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Avalon Globocare Corp SEC Filings

ALBT NASDAQ

Welcome to our dedicated page for Avalon Globocare SEC filings (Ticker: ALBT), 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.

Avalon GloboCare Corp. filings document public-company disclosures for its consumer diagnostics, generative AI software, intellectual property, and capital structure. Recent 8-K reports cover material events involving Avalon Quantum AI LLC, the Catch-Up AI video platform, Nasdaq listing-compliance notices, shareholder communications, and pro forma financial information tied to the completed sale of Avalon RT 9 Properties, LLC.

The company’s proxy and registration filings describe board elections, auditor ratification, equity incentive-plan matters, advisory compensation votes, Nasdaq-rule approvals for warrant share issuance, and securities registration matters. Avalon’s filings also address common stock, warrants, pre-funded warrants, shareholder voting mechanics, governance procedures, operating and financial results, and risk disclosures for a smaller reporting company.

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Avalon GloboCare Corp. held its annual stockholder meeting, where 4,364,690 common shares were represented, constituting a quorum. Stockholders elected four directors to one-year terms and ratified M&K CPAS, PLLC as independent registered public accounting firm for the year ending December 31, 2026.

They approved the 2026 Stock Incentive Plan and an advisory say-on-pay vote on 2025 executive compensation. Stockholders also approved issuances related to Series A-1 and A-2 warrants and placement agent warrants from a February 27, 2026 private placement, and authorized the board to implement a reverse stock split between 1‑for‑2 and 1‑for‑25 at its discretion before June 9, 2027.

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Avalon GloboCare Corp. entered into two short-term promissory notes to raise cash and made key leadership changes. On June 1 and June 2, 2026, the company issued a $250,000 note to Dune Equity Holdings LLC and a $250,000 note to FirstFire Global Opportunities Fund, LLC, each including a $50,000 original issuance discount and providing $200,000 in gross proceeds for working capital and general corporate purposes.

Each note carries a one-time interest charge equal to 18.75% of the principal, scheduled payments of $62,500 on September 1, October 1, and November 1, 2026, and a final balloon payment on December 1, 2026. The notes include a most-favored-nations protection for non-convertible debt and require 25% of net proceeds from future equity, debt, or asset sales to repay outstanding amounts. A side letter grants Hudson Global Ventures, LLC a three-day right of first refusal on any Equity Line of Credit transaction for 18 months.

The board appointed Luisa Ingargiola as Chief Strategy Officer and Sam Knipper as Chief Financial Officer, effective June 3, 2026. Ingargiola’s new Executive Retention Agreement provides a $230,000 base salary, potential bonuses tied to performance, stockholder approvals, and change of control events, plus option grants for up to 750,000 shares and detailed severance and benefit protections. Knipper will serve as CFO through Brio Financial Group under a consulting arrangement where Avalon pays Brio $10,000 per month.

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Avalon Globocare Corp. disclosed a joint Schedule 13G filing showing Armistice Capital, LLC and Steven Boyd report 890,521 shares, representing 9.99% of the common stock (CUSIP 05344R302). Armistice Capital is the investment manager of the Master Fund and reports shared voting and dispositive power over these shares.

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Rhea-AI Summary

Avalon GloboCare reported a Q1 2026 net loss of $4.5M, wider than $2.5M a year earlier, as it invested in AI-driven software while recording no income from its former lab services equity method investment.

The company had cash of $776K at March 31, 2026 and used $2.9M in operating cash flow, contributing to a working capital deficit of about $2.8M. Management disclosed “substantial doubt” about its ability to continue as a going concern without new capital and higher revenue.

To fund operations, Avalon raised gross proceeds of $3.25M in a February 2026 private placement of common stock, pre-funded warrants and additional warrants, and added new short-term debt totaling over $1.2M. It also sold its Avalon RT 9 real estate subsidiary to its chairman for $9.0M, treating those activities as discontinued operations while shifting focus to AI and KetoAir-related businesses.

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Avalon GloboCare Corp. filed an amended report providing unaudited pro forma financial information for the previously completed $9,000,000 sale of its subsidiary Avalon RT 9 Properties, LLC, which owned the company’s headquarters building in Freehold, New Jersey.

The pro forma balance sheet as of December 31, 2025 shows total assets decreasing from $23,400,737 historically to $16,106,352 after removing RT9-related assets and liabilities, while total equity increases from $9,230,108 to $11,178,393 mainly through a $1,948,285 adjustment to additional paid-in capital. For 2025, pro forma net loss attributable to common shareholders narrows from $18,098,503 to $17,356,400 by eliminating discontinued operations tied to the property business.

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Avalon GloboCare Corp. is expanding its AI video capabilities through a new collaboration involving Amazon Web Services and Caylent. Subsidiary Avalon Quantum AI LLC is working with AWS on Phase 2 of its Catch-Up agentic AI video platform, with Caylent leading development as an AWS Premier Tier Consulting Partner.

AWS has agreed to provide $125,000 of funding for this project, contingent on completion within 7 months; the work is currently estimated to be finished in about 4 months. Phase 2 aims to turn Catch-Up from a manually configured tool into a fully autonomous agentic AI video system, making it easier for content creators to generate personalized videos across multiple social media platforms.

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Avalon GloboCare Corp. is registering for resale up to 19,436,278 shares of Common Stock held by selling stockholders, including common shares and shares issuable upon exercise of various warrants.

The Company will not receive proceeds from resale by the selling stockholders, although cash proceeds could be received if warrants are exercised in cash — full exercise of the 18,946,081 warrant shares referenced would yield approximately $6.7 million in gross proceeds. The prospectus also discloses a Nasdaq minimum bid-price noncompliance notice (closing bid $0.4490 on April 17, 2026) and the company’s ongoing going-concern uncertainty driven by operating losses and a working-capital deficit.

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Avalon GloboCare Corp. is asking stockholders to vote at its virtual 2026 annual meeting on June 9, 2026 at 9:00 a.m. Eastern Time. Holders of 8,323,609 shares of common stock outstanding as of April 15, 2026 can vote online, by phone, mail, or during the webcast.

Stockholders will elect four directors, ratify M&K CPAS, PLLC as auditor for 2026, approve the 2026 Stock Incentive Plan, and cast an advisory Say-on-Pay vote on 2025 executive compensation. They are also asked to approve, under Nasdaq Listing Rule 5635(d), Series A-1 warrants to purchase up to 6,372,550 shares, Series A-2 warrants to purchase up to 6,372,550 shares, placement agent warrants to purchase up to 318,628 shares, and the related common shares issued in a February 27, 2026 private placement, plus authorize a reverse stock split at a ratio between 1-for-2 and 1-for-25 without reducing authorized shares.

The board unanimously recommends voting FOR all six proposals and has retained Campaign Management as proxy solicitor.

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FAQ

How many Avalon Globocare (ALBT) SEC filings are available on StockTitan?

StockTitan tracks 50 SEC filings for Avalon Globocare (ALBT), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Avalon Globocare (ALBT)?

The most recent SEC filing for Avalon Globocare (ALBT) was filed on June 9, 2026.