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.
Avalon GloboCare filed its annual report describing a pivot from legacy biotech and China operations into two main businesses: the Keto Air consumer breathalyzer and the RPM AI-driven short‑form video platform acquired in December 2025. The company posted a net loss of $18,260,976 in 2025, including $17,518,873 from continuing operations, and its auditors raised substantial doubt about its ability to continue as a going concern.
Cash was only $109,091 at December 31, 2025 against a working capital deficit of $12,651,237 and outstanding debt of about $1.1 million, so Avalon plans to raise additional capital and depends on future revenue from Keto Air and the RPM platform, which is still in beta with Phase 2 targeted for Q3 2026. The company also issued Series E preferred stock valued at $19.5 million to buy RPM, faces potential dilution from several preferred series and convertible notes, and must secure shareholder approval and stay within Nasdaq rules to fully convert the new preferred shares.
Avalon GloboCare Corp. completed a private placement, raising approximately $2.8 million in net proceeds from institutional investors through a mix of common stock, pre-funded warrants and Series A-1 and A-2 warrants.
The deal included 490,197 shares of common stock at $0.51 per share, pre-funded warrants to purchase up to 5,882,353 shares, and Series A-1 and A-2 warrants to purchase up to 6,372,550 shares each at an exercise price of $0.51 per share, all subject to specified ownership caps and, for the common warrants, stockholder approval. H.C. Wainwright received cash fees and placement agent warrants for 318,628 shares at $0.6375 per share, and Roth Capital Partners was paid $75,000 as financial advisor.
The company plans to use the net proceeds primarily for operating expenses, working capital, and repayment of certain outstanding debt. Separately, it issued 287,411, 230,739 and 750,522 shares of common stock on February 19, 24 and 26, 2026 upon net exercises of existing warrants, with no cash proceeds received from those exercises.
Avalon Globocare Corp. reported changes to executive and board compensation. On March 4, 2026, the Board approved a cash bonus of $175,000 for Chief Financial Officer Luisa Ingargiola in recognition of her efforts advancing the business and financial position during the 2025 fiscal year.
The Board also increased annual fees payable to lead director Steven Saunders to $95,000 for his service on the Board of Directors. These actions reflect compensation decisions rather than operational or financial performance metrics.
Avalon GloboCare Corp. reporting persons Mitchell P. Kopin, Daniel B. Asher and Intracoastal Capital LLC jointly state beneficial ownership of 490,197 shares of Common Stock, representing 7.0% of the outstanding common stock based on 7,042,348 shares outstanding as of February 27, 2026.
The filing excludes two warrants held by Intracoastal (each exercisable into 490,197 shares) because each warrant is not exercisable until stockholder approval of the issuances and contains a blocker provision limiting exercise to prevent ownership above 4.99%. Without those blocker provisions (and if exercisable), the reporting persons may be deemed to beneficially own 1,470,591 shares.
Avalon GloboCare Corp. is asking stockholders to approve several financing-related actions and a potential reverse stock split at a March 30, 2026 virtual special meeting. Holders of 6,264,740 common shares as of February 17, 2026 can vote.
The Company seeks approval for conversions tied to July 2025 convertible notes, a December 2025 bridge note plus 100,000 commitment shares, and its Series C preferred stock, each needed to comply with Nasdaq Listing Rule 5635(d) because conversions could exceed 20% of prior outstanding shares.
Stockholders are also asked to approve exchanging 5,000 Series D preferred shares held by Chairman Wenzhao Lu for 2,074,689 common shares, issuing 450,000 restricted shares to an advisor, and authorizing a reverse stock split at a ratio between 1‑for‑2 and 1‑for‑25, without reducing authorized common shares, to help maintain Nasdaq listing and potentially broaden investor interest. An adjournment proposal would allow extra time to solicit votes if needed. The Board unanimously recommends voting “FOR” all proposals.
Avalon GloboCare Corp. entered into a private placement with institutional investors, raising approximately $3.25 million gross through the sale of 6,372,550 shares of common stock (or pre-funded warrants in lieu) at $0.51 per share, plus accompanying Series A-1 and Series A-2 warrants.
The company expects net proceeds of about $2.8 million, which it plans to use to repay certain outstanding debt and for working capital and general corporate purposes. The warrants, covering up to 12,745,100 shares, carry a $0.51 exercise price and become exercisable after stockholder approval, with expirations five years and eighteen months from that approval, respectively.
Avalon GloboCare Corp. filed a current report describing that it has been accepted into the AMD AI Developer Program. This gives Avalon access to AMD Developer Cloud credits, advanced tools, training, and community resources aimed at supporting and accelerating artificial intelligence development.
Avalon plans to use these resources mainly through its AI-focused subsidiary Avalon Quantum AI LLC (AQAI) to scale automated commentary video generation, future enterprise documentation tools, and an AI-powered workflow automation platform. Management highlights this as part of Avalon’s broader repositioning as a technology-focused AI company.
Avalon Globocare Corp. entered a financing deal with an accredited investor, issuing a promissory note with a principal amount of $233,910 (including a $26,910 original issue discount) for gross proceeds of $207,000. The note carries a one-time interest charge of $28,069 (12% of principal), matures on February 15, 2027, and can accrue default interest at 22% per year if unpaid.
The note can be prepaid at 96–98% of principal plus interest depending on timing, and is scheduled for a $144,088 payment on August 15, 2026, followed by monthly installments of $19,648.50 from September 15, 2026 through maturity. Upon an event of default, it becomes immediately due at 150% of outstanding amounts and may be converted into common stock at 75% of market price, subject to a 4.99% beneficial ownership cap and a 19.99% limit relative to shares outstanding on the issuance date without prior stockholder approval.
The filing also reports that directors William B. Stilley III, Wilbert J. Tauzin II and Tevi Troy resigned from the board on February 24, 2026, not due to any disagreement with the company. On the same date, the board appointed Lourdes Felix, Michael Mathews and Steven Sanders to key committee and leadership roles, including audit committee chair, nominating and corporate governance committee chair, and lead independent director.
Avalon GloboCare Corp. director Michael Mathews reported receiving 1,364.840 shares of the company’s Series E Non-Voting Convertible Preferred Stock at a stated price of $0 per share. These preferred shares were issued in exchange for 2,600,000 common shares of RPM Interactive, Inc. as part of Avalon GloboCare’s acquisition of RPM.
Each share of this Series E preferred stock is perpetual, so it has no expiration date, and it becomes convertible into Avalon GloboCare equity at any time from and after May 12, 2026, or earlier if the company consents in writing.
Avalon GloboCare Corp. director Mathews Michael filed an initial insider ownership report on Form 3. The filing establishes his status as a director of the company but does not list any specific share transactions or changes in ownership.