TNF Pharmaceuticals, Inc. Quarterly report pursuant to Section 13 or 15(d)

Quarterly report pursuant to Section 13 or 15(d)

Equity (Details Narrative)

Equity (Details Narrative)			3 Months Ended			9 Months Ended	12 Months Ended
Equity (Details Narrative)	Apr. 27, 2023 USD ($) shares	Feb. 21, 2023 $ / shares shares	Sep. 30, 2023 $ / shares shares	Jun. 30, 2023 shares	Sep. 30, 2022 shares	Sep. 30, 2023 $ / shares shares	Dec. 31, 2022 $ / shares shares
Class of Stock [Line Items]
Capital Units, Authorized			550,000,000			550,000,000
Common stock shares authorized			500,000,000			500,000,000	500,000,000
Preferred stock shares authorized			50,000,000			50,000,000	50,000,000
Common stock, shares issued			47,000,365			47,000,365	39,470,009
Common stock, shares outstanding			47,000,365			47,000,365	39,470,009
Preferred stock, terms of conversion						The Series F Preferred Stock cannot be converted to Common Stock if the holder and its affiliates would beneficially own more than 4.99% or 9.99% at the election of the holder of the outstanding Common Stock. However, any holder may increase or decrease such percentage to any other percentage not in excess of 9.99% upon notice to us, provided that any increase in this limitation will not be effective until 61 days after such notice from the holder to us and such increase or decrease will apply only to the holder providing such notice
Issuance of common stock, shares						7,321,445
Securities Purchase Agreement [Member] \| Investors [Member]
Class of Stock [Line Items]
Warrants to purchase common stock		6,651,885
Exercise price of warrants \| $ / shares		$ 2.255
Warrants and rights outstanding, term		5 years
Common Stock [Member]
Class of Stock [Line Items]
Common stock, shares issued			47,000,365			47,000,365	39,470,009
Common stock, shares outstanding			47,000,365			47,000,365	39,470,009
Stock Issued During Period, Shares, Conversion of Units						27,500	27,500
Underlying shares of common stock			36,496			36,496
Issuance of common stock, shares					1,411,764
Share price \| $ / shares			$ 0.59			$ 0.59	$ 1.15
Common shares issued upon warrants exercise			2,031,933	1,187,602
Pre-funded Common Stock Warrants [Member]
Class of Stock [Line Items]
Share price \| $ / shares			$ 0.59			$ 0.59	1.15
Warrants exercised	135,135					(135,135)
Common shares issued upon warrants exercise	135,135
Proceeds from warrant exercises \| $	$ 0
Series C Convertible Preferred Stock Warrants [Member]
Class of Stock [Line Items]
Share price \| $ / shares			$ 0.59			$ 0.59	$ 1.15
Warrants exercised
Series C Convertible Preferred Stock [Member]
Class of Stock [Line Items]
Preferred stock shares authorized			1,990,000			1,990,000
Series D Convertible Preferred Stock [Member]
Class of Stock [Line Items]
Preferred stock shares authorized			211,353			211,353	211,353
Preferred stock, shares issued			72,992			72,992	72,992
Preferred stock, shares outstanding			72,992			72,992	72,992
Preferred stock par value, per share \| $ / shares			$ 0.01			$ 0.01	$ 0.01
Preferred stock conversion price, per share \| $ / shares			$ 0.01			$ 0.01
Conversion of stock description						A holder of Series D Preferred Stock is prohibited from converting Series D Preferred Stock into shares of Common Stock if, as a result of such conversion, the holder, together with its affiliates, would own more than 4.99% of the total number of shares of our Common Stock then issued and outstanding (with such ownership restriction referred to as the “Series D Beneficial Ownership Limitation”) immediately after giving effect to the issuance of the shares of Common Stock issuable upon conversion of the Series D Preferred Stock. However, any holder may increase or decrease such percentage to any other percentage not in excess of 9.99%, provided that any increase in such percentage shall not be effective until 61 days after such notice to us. The conversion rate of the Series D Preferred Stock is subject to proportionate adjustments for stock splits, reverse stock splits and similar events, but is not subject to adjustment based on price anti-dilution provisions.
Description of trading activities						If we fail to timely deliver shares of Common Stock upon conversion of the Series D Preferred Stock (the “Series D Conversion Shares”) within the time period specified in the Series D Certificate of Designation (within two trading days after delivery of the notice of conversion, or any shorter standard settlement period in effect with respect to trading market on the date notice is delivered), then we are obligated to pay to the holder, as liquidated damages, an amount equal to $25 per trading day (increasing to $50 per trading day on the third trading day and $100 per trading day on the sixth trading day) for each $5,000 of stated value of Series D Preferred Stock being converted which are not timely delivered. If we make such liquidated damages payments, we are also not obligated to make Series D Buy-In (as defined below) payments with respect to the same Series D Conversion Shares.
Series E Junior Participating Preferred Stock [Member]
Class of Stock [Line Items]
Preferred stock shares authorized			100,000			100,000
Series F Convertible Preferred Stock [Member]
Class of Stock [Line Items]
Temporary stock, shares authorized			15,000			15,000	0
Temporary stock, shares issued			9,859			9,859	0
Temporary stock, shares outstanding			9,859			9,859	0
Preferred stock conversion price, per share \| $ / shares		$ 2.255
Conversion of stock description		(i) the Conversion Price then in effect and (ii) the greater of (A) 80% of the average of the three lowest closing prices of the Company’s Common Stock during the thirty trading day period immediately prior to the date the amortization payment is due or (B) a “Floor Price” of $0.22 (subject to adjustment for stock splits, stock dividends, stock combinations, recapitalizations or other similar events) or, in any case, such lower amount as permitted, from time to time, by the Nasdaq Stock Market.				If on any day after the issuance of the shares of Series F Preferred Stock the closing price of the Common Stock has exceeded 300% of the Conversion Price per share (subject to adjustment for stock splits, stock dividends, stock combinations, recapitalizations or other similar events) for 20 consecutive trading days and the daily dollar trading volume of the Common Stock has exceeded $3,000,000 per trading day during the same period and certain equity conditions described in the Series F Certificate of Designation are satisfied (the “Mandatory Conversion Date”), we shall deliver written notice of the Mandatory Conversion (as defined below) to all holders on the Mandatory Conversion Date and, on such Mandatory Conversion Date, we shall convert all of each holder’s shares of Series F Preferred Stock into Conversion Shares at the then effective Conversion Price (the “Mandatory Conversion”). If any of the Equity Conditions shall cease to be satisfied at any time on or after the Mandatory Conversion Date through and including the actual delivery of all of the Conversion Shares to the holders, the Mandatory Conversion shall be deemed withdrawn and void ab initio.
Dividend rate		10.00%				10.00%
Conversion price \| $ / shares			$ 2.255			$ 2.255
Preferred stock, terms of conversion						The Conversion Price can be adjusted as set forth in the Series F Certificate of Designation for stock dividends and stock splits or the occurrence of a fundamental transaction (generally including any reorganization, recapitalization or reclassification of the Common Stock, the sale, transfer or other disposition of all or substantially all of our properties or assets, our consolidation or merger with or into another person, the acquisition of more than 50% of the outstanding Common Stock, or any person or group becoming the beneficial owner of 50% of the voting power represented by the outstanding Common Stock). The Conversion Price is also subject to “full ratchet” price-based adjustment in the event of any issuances of Common Stock, or securities convertible, exercisable or exchangeable for Common Stock, at a price below the then-applicable Conversion Price (subject to certain exceptions). If any shares of Series F Preferred Stock are converted or reacquired by us, such shares shall resume the status of authorized but unissued shares of Series F Preferred Stock of the Company and shall no longer be designated as Series F Preferred Stock
Debt description						The amortization payments due upon such redemption are payable, at the Company’s election, in cash, or subject to certain limitations, in shares of Common Stock valued at the lower of (i) the Conversion Price then in effect and (ii) the greater of (A) 80% of the average of the three lowest closing prices of the Company’s Common Stock during the thirty trading day period immediately prior to the date the amortization payment is due or (B) a “Floor Price” of $0.22 (subject to adjustment for stock splits, stock dividends, stock combinations, recapitalizations or other similar events) or, in any case, such lower amount as permitted, from time to time, by the Nasdaq Stock Market; provided that if the Floor Price is the lowest effective price, the Company will be required to make the amortization payment in cash.
Preferred stock conversion ratio percentage			0.1999			0.1999
Series F Convertible Preferred Stock [Member] \| Measurement Input, Default Rate [Member]
Class of Stock [Line Items]
Dividend rate						15.00%
Series F Preferred Stock [Member]
Class of Stock [Line Items]
Temporary stock, shares issued			9,859			9,859	0
Temporary stock, shares outstanding			9,859			9,859	0