Form 8-K
8-K — NEUROONE MEDICAL TECHNOLOGIES Corp
Accession: 0001213900-26-088719
Filed: 2026-08-13
Period: 2026-08-13
CIK: 0001500198
SIC: 3841 (SURGICAL & MEDICAL INSTRUMENTS & APPARATUS)
Item: Results of Operations and Financial Condition
Item: Financial Statements and Exhibits
Documents
8-K — ea0301787-8k_neuroone.htm (Primary)
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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of Earliest Event Reported): August 13, 2026
NeuroOne
Medical Technologies Corporation
(Exact
name of registrant as specified in its charter)
Delaware
001-40439
27-0863354
(State
or other jurisdiction
of
incorporation)
(Commission
File Number)
(IRS
Employer
Identification No.)
7599
Anagram Dr., Eden Prairie, MN 55344
(Address
of principal executive offices and zip code)
952-426-1383
(Registrant’s
telephone number including area code)
(Registrant’s
former name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions:
☐
Written communications pursuant
to Rule 425 under the Securities Act (17 CFR 230.425)
☐
Soliciting material pursuant
to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐
Pre-commencement communications
pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐
Pre-commencement communications
pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
Trading
Symbol(s)
Name
of each exchange on which registered
Common Stock, par value
$0.001 per share
NMTC
The Nasdaq Stock Market
LLC
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
Growth Company ☐
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item
2.02 Results of Operations and Financial Condition.
On
August 13, 2026, NeuroOne Medical Technologies Corporation (the “Company”) issued a press release announcing its
financial results for the third fiscal quarter ended June 30, 2026. A copy of this press release is furnished herewith as
Exhibit 99.1 to this Current Report on Form 8-K (this “Current Report”) and is incorporated herein by
reference.
In
accordance with General Instruction B.2. of Form 8-K, the information contained in Item 2.02 of this Current Report, including Exhibit
99.1 hereto, is furnished pursuant to Item 2.02 and shall not be deemed “filed” for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall
it be deemed incorporated by reference in any of the Company’s filings under the Securities Act of 1933, as amended, or the Exchange
Act, whether made before or after the date hereof, regardless of any incorporation language in such a filing, except as expressly set
forth by specific reference in such a filing.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits
Exhibit
No.
Description
99.1
Press Release, dated August 13, 2026
104
Cover Page Interactive Data File (embedded with Inline
XBRL document).
1
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
NEUROONE
MEDICAL TECHNOLOGIES CORPORATION
Dated: August 13, 2026
By:
/s/ David
Rosa
David Rosa
Chief Executive Officer
2
EX-99.1 — PRESS RELEASE, DATED AUGUST 13, 2026
EX-99.1
Filename: ea030178701ex99-1.htm · Sequence: 2
Exhibit
99.1
NeuroOne® Reports
Fiscal Q3 2026 Financial Results, Revenues Increase 16% YoY to $2.0 Million; Gross Margins Expand to 59.9%
$2.7 Million in Product
Orders Outpace Shipments of $2.0 Million
Company Has Received
Product Orders for Fiscal Year 2026 of $11.2 Million; Working with Suppliers to Maximize Product Shipments Through End of Fiscal Year
Received ISO 13485
Certification Ahead of Schedule; International Expansion Planned
StereoCED™ Drug
Delivery System Expected to be Available for Research and Investigational Clinical Studies by the End of Fiscal Year 2026
Management to Host
Conference Call at 8:30 a.m. Eastern Time Today
EDEN PRAIRIE, Minn., August 13, 2026 --
NeuroOne Medical Technologies Corporation (Nasdaq: NMTC) (“NeuroOne” or the “Company”), a medical technology company
dedicated to transforming the surgical diagnosis and treatment of neurological disorders, has reported financial results and provided
a business update for the third quarter of fiscal year 2026 ended June 30, 2026.
FY Q3 2026 Financial Highlights
● Product revenue increased 16% to $2.0 million,
compared to $1.7 million in the same year-ago period.
● The
Company received $2.7 million of new product orders to ship during the quarter, representing
43% growth in product orders year over year. Product orders exceeded recognized revenue during the quarter
with backlog of $1.7 million as of June 30, 2026.
● The
Company has received product orders of $11.2 million for fiscal year 2026. Recognized revenue
is expected to range from $9.2 million to $10.5 million depending primarily on manufacturing
completion and timing of shipments, with any unshipped orders contributing to backlog. The
Company is working closely with manufacturing partners to maximize shipments.
● Product
gross profit increased 29% to $1.2 million, compared to $0.9 million in the same year-ago
quarter.
● Product
gross margins increased to 59.9%, compared to 53.9% in the same year-ago quarter.
● Subsequent to quarter end, our
lead investor increased ownership of NeuroOne’s outstanding common stock from 7.4% to 12.5%.
Recent
Operational Highlights
● The
Company received ISO 13485:2016 Certification enabling the Company to commercialize across
different countries. Geographies may have additional requirements to gain commercial access,
although this is a major achievement signaling that the Company follows an internationally
recognized quality management system that will provide near term commercial opportunities
to help grow product revenues.
● The
Journal of Neurosurgery published an article by the Mayo Clinic in Jacksonville, Florida
titled, “Stereo-electroencephalography–guided radiofrequency thermocoagulation
in patients with implanted neuromodulation devices: patient series” which evaluated
the use of NeuroOne’s OneRF® Brain Ablation System in patients who have
implanted neuromodulation devices. The article concluded that these procedures may be performed
without interfering with existing hardware as well as providing meaningful seizure reduction.
This expands the pool of treatable patients to include those with existing neuromodulation
implants.
● NeuroOne
expects its StereoCED™ platform to be available by the end of fiscal year 2026 for
animal research and FDA IDE approved studies. In advance of this, the Company released a
breakthrough white paper titled “StereoCED™ - A Scalable Platform for CNS Drug
Delivery” – highlighting how its drug delivery platform leverages robotic stereotactic
systems already established in neurosurgical operating rooms and has the potential to significantly
reduce procedure time while addressing key barriers to the scalable commercial delivery of
brain therapeutics. The white paper comes at a pivotal time, as the first potential blockbuster
intraparenchymal brain-delivered therapy could receive FDA approval as early as 2027.
● Expanded
drug delivery program through collaboration with Mayo Clinic supporting a newly funded research
program by CURE Childhood Cancer to evaluate a novel treatment approach for pediatric diffuse
midline glioma (DMG), one of the most aggressive and difficult-to-treat childhood brain cancers.
The study will utilize NeuroOne’s StereoCED™ drug delivery platform, which combines
precision intracranial drug delivery with a simultaneous neural recording, offering investigators
additional insight into both drug delivery and the effects on the surrounding neural environment.
● Advanced
brain drug delivery platform through collaboration with University of Minnesota to advance
a study evaluating next-generation epilepsy therapies using NeuroOne’s StereoCED™
drug delivery platform. The study is designed to test novel therapeutics delivered locally
into specific brain regions involved in sustaining seizures with the goal of improving clinical
efficacy and lowering systemic toxicity and off-target effects.
● Advanced
discussions underway with a tier-one potential strategic partner to develop and supply the
access tools for our basivertebral nerve ablation system to treat lower back pain.
● The
Company was added to the Russell Microcap Index as part of the semi-annual June 2026 reconstitution
of the Russell US Indexes.
2
Management
Commentary
“This
quarter marked another period of revenue growth compared to 2025, with product revenue increasing 16% year-over-year to $2.0
million,” said Dave Rosa, CEO of NeuroOne. “Importantly, this growth is improving margins – product gross margins
reached a record 59.9%, driven by a 29% increase in product gross profit to $1.2 million compared to the prior year period. Even more encouraging is that new product
orders of $2.7 million during the quarter meaningfully outpaced revenue recognized during the quarter, growing our backlog to $1.7
million.
“Looking
at the rest of the fiscal year, there’s a lot to be excited about: the launch of our StereoCED™ drug delivery platform for
investigational and animal studies, continued growth of the OneRF® Brain Ablation System, onboarding independent distributor reps
for the OneRF® Trigeminal Nerve Ablation System, selecting a partner for our basivertebral nerve ablation access tools, and planning
for international expansion. In total, we continue to make meaningful progress with our technology platform across all verticals while
adding to the patient success stories for those who are treated with our technology. This is our driving motivation.”
Summary
of NeuroOne Therapies
OneRF®
Trigeminal Nerve Ablation System:
● Scheduling
evaluations at new centers based on interest generated at the American Society for Stereotactic
and Functional Neurosurgery Biennial Meeting this past June.
● Interviewed
distributors to expand commercialization efforts to support a direct regional sales distribution
model.
SteroeCED™
Drug Delivery Program:
● White
paper released discussing potential benefits of the system.
● Preparing
for launch of animal research studies and FDA approved IDE gene and/or cell therapies by
the end of fiscal year 2026.
● Selected
by the Mayo Clinic in Rochester, Minnesota to supply devices for a study to treat a form
of pediatric glioblastomas (brain tumors).
● Selected
by the University of Minnesota to supply devices for a study to treat drug resistant epilepsy.
Basivertebral
Nerve Ablation:
● Regulatory
strategy complete; expected FDA 510(k) pathway.
● In
discussions with potential partner to develop access tools for system.
● Device
optimization for target lesion size in process.
OneRF®
Ablation System in the Brain:
● ISO
13485 certification received in August 2026. This will allow the Company to selectively target
international markets.
● Expect
to enroll first patient by the end of September for the brain ablation post-market registry,
with five centers currently participating.
● The
Journal of Neurosurgery published an article by the Mayo Clinic in Jacksonville, Florida
titled: “Stereo-electroencephalography–guided radiofrequency thermocoagulation
in patients with implanted neuromodulation devices: patient series” which evaluated
the use of NeuroOne’s OneRF® Brain Ablation System in patients who have implanted
neuromodulation devices.
3
Third
Quarter Fiscal 2026 Financial Results
Product
revenue increased to $2.0 million in the third quarter of fiscal 2026, a 16% increase compared to $1.7 million in the same year-ago quarter.
The increase was primarily driven by higher sales of OneRF® Products.
Product
gross profit increased 29% to $1.2 million, driving a product gross margin expansion to a record 59.9% in the third quarter of fiscal
2026, compared to $0.9 million, or 53.9%, in the same year-ago quarter. This 6.0 percentage point increase reflects a more favorable
sales mix toward higher margin products.
Total
operating expenses were $3.6 million in the third quarter of fiscal 2026, compared to $2.8 million in the same year-ago quarter. Selling,
General & Administrative expenses were $2.2 million, compared to $1.6 million as a result of increased headcount, sales and marketing
costs, professional fees and other operating costs in the same year-ago quarter. Research & Development expenses were $1.4 million,
compared to $1.2 million in the same year-ago quarter, reflecting the timing of product development activities.
Net
loss in the third quarter of fiscal 2026 was $2.0 million, or ($0.23) per basic share and ($0.28) per diluted share, compared to net
loss of $1.5 million, or ($0.19) per basic share and ($0.19) per diluted share, in the prior-year quarter.
As
of June 30, 2026, cash and cash equivalents totaled $2.0 million, compared to $6.6 million as of September 30, 2025. Accounts receivable
were $1.1 million as of June 30, 2026, compared to $1.3 million as of September 30, 2025, and inventory, net was $2.3 million as of June
30, 2026, compared to $2.2 million as of September 30, 2025. During the third quarter of fiscal 2026, the Company raised $0.4 million
through its at-the-market offering program. Through June 30, 2026, the Company raised gross proceeds of $8.4 million under the at-the-market (“ATM”) program.
Subsequent to quarter-end, on July 13, 2026, the Company raised another $1.0 million through the issuance of 400,346 shares under the
ATM program representing the second time in calendar 2026 the ATM was utilized.
The
Company had working capital of $3.7 million as of June 30, 2026, compared to working capital of $7.9 million as of September 30, 2025.
The Company had no debt outstanding as of June 30, 2026.
All
share and per share amounts in this release have been retroactively adjusted to reflect the one-for-six reverse stock split of the Company’s
issued and outstanding common stock, which began trading on a split-adjusted basis on The Nasdaq Capital Market on April 16, 2026.
4
Conference
Call and Webcast
Management
will host an investor conference call and webcast today, Thursday, August 13, 2026, at 8:30 a.m. Eastern time to discuss the Company’s
fiscal third quarter 2026 financial results, provide a corporate update, and conclude with Q&A from telephone participants. To participate,
please use the following information:
Date:
Thursday, August 13, 2026
Time:
8:30 a.m. Eastern time
U.S.
Dial-In (Toll Free): 888-506-0062
International
Dial-In: 973-528-0011
Participant
Access Code: 549778
Webcast:
NMTC FY Q3 2026 Earnings Call Webcast
Please
join at least five minutes before the start of the call to ensure timely participation.
A
playback of the call will be available through Thursday, August 27, 2026. To listen to the replay, please call 877-481-4010 within the
United States or 919-882-2331 when calling internationally, using replay passcode 54304. A webcast replay will also be available using
the webcast link above through August 13, 2027.
About
NeuroOne
NeuroOne
Medical Technologies Corporation (NASDAQ: NMTC) is a medical technology company focused on improving surgical care options and outcomes
for patients suffering from neurological disorders. NeuroOne markets a minimally invasive and high-definition/high-precision electrode
technology platform with four FDA-cleared product families: Evo® Cortical Electrodes, Evo® sEEG Electrodes, OneRF® Ablation
System (for brain), and OneRF® Trigeminal Nerve Ablation System. These solutions offer the potential to reduce the number of hospitalizations
and surgical procedures, lower costs, and improve patient outcomes by offering diagnostic and therapeutic functions. The Company is engaged
in research and development for drug delivery, basivertebral nerve ablation and spinal cord stimulation programs. For more information,
please visit nmtc1.com.
5
Forward
Looking Statements
This
press release may include forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended,
and Section 21E of the Securities Exchange Act of 1934, as amended. Except for statements of historical fact, any information
contained in this press release may be a forward looking statement that reflects NeuroOne’s current views about future events
and are subject to known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity,
performance or achievements to be materially different from the information expressed or implied by these forward-looking
statements. In some cases, you can identify forward looking statements by the words or phrases “may,”
“might,” “will,” “could,” “would,” “should,” “expect,”
“intend,” “plan,” “forecasts,” “objective,” “anticipate,”
“believe,” “estimate,” “predict,” “project,” “potential,”
“target,” “seek,” “contemplate,” “continue, “focused on,” “committed
to” and “ongoing,” or the negative of these terms, or other comparable terminology intended to identify statements
about the future. Forward looking statements may include statements regarding the potential sales of the StereoCEDTM drug
delivery platform in investigational clinical studies or animals in Q4 fiscal 2026, 2026 guidance, the collaborations with the
University of Minnesota and other companies, our ability to expand internationally, our ability to ship back-ordered product, our
ability to expand the sales of our OneRF® Trigeminal Nerve Ablation System, our and the Company’s ability to expand
revenue. Although NeuroOne believes that we have a reasonable basis for each forward-looking statement, we caution you that these
statements are based on a combination of facts and factors currently known by us and our expectations of the future, about which we
cannot be certain. Our actual future results may be materially different from what we expect due to factors largely outside our
control, including risks related to whether the Company will continue to maintain compliance with all Nasdaq continued listing
requirements, risks that our strategic partnerships may not facilitate the commercialization or market acceptance of our technology
whether due to supply chain disruptions, labor shortages or otherwise risks that our technology will not perform as expected based
on results of our pre-clinical and clinical trials risks related to uncertainties associated with the Company’s capital
requirements to achieve its business objectives and ability to raise additional funds: the risk that we may not be able to secure or
retain coverage or adequate reimbursement for our technology uncertainties inherent in the development process of our technology
risks related to changes in regulatory requirements or decisions of regulatory authorities that we may not have accurately estimated
the size and growth potential of the markets for our technology risks related to clinical trial patient enrollment and the results
of clinical trials that we may be unable to protect our intellectual property rights and other risks, uncertainties and assumptions,
including those described under the heading “Risk Factors” in our filings with the Securities and Exchange Commission.
These forward looking statements speak only as of the date of this press release and NeuroOne undertakes no obligation to revise or
update any forward looking statements for any reason, even if new information becomes available in the future.
Caution:
Federal law restricts this device to sale by or on the order of a physician.
* Disclaimer:
This recounts several patients’ experiences and may not be representative of all patient outcomes.
IR
Contact
MZ
Group – MZ North America
NMTC@mzgroup.us
6
NeuroOne
Medical Technologies Corporation
Condensed
Balance Sheets
As
of
June
30,
September
30,
2026
2025
(Unaudited)
Assets
Current
assets:
Cash
and cash equivalents
$ 2,047,596
$ 6,570,382
Accounts
receivable
1,098,965
1,264,805
Inventory,
net
2,290,254
2,226,805
Deferred
offering costs
33,046
22,920
Prepaid
expenses
318,940
141,372
Total
current assets
5,788,801
10,226,284
Intangible
assets, net
28,210
44,946
Right-of-use
asset
166,751
255,195
Property
and equipment, net
202,333
259,222
Total
assets
$ 6,186,095
$ 10,785,647
Liabilities
and Stockholders’ Equity
Current
liabilities:
Accounts
payable
$ 905,716
$ 1,010,369
Accrued
expenses and other liabilities
1,135,711
1,292,714
Total
current liabilities
2,041,427
2,303,083
Warrant
liability
303,805
1,266,894
Operating
lease liability, long term
73,320
143,148
Total
liabilities
2,418,552
3,713,125
Commitments
and contingencies (Note 4)
Stockholders’
equity:
Preferred
stock, $0.001 par value; 10,000,000 shares authorized; no shares issued or outstanding.
—
—
Common
stock, $0.001 par value; 100,000,000 shares authorized; 8,702,982 and 8,334,336 shares issued and outstanding as of June 30, 2026
and September 30, 2025, respectively.
8,703
8,334
Additional
paid–in capital
88,194,870
85,673,975
Accumulated
deficit
(84,436,030 )
(78,609,787 )
Total
stockholders’ equity
3,767,543
7,072,522
Total
liabilities and stockholders’ equity
$ 6,186,095
$ 10,785,647
7
NeuroOne
Medical Technologies Corporation
Condensed
Statements of Operations
(unaudited)
For
the
Three Months Ended
June 30,
For
the
Nine Months Ended
June 30,
2026
2025
2026
2025
Product
revenue
$ 1,973,105
$ 1,696,050
$ 6,727,790
$ 6,356,767
Cost
of product revenue
790,496
781,215
2,987,089
2,743,982
Product
gross profit
1,182,609
914,835
3,740,701
3,612,785
License
revenue
—
—
—
3,000,000
Operating
expenses:
Selling,
general and administrative
2,181,768
1,618,950
5,986,594
5,602,818
Research
and development
1,425,153
1,182,485
4,282,923
3,865,376
Total
operating expenses
3,606,921
2,801,435
10,269,517
9,468,194
Loss
from operations
(2,424,312 )
(1,886,600 )
(6,528,816 )
(2,855,409 )
Fair
value change in warrant liability
405,702
319,625
620,171
1,099,421
Financing
costs
—
(9,325 )
—
(334,063 )
Other
income
12,279
75,432
82,402
103,898
Loss
before income taxes
(2,006,331 )
(1,500,868 )
(5,826,243 )
(1,986,153 )
Provision
for income taxes
—
—
—
—
Net
loss
$ (2,006,331 )
$ (1,500,868 )
$ (5,826,243 )
$ (1,986,153 )
Net
loss per share (Note 3):
Basic
$ (0.23 )
$ (0.19 )
$ (0.68 )
$ (0.32 )
Diluted
$ (0.28 )
$ (0.19 )
$ (0.75 )
$ (0.32 )
Number
of shares used in per share calculations (Note 3):
Basic
8,661,624
8,100,603
8,511,313
6,141,509
Diluted
8,739,505
8,100,603
8,621,075
6,141,509
8
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- Definition
Indicate if registrant meets the emerging growth company criteria.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
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- Definition
Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.
+ References
No definition available.
+ Details
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- Definition
Two-character EDGAR code representing the state or country of incorporation.
+ References
No definition available.
+ Details
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- Definition
The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
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- Definition
The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
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- Definition
Local phone number for entity.
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No definition available.
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- Definition
Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 13e
-Subsection 4c
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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 14d
-Subsection 2b
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- Definition
Title of a 12(b) registered security.
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Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b
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- Definition
Name of the Exchange on which a security is registered.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection d1-1
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- Definition
Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 14a
-Subsection 12
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- Definition
Trading symbol of an instrument as listed on an exchange.
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No definition available.
+ Details
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- Definition
Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Securities Act
-Number 230
-Section 425
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