IDAI T Stamp Inc

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Description of Business — T Stamp Inc. was incorporated on April 11, 2016 in the State of Delaware. T Stamp Inc. and its subsidiaries (“Trust Stamp”, “we”, “us”, “our” or the “Company”) develops and markets identity authentication software solutions for enterprise and government partners and peer-to-peer markets.

Trust Stamp develops proprietary artificial intelligence-powered solutions, researching and leveraging machine learning, artificial intelligence, biometric science, cryptography, and data mining, to deliver insightful identity and trust predictions that identify and defend against fraudulent identity attacks, protect sensitive user information, and extend the reach of digital services through global accessibility. We utilize the power and agility of technologies such as GPU processing, edge-computing, neural networks, and large language models to process and protect data faster and more effectively than has ever previously been possible in order to deliver results at a disruptively low cost for usage across multiple industries, including:

•Banking/FinTech

•KYC/AML Compliance

•Humanitarian and Development Services

•Government and Law Enforcement, including Alternative to Detention programs

•Cryptocurrency and Digital Assets

•Biometrically Secured Email and Digital Communications

•P2P Transactions, Social Media, and Sharing Economy

•Real Estate, Travel, and Healthcare

Reverse Split — On February 15, 2023 our Board of Directors approved and, as of February 20, 2023, the holders of a majority of our voting capital stock approved an amendment (the “Certificate of Amendment”) to the Company’s Amended and Restated Certificate of Incorporation and approved to effect a reverse split of our issued and outstanding shares of Class A Common Stock at a ratio of one share for every five shares currently held, rounded up to the nearest whole share – whereby every five (5) outstanding shares of Class A Common Stock was combined and became one (1) share of Class A Common Stock, rounding up to the nearest whole number of shares (the “Reverse Split”). All share and per share amounts in these unaudited condensed consolidated financial statements have been retroactively restated to reflect the Reverse Split. The Reverse Split was effective for trading on the market opening of Nasdaq on March 23, 2023. The Reverse Stock Split effective March 23, 2023, was ratified by the Company’s stockholders by written consent pursuant to a definitive proxy statement filed with the Securities and Exchange Commission on April 13, 2023. Written consent from the majority of stockholders was received as of May 13, 2023.

Amended and Restated Certificate of Incorporation — On July 6, 2023, the Company received confirmation of the acceptance of its Third Amended and Restated Certificate of Incorporation (the "Third Restated Certificate") from the Secretary of State of Delaware. The Third Restated Certificate was approved by the Company’s stockholders by written consent pursuant to a definitive proxy statement filed with the Securities and Exchange Commission on April 13, 2023. Written consent from the majority of stockholders was received as of May 13, 2023. The Third Restated Certificate maintained the 50,000,000 authorized shares of Common Stock and eliminated the authorized Preferred Stock. The Third Restated Certificate also created a classified Board of Directors of the Company with three classes of directors who will stand for election in staggered years.

Going Concern — The accompanying unaudited condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company is a business that has not yet generated profits, with a Net loss in the nine months ended September 30, 2023 of $4.75 million, negative Net operating cash outflows of $5.88 million for the same period, working capital of $2.25 million and an Accumulated deficit of $44.05 million as of September 30, 2023.

The Company’s ability to continue as a going concern in the next twelve months following the date the unaudited condensed consolidated financial statements were available to be issued is dependent upon its ability to produce revenues

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and/or obtain financing sufficient to meet current and future obligations and deploy such to produce profitable operating results. Management has evaluated these conditions and plans to generate revenue and raise capital as needed to satisfy the Company’s capital needs. While the negotiation of significant additional revenue is well advanced, it has not reached a stage that allows it to be factored into a going concern evaluation. In addition, although the Company has previously been successful in raising capital as needed and has already made plans to do so as well as restructuring expenses to meet the Company’s cash needs, no assurance can be given that the Company will be successful in its capital raising efforts. These factors, among others, raise substantial doubt about the ability of the Company to continue as a going concern for a reasonable period.

Basis of Presentation — The accompanying unaudited condensed consolidated financial statements have been prepared in conformity with US Generally Accepted Accounting Principles (“US GAAP”) and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”). The accompanying unaudited condensed consolidated financial statements have been prepared on a basis which assumes that the Company will continue as a going concern, which contemplates the realization of assets and the satisfaction of liabilities and commitments in the normal course of business.

Unaudited Interim Results — These unaudited condensed consolidated financial statements and accompanying notes have been prepared in accordance with U.S. GAAP, pursuant to the applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. In management’s opinion, these unaudited condensed consolidated financial statements and accompanying notes have been prepared on the same basis as the annual consolidated financial statements and reflect all the adjustments, which include only normal recurring adjustments necessary for the fair statement of the Company’s financial position as of September 30, 2023, the results of operations for the nine months ended September 30, 2023 and 2022, and cash flows for the nine months ended September 30, 2023 and 2022. Certain information and note disclosures have been condensed or omitted pursuant to such rules and regulations. The accompanying unaudited condensed consolidated balance sheet as of September 30, 2023 was derived from the audited consolidated financial statements as of that December 31, 2022 but does not include all of the disclosures required by U.S. GAAP. The results of operations for the nine months ended September 30, 2023 are not necessarily indicative of the results to be expected for the full year or any other future interim or annual period.

These unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and accompanying notes for the year ended December 31, 2022 included in the Company’s Annual Report. The Company’s significant accounting policies are described in Note 1 to those audited consolidated financial statements.

Basis of Consolidation — The accompanying unaudited condensed consolidated financial statements reflect the activity of the Company and its subsidiaries, Trusted Mail Inc. (“Trusted Mail”), Finnovation LLC (“Finnovation”), Trust Stamp Malta Limited (“Trust Stamp Malta”), AIID Payments Limited, Biometric Innovations Limited (“Biometrics”), Trust Stamp Rwanda Limited, Metapresence Limited, and Trust Stamp Denmark ApS. All significant intercompany transactions and accounts have been eliminated.

On February 28, 2023, the Company received the Certificate of Termination from the State of Georgia, which represents the completion of administratively dissolving T Avatar LLC. As there were no operations established under the entity, there is a limited impact to Trust Stamp. The dissolution of T Avatar LLC was effective February 28, 2023.

On June 2, 2023, the Company received the termination resolution from the Polish National Court Register, which represents the completion of administratively dissolving Sunflower AI Technologies (“SAIT”). As there were no operations established under the entity, there is a limited impact to Trust Stamp. The dissolution of SAIT was effective May 10, 2023.

Further, we continue to consolidate Tstamp Incentive Holdings (“TSIH”) which we consider to be a variable interest entity.

Variable Interest Entity — On April 9, 2019, management created a new entity, TSIH. Furthermore, on April 25, 2019, the Company issued 320,513 shares of Class A Common Stock to TSIH, for the purpose of providing a pool of shares of Class A Common Stock of the Company that the Company’s Board of Directors (the “Board”) could use for employee stock awards and were recorded initially as Treasury stock. Since establishing TSIH, 264,000 shares were transferred to various employees as a stock award that were earned and outstanding. On February 15, 2023, Trust Stamp issued 206,033 shares of Class A Common Stock to TSIH to be used to satisfy vested employee stock awards. As of September 30, 2023, TSIH held 14,573 Treasury stock earmarked for future employee RSU bonuses.

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The Company does not own any of the shares of Class A Common Stock of the Company held by TSIH. The Company considers this entity to be a variable interest entity (“VIE”) because it is thinly capitalized and holds no cash. Because the Company does not own shares in TSIH, management believes that this gives the Company a variable interest. Further, management of the Company also acts as management of TSIH and is the decision-maker as management grants shares held by TSIH to employees of the Company. As this VIE owns only shares in the Company and no other liabilities or assets, the Company is the primary beneficiary of TSIH and will consolidate the VIE.

Use of Estimates — The preparation of the unaudited condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the unaudited condensed consolidated financial statements and accompanying notes. Actual results could differ materially from these estimates. On an ongoing basis, the Company evaluates their estimates that include, but are not limited to, percentage of completion related to revenue contracts that are not fully complete at the end of a fiscal quarter, capitalization and estimated useful life of internal-use software, the allowance for doubtful accounts, the fair value of financial assets and liabilities, the recoverability of Goodwill, stock-based compensation including the determination of the fair value of our common stock, impairment of long-lived assets, the valuation of deferred tax assets and uncertain tax positions, and warrant liabilities. We base our estimates on assumptions, both historical and forward-looking trends, and various other assumptions that are believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities.

Segment Information — The Company has a single operating and reportable segment. The Company’s chief operating decision maker is its Chief Executive Officer, who reviews financial information presented on a consolidated basis for purposes of making operating decisions, assessing financial performance, and allocating resources.

Risks and Uncertainties — The Company is dependent upon additional capital resources for its planned full-scale operations, and is subject to significant risks and uncertainties, including failing to secure funding to continue to operationalize the Company’s plans or failing to profitably operate the business.

Major Customers and Concentration of Risks — Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of Cash and cash equivalents, and Accounts receivable. We maintain our Cash and cash equivalents with high-quality financial institutions, mainly in the United States; the composition of which are regularly monitored by us. The Federal Deposit Insurance Corporation covers $250 thousand for substantially all depository accounts. The Company from time to time may have amounts on deposit in excess of the insured limits. As of September 30, 2023 and December 31, 2022, the Company had $2.60 million and $71 thousand in U.S. bank accounts, respectively, which exceeded these insured amounts. Management believes minimal credit risk exists with respect to these financial institutions and the Company has not experienced any losses on such amounts.

For Accounts receivable, we are exposed to credit risk in the event of nonpayment by customers to the extent the amounts are recorded in the unaudited condensed consolidated balance sheets. We extend different levels of credit and maintain reserves for potential credit losses based upon the expected collectability of Accounts receivable. We manage credit risk related to our customers by performing periodic evaluations of credit worthiness and applying other credit risk monitoring procedures.

Three customers represented 92.66% or 48.36%, 38.12%, and 6.18% of the balance of total Accounts receivable as of September 30, 2023 and three customers represented 95.37% or 36.90%, 32.69%, and 25.78% of the balance of total Accounts receivable as of December 31, 2022. The Company seeks to mitigate its credit risk with respect to Accounts receivable by contracting with large commercial customers and government agencies, and regularly monitoring the aging of Accounts receivable balances. As of September 30, 2023 and December 31, 2022, the Company had not experienced any significant losses on its Accounts receivable.

During the three months ended September 30, 2023, the Company sold to primarily three customers which made up approximately 95.85% of total Net revenue, and consisted of 81.87%, 7.91%, and 6.07%, from IGS, Mastercard, and S&P 500 Bank, respectively.

Additionally, during the three months ended September 30, 2022, the Company sold to primarily three customers which made up approximately 95.11% of total Net revenue, and consisted of 62.56%, 17.84%, and 14.71% from ICE, an S&P 500 Bank, and Mastercard.

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During the nine months ended September 30, 2023, the Company sold to primarily three customers which made up approximately 90.53% of total Net revenue, and consisted of 62.98%, 14.95%, and 12.60% from IGS, an S&P 500 Bank, and Mastercard, respectively.

Additionally, during the nine months ended September 30, 2022, the Company sold to primarily three customers which made up approximately 94.56% of total Net revenue, and consisted of 67.36%, 16.22%, and 10.98% from ICE, an S&P 500 Bank, and Mastercard.

Foreign Currencies — The functional currencies of the Company’s foreign subsidiaries are the local currencies. For those subsidiaries, the assets and liabilities are translated into U.S. dollars at the exchange rate method at the unaudited condensed consolidated balance sheet date. The Company’s other comprehensive (loss) is comprised of foreign currency translation adjustments related to the Company’s foreign subsidiaries. Income and expenses are translated at the average exchange rates for the period. Foreign currency transaction gains and losses are included in Other income or Other expense in the unaudited condensed consolidated statements of operations.

Cash and Cash Equivalents — Cash and cash equivalents consist of cash in banks and bank deposits. The Company considers all highly liquid instruments purchased with an original maturity of three months or less when purchased as cash equivalents.

Accounts Receivable and Allowance for Credit Losses — Accounts receivable are recorded at the invoiced amount, net of an allowance for credit losses, if any. The Company’s trade receivables primarily arise from the sale of our products to customers through contracts for software licenses and subscriptions, software usage, web hosting fees, and software development with payment terms of 60 days. The Company evaluates the credit risk of a customer when extending credit based on a combination of various financial and qualitative factors that may affect the customers’ ability to pay. These factors include the customers’ financial condition and past payment experience.

The Company maintains an allowance for credit losses, which represents an estimate of expected losses over the remaining contractual life of its receivables considering current market conditions and estimates for supportable forecasts when appropriate. The Company measures expected credit losses on its trade receivables on an customer basis. The estimate of expected credit losses considers any historical losses, delinquency trends, collection experience, and/or economic risk where appropriate. Additionally, management develops a specific allowance for trade receivables known to have a high risk of expected future credit loss.

The Company has historically experienced immaterial write-offs given the nature of the customers and contracts. As of September 30, 2023, the Company had gross receivables of $549 thousand and an allowance for credit losses of $8 thousand. As of December 31, 2022, the Company had gross receivables of $1.01 million and no allowance for credit losses.

As of September 30, 2023 and December 31, 2022, Accounts receivable includes unbilled receivables of $21 thousand and $109 thousand, respectively.

Property and Equipment, Net — Property and equipment, net is stated at cost less accumulated depreciation. Depreciation is recognized using the straight-line method over the estimated useful lives of the respective assets. Maintenance and repairs that do not improve or extend the useful lives of the assets are expensed when incurred, whereas additions and major improvements are capitalized. Upon sale or retirement of assets, the cost and related accumulated depreciation are derecognized from the unaudited condensed consolidated balance sheet and any resulting gain or loss is recorded in the unaudited condensed consolidated statements of operations in the period realized.

Capitalized Internal-Use Software, Net — Costs related to software acquired, developed, or modified solely to meet our internal requirements, with no substantive plans to market such software at the time of development are capitalized. The Company capitalizes eligible costs to develop internal-use software that are incurred subsequent to the preliminary project stage through the development stage. These costs consist of personnel costs (including related benefits and stock-based compensation) that are incurred during the application development stage. Costs incurred during the preliminary project stage and during the post-implementation operational stage are expensed as incurred. Maintenance costs are expensed as incurred. The estimated useful life of costs capitalized is evaluated for each specific project that is generally five years. Actual economic lives may differ from estimated useful lives. Periodic reviews could result in a change in estimated useful lives and therefore changes in amortization expense in future periods.

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Accounting for Impairment of Long-Lived Assets — Long-lived assets with finite lives include Property and equipment, net, Capitalized internal-use software, Operating lease right-of-use assets, and Intangible assets, net subject to amortization. The Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. Recoverability of assets held and used is measured by comparison of the carrying amount of an asset or an asset group to estimated undiscounted future net cash flows expected to be generated by the asset or asset group. If the carrying amount of an asset exceeds these estimated future cash flows, an impairment charge is recognized by the amount by which the carrying amount of the assets exceeds the fair value of the asset or asset group. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell.

The Company determined that as of September 30, 2023, $17 thousand of Capitalized internal-use software was impaired. The impaired Capitalized internal-use software was expensed during the nine months ended September 30, 2023. As of December 31, 2022, the Company determined that no long-lived assets with finite lives were impaired.

Goodwill — Goodwill is accounted for in accordance with Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 350, Intangibles—Goodwill and Other. The Company allocates the cost of an acquired business to the assets acquired and liabilities assumed based on their estimated fair values at the date of acquisition. The excess of the purchase consideration transferred over the fair value of the net assets acquired, including other Intangible assets, net, is recorded as Goodwill. Goodwill is tested for impairment at the reporting unit level at least quarterly or more frequently when events or circumstances occur that indicate that it is more likely than not that an impairment has occurred. In assessing Goodwill for impairment, the Company first assesses qualitative factors to determine whether it is necessary to perform the quantitative goodwill impairment test. In the qualitative assessment, the Company considers factors including economic conditions, industry and market conditions and developments, overall financial performance and other relevant entity-specific events in determining whether it is more likely than not that the fair value of the reporting unit is less than the carrying amount. Should the Company conclude that it is more likely than not that the recorded Goodwill amounts have been impaired, the Company would perform the impairment test. Goodwill impairment exists when a reporting unit’s carrying value exceeds its fair value. Significant judgment is applied when Goodwill is assessed for impairment. There were no impairment charges to Goodwill during the nine months ended September 30, 2023 and year ended December 31, 2022.

Fair Value of Assets and Liabilities — The Company follows the relevant U.S. GAAP guidance regarding the determination and measurement of the fair value of assets/liabilities; in which fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction valuation hierarchy which requires an entity to maximize the use of observable inputs when measuring fair value. The guidance describes the following three levels of inputs that may be used in the methodology to measure fair value:

Level 1 – Quoted prices available in active markets for identical investments as of the reporting date;

Level 2 – Inputs other than quoted prices in active markets, which are either directly or indirectly observable as of the reporting date; and

Level 3 – Unobservable inputs, which are to be used in situations where there is little or no market activity for the asset or liability and wherein the reporting entity makes estimates and assumptions related to the pricing of the asset or liability including assumptions regarding risk.

A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The estimated fair values of Cash and cash equivalents, Accounts receivable, Related party receivables, Prepaid expenses and other current assets, Other assets, Accounts payable, Related party payables, Accrued expenses, Deferred revenue, Customer deposit liabilities, and Notes payable approximate their carrying values. The fair values of warrant liabilities issued in connection with equity or debt issuance are determined using the Black-Scholes valuation model, a “Level 3” fair value measurement, based on the estimated fair value of the underlying common stock, volatility based on the historical volatility data of similar companies, considering the industry, products and market capitalization of such other entities, the expected life based on the remaining contractual term of the conversion option and warrant liabilities and the risk free interest rate based on the implied yield available on U.S. Treasury Securities with a maturity equivalent to the warrant liability’s contractual life. The Company accounts for its financial assets and liabilities at fair value regularly. The Company evaluates the fair value of its non-financial assets and liabilities on a nonrecurring basis.

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Revenue Recognition — The Company derives its revenue primarily from professional services. Revenue is recognized upon transfer of control of promised products and services to customers in an amount that reflects the consideration the Company expects to receive in exchange for those products or services. If the consideration promised in a contract includes a variable amount, the Company includes an estimate of the amount it expects to receive or the total transaction price if it is probable that a significant reversal of cumulative revenue recognized will not occur. The Company determines the amount of revenue to be recognized through the application of the following steps:

•Identification of the contract, or contracts with a customer;

•Identification of the performance obligations in the contract;

•Determination of the transaction price;

•Allocation of the transaction price to the performance obligations in the contract; and

•Recognition of revenue when or as the Company satisfies the performance obligations.

At contract inception, the Company will assess the services agreed upon within each contract and assess whether each service is distinct and determine 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. In general, each contract with a customer consists of a single performance obligation to perform services in which revenue is recognized when the service has been delivered.

Remaining Performance Obligations — The Company’s arrangements with its customers often have terms that span over multiple years. However, the Company generally allows its customers to terminate contracts for convenience prior to the end of the stated term with less than twelve months’ notice. Revenue allocated to remaining performance obligations represents non-cancelable contracted revenue that has not yet been recognized, which includes deferred revenue and, in certain instances, amounts that will be invoiced. The Company has elected the practical expedient allowing the Company to not disclose remaining performance obligations for contracts with original terms of twelve months or less. Cancellable contracted revenue, which includes customer deposit liabilities, is not considered a remaining performance obligation. As of September 30, 2023, and December 31, 2022, the Company did not have any related performance obligations for contracts with terms exceeding twelve months.

Disaggregation of Revenue

			For the three months ended September 30,												For the nine months ended September 30,
			2023						2022						2023						2022
Professional services (over time)			$	2,990,804					$	566,413					$	3,760,242					$	3,970,744
Termination expense reimbursement (one time)			—						719,565						—						719,565
License fees (over time)			75,000						62,500						225,000						187,500
Total Revenue			$	3,065,804					$	1,348,478					$	3,985,242					$	4,877,809

Contract Balances — The timing of customer billing and payment relative to the start of the service period varies from contract to contract; however, the Company bills many of its customers in advance of the provision of services under its contracts, resulting in liabilities consisting of either deferred revenue (a “contract liability”) or customer deposit liabilities. Deferred revenue represents billings under non-cancelable contracts before the related product or service is transferred to the customer. Such amounts are recognized by the Company over the life of the contract upon= meeting the revenue recognition criteria, but generally within one year. Customer deposit liabilities consist of billings or payments received in advance of the start of the contractual term or for anticipated revenue-generating activities for the portion of a contract term that is subject to cancellation for convenience. Certain of the Company’s arrangements generally include terms that allow the customer to terminate the contract for convenience and receive a refund of the amount of the customer deposit for the percentage of the work not performed prior to the notice of termination. In these arrangements, the Company concluded there are no enforceable rights and obligations after such notice period and therefore, the consideration received or due from the customer that is subject to termination for convenience is recorded as customer deposit liabilities.

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The payment terms and conditions vary by contract; however, the Company’s terms generally require payment within 30 to 60 days from the invoice date. In instances where the timing of revenue recognition differs from the timing of payment, the Company elected to apply the practical expedient in accordance with ASC 606 to not adjust contract consideration for the effects of a significant financing component as the Company expects, at contract inception, that the period between when promised goods and services are transferred to the customer and when the customer pays for those goods and services will be one year or less. As such, the Company determined its contracts do not generally contain a significant financing component.

Costs to Obtain and Fulfill Contracts — Incremental costs of obtaining a contract include only those costs that are directly related to the acquisition of contracts, including sales commissions, and that would not have been incurred if the contract had not been obtained. In alignment with ASC 340, Other Assets and Deferred Costs ("ASC 340"), the Company recognizes an asset for the incremental costs of obtaining a contract with a customer if we expect to recover the costs. The Company elected to apply the practical expedient in accordance with ASC 340 which allows the Company to expense commissions as incurred when the contract term is twelve months or less in total. Costs to obtain contracts and costs to fulfill contracts were not material in the periods presented.

Warrants — The Company accounts for stock warrants as either equity instruments, derivative liabilities, or liabilities in accordance with ASC 480, Distinguishing Liabilities from Equity (“ASC 480”) and ASC 815, Derivatives and Hedging (“ASC 815”), depending on the specific terms of the warrant agreement.

Cost of Services Provided — Cost of services generally consists of the cost of hosting fees, materials, and cost of labor associated with professional services rendered. Depreciation and amortization expense is not included in Cost of services.

Research and Development — Research and development costs are expensed as incurred and consist primarily of personnel costs such as salaries and benefits and relate primarily to time spent during the preliminary project stage, post implementation maintenance, bug fixes associated with Capitalized internal-use software activities, and front-end application development in which technological feasibility has not been established. Depreciation and amortization expense is not included in Research and development.

Advertising — Advertising costs are expensed as incurred. Advertising and marketing expense totaled $100 thousand and $50 thousand for the three months ended September 30, 2023 and 2022, respectively, and $207 thousand and $173 thousand for the nine months ended September 30, 2023 and 2022, respectively.

Stock- Based Compensation — The Company accounts for its stock-based compensation arrangements at fair value. Fair value of each stock-based award is estimated on the date of grant using either the Black-Scholes-Merton Model for stock options granted or using the fair value of a common stock for stock grants and restricted stock units. The Black-Scholes-Merton option-pricing model requires the input of highly subjective assumptions, including the fair value of the underlying common shares, the expected term of the share option, the expected volatility of the price of our common shares, risk-free interest rates, and the expected dividend yield of common shares. The assumptions used to determine the fair value of the option awards represent management’s best estimates. These estimates involve inherent uncertainties and the application of management’s judgment. The calculated fair value is recognized as expense over the requisite service period using the straight-line method. Forfeitures are accounted for in the period in which they occur. Trust Stamp offers the indirect repurchase of shares through a net-settlement feature upon the vesting of RSU awards to satisfy minimum statutory tax-withholding requirements for the recipient.

Income Taxes — The Company records income tax provisions for the anticipated tax consequences of the reported results of operations using the asset and liability method. Under this method, the Company recognizes deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the carrying amounts for financial reporting purposes and the tax bases of assets and liabilities, as well as for loss and tax credit carryforwards. The deferred assets and liabilities are measured using the statutorily enacted tax rates anticipated to be in effect when those tax assets and liabilities are expected to be realized or settled. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in the period that includes the enactment date.

A valuation allowance is established if, based upon the available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. The Company considers all available evidence, both positive and negative, including historical levels of income, expectations and risks associated with estimates of future taxable income in assessing the need for a valuation allowance.

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The Company’s tax positions are subject to income tax audits by multiple tax jurisdictions. The Company recognizes the tax benefit of an uncertain tax position only if it is more likely than not the position will be sustainable upon examination by the taxing authority, including resolution of any related appeals or litigation processes. This evaluation is based on all available evidence and assumes that the tax authorities have full knowledge of all relevant information concerning the tax position. The tax benefit recognized is measured as the largest amount of benefit which is more likely than not (greater than 50% likely) to be realized upon ultimate settlement with the taxing authority. The Company recognizes interest accrued and penalties related to unrecognized tax benefits in Income tax expense. The Company adjusts these reserves in accordance with the income tax guidance when facts and circumstances change, such as the closing of a tax audit or the refinement of an estimate. To the extent that the final tax outcome of these matters is different from the amounts recorded, such differences may affect the provision for income taxes in the period in which such determination is made and could have a material impact on the Company’s financial condition and operating results.

The Company computes its tax provision for interim periods by applying the estimated annual effective tax rate to year-to-date pre-tax income from recurring operations and adjusting for discrete tax items arising in that quarter. There were no discrete items that impacted the effective tax rate for the three and nine months ended September 30, 2023 and September 30, 2022, respectively. The rate remained consistent over the period due to the full valuation allowance recorded in the period.

The Company had an effective tax rate of 0% for the three and nine months ended September 30, 2023 and 2022, respectively. The Company has incurred U.S. operating losses and has minimal profits in foreign jurisdictions.

Deferred tax assets are reduced by a valuation allowance if it is more likely than not that some portion or all of a deferred tax asset will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences are deductible. In making this determination, management considers all available positive and negative evidence affecting specific deferred tax assets, including the Company’s past and anticipated future performance, the reversal of deferred tax liabilities, the length of carry-back and carry-forward periods, and the implementation of tax planning strategies.

The Company had no unrecognized tax benefits as of September 30, 2023 and December 31, 2022.

It is the Company’s policy to recognize interest and penalties related to income tax matters in Income tax expense. The Company has not accrued any penalties related to uncertain tax positions due to offsetting tax attributes as of September 30, 2023 and December 31, 2022.

The Company files U.S. federal, state, and foreign income tax returns in jurisdictions with varying statutes of limitation. The only material jurisdiction where the Company is subject to potential examination by tax authorities is the U.S. (federal and state) for tax years 2020 through 2022.

Leases — The Company determines if a contract is a lease or contains a lease at the inception of the contract in accordance with ASC 842. All leases are assessed for classification as an operating lease or a finance lease. The lease term begins on the commencement date, the date the Company takes possession of the property, and the commencement date is used to calculate straight-line expense for operating leases. The lease may include options to extend or terminate the lease. When it is reasonably certain that the option will be exercised, the Company reassess our conclusions to account for the modified contract.

Operating lease right-of-use assets represent the Company’s right to use an underlying asset during a lease term and are included in non-current assets on our unaudited condensed consolidated balance sheet. Operating lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating lease liabilities are divided into two classifications on our unaudited condensed consolidated balance sheet as a current liability, Short-term operating lease liabilities, and a non-current liability, Long-term operating lease liabilities. The Company does not have any finance lease right-of-use assets or finance lease liabilities.

The Company’s operating lease liabilities are recognized at the applicable lease commencement date based on the present value of the lease payments required to be paid over the lease term. The interest rate implicit in the lease is not readily determinable, therefore, the Company uses an estimated incremental borrowing rate to discount the lease payments to present value. The estimated incremental borrowing rate is derived from information available at the lease commencement date. The Company’s Operating lease right-of-use assets are also recognized at the applicable lease commencement date. The Operating lease right-of-use asset equals the carrying amount of the related operating lease liability, adjusted for any

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lease payments made prior to lease commencement and lease incentives provided by the lessor. Variable lease payments are expensed as incurred and do not factor into the measurement of the applicable Operating lease right-of-use asset or operating lease liability.

The term of our leases equals the non-cancellable period of the lease, including any rent-free periods provided by the lessor, and also include options to renew or extend the lease (including by not terminating the lease) that we are reasonably certain to exercise. We establish the term of each lease at lease commencement and reassess that term in subsequent periods if a triggering event occurs. Operating lease cost for lease payments is recognized on a straight-line basis over the lease term.

Some lease contracts include lease and non-lease components. Trust Stamp elected the practical expedient offered by ASC 842 to not separate the lease components from non-lease components. As a result, the Company accounts for leases as a single lease component.

In addition, the Company elected not to recognize right-of-use assets and lease liabilities for leases term of twelve months or less. The short-term lease expenses are recognized on a straight-line basis over the lease term.

Commitments and Contingencies — Liabilities for loss contingencies arising from claims, disputes, legal proceedings, fines and penalties, and other sources are recorded when it is probable that a liability has been or will be incurred and the amount of the liability can be reasonably estimated. Legal costs incurred in connection with loss contingencies are expensed as incurred. Recoveries of such legal costs from insurance policies are recorded as an offset to legal expenses in the period they are received.

Treasury Stock — Repurchased treasury stock is recorded at cost. When treasury stock is resold at a price different than its historical acquisition cost, the difference is recorded as a component of Additional paid-in capital in the unaudited condensed consolidated balance sheets.

Net Loss per Share Attributable to Common Stockholders — Basic loss per share is computed by dividing net loss by the weighted average number of common shares outstanding for the period. Diluted net loss per share is computed by giving effect to all potentially dilutive Class A Common Stock equivalents for the period. For the purposes of this calculation, stock-based awards, warrants, and the conversion option of convertible notes are considered to be potential common shares outstanding. Since the Company incurred net losses for each of the periods presented, diluted net loss per share is the same as basic net loss per share. The Company’s potential common shares outstanding were not included in the calculation of diluted net loss per share as the effect would be anti-dilutive.

Recent Accounting Pronouncements Not Yet Adopted — In June 2022, the FASB issued ASU 2022-03, Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions. The amendments in this ASU clarify that an entity should measure the fair value of an equity security subject to contractual sale restriction the same way it measures an identical equity security that is not subject to such a restriction. The FASB said the contractual restriction on the sale of an equity security is not considered part of the unit of account of the equity security and, therefore, should not affect its fair value. The ASU is effective for public entities for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years. Early adoption is permitted. The Company does not expect this guidance to have a material impact to its unaudited condensed consolidated financial statements or related disclosures.

Recently Adopted Accounting Pronouncement — In June 2016, the FASB issued Accounting Standards Update No. 2016-13, “Financial Instruments - Credit Losses (Topic 326)” (“ASU 2016-13”). ASU 2016-13 revises the methodology for measuring credit losses on financial instruments and the timing of when such losses are recorded. In November 2019, FASB issued ASU 2019-10, “Financial Instruments – Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842).” This ASU defers the effective date of ASU 2016-13 for public companies that are considered smaller reporting companies as defined by the SEC to fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company adopted this standard as of January 1, 2023, and the guidance did not have a material impact on its unaudited condensed consolidated financial statements or related disclosures.

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Promissory Notes Payable

			As of September 30, 2023						As of December 31, 2022
Malta loan receipt 3 – June 3, 2022			$	485,564					$	62,365
Malta loan receipt 2 – August 10, 2021			299,806						303,778
Malta loan receipt 1 – February 9, 2021			61,549						491,996
Interest added to principal			27,955						11,551
Total principal outstanding			874,874						869,690
Plus: accrued interest			28,958						16,775
Total promissory notes payable			$	903,832					$	886,465

In May 2020, the Company formed a subsidiary in the Republic of Malta, Trust Stamp Malta Limited, with the intent to establish a research and development center with the assistance of potential grants and loans from the Maltese government. As part of the creation of this entity, we entered into an agreement with the government of Malta for a potentially repayable advance of up to €800 thousand or $858 thousand to assist in covering the costs of 75% of the first 24 months of payroll costs for any employee who begins 36 months from the execution of the agreement on July 8, 2020. On February 9, 2021, the Company began receiving funds and as of September 30, 2023, the balance received was $847 thousand which includes changes in foreign currency rates.

The Company will pay an annual interest rate of 2% over the European Central Banks (ECB) base rate as set on the beginning of the year in review. If the ECB rate is below negative 1%, the interest rate shall be fixed at 1%. The Company will repay a minimum of 10% of Trust Stamp Malta Limited’s pre-tax profits per annum capped at 15% of the amount due to the Corporation until the disbursed funds are repaid. At this time, Trust Stamp Malta Limited does not have any revenue-generating contracts and therefore, we do not believe any amounts shall be classified as current.

Liability Classified Warrants

The following table presents the change in the liability balance associated with the liability classified warrants, which are classified in Level 3 of the fair value hierarchy from January 1, 2022 to September 30, 2023:

			Warrants ($)
Balance as of January 1, 2022			$	374,694
Additional warrants issued			—
Change in fair value			(113,125)
Balance as of December 31, 2022			$	261,569
Additional warrants issued			—
Change in fair value			(3,473)
Balance as of September 30, 2023			$	258,096

As of September 30, 2023, the Company has issued a customer a warrant to purchase up to $1.00 million of capital stock in a future round of financing at a 20% discount of the lowest price paid by another investor. The warrant was issued on November 9, 2016. There is no vesting period, and the warrant expires on November 30, 2026. The Company evaluated the provisions of ASC 480, Distinguishing Liabilities from Equity, noting the warrant should be classified as a liability due to its settlement being for a variable number of shares and potentially for a class of shares not yet authorized. The warrant was determined to have a fair value of $250 thousand which was recorded as a Deferred contract acquisition asset and to a Warrant liability during the year ended December 31, 2016 and was amortized as a revenue discount prior to the current periods presented. The fair value of the warrant was estimated on the date of grant by estimating the warrant’s intrinsic value on issuance using the estimated fair value of the Company as a whole and has a balance of $250 thousand as of September 30, 2023.

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On December 16, 2016, the Company issued an investor warrant to purchase $50 thousand worth of shares of our Class A Common Stock. The warrants have no vesting period and expires on December 16, 2026. The warrant agreement states that the investor is entitled to the “number of shares of Common Stock with a Fair Market Value as of the Determination Date of $50,000”. The determination date is defined as the “date that is the earlier of (A) the conversion of the investor’s Note into the equity interests of the Company or (B) the maturity date of the Note.” The investor converted the referenced Note on June 30, 2020, therefore, defining the determination date. The number of shares to be purchased is settled as 6,418 shares as of June 30, 2020. The exercise price of the warrants is variable until the exercise date.

The Company used a Black-Scholes-Merton pricing model to determine the fair value of the warrants and uses this model to assess the fair value of the warrant liability. As of September 30, 2023, the warrant liability is recorded at $8 thousand which is a $4 thousand decrease, recorded to Change in fair value of warrant liability, from the balance of $12 thousand as of December 31, 2022.

Fair Value of Warrants			$1.28 — $2.57
Exercise price			$0.59 — $0.96
Risk free interest rate			4.09% — 4.74%
Expected dividend yield			—		%
Expected volatility			80.79% — 92.90%
Expected term			3 years

Equity Classified Warrants

												As of September 30,						As of December 31,
Warrant Issuance Date						Strike Price						2023						2022
November 9, 2016						$	3.12					80,128						80,128
January 23, 2020						$	8.00					186,442						186,442
January 23, 2020						$	8.00					524,599						524,599
August – December 2021						$	20.00					—						268,743
January – February 2022						$	20.00					—						15,171
September 14, 2022						$	2.30					120,000						390,000
April 18, 2023						$	3.30					1,573,330						—
June 5, 2023						$	2.30					1,279,700						—
Total warrants outstanding												3,764,199						1,465,083

The Company has issued a customer a warrant to purchase 80,128 shares of Class A Common Stock with an exercise price of $3.12 per share. The warrant was issued on November 9, 2016. There is no vesting period, and the warrant expires on November 30, 2026.

In January 2020, the Company issued REach®, a related party, a warrant to purchase 186,442 shares of the Company’s Class A Common Stock at an exercise of $8.00 per share in exchange for the cancellation of a $100 thousand SAFE issued on August 18, 2017 by the Company’s affiliate Trusted Mail Inc. with a value of $125 thousand. The warrants were issued on January 23, 2020. There is no vesting period, and the warrants expire on December 20, 2024.

In January 2020, the Company issued SCV, a related party, a warrant to purchase 932,111 shares of the Company’s Class A Common Stock at a strike price of $8.00 per share in exchange for $300 thousand in cash and “Premium” sponsorship status with a credited value of $100 thousand per year for 3 years totaling $300 thousand. This “premium” sponsorship status provides the Company with certain benefits in marketing and networking, such as the Company being listed on the investor’s website, as well as providing the Company certain other promotional opportunities organized by the investor. The warrants were issued on January 23, 2020. There is no vesting period, and the warrants expire on December 20, 2024.

On December 21, 2021, SCV executed a Notice of Exercise for certain of its warrants to purchase 407,512 shares of Class A Common Stock at an exercise price of $8.00 per share for a total purchase price of $3.26 million. The closing occurred on January 10, 2022 and resulted in total cash proceeds of $3.26 million to the Company for the warrant exercise.

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The warrants to purchase the remaining 524,599 shares of the Company’s Class A Common Stock remain outstanding as of September 30, 2023.

The Company issued 271,593 warrants from August 2021 to December 2021 and 15,421 warrants from January 2022 to February 2022 related to the Regulation CF, D, and S common stock and warrant offerings. These warrants became exercisable on January 26, 2022 when the Company received SEC qualification of its offering statement on Form 1-A. These warrants expire as of the earlier of: (a) January 26, 2023, (b) the acquisition of the Company by another entity, or (c) immediately prior to the closing of a firm commitment underwritten public offering. On August 25, 2022, we refunded $5,000 in units (comprised of common stock and warrants) sold in the Company's Regulation CF offering to two investors resulting in the cancellation of 250 warrants.

During the quarter ended September 30, 2022, investors exercised 2,850 warrants at an exercise price of $20.00 per share, resulting in total cash proceeds of $57 thousand to the Company for the warrant exercises.

The warrants to purchase the remaining 283,914 shares of the Company’s Class A Common Stock expired on January 26, 2023 and are no longer outstanding as of September 30, 2023.

On September 11, 2022, the Company entered into a Securities Purchase Agreement (the “SPA”) with Armistice Capital Master Fund Ltd. Pursuant to the terms of the SPA, the Company agreed, at the closing of the SPA, to sell and issue to the Armistice Capital Master Fund Ltd. in a private placement 195,000 shares of Class A Common Stock of the Company and warrants to purchase 390,000 shares of Class A Common Stock of the Company at an exercise price of $8.85 for a total purchase price of $1,511,250. The Company incurred offering costs of $90,675 from this transaction that were recorded as a reduction of the gross proceeds. The 390,000 warrants may be exercised at any time by Armistice Capital Master Fund Ltd. starting on the issuance date, September 14, 2022, until the five year and six-month anniversary thereafter.

The warrants also allow for a “cashless exercise” if, at any time after the six (6) month anniversary of the issue date of the warrants there is no effective registration statement registering the resale of the Class A Common Stock issuable pursuant to the warrants. In such a case, then warrants may also be exercised, in whole or in part, by means of a cashless exercise in which Armistice Capital Master Fund Ltd. will be entitled to receive a number of shares of Class A Common Stock as described in the warrants. Trust Stamp filed the registration statement on September 30, 2022 and received the notice of effectiveness on January 26, 2023.

On June 5, 2023, the Company entered into an Amendment to Existing Warrants agreement with Armistice Capital Master Fund Ltd. Pursuant to the terms of the Amendment to Existing Warrants, the exercise price for the warrants to purchase 390,000 shares of Class A Common Stock of the Company is reduced to $2.30 for a total purchase price of $897,000. In addition, the expiration date for the 390,000 warrants is amended allowing the exercise of the warrant at any time by Armistice Capital Master Fund Ltd. starting on the closing of the offering, June 5, 2023, until the five year anniversary thereafter.

On August 18, 2023, the institutional investor exercised 270,000 warrants to purchase shares of Class A Common Stock of the Company at a price of $2.30 per warrant, resulting in an issuance by the Company of 270,000 shares of Class A Common Stock for total proceeds of $621,000.

The warrants to purchase the remaining 120,000 shares of the Company’s Class A Common Stock remain outstanding as of September 30, 2023.

On April 14, 2023, the Company entered into a securities purchase agreement (“SPA”) with Armistice Capital Master Fund Ltd. Pursuant to which the Company agreed to issue and sell to the investor (i) in a registered direct offering, 563,380 shares of Class A Common Stock, par value $0.01 per share of the Company at a price of $3.30 per share, and pre-funded warrants to purchase up to 1,009,950 shares of Class A Common Stock, at a price of $3.299 per prefunded warrant, at an exercise price of $0.001 per share of Class A Common Stock, and (ii) in a concurrent private placement, common stock purchase warrants, exercisable for an aggregate of up to 1,573,330 shares of Class A Common Stock, at an exercise price of $3.30 per share. On April 18, 2023, the Company sold 563,380 shares of Class A Common Stock to the institutional investor at a price of $3.30 per share for total proceeds $1,859,154. Additionally, on same date, the institutional investor purchased and exercised the 1,009,950 pre-funded warrants, for total proceeds to the Company of $3,332,835, resulting in an aggregate issuance by the Company of 1,573,330 shares of Class A Common Stock for net proceeds of $4,778,550 from the registered direct offering after deducting placement fee and legal expense of $363,439 and $50,000, respectively.

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The common stock purchase warrants to purchase 1,573,330 shares of the Company’s Class A Common Stock remain outstanding as of September 30, 2023.

On June 1, 2023, the Company entered into a securities purchase agreement (“SPA”) with an Armistice Capital Master Fund Ltd. Pursuant to which the Company agreed to issue and sell to the investor (i) in a registered direct offering, 736,400 shares of Class A Common Stock, par value $0.01 per share of the Company at a price of $2.30 per share, and pre-funded warrants to purchase up to 543,300 shares of Class A Common Stock, at a price of $2.299 per prefunded warrant, at an exercise price of $0.001 per share of Class A Common Stock, and (ii) in a concurrent private placement, common stock purchase warrants, exercisable for an aggregate of up to 1,279,700 shares of Class A Common Stock, at an exercise price of $2.30 per share. On June 5, 2023, the Company sold 736,400 shares of Class A Common Stock to the institutional investor at a price of $2.30 per share for total proceeds of $1,693,720. Additionally, on same date, the institutional investor purchased the 543,300 pre-funded warrants at a price of $2.299 per prefunded warrant, for total proceeds to the Company of $1,249,047, resulting in an issuance by the Company of 736,400 shares of Class A Common Stock for net proceeds of $2,686,773 from the registered direct offering after deducting placement fee and legal expense of $205,994 and $50,000, respectively.

On June 12, 2023, the institutional investor exercised 322,300 pre-funded warrants at a price of $0.001 per prefunded warrant, resulting in an issuance by the Company of 322,300 shares of Class A Common Stock for total proceeds of $322. Additionally, on June 23, 2023, the institutional investor exercised 221,000 pre-funded warrants at a price of $0.001 per prefunded warrant, resulting in an issuance by the Company of 221,000 shares of Class A Common Stock for total proceeds of $221.

The common stock purchase warrants to purchase 1,279,700 shares of the Company’s Class A Common Stock remain outstanding as of September 30, 2023.

Prepaid expenses and other current assets

Prepaid expenses and other current assets as of September 30, 2023 and December 31, 2022 consisted of the following:

			September 30, 2023						December 31, 2022
Prepaid operating expenses			$	315,187					$	225,756
Rent deposit			31,388						55,981
Value added tax receivable			102,699						71,742
Tax credit receivable (short-term)			66,135						218,239
Miscellaneous receivable			29,792						8,368
Prepaid expenses and other current assets			$	545,201					$	580,086

Capitalized internal-use software, net

Capitalized internal-use software, net as of September 30, 2023 and December 31, 2022 consisted of the following:

			Useful Lives						September 30, 2023						December 31, 2022
Internally developed software			5 Years						$	3,754,896					$	3,314,450
Less: Accumulated depreciation									(2,293,295)						(1,895,778)
Capitalized internal-use software, net									$	1,461,601					$	1,418,672

Amortization expense is recognized on a straight-line basis and for the three months ended September 30, 2023 and 2022 totaled $140 thousand and $132 thousand, respectively. Amortization expense is recognized on a straight-line basis and for the nine months ended September 30, 2023 and 2022 totaled $419 thousand and $379 thousand, respectively.

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The Company determined that as of September 30, 2023, $17 thousand of Capitalized internal-use software was impaired. The impaired Capitalized internal-use software was expensed to Research and development during the nine months ended September 30, 2023.

Property and equipment, net

Property and equipment, net as of September 30, 2023 and December 31, 2022 consisted of the following:

			Useful Lives						September 30, 2023						December 31, 2022
Computer equipment			3-4 Years						$	143,796					$	148,832
Furniture and fixtures			10 Years						26,864						27,220
Mobile hardware			2.5 years						—						297,150
Property and equipment, gross									170,660						473,202
Less: Accumulated depreciation									(110,111)						(172,538)
Property and equipment, net									$	60,549					$	300,664

Depreciation expense is recognized on a straight-line basis and for the three months ended September 30, 2023 and 2022 totaled $10 thousand and $42 thousand, respectively. Depreciation expense is recognized on a straight-line basis and for the nine months ended September 30, 2023 and 2022 totaled $62 thousand and $94 thousand, respectively.

On April 26, 2023, the Company sold a portion of the mobile hardware for a gross sales price of $180 thousand and a gain of $108 thousand. On May 26, 2023, the Company sold another portion of the mobile hardware for a gross sales price of $197 thousand and a gain of $108 thousand.

Accrued expenses

Accrued expenses as of September 30, 2023 and December 31, 2022 consisted of the following:

			September 30, 2023						December 31, 2022
Compensation payable			$	353,662					$	171,851
Commission liability			24,379						58,771
Accrued employee taxes			433,096						591,992
Accrued mobile expenses			—						177,099
Other accrued liabilities			50,256						100,111
Accrued expenses			$	861,393					$	1,099,824

There were no changes in the carrying amount of Goodwill for the periods ended September 30, 2023 and December 31, 2022.

Intangible assets, net as of September 30, 2023 and December 31, 2022 consisted of the following:

			Useful Lives						September 30, 2023						December 31, 2022
Patent application costs			3 Years						$	460,453					$	382,285
Trade name and trademarks			3 Years						67,463						68,356
Intangible assets, gross									527,916						450,641
Less: Accumulated amortization									(313,218)						(198,955)
Intangible assets, net									$	214,698					$	251,686

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The Company added 4 patents and 1 trademark during the nine months ended September 30, 2023. The patents issued during the nine months ended September 30, 2023 increased our total number of patents to 17 and include:

•On August 29, 2023, the Company received Notice of Issuance together with a Notice of Allowance on August 17, 2023 both entitled “Systems and Processes for Lossy Biometric Representation.” These patents further expand our intellectual property portfolio related to the tokenization of biometric data and broaden our patent coverage by removing the necessity to use a neural network in our irreversible transformation process.

•On August 15, 2023, the Company received Notice of Issuance for a patent entitled “Systems and Methods for Identity Authentication via Third Party Accounts.” This technology, while leveraging our core privacy-first technologies, provides an optional interlock between different types of user accounts benefiting from the strengths that each can offer in terms of user authentication to produce a more resilient user-centric ecosystem.

•On July 25, 2023, the Company received Notice of Issuance for a patent entitled “Systems and Methods for Privacy-Secured Biometric Identification and Verification.” For the last six years we have invested heavily in research and development which has created a solid foundation for our current and future generations of cutting edge, privacy-first identity products and this patent reflects our systems and methods for matching an encrypted biometric input record with stored encrypted biometric record without data decryption of the input and at least one stored record.

Intangible asset amortization expense is recognized on a straight-line basis and intangible asset amortization expense for the three months ended September 30, 2023 and 2022 totaled $40 thousand and $29 thousand, respectively. Intangible asset amortization expense is recognized on a straight-line basis and intangible asset amortization expense for the nine months ended September 30, 2023 and 2022 totaled $115 thousand and $75 thousand, respectively.

Estimated future amortization expense of Intangible assets, net is as follows:

Years Ending December 31,						Amount
2023						$	40,709
2024						106,971
2025						56,368
2026						10,650
						$	214,698

The following table presents the calculation of basic and diluted net loss per share:

			Three months ended September 30,												Nine months ended September 30,
			2023						2022						2023						2022
Numerator:
Net loss attributable to common stockholders			$	(35,162)					$	(3,439,892)					$	(4,752,980)					$	(8,054,240)
Denominator:
Weighted average shares used in computing net loss per share attributable to common stockholders			8,155,617						4,693,465						6,658,205						4,632,683
Net loss per share attributable to common stockholders			$ (0.00)						$	(0.75)					$	(0.71)					$	(1.75)

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The following potentially dilutive securities were excluded from the computation of diluted net loss per share calculations for the periods presented because the impact of including them would have been anti-dilutive:

			September 30, 2023						September 30, 2022
Options, RSUs, and grants			791,410						732,744
Warrants			4,528,193						1,676,057
Total			5,319,603						2,408,801

From time to time, the Company may issue stock awards in the form of Class A Common Stock grants, Restricted Stock Units (RSUs), or Class A Common Stock options with vesting/service terms. Stock awards are valued on the grant date using the Company’s common stock share price quoted on an active market. Stock options are valued using the Black-Scholes-Merton pricing model to determine the fair value of the options. We generally issue our awards in terms of a fixed monthly value, resulting in a variable number of shares being issued, or in terms of a fixed monthly share number.

During the three and nine months ended September 30, 2023 and 2022, the Company entered into agreements with advisory board members and other external advisors to issue cash payments and stock awards in exchange for services rendered to the Company monthly. The total granted stock-based awards to advisory board members and other external advisors during the three months ended September 30, 2023 and 2022 included grants totaling, $0 and $45 thousand, respectively, options totaling $0, and RSUs totaling $10 thousand and $55 thousand, respectively.

The total granted stock-based awards to advisory board members and other external advisors during the nine months ended September 30, 2023 and 2022 included grants totaling, $0 and $49 thousand, respectively, options totaling $0, and RSUs totaling $19 thousand and $109 thousand, respectively.

In addition to issuing stock awards to advisory board members and other external advisors, during the three and nine months ended September 30, 2023 and 2022, the Company granted stock-based awards to multiple employees. The total granted stock-based awards to employees during the three months ended September 30, 2023 and 2022 included grants totaling, $18 thousand and $50 thousand, respectively, options totaling $3 thousand and $9 thousand, respectively, and RSUs totaling $116 thousand and $691 thousand, respectively.

The total granted stock-based awards to employees during the nine months ended September 30, 2023 and 2022 included grants totaling, $65 thousand and $272 thousand, respectively, options totaling $10 thousand and $52 thousand, respectively, and RSUs totaling $211 thousand and $1.12 million, respectively.

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The following table summarizes stock option activity for the three and nine months ended September 30, 2023:

			Options Outstanding						Weighted Average Exercise Price Per Share						Weighted Average Remaining Contractual Life (years)						Aggregate Intrinsic Value
Balance as of January 1, 2022			395,002						$	6.40					2.42						$	5,365,737
Options granted			7,443						3.20
Options exercised			(15,121)						6.30
Options canceled and forfeited			(215)						4.40
Balance as of December 31, 2022			387,109						$	6.40					1.45						$	—
Options granted			2,647						3.01
Options exercised			(1,230)						3.25
Options canceled and forfeited			(756)						7.94
Balance as of March 31, 2023			387,770						$	6.37					1.21						$	—
Options granted			2,675						2.24
Options exercised			—						—
Options canceled and forfeited			(937)						6.40
Balance as of June 30, 2023			389,508						$	6.34					0.98						$	—
Options granted			3,241						1.85
Options exercised			—						—
Options canceled and forfeited			(1,083)						5.54
Balance as of September 30, 2023			391,666						$	6.31					0.75						$	—
Options vested and exercisable as of September 30, 2023			391,666						$	6.31					0.75						$	—

			Options Outstanding						Weighted Average Exercise Price Per Share						Weighted Average Remaining Contractual Life (years)						Aggregate Intrinsic Value
Balance as of January 1, 2023			387,109						$	6.40					1.45						$	—
Options granted			8,563						2.28
Options exercised			(1,230)						3.25
Options canceled and forfeited			(2,776)						6.48
Balance as of September 30, 2023			391,666						6.31						0.75						—
Options vested and exercisable as of September 30, 2023			391,666						$	6.31					0.98						—

The aggregate intrinsic value of options outstanding, exercisable, and vested is calculated as the difference between the exercise price of the underlying options and the fair value of the Company’s common stock. The aggregate intrinsic value of options exercised during the nine months ended September 30, 2023 and 2022 is $0 and $3 thousand, respectively.

The weighted average grant-date fair value of options granted during the nine months ended September 30, 2023 and 2022 was $1.25 and $9.48 per share, respectively. The total grant-date fair value of options that vested during the nine months ended September 30, 2023 and 2022 was $10 thousand and $52 thousand, respectively.

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The following assumptions were used to calculate the fair value of options granted during the nine months ended September 30, 2023:

Fair value of Class A Common Stock			$0.95 — 3.57
Exercise price			$1.82 — 3.09
Risk free interest rate			3.76 — 4.74%
Expected dividend yield			0.00		%
Expected volatility			80.79 — 96.45%
Expected term			3 Years

As of September 30, 2023, the Company had 391,666 stock options outstanding of which all are fully vested options. As of September 30, 2023, the Company had 77,386 common stock grants outstanding of which 67,530 were vested but not issued and 9,856 were not yet vested. All granted and outstanding common stock grants will fully vest by September 30, 2024. The Company had unrecognized stock-based compensation related to common stock grants of $10 thousand as of September 30, 2023.

As of September 30, 2023, the Company had 322,358 RSUs outstanding of which 148,241 were vested but not issued and 174,117 were not yet vested. All granted and outstanding RSUs will fully vest by August 1, 2024. The Company had unrecognized stock-based compensation related to RSUs of $146 thousand as of September 30, 2023.

A summary of outstanding RSU activity is as follows:

			RSU Outstanding Number of Shares
Balance as of January 1, 2022			126,900
Granted			211,700
Vested (issued)			(46,036)
Forfeited			—
Balance as of December 31, 2022			292,564
Granted			4,627
Vested (issued)			—
Forfeited			(20,601)
Balance as of March 31, 2023			276,590
Granted			4,626
Vested (issued)			(98,193)
Forfeited			3,766
Balance as of June 30, 2023			186,789
Granted			136,906
Vested (issued)			(1,337)
Forfeited			—
Balance as of September 30, 2023			322,358

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			RSU Outstanding Number of Shares
Balance as of January 1, 2022			126,900
Granted			211,700
Vested (issued)			(46,036)
Forfeited			—
Balance as of December 31, 2022			292,564
Granted			146,159
Vested (issued)			(99,530)
Forfeited			(16,835)
Balance as of September 30, 2023			322,358

Stock-based compensation expense

Our consolidated statements of operations include stock-based compensation expense as follows:

			Three months ended September 30,												Nine months ended September 30,
			2023						2022						2023						2022
Cost of services			$	11,169					$	10,122					$	11,825					$	13,516
Research and development			48,336						96,113						79,956						206,413
Selling, general, and administrative			88,535						744,566						213,569						1,378,304
Total stock-based compensation expense			$	148,040					$	850,801					$	305,350					$	1,598,233

Related party payables of $128 thousand and $273 thousand as of September 30, 2023 and December 31, 2022, respectively, primarily relate to amounts owed to 10Clouds, the Company’s contractor for software development and investor in the Company, and smaller amounts payable to members of management as expense reimbursements. Total costs incurred in relation to 10Clouds for the three months ended September 30, 2023 and 2022, totaled approximately $164 thousand and $254 thousand, respectively. Total costs incurred in relation to 10Clouds for the nine months ended September 30, 2023 and 2022, totaled approximately $699 thousand and $688 thousand, respectively.

Legal Services

A member of management provides legal services to the Company from a law firm privately owned and separate from the Company. Certain services are provided to the Company through this law firm. Total expenses incurred by the Company in relation to these services totaled $0 and $32 thousand during the three months ended September 30, 2023 and 2022, respectively. Total expenses incurred by the Company in relation to these services totaled $0 and $95 thousand during the nine months ended September 30, 2023 and 2022, respectively. Amounts payable as of September 30, 2023 and December 31, 2022 were $0.

Options Agreement

The Company has agreed, with effect from November 13, 2020, to grant a three-year loan in the amount of $335 thousand with an abated interest rate of 0.25% per annum to an advisory contractor to purchase 281,648 options. The options provide for the right to acquire shares of Class A Common Stock at a strike price of $6.00 per share. The options have no vesting period and will expire in November 2023. The loan was repaid with in-kind services from the contractor at a rate of $9 thousand per month for 36 months with the first payment receipt in April 2020 and the final payment received in February 2023. As of September 30, 2023 and December 31, 2022, the shareholder loan balances were $0 and $19 thousand, respectively.

---

Mutual Channel Agreement

On November 15, 2020, the Company entered into a Mutual Channel Agreement with Vital4Data, Inc., a company at which Kristin Stafford serves as Chief Executive Officer, who is a current Director of the Company. Pursuant to the agreement, the Company engaged Vita4Data, Inc. as a non-exclusive sales representative for the Company’s products and services. Vital4Data, Inc. is entitled to compensation in the form of commissions, receiving a 20% of commission-eligible on net revenue from sales generated by Vital4Data, Inc. in the first year of the contract term, which is reduced to 10% in the second year, and 5% in the third year. The Company has not earned or expensed any commissions pursuant to the Vital4Data, Inc. agreement to date. As of September 30, 2023 and December 31, 2022, the Vital4Data, Inc. commission due was $0.

During July 2020 the Company entered into an agreement with the Republic of Malta that would provide for a grant of up to €200 thousand or $251 thousand as reimbursement for operating expenses over the first twelve months following Trust Stamp Malta’s incorporation in the Republic of Malta. The Company must provide an initial capital amount of €50 thousand or $62 thousand, which is matched with a €50 thousand or $62 thousand grant. The remaining €150 thousand or $190 thousand are provided as reimbursement of operating expenses twelve months following incorporation.

U.S. GAAP does not provide authoritative guidance regarding the receipt of economic benefits from government entities in return for compliance with certain conditions. Therefore, based on ASC 105-10-05-2, non-authoritative accounting guidance from other sources was considered by analogy in determining the appropriate accounting treatment, the Company elected to apply International Accounting Standards 20 – Accounting for Government Grants and Disclosure of Government Assistance and recognizes the expected reimbursements from the Republic of Malta as deferred income. As reimbursable operating expenses are incurred, a receivable is recognized (reflected within “Prepaid expenses and other current assets” in the unaudited condensed consolidated balance sheets) and income is recognized in a similar systematic basis over the same periods in the unaudited condensed consolidated statements of operations. During the nine months ended September 30, 2023 and 2022, the Company incurred $0 in expenses that are reimbursable under the grant. As of September 30, 2023, all amounts provided for under this grant were received.

Operating Leases — The Company leases office space in Atlanta, Georgia, which serves as its corporate headquarters, office space in Malta, which serves as its research and development facility, and vehicles in Malta that are considered operating lease arrangements under ASC 842 guidance. In addition. the Company contracts for month-to-month coworking arrangements in other office spaces in North Carolina, Denmark, Poland, and Rwanda to support its dispersed workforce. As of September 30, 2023, there were no minimum lease commitments related to month-to-month lease arrangements.

Initial lease terms are determined at commencement date, the date the Company takes possession of the property, and the commencement date is used to calculate straight-line expense for operating leases. Certain leases contain renewal options for varying periods, which are at the Company’s sole discretion. For leases where the Company is reasonably certain to exercise a renewal option, such option periods have been included in the determination of the Company’s Operating lease right-of-use assets and Operating lease liabilities. The Company’s leases have remaining terms of 1 to 3 years. As the

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Company’s leases do not provide an implicit rate, the present value of future lease payments is determined using the Company’s incremental borrowing rate based on information available at the commencement date.

Lease term and discount rate						September 30, 2023
Weighted average remaining lease term						1.29 years
Weighted average discount rate						5.0		%

During the nine months ended September 30, 2023, the Company terminated four leases including two offices in Malta and two vehicles in Malta. The terminated leases were operating leases. As a result of the terminations, the Company incurred $11 thousand in lease termination fees and recorded a loss of $178 related to this lease termination for the nine months ended September 30, 2023.

			September 30, 2023
Leases terminated			4
Lease termination fees			$	10,932
Operating lease right-of-use assets derecognized upon lease termination			$	82,095
Lease liabilities derecognized upon lease termination			$	77,648
Loss recognized upon lease termination			$	178

On April 28, 2023, the Company extended the Malta office lease agreement, which would have ended on July 28, 2023, for a term of one additional year. The lease extension increased the Operating lease right-of-use asset by $82 thousand and the operating lease liability by $83 thousand. The Company classified the amended lease as an operating lease under ASC 842.

Balance sheet information related to leases as of September 30, 2023 and December 31, 2022 was as follows:

			September 30, 2023						December 31, 2022
Operating lease right-of-use assets
Operating lease right-of-use assets			$	164,854					$	315,765
Operating lease liabilities
Short-term operating lease liabilities			$	108,583					$	177,795
Long-term operating lease liabilities			31,785						102,407
Total operating lease liabilities			$	140,368					$	280,202

Future maturities of ASC 842 lease liabilities as of September 30, 2023 are as follows:

			Principal Payments						Imputed Interest Payments						Total Payments
2023			$	38,207					$	1,497					$	39,704
2024			79,362						2,350						81,712
2025			22,220						380						22,600
2026			579						—						579
Total future maturities			$	140,368					$	4,227					$	144,595

---

Total lease expense, under ASC 842, was included in Selling, general, and administrative expenses in our consolidated statement of operations for the three and nine months ended September 30, 2023 as follows:

			Three months ended September 30,												Nine months ended September 30,
			2023						2022						2023						2022
Operating lease expense – fixed payments			$	40,060					$	—					$	169,496					$	—
Short term lease expense			10,846						—						48,399						—
Total lease expense			$	50,906					$	—					$	217,895					$	—

Supplemental cash flows information related to leases was as follow:

						Nine Months Ended September 30, 2023
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases						$	(145,483)

During the nine months ended September 30, 2023, the Company did not incur variable lease expense.

Financial Liability Obligation — As of September 30, 2023, the Company’s financial liability totaled $162 thousand for an executed agreement with a telecommunications company for acquiring mobile hardware. On March 3, 2023, the Company provided a 30-day termination notice to the telecommunications company which terminates the mobile hardware data service. Under the contract terms with the telecommunications company, upon termination of the data service the Company must pay the remaining financial liability during the final data service billing period. The remaining financial liability is expected to be paid within the year ending December 31, 2023.

Litigation — The Company is not currently involved with and does not know of any pending or threatening litigation against the Company or any of its officers or directors in connection with its business.

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v3.23.3

Cover Page - shares	9 Months Ended
	Sep. 30, 2023	Nov. 06, 2023
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2023
Document Transition Report	false
Entity File Number	001-41252
Entity Registrant Name	T Stamp Inc
Entity Address, Address Line One	3017 Bolling Way NE, Floor 2
Entity Address, City or Town	Atlanta
Entity Address, State or Province	GA
Entity Address, Postal Zip Code	30305
City Area Code	404
Local Phone Number	806-9906
Title of 12(b) Security	Class A Common Stock, $0.01 par value per share
Trading Symbol	IDAI
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	true
Entity Ex Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		8,265,516
Entity Central Index Key	0001718939
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q3
Amendment Flag	false
Entity Tax Identification Number	81-3777260
Entity Incorporation, State or Country Code	DE

v3.23.3

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Current Assets:
Cash and cash equivalents	$ 3,182,503	$ 1,254,494
Accounts receivable, net (includes unbilled receivables of $21,319 and $109,475 as of September 30, 2023 and December 31, 2022, respectively)	541,246	1,008,375
Related party receivables	31,050	31,446
Prepaid expenses and other current assets	545,201	580,086
Total Current Assets	4,300,000	2,874,401
Noncurrent Assets:
Capitalized internal-use software, net	1,461,601	1,418,672
Goodwill	1,248,664	1,248,664
Intangible assets, net	214,698	251,686
Property and equipment, net	60,549	300,664
Operating lease right-of-use assets	164,854	315,765
Other assets	22,508	2,066
Total Assets	7,472,874	6,411,918
Current Liabilities:
Accounts payable	686,786	945,162
Related party payables	127,902	273,176
Accrued expenses	861,393	1,099,824
Deferred revenue	87,478	1,811,680
Income tax payable	15,460	21,076
Short-term operating lease liabilities	108,583	177,795
Short-term financial liabilities	162,130	118,860
Total Current Liabilities	2,049,732	4,447,573
Noncurrent Liabilities:
Warrant liabilities	258,096	261,569
Notes payable, plus accrued interest of $28,958 and $16,458, on September 30, 2023 and December 31, 2022, respectively	903,832	886,465
Long-term operating lease liabilities	31,785	102,407
Long-term financial liabilities	0	88,760
Total Liabilities	3,243,445	5,786,774
Commitments, Note 10
Stockholders’ Equity:
Common stock $0.01 par value, 50,000,000 shares authorized, 8,259,065 and 4,910,815 shares issued, and 8,244,492 and 4,854,302 outstanding at September 30, 2023 and December 31, 2022, respectively	82,445	48,543
Treasury stock, at cost: 14,573 and 56,513 shares held as of September 30, 2023 and December 31, 2022, respectively	0	0
Additional paid-in capital	47,831,841	39,496,183
Stockholders’ notes receivable	0	(18,547)
Accumulated other comprehensive income	206,410	237,252
Accumulated deficit	(44,052,706)	(39,299,726)
Total T Stamp Inc. Stockholders’ Equity	4,067,990	463,705
Non-controlling interest	161,439	161,439
Total Stockholders’ Equity	4,229,429	625,144
Total Liabilities and Stockholders’ Equity	$ 7,472,874	$ 6,411,918

v3.23.3

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Unbilled receivables	$ 21,319	$ 109,475
Non-convertible notes payable, current accrued interest	$ 28,958	$ 16,458
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	50,000,000	50,000,000
Common stock, shares issued (in shares)	8,259,065	4,910,815
Common stock, shares outstanding (in shares)	8,244,492	4,854,302
Treasury stock, at cost, shares held (in shares)	14,573	56,513

v3.23.3

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Income Statement [Abstract]
Net revenue	$ 3,065,804	$ 1,348,478	$ 3,985,242	$ 4,877,809
Operating Expenses:
Cost of services (exclusive of depreciation and amortization shown separately below)	239,313	529,023	660,199	1,571,166
Research and development	605,196	777,800	1,811,962	1,766,164
Selling, general, and administrative	2,053,524	3,281,661	5,900,715	9,014,894
Depreciation and amortization	189,655	203,106	596,109	547,737
Total Operating Expenses	3,087,688	4,791,590	8,968,985	12,899,961
Operating Loss	(21,884)	(3,443,112)	(4,983,743)	(8,022,152)
Non-Operating Income (Expense):
Interest expense, net	(9,759)	(2,889)	(29,753)	(9,202)
Change in fair value of warrant liability	(2,142)	11,307	3,473	88,367
Impairment of digital assets	0	(1,260)	0	(25,144)
Other income	0	3,546	261,217	16,160
Other expense	(1,377)	(7,484)	(4,174)	(102,269)
Total Other Income (Expense), Net	(13,278)	3,220	230,763	(32,088)
Net Loss before Taxes	(35,162)	(3,439,892)	(4,752,980)	(8,054,240)
Income tax expense	0	0	0	0
Net loss including non-controlling interest	(35,162)	(3,439,892)	(4,752,980)	(8,054,240)
Net loss attributable to non-controlling interest	0	0	0	0
Net loss attributable to T Stamp Inc.	$ (35,162)	$ (3,439,892)	$ (4,752,980)	$ (8,054,240)
Basic net loss per share attributable to T Stamp Inc. (in dollars per share)	$ (0.00)	$ (0.75)	$ (0.71)	$ (1.75)
Diluted net loss per share attributable to T Stamp Inc. (in dollars per share)	$ (0.00)	$ (0.75)	$ (0.71)	$ (1.75)
Weighted-average shares used to compute basic net loss per share (in shares)	8,155,617	4,693,465	6,658,205	4,632,683
Weighted-average shares used to compute diluted net loss per share (in shares)	8,155,617	4,693,465	6,658,205	4,632,683

v3.23.3

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Statement of Comprehensive Income [Abstract]
Net loss including non-controlling interest	$ (35,162)	$ (3,439,892)	$ (4,752,980)	$ (8,054,240)
Other Comprehensive Income (Loss):
Foreign currency translation adjustments	18,204	(53,715)	(30,842)	(25,791)
Total Other Comprehensive Income (Loss)	18,204	(53,715)	(30,842)	(25,791)
Comprehensive loss	(16,958)	(3,493,607)	(4,783,822)	(8,080,031)
Comprehensive loss attributable to non-controlling interest	0	0	0	0
Comprehensive loss attributable to T Stamp Inc.	$ (16,958)	$ (3,493,607)	$ (4,783,822)	$ (8,080,031)

v3.23.3

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($)	Total	Common Stock	Additional Paid-In Capital	Treasury Stock	Stockholders’ Notes Receivable	Accumulated Other Comprehensive Income	Accumulated Deficit	Non-controlling Interest
Beginning balance (in shares) at Dec. 31, 2021		4,095,029
Beginning balance at Dec. 31, 2021	$ 5,033,716	$ 40,950	$ 31,985,880		$ (130,267)	$ 183,900	$ (27,208,186)	$ 161,439
Beginning balance (in shares) at Dec. 31, 2021				56,513
Beginning balance at Dec. 31, 2021				$ 0
Increase (Decrease) in Stockholders' Equity
Exercise of warrants to common stock (in shares)		490,490
Exercise of warrants to common stock	3,383,762	$ 4,905	3,378,857
Exercise of options to common stock (in shares)		13,004
Exercise of options to common stock	78,092	$ 130	77,962
Issuance of common stock (in shares)		210,836
Issuance of common stock	1,007,790	$ 2,108	1,005,682
Issuance of common stock warrants	667,290		667,290
Issuance of common stock in relation to vested restricted stock units (in shares)		43,471
Issuance of common stock in relation to vested restricted stock units	(15,430)	$ 435	(15,865)
Repayment of shareholders loan through in-kind services	83,790				83,790
Stock-based compensation	1,598,233		1,598,233
Currency translation adjustment	(25,791)					(25,791)
Net loss attributable to T Stamp Inc.	(8,054,240)						(8,054,240)
Ending balance (in shares) at Sep. 30, 2022		4,852,830
Ending balance at Sep. 30, 2022	3,757,212	$ 48,528	38,698,039		(46,477)	158,109	(35,262,426)	161,439
Ending balance (in shares) at Sep. 30, 2022				56,513
Ending balance at Sep. 30, 2022				$ 0
Beginning balance (in shares) at Dec. 31, 2021		4,095,029
Beginning balance at Dec. 31, 2021	$ 5,033,716	$ 40,950	31,985,880		(130,267)	183,900	(27,208,186)	161,439
Beginning balance (in shares) at Dec. 31, 2021				56,513
Beginning balance at Dec. 31, 2021				$ 0
Increase (Decrease) in Stockholders' Equity
Exercise of options to common stock (in shares)	15,121
Ending balance (in shares) at Dec. 31, 2022		4,854,302
Ending balance at Dec. 31, 2022	$ 625,144	$ 48,543	39,496,183		(18,547)	237,252	(39,299,726)	161,439
Ending balance (in shares) at Dec. 31, 2022	56,513			56,513
Ending balance at Dec. 31, 2022	$ 0			$ 0
Beginning balance (in shares) at Jun. 30, 2022		4,657,147
Beginning balance at Jun. 30, 2022	4,949,784	$ 46,571	36,426,891		(74,407)	211,824	(31,822,534)	161,439
Beginning balance (in shares) at Jun. 30, 2022				56,513
Beginning balance at Jun. 30, 2022				$ 0
Increase (Decrease) in Stockholders' Equity
Exercise of options to common stock (in shares)		933
Exercise of options to common stock	6,500	$ 9	6,491
Issuance of common stock warrants	611,452		611,452
Issuance of common stock in relation to vested restricted stock units (in shares)		194,750
Issuance of common stock in relation to vested restricted stock units	804,352	$ 1,948	802,404
Repayment of shareholders loan through in-kind services	27,930				27,930
Stock-based compensation	850,801		850,801
Currency translation adjustment	(53,715)					(53,715)
Net loss attributable to T Stamp Inc.	(3,439,892)						(3,439,892)
Ending balance (in shares) at Sep. 30, 2022		4,852,830
Ending balance at Sep. 30, 2022	3,757,212	$ 48,528	38,698,039		(46,477)	158,109	(35,262,426)	161,439
Ending balance (in shares) at Sep. 30, 2022				56,513
Ending balance at Sep. 30, 2022				$ 0
Beginning balance (in shares) at Dec. 31, 2022		4,854,302
Beginning balance at Dec. 31, 2022	$ 625,144	$ 48,543	39,496,183		(18,547)	237,252	(39,299,726)	161,439
Beginning balance (in shares) at Dec. 31, 2022	56,513			56,513
Beginning balance at Dec. 31, 2022	$ 0			$ 0
Increase (Decrease) in Stockholders' Equity
Exercise of warrants to common stock (in shares)		1,823,250
Exercise of warrants to common stock	$ 622,554	$ 18,233	604,321
Exercise of options to common stock (in shares)	1,230	1,740
Exercise of options to common stock	$ 2,000	$ 17	1,983
Issuance of common stock (in shares)		1,312,468
Issuance of common stock	7,464,312	$ 13,124	7,451,188
Issuance of common stock in relation to vested restricted stock units (in shares)		247,973		(41,940)
Issuance of common stock in relation to vested restricted stock units	(24,656)	$ 2,480	(27,136)
Reverse stock split rounding (in shares)		4,759
Reverse stock split rounding	0	$ 48	(48)
Repayment of shareholders loan through in-kind services	18,547				18,547
Stock-based compensation	305,350		305,350
Currency translation adjustment	(30,842)					(30,842)
Net loss attributable to T Stamp Inc.	(4,752,980)						(4,752,980)
Ending balance (in shares) at Sep. 30, 2023		8,244,492
Ending balance at Sep. 30, 2023	$ 4,229,429	$ 82,445	47,831,841		0	206,410	(44,052,706)	161,439
Ending balance (in shares) at Sep. 30, 2023	14,573			14,573
Ending balance at Sep. 30, 2023	$ 0			$ 0
Beginning balance (in shares) at Jun. 30, 2023		7,972,244
Beginning balance at Jun. 30, 2023	3,479,200	$ 79,722	47,067,377		0	188,206	(44,017,544)	161,439
Beginning balance (in shares) at Jun. 30, 2023				16,821
Beginning balance at Jun. 30, 2023				$ 0
Increase (Decrease) in Stockholders' Equity
Exercise of warrants to common stock (in shares)		270,000
Exercise of warrants to common stock	$ 621,000	$ 2,700	618,300
Exercise of options to common stock (in shares)	0
Issuance of common stock in relation to vested restricted stock units (in shares)		2,248
Issuance of common stock in relation to vested restricted stock units	$ (1,852)	$ 23	(1,875)	$ (2,248)
Stock-based compensation	148,039		148,039
Currency translation adjustment	18,204					18,204
Net loss attributable to T Stamp Inc.	(35,162)						(35,162)
Ending balance (in shares) at Sep. 30, 2023		8,244,492
Ending balance at Sep. 30, 2023	$ 4,229,429	$ 82,445	$ 47,831,841		$ 0	$ 206,410	$ (44,052,706)	$ 161,439
Ending balance (in shares) at Sep. 30, 2023	14,573			14,573
Ending balance at Sep. 30, 2023	$ 0			$ 0

v3.23.3

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Cash flows from operating activities:
Net loss attributable to T Stamp Inc.	$ (4,752,980)	$ (8,054,240)
Net loss attributable to non-controlling interest	0	0
Adjustments to reconcile net loss to cash flows used in operating activities:
Depreciation and amortization	596,109	547,737
Stock-based compensation	305,350	1,598,233
Change in fair value of warrant liability	(3,473)	(88,367)
Repayment of shareholder loan through in-kind services	18,547	83,790
Impairment of assets	16,819	25,144
Gain on sale of property and equipment	(216,189)	0
Non-cash interest	28,958	0
Non-cash lease expense	151,001	0
Non-cash write off of mobile hardware	(15,775)	0
Loss on retirement of equipment	17,589	0
Changes in assets and liabilities:
Accounts receivable	467,129	(46,737)
Related party receivables	396	(18,183)
Prepaid expenses and other current assets	40,220	517,216
Other assets	(20,442)	27,539
Accounts payable	(258,376)	(23,309)
Accrued expense	(238,431)	(147,602)
Related party payables	(145,274)	(93,690)
Deferred revenue	(1,724,202)	1,111,410
Income tax payable	(5,616)	0
Operating lease liabilities	(145,483)	0
Customer deposit liabilities	0	(280,108)
Net cash flows from operating activities	(5,884,123)	(4,841,167)
Cash flows from investing activities:
Proceeds from sale of property and equipment	377,360	0
Capitalized internally developed software costs	(478,338)	(589,282)
Patent application costs	(78,169)	(103,419)
Acquisition of Pixelpin intangible asset	0	13,362
Purchases of property and equipment	(538)	(25,745)
Purchase of digital assets	0	(30,000)
Net cash flows from investing activities	(179,685)	(735,084)
Cash flows from financing activities:
Proceeds from common stock, prefunded warrants, and common stock warrants, net of fees	7,464,312	1,007,790
Proceeds from exercise of warrants to common stock	622,554	3,385,935
Proceeds from exercise of options to common stock	2,000	78,092
Forfeited common stock shares to satisfy taxes	(24,656)	0
Proceeds from issuance of common stock warrants	0	667,290
Principal payments on financial liabilities	(29,715)	(59,815)
Net cash flows from financing activities	8,034,495	5,079,292
Effect of foreign currency translation on cash	(42,678)	(48,145)
Net change in cash and cash equivalents	1,928,009	(545,104)
Cash and cash equivalents, beginning of period	1,254,494	3,475,695
Cash and cash equivalents, end of period	3,182,503	2,930,591
Supplemental disclosure of cash flow information:
Cash paid during the period for interest	580	8
Supplemental disclosure of non-cash activities:
Adjustment to operating lease right-of-use assets related to renewed leases	82,185	0
Adjustment to operating lease right-of-use assets related to terminated leases	82,095	0
Adjustment to operating lease operating lease liabilities related to renewed leases	83,298	0
Adjustment to operating lease liabilities related to terminated leases	77,648	0
Prepaid rent expense reclassified upon termination of leases	5,335	0
Property and equipment acquired under financial liability	$ 0	$ (297,150)

v3.23.3

Description of Business and Summary of Significant Accounting Policies And Going Concern	9 Months Ended
	Sep. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of Business and Summary of Significant Accounting Policies And Going Concern	Description of Business and Summary of Significant Accounting Policies And Going Concern Description of Business — T Stamp Inc. was incorporated on April 11, 2016 in the State of Delaware. T Stamp Inc. and its subsidiaries (“Trust Stamp”, “we”, “us”, “our” or the “Company”) develops and markets identity authentication software solutions for enterprise and government partners and peer-to-peer markets. Trust Stamp develops proprietary artificial intelligence-powered solutions, researching and leveraging machine learning, artificial intelligence, biometric science, cryptography, and data mining, to deliver insightful identity and trust predictions that identify and defend against fraudulent identity attacks, protect sensitive user information, and extend the reach of digital services through global accessibility. We utilize the power and agility of technologies such as GPU processing, edge-computing, neural networks, and large language models to process and protect data faster and more effectively than has ever previously been possible in order to deliver results at a disruptively low cost for usage across multiple industries, including: •Banking/FinTech •KYC/AML Compliance •Humanitarian and Development Services •Government and Law Enforcement, including Alternative to Detention programs •Cryptocurrency and Digital Assets •Biometrically Secured Email and Digital Communications •P2P Transactions, Social Media, and Sharing Economy •Real Estate, Travel, and Healthcare Reverse Split — On February 15, 2023 our Board of Directors approved and, as of February 20, 2023, the holders of a majority of our voting capital stock approved an amendment (the “Certificate of Amendment”) to the Company’s Amended and Restated Certificate of Incorporation and approved to effect a reverse split of our issued and outstanding shares of Class A Common Stock at a ratio of one share for every five shares currently held, rounded up to the nearest whole share – whereby every five (5) outstanding shares of Class A Common Stock was combined and became one (1) share of Class A Common Stock, rounding up to the nearest whole number of shares (the “Reverse Split”). All share and per share amounts in these unaudited condensed consolidated financial statements have been retroactively restated to reflect the Reverse Split. The Reverse Split was effective for trading on the market opening of Nasdaq on March 23, 2023. The Reverse Stock Split effective March 23, 2023, was ratified by the Company’s stockholders by written consent pursuant to a definitive proxy statement filed with the Securities and Exchange Commission on April 13, 2023. Written consent from the majority of stockholders was received as of May 13, 2023. Amended and Restated Certificate of Incorporation — On July 6, 2023, the Company received confirmation of the acceptance of its Third Amended and Restated Certificate of Incorporation (the "Third Restated Certificate") from the Secretary of State of Delaware. The Third Restated Certificate was approved by the Company’s stockholders by written consent pursuant to a definitive proxy statement filed with the Securities and Exchange Commission on April 13, 2023. Written consent from the majority of stockholders was received as of May 13, 2023. The Third Restated Certificate maintained the 50,000,000 authorized shares of Common Stock and eliminated the authorized Preferred Stock. The Third Restated Certificate also created a classified Board of Directors of the Company with three classes of directors who will stand for election in staggered years. Going Concern — The accompanying unaudited condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company is a business that has not yet generated profits, with a Net loss in the nine months ended September 30, 2023 of $4.75 million, negative Net operating cash outflows of $5.88 million for the same period, working capital of $2.25 million and an Accumulated deficit of $44.05 million as of September 30, 2023. The Company’s ability to continue as a going concern in the next twelve months following the date the unaudited condensed consolidated financial statements were available to be issued is dependent upon its ability to produce revenues and/or obtain financing sufficient to meet current and future obligations and deploy such to produce profitable operating results. Management has evaluated these conditions and plans to generate revenue and raise capital as needed to satisfy the Company’s capital needs. While the negotiation of significant additional revenue is well advanced, it has not reached a stage that allows it to be factored into a going concern evaluation. In addition, although the Company has previously been successful in raising capital as needed and has already made plans to do so as well as restructuring expenses to meet the Company’s cash needs, no assurance can be given that the Company will be successful in its capital raising efforts. These factors, among others, raise substantial doubt about the ability of the Company to continue as a going concern for a reasonable period. Basis of Presentation — The accompanying unaudited condensed consolidated financial statements have been prepared in conformity with US Generally Accepted Accounting Principles (“US GAAP”) and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”). The accompanying unaudited condensed consolidated financial statements have been prepared on a basis which assumes that the Company will continue as a going concern, which contemplates the realization of assets and the satisfaction of liabilities and commitments in the normal course of business. Unaudited Interim Results — These unaudited condensed consolidated financial statements and accompanying notes have been prepared in accordance with U.S. GAAP, pursuant to the applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. In management’s opinion, these unaudited condensed consolidated financial statements and accompanying notes have been prepared on the same basis as the annual consolidated financial statements and reflect all the adjustments, which include only normal recurring adjustments necessary for the fair statement of the Company’s financial position as of September 30, 2023, the results of operations for the nine months ended September 30, 2023 and 2022, and cash flows for the nine months ended September 30, 2023 and 2022. Certain information and note disclosures have been condensed or omitted pursuant to such rules and regulations. The accompanying unaudited condensed consolidated balance sheet as of September 30, 2023 was derived from the audited consolidated financial statements as of that December 31, 2022 but does not include all of the disclosures required by U.S. GAAP. The results of operations for the nine months ended September 30, 2023 are not necessarily indicative of the results to be expected for the full year or any other future interim or annual period. These unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and accompanying notes for the year ended December 31, 2022 included in the Company’s Annual Report. The Company’s significant accounting policies are described in Note 1 to those audited consolidated financial statements. Basis of Consolidation — The accompanying unaudited condensed consolidated financial statements reflect the activity of the Company and its subsidiaries, Trusted Mail Inc. (“Trusted Mail”), Finnovation LLC (“Finnovation”), Trust Stamp Malta Limited (“Trust Stamp Malta”), AIID Payments Limited, Biometric Innovations Limited (“Biometrics”), Trust Stamp Rwanda Limited, Metapresence Limited, and Trust Stamp Denmark ApS. All significant intercompany transactions and accounts have been eliminated. On February 28, 2023, the Company received the Certificate of Termination from the State of Georgia, which represents the completion of administratively dissolving T Avatar LLC. As there were no operations established under the entity, there is a limited impact to Trust Stamp. The dissolution of T Avatar LLC was effective February 28, 2023. On June 2, 2023, the Company received the termination resolution from the Polish National Court Register, which represents the completion of administratively dissolving Sunflower AI Technologies (“SAIT”). As there were no operations established under the entity, there is a limited impact to Trust Stamp. The dissolution of SAIT was effective May 10, 2023. Further, we continue to consolidate Tstamp Incentive Holdings (“TSIH”) which we consider to be a variable interest entity. Variable Interest Entity — On April 9, 2019, management created a new entity, TSIH. Furthermore, on April 25, 2019, the Company issued 320,513 shares of Class A Common Stock to TSIH, for the purpose of providing a pool of shares of Class A Common Stock of the Company that the Company’s Board of Directors (the “Board”) could use for employee stock awards and were recorded initially as Treasury stock. Since establishing TSIH, 264,000 shares were transferred to various employees as a stock award that were earned and outstanding. On February 15, 2023, Trust Stamp issued 206,033 shares of Class A Common Stock to TSIH to be used to satisfy vested employee stock awards. As of September 30, 2023, TSIH held 14,573 Treasury stock earmarked for future employee RSU bonuses. The Company does not own any of the shares of Class A Common Stock of the Company held by TSIH. The Company considers this entity to be a variable interest entity (“VIE”) because it is thinly capitalized and holds no cash. Because the Company does not own shares in TSIH, management believes that this gives the Company a variable interest. Further, management of the Company also acts as management of TSIH and is the decision-maker as management grants shares held by TSIH to employees of the Company. As this VIE owns only shares in the Company and no other liabilities or assets, the Company is the primary beneficiary of TSIH and will consolidate the VIE. Use of Estimates — The preparation of the unaudited condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the unaudited condensed consolidated financial statements and accompanying notes. Actual results could differ materially from these estimates. On an ongoing basis, the Company evaluates their estimates that include, but are not limited to, percentage of completion related to revenue contracts that are not fully complete at the end of a fiscal quarter, capitalization and estimated useful life of internal-use software, the allowance for doubtful accounts, the fair value of financial assets and liabilities, the recoverability of Goodwill, stock-based compensation including the determination of the fair value of our common stock, impairment of long-lived assets, the valuation of deferred tax assets and uncertain tax positions, and warrant liabilities. We base our estimates on assumptions, both historical and forward-looking trends, and various other assumptions that are believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Segment Information — The Company has a single operating and reportable segment. The Company’s chief operating decision maker is its Chief Executive Officer, who reviews financial information presented on a consolidated basis for purposes of making operating decisions, assessing financial performance, and allocating resources. Risks and Uncertainties — The Company is dependent upon additional capital resources for its planned full-scale operations, and is subject to significant risks and uncertainties, including failing to secure funding to continue to operationalize the Company’s plans or failing to profitably operate the business. Major Customers and Concentration of Risks — Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of Cash and cash equivalents, and Accounts receivable. We maintain our Cash and cash equivalents with high-quality financial institutions, mainly in the United States; the composition of which are regularly monitored by us. The Federal Deposit Insurance Corporation covers $250 thousand for substantially all depository accounts. The Company from time to time may have amounts on deposit in excess of the insured limits. As of September 30, 2023 and December 31, 2022, the Company had $2.60 million and $71 thousand in U.S. bank accounts, respectively, which exceeded these insured amounts. Management believes minimal credit risk exists with respect to these financial institutions and the Company has not experienced any losses on such amounts. For Accounts receivable, we are exposed to credit risk in the event of nonpayment by customers to the extent the amounts are recorded in the unaudited condensed consolidated balance sheets. We extend different levels of credit and maintain reserves for potential credit losses based upon the expected collectability of Accounts receivable. We manage credit risk related to our customers by performing periodic evaluations of credit worthiness and applying other credit risk monitoring procedures. Three customers represented 92.66% or 48.36%, 38.12%, and 6.18% of the balance of total Accounts receivable as of September 30, 2023 and three customers represented 95.37% or 36.90%, 32.69%, and 25.78% of the balance of total Accounts receivable as of December 31, 2022. The Company seeks to mitigate its credit risk with respect to Accounts receivable by contracting with large commercial customers and government agencies, and regularly monitoring the aging of Accounts receivable balances. As of September 30, 2023 and December 31, 2022, the Company had not experienced any significant losses on its Accounts receivable. During the three months ended September 30, 2023, the Company sold to primarily three customers which made up approximately 95.85% of total Net revenue, and consisted of 81.87%, 7.91%, and 6.07%, from IGS, Mastercard, and S&P 500 Bank, respectively. Additionally, during the three months ended September 30, 2022, the Company sold to primarily three customers which made up approximately 95.11% of total Net revenue, and consisted of 62.56%, 17.84%, and 14.71% from ICE, an S&P 500 Bank, and Mastercard. During the nine months ended September 30, 2023, the Company sold to primarily three customers which made up approximately 90.53% of total Net revenue, and consisted of 62.98%, 14.95%, and 12.60% from IGS, an S&P 500 Bank, and Mastercard, respectively. Additionally, during the nine months ended September 30, 2022, the Company sold to primarily three customers which made up approximately 94.56% of total Net revenue, and consisted of 67.36%, 16.22%, and 10.98% from ICE, an S&P 500 Bank, and Mastercard. Foreign Currencies — The functional currencies of the Company’s foreign subsidiaries are the local currencies. For those subsidiaries, the assets and liabilities are translated into U.S. dollars at the exchange rate method at the unaudited condensed consolidated balance sheet date. The Company’s other comprehensive (loss) is comprised of foreign currency translation adjustments related to the Company’s foreign subsidiaries. Income and expenses are translated at the average exchange rates for the period. Foreign currency transaction gains and losses are included in Other income or Other expense in the unaudited condensed consolidated statements of operations. Cash and Cash Equivalents — Cash and cash equivalents consist of cash in banks and bank deposits. The Company considers all highly liquid instruments purchased with an original maturity of three months or less when purchased as cash equivalents. Accounts Receivable and Allowance for Credit Losses — Accounts receivable are recorded at the invoiced amount, net of an allowance for credit losses, if any. The Company’s trade receivables primarily arise from the sale of our products to customers through contracts for software licenses and subscriptions, software usage, web hosting fees, and software development with payment terms of 60 days. The Company evaluates the credit risk of a customer when extending credit based on a combination of various financial and qualitative factors that may affect the customers’ ability to pay. These factors include the customers’ financial condition and past payment experience. The Company maintains an allowance for credit losses, which represents an estimate of expected losses over the remaining contractual life of its receivables considering current market conditions and estimates for supportable forecasts when appropriate. The Company measures expected credit losses on its trade receivables on an customer basis. The estimate of expected credit losses considers any historical losses, delinquency trends, collection experience, and/or economic risk where appropriate. Additionally, management develops a specific allowance for trade receivables known to have a high risk of expected future credit loss. The Company has historically experienced immaterial write-offs given the nature of the customers and contracts. As of September 30, 2023, the Company had gross receivables of $549 thousand and an allowance for credit losses of $8 thousand. As of December 31, 2022, the Company had gross receivables of $1.01 million and no allowance for credit losses. As of September 30, 2023 and December 31, 2022, Accounts receivable includes unbilled receivables of $21 thousand and $109 thousand, respectively. Property and Equipment, Net — Property and equipment, net is stated at cost less accumulated depreciation. Depreciation is recognized using the straight-line method over the estimated useful lives of the respective assets. Maintenance and repairs that do not improve or extend the useful lives of the assets are expensed when incurred, whereas additions and major improvements are capitalized. Upon sale or retirement of assets, the cost and related accumulated depreciation are derecognized from the unaudited condensed consolidated balance sheet and any resulting gain or loss is recorded in the unaudited condensed consolidated statements of operations in the period realized. Capitalized Internal-Use Software, Net — Costs related to software acquired, developed, or modified solely to meet our internal requirements, with no substantive plans to market such software at the time of development are capitalized. The Company capitalizes eligible costs to develop internal-use software that are incurred subsequent to the preliminary project stage through the development stage. These costs consist of personnel costs (including related benefits and stock-based compensation) that are incurred during the application development stage. Costs incurred during the preliminary project stage and during the post-implementation operational stage are expensed as incurred. Maintenance costs are expensed as incurred. The estimated useful life of costs capitalized is evaluated for each specific project that is generally five years. Actual economic lives may differ from estimated useful lives. Periodic reviews could result in a change in estimated useful lives and therefore changes in amortization expense in future periods. Accounting for Impairment of Long-Lived Assets — Long-lived assets with finite lives include Property and equipment, net, Capitalized internal-use software, Operating lease right-of-use assets, and Intangible assets, net subject to amortization. The Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. Recoverability of assets held and used is measured by comparison of the carrying amount of an asset or an asset group to estimated undiscounted future net cash flows expected to be generated by the asset or asset group. If the carrying amount of an asset exceeds these estimated future cash flows, an impairment charge is recognized by the amount by which the carrying amount of the assets exceeds the fair value of the asset or asset group. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell. The Company determined that as of September 30, 2023, $17 thousand of Capitalized internal-use software was impaired. The impaired Capitalized internal-use software was expensed during the nine months ended September 30, 2023. As of December 31, 2022, the Company determined that no long-lived assets with finite lives were impaired. Goodwill — Goodwill is accounted for in accordance with Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 350, Intangibles—Goodwill and Other. The Company allocates the cost of an acquired business to the assets acquired and liabilities assumed based on their estimated fair values at the date of acquisition. The excess of the purchase consideration transferred over the fair value of the net assets acquired, including other Intangible assets, net, is recorded as Goodwill. Goodwill is tested for impairment at the reporting unit level at least quarterly or more frequently when events or circumstances occur that indicate that it is more likely than not that an impairment has occurred. In assessing Goodwill for impairment, the Company first assesses qualitative factors to determine whether it is necessary to perform the quantitative goodwill impairment test. In the qualitative assessment, the Company considers factors including economic conditions, industry and market conditions and developments, overall financial performance and other relevant entity-specific events in determining whether it is more likely than not that the fair value of the reporting unit is less than the carrying amount. Should the Company conclude that it is more likely than not that the recorded Goodwill amounts have been impaired, the Company would perform the impairment test. Goodwill impairment exists when a reporting unit’s carrying value exceeds its fair value. Significant judgment is applied when Goodwill is assessed for impairment. There were no impairment charges to Goodwill during the nine months ended September 30, 2023 and year ended December 31, 2022. Fair Value of Assets and Liabilities — The Company follows the relevant U.S. GAAP guidance regarding the determination and measurement of the fair value of assets/liabilities; in which fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction valuation hierarchy which requires an entity to maximize the use of observable inputs when measuring fair value. The guidance describes the following three levels of inputs that may be used in the methodology to measure fair value: Level 1 – Quoted prices available in active markets for identical investments as of the reporting date; Level 2 – Inputs other than quoted prices in active markets, which are either directly or indirectly observable as of the reporting date; and Level 3 – Unobservable inputs, which are to be used in situations where there is little or no market activity for the asset or liability and wherein the reporting entity makes estimates and assumptions related to the pricing of the asset or liability including assumptions regarding risk. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The estimated fair values of Cash and cash equivalents, Accounts receivable, Related party receivables, Prepaid expenses and other current assets, Other assets, Accounts payable, Related party payables, Accrued expenses, Deferred revenue, Customer deposit liabilities, and Notes payable approximate their carrying values. The fair values of warrant liabilities issued in connection with equity or debt issuance are determined using the Black-Scholes valuation model, a “Level 3” fair value measurement, based on the estimated fair value of the underlying common stock, volatility based on the historical volatility data of similar companies, considering the industry, products and market capitalization of such other entities, the expected life based on the remaining contractual term of the conversion option and warrant liabilities and the risk free interest rate based on the implied yield available on U.S. Treasury Securities with a maturity equivalent to the warrant liability’s contractual life. The Company accounts for its financial assets and liabilities at fair value regularly. The Company evaluates the fair value of its non-financial assets and liabilities on a nonrecurring basis. Revenue Recognition — The Company derives its revenue primarily from professional services. Revenue is recognized upon transfer of control of promised products and services to customers in an amount that reflects the consideration the Company expects to receive in exchange for those products or services. If the consideration promised in a contract includes a variable amount, the Company includes an estimate of the amount it expects to receive or the total transaction price if it is probable that a significant reversal of cumulative revenue recognized will not occur. The Company determines the amount of revenue to be recognized through the application of the following steps: •Identification of the contract, or contracts with a customer; •Identification of the performance obligations in the contract; •Determination of the transaction price; •Allocation of the transaction price to the performance obligations in the contract; and •Recognition of revenue when or as the Company satisfies the performance obligations. At contract inception, the Company will assess the services agreed upon within each contract and assess whether each service is distinct and determine 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. In general, each contract with a customer consists of a single performance obligation to perform services in which revenue is recognized when the service has been delivered. Remaining Performance Obligations — The Company’s arrangements with its customers often have terms that span over multiple years. However, the Company generally allows its customers to terminate contracts for convenience prior to the end of the stated term with less than twelve months’ notice. Revenue allocated to remaining performance obligations represents non-cancelable contracted revenue that has not yet been recognized, which includes deferred revenue and, in certain instances, amounts that will be invoiced. The Company has elected the practical expedient allowing the Company to not disclose remaining performance obligations for contracts with original terms of twelve months or less. Cancellable contracted revenue, which includes customer deposit liabilities, is not considered a remaining performance obligation. As of September 30, 2023, and December 31, 2022, the Company did not have any related performance obligations for contracts with terms exceeding twelve months. Disaggregation of Revenue For the three months ended September 30, For the nine months ended September 30, 2023 2022 2023 2022 Professional services (over time) $ 2,990,804  $ 566,413  $ 3,760,242  $ 3,970,744  Termination expense reimbursement (one time) —  719,565  —  719,565  License fees (over time) 75,000  62,500  225,000  187,500  Total Revenue $ 3,065,804  $ 1,348,478  $ 3,985,242  $ 4,877,809  Contract Balances — The timing of customer billing and payment relative to the start of the service period varies from contract to contract; however, the Company bills many of its customers in advance of the provision of services under its contracts, resulting in liabilities consisting of either deferred revenue (a “contract liability”) or customer deposit liabilities. Deferred revenue represents billings under non-cancelable contracts before the related product or service is transferred to the customer. Such amounts are recognized by the Company over the life of the contract upon= meeting the revenue recognition criteria, but generally within one year. Customer deposit liabilities consist of billings or payments received in advance of the start of the contractual term or for anticipated revenue-generating activities for the portion of a contract term that is subject to cancellation for convenience. Certain of the Company’s arrangements generally include terms that allow the customer to terminate the contract for convenience and receive a refund of the amount of the customer deposit for the percentage of the work not performed prior to the notice of termination. In these arrangements, the Company concluded there are no enforceable rights and obligations after such notice period and therefore, the consideration received or due from the customer that is subject to termination for convenience is recorded as customer deposit liabilities. The payment terms and conditions vary by contract; however, the Company’s terms generally require payment within 30 to 60 days from the invoice date. In instances where the timing of revenue recognition differs from the timing of payment, the Company elected to apply the practical expedient in accordance with ASC 606 to not adjust contract consideration for the effects of a significant financing component as the Company expects, at contract inception, that the period between when promised goods and services are transferred to the customer and when the customer pays for those goods and services will be one year or less. As such, the Company determined its contracts do not generally contain a significant financing component. Costs to Obtain and Fulfill Contracts — Incremental costs of obtaining a contract include only those costs that are directly related to the acquisition of contracts, including sales commissions, and that would not have been incurred if the contract had not been obtained. In alignment with ASC 340, Other Assets and Deferred Costs ("ASC 340"), the Company recognizes an asset for the incremental costs of obtaining a contract with a customer if we expect to recover the costs. The Company elected to apply the practical expedient in accordance with ASC 340 which allows the Company to expense commissions as incurred when the contract term is twelve months or less in total. Costs to obtain contracts and costs to fulfill contracts were not material in the periods presented. Warrants — The Company accounts for stock warrants as either equity instruments, derivative liabilities, or liabilities in accordance with ASC 480, Distinguishing Liabilities from Equity (“ASC 480”) and ASC 815, Derivatives and Hedging (“ASC 815”), depending on the specific terms of the warrant agreement. Cost of Services Provided — Cost of services generally consists of the cost of hosting fees, materials, and cost of labor associated with professional services rendered. Depreciation and amortization expense is not included in Cost of services. Research and Development — Research and development costs are expensed as incurred and consist primarily of personnel costs such as salaries and benefits and relate primarily to time spent during the preliminary project stage, post implementation maintenance, bug fixes associated with Capitalized internal-use software activities, and front-end application development in which technological feasibility has not been established. Depreciation and amortization expense is not included in Research and development. Advertising — Advertising costs are expensed as incurred. Advertising and marketing expense totaled $100 thousand and $50 thousand for the three months ended September 30, 2023 and 2022, respectively, and $207 thousand and $173 thousand for the nine months ended September 30, 2023 and 2022, respectively. Stock- Based Compensation — The Company accounts for its stock-based compensation arrangements at fair value. Fair value of each stock-based award is estimated on the date of grant using either the Black-Scholes-Merton Model for stock options granted or using the fair value of a common stock for stock grants and restricted stock units. The Black-Scholes-Merton option-pricing model requires the input of highly subjective assumptions, including the fair value of the underlying common shares, the expected term of the share option, the expected volatility of the price of our common shares, risk-free interest rates, and the expected dividend yield of common shares. The assumptions used to determine the fair value of the option awards represent management’s best estimates. These estimates involve inherent uncertainties and the application of management’s judgment. The calculated fair value is recognized as expense over the requisite service period using the straight-line method. Forfeitures are accounted for in the period in which they occur. Trust Stamp offers the indirect repurchase of shares through a net-settlement feature upon the vesting of RSU awards to satisfy minimum statutory tax-withholding requirements for the recipient. Income Taxes — The Company records income tax provisions for the anticipated tax consequences of the reported results of operations using the asset and liability method. Under this method, the Company recognizes deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the carrying amounts for financial reporting purposes and the tax bases of assets and liabilities, as well as for loss and tax credit carryforwards. The deferred assets and liabilities are measured using the statutorily enacted tax rates anticipated to be in effect when those tax assets and liabilities are expected to be realized or settled. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in the period that includes the enactment date. A valuation allowance is established if, based upon the available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. The Company considers all available evidence, both positive and negative, including historical levels of income, expectations and risks associated with estimates of future taxable income in assessing the need for a valuation allowance. The Company’s tax positions are subject to income tax audits by multiple tax jurisdictions. The Company recognizes the tax benefit of an uncertain tax position only if it is more likely than not the position will be sustainable upon examination by the taxing authority, including resolution of any related appeals or litigation processes. This evaluation is based on all available evidence and assumes that the tax authorities have full knowledge of all relevant information concerning the tax position. The tax benefit recognized is measured as the largest amount of benefit which is more likely than not (greater than 50% likely) to be realized upon ultimate settlement with the taxing authority. The Company recognizes interest accrued and penalties related to unrecognized tax benefits in Income tax expense. The Company adjusts these reserves in accordance with the income tax guidance when facts and circumstances change, such as the closing of a tax audit or the refinement of an estimate. To the extent that the final tax outcome of these matters is different from the amounts recorded, such differences may affect the provision for income taxes in the period in which such determination is made and could have a material impact on the Company’s financial condition and operating results. The Company computes its tax provision for interim periods by applying the estimated annual effective tax rate to year-to-date pre-tax income from recurring operations and adjusting for discrete tax items arising in that quarter. There were no discrete items that impacted the effective tax rate for the three and nine months ended September 30, 2023 and September 30, 2022, respectively. The rate remained consistent over the period due to the full valuation allowance recorded in the period. The Company had an effective tax rate of 0% for the three and nine months ended September 30, 2023 and 2022, respectively. The Company has incurred U.S. operating losses and has minimal profits in foreign jurisdictions. Deferred tax assets are reduced by a valuation allowance if it is more likely than not that some portion or all of a deferred tax asset will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences are deductible. In making this determination, management considers all available positive and negative evidence affecting specific deferred tax assets, including the Company’s past and anticipated future performance, the reversal of deferred tax liabilities, the length of carry-back and carry-forward periods, and the implementation of tax planning strategies. The Company had no unrecognized tax benefits as of September 30, 2023 and December 31, 2022. It is the Company’s policy to recognize interest and penalties related to income tax matters in Income tax expense. The Company has not accrued any penalties related to uncertain tax positions due to offsetting tax attributes as of September 30, 2023 and December 31, 2022. The Company files U.S. federal, state, and foreign income tax returns in jurisdictions with varying statutes of limitation. The only material jurisdiction where the Company is subject to potential examination by tax authorities is the U.S. (federal and state) for tax years 2020 through 2022. Leases — The Company determines if a contract is a lease or contains a lease at the inception of the contract in accordance with ASC 842. All leases are assessed for classification as an operating lease or a finance lease. The lease term begins on the commencement date, the date the Company takes possession of the property, and the commencement date is used to calculate straight-line expense for operating leases. The lease may include options to extend or terminate the lease. When it is reasonably certain that the option will be exercised, the Company reassess our conclusions to account for the modified contract. Operating lease right-of-use assets represent the Company’s right to use an underlying asset during a lease term and are included in non-current assets on our unaudited condensed consolidated balance sheet. Operating lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating lease liabilities are divided into two classifications on our unaudited condensed consolidated balance sheet as a current liability, Short-term operating lease liabilities, and a non-current liability, Long-term operating lease liabilities. The Company does not have any finance lease right-of-use assets or finance lease liabilities. The Company’s operating lease liabilities are recognized at the applicable lease commencement date based on the present value of the lease payments required to be paid over the lease term. The interest rate implicit in the lease is not readily determinable, therefore, the Company uses an estimated incremental borrowing rate to discount the lease payments to present value. The estimated incremental borrowing rate is derived from information available at the lease commencement date. The Company’s Operating lease right-of-use assets are also recognized at the applicable lease commencement date. The Operating lease right-of-use asset equals the carrying amount of the related operating lease liability, adjusted for any lease payments made prior to lease commencement and lease incentives provided by the lessor. Variable lease payments are expensed as incurred and do not factor into the measurement of the applicable Operating lease right-of-use asset or operating lease liability. The term of our leases equals the non-cancellable period of the lease, including any rent-free periods provided by the lessor, and also include options to renew or extend the lease (including by not terminating the lease) that we are reasonably certain to exercise. We establish the term of each lease at lease commencement and reassess that term in subsequent periods if a triggering event occurs. Operating lease cost for lease payments is recognized on a straight-line basis over the lease term. Some lease contracts include lease and non-lease components. Trust Stamp elected the practical expedient offered by ASC 842 to not separate the lease components from non-lease components. As a result, the Company accounts for leases as a single lease component. In addition, the Company elected not to recognize right-of-use assets and lease liabilities for leases term of twelve months or less. The short-term lease expenses are recognized on a straight-line basis over the lease term. Commitments and Contingencies — Liabilities for loss contingencies arising from claims, disputes, legal proceedings, fines and penalties, and other sources are recorded when it is probable that a liability has been or will be incurred and the amount of the liability can be reasonably estimated. Legal costs incurred in connection with loss contingencies are expensed as incurred. Recoveries of such legal costs from insurance policies are recorded as an offset to legal expenses in the period they are received. Treasury Stock — Repurchased treasury stock is recorded at cost. When treasury stock is resold at a price different than its historical acquisition cost, the difference is recorded as a component of Additional paid-in capital in the unaudited condensed consolidated balance sheets. Net Loss per Share Attributable to Common Stockholders — Basic loss per share is computed by dividing net loss by the weighted average number of common shares outstanding for the period. Diluted net loss per share is computed by giving effect to all potentially dilutive Class A Common Stock equivalents for the period. For the purposes of this calculation, stock-based awards, warrants, and the conversion option of convertible notes are considered to be potential common shares outstanding. Since the Company incurred net losses for each of the periods presented, diluted net loss per share is the same as basic net loss per share. The Company’s potential common shares outstanding were not included in the calculation of diluted net loss per share as the effect would be anti-dilutive. Recent Accounting Pronouncements Not Yet Adopted — In June 2022, the FASB issued ASU 2022-03, Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions. The amendments in this ASU clarify that an entity should measure the fair value of an equity security subject to contractual sale restriction the same way it measures an identical equity security that is not subject to such a restriction. The FASB said the contractual restriction on the sale of an equity security is not considered part of the unit of account of the equity security and, therefore, should not affect its fair value. The ASU is effective for public entities for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years. Early adoption is permitted. The Company does not expect this guidance to have a material impact to its unaudited condensed consolidated financial statements or related disclosures. Recently Adopted Accounting Pronouncement — In June 2016, the FASB issued Accounting Standards Update No. 2016-13, “Financial Instruments - Credit Losses (Topic 326)” (“ASU 2016-13”). ASU 2016-13 revises the methodology for measuring credit losses on financial instruments and the timing of when such losses are recorded. In November 2019, FASB issued ASU 2019-10, “Financial Instruments – Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842).” This ASU defers the effective date of ASU 2016-13 for public companies that are considered smaller reporting companies as defined by the SEC to fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company adopted this standard as of January 1, 2023, and the guidance did not have a material impact on its unaudited condensed consolidated financial statements or related disclosures.

v3.23.3

Borrowings	9 Months Ended
	Sep. 30, 2023
Debt Disclosure [Abstract]
Borrowings	Borrowings Promissory Notes Payable As of September 30, 2023 As of December 31, 2022 Malta loan receipt 3 – June 3, 2022 $ 485,564  $ 62,365  Malta loan receipt 2 – August 10, 2021 299,806  303,778  Malta loan receipt 1 – February 9, 2021 61,549  491,996  Interest added to principal 27,955  11,551  Total principal outstanding 874,874  869,690  Plus: accrued interest 28,958  16,775  Total promissory notes payable $ 903,832  $ 886,465  In May 2020, the Company formed a subsidiary in the Republic of Malta, Trust Stamp Malta Limited, with the intent to establish a research and development center with the assistance of potential grants and loans from the Maltese government. As part of the creation of this entity, we entered into an agreement with the government of Malta for a potentially repayable advance of up to €800 thousand or $858 thousand to assist in covering the costs of 75% of the first 24 months of payroll costs for any employee who begins 36 months from the execution of the agreement on July 8, 2020. On February 9, 2021, the Company began receiving funds and as of September 30, 2023, the balance received was $847 thousand which includes changes in foreign currency rates. The Company will pay an annual interest rate of 2% over the European Central Banks (ECB) base rate as set on the beginning of the year in review. If the ECB rate is below negative 1%, the interest rate shall be fixed at 1%. The Company will repay a minimum of 10% of Trust Stamp Malta Limited’s pre-tax profits per annum capped at 15% of the amount due to the Corporation until the disbursed funds are repaid. At this time, Trust Stamp Malta Limited does not have any revenue-generating contracts and therefore, we do not believe any amounts shall be classified as current.

v3.23.3

Warrants	9 Months Ended
	Sep. 30, 2023
Warrants and Rights Note Disclosure [Abstract]
Warrants	Warrants Liability Classified Warrants The following table presents the change in the liability balance associated with the liability classified warrants, which are classified in Level 3 of the fair value hierarchy from January 1, 2022 to September 30, 2023: Warrants ($) Balance as of January 1, 2022 $ 374,694  Additional warrants issued —  Change in fair value (113,125) Balance as of December 31, 2022 $ 261,569  Additional warrants issued —  Change in fair value (3,473) Balance as of September 30, 2023 $ 258,096  As of September 30, 2023, the Company has issued a customer a warrant to purchase up to $1.00 million of capital stock in a future round of financing at a 20% discount of the lowest price paid by another investor. The warrant was issued on November 9, 2016. There is no vesting period, and the warrant expires on November 30, 2026. The Company evaluated the provisions of ASC 480, Distinguishing Liabilities from Equity, noting the warrant should be classified as a liability due to its settlement being for a variable number of shares and potentially for a class of shares not yet authorized. The warrant was determined to have a fair value of $250 thousand which was recorded as a Deferred contract acquisition asset and to a Warrant liability during the year ended December 31, 2016 and was amortized as a revenue discount prior to the current periods presented. The fair value of the warrant was estimated on the date of grant by estimating the warrant’s intrinsic value on issuance using the estimated fair value of the Company as a whole and has a balance of $250 thousand as of September 30, 2023. On December 16, 2016, the Company issued an investor warrant to purchase $50 thousand worth of shares of our Class A Common Stock. The warrants have no vesting period and expires on December 16, 2026. The warrant agreement states that the investor is entitled to the “number of shares of Common Stock with a Fair Market Value as of the Determination Date of $50,000”. The determination date is defined as the “date that is the earlier of (A) the conversion of the investor’s Note into the equity interests of the Company or (B) the maturity date of the Note.” The investor converted the referenced Note on June 30, 2020, therefore, defining the determination date. The number of shares to be purchased is settled as 6,418 shares as of June 30, 2020. The exercise price of the warrants is variable until the exercise date. The Company used a Black-Scholes-Merton pricing model to determine the fair value of the warrants and uses this model to assess the fair value of the warrant liability. As of September 30, 2023, the warrant liability is recorded at $8 thousand which is a $4 thousand decrease, recorded to Change in fair value of warrant liability, from the balance of $12 thousand as of December 31, 2022. Fair Value of Warrants $1.28 — $2.57 Exercise price $0.59 — $0.96 Risk free interest rate 4.09% — 4.74% Expected dividend yield —  % Expected volatility 80.79% — 92.90% Expected term 3 years Equity Classified Warrants As of September 30, As of December 31, Warrant Issuance Date Strike Price 2023 2022 November 9, 2016 $ 3.12  80,128 80,128 January 23, 2020 $ 8.00  186,442 186,442 January 23, 2020 $ 8.00  524,599 524,599 August – December 2021 $ 20.00  — 268,743 January – February 2022 $ 20.00  — 15,171 September 14, 2022 $ 2.30  120,000 390,000 April 18, 2023 $ 3.30  1,573,330 — June 5, 2023 $ 2.30  1,279,700 — Total warrants outstanding 3,764,199 1,465,083 The Company has issued a customer a warrant to purchase 80,128 shares of Class A Common Stock with an exercise price of $3.12 per share. The warrant was issued on November 9, 2016. There is no vesting period, and the warrant expires on November 30, 2026. In January 2020, the Company issued REach®, a related party, a warrant to purchase 186,442 shares of the Company’s Class A Common Stock at an exercise of $8.00 per share in exchange for the cancellation of a $100 thousand SAFE issued on August 18, 2017 by the Company’s affiliate Trusted Mail Inc. with a value of $125 thousand. The warrants were issued on January 23, 2020. There is no vesting period, and the warrants expire on December 20, 2024. In January 2020, the Company issued SCV, a related party, a warrant to purchase 932,111 shares of the Company’s Class A Common Stock at a strike price of $8.00 per share in exchange for $300 thousand in cash and “Premium” sponsorship status with a credited value of $100 thousand per year for 3 years totaling $300 thousand. This “premium” sponsorship status provides the Company with certain benefits in marketing and networking, such as the Company being listed on the investor’s website, as well as providing the Company certain other promotional opportunities organized by the investor. The warrants were issued on January 23, 2020. There is no vesting period, and the warrants expire on December 20, 2024. On December 21, 2021, SCV executed a Notice of Exercise for certain of its warrants to purchase 407,512 shares of Class A Common Stock at an exercise price of $8.00 per share for a total purchase price of $3.26 million. The closing occurred on January 10, 2022 and resulted in total cash proceeds of $3.26 million to the Company for the warrant exercise. The warrants to purchase the remaining 524,599 shares of the Company’s Class A Common Stock remain outstanding as of September 30, 2023. The Company issued 271,593 warrants from August 2021 to December 2021 and 15,421 warrants from January 2022 to February 2022 related to the Regulation CF, D, and S common stock and warrant offerings. These warrants became exercisable on January 26, 2022 when the Company received SEC qualification of its offering statement on Form 1-A. These warrants expire as of the earlier of: (a) January 26, 2023, (b) the acquisition of the Company by another entity, or (c) immediately prior to the closing of a firm commitment underwritten public offering. On August 25, 2022, we refunded $5,000 in units (comprised of common stock and warrants) sold in the Company's Regulation CF offering to two investors resulting in the cancellation of 250 warrants. During the quarter ended September 30, 2022, investors exercised 2,850 warrants at an exercise price of $20.00 per share, resulting in total cash proceeds of $57 thousand to the Company for the warrant exercises. The warrants to purchase the remaining 283,914 shares of the Company’s Class A Common Stock expired on January 26, 2023 and are no longer outstanding as of September 30, 2023. On September 11, 2022, the Company entered into a Securities Purchase Agreement (the “SPA”) with Armistice Capital Master Fund Ltd. Pursuant to the terms of the SPA, the Company agreed, at the closing of the SPA, to sell and issue to the Armistice Capital Master Fund Ltd. in a private placement 195,000 shares of Class A Common Stock of the Company and warrants to purchase 390,000 shares of Class A Common Stock of the Company at an exercise price of $8.85 for a total purchase price of $1,511,250. The Company incurred offering costs of $90,675 from this transaction that were recorded as a reduction of the gross proceeds. The 390,000 warrants may be exercised at any time by Armistice Capital Master Fund Ltd. starting on the issuance date, September 14, 2022, until the five year and six-month anniversary thereafter. The warrants also allow for a “cashless exercise” if, at any time after the six (6) month anniversary of the issue date of the warrants there is no effective registration statement registering the resale of the Class A Common Stock issuable pursuant to the warrants. In such a case, then warrants may also be exercised, in whole or in part, by means of a cashless exercise in which Armistice Capital Master Fund Ltd. will be entitled to receive a number of shares of Class A Common Stock as described in the warrants. Trust Stamp filed the registration statement on September 30, 2022 and received the notice of effectiveness on January 26, 2023. On June 5, 2023, the Company entered into an Amendment to Existing Warrants agreement with Armistice Capital Master Fund Ltd. Pursuant to the terms of the Amendment to Existing Warrants, the exercise price for the warrants to purchase 390,000 shares of Class A Common Stock of the Company is reduced to $2.30 for a total purchase price of $897,000. In addition, the expiration date for the 390,000 warrants is amended allowing the exercise of the warrant at any time by Armistice Capital Master Fund Ltd. starting on the closing of the offering, June 5, 2023, until the five year anniversary thereafter. On August 18, 2023, the institutional investor exercised 270,000 warrants to purchase shares of Class A Common Stock of the Company at a price of $2.30 per warrant, resulting in an issuance by the Company of 270,000 shares of Class A Common Stock for total proceeds of $621,000. The warrants to purchase the remaining 120,000 shares of the Company’s Class A Common Stock remain outstanding as of September 30, 2023. On April 14, 2023, the Company entered into a securities purchase agreement (“SPA”) with Armistice Capital Master Fund Ltd. Pursuant to which the Company agreed to issue and sell to the investor (i) in a registered direct offering, 563,380 shares of Class A Common Stock, par value $0.01 per share of the Company at a price of $3.30 per share, and pre-funded warrants to purchase up to 1,009,950 shares of Class A Common Stock, at a price of $3.299 per prefunded warrant, at an exercise price of $0.001 per share of Class A Common Stock, and (ii) in a concurrent private placement, common stock purchase warrants, exercisable for an aggregate of up to 1,573,330 shares of Class A Common Stock, at an exercise price of $3.30 per share. On April 18, 2023, the Company sold 563,380 shares of Class A Common Stock to the institutional investor at a price of $3.30 per share for total proceeds $1,859,154. Additionally, on same date, the institutional investor purchased and exercised the 1,009,950 pre-funded warrants, for total proceeds to the Company of $3,332,835, resulting in an aggregate issuance by the Company of 1,573,330 shares of Class A Common Stock for net proceeds of $4,778,550 from the registered direct offering after deducting placement fee and legal expense of $363,439 and $50,000, respectively. The common stock purchase warrants to purchase 1,573,330 shares of the Company’s Class A Common Stock remain outstanding as of September 30, 2023. On June 1, 2023, the Company entered into a securities purchase agreement (“SPA”) with an Armistice Capital Master Fund Ltd. Pursuant to which the Company agreed to issue and sell to the investor (i) in a registered direct offering, 736,400 shares of Class A Common Stock, par value $0.01 per share of the Company at a price of $2.30 per share, and pre-funded warrants to purchase up to 543,300 shares of Class A Common Stock, at a price of $2.299 per prefunded warrant, at an exercise price of $0.001 per share of Class A Common Stock, and (ii) in a concurrent private placement, common stock purchase warrants, exercisable for an aggregate of up to 1,279,700 shares of Class A Common Stock, at an exercise price of $2.30 per share. On June 5, 2023, the Company sold 736,400 shares of Class A Common Stock to the institutional investor at a price of $2.30 per share for total proceeds of $1,693,720. Additionally, on same date, the institutional investor purchased the 543,300 pre-funded warrants at a price of $2.299 per prefunded warrant, for total proceeds to the Company of $1,249,047, resulting in an issuance by the Company of 736,400 shares of Class A Common Stock for net proceeds of $2,686,773 from the registered direct offering after deducting placement fee and legal expense of $205,994 and $50,000, respectively. On June 12, 2023, the institutional investor exercised 322,300 pre-funded warrants at a price of $0.001 per prefunded warrant, resulting in an issuance by the Company of 322,300 shares of Class A Common Stock for total proceeds of $322. Additionally, on June 23, 2023, the institutional investor exercised 221,000 pre-funded warrants at a price of $0.001 per prefunded warrant, resulting in an issuance by the Company of 221,000 shares of Class A Common Stock for total proceeds of $221. The common stock purchase warrants to purchase 1,279,700 shares of the Company’s Class A Common Stock remain outstanding as of September 30, 2023.

v3.23.3

Balance Sheet Components	9 Months Ended
	Sep. 30, 2023
Balance Sheet Components
Balance Sheet Components	Balance Sheet Components Prepaid expenses and other current assets Prepaid expenses and other current assets as of September 30, 2023 and December 31, 2022 consisted of the following: September 30, 2023 December 31, 2022 Prepaid operating expenses $ 315,187  $ 225,756  Rent deposit 31,388  55,981  Value added tax receivable 102,699  71,742  Tax credit receivable (short-term) 66,135  218,239  Miscellaneous receivable 29,792  8,368  Prepaid expenses and other current assets $ 545,201  $ 580,086  Capitalized internal-use software, net Capitalized internal-use software, net as of September 30, 2023 and December 31, 2022 consisted of the following: Useful Lives September 30, 2023 December 31, 2022 Internally developed software 5 Years $ 3,754,896  $ 3,314,450  Less: Accumulated depreciation (2,293,295) (1,895,778) Capitalized internal-use software, net $ 1,461,601  $ 1,418,672  Amortization expense is recognized on a straight-line basis and for the three months ended September 30, 2023 and 2022 totaled $140 thousand and $132 thousand, respectively. Amortization expense is recognized on a straight-line basis and for the nine months ended September 30, 2023 and 2022 totaled $419 thousand and $379 thousand, respectively. The Company determined that as of September 30, 2023, $17 thousand of Capitalized internal-use software was impaired. The impaired Capitalized internal-use software was expensed to Research and development during the nine months ended September 30, 2023. Property and equipment, net Property and equipment, net as of September 30, 2023 and December 31, 2022 consisted of the following: Useful Lives September 30, 2023 December 31, 2022 Computer equipment 3-4 Years $ 143,796  $ 148,832  Furniture and fixtures 10 Years 26,864  27,220  Mobile hardware 2.5 years —  297,150  Property and equipment, gross 170,660  473,202  Less: Accumulated depreciation (110,111) (172,538) Property and equipment, net $ 60,549  $ 300,664  Depreciation expense is recognized on a straight-line basis and for the three months ended September 30, 2023 and 2022 totaled $10 thousand and $42 thousand, respectively. Depreciation expense is recognized on a straight-line basis and for the nine months ended September 30, 2023 and 2022 totaled $62 thousand and $94 thousand, respectively. On April 26, 2023, the Company sold a portion of the mobile hardware for a gross sales price of $180 thousand and a gain of $108 thousand. On May 26, 2023, the Company sold another portion of the mobile hardware for a gross sales price of $197 thousand and a gain of $108 thousand. Accrued expenses Accrued expenses as of September 30, 2023 and December 31, 2022 consisted of the following: September 30, 2023 December 31, 2022 Compensation payable $ 353,662  $ 171,851  Commission liability 24,379  58,771  Accrued employee taxes 433,096  591,992  Accrued mobile expenses —  177,099  Other accrued liabilities 50,256  100,111  Accrued expenses $ 861,393  $ 1,099,824

v3.23.3

Goodwill and Intangible Assets, Net	9 Months Ended
	Sep. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill and Intangible Assets, Net	Goodwill and Intangible Assets, Net There were no changes in the carrying amount of Goodwill for the periods ended September 30, 2023 and December 31, 2022. Intangible assets, net as of September 30, 2023 and December 31, 2022 consisted of the following: Useful Lives September 30, 2023 December 31, 2022 Patent application costs 3 Years $ 460,453  $ 382,285  Trade name and trademarks 3 Years 67,463  68,356  Intangible assets, gross 527,916  450,641  Less: Accumulated amortization (313,218) (198,955) Intangible assets, net $ 214,698  $ 251,686  The Company added 4 patents and 1 trademark during the nine months ended September 30, 2023. The patents issued during the nine months ended September 30, 2023 increased our total number of patents to 17 and include: •On August 29, 2023, the Company received Notice of Issuance together with a Notice of Allowance on August 17, 2023 both entitled “Systems and Processes for Lossy Biometric Representation.” These patents further expand our intellectual property portfolio related to the tokenization of biometric data and broaden our patent coverage by removing the necessity to use a neural network in our irreversible transformation process. •On August 15, 2023, the Company received Notice of Issuance for a patent entitled “Systems and Methods for Identity Authentication via Third Party Accounts.” This technology, while leveraging our core privacy-first technologies, provides an optional interlock between different types of user accounts benefiting from the strengths that each can offer in terms of user authentication to produce a more resilient user-centric ecosystem. •On July 25, 2023, the Company received Notice of Issuance for a patent entitled “Systems and Methods for Privacy-Secured Biometric Identification and Verification.” For the last six years we have invested heavily in research and development which has created a solid foundation for our current and future generations of cutting edge, privacy-first identity products and this patent reflects our systems and methods for matching an encrypted biometric input record with stored encrypted biometric record without data decryption of the input and at least one stored record. Intangible asset amortization expense is recognized on a straight-line basis and intangible asset amortization expense for the three months ended September 30, 2023 and 2022 totaled $40 thousand and $29 thousand, respectively. Intangible asset amortization expense is recognized on a straight-line basis and intangible asset amortization expense for the nine months ended September 30, 2023 and 2022 totaled $115 thousand and $75 thousand, respectively. Estimated future amortization expense of Intangible assets, net is as follows: Years Ending December 31, Amount 2023 $ 40,709  2024 106,971  2025 56,368  2026 10,650  $ 214,698

v3.23.3

Net Loss per Share Attributable to Common Stockholders	9 Months Ended
	Sep. 30, 2023
Earnings Per Share [Abstract]
Net Loss per Share Attributable to Common Stockholders	Net Loss per Share Attributable to Common Stockholders The following table presents the calculation of basic and diluted net loss per share: Three months ended September 30, Nine months ended September 30, 2023 2022 2023 2022 Numerator: Net loss attributable to common stockholders $ (35,162) $ (3,439,892) $ (4,752,980) $ (8,054,240) Denominator: Weighted average shares used in computing net loss per share attributable to common stockholders 8,155,617 4,693,465 6,658,205 4,632,683 Net loss per share attributable to common stockholders $ (0.00) $ (0.75) $ (0.71) $ (1.75) The following potentially dilutive securities were excluded from the computation of diluted net loss per share calculations for the periods presented because the impact of including them would have been anti-dilutive: September 30, 2023 September 30, 2022 Options, RSUs, and grants 791,410 732,744 Warrants 4,528,193 1,676,057 Total 5,319,603 2,408,801

v3.23.3

Stock Awards and Stock-Based Compensation	9 Months Ended
	Sep. 30, 2023
Share-Based Payment Arrangement [Abstract]
Stock Awards and Stock-Based Compensation	Stock Awards and Stock-Based Compensation From time to time, the Company may issue stock awards in the form of Class A Common Stock grants, Restricted Stock Units (RSUs), or Class A Common Stock options with vesting/service terms. Stock awards are valued on the grant date using the Company’s common stock share price quoted on an active market. Stock options are valued using the Black-Scholes-Merton pricing model to determine the fair value of the options. We generally issue our awards in terms of a fixed monthly value, resulting in a variable number of shares being issued, or in terms of a fixed monthly share number. During the three and nine months ended September 30, 2023 and 2022, the Company entered into agreements with advisory board members and other external advisors to issue cash payments and stock awards in exchange for services rendered to the Company monthly. The total granted stock-based awards to advisory board members and other external advisors during the three months ended September 30, 2023 and 2022 included grants totaling, $0 and $45 thousand, respectively, options totaling $0, and RSUs totaling $10 thousand and $55 thousand, respectively. The total granted stock-based awards to advisory board members and other external advisors during the nine months ended September 30, 2023 and 2022 included grants totaling, $0 and $49 thousand, respectively, options totaling $0, and RSUs totaling $19 thousand and $109 thousand, respectively. In addition to issuing stock awards to advisory board members and other external advisors, during the three and nine months ended September 30, 2023 and 2022, the Company granted stock-based awards to multiple employees. The total granted stock-based awards to employees during the three months ended September 30, 2023 and 2022 included grants totaling, $18 thousand and $50 thousand, respectively, options totaling $3 thousand and $9 thousand, respectively, and RSUs totaling $116 thousand and $691 thousand, respectively. The total granted stock-based awards to employees during the nine months ended September 30, 2023 and 2022 included grants totaling, $65 thousand and $272 thousand, respectively, options totaling $10 thousand and $52 thousand, respectively, and RSUs totaling $211 thousand and $1.12 million, respectively. The following table summarizes stock option activity for the three and nine months ended September 30, 2023: Options Outstanding Weighted Average Exercise Price Per Share Weighted Average Remaining Contractual Life (years) Aggregate Intrinsic Value Balance as of January 1, 2022 395,002 $ 6.40  2.42 $ 5,365,737  Options granted 7,443 3.20  Options exercised (15,121) 6.30  Options canceled and forfeited (215) 4.40  Balance as of December 31, 2022 387,109 $ 6.40  1.45 $ —  Options granted 2,647 3.01  Options exercised (1,230) 3.25  Options canceled and forfeited (756) 7.94  Balance as of March 31, 2023 387,770 $ 6.37  1.21 $ —  Options granted 2,675 2.24  Options exercised — —  Options canceled and forfeited (937) 6.40  Balance as of June 30, 2023 389,508 $ 6.34  0.98 $ —  Options granted 3,241 1.85  Options exercised — —  Options canceled and forfeited (1,083) 5.54  Balance as of September 30, 2023 391,666 $ 6.31  0.75 $ —  Options vested and exercisable as of September 30, 2023 391,666 $ 6.31  0.75 $ —  Options Outstanding Weighted Average Exercise Price Per Share Weighted Average Remaining Contractual Life (years) Aggregate Intrinsic Value Balance as of January 1, 2023 387,109 $ 6.40  1.45 $ —  Options granted 8,563 2.28  Options exercised (1,230) 3.25  Options canceled and forfeited (2,776) 6.48  Balance as of September 30, 2023 391,666  6.31  0.75 —  Options vested and exercisable as of September 30, 2023 391,666  $ 6.31  0.98 —  The aggregate intrinsic value of options outstanding, exercisable, and vested is calculated as the difference between the exercise price of the underlying options and the fair value of the Company’s common stock. The aggregate intrinsic value of options exercised during the nine months ended September 30, 2023 and 2022 is $0 and $3 thousand, respectively. The weighted average grant-date fair value of options granted during the nine months ended September 30, 2023 and 2022 was $1.25 and $9.48 per share, respectively. The total grant-date fair value of options that vested during the nine months ended September 30, 2023 and 2022 was $10 thousand and $52 thousand, respectively. The following assumptions were used to calculate the fair value of options granted during the nine months ended September 30, 2023: Fair value of Class A Common Stock $0.95 — 3.57 Exercise price $1.82 — 3.09 Risk free interest rate 3.76 — 4.74% Expected dividend yield 0.00  % Expected volatility 80.79 — 96.45% Expected term 3 Years As of September 30, 2023, the Company had 391,666 stock options outstanding of which all are fully vested options. As of September 30, 2023, the Company had 77,386 common stock grants outstanding of which 67,530 were vested but not issued and 9,856 were not yet vested. All granted and outstanding common stock grants will fully vest by September 30, 2024. The Company had unrecognized stock-based compensation related to common stock grants of $10 thousand as of September 30, 2023. As of September 30, 2023, the Company had 322,358 RSUs outstanding of which 148,241 were vested but not issued and 174,117 were not yet vested. All granted and outstanding RSUs will fully vest by August 1, 2024. The Company had unrecognized stock-based compensation related to RSUs of $146 thousand as of September 30, 2023. A summary of outstanding RSU activity is as follows: RSU Outstanding Number of Shares Balance as of January 1, 2022 126,900 Granted 211,700 Vested (issued) (46,036) Forfeited — Balance as of December 31, 2022 292,564 Granted 4,627 Vested (issued) — Forfeited (20,601) Balance as of March 31, 2023 276,590 Granted 4,626 Vested (issued) (98,193) Forfeited 3,766 Balance as of June 30, 2023 186,789 Granted 136,906 Vested (issued) (1,337) Forfeited — Balance as of September 30, 2023 322,358 RSU Outstanding Number of Shares Balance as of January 1, 2022 126,900 Granted 211,700 Vested (issued) (46,036) Forfeited — Balance as of December 31, 2022 292,564 Granted 146,159 Vested (issued) (99,530) Forfeited (16,835) Balance as of September 30, 2023 322,358 Stock-based compensation expense Our consolidated statements of operations include stock-based compensation expense as follows: Three months ended September 30, Nine months ended September 30, 2023 2022 2023 2022 Cost of services $ 11,169  $ 10,122  $ 11,825  $ 13,516  Research and development 48,336  96,113  79,956  206,413  Selling, general, and administrative 88,535  744,566  213,569  1,378,304  Total stock-based compensation expense $ 148,040  $ 850,801  $ 305,350  $ 1,598,233

v3.23.3

Related Party Transactions	9 Months Ended
	Sep. 30, 2023
Related Party Transactions [Abstract]
Related Party Transactions	Related Party Transactions Related party payables of $128 thousand and $273 thousand as of September 30, 2023 and December 31, 2022, respectively, primarily relate to amounts owed to 10Clouds, the Company’s contractor for software development and investor in the Company, and smaller amounts payable to members of management as expense reimbursements. Total costs incurred in relation to 10Clouds for the three months ended September 30, 2023 and 2022, totaled approximately $164 thousand and $254 thousand, respectively. Total costs incurred in relation to 10Clouds for the nine months ended September 30, 2023 and 2022, totaled approximately $699 thousand and $688 thousand, respectively. Legal Services A member of management provides legal services to the Company from a law firm privately owned and separate from the Company. Certain services are provided to the Company through this law firm. Total expenses incurred by the Company in relation to these services totaled $0 and $32 thousand during the three months ended September 30, 2023 and 2022, respectively. Total expenses incurred by the Company in relation to these services totaled $0 and $95 thousand during the nine months ended September 30, 2023 and 2022, respectively. Amounts payable as of September 30, 2023 and December 31, 2022 were $0. Options Agreement The Company has agreed, with effect from November 13, 2020, to grant a three-year loan in the amount of $335 thousand with an abated interest rate of 0.25% per annum to an advisory contractor to purchase 281,648 options. The options provide for the right to acquire shares of Class A Common Stock at a strike price of $6.00 per share. The options have no vesting period and will expire in November 2023. The loan was repaid with in-kind services from the contractor at a rate of $9 thousand per month for 36 months with the first payment receipt in April 2020 and the final payment received in February 2023. As of September 30, 2023 and December 31, 2022, the shareholder loan balances were $0 and $19 thousand, respectively. Mutual Channel Agreement On November 15, 2020, the Company entered into a Mutual Channel Agreement with Vital4Data, Inc., a company at which Kristin Stafford serves as Chief Executive Officer, who is a current Director of the Company. Pursuant to the agreement, the Company engaged Vita4Data, Inc. as a non-exclusive sales representative for the Company’s products and services. Vital4Data, Inc. is entitled to compensation in the form of commissions, receiving a 20% of commission-eligible on net revenue from sales generated by Vital4Data, Inc. in the first year of the contract term, which is reduced to 10% in the second year, and 5% in the third year. The Company has not earned or expensed any commissions pursuant to the Vital4Data, Inc. agreement to date. As of September 30, 2023 and December 31, 2022, the Vital4Data, Inc. commission due was $0.

v3.23.3

Malta Grant	9 Months Ended
	Sep. 30, 2023
Malta Grant
Malta Grant	Malta Grant During July 2020 the Company entered into an agreement with the Republic of Malta that would provide for a grant of up to €200 thousand or $251 thousand as reimbursement for operating expenses over the first twelve months following Trust Stamp Malta’s incorporation in the Republic of Malta. The Company must provide an initial capital amount of €50 thousand or $62 thousand, which is matched with a €50 thousand or $62 thousand grant. The remaining €150 thousand or $190 thousand are provided as reimbursement of operating expenses twelve months following incorporation. U.S. GAAP does not provide authoritative guidance regarding the receipt of economic benefits from government entities in return for compliance with certain conditions. Therefore, based on ASC 105-10-05-2, non-authoritative accounting guidance from other sources was considered by analogy in determining the appropriate accounting treatment, the Company elected to apply International Accounting Standards 20 – Accounting for Government Grants and Disclosure of Government Assistance and recognizes the expected reimbursements from the Republic of Malta as deferred income. As reimbursable operating expenses are incurred, a receivable is recognized (reflected within “Prepaid expenses and other current assets” in the unaudited condensed consolidated balance sheets) and income is recognized in a similar systematic basis over the same periods in the unaudited condensed consolidated statements of operations. During the nine months ended September 30, 2023 and 2022, the Company incurred $0 in expenses that are reimbursable under the grant. As of September 30, 2023, all amounts provided for under this grant were received. On January 25, 2022, the Company entered into an additional agreement with the government of Malta for a grant of up to €100 thousand or $107 thousand, in terms of the ‘Investment Aid to produce the COVID-19 Relevant Product’ program, to support the proposed investment. The estimated value of the grant is €136,568 or $146,493, at an aid intensity of 75% to cover eligible wage costs incurred after February 1, 2022 in relation to new employees engaged specifically for the implementation of the project. On September 22, 2022, the Company entered into an amendment agreement that enables the Company to submit eligible employee expenses for reimbursement by October 31, 2022. The grant was approved in January 2022, however, the request for payment was not approved and management abandoned the agreement. Hence, during the nine months ended September 30, 2023 and 2022, the Company incurred $0, respectively, in expenses that are reimbursable under the grant. As of September 30, 2023, no amounts provided under this grant were received.

v3.23.3

Leases and Commitments	9 Months Ended
	Sep. 30, 2023
Leases and Commitments
Leases and Commitments	Leases and Commitments Operating Leases — The Company leases office space in Atlanta, Georgia, which serves as its corporate headquarters, office space in Malta, which serves as its research and development facility, and vehicles in Malta that are considered operating lease arrangements under ASC 842 guidance. In addition. the Company contracts for month-to-month coworking arrangements in other office spaces in North Carolina, Denmark, Poland, and Rwanda to support its dispersed workforce. As of September 30, 2023, there were no minimum lease commitments related to month-to-month lease arrangements. Initial lease terms are determined at commencement date, the date the Company takes possession of the property, and the commencement date is used to calculate straight-line expense for operating leases. Certain leases contain renewal options for varying periods, which are at the Company’s sole discretion. For leases where the Company is reasonably certain to exercise a renewal option, such option periods have been included in the determination of the Company’s Operating lease right-of-use assets and Operating lease liabilities. The Company’s leases have remaining terms of 1 to 3 years. As the Company’s leases do not provide an implicit rate, the present value of future lease payments is determined using the Company’s incremental borrowing rate based on information available at the commencement date. Lease term and discount rate September 30, 2023 Weighted average remaining lease term 1.29 years Weighted average discount rate 5.0  % During the nine months ended September 30, 2023, the Company terminated four leases including two offices in Malta and two vehicles in Malta. The terminated leases were operating leases. As a result of the terminations, the Company incurred $11 thousand in lease termination fees and recorded a loss of $178 related to this lease termination for the nine months ended September 30, 2023. September 30, 2023 Leases terminated 4 Lease termination fees $ 10,932  Operating lease right-of-use assets derecognized upon lease termination $ 82,095  Lease liabilities derecognized upon lease termination $ 77,648  Loss recognized upon lease termination $ 178  On April 28, 2023, the Company extended the Malta office lease agreement, which would have ended on July 28, 2023, for a term of one additional year. The lease extension increased the Operating lease right-of-use asset by $82 thousand and the operating lease liability by $83 thousand. The Company classified the amended lease as an operating lease under ASC 842. Balance sheet information related to leases as of September 30, 2023 and December 31, 2022 was as follows: September 30, 2023 December 31, 2022 Operating lease right-of-use assets Operating lease right-of-use assets $ 164,854  $ 315,765  Operating lease liabilities Short-term operating lease liabilities $ 108,583  $ 177,795  Long-term operating lease liabilities 31,785  102,407  Total operating lease liabilities $ 140,368  $ 280,202  Future maturities of ASC 842 lease liabilities as of September 30, 2023 are as follows: Principal Payments Imputed Interest Payments Total Payments 2023 $ 38,207  $ 1,497  $ 39,704  2024 79,362  2,350  81,712  2025 22,220  380  22,600  2026 579  —  579  Total future maturities $ 140,368  $ 4,227  $ 144,595  Total lease expense, under ASC 842, was included in Selling, general, and administrative expenses in our consolidated statement of operations for the three and nine months ended September 30, 2023 as follows: Three months ended September 30, Nine months ended September 30, 2023 2022 2023 2022 Operating lease expense – fixed payments $ 40,060  $ —  $ 169,496  $ —  Short term lease expense 10,846  —  48,399  —  Total lease expense $ 50,906  $ —  $ 217,895  $ —  Supplemental cash flows information related to leases was as follow: Nine Months Ended September 30, 2023 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ (145,483) During the nine months ended September 30, 2023, the Company did not incur variable lease expense. Financial Liability Obligation — As of September 30, 2023, the Company’s financial liability totaled $162 thousand for an executed agreement with a telecommunications company for acquiring mobile hardware. On March 3, 2023, the Company provided a 30-day termination notice to the telecommunications company which terminates the mobile hardware data service. Under the contract terms with the telecommunications company, upon termination of the data service the Company must pay the remaining financial liability during the final data service billing period. The remaining financial liability is expected to be paid within the year ending December 31, 2023. Litigation — The Company is not currently involved with and does not know of any pending or threatening litigation against the Company or any of its officers or directors in connection with its business.

v3.23.3

Subsequent Events	9 Months Ended
	Sep. 30, 2023
Subsequent Events [Abstract]
Subsequent Events	Subsequent EventsSubsequent events have been evaluated through November 7, 2023, the date these unaudited condensed consolidated financial statements were available to be issued.

v3.23.3

Description of Business and Summary of Significant Accounting Policies And Going Concern (Policies)	9 Months Ended
	Sep. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of Business	Description of Business — T Stamp Inc. was incorporated on April 11, 2016 in the State of Delaware. T Stamp Inc. and its subsidiaries (“Trust Stamp”, “we”, “us”, “our” or the “Company”) develops and markets identity authentication software solutions for enterprise and government partners and peer-to-peer markets. Trust Stamp develops proprietary artificial intelligence-powered solutions, researching and leveraging machine learning, artificial intelligence, biometric science, cryptography, and data mining, to deliver insightful identity and trust predictions that identify and defend against fraudulent identity attacks, protect sensitive user information, and extend the reach of digital services through global accessibility. We utilize the power and agility of technologies such as GPU processing, edge-computing, neural networks, and large language models to process and protect data faster and more effectively than has ever previously been possible in order to deliver results at a disruptively low cost for usage across multiple industries, including: •Banking/FinTech •KYC/AML Compliance •Humanitarian and Development Services •Government and Law Enforcement, including Alternative to Detention programs •Cryptocurrency and Digital Assets •Biometrically Secured Email and Digital Communications •P2P Transactions, Social Media, and Sharing Economy •Real Estate, Travel, and Healthcare
Reverse Split	Reverse Split — On February 15, 2023 our Board of Directors approved and, as of February 20, 2023, the holders of a majority of our voting capital stock approved an amendment (the “Certificate of Amendment”) to the Company’s Amended and Restated Certificate of Incorporation and approved to effect a reverse split of our issued and outstanding shares of Class A Common Stock at a ratio of one share for every five shares currently held, rounded up to the nearest whole share – whereby every five (5) outstanding shares of Class A Common Stock was combined and became one (1) share of Class A Common Stock, rounding up to the nearest whole number of shares (the “Reverse Split”). All share and per share amounts in these unaudited condensed consolidated financial statements have been retroactively restated to reflect the Reverse Split. The Reverse Split was effective for trading on the market opening of Nasdaq on March 23, 2023. The Reverse Stock Split effective March 23, 2023, was ratified by the Company’s stockholders by written consent pursuant to a definitive proxy statement filed with the Securities and Exchange Commission on April 13, 2023. Written consent from the majority of stockholders was received as of May 13, 2023.Amended and Restated Certificate of Incorporation — On July 6, 2023, the Company received confirmation of the acceptance of its Third Amended and Restated Certificate of Incorporation (the "Third Restated Certificate") from the Secretary of State of Delaware. The Third Restated Certificate was approved by the Company’s stockholders by written consent pursuant to a definitive proxy statement filed with the Securities and Exchange Commission on April 13, 2023. Written consent from the majority of stockholders was received as of May 13, 2023. The Third Restated Certificate maintained the 50,000,000 authorized shares of Common Stock and eliminated the authorized Preferred Stock. The Third Restated Certificate also created a classified Board of Directors of the Company with three classes of directors who will stand for election in staggered years.
Going Concern	Going Concern — The accompanying unaudited condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company is a business that has not yet generated profits, with a Net loss in the nine months ended September 30, 2023 of $4.75 million, negative Net operating cash outflows of $5.88 million for the same period, working capital of $2.25 million and an Accumulated deficit of $44.05 million as of September 30, 2023. The Company’s ability to continue as a going concern in the next twelve months following the date the unaudited condensed consolidated financial statements were available to be issued is dependent upon its ability to produce revenues and/or obtain financing sufficient to meet current and future obligations and deploy such to produce profitable operating results. Management has evaluated these conditions and plans to generate revenue and raise capital as needed to satisfy the Company’s capital needs. While the negotiation of significant additional revenue is well advanced, it has not reached a stage that allows it to be factored into a going concern evaluation. In addition, although the Company has previously been successful in raising capital as needed and has already made plans to do so as well as restructuring expenses to meet the Company’s cash needs, no assurance can be given that the Company will be successful in its capital raising efforts. These factors, among others, raise substantial doubt about the ability of the Company to continue as a going concern for a reasonable period.
Basis of Presentation	Basis of Presentation — The accompanying unaudited condensed consolidated financial statements have been prepared in conformity with US Generally Accepted Accounting Principles (“US GAAP”) and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”). The accompanying unaudited condensed consolidated financial statements have been prepared on a basis which assumes that the Company will continue as a going concern, which contemplates the realization of assets and the satisfaction of liabilities and commitments in the normal course of business.
Unaudited Interim Results	Unaudited Interim Results — These unaudited condensed consolidated financial statements and accompanying notes have been prepared in accordance with U.S. GAAP, pursuant to the applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. In management’s opinion, these unaudited condensed consolidated financial statements and accompanying notes have been prepared on the same basis as the annual consolidated financial statements and reflect all the adjustments, which include only normal recurring adjustments necessary for the fair statement of the Company’s financial position as of September 30, 2023, the results of operations for the nine months ended September 30, 2023 and 2022, and cash flows for the nine months ended September 30, 2023 and 2022. Certain information and note disclosures have been condensed or omitted pursuant to such rules and regulations. The accompanying unaudited condensed consolidated balance sheet as of September 30, 2023 was derived from the audited consolidated financial statements as of that December 31, 2022 but does not include all of the disclosures required by U.S. GAAP. The results of operations for the nine months ended September 30, 2023 are not necessarily indicative of the results to be expected for the full year or any other future interim or annual period. These unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and accompanying notes for the year ended December 31, 2022 included in the Company’s Annual Report. The Company’s significant accounting policies are described in Note 1 to those audited consolidated financial statements.
Basis of Consolidation	Basis of Consolidation — The accompanying unaudited condensed consolidated financial statements reflect the activity of the Company and its subsidiaries, Trusted Mail Inc. (“Trusted Mail”), Finnovation LLC (“Finnovation”), Trust Stamp Malta Limited (“Trust Stamp Malta”), AIID Payments Limited, Biometric Innovations Limited (“Biometrics”), Trust Stamp Rwanda Limited, Metapresence Limited, and Trust Stamp Denmark ApS. All significant intercompany transactions and accounts have been eliminated. On February 28, 2023, the Company received the Certificate of Termination from the State of Georgia, which represents the completion of administratively dissolving T Avatar LLC. As there were no operations established under the entity, there is a limited impact to Trust Stamp. The dissolution of T Avatar LLC was effective February 28, 2023. On June 2, 2023, the Company received the termination resolution from the Polish National Court Register, which represents the completion of administratively dissolving Sunflower AI Technologies (“SAIT”). As there were no operations established under the entity, there is a limited impact to Trust Stamp. The dissolution of SAIT was effective May 10, 2023. Further, we continue to consolidate Tstamp Incentive Holdings (“TSIH”) which we consider to be a variable interest entity.
Variable Interest Entity	Variable Interest Entity — On April 9, 2019, management created a new entity, TSIH. Furthermore, on April 25, 2019, the Company issued 320,513 shares of Class A Common Stock to TSIH, for the purpose of providing a pool of shares of Class A Common Stock of the Company that the Company’s Board of Directors (the “Board”) could use for employee stock awards and were recorded initially as Treasury stock. Since establishing TSIH, 264,000 shares were transferred to various employees as a stock award that were earned and outstanding. On February 15, 2023, Trust Stamp issued 206,033 shares of Class A Common Stock to TSIH to be used to satisfy vested employee stock awards. As of September 30, 2023, TSIH held 14,573 Treasury stock earmarked for future employee RSU bonuses.The Company does not own any of the shares of Class A Common Stock of the Company held by TSIH. The Company considers this entity to be a variable interest entity (“VIE”) because it is thinly capitalized and holds no cash. Because the Company does not own shares in TSIH, management believes that this gives the Company a variable interest. Further, management of the Company also acts as management of TSIH and is the decision-maker as management grants shares held by TSIH to employees of the Company. As this VIE owns only shares in the Company and no other liabilities or assets, the Company is the primary beneficiary of TSIH and will consolidate the VIE.
Use of Estimates	Use of Estimates — The preparation of the unaudited condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the unaudited condensed consolidated financial statements and accompanying notes. Actual results could differ materially from these estimates. On an ongoing basis, the Company evaluates their estimates that include, but are not limited to, percentage of completion related to revenue contracts that are not fully complete at the end of a fiscal quarter, capitalization and estimated useful life of internal-use software, the allowance for doubtful accounts, the fair value of financial assets and liabilities, the recoverability of Goodwill, stock-based compensation including the determination of the fair value of our common stock, impairment of long-lived assets, the valuation of deferred tax assets and uncertain tax positions, and warrant liabilities. We base our estimates on assumptions, both historical and forward-looking trends, and various other assumptions that are believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities.
Segment Information	Segment Information — The Company has a single operating and reportable segment. The Company’s chief operating decision maker is its Chief Executive Officer, who reviews financial information presented on a consolidated basis for purposes of making operating decisions, assessing financial performance, and allocating resources.
Risks and Uncertainties	Risks and Uncertainties — The Company is dependent upon additional capital resources for its planned full-scale operations, and is subject to significant risks and uncertainties, including failing to secure funding to continue to operationalize the Company’s plans or failing to profitably operate the business.
Major Customers and Concentration of Risks	Major Customers and Concentration of Risks — Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of Cash and cash equivalents, and Accounts receivable. We maintain our Cash and cash equivalents with high-quality financial institutions, mainly in the United States; the composition of which are regularly monitored by us. The Federal Deposit Insurance Corporation covers $250 thousand for substantially all depository accounts. The Company from time to time may have amounts on deposit in excess of the insured limits. As of September 30, 2023 and December 31, 2022, the Company had $2.60 million and $71 thousand in U.S. bank accounts, respectively, which exceeded these insured amounts. Management believes minimal credit risk exists with respect to these financial institutions and the Company has not experienced any losses on such amounts. For Accounts receivable, we are exposed to credit risk in the event of nonpayment by customers to the extent the amounts are recorded in the unaudited condensed consolidated balance sheets. We extend different levels of credit and maintain reserves for potential credit losses based upon the expected collectability of Accounts receivable. We manage credit risk related to our customers by performing periodic evaluations of credit worthiness and applying other credit risk monitoring procedures. Three customers represented 92.66% or 48.36%, 38.12%, and 6.18% of the balance of total Accounts receivable as of September 30, 2023 and three customers represented 95.37% or 36.90%, 32.69%, and 25.78% of the balance of total Accounts receivable as of December 31, 2022. The Company seeks to mitigate its credit risk with respect to Accounts receivable by contracting with large commercial customers and government agencies, and regularly monitoring the aging of Accounts receivable balances. As of September 30, 2023 and December 31, 2022, the Company had not experienced any significant losses on its Accounts receivable. During the three months ended September 30, 2023, the Company sold to primarily three customers which made up approximately 95.85% of total Net revenue, and consisted of 81.87%, 7.91%, and 6.07%, from IGS, Mastercard, and S&P 500 Bank, respectively. Additionally, during the three months ended September 30, 2022, the Company sold to primarily three customers which made up approximately 95.11% of total Net revenue, and consisted of 62.56%, 17.84%, and 14.71% from ICE, an S&P 500 Bank, and Mastercard. During the nine months ended September 30, 2023, the Company sold to primarily three customers which made up approximately 90.53% of total Net revenue, and consisted of 62.98%, 14.95%, and 12.60% from IGS, an S&P 500 Bank, and Mastercard, respectively. Additionally, during the nine months ended September 30, 2022, the Company sold to primarily three customers which made up approximately 94.56% of total Net revenue, and consisted of 67.36%, 16.22%, and 10.98% from ICE, an S&P 500 Bank, and Mastercard.
Foreign Currencies	Foreign Currencies — The functional currencies of the Company’s foreign subsidiaries are the local currencies. For those subsidiaries, the assets and liabilities are translated into U.S. dollars at the exchange rate method at the unaudited condensed consolidated balance sheet date. The Company’s other comprehensive (loss) is comprised of foreign currency translation adjustments related to the Company’s foreign subsidiaries. Income and expenses are translated at the average exchange rates for the period. Foreign currency transaction gains and losses are included in Other income or Other expense in the unaudited condensed consolidated statements of operations.
Cash and Cash Equivalents	Cash and Cash Equivalents — Cash and cash equivalents consist of cash in banks and bank deposits. The Company considers all highly liquid instruments purchased with an original maturity of three months or less when purchased as cash equivalents.
Accounts Receivable and Allowance for Credit Losses	Accounts Receivable and Allowance for Credit Losses — Accounts receivable are recorded at the invoiced amount, net of an allowance for credit losses, if any. The Company’s trade receivables primarily arise from the sale of our products to customers through contracts for software licenses and subscriptions, software usage, web hosting fees, and software development with payment terms of 60 days. The Company evaluates the credit risk of a customer when extending credit based on a combination of various financial and qualitative factors that may affect the customers’ ability to pay. These factors include the customers’ financial condition and past payment experience. The Company maintains an allowance for credit losses, which represents an estimate of expected losses over the remaining contractual life of its receivables considering current market conditions and estimates for supportable forecasts when appropriate. The Company measures expected credit losses on its trade receivables on an customer basis. The estimate of expected credit losses considers any historical losses, delinquency trends, collection experience, and/or economic risk where appropriate. Additionally, management develops a specific allowance for trade receivables known to have a high risk of expected future credit loss. The Company has historically experienced immaterial write-offs given the nature of the customers and contracts. As of September 30, 2023, the Company had gross receivables of $549 thousand and an allowance for credit losses of $8 thousand. As of December 31, 2022, the Company had gross receivables of $1.01 million and no allowance for credit losses.
Property and Equipment, Net	Property and Equipment, Net — Property and equipment, net is stated at cost less accumulated depreciation. Depreciation is recognized using the straight-line method over the estimated useful lives of the respective assets. Maintenance and repairs that do not improve or extend the useful lives of the assets are expensed when incurred, whereas additions and major improvements are capitalized. Upon sale or retirement of assets, the cost and related accumulated depreciation are derecognized from the unaudited condensed consolidated balance sheet and any resulting gain or loss is recorded in the unaudited condensed consolidated statements of operations in the period realized.
Capitalized Internal-Use Software, Net	Capitalized Internal-Use Software, Net — Costs related to software acquired, developed, or modified solely to meet our internal requirements, with no substantive plans to market such software at the time of development are capitalized. The Company capitalizes eligible costs to develop internal-use software that are incurred subsequent to the preliminary project stage through the development stage. These costs consist of personnel costs (including related benefits and stock-based compensation) that are incurred during the application development stage. Costs incurred during the preliminary project stage and during the post-implementation operational stage are expensed as incurred. Maintenance costs are expensed as incurred. The estimated useful life of costs capitalized is evaluated for each specific project that is generally five years. Actual economic lives may differ from estimated useful lives. Periodic reviews could result in a change in estimated useful lives and therefore changes in amortization expense in future periods.
Accounting for Impairment of Long-Lived Assets	Accounting for Impairment of Long-Lived Assets — Long-lived assets with finite lives include Property and equipment, net, Capitalized internal-use software, Operating lease right-of-use assets, and Intangible assets, net subject to amortization. The Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. Recoverability of assets held and used is measured by comparison of the carrying amount of an asset or an asset group to estimated undiscounted future net cash flows expected to be generated by the asset or asset group. If the carrying amount of an asset exceeds these estimated future cash flows, an impairment charge is recognized by the amount by which the carrying amount of the assets exceeds the fair value of the asset or asset group. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell. The Company determined that as of September 30, 2023, $17 thousand of Capitalized internal-use software was impaired. The impaired Capitalized internal-use software was expensed during the nine months ended September 30, 2023. As of December 31, 2022, the Company determined that no long-lived assets with finite lives were impaired.
Goodwill	Goodwill — Goodwill is accounted for in accordance with Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 350, Intangibles—Goodwill and Other. The Company allocates the cost of an acquired business to the assets acquired and liabilities assumed based on their estimated fair values at the date of acquisition. The excess of the purchase consideration transferred over the fair value of the net assets acquired, including other Intangible assets, net, is recorded as Goodwill. Goodwill is tested for impairment at the reporting unit level at least quarterly or more frequently when events or circumstances occur that indicate that it is more likely than not that an impairment has occurred. In assessing Goodwill for impairment, the Company first assesses qualitative factors to determine whether it is necessary to perform the quantitative goodwill impairment test. In the qualitative assessment, the Company considers factors including economic conditions, industry and market conditions and developments, overall financial performance and other relevant entity-specific events in determining whether it is more likely than not that the fair value of the reporting unit is less than the carrying amount. Should the Company conclude that it is more likely than not that the recorded Goodwill amounts have been impaired, the Company would perform the impairment test. Goodwill impairment exists when a reporting unit’s carrying value exceeds its fair value. Significant judgment is applied when Goodwill is assessed for impairment. There were no impairment charges to Goodwill during the nine months ended September 30, 2023 and year ended December 31, 2022.
Fair Value of Assets and Liabilities	Fair Value of Assets and Liabilities — The Company follows the relevant U.S. GAAP guidance regarding the determination and measurement of the fair value of assets/liabilities; in which fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction valuation hierarchy which requires an entity to maximize the use of observable inputs when measuring fair value. The guidance describes the following three levels of inputs that may be used in the methodology to measure fair value: Level 1 – Quoted prices available in active markets for identical investments as of the reporting date; Level 2 – Inputs other than quoted prices in active markets, which are either directly or indirectly observable as of the reporting date; and Level 3 – Unobservable inputs, which are to be used in situations where there is little or no market activity for the asset or liability and wherein the reporting entity makes estimates and assumptions related to the pricing of the asset or liability including assumptions regarding risk. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The estimated fair values of Cash and cash equivalents, Accounts receivable, Related party receivables, Prepaid expenses and other current assets, Other assets, Accounts payable, Related party payables, Accrued expenses, Deferred revenue, Customer deposit liabilities, and Notes payable approximate their carrying values. The fair values of warrant liabilities issued in connection with equity or debt issuance are determined using the Black-Scholes valuation model, a “Level 3” fair value measurement, based on the estimated fair value of the underlying common stock, volatility based on the historical volatility data of similar companies, considering the industry, products and market capitalization of such other entities, the expected life based on the remaining contractual term of the conversion option and warrant liabilities and the risk free interest rate based on the implied yield available on U.S. Treasury Securities with a maturity equivalent to the warrant liability’s contractual life. The Company accounts for its financial assets and liabilities at fair value regularly. The Company evaluates the fair value of its non-financial assets and liabilities on a nonrecurring basis.
Revenue Recognition	Revenue Recognition — The Company derives its revenue primarily from professional services. Revenue is recognized upon transfer of control of promised products and services to customers in an amount that reflects the consideration the Company expects to receive in exchange for those products or services. If the consideration promised in a contract includes a variable amount, the Company includes an estimate of the amount it expects to receive or the total transaction price if it is probable that a significant reversal of cumulative revenue recognized will not occur. The Company determines the amount of revenue to be recognized through the application of the following steps: •Identification of the contract, or contracts with a customer; •Identification of the performance obligations in the contract; •Determination of the transaction price; •Allocation of the transaction price to the performance obligations in the contract; and •Recognition of revenue when or as the Company satisfies the performance obligations. At contract inception, the Company will assess the services agreed upon within each contract and assess whether each service is distinct and determine 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. In general, each contract with a customer consists of a single performance obligation to perform services in which revenue is recognized when the service has been delivered. Remaining Performance Obligations — The Company’s arrangements with its customers often have terms that span over multiple years. However, the Company generally allows its customers to terminate contracts for convenience prior to the end of the stated term with less than twelve months’ notice. Revenue allocated to remaining performance obligations represents non-cancelable contracted revenue that has not yet been recognized, which includes deferred revenue and, in certain instances, amounts that will be invoiced. The Company has elected the practical expedient allowing the Company to not disclose remaining performance obligations for contracts with original terms of twelve months or less. Cancellable contracted revenue, which includes customer deposit liabilities, is not considered a remaining performance obligation. As of September 30, 2023, and December 31, 2022, the Company did not have any related performance obligations for contracts with terms exceeding twelve months. Disaggregation of Revenue For the three months ended September 30, For the nine months ended September 30, 2023 2022 2023 2022 Professional services (over time) $ 2,990,804  $ 566,413  $ 3,760,242  $ 3,970,744  Termination expense reimbursement (one time) —  719,565  —  719,565  License fees (over time) 75,000  62,500  225,000  187,500  Total Revenue $ 3,065,804  $ 1,348,478  $ 3,985,242  $ 4,877,809  Contract Balances — The timing of customer billing and payment relative to the start of the service period varies from contract to contract; however, the Company bills many of its customers in advance of the provision of services under its contracts, resulting in liabilities consisting of either deferred revenue (a “contract liability”) or customer deposit liabilities. Deferred revenue represents billings under non-cancelable contracts before the related product or service is transferred to the customer. Such amounts are recognized by the Company over the life of the contract upon= meeting the revenue recognition criteria, but generally within one year. Customer deposit liabilities consist of billings or payments received in advance of the start of the contractual term or for anticipated revenue-generating activities for the portion of a contract term that is subject to cancellation for convenience. Certain of the Company’s arrangements generally include terms that allow the customer to terminate the contract for convenience and receive a refund of the amount of the customer deposit for the percentage of the work not performed prior to the notice of termination. In these arrangements, the Company concluded there are no enforceable rights and obligations after such notice period and therefore, the consideration received or due from the customer that is subject to termination for convenience is recorded as customer deposit liabilities. The payment terms and conditions vary by contract; however, the Company’s terms generally require payment within 30 to 60 days from the invoice date. In instances where the timing of revenue recognition differs from the timing of payment, the Company elected to apply the practical expedient in accordance with ASC 606 to not adjust contract consideration for the effects of a significant financing component as the Company expects, at contract inception, that the period between when promised goods and services are transferred to the customer and when the customer pays for those goods and services will be one year or less. As such, the Company determined its contracts do not generally contain a significant financing component. Costs to Obtain and Fulfill Contracts — Incremental costs of obtaining a contract include only those costs that are directly related to the acquisition of contracts, including sales commissions, and that would not have been incurred if the contract had not been obtained. In alignment with ASC 340, Other Assets and Deferred Costs ("ASC 340"), the Company recognizes an asset for the incremental costs of obtaining a contract with a customer if we expect to recover the costs. The Company elected to apply the practical expedient in accordance with ASC 340 which allows the Company to expense commissions as incurred when the contract term is twelve months or less in total. Costs to obtain contracts and costs to fulfill contracts were not material in the periods presented.
Warrants	Warrants — The Company accounts for stock warrants as either equity instruments, derivative liabilities, or liabilities in accordance with ASC 480, Distinguishing Liabilities from Equity (“ASC 480”) and ASC 815, Derivatives and Hedging (“ASC 815”), depending on the specific terms of the warrant agreement.
Cost of Services Provided	Cost of Services Provided — Cost of services generally consists of the cost of hosting fees, materials, and cost of labor associated with professional services rendered. Depreciation and amortization expense is not included in Cost of services.
Research and Development	Research and Development — Research and development costs are expensed as incurred and consist primarily of personnel costs such as salaries and benefits and relate primarily to time spent during the preliminary project stage, post implementation maintenance, bug fixes associated with Capitalized internal-use software activities, and front-end application development in which technological feasibility has not been established. Depreciation and amortization expense is not included in Research and development.
Advertising	Advertising — Advertising costs are expensed as incurred. Advertising and marketing expense totaled $100 thousand and $50 thousand for the three months ended September 30, 2023 and 2022, respectively, and $207 thousand and $173 thousand for the nine months ended September 30, 2023 and 2022, respectively.
Stock- Based Compensation	Stock- Based Compensation — The Company accounts for its stock-based compensation arrangements at fair value. Fair value of each stock-based award is estimated on the date of grant using either the Black-Scholes-Merton Model for stock options granted or using the fair value of a common stock for stock grants and restricted stock units. The Black-Scholes-Merton option-pricing model requires the input of highly subjective assumptions, including the fair value of the underlying common shares, the expected term of the share option, the expected volatility of the price of our common shares, risk-free interest rates, and the expected dividend yield of common shares. The assumptions used to determine the fair value of the option awards represent management’s best estimates. These estimates involve inherent uncertainties and the application of management’s judgment. The calculated fair value is recognized as expense over the requisite service period using the straight-line method. Forfeitures are accounted for in the period in which they occur. Trust Stamp offers the indirect repurchase of shares through a net-settlement feature upon the vesting of RSU awards to satisfy minimum statutory tax-withholding requirements for the recipient.
Income Taxes	Income Taxes — The Company records income tax provisions for the anticipated tax consequences of the reported results of operations using the asset and liability method. Under this method, the Company recognizes deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the carrying amounts for financial reporting purposes and the tax bases of assets and liabilities, as well as for loss and tax credit carryforwards. The deferred assets and liabilities are measured using the statutorily enacted tax rates anticipated to be in effect when those tax assets and liabilities are expected to be realized or settled. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in the period that includes the enactment date. A valuation allowance is established if, based upon the available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. The Company considers all available evidence, both positive and negative, including historical levels of income, expectations and risks associated with estimates of future taxable income in assessing the need for a valuation allowance. The Company’s tax positions are subject to income tax audits by multiple tax jurisdictions. The Company recognizes the tax benefit of an uncertain tax position only if it is more likely than not the position will be sustainable upon examination by the taxing authority, including resolution of any related appeals or litigation processes. This evaluation is based on all available evidence and assumes that the tax authorities have full knowledge of all relevant information concerning the tax position. The tax benefit recognized is measured as the largest amount of benefit which is more likely than not (greater than 50% likely) to be realized upon ultimate settlement with the taxing authority. The Company recognizes interest accrued and penalties related to unrecognized tax benefits in Income tax expense. The Company adjusts these reserves in accordance with the income tax guidance when facts and circumstances change, such as the closing of a tax audit or the refinement of an estimate. To the extent that the final tax outcome of these matters is different from the amounts recorded, such differences may affect the provision for income taxes in the period in which such determination is made and could have a material impact on the Company’s financial condition and operating results. The Company computes its tax provision for interim periods by applying the estimated annual effective tax rate to year-to-date pre-tax income from recurring operations and adjusting for discrete tax items arising in that quarter. There were no discrete items that impacted the effective tax rate for the three and nine months ended September 30, 2023 and September 30, 2022, respectively. The rate remained consistent over the period due to the full valuation allowance recorded in the period. The Company had an effective tax rate of 0% for the three and nine months ended September 30, 2023 and 2022, respectively. The Company has incurred U.S. operating losses and has minimal profits in foreign jurisdictions. Deferred tax assets are reduced by a valuation allowance if it is more likely than not that some portion or all of a deferred tax asset will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences are deductible. In making this determination, management considers all available positive and negative evidence affecting specific deferred tax assets, including the Company’s past and anticipated future performance, the reversal of deferred tax liabilities, the length of carry-back and carry-forward periods, and the implementation of tax planning strategies. The Company had no unrecognized tax benefits as of September 30, 2023 and December 31, 2022. It is the Company’s policy to recognize interest and penalties related to income tax matters in Income tax expense. The Company has not accrued any penalties related to uncertain tax positions due to offsetting tax attributes as of September 30, 2023 and December 31, 2022. The Company files U.S. federal, state, and foreign income tax returns in jurisdictions with varying statutes of limitation. The only material jurisdiction where the Company is subject to potential examination by tax authorities is the U.S. (federal and state) for tax years 2020 through 2022.
Leases	Leases — The Company determines if a contract is a lease or contains a lease at the inception of the contract in accordance with ASC 842. All leases are assessed for classification as an operating lease or a finance lease. The lease term begins on the commencement date, the date the Company takes possession of the property, and the commencement date is used to calculate straight-line expense for operating leases. The lease may include options to extend or terminate the lease. When it is reasonably certain that the option will be exercised, the Company reassess our conclusions to account for the modified contract. Operating lease right-of-use assets represent the Company’s right to use an underlying asset during a lease term and are included in non-current assets on our unaudited condensed consolidated balance sheet. Operating lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating lease liabilities are divided into two classifications on our unaudited condensed consolidated balance sheet as a current liability, Short-term operating lease liabilities, and a non-current liability, Long-term operating lease liabilities. The Company does not have any finance lease right-of-use assets or finance lease liabilities. The Company’s operating lease liabilities are recognized at the applicable lease commencement date based on the present value of the lease payments required to be paid over the lease term. The interest rate implicit in the lease is not readily determinable, therefore, the Company uses an estimated incremental borrowing rate to discount the lease payments to present value. The estimated incremental borrowing rate is derived from information available at the lease commencement date. The Company’s Operating lease right-of-use assets are also recognized at the applicable lease commencement date. The Operating lease right-of-use asset equals the carrying amount of the related operating lease liability, adjusted for any lease payments made prior to lease commencement and lease incentives provided by the lessor. Variable lease payments are expensed as incurred and do not factor into the measurement of the applicable Operating lease right-of-use asset or operating lease liability. The term of our leases equals the non-cancellable period of the lease, including any rent-free periods provided by the lessor, and also include options to renew or extend the lease (including by not terminating the lease) that we are reasonably certain to exercise. We establish the term of each lease at lease commencement and reassess that term in subsequent periods if a triggering event occurs. Operating lease cost for lease payments is recognized on a straight-line basis over the lease term. Some lease contracts include lease and non-lease components. Trust Stamp elected the practical expedient offered by ASC 842 to not separate the lease components from non-lease components. As a result, the Company accounts for leases as a single lease component. In addition, the Company elected not to recognize right-of-use assets and lease liabilities for leases term of twelve months or less. The short-term lease expenses are recognized on a straight-line basis over the lease term.
Commitments and Contingencies	Commitments and Contingencies — Liabilities for loss contingencies arising from claims, disputes, legal proceedings, fines and penalties, and other sources are recorded when it is probable that a liability has been or will be incurred and the amount of the liability can be reasonably estimated. Legal costs incurred in connection with loss contingencies are expensed as incurred. Recoveries of such legal costs from insurance policies are recorded as an offset to legal expenses in the period they are received.
Treasury Stock	Treasury Stock — Repurchased treasury stock is recorded at cost. When treasury stock is resold at a price different than its historical acquisition cost, the difference is recorded as a component of Additional paid-in capital in the unaudited condensed consolidated balance sheets.
Net Loss per Share Attributable to Common Stockholders	Net Loss per Share Attributable to Common Stockholders — Basic loss per share is computed by dividing net loss by the weighted average number of common shares outstanding for the period. Diluted net loss per share is computed by giving effect to all potentially dilutive Class A Common Stock equivalents for the period. For the purposes of this calculation, stock-based awards, warrants, and the conversion option of convertible notes are considered to be potential common shares outstanding. Since the Company incurred net losses for each of the periods presented, diluted net loss per share is the same as basic net loss per share. The Company’s potential common shares outstanding were not included in the calculation of diluted net loss per share as the effect would be anti-dilutive.
Recent Accounting Pronouncements Not Yet Adopted	Recent Accounting Pronouncements Not Yet Adopted — In June 2022, the FASB issued ASU 2022-03, Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions. The amendments in this ASU clarify that an entity should measure the fair value of an equity security subject to contractual sale restriction the same way it measures an identical equity security that is not subject to such a restriction. The FASB said the contractual restriction on the sale of an equity security is not considered part of the unit of account of the equity security and, therefore, should not affect its fair value. The ASU is effective for public entities for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years. Early adoption is permitted. The Company does not expect this guidance to have a material impact to its unaudited condensed consolidated financial statements or related disclosures.
Recently Adopted Accounting Pronouncement	Recently Adopted Accounting Pronouncement — In June 2016, the FASB issued Accounting Standards Update No. 2016-13, “Financial Instruments - Credit Losses (Topic 326)” (“ASU 2016-13”). ASU 2016-13 revises the methodology for measuring credit losses on financial instruments and the timing of when such losses are recorded. In November 2019, FASB issued ASU 2019-10, “Financial Instruments – Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842).” This ASU defers the effective date of ASU 2016-13 for public companies that are considered smaller reporting companies as defined by the SEC to fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company adopted this standard as of January 1, 2023, and the guidance did not have a material impact on its unaudited condensed consolidated financial statements or related disclosures.

v3.23.3

Description of Business and Summary of Significant Accounting Policies And Going Concern (Tables)	9 Months Ended
	Sep. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Schedule of Disaggregation of Revenue	For the three months ended September 30, For the nine months ended September 30, 2023 2022 2023 2022 Professional services (over time) $ 2,990,804  $ 566,413  $ 3,760,242  $ 3,970,744  Termination expense reimbursement (one time) —  719,565  —  719,565  License fees (over time) 75,000  62,500  225,000  187,500  Total Revenue $ 3,065,804  $ 1,348,478  $ 3,985,242  $ 4,877,809

v3.23.3

Borrowings (Tables)	9 Months Ended
	Sep. 30, 2023
Debt Disclosure [Abstract]
Summary of Non-Convertible Promissory Notes Payable	As of September 30, 2023 As of December 31, 2022 Malta loan receipt 3 – June 3, 2022 $ 485,564  $ 62,365  Malta loan receipt 2 – August 10, 2021 299,806  303,778  Malta loan receipt 1 – February 9, 2021 61,549  491,996  Interest added to principal 27,955  11,551  Total principal outstanding 874,874  869,690  Plus: accrued interest 28,958  16,775  Total promissory notes payable $ 903,832  $ 886,465

v3.23.3

Warrants (Tables)	9 Months Ended
	Sep. 30, 2023
Warrants and Rights Note Disclosure [Abstract]
Schedule of Changes in Warrant Liability	The following table presents the change in the liability balance associated with the liability classified warrants, which are classified in Level 3 of the fair value hierarchy from January 1, 2022 to September 30, 2023: Warrants ($) Balance as of January 1, 2022 $ 374,694  Additional warrants issued —  Change in fair value (113,125) Balance as of December 31, 2022 $ 261,569  Additional warrants issued —  Change in fair value (3,473) Balance as of September 30, 2023 $ 258,096
Schedule of Fair Value of Warrants Liabilities	Fair Value of Warrants $1.28 — $2.57 Exercise price $0.59 — $0.96 Risk free interest rate 4.09% — 4.74% Expected dividend yield —  % Expected volatility 80.79% — 92.90% Expected term 3 years
Schedule of Warrant Issuance Date	As of September 30, As of December 31, Warrant Issuance Date Strike Price 2023 2022 November 9, 2016 $ 3.12  80,128 80,128 January 23, 2020 $ 8.00  186,442 186,442 January 23, 2020 $ 8.00  524,599 524,599 August – December 2021 $ 20.00  — 268,743 January – February 2022 $ 20.00  — 15,171 September 14, 2022 $ 2.30  120,000 390,000 April 18, 2023 $ 3.30  1,573,330 — June 5, 2023 $ 2.30  1,279,700 — Total warrants outstanding 3,764,199 1,465,083

v3.23.3

Balance Sheet Components (Tables)	9 Months Ended
	Sep. 30, 2023
Balance Sheet Components
Schedule of Prepaid Expenses and Other Current Assets	Prepaid expenses and other current assets as of September 30, 2023 and December 31, 2022 consisted of the following: September 30, 2023 December 31, 2022 Prepaid operating expenses $ 315,187  $ 225,756  Rent deposit 31,388  55,981  Value added tax receivable 102,699  71,742  Tax credit receivable (short-term) 66,135  218,239  Miscellaneous receivable 29,792  8,368  Prepaid expenses and other current assets $ 545,201  $ 580,086
Schedule of Capitalized Internal-Use Software, Net	Capitalized internal-use software, net as of September 30, 2023 and December 31, 2022 consisted of the following: Useful Lives September 30, 2023 December 31, 2022 Internally developed software 5 Years $ 3,754,896  $ 3,314,450  Less: Accumulated depreciation (2,293,295) (1,895,778) Capitalized internal-use software, net $ 1,461,601  $ 1,418,672
Schedule of Property and Equipment, Net	Property and equipment, net as of September 30, 2023 and December 31, 2022 consisted of the following: Useful Lives September 30, 2023 December 31, 2022 Computer equipment 3-4 Years $ 143,796  $ 148,832  Furniture and fixtures 10 Years 26,864  27,220  Mobile hardware 2.5 years —  297,150  Property and equipment, gross 170,660  473,202  Less: Accumulated depreciation (110,111) (172,538) Property and equipment, net $ 60,549  $ 300,664
Schedule of Accrued Expenses	Accrued expenses as of September 30, 2023 and December 31, 2022 consisted of the following: September 30, 2023 December 31, 2022 Compensation payable $ 353,662  $ 171,851  Commission liability 24,379  58,771  Accrued employee taxes 433,096  591,992  Accrued mobile expenses —  177,099  Other accrued liabilities 50,256  100,111  Accrued expenses $ 861,393  $ 1,099,824

v3.23.3

Goodwill and Intangible Assets, Net (Tables)	9 Months Ended
	Sep. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of Intangible Assets, Net	Intangible assets, net as of September 30, 2023 and December 31, 2022 consisted of the following: Useful Lives September 30, 2023 December 31, 2022 Patent application costs 3 Years $ 460,453  $ 382,285  Trade name and trademarks 3 Years 67,463  68,356  Intangible assets, gross 527,916  450,641  Less: Accumulated amortization (313,218) (198,955) Intangible assets, net $ 214,698  $ 251,686
Schedule of Estimated Future Amortization Expense of Intangible Assets, Net	Estimated future amortization expense of Intangible assets, net is as follows: Years Ending December 31, Amount 2023 $ 40,709  2024 106,971  2025 56,368  2026 10,650  $ 214,698

v3.23.3

Net Loss per Share Attributable to Common Stockholders (Tables)	9 Months Ended
	Sep. 30, 2023
Earnings Per Share [Abstract]
Schedule of Basic and Diluted Loss Per Share Attributable to Common Stockholders	The following table presents the calculation of basic and diluted net loss per share: Three months ended September 30, Nine months ended September 30, 2023 2022 2023 2022 Numerator: Net loss attributable to common stockholders $ (35,162) $ (3,439,892) $ (4,752,980) $ (8,054,240) Denominator: Weighted average shares used in computing net loss per share attributable to common stockholders 8,155,617 4,693,465 6,658,205 4,632,683 Net loss per share attributable to common stockholders $ (0.00) $ (0.75) $ (0.71) $ (1.75)
Schedule of Anti-Dilutive Securities Excluded From Computation of Diluted Net Loss Per Share	The following potentially dilutive securities were excluded from the computation of diluted net loss per share calculations for the periods presented because the impact of including them would have been anti-dilutive: September 30, 2023 September 30, 2022 Options, RSUs, and grants 791,410 732,744 Warrants 4,528,193 1,676,057 Total 5,319,603 2,408,801

v3.23.3

Stock Awards and Stock-Based Compensation (Tables)	9 Months Ended
	Sep. 30, 2023
Share-Based Payment Arrangement [Abstract]
Schedule of Stock Options Activity	The following table summarizes stock option activity for the three and nine months ended September 30, 2023: Options Outstanding Weighted Average Exercise Price Per Share Weighted Average Remaining Contractual Life (years) Aggregate Intrinsic Value Balance as of January 1, 2022 395,002 $ 6.40  2.42 $ 5,365,737  Options granted 7,443 3.20  Options exercised (15,121) 6.30  Options canceled and forfeited (215) 4.40  Balance as of December 31, 2022 387,109 $ 6.40  1.45 $ —  Options granted 2,647 3.01  Options exercised (1,230) 3.25  Options canceled and forfeited (756) 7.94  Balance as of March 31, 2023 387,770 $ 6.37  1.21 $ —  Options granted 2,675 2.24  Options exercised — —  Options canceled and forfeited (937) 6.40  Balance as of June 30, 2023 389,508 $ 6.34  0.98 $ —  Options granted 3,241 1.85  Options exercised — —  Options canceled and forfeited (1,083) 5.54  Balance as of September 30, 2023 391,666 $ 6.31  0.75 $ —  Options vested and exercisable as of September 30, 2023 391,666 $ 6.31  0.75 $ —  Options Outstanding Weighted Average Exercise Price Per Share Weighted Average Remaining Contractual Life (years) Aggregate Intrinsic Value Balance as of January 1, 2023 387,109 $ 6.40  1.45 $ —  Options granted 8,563 2.28  Options exercised (1,230) 3.25  Options canceled and forfeited (2,776) 6.48  Balance as of September 30, 2023 391,666  6.31  0.75 —  Options vested and exercisable as of September 30, 2023 391,666  $ 6.31  0.98 —
Schedule of Stock Options Valuation Assumptions	The following assumptions were used to calculate the fair value of options granted during the nine months ended September 30, 2023: Fair value of Class A Common Stock $0.95 — 3.57 Exercise price $1.82 — 3.09 Risk free interest rate 3.76 — 4.74% Expected dividend yield 0.00  % Expected volatility 80.79 — 96.45% Expected term 3 Years
Schedule of Outstanding RSU Activity	A summary of outstanding RSU activity is as follows: RSU Outstanding Number of Shares Balance as of January 1, 2022 126,900 Granted 211,700 Vested (issued) (46,036) Forfeited — Balance as of December 31, 2022 292,564 Granted 4,627 Vested (issued) — Forfeited (20,601) Balance as of March 31, 2023 276,590 Granted 4,626 Vested (issued) (98,193) Forfeited 3,766 Balance as of June 30, 2023 186,789 Granted 136,906 Vested (issued) (1,337) Forfeited — Balance as of September 30, 2023 322,358 RSU Outstanding Number of Shares Balance as of January 1, 2022 126,900 Granted 211,700 Vested (issued) (46,036) Forfeited — Balance as of December 31, 2022 292,564 Granted 146,159 Vested (issued) (99,530) Forfeited (16,835) Balance as of September 30, 2023 322,358
Schedule of Stock-Based Compensation Expense	Our consolidated statements of operations include stock-based compensation expense as follows: Three months ended September 30, Nine months ended September 30, 2023 2022 2023 2022 Cost of services $ 11,169  $ 10,122  $ 11,825  $ 13,516  Research and development 48,336  96,113  79,956  206,413  Selling, general, and administrative 88,535  744,566  213,569  1,378,304  Total stock-based compensation expense $ 148,040  $ 850,801  $ 305,350  $ 1,598,233

v3.23.3

Leases and Commitments (Tables)	9 Months Ended
	Sep. 30, 2023
Leases and Commitments
Summary of Lease Term and Discount Rate	Lease term and discount rate September 30, 2023 Weighted average remaining lease term 1.29 years Weighted average discount rate 5.0  %
Summary of Lease Termination	September 30, 2023 Leases terminated 4 Lease termination fees $ 10,932  Operating lease right-of-use assets derecognized upon lease termination $ 82,095  Lease liabilities derecognized upon lease termination $ 77,648  Loss recognized upon lease termination $ 178
Summary of Balance Sheet Information Related to Leases	Balance sheet information related to leases as of September 30, 2023 and December 31, 2022 was as follows: September 30, 2023 December 31, 2022 Operating lease right-of-use assets Operating lease right-of-use assets $ 164,854  $ 315,765  Operating lease liabilities Short-term operating lease liabilities $ 108,583  $ 177,795  Long-term operating lease liabilities 31,785  102,407  Total operating lease liabilities $ 140,368  $ 280,202
Summary of Future Maturities of ASC 842 Lease Liabilities	Future maturities of ASC 842 lease liabilities as of September 30, 2023 are as follows: Principal Payments Imputed Interest Payments Total Payments 2023 $ 38,207  $ 1,497  $ 39,704  2024 79,362  2,350  81,712  2025 22,220  380  22,600  2026 579  —  579  Total future maturities $ 140,368  $ 4,227  $ 144,595
Summary of Total Lease Expense, Under ASC 842, was Included in Selling, General, and Administrative Expenses in Consolidated Statement of Operations	Total lease expense, under ASC 842, was included in Selling, general, and administrative expenses in our consolidated statement of operations for the three and nine months ended September 30, 2023 as follows: Three months ended September 30, Nine months ended September 30, 2023 2022 2023 2022 Operating lease expense – fixed payments $ 40,060  $ —  $ 169,496  $ —  Short term lease expense 10,846  —  48,399  —  Total lease expense $ 50,906  $ —  $ 217,895  $ —
Summary of Supplemental Cash Flows Information Related to Leases	Supplemental cash flows information related to leases was as follow: Nine Months Ended September 30, 2023 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ (145,483)

v3.23.3

Description of Business and Summary of Significant Accounting Policies And Going Concern - Narrative (Details)		3 Months Ended		9 Months Ended		12 Months Ended
	Apr. 25, 2019 shares	Sep. 30, 2023 USD ($) shares	Sep. 30, 2022 USD ($)	Sep. 30, 2023 USD ($) shares	Sep. 30, 2022 USD ($)	Dec. 31, 2022 USD ($) shares	Jul. 06, 2023 shares	Feb. 15, 2023 shares	Dec. 31, 2021 USD ($)
Disaggregation of Revenue
Stock split				0.2
Common stock, shares authorized (in shares) | shares		50,000,000		50,000,000		50,000,000
Net loss attributable to T Stamp Inc.		$ 35,162	$ 3,439,892	$ 4,752,980	$ 8,054,240
Operating cash outflows				5,884,123	4,841,167
Working capital		2,250,000		2,250,000
Accumulated deficit		$ 44,052,706		$ 44,052,706		$ 39,299,726
Treasury stock, at cost, shares held (in shares) | shares		14,573		14,573		56,513
Common stock, shares issued (in shares) | shares		8,259,065		8,259,065		4,910,815
Cash and cash equivalents		$ 3,182,503	2,930,591	$ 3,182,503	2,930,591	$ 1,254,494			$ 3,475,695
Gross receivables		549,000		549,000		1,010,000.00
Allowance for credit losses		(8,000)		(8,000)		0
Unbilled receivables		21,319		21,319		109,475
Impaired capitalized internal-use software				17,000
Advertising and marketing expense		$ 100,000	$ 50,000	$ 207,000	$ 173,000
Effective tax rate		0.00%	0.00%	0.00%	0.00%
Unrecognized tax benefits		$ 0		$ 0		$ 0
Top Three Customers | Accounts receivable | Customer Concentration Risk
Disaggregation of Revenue
Concentration risk (as a percent)				92.66%		95.37%
Customer One | Accounts receivable | Customer Concentration Risk
Disaggregation of Revenue
Concentration risk (as a percent)				48.36%		36.90%
Customer Two | Accounts receivable | Customer Concentration Risk
Disaggregation of Revenue
Concentration risk (as a percent)				38.12%		32.69%
Customer Three | Accounts receivable | Customer Concentration Risk
Disaggregation of Revenue
Concentration risk (as a percent)				6.18%		25.78%
Customer | Sales revenue net | Customer Concentration Risk
Disaggregation of Revenue
Concentration risk (as a percent)		95.85%	95.11%	90.53%	94.56%
IGS | Sales revenue net | Customer Concentration Risk
Disaggregation of Revenue
Concentration risk (as a percent)		81.87%	62.98%
Mastercard | Sales revenue net | Customer Concentration Risk
Disaggregation of Revenue
Concentration risk (as a percent)		7.91%	14.71%	12.60%	10.98%
S And P 500 Bank | Sales revenue net | Customer Concentration Risk
Disaggregation of Revenue
Concentration risk (as a percent)		6.07%	17.84%	14.95%	16.22%
ICE | Sales revenue net | Customer Concentration Risk
Disaggregation of Revenue
Concentration risk (as a percent)			62.56%		67.36%
Bank Time Deposits
Disaggregation of Revenue
Cash and cash equivalents		$ 2,600,000		$ 2,600,000		$ 71,000
Common Class A
Disaggregation of Revenue
Treasury stock, at cost, shares held (in shares) | shares	320,513
Common stock, shares issued (in shares) | shares								206,033
Common stock, shares held (in shares) | shares		14,573		14,573
Common Class A | Various employees
Disaggregation of Revenue
Number of shares transferred (in shares) | shares	264,000
Third Restated Certificate
Disaggregation of Revenue
Common stock, shares authorized (in shares) | shares							50,000,000

v3.23.3

Description of Business and Summary of Significant Accounting Policies And Going Concern - Schedule of Disaggregation of Revenue (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Disaggregation of Revenue
Total Revenue	$ 3,065,804	$ 1,348,478	$ 3,985,242	$ 4,877,809
Professional services (over time)
Disaggregation of Revenue
Total Revenue	2,990,804	566,413	3,760,242	3,970,744
Termination expense reimbursement (one time)
Disaggregation of Revenue
Total Revenue	0	719,565	0	719,565
License fees (over time)
Disaggregation of Revenue
Total Revenue	$ 75,000	$ 62,500	$ 225,000	$ 187,500

v3.23.3

Borrowings - Summary of Non-Convertible Promissory Notes Payable (Details) - Non-Convertible Promissory Notes Payable - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Borrowings
Total principal outstanding	$ 874,874	$ 869,690
Interest added to principal	27,955	11,551
Plus: accrued interest	28,958	16,775
Total promissory notes payable	903,832	886,465
Malta loan receipt 3
Borrowings
Total principal outstanding	485,564	62,365
Malta loan receipt 2
Borrowings
Total principal outstanding	299,806	303,778
Malta loan receipt 1
Borrowings
Total principal outstanding	$ 61,549	$ 491,996

v3.23.3

Borrowings - Narrative (Details) € in Thousands, $ in Thousands		1 Months Ended	9 Months Ended
	Jul. 08, 2020 EUR (€)	May 31, 2020	Sep. 30, 2023 USD ($)	Jul. 08, 2020 USD ($)
Base Rate
Borrowings
Minimum base rate for interest		1.00%
Fixed interest rate percentage		1.00%
Loans from Maltese government | Trust Stamp Malta Limited
Borrowings
Potential repayable advance	€ 800			$ 858
Percentage of payroll cost covered by advance	75.00%
Term of payroll costs covered by advance	24 months
Employment term for receiving advances	36 months
Proceeds from non-convertible notes			$ 847
Loans from Maltese government | Trust Stamp Malta Limited | Base Rate
Borrowings
Spread on variable rate		2.00%
Loans from Maltese government | Trust Stamp Malta Limited | Base Rate | Minimum
Borrowings
Percentage of pre-tax profits per annum to be repaid		10.00%
Loans from Maltese government | Trust Stamp Malta Limited | Base Rate | Maximum
Borrowings
Percentage of pre-tax profits per annum to be repaid		15.00%

v3.23.3

Warrants - Schedule of Changes in Warrant Liability (Details) - USD ($)	9 Months Ended	12 Months Ended
	Sep. 30, 2023	Dec. 31, 2022
Change In Financial Instruments [Roll Forward]
Balance, beginning of period	$ 261,569
Balance, end of period	258,096	$ 261,569
Fair Value, Inputs, Level 3
Change In Financial Instruments [Roll Forward]
Balance, beginning of period	261,569	374,694
Additional warrants issued	0	0
Change in fair value	(3,473)	(113,125)
Balance, end of period	$ 258,096	$ 261,569

v3.23.3

Warrants - Narrative (Details)											1 Months Ended	3 Months Ended		9 Months Ended		12 Months Ended
	Aug. 18, 2023 USD ($) $ / shares shares	Jun. 23, 2023 USD ($) $ / shares shares	Jun. 12, 2023 USD ($) $ / shares shares	Jun. 05, 2023 USD ($) $ / shares shares	Jun. 01, 2023 $ / shares shares	Apr. 18, 2023 USD ($) $ / shares shares	Apr. 14, 2023 $ / shares shares	Sep. 11, 2022 USD ($) $ / shares shares	Dec. 21, 2021 USD ($) $ / shares shares	Dec. 16, 2016 USD ($)	Jan. 31, 2020 USD ($) $ / shares shares	Sep. 30, 2023 USD ($) $ / shares shares	Sep. 30, 2022 USD ($) $ / shares shares	Sep. 30, 2023 USD ($) $ / shares shares	Sep. 30, 2022 USD ($) $ / shares shares	Dec. 31, 2022 USD ($) $ / shares shares	Feb. 15, 2023 shares	Aug. 25, 2022 USD ($) investor shares	Feb. 28, 2022 shares	Dec. 31, 2021 shares	Jun. 30, 2020 shares	Nov. 09, 2016 $ / shares shares
Warrants
Maximum number of warrants issued to purchase common stock in future												$ 1,000,000		$ 1,000,000
Percentage of discount of future issuance of preferred stock														20.00%
Fair value of warrants										$ 50,000		$ 250,000		$ 250,000
Proceeds from issuance of Common Stock warrants														$ 0	$ 667,290
Number of warrants exercised for issuance of shares (in shares) | shares												3,764,199		3,764,199		1,465,083					6,418
Warrant liabilities												$ 258,096		$ 258,096		$ 261,569
Change in fair value of warrant liability												$ 2,142	$ (11,307)	$ (3,473)	(88,367)
Exercise price of warrants (in dollars per share) | $ / shares								$ 8.85
Number of warrants cancelled (in shares) | shares								390,000
Common stock, shares issued (in shares) | shares												8,259,065		8,259,065		4,910,815
Common stock, par value (in dollars per share) | $ / shares												$ 0.01		$ 0.01		$ 0.01
Shares issued upon exercise of warrants (in shares) | shares					1,279,700
Proceeds from common stock, prefunded warrants, and common stock warrants, net of fees														$ 7,464,312	$ 1,007,790
Warrants outstanding (in shares) | shares												1,279,700		1,279,700
Investors Exercised
Warrants
Proceeds from issuance of Common Stock warrants													$ 57,000
Number of warrants exercised for issuance of shares (in shares) | shares													2,850		2,850
Exercise price of warrants (in dollars per share) | $ / shares													$ 20.00		$ 20.00
Institutional Investor
Warrants
Proceeds from issuance of Common Stock warrants	$ 621,000
Number of warrants exercised for issuance of shares (in shares) | shares	270,000											120,000		120,000
Exercise price of warrants (in dollars per share) | $ / shares	$ 2.30
Pre Funded Warrants
Warrants
Exercise price of warrants (in dollars per share) | $ / shares		$ 0.001	$ 0.001
Shares issued upon exercise of warrants (in shares) | shares		221,000	322,300
Proceeds from common stock, prefunded warrants, and common stock warrants, net of fees		$ 221	$ 322
Warrants exercised (in shares) | shares		221,000	322,300
Regulation CF, D, and S Common Stock And Warrant Offering
Warrants
Number of warrants exercised for issuance of shares (in shares) | shares																			15,421	271,593
Private Placement
Warrants
Proceeds from issuance of Common Stock warrants								$ 90,675
Expiration period								5 years 6 months
Securities Purchase Agreement With Armistice Capital Master Fund Ltd. | Private Placement
Warrants
Number of warrants exercised for issuance of shares (in shares) | shares								195,000
Securities purchase agreement
Warrants
Number of warrants exercised for issuance of shares (in shares) | shares				543,300		1,009,950
Number of shares agreed to issue and sell (in shares) | shares				736,400		563,380
Common stock, par value (in dollars per share) | $ / shares				$ 2.30		$ 3.30
Shares issued upon exercise of warrants (in shares) | shares				736,400		1,573,330
Proceeds from common stock, prefunded warrants, and common stock warrants, net of fees				$ 1,693,720		$ 1,859,154
Proceeds from warrant exercises				1,249,047		3,332,835
Proceeds from offering after deducting placement fee and legal expense				2,686,773		4,778,550
Placement fee				205,994		363,439
Legal expense				$ 50,000		$ 50,000
Securities purchase agreement | Private Placement
Warrants
Exercise price of warrants (in dollars per share) | $ / shares					$ 2.30		$ 3.30
Shares issued upon exercise of warrants (in shares) | shares							1,573,330
Securities purchase agreement | Registered direct offering
Warrants
Exercise price of warrants (in dollars per share) | $ / shares					$ 0.001		$ 0.001
Number of shares agreed to issue and sell (in shares) | shares					736,400		563,380
Common stock, par value (in dollars per share) | $ / shares					$ 0.01		$ 0.01
Share issue price (in dollars per share) | $ / shares					$ 2.30		$ 3.30
Warrants to purchase shares of common stock agreed to issue and sell (in shares) | shares					543,300		1,009,950
Price per warrant (in dollars per share) | $ / shares				$ 2.299	$ 2.299		$ 3.299
Second Century Ventures, LLC | January 2020 Warrant Purchase Agreement
Warrants
Proceeds from issuance of Common Stock warrants									$ 3,260,000
Armistice Capital Master Fund Ltd.
Warrants
Exercise price of warrants (in dollars per share) | $ / shares				$ 2.30
Trusted Mail
Warrants
Cancellation of shares											$ 100,000
Exchange of SAFEs for warrants											$ 125,000
Trusted Mail | Second Century Ventures, LLC | January 2020 Warrant Purchase Agreement
Warrants
Proceeds from issuance of Common Stock warrants									$ 3,260,000
Common Class A
Warrants
Maximum number of warrants issued to purchase common stock in future								$ 1,511,250
Proceeds from issuance of Common Stock warrants										$ 50,000
Number of warrants exercised for issuance of shares (in shares) | shares								390,000			932,111	283,914		283,914								80,128
Exercise price of warrants (in dollars per share) | $ / shares											$ 8.00											$ 3.12
Fair value of consideration received from warrants											$ 300,000
Credited value over three years											$ 100,000
Threshold period after which cashless exercise of warrants														6 months
Common stock, shares issued (in shares) | shares																	206,033
Common Class A | Institutional Investor
Warrants
Common stock, shares issued (in shares) | shares	270,000
Common Class A | Securities purchase agreement
Warrants
Number of warrants exercised for issuance of shares (in shares) | shares												1,573,330		1,573,330
Common Class A | Second Century Ventures, LLC
Warrants
Number of warrants exercised for issuance of shares (in shares) | shares												524,599		524,599
Common Class A | Second Century Ventures, LLC | January 2020 Warrant Purchase Agreement
Warrants
Number of warrants exercised for issuance of shares (in shares) | shares									407,512
Exercise price of warrants (in dollars per share) | $ / shares									$ 8.00
Common Class A | Armistice Capital Master Fund Ltd.
Warrants
Maximum number of warrants issued to purchase common stock in future				$ 897,000
Number of warrants exercised for issuance of shares (in shares) | shares				390,000
Expiration period				5 years
Common Class A | Trusted Mail
Warrants
Number of warrants exercised for issuance of shares (in shares) | shares											186,442
Fair Value of Warrant Liability
Warrants
Warrant liabilities												$ 8,000		$ 8,000
Change in fair value of warrant liability														$ 4,000		$ 12,000
CF Common stock
Warrants
Units refunded																		$ 5,000
Number of investors refunded | investor																		2
Number of warrants cancelled (in shares) | shares																		250

v3.23.3

Warrants - Schedule of Fair Value of Warrants Liabilities (Details)	Sep. 30, 2023 $ / shares yr
Fair Value of Warrants | Minimum
Warrants
Warrants measurement input	1.28
Fair Value of Warrants | Maximum
Warrants
Warrants measurement input	2.57
Exercise price | Minimum
Warrants
Warrants measurement input	0.59
Exercise price | Maximum
Warrants
Warrants measurement input	0.96
Risk free interest rate | Minimum
Warrants
Warrants measurement input	0.0409
Risk free interest rate | Maximum
Warrants
Warrants measurement input	0.0474
Expected dividend yield
Warrants
Warrants measurement input	0
Expected volatility | Minimum
Warrants
Warrants measurement input	0.8079
Expected volatility | Maximum
Warrants
Warrants measurement input	0.9290
Expected term
Warrants
Warrants measurement input | yr	3

v3.23.3

Warrants - Schedule of Warrant Issuance Date (Details) - $ / shares	Sep. 30, 2023	Dec. 31, 2022	Sep. 11, 2022	Jun. 30, 2020
Warrants
Exercise price of warrants (in dollars per share)			$ 8.85
Number of warrants exercised for issuance of shares (in shares)	3,764,199	1,465,083		6,418
November 9, 2016
Warrants
Exercise price of warrants (in dollars per share)	$ 3.12
Number of warrants exercised for issuance of shares (in shares)	80,128	80,128
January 23, 2020
Warrants
Exercise price of warrants (in dollars per share)	$ 8.00
Number of warrants exercised for issuance of shares (in shares)	186,442	186,442
Second Warrant Issuance January 23 2020
Warrants
Exercise price of warrants (in dollars per share)	$ 8.00
Number of warrants exercised for issuance of shares (in shares)	524,599	524,599
August - December 2021
Warrants
Exercise price of warrants (in dollars per share)	$ 20.00
Number of warrants exercised for issuance of shares (in shares)	0	268,743
January - February 2022
Warrants
Exercise price of warrants (in dollars per share)	$ 20.00
Number of warrants exercised for issuance of shares (in shares)	0	15,171
September 14, 2022
Warrants
Exercise price of warrants (in dollars per share)	$ 2.30
Number of warrants exercised for issuance of shares (in shares)	120,000	390,000
April 18, 2023
Warrants
Exercise price of warrants (in dollars per share)	$ 3.30
Number of warrants exercised for issuance of shares (in shares)	1,573,330	0
June 5, 2023
Warrants
Exercise price of warrants (in dollars per share)	$ 2.30
Number of warrants exercised for issuance of shares (in shares)	1,279,700	0

v3.23.3

Balance Sheet Components - Schedule of Prepaid Expenses and Other Current Assets (Details) - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Balance Sheet Components
Prepaid operating expenses	$ 315,187	$ 225,756
Rent deposit	31,388	55,981
Value added tax receivable	102,699	71,742
Tax credit receivable (short-term)	66,135	218,239
Miscellaneous receivable	29,792	8,368
Prepaid expenses and other current assets	$ 545,201	$ 580,086

v3.23.3

Balance Sheet Components - Schedule of Capitalized Internal-Use Software, Net (Details) - USD ($)	9 Months Ended
	Sep. 30, 2023	Dec. 31, 2022
Balance Sheet Components
Useful Lives	5 years
Internally developed software	$ 3,754,896	$ 3,314,450
Less: Accumulated depreciation	(2,293,295)	(1,895,778)
Capitalized internal-use software, net	$ 1,461,601	$ 1,418,672

v3.23.3

Balance Sheet Components - Narrative (Details) - USD ($)			3 Months Ended		9 Months Ended
	May 26, 2023	Apr. 26, 2023	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Balance Sheet Components
Amortization of capitalized Internal-use Software			$ 140,000	$ 132,000	$ 419,000	$ 379,000
Impaired capitalized internal-use software					17,000
Depreciation			$ 10,000	$ 42,000	62,000	94,000
Property and equipment gross sales price	$ 197,000	$ 180,000			$ 377,360	$ 0
Gain on property and equipment	$ 108,000	$ 108,000

v3.23.3

Balance Sheet Components - Schedule of Property and Equipment, Net (Details) - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Property and Equipment, Net
Property and equipment, gross	$ 170,660	$ 473,202
Less: Accumulated depreciation	(110,111)	(172,538)
Property and equipment, net	60,549	300,664
Computer equipment
Property and Equipment, Net
Property and equipment, gross	$ 143,796	148,832
Computer equipment | Minimum
Property and Equipment, Net
Useful Lives	3 years
Computer equipment | Maximum
Property and Equipment, Net
Useful Lives	4 years
Furniture and fixtures
Property and Equipment, Net
Useful Lives	10 years
Property and equipment, gross	$ 26,864	27,220
Mobile hardware
Property and Equipment, Net
Useful Lives	2 years 6 months
Property and equipment, gross	$ 0	$ 297,150

v3.23.3

Balance Sheet Components - Schedule of Accrued Expenses (Details) - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Balance Sheet Components
Compensation payable	$ 353,662	$ 171,851
Commission liability	24,379	58,771
Accrued employee taxes	433,096	591,992
Accrued mobile expenses	0	177,099
Other accrued liabilities	50,256	100,111
Accrued expenses	$ 861,393	$ 1,099,824

v3.23.3

Goodwill and Intangible Assets, Net - Schedule of Intangible Assets, Net (Details)			3 Months Ended		9 Months Ended
	Aug. 15, 2023 trademark	Jul. 25, 2023 trademark	Sep. 30, 2023 USD ($)	Sep. 30, 2022 USD ($)	Sep. 30, 2023 USD ($) patent trademark	Sep. 30, 2022 USD ($)	Dec. 31, 2022 USD ($)
Intangible assets
Intangible assets, gross			$ 527,916		$ 527,916		$ 450,641
Less: Accumulated amortization			(313,218)		(313,218)		(198,955)
Intangible assets, net			214,698		$ 214,698		251,686
Number of intangible assets added | patent					17
Amortization expense			$ 40,000	$ 29,000	$ 115,000	$ 75,000
Patents
Intangible assets
Useful Lives			3 years		3 years
Intangible assets, gross			$ 460,453		$ 460,453		382,285
Number of intangible assets added	1	1			4
Trademarks and Trade Names
Intangible assets
Useful Lives			3 years		3 years
Intangible assets, gross			$ 67,463		$ 67,463		$ 68,356
Trademarks
Intangible assets
Number of intangible assets added | trademark					1

v3.23.3

Goodwill and Intangible Assets, Net - Schedule of Estimated Future Amortization Expense of Intangible Assets, Net (Details) - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Estimated future amortization expense of intangible assets
2023	$ 40,709
2024	106,971
2025	56,368
2026	10,650
Total	$ 214,698	$ 251,686

v3.23.3

Net Loss per Share Attributable to Common Stockholders - Schedule of Basic and Diluted Loss Per Share Attributable to Common Stockholders (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Numerator:
Net loss attributable to common stockholders	$ (35,162)	$ (3,439,892)	$ (4,752,980)	$ (8,054,240)
Denominator:
Weighted average shares used in computing net loss per share attributable to common stockholders, basic (in shares)	8,155,617	4,693,465	6,658,205	4,632,683
Weighted average shares used in computing net loss per share attributable to common stockholders, diluted (in shares)	8,155,617	4,693,465	6,658,205	4,632,683
Net loss per share attributable to common stockholders, basic (in dollars per share)	$ (0.00)	$ (0.75)	$ (0.71)	$ (1.75)
Net loss per share attributable to common stockholders, diluted (in dollars per share)	$ (0.00)	$ (0.75)	$ (0.71)	$ (1.75)

v3.23.3

Net Loss per Share Attributable to Common Stockholders - Schedule of Dilutive Securities Excluded From Computation of Diluted Net Loss Per Share (Details) - USD ($)	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Net Loss per Share Attributable to Common Stockholders
Total	$ 5,319,603	$ 2,408,801
Options, RSUs, and grants
Net Loss per Share Attributable to Common Stockholders
Total	791,410	732,744
Warrants
Net Loss per Share Attributable to Common Stockholders
Total	$ 4,528,193	$ 1,676,057

v3.23.3

Stock Awards and Stock-Based Compensation - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Jun. 30, 2023	Mar. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Aggregate intrinsic value of options exercised	$ 0	$ 3	$ 0	$ 3
Weighted average grant-date fair value of options granted per share			$ 1.25	$ 9.48
Weighted average grant-date fair value of options granted amount	$ 10	52	$ 10	$ 52
Stock options outstanding (in shares)	391,666		391,666		389,508	387,770	387,109	395,002
Share-Based Payment Arrangement, Option
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock options outstanding (in shares)	391,666		391,666
Restricted stock units, outstanding	77,386		77,386
Stock not yet issued	67,530		67,530
Stock granted not yet vested			9,856
Unrecognized stock-based compensation related to common stock grants			$ 10
Restricted Stock Units (RSUs)
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Restricted stock units, outstanding	322,358		322,358
Stock not yet issued	148,241		148,241
Restricted stock units ("RSUs") granted but not yet vested			174,117
Unrecognized stock compensation related to the RSUs			$ 146
Management | Grants
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock based awards granted	$ 0	45	0	49
Management | Share-Based Payment Arrangement, Option
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock based awards granted	0	0	0	0
Management | Restricted Stock Units (RSUs)
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock based awards granted	10	55	19	109
Various employees | Grants
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock based awards granted	18	50	65	272
Various employees | Share-Based Payment Arrangement, Option
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock based awards granted	3	9	10	52
Various employees | Restricted Stock Units (RSUs)
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock based awards granted	$ 116	$ 691	$ 211	$ 1,120

v3.23.3

Stock Awards and Stock-Based Compensation - Schedule of Stock Options Activity (Details) - USD ($)	3 Months Ended			9 Months Ended	12 Months Ended
	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2023	Dec. 31, 2022	Dec. 31, 2021
Options Outstanding
Beginning balance (in shares)	389,508	387,770	387,109	387,109	395,002
Options granted (in shares)	3,241	2,675	2,647	8,563	7,443
Options exercised (in shares)	0	0	(1,230)	(1,230)	(15,121)
Options canceled and forfeited (in shares)	(1,083)	(937)	(756)	(2,776)	(215)
Ending balance (in shares)	391,666	389,508	387,770	391,666	387,109	395,002
Options vested and exercisable (in shares)	391,666			391,666
Weighted Average Exercise Price Per Share
Beginning balance (in dollars per share)	$ 6.34	$ 6.37	$ 6.40	$ 6.40	$ 6.40
Options granted (in dollars per share)	1.85	2.24	3.01	2.28	3.20
Options exercised (in dollars per share)	0	0	3.25	3.25	6.30
Options canceled and forfeited (in dollars per share)	5.54	6.40	7.94	6.48	4.40
Ending balance (in dollars per share)	6.31	$ 6.34	$ 6.37	6.31	$ 6.40	$ 6.40
Options vested and exercisable (in dollars per share)	$ 6.31			$ 6.31
Weighted Average Remaining Contractual Life (years)
Outstanding	9 months	11 months 23 days	1 year 2 months 15 days	9 months	1 year 5 months 12 days	2 years 5 months 1 day
Options vested and exercisable	9 months			11 months 23 days
Aggregate Intrinsic Value
Outstanding	$ 0	$ 0	$ 0	$ 0	$ 0	$ 5,365,737
Options vested and exercisable	$ 0			$ 0

v3.23.3

Stock Awards and Stock-Based Compensation - Schedule of Outstanding RSU Activity (Details) - Restricted Stock Units (RSUs) - shares	3 Months Ended			9 Months Ended	12 Months Ended
	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2023	Dec. 31, 2022
RSU Outstanding Number of Shares
Balance at the beginning (in shares)	186,789	276,590	292,564	292,564	126,900
Granted (in shares)	136,906	4,626	4,627	146,159	211,700
Vested (issued) (in shares)	(1,337)	(98,193)	0	(99,530)	(46,036)
Forfeited (in shares)	0		(20,601)	(16,835)	0
Forfeited (in shares)		3,766
Balance at the end (in shares)	322,358	186,789	276,590	322,358	292,564

v3.23.3

Stock Awards and Stock-Based Compensation - Schedule of Stock Options Valuation Assumptions (Details) - Share-Based Payment Arrangement, Option	9 Months Ended
	Sep. 30, 2023 $ / shares
Stock Awards and Stock-Based Compensation
Expected dividend yield	0.00%
Expected term	3 years
Minimum
Stock Awards and Stock-Based Compensation
Fair value of Class A Shares of Common Stock (in dollars per share)	$ 0.95
Exercise Price (in dollars per share)	$ 1.82
Risk free interest rate	3.76%
Expected volatility	80.79%
Maximum
Stock Awards and Stock-Based Compensation
Fair value of Class A Shares of Common Stock (in dollars per share)	$ 3.57
Exercise Price (in dollars per share)	$ 3.09
Risk free interest rate	4.74%
Expected volatility	96.45%

v3.23.3

Stock Awards and Stock-Based Compensation - Schedule of Stock-Based Compensation Expense (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Stock Awards and Stock-Based Compensation
Total stock-based compensation expense	$ 148,040	$ 850,801	$ 305,350	$ 1,598,233
Cost of services
Stock Awards and Stock-Based Compensation
Total stock-based compensation expense	11,169	10,122	11,825	13,516
Research and development
Stock Awards and Stock-Based Compensation
Total stock-based compensation expense	48,336	96,113	79,956	206,413
Selling, general, and administrative
Stock Awards and Stock-Based Compensation
Total stock-based compensation expense	$ 88,535	$ 744,566	$ 213,569	$ 1,378,304

v3.23.3

Related Party Transactions (Details) - USD ($)			3 Months Ended				9 Months Ended		12 Months Ended
	Nov. 15, 2020	Nov. 13, 2020	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022
Related Party Transactions
Related party receivables			$ 31,050				$ 31,050		$ 31,446
Number of stock options purchased (in shares)			3,241	2,675	2,647		8,563		7,443
Related Party
Related Party Transactions
Related party receivables			$ 128,000				$ 128,000		$ 273,000
Related party cost			164,000			$ 254,000	699,000	$ 688,000
Expenses incurred in relation to legal services			0			$ 32,000	0	$ 95,000
Amounts payable			0				0		0
Percentage of commission received, first year	20.00%
Percentage of commission received, second year	10.00%
Percentage of commission received, third year	5.00%
Payment of commission			0				0		0
Related Party | Options Agreement
Related Party Transactions
Loans receivable term		3 years
Loans receivable carrying amount		$ 335,000
Abated interest rate		0.25%
Number of stock options purchased (in shares)		281,648
Share issue price (in dollars per share)		$ 6.00
Loans receivable amount kind in services per month		$ 9,000
Stock options expiration period		36 months
Shareholder loan balances totaled			$ 0				$ 0		$ 19,000

v3.23.3

Malta Grant (Details) - Malta Grant Agreement		9 Months Ended
	Jan. 25, 2022 EUR (€)	Sep. 30, 2023 USD ($)	Sep. 30, 2022 USD ($)	Jan. 25, 2022 USD ($)	Jul. 31, 2020 EUR (€)	Jul. 31, 2020 USD ($)
Malta Grant
Maximum amount grant	€ 100,000			$ 107,000	€ 200,000	$ 251,000
Requirement of initial capital amount					50,000	62,000
Reimbursement of grant for initial capital amount					50,000	62,000
Remaining reimbursement amount of grant for operating expenses incurred up to 12 Months from incorporation					€ 150,000	$ 190,000
Expenses incurred for grant		$ 0	$ 0
Estimated amount of grant	€ 136,568			$ 146,493
Percentage of aid intensity to cover eligible wage cost	75.00%
Amounts received from grants		$ 0

v3.23.3

Leases and Commitments - Narrative (Details)		9 Months Ended
	Mar. 03, 2023	Sep. 30, 2023 USD ($) lease	Sep. 30, 2022 USD ($)
Leases and Commitments
Minimum lease commitments related to month-to-month lease arrangements		$ 0
Remaining lease term		1 year
Number of leases terminated | lease		4
Number of office lease terminated | lease		2
Number of vehicle lease terminated | lease		2
Lease termination fees		$ 10,932
Loss related to lease termination		178
Adjustment to operating lease right-of-use assets related to renewed leases		82,185	$ 0
Adjustment to operating lease operating lease liabilities related to renewed leases		83,298	$ 0
Purchase obligation		$ 162,000
Termination notice term	30 days
Minimum
Leases and Commitments
Remaining lease term		1 year
Maximum
Leases and Commitments
Remaining lease term		3 years

v3.23.3

Leases and Commitments - Summary of Lease Term and Discount Rate (Details)	Sep. 30, 2023
Leases and Commitments
Weighted average remaining lease term	1 year 3 months 14 days
Weighted average discount rate	5.00%

v3.23.3

Leases and Commitments - Summary of Lease Termination (Details)	9 Months Ended
	Sep. 30, 2023 USD ($) lease
Leases and Commitments
Leases terminated | lease	4
Lease termination fees	$ 10,932
Operating lease right-of-use assets derecognized upon lease termination	82,095
Lease liabilities derecognized upon lease termination	77,648
Loss recognized upon lease termination	$ 178

v3.23.3

Leases and Commitments - Summary of Balance Sheet Information Related to Leases (Details) - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Balance sheet information related to leases
Operating lease right-of-use assets	$ 164,854	$ 315,765
Operating lease liabilities
Short-term operating lease liabilities	108,583	177,795
Long-term operating lease liabilities	31,785	102,407
Total operating lease liabilities	$ 140,368	$ 280,202

v3.23.3

Leases and Commitments - Summary of Future Maturities of ASC 842 Lease Liabilities (Details)	Sep. 30, 2023 USD ($)
Principal Payments
2023	$ 38,207
2024	79,362
2025	22,220
2026	579
Total future maturities	140,368
Imputed Interest Payments
2023	1,497
2024	2,350
2025	380
Total future maturities	4,227
Total Payments
2023	39,704
2024	81,712
2025	22,600
2026	579
Total future maturities	$ 144,595

v3.23.3

Leases and Commitments - Summary of Total Lease Expense, Under ASC 842, was Included in Selling, General, and Administrative Expenses in Consolidated Statement of Operations (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Total lease expense
Operating lease expense – fixed payments	$ 40,060	$ 0	$ 169,496	$ 0
Short term lease expense	10,846	0	48,399	0
Total lease expense	$ 50,906	$ 0	217,895	$ 0
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases			$ (145,483)

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