Welcome to our dedicated page for Firefly Neuroscience SEC filings (Ticker: AIFF), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Firefly Neuroscience, Inc. filings document the public-company disclosures of an AI precision-neuroscience business focused on EEG/ERP brain analytics and related software platforms. Its Form 8-K reports cover material financing agreements, including securities purchase agreements for unit issuances and at-the-market common stock sales arrangements, along with corporate events affecting its capital structure.
Proxy and annual meeting filings describe Firefly Neuroscience governance matters, including director elections, auditor ratification, incentive plan amendments, common stock voting mechanics and stockholder vote results. The filing record also provides formal disclosure context for the company’s operating model, commercialization activities, equity plan administration and governance obligations as a Nasdaq-listed Delaware corporation.
Firefly Neuroscience, Inc. registers up to 22,500,000 shares of common stock for resale by identified selling stockholders under a shelf prospectus. The registration covers shares issuable upon exercise of multiple warrant series from March and May 2026 private placements. Firefly will not receive proceeds from Selling Stockholder resales; the company may receive proceeds only if Warrants are exercised for cash. Shares outstanding were 15,571,780 as of May 15, 2026; outstanding after giving effect to the registered issuance is stated as 38,071,780.
Firefly Neuroscience, Inc. reported significantly higher quarterly revenue but continued losses and liquidity pressure. For the three months ended March 31, 2026, revenue rose to $485 thousand from $43 thousand, mainly from the Evoke Neuroscience acquisition, while net loss narrowed to $2.0 million from $12.9 million. Operating expenses were $2.2 million, similar to the prior year, and cash used in operations was $1.95 million.
The company ended the quarter with $3.1 million in cash and an accumulated deficit of $113.6 million, and its auditors and management stated that these conditions raise substantial doubt about its ability to continue as a going concern. To bolster liquidity, Firefly raised $2.4 million in Q1 2026 and a further $8.0 million in April through unit private placements, and it put in place a $7.4 million at-the-market stock offering and a pending up to $1.0 million units offering, all of which depend on market access.
Firefly Neuroscience, Inc. entered into a securities purchase agreement with an accredited investor for a private placement of up to 666,667 units at $1.50 per unit, for aggregate gross proceeds of up to $1,000,000. Each unit includes one share of common stock plus two five-year warrants, one exercisable at $1.88 per share and the other at $2.50 per share.
The warrants carry beneficial ownership limits of 4.99% or 9.99% and are not exercisable until stockholders approve the warrant share issuance. The closing depends on both stockholder approval and effectiveness of a resale registration statement on Form S-1 (or similar) covering the shares and warrant shares.
Firefly Neuroscience, Inc. completed an additional private financing closing, issuing 5,333,333 Units to an accredited investor for a total purchase price of $8,000,000 at $1.50 per Unit under its existing Securities Purchase Agreement.
The company and all investors entered into an Amended and Restated Lock-Up Agreement, restricting transfers of specified securities for a 30-day period ending on May 16, 2026, after which the lock-up securities will be fully released. In connection with this closing, investors also agreed to extend the deadline for the company to file a related Registration Statement with the SEC to May 21, 2026, with targeted effectiveness within 45 or 90 days after filing, depending on SEC review.
Firefly Neuroscience, Inc. files its annual report describing an AI-driven brain health platform built around its FDA-510(k) cleared Evoke System and Firefly analytics database. The system is deployed at more than 85 U.S. clinical sites, using a subscription model that ties revenue to assessment volume.
The company highlights a proprietary database of over 191,000 standardized EEG/ERP records across 12+ neurological and psychiatric disorders, and 23 issued U.S. patents supporting its technology. However, recurring losses, an accumulated deficit and negative operating cash flows raise substantial doubt about its ability to continue as a going concern without new capital.
FIREFLY NEUROSCIENCE, INC. filed an amended Form 3 updating insider holdings for Interim CEO Gregory Lipschitz. The amendment reports that 403,707 shares of common stock are held indirectly through Bower Four Capital Corporation, where he is the sole stockholder, and clarifies that he disclaims beneficial ownership except for his pecuniary interest. The shares were mistakenly omitted from the original Form 3 due to an error by the company’s SEC financial printer, so this amendment reflects a correction rather than a new transaction.
Firefly Neuroscience, Inc. entered a private securities purchase agreement with accredited investors, raising an initial $2,250,000 through 1,500,000 Units at $1.50 per Unit. Investors also have the right to make up to an additional $18,000,000 in Unit purchases within 30 days after the initial closing.
Each Unit includes either one share of common stock or a pre-funded warrant, plus two five-year warrants exercisable at $1.88 and $2.50 per share, subject to 4.99% or 9.99% beneficial ownership limits. The transaction was priced at the Nasdaq Minimum Price and structured to comply with Nasdaq Listing Rule 5635(d) without stockholder approval.
The company agreed to file a resale registration statement for the shares and warrant shares by April 15, 2026, and to seek its effectiveness within set SEC review timelines. Investors are subject to a six-month lock-up on their securities through September 12, 2026, followed by a six-month leak-out period through March 12, 2027, with monthly incremental releases.
FIREFLY NEUROSCIENCE, INC. director and President & COO David DeCaprio reported acquiring 44,872 shares of Common Stock, received as a grant or award at a price of $0.00 per share. After this vesting event, he directly owns 77,866 Common Stock shares.
The shares relate to restricted stock units originally granted on April 18, 2025 for 263,952 shares under the 2024 Long-Term Incentive Plan. On March 10, 2026, the Compensation Committee determined the performance conditions were met, triggering vesting of these 44,872 shares as part of that larger award.
FIREFLY NEUROSCIENCE, INC. Chief Executive Officer Gregory Lipschitz reported an equity compensation vesting rather than a market trade. On March 10, 2026, he acquired 65,988 shares of Common Stock at a price of $0.0000 per share through a grant/award.
These shares relate to restricted stock units granted on April 18, 2025 for 395,927 shares under the 2024 Long-Term Incentive Plan, after the compensation committee determined performance conditions had been met for 65,988 shares. Following this vesting, he holds 530,184 shares, including 464,196 held by Bower Four Capital Corporation and 65,988 shares held directly.
Firefly Neuroscience, Inc. entered into an at-the-market equity offering agreement with Konik Capital Partners, LLC, allowing the company to sell shares of common stock with an aggregate offering price of up to $7,434,266 on Nasdaq or other markets. Konik will act as sales agent or principal, earning a 2.0% commission on gross proceeds and reimbursement of specified legal and diligence costs. The shares are being offered under Firefly’s effective Form S-3 shelf registration and a February 3, 2026 prospectus supplement, and the company currently intends to use net proceeds for working capital and general corporate purposes.
Separately, a wholly owned subsidiary amended the employment agreement of Chief Technology Officer Gil Issachar, replacing his automatic annual bonus with eligibility for a discretionary annual bonus of up to one month of gross salary and providing for payment of outstanding bonuses accrued through December 31, 2025.