1. Organization, Business Overview and Liquidity AgeX Therapeutics, Inc. (AgeX) was incorporated in January 2017 in the state of Delaware. Its common shares trade on the NYSE American Stock Exchange under the symbol AGE. AgeX is a biotechnology company focused on the development and commercialization of novel therapeutics targeting human aging , with proprietary technology, based on telomerase-mediated cellular immortality and regenerative biology, which allows it to utilize telomerase-expressing regenerative pluripotent stem cell (PSCs) for the manufacture of cell-based therapies to regenerate tissues afflicted with age-related chronic degenerative disease. AgeX owns or has licenses to a number of patents and patent applications used in the generation of these product candidates, including intellectual property related to PSC-derived clonal progenitor cell lines ( PureStem  technology), HyStem  delivery matrices and UniverCyte (HLA-G) Technology. AgeXs initial discovery and pre-clinical programs focus on utilizing brown adipose tissue (brown fat) in targeting diabetes and obesity; using AgeXs proprietary PureStem  progenitor cells to generate vascular cells to treat vascular disorders and ischemic heart disease; and induced tissue regeneration (iTR) in utilizing the human bodys own abilities to scarlessly regenerate tissue damaged from age or trauma . AgeX may over time determine to abandon the development of one or more of these product candidates, or may change the prioritization of the development of certain product candidates, or may select or acquire and prioritize the development of new product candidates. UniverCyte (HLA-G) Technology : In August 2018, AgeX acquired from Escape Therapeutics patents and patent applications related to HLA-G-modified cells and methods of generating allogeneic cells with reduced risk of being rejected by patients regardless of the HLA class I haplotype. AgeX intends to use the UniverCyte technology in the development of its two lead product candidates, AGEX-BAT1 and AGEX-VASC1 for the treatment of Type II diabetes and cardiovascular aging, respectively. In addition, AgeX may seek to license out or form collaborations for the use of its UniverCyte technology. AgeX is an emerging growth company as defined in the Jumpstart our Business Startups Act of 2012. On June 7, 2018, AgeX sold 2.0 million shares of common stock to Juvenescence Limited (Juvenescence) for $2.50 per share for aggregate cash proceeds to AgeX of $5.0 million. BioTimes sale of significant ownership interest in AgeX to Juvenescence  AgeX was originally incorporated as a subsidiary of BioTime, Inc. (BioTime), a publicly-traded, clinical-stage biotechnology company. On August 30, 2018, BioTime consummated the sale of 14,400,000 shares of common stock of AgeX owned by BioTime to Juvenescence. Prior to the transaction, Juvenescence owned 5.6% of AgeXs issued and outstanding common stock. Upon completion of the transaction, BioTimes ownership in AgeX was reduced from 80.4% to 40.2% of AgeXs issued and outstanding shares of common stock, and Juvenescences ownership in AgeX was increased from 5.6% to 45.8% of AgeXs issued and outstanding shares of common stock. AgeX did not receive any proceeds from the transaction. As a result of the sale of AgeX shares to Juvenescence by BioTime, on August 30, 2018, AgeX ceased to be a subsidiary of BioTime because on that date, BioTime experienced a loss of control of a subsidiary, as defined by generally accepted accounting principles in the U.S. (GAAP). Loss of control is deemed to have occurred when, among other things, a parent company owns less than a majority of the outstanding common stock in the subsidiary, lacks a controlling financial interest in the subsidiary and, is unable to unilaterally control the subsidiary through other means such as having, or being able to obtain, the power to elect a majority of the subsidiarys Board of Directors based solely on contractual rights or ownership of shares holding a majority of the voting power of the subsidiarys voting securities. All of these loss-of-control factors were present with respect to BioTimes ownership interest in AgeX as of August 30, 2018. Accordingly, BioTime deconsolidated AgeXs consolidated financial statements and results from its consolidated financial statements and results beginning on August 30, 2018. On November 28, 2018 (the Distribution Date), BioTime owned 14,416,000 shares of AgeX common stock, representing approximately 40.2% of the shares of the common stock issued and outstanding on the Distribution Date. On the Distribution Date, BioTime distributed to its shareholders, on a pro rata basis, 12,697,028 shares of the AgeX common stock it then held (the Distribution). Immediately after the Distribution, BioTime retained 1,718,972 shares of AgeX common stock, representing approximately 4.8% of the common stock then issued and outstanding. Following the Distribution, AgeX common stock began publicly trading on the NYSE American under the symbol AGE. Juvenescence is currently AgeXs largest shareholder holding approximately 44% of AgeXs issued and outstanding shares of common stock as of March 31, 2019. Liquidity Since inception, AgeX has financed its operations through contributions and advances from its former parent company, BioTime, the sale of its common stock and warrants, exercises of warrants, and research grants. BioTime has also provided AgeX with the use of BioTime facilities and services under a Shared Facilities and Services Agreement as described in Note 4. Although BioTime may continue to provide administrative support to AgeX on a reimbursable basis, AgeX does not expect BioTime to provide future financing. AgeX has incurred operating losses and negative cash flows since inception and had an accumulated deficit of $77.2 million as of March 31, 2019. AgeX expects to continue to incur operating losses and negative cash flows. Based on its cash and cash equivalents as of March 31, 2019, AgeX has made certain adjustments to its operating plans and budgets to reduce its projected cash expenditures in order to extend the period over which it can continue its operations with its available cash resources. Some of these adjustments will entail the deferral of certain work on the development of AgeXs product candidates and technologies, which is likely to delay progress in those research and development efforts. Based on AgeXs most recent projected cash flows AgeX believes that its cash and cash equivalents of $8.6 million as of March 31, 2019 provide sufficient cash, cash equivalents, and liquidity to carry out AgeXs operations through at least twelve months from the issuance date of the consolidated financial statements included herein. AgeX will need to obtain substantial additional funding in connection with its continuing operations after that date. If AgeX is unable to raise capital when needed or on attractive terms, AgeX would be forced to further delay, reduce or eliminate its research and development programs.