Aeluma SEC Filings

Aeluma, Inc. has filed a resale prospectus covering up to 11,010,002 shares of its Common Stock, which may be sold from time to time by existing selling stockholders. The company’s shares trade on the Nasdaq Capital Market under the symbol ALMU, and Aeluma will not receive any proceeds from these stockholder sales, other than any cash received if placement agent warrants are exercised.

Aeluma develops high-performance optoelectronic devices and photodetector arrays using compound semiconductor materials on large-diameter silicon wafers for applications including 3D imaging, LiDAR, AR/VR, defense, aerospace and communications. The company has raised capital through recent underwritten offerings and note conversions and has secured U.S. government contracts with the Department of Energy, the U.S. Navy and NASA to advance shortwave infrared and quantum sensing technologies.

The prospectus highlights that Aeluma is an early-stage business, not yet in volume production, and faces risks common to speculative semiconductor ventures, including the need for additional capital, reliance on government and key customers, intense competition, regulatory complexity, and potential volatility in demand, supply chains and the broader chip industry.

Aeluma, Inc. has filed Post-Effective Amendment No. 6 to its Form S-1 to maintain the registration for the resale of up to 11,010,002 shares of common stock by selling stockholders. These shares include stock issued in prior offerings, merger-related share issuances, placement agent compensation and pre-merger holdings. The company will not receive proceeds from stockholder resales, other than potential cash from the future exercise of placement agent warrants, which could total up to $720,000.

Aeluma is an early-stage semiconductor company developing high-performance optoelectronic image sensors and photodetectors for applications such as 3D imaging, LiDAR, AR/VR, defense, aerospace and quantum systems. Recent financing activities include two 2025 underwritten offerings and conversion of $3.1 million of notes into equity, while a $100,000,000 shelf registration provides additional capital-raising flexibility. The company highlights multiple 2025 contracts with U.S. government agencies and emphasizes substantial risks typical of a young, unprofitable, R&D-intensive business operating in a cyclical, highly competitive semiconductor market.

Aeluma, Inc. has filed a prospectus supplement registering 2,017,498 shares of common stock and 85,653 shares of common stock underlying placement agent warrants. The supplement attaches the company’s latest quarterly report for the period ended September 30, 2025, giving investors updated financial and business information.

For the quarter, revenue rose to $1.4 million, up from $0.5 million a year earlier, mainly from government contracts, while the net loss widened to $1.5 million as the company increased spending on materials, staff, and stock-based compensation to support growth. Aeluma closed two public equity offerings in March and September 2025, boosting cash, cash equivalents, and a certificate of deposit to $38.1 million and alleviating previously disclosed substantial doubt about its ability to continue as a going concern. The company reports that its disclosure controls were not yet effective and is adding finance leadership and staff to improve internal controls.

Aeluma, Inc. filed a Prospectus Supplement updating its prospectus for 11,010,002 shares of common stock. The supplement incorporates the company’s latest Form 10-Q for the quarter ended September 30, 2025 and must be read together with the base prospectus dated October 6, 2023.

In the quarter, revenue reached $1.385 million, up from $481 thousand a year ago, while net loss was $1.493 million. Operating expenses rose to $2.993 million as the company expanded headcount and materials to support programs. Cash, cash equivalents and a certificate of deposit totaled $38.147 million, strengthened by net proceeds of $23.4 million from the September 2025 offering and $12.6 million from the March 2025 offering.

Shares outstanding were 17,857,863 as of November 10, 2025. Management reported disclosure controls and procedures were not effective as of quarter-end and outlined remediation steps, including hiring a CFO and adding accounting resources.

Aeluma, Inc. furnished an 8‑K announcing it issued a press release with financial results for the first quarter ended September 30, 2025. The release accompanies the company’s Form 10‑Q filed the same day and is included as Exhibit 99.1. The information under Item 2.02 is furnished, not filed, under the Exchange Act and is not subject to Section 18 liabilities, nor incorporated by reference unless expressly stated.

Aeluma, Inc. filed Post‑Effective Amendment No. 5 to its Form S‑1, covering the resale of up to 11,010,002 shares of Common Stock by selling stockholders. The company states it will not receive proceeds from these resales. Under “Use of Proceeds,” Aeluma notes it could receive cash only if Placement Agent Warrants are exercised, with gross proceeds of up to $720,000.

This amendment also updates mechanics around effectiveness under Section 8(a) and files Exhibit 23.1; no additional securities are being registered and fees were previously paid. The Nasdaq Capital Market lists ALMU; the last reported sales price was $15.58 per share as of October 30, 2025. The resale pool includes shares issued in prior offerings, merger-related issuances, pre‑merger holdings, and shares issuable upon warrant exercise, as detailed in “The Offering.”

Aeluma (ALMU) insider activity: A reporting person disclosed open-market sales of common stock. On 10/17/2025, sales totaled 33,344 shares at a weighted average price of $16.75, 5,913 shares at $17.77, and 743 shares at $18.45. On 10/20/2025, an additional 37,500 shares were sold at $16.39. The prices reflect weighted averages across multiple trades within disclosed ranges.

Following these transactions, the reporting person beneficially owned 2,319,988 shares, held directly. The filer is identified as a Director.

Aeluma, Inc. (ALMU) filed an 8-K under Item 8.01 to furnish its new investor PowerPoint presentation as Exhibit 99.1. The company also included the standard legend stating the report and exhibit do not constitute an offer to sell or a solicitation to buy securities in any jurisdiction prior to proper registration or qualification. The filing lists the company’s common stock trading on Nasdaq under the symbol ALMU.