Novabay Pharma Stock Price, News & Analysis

NovaBay Pharmaceuticals, Inc. (NYSE American: NBY) is a biopharmaceutical company in the pharmaceutical preparation manufacturing industry. According to company disclosures and regulatory filings, NovaBay has been historically focused on the development and sale of scientifically created and clinically proven eyecare, wound care, and skin care products. Its activities have included commercializing products that address conditions in ophthalmology and related areas.

A central part of NovaBay’s history has been its Avenova-branded eyecare business. The company describes Avenova Lid & Lash Cleansing Spray as its leading product, often recommended by eyecare professionals for blepharitis and dry eye disease. Avenova spray is manufactured in the United States and is formulated with NovaBay’s patented, proprietary, stable and pure form of hypochlorous acid. Company materials state that Avenova products have been available directly to consumers through online distribution channels, including major e-commerce platforms, and have also been used in the professional channel.

In addition to eyecare, NovaBay has reported activity in wound care and skin care products. Public descriptions emphasize that these products are scientifically created and clinically proven, though the eyecare segment, and particularly the Avenova brand, has been highlighted as the leading component of the business and the primary source of net sales in recent financial reporting periods.

Corporate and strategic developments

NovaBay’s recent public communications and SEC filings show significant strategic changes. The company completed the sale of its Avenova eyecare business and related assets to PRN Physician Recommended Nutriceuticals, LLC pursuant to an Asset Purchase Agreement dated September 19, 2024. NovaBay disclosed that this asset sale represented substantially all of the assets of the company and that stockholders approved the transaction at a special meeting reconvened on January 16, 2025. The company has stated that this divestiture was intended to monetize the Avenova business and return value to stockholders, while allowing the Avenova brand to continue under new ownership.

In connection with and following this asset sale, NovaBay has described a range of strategic options. Company communications reference a Plan of Complete Liquidation and Dissolution of the Company under Delaware law, with multiple special meetings of stockholders convened to vote on proposals related to liquidation and dissolution. NovaBay has also disclosed that it engaged a financial advisor to explore additional strategic options, including mergers, reverse mergers, strategic partnerships, and licensing and sub-licensing transactions, as alternatives or complements to dissolution.

Subsequent filings indicate that stockholders ultimately approved the Dissolution proposal at a special meeting held on April 16, 2025, while the Board of Directors retained discretion to determine whether and when to proceed with the Dissolution. Later, in an August 19, 2025 Form 8-K, the company reported that, after reviewing its options, it determined that pursuing a strategic investment transaction, combined with a special dividend and a potential post-investment transaction, was preferable to effecting the Dissolution at that time.

Investment transaction and capital structure

On August 19, 2025, NovaBay entered into a Securities Purchase Agreement with an investor providing for an investment in two closings through the purchase of Series D and Series E non-voting convertible preferred stock. According to the Form 8-K, the Series D and Series E preferred shares are convertible into common stock, and upon full conversion they would represent in excess of 90% of the issued and outstanding common stock on a fully diluted basis as of the final closing, subject to stockholder approval under NYSE American rules. The company has disclosed that the proceeds from this investment are intended for operations, working capital, expenses related to the investment, and to support a future post-investment transaction involving an operating going-concern company.

In connection with this investment, NovaBay agreed to declare a one-time special cash dividend to common stockholders. Subsequent 8-K filings describe a special dividend of $0.80 per share, with details regarding record dates, payment dates, and NYSE American “due bill” procedures. The company has emphasized that the preferred stock issued in the investment does not participate in this special dividend and that the dividend is funded from a segregated cash amount overseen by a special transaction committee of the Board.

NovaBay has also reported that it regained compliance with the NYSE American continued listing standards. An October 20, 2025 press release, referenced in a Form 8-K, states that the company met the stockholders’ equity requirement of at least $6 million under Section 1003(a) of the NYSE American Company Guide, following the issuance and sale of pre-funded warrants and Series E non-voting convertible preferred stock.

Trading and governance

NovaBay’s common stock trades on the NYSE American under the symbol NBY. SEC filings and proxy materials describe a governance framework that includes an annual meeting of stockholders, a classified board structure with multiple director classes, and proposals related to share authorization levels, reverse stock splits, and equity incentive plans. The company has used proxy statements and related filings to seek stockholder approval for matters tied to its investment transaction, capital structure, and potential future strategic transactions.

Business model context

Based on company descriptions and recent financial disclosures, NovaBay’s historical revenue has been driven primarily by sales of eyecare products, particularly the Avenova line. Financial results for the quarter and nine months ended September 30, 2024 indicate that essentially all net sales for that quarter were derived from eyecare products, and that prior wound care product sales were comparatively small. The company has reported that Avenova sales through online channels have been an important component of its commercial activity.

Following the sale of the Avenova eyecare business and related assets, NovaBay’s ongoing operating focus, as described in its filings, has shifted toward managing the proceeds of that sale, evaluating strategic transactions, executing the investment transaction, and administering the special dividend. The company has explicitly stated that it is exploring a post-investment transaction involving an operating, solvent company, while also having previously obtained stockholder approval for a potential dissolution, which the Board may or may not implement.

Status considerations

Available SEC filings and press releases do not indicate that NovaBay has been delisted from the NYSE American or that it has completed a merger, liquidation, or bankruptcy proceeding. Instead, the company has disclosed that it remains listed on NYSE American, has regained compliance with continued listing standards, and is in a transitional phase following the sale of substantially all of its historical operating assets. Investors reviewing NBY stock are therefore evaluating a company that has completed a major asset sale, implemented or planned a special dividend, and entered into a significant preferred stock investment agreement that could lead to substantial changes in ownership and future business direction.