Chief Financial Officer [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in shares)			800,000
The 2020 Stock Incentive Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized (in shares)														3,000,000
The 2020 Stock Incentive Plan [Member] \| The 2020 Performance Options [Member] \| Chairman of the Board, President and Chief Executive Officer [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in shares)	1,305,000
The 2020 Stock Incentive Plan [Member] \| The 2020 Performance Options [Member] \| Chief Financial Officer, General Counsel and Secretary [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in shares)	395,000
The 2010 Stock Option and Incentive Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized (in shares)		3,600,000
The 2010 Stock Option and Incentive Plan [Member] \| Share-based Payment Arrangement, Option [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized (in shares)															5,556
Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized (in shares)					125,000	500,000	11,111
The 2010 Stock Option and Incentive Plan [Member] \| The 2020 Performance Options [Member] \| Chairman of the Board, President and Chief Executive Officer [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in shares)	195,000
The 2010 Stock Option and Incentive Plan [Member] \| The 2020 Performance Options [Member] \| Chief Financial Officer, General Counsel and Secretary [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in shares)	195,000

Note 13 - Stock Based Compensation - Additional Shares Authorized (Details) - shares	9 Months Ended	12 Months Ended								105 Months Ended
	Sep. 30, 2020	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2012	Sep. 30, 2020
The 2010 Stock Option and Incentive Plan [Member]
Total additional shares (in shares)	365,239	233,862	106,076	12,623	7,257	5,463	4,128	2,871	2,502	740,021

Note 13 - Stock Based Compensation - Valuation Assumptions (Details) - $ / shares		9 Months Ended
	Jan. 13, 2020	Sep. 30, 2020	Sep. 30, 2019
Liability Options [Member]
Risk-free interest rate	2.53%
Dividend yield
Stock price (in dollars per share)	$ 1.36
Liability Options [Member] \| Minimum [Member]
Expected term (Year)	4 years 182 days
Expected volatility	121.00%
Liability Options [Member] \| Maximum [Member]
Expected term (Year)	5 years
Expected volatility	123.00%
Share-based Payment Arrangement, Option [Member]
Dividend yield
Share-based Payment Arrangement, Option [Member] \| Minimum [Member]
Risk-free interest rate		0.28%	2.16%
Expected term (Year)		4 years 182 days	5 years
Expected volatility		103.00%	107.00%
Share-based Payment Arrangement, Option [Member] \| Maximum [Member]
Risk-free interest rate		0.47%	2.20%
Expected term (Year)		6 years 65 days	5 years 343 days
Expected volatility		129.00%	126.00%

Note 13 - Stock Based Compensation - Stock-based Compensation Expense (Details) - USD ($)		3 Months Ended			9 Months Ended
	Jan. 13, 2019	Sep. 30, 2020	Sep. 30, 2019	Mar. 31, 2019	Sep. 30, 2020	Sep. 30, 2019
Stock compensation expense		$ 663,593	$ 751,652		$ 2,387,829	$ 6,346,281
General and Administrative Expense [Member]
Stock compensation expense		489,853	510,398		1,675,414	4,136,727
Research and Development Expense [Member]
Stock compensation expense		$ 173,740	$ 241,254		$ 712,415	2,209,554
Liability Options [Member]
Stock compensation expense	$ 1,741,919			$ 1,741,919		1,741,919
Liability Options [Member] \| General and Administrative Expense [Member]
Stock compensation expense						1,074,183
Liability Options [Member] \| Research and Development Expense [Member]
Stock compensation expense						$ 667,736

Note 13 - Stock Based Compensation - Stock Option Activity (Details)	9 Months Ended
	Sep. 30, 2020 USD ($) $ / shares shares	Dec. 31, 2019 USD ($)
Outstanding, shares (in shares) \| shares	4,308,383
Outstanding, weighted average exercise price per share (in dollars per share) \| $ / shares	$ 3.44
Outstanding, aggregate intrinsic value \| $	$ 5,629,600	$ 651,000
Granted, shares (in shares) \| shares	3,140,000
Granted, weighted average exercise price per share (in dollars per share) \| $ / shares	$ 1.79
Granted, aggregate intrinsic value \| $	$ 449,600
Exercised, shares (in shares) \| shares	(225,000)
Exercised, weighted average exercise price per share (in dollars per share) \| $ / shares	$ 2.40
Exercised, aggregate intrinsic value \| $	$ 297,250
Forfeited, shares (in shares) \| shares	(143,552)
Forfeited, weighted average exercise price per share (in dollars per share) \| $ / shares	$ 1.87
Forfeited, aggregate intrinsic value \| $	$ 272,000
Expired, shares (in shares) \| shares
Expired, weighted average exercise price per share (in dollars per share) \| $ / shares
Outstanding, shares (in shares) \| shares	7,079,831
Outstanding, weighted average exercise price per share (in dollars per share) \| $ / shares	$ 2.77
Outstanding, weighted average contractual life remaining in years (Year)	8 years 310 days
Exercisable, shares (in shares) \| shares	4,332,821
Exercisable, Weighted average exercise price per share (in dollars per share) \| $ / shares	$ 3.34
Exercisable, weighted average contractual life remaining in years (Year)	8 years 153 days
Exercisable, aggregate intrinsic value \| $	$ 3,616,727
Vested and expected to vest, shares (in shares) \| shares	7,079,831
Vested and expected to vest, Weighted average exercise price per share (in dollars per share) \| $ / shares	$ 2.77
Vested and expected to vest, weighted average contractual life remaining in years (Year)	8 years 310 days
Vested and expected to vest, aggregate intrinsic value \| $	$ 5,629,600

Note 14 - Subsequent Event (Details Textual) - Subsequent Event [Member] - At The Market Offering [Member]	2 Months Ended
	Nov. 30, 2020 USD ($) shares
Stock Issued During Period, Shares, New Issues (in shares) \| shares	84,016
Proceeds from Issuance of Common Stock	$ 135,400
Payments of Stock Issuance Costs	$ 4,188