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Aptorum Group Ltd SEC Filings

APM NASDAQ

Welcome to our dedicated page for Aptorum Group SEC filings (Ticker: APM), 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.

Aptorum Group Limited (NASDAQ: APM) is a foreign private issuer that files reports with the U.S. Securities and Exchange Commission, and its SEC filings provide detailed information about its operations as a clinical stage biopharmaceutical company and about key corporate transactions. As disclosed in its Form 20-F and multiple Form 6-K reports, Aptorum focuses on the discovery, development and commercialization of therapeutic assets for diseases with unmet medical needs, particularly in oncology, including orphan oncology indications, and infectious diseases. The company has also reported activities in healthcare services and diagnostics collaborations.

On this SEC filings page, readers can review Aptorum’s current reports on Form 6-K, which cover topics such as interim financial statements, registered direct offerings, and the Agreement and Plan of Merger with DiamiR Biosciences Corp. One Form 6-K describes the July 14, 2025 merger agreement under which Aptorum will form a Delaware subsidiary that will merge with and into DiamiR, with DiamiR surviving as a wholly owned subsidiary of Aptorum, subject to shareholder approvals and other closing conditions. Other 6-K filings attach DiamiR’s financial statements and management’s discussion and analysis, and incorporate Aptorum’s registration statement on Form S-4 related to the proposed merger.

Additional filings detail Aptorum’s financing activities, including a registered direct offering of Class A ordinary shares and a concurrent private placement of restricted warrants, with information on the number of shares, warrant terms, gross proceeds and intended use of proceeds. These documents also describe lock-up agreements with officers and directors and the role of placement agents. Separate filings address Nasdaq listing matters, such as the company’s disclosure of a minimum bid price deficiency notice and subsequent regaining of compliance.

Through Stock Titan, users can access these filings as they are furnished to EDGAR and take advantage of AI-powered tools to help interpret complex documents. AI-generated summaries can highlight key elements of Aptorum’s Form 20-F annual report, including risk factors and business descriptions, and explain the implications of interim financial statements filed on Form 6-K. Real-time updates surface new filings as they appear, while AI analysis of transaction-related documents, such as the Form S-4 and merger-related 6-Ks, can help clarify the structure of the proposed merger with DiamiR, expected ownership percentages, and the conditions to closing.

Investors can also use this page to monitor Aptorum’s ongoing reporting obligations, review historical filings for context on its research and development focus, and examine disclosures around financing arrangements and listing compliance. Together, these SEC documents provide a regulatory record of how Aptorum describes its business, risks, capital structure and major corporate actions over time.

Rhea-AI Summary

Aptorum Group Limited has filed a Form F-1 to register up to 2,060,000 Class A Ordinary Shares for resale by selling securityholders upon exercise of outstanding warrants. These include 2,000,000 shares underlying October 2025 investor warrants exercisable at $2.00 per share and 60,000 shares underlying placement agent warrants exercisable at $2.50 per share. Aptorum will not receive proceeds from resale of the shares, but would receive cash if the warrants are exercised. The filing describes recent financings, including an October 2025 registered direct offering and private placement and a January 2025 registered direct sale of 1,535,000 shares. It also outlines a planned stock-for-stock merger with DiamiR, under which DiamiR holders would own about 70% of the combined company, along with Hong Kong/PRC regulatory and HFCAA-related listing risks and a policy of retaining earnings rather than paying dividends.

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Rhea-AI Summary

Aptorum Group (APM) completed a registered direct financing, selling 1,000,000 Class A ordinary shares and issuing, in a concurrent private placement, restricted warrants to purchase up to 2,000,000 shares, for aggregate gross proceeds of about $2 million. The warrants are exercisable immediately at $2.00 per share and expire 24 months from the effective date of a resale registration statement for the warrant shares. The transaction closed on October 14, 2025.

H.C. Wainwright & Co. acted as exclusive placement agent. Fees include 7% of gross proceeds, a 1% management fee, specified expenses, and clearing fees. Aptorum expects net proceeds of approximately $1.725 million, to be used for working capital and to help fund expenses tied to the previously announced DiamiR Biosciences merger, which remains subject to closing conditions. The company agreed to a 30‑day issuance lock-up, and officers and directors agreed to a 30‑day sale lock-up following closing.

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Rhea-AI Summary

Aptorum Group (APM) furnished DiamiR Biosciences’ quarterly financials and related MD&A for the quarter ended August 31, 2025. This update is tied to the previously announced plan for Aptorum to merge its newly formed Delaware subsidiary with DiamiR, leaving DiamiR as a wholly owned subsidiary. The Merger remains subject to Aptorum shareholder approval and the satisfaction or waiver of other closing conditions set out in the Merger Agreement.

The furnished materials are incorporated by reference into Aptorum’s existing registration statements on Form S-8 (No. 333-232591) and Form F-3 (No. 333-268873), making the DiamiR disclosures part of those offerings’ prospectuses. The filing also includes the Merger Agreement reference and Inline XBRL exhibits.

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Rhea-AI Summary

Aptorum Group Limited is offering 1,000,000 Class A Ordinary Shares at $2.00 per share in a registered primary offering under a prospectus supplement. Gross proceeds are $2,000,000 and estimated proceeds to the company before expenses are $1,860,000. The placement agent fee is $140,000. In a concurrent private placement, the investor will receive warrants to purchase up to 2,000,000 Class A Ordinary Shares at an exercise price of $2.00; those warrants and shares issuable upon exercise are being sold in a private exemption and are not registered here. The prospectus supplement notes a public float of approximately $15.28 million as of October 10, 2025 and states customary closing conditions and risk disclosures including the Cayman Islands holding company structure.

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Rhea-AI Summary

Aptorum Group Limited filed a Form 6-K to update investors on its previously announced merger with DiamiR Biosciences Corp.. The filing explains that Aptorum will form a wholly owned Delaware subsidiary that will merge with and into DiamiR, leaving DiamiR as a wholly owned subsidiary of Aptorum after the merger.

The merger remains subject to Aptorum shareholder approval and other closing conditions set out in the Merger Agreement dated July 14, 2025. Aptorum also reports that it has filed a proxy statement/prospectus on Form S-4 with the SEC, which provides detailed information about Aptorum, DiamiR and the merger, including financial statements for both companies and transaction-related financial information.

This Form 6-K incorporates the S-4 and related exhibits by reference into Aptorum’s existing Form S-8 and Form F-3 registration statements, meaning those registration statements now include the merger-related disclosures. The filing also includes standard forward-looking statement cautions, emphasizing that expectations about the merger and future performance involve risks and uncertainties.

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Rhea-AI Summary

Aptorum Group Ltd (APM) is proposing a business combination with DiamiR that would domesticate the Cayman Islands parent into a Delaware corporation and reorganize its share capital while issuing Aptorum Delaware shares to DiamiR shareholders under a defined Conversion Ratio. Key transaction mechanics include a Share Consolidation (reverse split) to be set by the board before domestication, issuance scenarios that would produce up to 23,499,080 Aptorum Delaware common shares to DiamiR holders under one conversion example, and the creation of a non-voting Series A preferred for existing Aptorum Class B holders in another example.

The filing discloses commercial and operational ties: an Intellectual Property License Agreement with an upfront payment of $5,000 and monthly fees of $1,200 through the earlier of the Merger closing or December 31, 2025, plus governance and board appointment rights for major stockholders. Material risks noted include regulatory uncertainty in China/Hong Kong (including PCAOB/HFCAA inspection risks), continued Nasdaq listing concerns, DiamiR’s lack of product revenues and expected ongoing losses, and execution risks tied to clinical development and funding.

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Rhea-AI Summary

Aptorum Group Limited submitted a Form 6-K to provide its unaudited interim condensed consolidated financial statements for the six months ended June 30, 2025, along with a related operating and financial review. These materials give an updated picture of the company’s mid‑year financial position and performance.

The company is also incorporating these interim financial statements into its existing Form S-8 and Form F-3 registration statements, so the new information becomes part of those offering documents. The filing further lists key agreements related to its previously disclosed transaction with DiamiR, including a merger agreement, management services agreement, intellectual property license, voting and support agreement, and a form of stockholders agreement, plus the associated Inline XBRL data files.

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Aptorum Group Limited filed a 6-K updating investors on its planned merger with DiamiR Biosciences Corp.. Under the previously announced Agreement and Plan of Merger, Aptorum will form a Delaware subsidiary that will merge into DiamiR, leaving DiamiR as a wholly owned subsidiary of Aptorum. The filing notes that later this week DiamiR will present at the HCW Conference, using a presentation about both companies and the merger, which is furnished as Exhibit 99.1.

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FAQ

How many Aptorum Group (APM) SEC filings are available on StockTitan?

StockTitan tracks 19 SEC filings for Aptorum Group (APM), 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 Aptorum Group (APM)?

The most recent SEC filing for Aptorum Group (APM) was filed on November 17, 2025.