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Table of Contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
☒ QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2026
OR
☐ TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from _____to_____
COMMISSION FILE NUMBER 001-37487
Aethlon Medical, Inc.
(Exact name of registrant as specified in its charter)
| nevada |
13-3632859 |
| (State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) |
| |
|
| 11555 SORRENTO VALLEY ROAD, SUITE 203, SAN DIEGO, CA |
92121 |
| (Address of principal executive offices) |
(Zip Code) |
(619) 941-0360
(Registrant’s telephone number, including
area code)
Securities registered pursuant to Section 12(b)
of the Act:
|
TITLE OF EACH CLASS
COMMON STOCK, $0.001 PAR VALUE |
TRADING SYMBOL
AEMD |
NAME OF EACH EXCHANGE ON WHICH REGISTERED
NASDAQ CAPITAL MARKET |
Indicate by check mark whether the registrant
(1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements
for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant
has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405
of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes
☒ No ☐
Indicate by check mark whether the registrant
is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company.
See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company”,
and “emerging growth company” in Rule 12b-2 of the Exchange Act.
| Large accelerated Filer ☐ |
Accelerated Filer ☐ |
| Non-accelerated Filer ☒ |
Smaller reporting company ☒ |
| |
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. ☐
Indicate by check mark whether the registrant
is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
As of August 10, 2026, the registrant had outstanding
711,136 shares of common stock, $0.001 par value.
TABLE OF CONTENTS
| PART I. |
FINANCIAL INFORMATION |
4 |
| |
|
|
| ITEM 1. |
FINANCIAL STATEMENTS |
4 |
| |
|
|
| |
CONDENSED CONSOLIDATED BALANCE SHEETS AT JUNE 30, 2026 (UNAUDITED) AND MARCH 31, 2026 |
4 |
| |
|
|
| |
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 2026 AND 2025 (UNAUDITED) |
5 |
| |
|
|
| |
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY FOR THE THREE MONTHS ENDED JUNE 30, 2026 AND 2025 (UNAUDITED) |
6 |
| |
|
|
| |
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED JUNE 30, 2026 AND 2025 (UNAUDITED) |
7 |
| |
|
|
| |
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) |
8 |
| |
|
|
| ITEM 2. |
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS |
14 |
| |
|
|
| ITEM 3. |
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK |
16 |
| |
|
|
| ITEM 4. |
CONTROLS AND PROCEDURES |
17 |
| |
|
|
| PART II. |
OTHER INFORMATION |
18 |
| |
|
|
| ITEM 1. |
LEGAL PROCEEDINGS |
18 |
| |
|
|
| ITEM 1A. |
RISK FACTORS |
18 |
| |
|
|
| ITEM 2. |
UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS |
18 |
| |
|
|
| ITEM 3. |
DEFAULTS UPON SENIOR SECURITIES |
18 |
| |
|
|
| ITEM 4. |
MINE SAFETY DISCLOSURES |
18 |
| |
|
|
| ITEM 5. |
OTHER INFORMATION |
18 |
| |
|
|
| ITEM 6. |
EXHIBITS |
19 |
| |
|
|
| |
SIGNATURES |
20 |
CAUTIONARY NOTICE REGARDING FORWARD LOOKING STATEMENTS
This Quarterly Report on Form 10-Q, or Quarterly
Report, contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended,
or Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act, which are subject to the safe
harbor created by those sections.
We may, in some cases, use words such as “anticipate,”
“believe,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,”
“potential,” “predict,” “project,” “should,” “will,” “would” or
the negative of these terms, and similar expressions that convey uncertainty of future events or outcomes to identify these forward-looking
statements. Any statements contained herein that are not statements of historical facts may be deemed to be forward-looking statements
and are based upon our current expectations, beliefs, estimates and projections, and various assumptions, many of which, by their nature,
are inherently uncertain and beyond our control. Such statements, include, but are not limited to, statements contained in this Quarterly
Report relating to our business, business strategy, products and services we may offer in the future, the timing and results of future
clinical trials, and capital outlook, successful completion of our clinical trials, our ability to raise additional capital, our ability
to maintain our Nasdaq listing, U.S. Food and Drug Administration, or FDA, approval of our products candidates, our ability to comply
with changing government regulations, patent protection of our proprietary technology, product liability exposure, uncertainty of market
acceptance, competition, technological change, and other risk factors detailed herein and in our other of our filings with the Securities
and Exchange Commission, or the SEC. Forward-looking statements are based on our current expectations and assumptions regarding our business,
the economy and other future conditions. Because forward looking statements relate to the future, they are subject to inherent uncertainties,
risks and changes in circumstances that are difficult to predict. Our actual results may differ materially from those contemplated by
the forward-looking statements. They are neither statement of historical fact nor guarantees or assurance of future performance. We caution
you therefore against relying on any of these forward-looking statements. Important factors that could cause actual results to differ
materially from those in the forward looking statements include, but are not limited to, a decline in general economic conditions nationally
and internationally, the ability to protect our intellectual property rights, competition from other providers and products, risks in
product development, inability to raise capital to fund continuing operations, changes in government regulation, and other factors (including
the risks contained in Item 1A of our most recent Annual Report on Form 10-K under the heading “Risk Factors”) relating to
our industry, our operations and results of operations and any businesses that may be acquired by us. Should one or more of these risks
or uncertainties materialize, or should the underlying assumptions prove incorrect, actual results may differ significantly from those
anticipated, believed, estimated, expected, intended or planned.
Factors or events that could cause our actual
results to differ may emerge from time to time, and it is not possible for us to predict all of them, nor can we assess the impact of
all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially
from those contained in any forward-looking statements we may make. Given these uncertainties, you should not place undue reliance on
these forward-looking statements. We cannot guarantee future results, levels of activity, performance or achievements. Except as required
by applicable law, we undertake no obligation to and do not intend to update any of the forward-looking statements to conform these statements
to actual results.
PART I. FINANCIAL INFORMATION
ITEM 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
AETHLON MEDICAL, INC. AND SUBSIDIARY
CONDENSED CONSOLIDATED BALANCE SHEETS
| | |
| |
|
| | |
June 30,
2026 | |
March 31,
2026 |
| | |
| (Unaudited) | | |
| | |
| ASSETS | |
| | | |
| | |
| Current assets | |
| | | |
| | |
| Cash and cash equivalents | |
$ | 4,933,579 | | |
$ | 5,026,458 | |
| Deferred offering cost | |
| 394,192 | | |
| 210,985 | |
| Prepaid expenses and other current assets | |
| 283,143 | | |
| 332,094 | |
| Total current assets | |
| 5,610,914 | | |
| 5,569,537 | |
| | |
| | | |
| | |
| Property and equipment, net | |
| 293,112 | | |
| 356,822 | |
| Operating lease right-of-use asset, net | |
| 232,195 | | |
| 307,820 | |
| Restricted cash | |
| 99,150 | | |
| 98,928 | |
| Total assets | |
$ | 6,235,371 | | |
$ | 6,333,107 | |
| | |
| | | |
| | |
| LIABILITIES AND STOCKHOLDERS’ EQUITY | |
| | | |
| | |
| | |
| | | |
| | |
| Current liabilities | |
| | | |
| | |
| Accounts payable | |
$ | 411,373 | | |
$ | 384,550 | |
| Due to related parties | |
| 68,250 | | |
| 68,250 | |
| Operating lease liability, current portion | |
| 255,052 | | |
| 336,718 | |
| Other current liabilities | |
| 301,367 | | |
| 657,317 | |
| Total liabilities, all current | |
| 1,036,042 | | |
| 1,446,835 | |
| | |
| | | |
| | |
| Stockholders’ Equity | |
| | | |
| | |
| Common stock, par value $0.001 per share; 20,000,000 shares authorized as of June 30, 2026 and March 31, 2026; 477,402 shares issued and outstanding as of June 30, 2026 and 314,100 shares issued and outstanding at March 31, 2026. | |
| 477 | | |
| 314 | |
| Additional paid-in capital | |
| 181,891,939 | | |
| 180,024,947 | |
| Accumulated other comprehensive loss | |
| (38,889 | ) | |
| (32,703 | ) |
| Accumulated deficit | |
| (176,654,198 | ) | |
| (175,106,286 | ) |
| | |
| | | |
| | |
| Total stockholders’ equity | |
| 5,199,329 | | |
| 4,886,272 | |
| | |
| | | |
| | |
| Total liabilities and stockholders’ equity | |
$ | 6,235,371 | | |
$ | 6,333,107 | |
The accompanying notes are an integral part
of these condensed consolidated financial statements.
AETHLON MEDICAL, INC. AND SUBSIDIARY
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
AND COMPREHENSIVE LOSS
For the Three Month Periods Ended June 30, 2026
and 2025
(Unaudited)
| | |
| |
|
| | |
Three Months
Ended
June 30,
2026 | |
Three Months
Ended
June 30,
2025 |
| | |
| |
|
| OPERATING EXPENSES | |
| | | |
| | |
| | |
| | | |
| | |
| Professional fees | |
$ | 333,569 | | |
$ | 476,032 | |
| Payroll and related expenses | |
| 583,183 | | |
| 581,000 | |
| General and administrative | |
| 662,450 | | |
| 735,358 | |
| Total operating expenses | |
| 1,579,202 | | |
| 1,792,390 | |
| OPERATING LOSS | |
| (1,579,202 | ) | |
| (1,792,390 | ) |
| | |
| | | |
| | |
| INTEREST INCOME, NET | |
| 31,290 | | |
| 30,532 | |
| | |
| | | |
| | |
| NET LOSS ATTRIBUTABLE TO COMMON STOCKHOLDERS | |
| (1,547,912 | ) | |
| (1,761,858 | ) |
| | |
| | | |
| | |
| OTHER COMPREHENSIVE LOSS | |
| (6,186 | ) | |
| (5,244 | ) |
| | |
| | | |
| | |
| COMPREHENSIVE LOSS | |
$ | (1,554,098 | ) | |
$ | (1,767,102 | ) |
| | |
| | | |
| | |
| Basic and diluted net loss per share attributable to common stockholders | |
$ | (4.02 | ) | |
$ | (42.42 | ) |
| | |
| | | |
| | |
| Weighted average number of common shares outstanding – basic and diluted | |
| 384,705 | | |
| 41,529 | |
The accompanying notes are an integral part
of these condensed consolidated financial statements.
AETHLON MEDICAL, INC. AND SUBSIDIARY
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’
EQUITY
For the Three Months Ended June 30, 2026 and 2025
(Unaudited)
| | |
| |
| |
| |
| |
| |
|
| | |
COMMON STOCK | |
ADDITIONAL
PAID IN | |
ACCUMULATED
COMPREHENSIVE | |
ACCUMULATED | |
TOTAL |
| | |
SHARES | |
AMOUNT | |
CAPITAL | |
LOSS | |
DEFICIT | |
EQUITY |
| BALANCE – MARCH 31, 2026 | |
| 314,100 | | |
$ | 314 | | |
$ | 180,024,947 | | |
$ | (32,703 | ) | |
$ | (175,106,286 | ) | |
$ | 4,886,272 | |
| Issuances of common stock for cash under at the market program, net | |
| 160,028 | | |
| 160 | | |
| 1,821,483 | | |
| | | |
| | | |
| 1,821,643 | |
| Issuance of common shares upon vesting of restricted stock units and net stock option exercises | |
| 3,274 | | |
| 3 | | |
| (4,491 | ) | |
| – | | |
| – | | |
| (4,488 | ) |
| Stock-based compensation expense | |
| – | | |
| – | | |
| 50,000 | | |
| – | | |
| – | | |
| 50,000 | |
| Rounding for reverse split | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | |
| Net loss | |
| – | | |
| – | | |
| – | | |
| – | | |
| (1,547,912 | ) | |
| (1,547,912 | ) |
| Other comprehensive loss | |
| – | | |
| – | | |
| – | | |
| (6,186 | ) | |
| – | | |
| (6,186 | ) |
| BALANCE – JUNE 30, 2026 | |
| 477,402 | | |
$ | 477 | | |
$ | 181,891,939 | | |
$ | (38,889 | ) | |
$ | (176,654,198 | ) | |
$ | 5,199,329 | |
| | |
COMMON STOCK | |
ADDITIONAL
PAID IN | |
ACCUMULATED
COMPREHENSIVE | |
ACCUMULATED | |
TOTAL |
| | |
SHARES | |
AMOUNT | |
CAPITAL | |
LOSS | |
DEFICIT | |
EQUITY |
| Issuance of common shares upon vesting
of restricted stock units and net stock option exercises | |
| 270 | | |
| – | | |
| (5,357 | ) | |
| – | | |
| – | | |
| (5,357 | ) |
| Stock-based compensation expense | |
| – | | |
| – | | |
| 72,442 | | |
| – | | |
| – | | |
| 72,442 | |
| Rounding for reverse split | |
| 2 | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Net loss | |
| – | | |
| – | | |
| – | | |
| – | | |
| (1,761,858 | ) | |
| (1,761,858 | ) |
| Other comprehensive loss | |
| – | | |
| – | | |
| – | | |
| (5,244 | ) | |
| – | | |
| (5,244 | ) |
| BALANCE – JUNE 30, 2025 | |
| 51,979 | | |
$ | 52 | | |
$ | 173,162,513 | | |
$ | (22,377 | ) | |
$ | (169,716,675 | ) | |
$ | 3,423,513 | |
The accompanying notes are an integral part
of these condensed consolidated financial statements.
AETHLON MEDICAL, INC. AND SUBSIDIARY
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Three Months Ended June 30, 2026 and 2025
(Unaudited)
| | |
| |
|
| | |
Three months
Ended
June 30, 2026 | |
Three months
Ended
June 30, 2025 |
| | |
| |
|
| Cash flows used in operating activities: | |
| | | |
| | |
| Net loss | |
$ | (1,547,912 | ) | |
$ | (1,761,858 | ) |
| Adjustments to reconcile net loss to net cash used in operating activities: | |
| | | |
| | |
| Depreciation and amortization | |
| 72,860 | | |
| 82,637 | |
| Stock based compensation | |
| 50,000 | | |
| 72,442 | |
| Amortization of right-of-use operating lease asset | |
| 75,625 | | |
| 72,270 | |
| Changes in operating assets and liabilities: | |
| | | |
| | |
| Prepaid expenses and other current assets | |
| 79,879 | | |
| 164,031 | |
| Accounts payable and other current liabilities | |
| (626,991 | ) | |
| (137,492 | ) |
| Due to related parties | |
| – | | |
| (206,967 | ) |
| Net cash used in operating activities | |
| (1,896,539 | ) | |
| (1,714,937 | ) |
| | |
| | | |
| | |
| Cash flows used in investing activities: | |
| | | |
| | |
| Purchases of property and equipment | |
| (9,150 | ) | |
| – | |
| Cash used in investing activities | |
| (9,150 | ) | |
| – | |
| | |
| | | |
| | |
| Cash flows provided (used in) by financing activities: | |
| | | |
| | |
| Proceeds from the issuance of common stock | |
| 1,904,211 | | |
| – | |
| Payments for offering costs related to equity issuance exercises | |
| (82,568 | ) | |
| – | |
| Tax withholding payments or tax equivalent payments for net share settlement of restricted stock units and net stock option expense | |
| (4,488 | ) | |
| (5,357 | ) |
| Net cash provided (used in) by financing activities | |
| 1,817,155 | | |
| (5,357 | ) |
| | |
| | | |
| | |
| Effect of exchange rate on changes on cash | |
| (4,123 | ) | |
| (15,496 | ) |
| | |
| | | |
| | |
| Net decrease in cash, cash equivalents and restricted cash | |
| (92,657 | ) | |
| (1,735,790 | ) |
| | |
| | | |
| | |
| Cash, cash equivalents and restricted cash at beginning of period | |
| 5,125,386 | | |
| 5,599,074 | |
| | |
| | | |
| | |
| Cash, cash equivalents and restricted cash at end of period | |
$ | 5,032,729 | | |
$ | 3,863,284 | |
| | |
| | | |
| | |
| Supplemental disclosures of cash flow information: | |
| | | |
| | |
| | |
| | | |
| | |
| Supplemental disclosures of non-cash investing and financing activities: | |
| | | |
| | |
| Par value of shares issued for vested restricted stock units and net stock option exercise | |
$ | 3 | | |
$ | .27 | |
| Deferred offering costs not yet paid | |
$ | 214,015 | | |
$ | – | |
| | |
| | | |
| | |
| Reconciliation of cash, cash equivalents and restricted cash to the condensed consolidated balance sheets: | |
| | | |
| | |
| Cash and cash equivalents | |
$ | 4,933,579 | | |
$ | 3,765,154 | |
| Restricted cash | |
| 99,150 | | |
| 98,130 | |
| Cash, cash equivalents and restricted cash | |
$ | 5,032,729 | | |
$ | 3,863,284 | |
The accompanying notes are an integral part
of these condensed consolidated financial statements.
AETHLON MEDICAL, INC. AND SUBSIDIARY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
June 30, 2026
1. NATURE OF BUSINESS AND BASIS OF PRESENTATION
Aethlon Medical, Inc., or Aethlon, the Company,
we or us, is a medical therapeutic company focused on developing the Hemopurifier® (HP), a clinical-stage investigational immunotherapeutic
device designed to address unmet needs in oncology, life-threatening infectious diseases, organ transplantation and other disease states
in which extracellular vesicles (EVs) contribute to disease progression. The Hemopurifier utilizes a proprietary lectin-based technology
to bind and remove enveloped viruses and EVs from biological fluids. EVs have been associated with immune suppression, metastasis, and
resistance to therapy in cancer, as well as progression of severe infectious diseases.
In pre-clinical studies, the Hemopurifier has
also demonstrated the ability to bind disease-associated extracellular vesicles (“EVs”) and a panel of enveloped viruses.
The Hemopurifier has been evaluated in human studies, involving 176 treatment sessions in 45 patients with either viral infections or
cancer. The device has been well tolerated with an adverse event profile that is consistent with extracorporeal therapy. In certain human
studies designed to evaluate viral clearance from biological fluids, findings demonstrated the removal of enveloped viruses. The U.S.
Food and Drug Administration (“FDA”) has granted the Hemopurifier “Breakthrough Device” designation for two independent
indications:
| |
· |
the treatment of individuals with advanced or metastatic cancer unresponsive to or intolerant of standard-of-care therapy; and |
| |
|
|
| |
· |
the treatment of life-threatening viruses not addressed with approved therapies. |
Three clinical sites in Australia—Royal
Adelaide Hospital in Adelaide, Pindara Private Hospital in the Gold Coast, and GenesisCare North Shore Hospital in Sydney—are currently
enrolling patients in our safety, feasibility and dose-finding oncology trial in patients with solid tumors not responding to treatment,
including either Keytruda® or Opdivo®. The trial is designed to enroll approximately 9 to 18 patients across three sequential
dosing cohorts evaluating the safety and feasibility of the Hemopurifier. During the first fiscal quarter of 2027, we initiated Cohort
3 and treated the first participant in this cohort. Enrollment in the trial remains ongoing.
The Company previously pursued approval of a similar
clinical trial in India. After reviewing extended timelines associated with site activation and trial execution, we decided to discontinue
the India program to conserve resources and focus our efforts on the Australian oncology trial.
The Hemopurifier is designed to address life-threatening
viral infections, particularly those involving highly glycosylated viruses for which there are no approved therapies. It has previously
been used under FDA and international regulatory frameworks to treat individuals infected with HIV, hepatitis C, Ebola and SARS-CoV-2.
While our COVID-19 clinical trials in the U.S. and India have been terminated due to low ICU enrollment, these programs provided real-world
evidence of Hemopurifier use in critically ill patients. We maintain an open Investigational Device Exemption (“IDE”) for viral
indications, preserving the ability to respond to future outbreaks or emerging pathogens.
In addition to our ongoing clinical development
programs, we continue to explore potential new applications for the Hemopurifier through internal pre-clinical research and academic collaborations.
During the first fiscal quarter of 2027, our manuscript entitled “Increased Mannosylation of Extracellular Vesicles in Long
COVID Plasma Provides a Potential Therapeutic Target for Galanthus nivalis Agglutinin (GNA) Affinity Resin“ was accepted for
publication in the International Journal of Molecular Sciences. The manuscript describes exploratory ex vivo laboratory research conducted
in collaboration with the University of California, San Francisco Long COVID Clinic examining extracellular vesicle characteristics in
plasma samples from individuals with Long COVID. We also continue to investigate the Hemopurifier’s ability to remove disease-relevant
extracellular vesicles through pre-clinical studies, including platelet-derived extracellular vesicles implicated in cancer, autoimmune
disease and neurological disorders. These research activities are intended to inform potential future clinical indications and expand
the potential utility of the Hemopurifier platform.
Successful outcomes of human trials will also
be required by the regulatory agencies of certain foreign countries where we plan to market and sell the Hemopurifier. Some of our patents
may expire before FDA approval or approval in a foreign country, if any, is obtained. However, we believe that certain patent applications
and/or other patents issued to us more recently will help protect the proprietary nature of our Hemopurifier treatment technology.
Summary of Significant Accounting Policies
During the three months ended June 30, 2026, there
were no changes to our significant accounting policies as described in our Annual Report on Form 10-K for the fiscal year ended March
31, 2026.
Reverse Stock Split
On July 31, 2026, the Company effected a 5-for-1
reverse stock split of its issued and outstanding shares of common stock. The Company’s common stock began trading on a split-adjusted
basis on the Nasdaq Capital Market on August 4, 2026. All share and per share amounts presented in the accompanying unaudited condensed
consolidated financial statements and the accompanying notes have been retroactively adjusted to reflect the reverse stock split for all
periods presented.
Basis of Presentation
Our accompanying unaudited condensed consolidated
financial statements have been prepared in accordance with U.S. generally accepted accounting principles, or GAAP, for interim financial
information and with the instructions to Form 10-Q and Article 8 of the Securities and Exchange Commission, or SEC, Regulation S-X. Accordingly,
they should be read in conjunction with the audited financial statements and notes thereto for the fiscal year ended March 31, 2026, included
in our Annual Report on Form 10-K filed with the SEC on June 10, 2026.
The accompanying unaudited condensed consolidated
financial statements include the accounts of Aethlon Medical, Inc. and its wholly owned subsidiary, Aethlon Medical Australia Pty Ltd.
All significant inter-company transactions and balances have been eliminated in consolidation.
In the opinion of management, the accompanying
unaudited condensed consolidated financial statements, taken as a whole, contain all adjustments, consisting only of normal recurring
adjustments, considered necessary to fairly present the Company’s financial position as of and for the period ended June 30, 2026,
its results of operations and comprehensive loss for the three months ended June 30, 2026, and its cash flows for the three months ended
June 30, 2026. The condensed consolidated balance sheet at March 31, 2026 has been derived from the audited consolidated balance sheet
at March 31, 2026, contained in the above referenced 10-K and has been retrospectively adjusted to reflect the reverse stock split described
above, including the related adjustments to Common Stock and Additional Paid-in Capital. The results of operations for the three months
ended June 30, 2026 are not necessarily indicative of the results to be expected for the full year or any future interim periods.
Use of Estimates
The preparation of condensed consolidated financial
statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed
consolidated financial statements and accompanying notes. Significant estimates include, but are not limited to, stock-based compensation,
accrued clinical trial costs, research and development expenses, the useful lives of long-lived assets, and other accrued liabilities.
Actual results could differ materially from those estimates.
Liquidity and Going Concern
Management believes that the Company’s cash and
cash equivalents as of June 30, 2026, together with the proceeds received from its financing completed in July 2026, will be sufficient
to fund its planned operations for at least twelve months from the date these condensed consolidated financial statements are issued.
Although we believe our current cash resources, together with proceeds
received subsequent to June 30, 2026, are sufficient to fund our planned operations for at least the next twelve months, we will likely
require additional capital in the future to continue advancing the clinical development of the Hemopurifier beyond that period. The timing
and amount of future capital requirements will depend on numerous factors, including the progress of our clinical and preclinical development
programs, regulatory activities, manufacturing requirements, and other operating expenditures.
Restricted Cash
As of June 30, 2026, we maintained a restricted
cash balance of $99,150 in an interest-bearing money market deposit account with JPMorgan Chase, which supports our lease obligations.
This balance includes a $5,000 buffer above the required security amount.
2. LOSS PER COMMON SHARE
Basic loss per share is computed by dividing net
loss by the weighted average number of common shares outstanding during the period of computation. Diluted loss per share is computed
similar to basic loss per share, except that the denominator is increased to include the number of additional dilutive common shares that
would have been outstanding if potential common shares had been issued, if such additional common shares were dilutive. Since we had net
losses for all periods presented, basic and diluted loss per share are the same, and additional potential common shares have been excluded,
as their effect would be antidilutive.
As of June 30, 2026 and 2025, an aggregate of
404,724 and 329,886 potential common shares, respectively, consisting of shares underlying outstanding stock options, warrants, and restricted
stock units were excluded, as their inclusion would be antidilutive.
3. RESEARCH AND DEVELOPMENT EXPENSES
Our research and development costs are expensed
as incurred and consist of costs associated with clinical trials, preclinical research, personnel, including salaries, payroll taxes and
employee benefits, consulting and professional fees, and other expenditures incurred to support the development of the Hemopurifier. Research
and development expenses are included in various operating expense line items in the accompanying condensed consolidated statements of
operations.
Research and development expenses were
as follows:
| Schedule of research and development
expenses | |
| |
|
| Amounts presented are rounded to the nearest thousand | |
June 30, | |
June 30, |
| | |
| 2026 | | |
| 2025 | |
| Three months ended | |
$ | 549,000 | | |
$ | 524,000 | |
4. RECENT ACCOUNTING PRONOUNCEMENTS
In November
2024, the FASB issued Accounting Standards Update 2024-03, Income Statement—Reporting Comprehensive Income—Expense
Disaggregation Disclosures (“ASU 2024-03”), which requires public business entities to provide enhanced annual and
interim disclosures that disaggregate specified income statement expense categories. ASU 2024-03 is effective for annual periods beginning
after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027. The Company is currently evaluating
the impact that adoption of this guidance may have on its consolidated financial statements and related disclosures.
In December 2025, the FASB issued ASU 2025-10, Government
Grants (Topic 832), which establishes guidance related to the recognition, measurement, presentation, and disclosure of government
grants. ASU 2025-10 is effective for annual periods beginning after December 15, 2028, and interim periods within fiscal years beginning
after December 15, 2029, with early adoption permitted. The Company is currently evaluating the impact this guidance may have on its consolidated
financial statements and disclosures.
5. EQUITY TRANSACTIONS IN THE THREE MONTHS ENDED JUNE 30, 2026
At-the-Market
Sales
During the three months ended June 30, 2026,
the Company sold shares of its common stock pursuant to its at-the-market (“ATM”) offering program, generating gross
proceeds of approximately $1,904,000.
After deducting offering costs of approximately $83,000,
net proceeds were approximately $1,821,000.
The net proceeds were used for working capital and other general corporate purposes.
Restricted Stock Unit Settlements
During the three months ended June 30, 2026, the Company settled 4,363
vested restricted stock units, resulting in the issuance of 3,272 shares of common stock. The remaining 1,091 shares were withheld to
satisfy applicable tax withholding obligations.
6. RELATED PARTY TRANSACTIONS
During the three months ended June 30, 2026, we accrued unpaid fees
of $68,250 owed to our non-employee directors. Director fees are generally paid in the quarter following the quarter in which they
are earned. The Company did not enter into any new related party arrangements..
7. OTHER CURRENT LIABILITIES
Other current liabilities were comprised of the following items:
| Schedule of other current liabilities | |
| |
|
| | |
June 30, | |
March 31, |
| | |
2026 | |
2026 |
| D&O insurance premium financing | |
$ | 112,556 | | |
$ | 178,098 | |
| Accrued professional fees | |
| 139,371 | | |
| 220,809 | |
| Accrued G&A | |
| 3,113 | | |
| 212,083 | |
| Accrued resale registration | |
| 46,327 | | |
| 46,327 | |
| Total other current liabilities | |
$ | 301,367 | | |
$ | 657,317 | |
8. STOCK COMPENSATION
Stock Option Activity
No stock options were granted, exercised, forfeited, canceled or expired
during the three months ended June 30, 2026 or 2025.
As of June 30, 2026, the Company had 135 stock options outstanding,
all of which were exercisable, with a weighted-average exercise price of $6,521 and a weighted-average remaining contractual term of 4.87
years.
As of June 30, 2026, the aggregate intrinsic value
of the Company’s outstanding stock options was zero.
The Company recognized stock-based compensation
expense of $50,000 and $72,442 for the three months ended June 30, 2026 and 2025, respectively. Stock-based compensation expense recognized
during the three months ended June 30, 2026 related solely to restricted stock units, while the expense recognized during the three months
ended June 30, 2025 related to both restricted stock units and stock options. Stock-based compensation expense is included in payroll
and related expenses in the accompanying condensed consolidated statements of operations.
The following table summarizes nonvested restricted
stock unit (“RSU”) activity during the three months ended June 30, 2026:
| Schedule of nonvested shares | |
|
| | |
Shares |
| Nonvested RSUs at April 1, 2026 | |
| – | |
| Granted | |
| 17,452 | |
| Vested/settled (Note 5) | |
| (4,363 | ) |
| Nonvested RSUs at June 30, 2026 | |
| 13,089 | |
As of June 30, 2026, there was approximately $150,000
of total unrecognized stock-based compensation expense related to nonvested RSUs, which is expected to be recognized over a weighted-average
period of 0.75 years.
9. WARRANTS
The Company did not issue any warrants during the three months ended
June 30, 2026 or 2025. As of June 30, 2026, the Company had 391,500 warrants outstanding, all of which were exercisable, with exercise
prices ranging from $20.15 to $232 per share and a weighted-average exercise price of $32.38 per share.
10. COMMITMENTS AND CONTINGENCIES
LEASE COMMITMENTS
Operating Leases
The Company leases office, laboratory and manufacturing
facilities under noncancelable operating lease agreements that expire on March 31, 2027. There were no material changes to the Company’s
lease arrangements during the three months ended June 30, 2026. As of June 30, 2026, the Company had operating lease right-of-use assets
of $232,195 and operating lease liabilities of $255,052.
Premium Financing Agreement
In January 2026, the Company entered into a short-term
premium financing agreement to finance a portion of its directors’ and officers’ liability and other insurance premiums. The outstanding
balance under the agreement as of June 30, 2026 was $112,556, which is included in other current liabilities in the accompanying condensed
consolidated balance sheets.
LEGAL MATTERS
We may be involved from time to time in various
claims, lawsuits, and/or disputes with third parties or breach of contract actions incidental to the normal course of our business operations.
We are not currently not involved in any litigation or any pending legal proceedings.
11. SEGMENT REPORTING
The Company operates as a single operating and reportable segment,
which reflects how the Chief Operating Decision Maker (“CODM”), the Company’s Chief Executive Officer, manages the business
and allocates resources. The Company is a development-stage medical technology company focused on advancing a clinical-stage therapeutic
device. The CODM evaluates operating performance and allocates resources primarily evaluating cash burn and liquidity and operating loss
in relation to the Company’s development milestones and expected future manufacturing and commercialization activities. In assessing
cash runway, the CODM regularly reviews significant operating expense categories to evaluate whether spending is consistent with the Company’s
cash flow projections and to determine whether the timing or level of discretionary expenditures should be adjusted to preserve cash resources
while advancing the Company’s development objectives.
In accordance with ASU 2023-07, the following significant expense categories
and performance measures were regularly reviewed by the CODM for the three months ended June 30, 2026 and 2025:
Amounts presented are rounded to the nearest thousand.
| Schedule of significant expense categories | |
| |
|
| Category | |
Three Months Ended |
| | |
June 30, 2026 | |
June 30, 2025 |
| Research and development | |
$ | 549,000 | | |
$ | 524,000 | |
| Other operating expenses | |
$ | 1,030,202 | | |
$ | 1,268,390 | |
| Total operating expenses | |
$ | 1,579,202 | | |
$ | 1,792,390 | |
Research and development expense represents internally reported expenditures
attributable to the Company’s research and development activities, including personnel, clinical trial execution, professional services
and other costs supporting the advancement of the Company’s Hemopurifier® technology. These costs are derived from multiple
operating expense captions presented in the condensed statements of operations.
Other operating expenses represent all remaining operating expenses
incurred to support the Company’s business. Research and development expense and other operating expenses together reconcile to
total operating expenses presented in the condensed statements of operations.
The Company does not allocate assets to operating segments The CODM
evaluates the Company’s performance primarily using operating loss and cash burn, together with research and development expenses
and other operating expenses. There were no changes in the internal reports regularly provided to or reviewed by the CODM during the periods
presented.
Entity-Wide Information:
| |
· |
The Company did not recognize revenue during the three months ended
June 30, 2026 and 2025. |
| |
· |
Substantially all long-lived assets are located in the United States. |
| |
· |
Clinical trial activities are conducted through the Company’s wholly
owned subsidiary in Australia. |
12. SUBSEQUENT EVENTS
Management evaluated subsequent events through
the date the accompanying condensed consolidated financial statements were issued.
Registered Public Offering
On July 7, 2026, the Company completed a registered best-efforts public
offering consisting of 52,600 shares of common stock, pre-funded warrants to purchase 1,074,002 shares of common stock, and accompanying
common warrants to purchase up to 1,126,602 shares of common stock. In addition, the Company issued placement agent warrants to purchase
up to 45,064 shares of common stock.
The offering generated gross proceeds of
approximately $4.0 million, before deducting placement agent fees and other offering expenses. The accompanying common warrants have
an exercise price of $3.55 per share and expire five years from the date of issuance. The pre-funded warrants have an exercise price
of $0.001 per share and remain exercisable until exercised in full. As of the date of this report, holders have exercised 181,002
pre-funded warrants, resulting in the issuance of 181,002 shares of common stock.
Reverse Stock Split
On July 31, 2026, the Company effected a
1-for-5 reverse stock split of its issued and outstanding shares of common stock. The Company's common stock began trading on a
split-adjusted basis on the Nasdaq Capital Market on August 4, 2026. The Company estimates that the reverse stock split resulted in
the issuance of approximately 134 additional shares of common stock due to the rounding up of fractional share interests to whole shares.
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
The following discussion of our financial condition
and results of operations should be read in conjunction with, and is qualified in its entirety by, the condensed consolidated financial
statements and notes thereto included in Item 1 in this Quarterly Report on Form 10-Q. Some of the information contained in this discussion
and analysis or set forth elsewhere in this Quarterly Report, including information with respect to our plans and strategy for our business,
includes forward-looking statements that involve risks and uncertainties. For a complete discussion of forward-looking statements, see
the section above entitled “Cautionary Notice Regarding Forward Looking Statements.”
Overview
Aethlon Medical, Inc. is a clinical-stage medical therapeutic company
focused on developing the Hemopurifier®, an investigational immunotherapeutic device for the treatment of oncology, life-threatening
viral infections and other disease states where extracellular vesicles are believed to contribute to disease progression.
Our primary focus remains advancing the Phase 1 oncology clinical trial
in Australia. Following the completion of the first two treatment cohorts, preliminary observations demonstrated generally consistent
directional changes across multiple biomarkers associated with tumor-derived extracellular vesicles, immune function and response to immunotherapy.
While these findings remain preliminary and await formal statistical analysis following completion of the study, they support the continued
evaluation of the Hemopurifier in the ongoing trial.
We also treated the first participant in Cohort 3, and enrollment in
the study continues across our three clinical sites in Australia. In addition, our manuscript describing extracellular vesicle characteristics
in patients with Long COVID was accepted for publication in the International Journal of Molecular Sciences. To support our ongoing
clinical development activities, we continued to access capital through our At-the-MarketATM offering program.
RESULTS OF OPERATIONS
THREE MONTHS ENDED JUNE 30, 2026 COMPARED TO THE THREE MONTHS ENDED
JUNE 30, 2025
Operating Expenses
Consolidated operating expenses for the three
months ended June 30, 2026 were $1,579,202 compared to $1,792,390 for the three months ended June 30, 2025. This decrease of $213,189,
or 11.9%, primarily reflected lower professional fees and general and administrative expenses.
Professional fees decreased by $142,463 for the
three months ended June 30, 2026, compared to the prior-year period. The decrease was primarily attributable to lower investor relations
expenses resulting from costs incurred in the prior-year period in connection with a special meeting of stockholders that did not recur
in the current-year period, together with lower accounting fees due to fewer filings requiring audit consent procedures by our predecessor
and current independent registered public accounting firms during the current-year period.
General and administrative expenses
decreased by $72,907 for the three months ended June 30, 2026, compared to the prior-year period. The decrease primarily reflected
lower clinical trial expenses resulting from the timing of trial participant treatment activities between the current-year and
prior-year periods, as well as lower costs associated with our preclinical research activities. These decreases were partially
offset by normal fluctuations in other general and administrative expenses.
Other Income, Net
We recorded other income of $31,290 for the three
months ended June 30, 2026 compared to other income of $30,532 for the three months ended June 30, 2025. Other income in both periods
was primarily interest income.
Net Loss
As a result of the factors noted above, our net
loss decreased to $1,547,912 in the three months ended June 30, 2026 from $1,761,858 in the three months ended June 30, 2025.
Basic and diluted loss attributable to common
stockholders was ($4.05) for the three months ended June 30, 2026, compared to ($4.24) for the three-month period ended June 30, 2025.
LIQUIDITY AND CAPITAL RESOURCES
As of June 30, 2026, we had a cash balance of
$4,933,579 and working capital of $4,574,872. This compares to a cash balance of $5,026,458 and working capital of $4,122,702 at March
31, 2026.
We believe that our cash and cash equivalents
as of June 30, 2026, together with the proceeds received from sales of our common stock under our S-1 registration statement ATM program
subsequent to June 30, 2026, will be sufficient to fund our planned operations for at least twelve months from the date these condensed
consolidated financial statements are issued.
Although we believe our current cash resources, together with proceeds
received subsequent to June 30, 2026, are sufficient to fund our planned operations for at least the next twelve months, we will likely
require additional capital in the future to continue advancing the clinical development of the Hemopurifier beyond that period. The timing
and amount of future capital requirements will depend on numerous factors, including the progress of our clinical and preclinical development
programs, regulatory activities, manufacturing requirements, and other operating expenditures.
Cash Flows
Cash flows from operating, investing and financing
activities, as reflected in the accompanying Condensed Consolidated Statements of Cash Flows, are summarized as follows:
| | |
(In thousands)
For the three months ended |
| | |
June 30,
2026 | |
June 30,
2025 |
| Cash (used in) provided by: | |
| | | |
| | |
| Operating activities | |
$ | (1,897 | ) | |
$ | (1,715 | ) |
| Investing activities | |
| (9 | ) | |
| – | |
| Financing activities | |
| 1,817 | | |
| (5 | ) |
| Effect of exchange rate changes on cash | |
| (4 | ) | |
| (15 | ) |
| Net decrease in cash and restricted cash | |
$ | (93 | ) | |
$ | (1,735 | ) |
NET CASH USED IN OPERATING ACTIVITIES. Net cash
used in operating activities was approximately $1.9 million for the three months ended June 30, 2026, compared to approximately $1.7 million
for the same period in 2025. The greater use of cash in operating activities was primarily attributable to unfavorable changes in working
capital, principally a larger reduction in accounts payable and other current liabilities than in the prior-year period. This increase
in cash used was partially offset by a lower net loss, lower cash used for prepaid expenses and other current assets, and the absence
of payments to related parties made during the prior-year period.
NET CASH USED IN INVESTING ACTIVITIES. Capital
expenditures during the three months ended June 30, 2026 consisted of the purchase and installation of an HVAC system for our laboratory
facility at a cost of approximately $9,000.
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES.
Net cash provided by financing activities was approximately $1.8 million for the three months ended June 30, 2026, compared to net cash
used in financing activities of approximately $5,000 for the same period in 2025. The increase was primarily attributable to net proceeds
from sales of common stock under our ATM offering program, partially offset by offering costs associated with those sales, including deferred
offering costs incurred in connection with future equity issuances. Financing activities during the current-year period also included
tax withholding payments related to the net share settlement of restricted stock units.
Material Cash Requirements
We expect to continue to incur expenditures related to our ongoing
Phase 1 oncology clinical trial in Australia, including costs associated with clinical trial activities, manufacturing of Hemopurifier
devices and related research and development activities.
In addition, we maintain leases for our headquarters, laboratory and
manufacturing facilities, all of which expire in March 2027. We are evaluating our future facility requirements, including whether to
renew or modify certain lease arrangements as we continue to assess our operational needs.
Our future capital requirements will depend on numerous factors, including
the progress and results of our clinical development programs, the costs of manufacturing Hemopurifier devices, regulatory activities,
the protection of our intellectual property, and our ability to establish strategic collaborations or obtain additional financing.
Although we believe that our cash and cash equivalents as of June 30,
2026, together with the proceeds received from sales of common stock subsequent to quarter end, will be sufficient to fund our planned
operations for at least twelve months from the date of issuance of these condensed consolidated financial statements, we expect to require
additional capital to continue advancing the clinical development of the Hemopurifier beyond that period. Additional financing may be
sought through equity offerings, debt financings, strategic collaborations or other financing arrangements. There can be no assurance
that such financing will be available on acceptable terms, or at all.
CRITICAL ACCOUNTING POLICIES AND ESTIMATES
The preparation of our condensed consolidated
financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions
that affect the amounts reported in the financial statements and accompanying disclosures. Actual results could differ from those estimates.
Our critical accounting policies and estimates
are described in our Annual Report on Form 10-K for the fiscal year ended March 31, 2026. There have been no material changes to those
critical accounting policies and estimates during the three months ended June 30, 2026.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES
ABOUT MARKET RISK.
As a smaller reporting company, as defined by
Item 10(f)(1) of Regulation S-K, we are not required to provide the information required by this item.
ITEM 4. CONTROLS AND PROCEDURES.
DISCLOSURE CONTROLS AND PROCEDURES
We maintain “disclosure controls and procedures”
(as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) that are designed to ensure that information required to be disclosed
in our Exchange Act reports is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules
and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief
Financial Officer (who is our principal executive officer and principal financial officer), to allow timely decisions regarding required
disclosures.
In designing and evaluating
the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated,
can provide only reasonable assurance of achieving the desired control objectives, and management is required to apply its judgment in
evaluating the cost-benefit relationship of possible controls and procedures. We have carried out an evaluation as of the end of the period
covered by this Quarterly Report under the supervision and with the participation of our management, including our Chief Executive Officer,
who also serves as our Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures.
Based on this evaluation,
our Chief Executive Officer and Chief Financial Officer concluded that, as of the end of such period, our disclosure controls and procedures
are effective in recording, processing, summarizing and reporting, on a timely basis, information required to be disclosed by us in the
reports that we file or submit under the Exchange Act and are effective in ensuring that information required to be disclosed by us in
the reports that we file or submit under the Exchange Act is accumulated and communicated to our management, including our Chief Executive
Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.
CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING
There were no changes in our internal control
over financial reporting during the quarter ended June 30, 2026 that materially affected, or are reasonably likely to materially affect,
our internal control over financial reporting.
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS.
We are not currently a party to any material
pending legal proceedings. From time to time, we may become involved in legal proceedings, claims and litigation arising in the ordinary
course of business. Regardless of the outcome, such matters may result in substantial costs, divert management’s attention and
resources, and otherwise adversely affect our business, financial condition, results of operations or cash flows. The occurrence of an
unfavorable outcome in any specific period could have a material adverse effect on our results of operations for that period or future
periods. We are not presently a party to any pending or threatened legal proceedings.
ITEM 1A. RISK FACTORS.
Please carefully consider the information set
forth in this Quarterly Report and the risk factors discussed in Part I, “Item 1A. Risk Factors” in our Annual Report for
the fiscal year ended March 31, 2026. The risks described in our Annual Report, as well as other risks and uncertainties, could materially
and adversely affect our business, results of operations, and financial condition, which in turn could materially and adversely affect
the trading price of shares of our common stock. The occurrence of any of the risks discussed in such filings, or other events that we
do not currently anticipate or that we currently deem immaterial, could harm our business, prospects, financial condition and results
of operations. In that case, the trading price of our common stock could decline, and you may lose all or part of your investment.
There have been no material updates or changes
to the risk factors previously disclosed in our Annual Report; provided, however, additional risks not currently known or currently material
to us may also harm our business.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES
AND USE OF PROCEEDS.
We did not issue or sell any unregistered securities during the three
months ended June 30, 2026.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES.
None.
ITEM 4. MINE SAFETY DISCLOSURES.
Not applicable.
ITEM 5. OTHER INFORMATION.
Rule 10b5-1 Trading Plans
During the three months ended June 30, 2026, none
of our directors or officers entered into, modified or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1
trading arrangement,” that were intended to satisfy the affirmative defense conditions of Rule 10b5-1, in each case as defined in
Item 408 of Regulation S-K.
ITEM 6. EXHIBITS.
(a) Exhibits. The following documents are filed
as part of this report:
| |
|
|
|
|
|
Incorporated
by Reference |
Exhibit
Number |
|
Exhibit Description |
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Form |
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SEC File No. |
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Exhibit
Number |
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Date |
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Filed
Herewith |
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| 3.1 |
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Articles of Incorporation, as amended |
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8-K |
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001-37487 |
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3.1 |
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September 19, 2022 |
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| 3.2 |
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Amended and Restated Bylaws of the Company |
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8-K |
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001-37487 |
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3.1 |
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September 12, 2019 |
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| 3.3 |
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Certificate of Change pursuant to NRS 78.209 |
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8-K |
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001-37487 |
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3.1 |
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October 16, 2025 |
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| 3.4 |
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Certificate of Change pursuant to NRS 78.209 |
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8-K |
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001-37487 |
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3.1 |
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July 31, 2026 |
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| 4.1 |
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Form of Warrant to Purchase Common Stock. |
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8-K |
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001-37487 |
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4.1 |
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July 8, 2026 |
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| 4.2 |
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Form of Placement Agent Warrant. |
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8-K |
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001-37487 |
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4.3 |
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July 8, 2026 |
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| 4.3 |
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Form of Pre-Funded Warrant |
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8-K |
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001-37487 |
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4.2 |
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July 8, 2026 |
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| 10.1 |
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Securities Purchase Agreement, dated July 6, 2026 |
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8-K |
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001-37487 |
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10.1 |
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July 8, 2026 |
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| 10.2 |
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Placement Agency Agreement, dated July 6, 2026 |
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8-K |
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001-37487 |
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10.2 |
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July 8, 2026 |
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| 31.1 |
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Certification of the Principal Executive Officer and Principal Financial Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934. |
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X |
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| 32.1^ |
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Certification of the Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350. |
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X |
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| 101.INS |
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Inline XBRL Instance Document with Embedded Linkbase Documents |
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X |
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| 101.SCH |
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Inline XBRL Taxonomy Extension Schema Document |
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X |
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| 104 |
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Cover Page Interactive Data File (formatted in XBRL, and included in exhibit 101) |
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| ^ |
The information in Exhibit 32.1 shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act (including this Quarterly Report), unless the Registrant specifically incorporates the foregoing information into those documents by reference. |
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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AETHLON MEDICAL, INC. |
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| Date: August 13, 2026 |
By: |
/s/ JAMES B. FRAKES |
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JAMES B. FRAKES |
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CHIEF EXECUTIVE OFFICER |
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CHIEF FINANCIAL OFFICER |
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(PRINCIPAL EXECUTIVE AND FINANCIAL OFFICER) |
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