Item 4.02. Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review.

On or about April 14, 2021, management of GT Biopharma, Inc. (the "Company"), after discussion with its independent registered public accounting firm Weinberg & Company, P.A. and its audit committee, identified an accounting error in the recognition of an additional loss on extinguishment of debt of $8,643,000 as a result of the June 2020 forbearance agreements that was not previously recorded (see Note 4 to the consolidated financial statements for the year ended December 31, 2020). As a result, the previously filed unaudited condensed consolidated balance sheets as of June 30, 2020 and September 30, 2020, and the related condensed consolidated statements of operations and stockholders' deficiency, may no longer be relied upon. The Company has restated its unaudited condensed consolidated balance sheets as of June 30, 2020 and September 30, 2020 and the related condensed consolidated statements of operations and stockholders' deficiency. The restatement did not affect the previously reported assets and liabilities in the corresponding financial statements.

The effects of the discrepancy discovered related to the accounting error on the previously filed Form 10-Q for the three and six ended June 30, 2020 are summarized as follows:



Condensed Consolidated Statement of Operations for the three months ended June
30, 2020 (unaudited)


                                                    Previously
                                                    Reported   Adjustment As Restated

Other income (expense)                               $(7,221)   $(8,643)   $(15,864)
Net loss                                             (8,779)    (8,643)    (17,422)

Net loss per common share - basic and diluted $(0.12) $(0.12) $(0.24)





Condensed Consolidated Statement of Operations for the six months ended June 30,
2020 (unaudited)


                                                    Previously
                                                    Reported   Adjustment As Restated

Other income (expense)                               $(7,859)   $(8,643)   $(16,502)
Net loss                                             (10,487)   (8,643)    (19,130)

Net loss per common share - basic and diluted $(0.15) $(0.12) $(0.27)





Condensed Consolidated Statement of Stockholders' Deficit as of June 30, 2020
(unaudited)


                           Previously Reported Adjustment As Restated

Preferred share             $3                  $-         $3
Common share                75                  -          75
Additional paid-in capital  550,411             8,643      559,054
Noncontrolling interest     (169)               -          (169)
Accumulated deficit         (577,819)           (8,643)    (586,462)
Total Shareholder deficit   $(27,499)           $-         $(27,499)

The effects of the discrepancy discovered related to the accounting error on the previously filed Form 10-Q for the three and nine ended September 30, 2020 are summarized as follows:

Condensed Consolidated Statement of Operations for the three months ended September 30, 2020 (unaudited)




                                                    Previously
                                                    Reported   Adjustment As Restated

Other income (expense)                               $(931)     $(8,643)   $(9,574)
Net loss                                             (2,876)    (8,643)    $(11,519)

Net loss per common share - basic and diluted $(0.04) $(1.13) $(1.16)

Condensed Consolidated Statement of Operations for the nine months ended September 30, 2020 (unaudited)




                                                    Previously
                                                    Reported   Adjustment As Restated

Other income (expense)                               (8,790)    (8,643)    (17,433)
Net loss                                             (13,363)   (8,643)    (22,006)

Net loss per common share - basic and diluted $(0.18) $(0.12) $(0.30)





Condensed Consolidated Statement of Stockholders' Deficit as of September 30,
2020 (unaudited)


                           Previously Reported Adjustment As Restated

Preferred share             $25                 -          $25
Common share                78                  -          78
Additional paid-in capital  550,984             8,643      559,627
Noncontrolling interest     (169)               -          (169)
Accumulated deficit         (580,695)           (8,643)    (589,338)
Total Shareholder deficit   $(29,777)           -          $(29,777)

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