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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 OR 15(d) of The
Securities
Exchange Act of 1934
Date
of Report (Date of earliest event reported) January 20,
2026
AIM
IMMUNOTECH INC.
(Exact
name of registrant as specified in its charter)
| Delaware |
|
001-27072 |
|
52-0845822 |
| (state
or other jurisdiction |
|
(Commission |
|
(IRS
Employer |
| of
incorporation) |
|
File
Number) |
|
Identification
No.) |
| 2117
SW Highway 484, Ocala
FL |
|
34473 |
| (Address
of principal executive offices) |
|
(Zip
Code) |
Registrant’s
telephone number, including area code: (352)
448-7797
(Former
name or former address, if changed since last report.)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions (see General Instruction A.2. below):
| ☐ |
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| |
|
| ☐ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
|
| ☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| |
|
| ☐ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate
by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933
(§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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. ☐
Securities
registered pursuant to Section 12(b) of the Act:
| Title
of each class |
|
Trading
Symbol |
|
Name
of each exchange on which registered |
| Common
Stock, par value $0.001 per share |
|
AIM |
|
NYSE
American |
Item
7.01. Regulation FD Disclosure.
Furnished
herewith as Exhibits 99.1 and 99.2, respectively, are a January 20, 2026 Notice of Change and Modifications of Class E Common Stock Purchase
Warrants and a January 20, 2026 Notice of Change and Modifications of Class F Common Stock Purchase Warrants that were sent to the holders
of these warrants.
The
information, including Exhibits 99.1 and 99.2 referenced herein, are “furnished” and shall not be deemed “filed”
for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section.
It may only be incorporated by reference in another filing under the Securities Exchange Act of 1934, as amended, or the Securities Act
of 1933, as amended, if and to the extent such subsequent filing specifically references the information herein as being incorporated
by reference in such filing.
Cautionary
Statement Regarding Forward-Looking Statements
Some
of the statements included in the notices filed herewith may be forward-looking statements that involve a number of risks and uncertainties.
Among other things, for those statements, we claim the protection of safe harbor for forward-looking statements contained in the Private
Securities Litigation Reform Act of 1995. Any forward-looking statements set forth in the notices speak only as of the date of the notices.
We do not undertake to update any of these forward-looking statements to reflect events or circumstances that occur after the date thereof.
We are in various stages of seeking to determine whether Ampligen® will be effective in the treatment of multiple types of viral
diseases, cancers, and immune-deficiency disorders and disclosures in our reports filed with the Securities and Exchange Commission (“SEC”)
on our website and in our press releases set forth our current and anticipated future activities. These activities are subject to change
for a number of reasons. Significant additional testing and trials will be required to determine whether Ampligen® will be effective
in the treatment of these conditions. Results obtained in animal models do not necessarily predict results in humans. Human clinical
trials will be necessary to prove whether or not Ampligen® will be efficacious in humans. No assurance can be given as to whether
current or planned clinical trials will be successful or yield favorable data and the trials are subject to many factors including lack
of regulatory approval(s), lack of study drug, or a change in priorities at the institutions sponsoring other trials. Even if these clinical
trials are initiated, we cannot assure that the clinical studies will be successful or yield any useful data or require additional funding.
Among the studies are clinical trials that provide only preliminary data with a small number of subjects, and no assurance can be given
that the findings in these studies will prove true or that the study or studies will yield favorable results. No assurance can be given
that future studies will not result in findings that are different from those reported in the studies referenced in our reports filed
with the SEC, on our website and in our press releases. Operating in foreign countries carries with it a number of risks, including potential
difficulties in enforcing intellectual property rights. We cannot assure that our potential foreign operations will not be adversely
affected by these risks.
Please
review the “Risk Factors” section in our latest annual report on Form 10-K and subsequent quarterly reports on Form 10-Q.
Our filings are available at www.aimimmuno.com. The information found on our website is not incorporated by reference herein and is included
for reference purposes only.
Item
9.01. Financial Statements and Exhibits.
(d)
Exhibits
The
following exhibits are filed herewith:
| Exhibit |
|
|
| Number |
|
Description |
| |
|
|
| 99.1 |
|
“January
20, 2026 Notice of Change and Modifications of Class E Common Stock Purchase Warrants” |
| 99.2 |
|
“January
20, 2026 Notice of Change and Modifications of Class F Common Stock Purchase Warrants” |
| 104 |
|
Cover
Page Interactive Data File (embedded within the Inline XBRL document) |
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 hereunto duly authorized.
| |
AIM
ImmunoTech Inc. |
| |
|
|
| Date:
January 20, 2026 |
By |
/s/
Thomas K. Equels |
| |
|
Thomas
K. Equels, CEO |