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Aspire Biopharma Holdings, Inc. filings document capital-structure actions, shareholder voting matters, and material agreements tied to its public securities. Proxy statements and current reports cover warrant share authorizations, warrant exercise-price and share adjustments, Series A Convertible Preferred Stock financing, registration rights, conversion-share approvals under Nasdaq Rule 5635(d), and reverse-split authority.
The filing record also includes amended material-event reports and stockholder meeting disclosures. These documents describe governance procedures, security-holder approvals, public-company compliance matters, operating and financial reporting categories, and formal disclosure related to the company’s drug-delivery business and security structure.
Aspire Biopharma Holdings, Inc., an early-stage biopharmaceutical company focused on sublingual delivery of known drugs and supplements, reported its unaudited results for the quarter ended March 31, 2026.
The company generated its first reported commercial revenue, with net revenue of $28,353 from nutraceutical products, producing a modest gross margin of $5,750. Operating expenses were driven mainly by general and administrative costs of $1,020,457, research and development of $296,723, and sales and marketing of $334,739, leading to a loss from operations of $1,646,169. Including other expense, primarily related to financing activities, Aspire recorded a net loss of $3,222,892, a substantial improvement from the prior year period’s loss of $15,941,328, which had been inflated by large stock-based compensation.
The balance sheet strengthened significantly. Cash and cash equivalents rose to $5,857,024 from $1,003,904 at year-end, and total assets increased to $7,117,147. Total liabilities declined to $3,248,684 from $7,688,495, reflecting repayment and conversion of prior debt. Stockholders moved from a deficit of $(6,376,329) to positive equity of $3,868,463, aided by issuances of Series A convertible preferred stock and common shares issued for debt exchanges and financing fees.
Operating cash outflows were $3,038,522, but Aspire received $7,891,642 in net cash from financing activities, including Series A preferred proceeds and debentures. Management disclosed that available liquidity, including cash from a February and April 2026 preferred stock financing and an equity line of credit allowing up to $100 million in common stock sales over 24 months, is expected to fund operations for at least one year after the financial statements’ filing date.
Aspire Biopharma Holdings, Inc., an early-stage biopharmaceutical company focused on sublingual delivery of known drugs and supplements, reported its unaudited results for the quarter ended March 31, 2026.
The company generated its first reported commercial revenue, with net revenue of $28,353 from nutraceutical products, producing a modest gross margin of $5,750. Operating expenses were driven mainly by general and administrative costs of $1,020,457, research and development of $296,723, and sales and marketing of $334,739, leading to a loss from operations of $1,646,169. Including other expense, primarily related to financing activities, Aspire recorded a net loss of $3,222,892, a substantial improvement from the prior year period’s loss of $15,941,328, which had been inflated by large stock-based compensation.
The balance sheet strengthened significantly. Cash and cash equivalents rose to $5,857,024 from $1,003,904 at year-end, and total assets increased to $7,117,147. Total liabilities declined to $3,248,684 from $7,688,495, reflecting repayment and conversion of prior debt. Stockholders moved from a deficit of $(6,376,329) to positive equity of $3,868,463, aided by issuances of Series A convertible preferred stock and common shares issued for debt exchanges and financing fees.
Operating cash outflows were $3,038,522, but Aspire received $7,891,642 in net cash from financing activities, including Series A preferred proceeds and debentures. Management disclosed that available liquidity, including cash from a February and April 2026 preferred stock financing and an equity line of credit allowing up to $100 million in common stock sales over 24 months, is expected to fund operations for at least one year after the financial statements’ filing date.
Highbridge Capital Management reported beneficial ownership of 273,000 shares of Aspire Biopharma common stock issuable upon exercise of warrants, representing 5.2% of the class assuming exercise.
The filing states shares outstanding were 5,024,124 as of March 27, 2026, and the reported position reflects warrants directly held by Highbridge Funds. The statement clarifies the shares are issuable upon exercise of warrants and attributes voting and dispositive power to the Reporting Person.
Highbridge Capital Management reported beneficial ownership of 273,000 shares of Aspire Biopharma common stock issuable upon exercise of warrants, representing 5.2% of the class assuming exercise.
The filing states shares outstanding were 5,024,124 as of March 27, 2026, and the reported position reflects warrants directly held by Highbridge Funds. The statement clarifies the shares are issuable upon exercise of warrants and attributes voting and dispositive power to the Reporting Person.
Aspire Biopharma Holdings, Inc. approved a major change to its capital structure by amending its Certificate of Incorporation to implement a 1-for-30 reverse stock split of its issued and outstanding common stock. This means every thirty existing shares will be automatically combined into one new share when the change becomes effective.
No fractional shares will be issued; any resulting fraction will be rounded up to the nearest whole share, slightly increasing some holders’ share counts. The company’s common stock will continue trading on the Nasdaq Stock Market, with the trading symbol remaining “ABSP,” while the common stock will receive a new CUSIP number.
Aspire Biopharma Holdings, Inc. approved a major change to its capital structure by amending its Certificate of Incorporation to implement a 1-for-30 reverse stock split of its issued and outstanding common stock. This means every thirty existing shares will be automatically combined into one new share when the change becomes effective.
No fractional shares will be issued; any resulting fraction will be rounded up to the nearest whole share, slightly increasing some holders’ share counts. The company’s common stock will continue trading on the Nasdaq Stock Market, with the trading symbol remaining “ABSP,” while the common stock will receive a new CUSIP number.
A Schedule 13G/A discloses that Ardsley-related reporting persons (Ardsley Advisory Partners LP; related general partners and funds; Philip J. Hempleman) report beneficial ownership positions of 5% or less in Aspire Biopharma Holdings common stock. The filing cites 138,446,102 shares outstanding as of December 3, 2025 from the issuer's Form S-1.
The cover‑page rows incorporated by reference show 0.00 for sole and shared voting and dispositive power and state 0% percent ownership for each Reporting Person. Signatures are dated May 13, 2026.
A Schedule 13G/A discloses that Ardsley-related reporting persons (Ardsley Advisory Partners LP; related general partners and funds; Philip J. Hempleman) report beneficial ownership positions of 5% or less in Aspire Biopharma Holdings common stock. The filing cites 138,446,102 shares outstanding as of December 3, 2025 from the issuer's Form S-1.
The cover‑page rows incorporated by reference show 0.00 for sole and shared voting and dispositive power and state 0% percent ownership for each Reporting Person. Signatures are dated May 13, 2026.
Aspire Biopharma Holdings, Inc. is soliciting stockholder approval at a June 9, 2026 special meeting to ratify a Warrant Agreement with its financial advisor and related adjustments tied to issued pre-funded warrants.
The proposals seek (1) authorization to issue the Warrants and Warrant Shares (including shares in excess of 19.99%), (2) approval of formula-based adjustments to the number of shares issuable under the Warrants, (3) approval to permit voluntary reductions of the Warrants’ nominal exercise price of $0.00001 per share, and (4) authority to adjourn the meeting to solicit additional proxies if needed. The Board recommends a vote FOR all proposals. The record date is April 13, 2026, and shares outstanding were 5,024,142 as of that date.
Aspire Biopharma Holdings, Inc. is soliciting stockholder approval at a June 9, 2026 special meeting to ratify a Warrant Agreement with its financial advisor and related adjustments tied to issued pre-funded warrants.
The proposals seek (1) authorization to issue the Warrants and Warrant Shares (including shares in excess of 19.99%), (2) approval of formula-based adjustments to the number of shares issuable under the Warrants, (3) approval to permit voluntary reductions of the Warrants’ nominal exercise price of $0.00001 per share, and (4) authority to adjourn the meeting to solicit additional proxies if needed. The Board recommends a vote FOR all proposals. The record date is April 13, 2026, and shares outstanding were 5,024,142 as of that date.
Aspire Biopharma Holdings, Inc. is calling a June 9, 2026 special meeting to seek stockholder approval for several warrant-related actions tied to a financial advisory agreement and the acquisition of Direct Control Systems.
The key proposal asks stockholders to approve, for Nasdaq Rule 5635(d) purposes, the issuance of pre-funded warrants and the common shares issuable upon exercise, including any Warrant Shares above 19.99% of common stock outstanding on April 2026 at a nominal exercise price of $0.00001 per share. Additional proposals would authorize adjustments to the number of shares underlying the warrants under Section 3.2 of the Warrant Agreement, permit voluntary reductions of the warrant exercise price under Section 3.8, and allow adjournments of the meeting to gather more votes if needed. The Board recommends voting “FOR” all four proposals. Stockholders of record as of April 13, 2026, when 5,024,142 common shares were outstanding, are entitled to vote.
Aspire Biopharma Holdings, Inc. is calling a June 9, 2026 special meeting to seek stockholder approval for several warrant-related actions tied to a financial advisory agreement and the acquisition of Direct Control Systems.
The key proposal asks stockholders to approve, for Nasdaq Rule 5635(d) purposes, the issuance of pre-funded warrants and the common shares issuable upon exercise, including any Warrant Shares above 19.99% of common stock outstanding on April 2026 at a nominal exercise price of $0.00001 per share. Additional proposals would authorize adjustments to the number of shares underlying the warrants under Section 3.2 of the Warrant Agreement, permit voluntary reductions of the warrant exercise price under Section 3.8, and allow adjournments of the meeting to gather more votes if needed. The Board recommends voting “FOR” all four proposals. Stockholders of record as of April 13, 2026, when 5,024,142 common shares were outstanding, are entitled to vote.
Aspire Biopharma Holdings, Inc. closed a $21.0 million private placement and strengthened its balance sheet while pursuing a major acquisition. The company completed the second and final tranche of its Series A Convertible Preferred Stock financing, issuing 12,500 shares for $10.0 million, bringing total proceeds to $21.0 million and lifting stockholders’ equity above the $2.5 million Nasdaq Capital Market minimum. Aspire plans to use the cash for working capital, to help fund the proposed acquisition of Dura Control Systems (DCS), and for general corporate purposes. It has a Letter of Intent to buy 100% of DCS, which generated more than $20 million in Adjusted EBITDA on over $200 million of 2025 revenue, for a $30 million all-cash purchase price. To finance this, Aspire obtained a commitment letter for a senior secured credit facility of up to $22.5 million on a five-year term at an interest rate 325 basis points above the one‑month term Secured Overnight Financing Rate.
Aspire Biopharma Holdings, Inc. closed a $21.0 million private placement and strengthened its balance sheet while pursuing a major acquisition. The company completed the second and final tranche of its Series A Convertible Preferred Stock financing, issuing 12,500 shares for $10.0 million, bringing total proceeds to $21.0 million and lifting stockholders’ equity above the $2.5 million Nasdaq Capital Market minimum. Aspire plans to use the cash for working capital, to help fund the proposed acquisition of Dura Control Systems (DCS), and for general corporate purposes. It has a Letter of Intent to buy 100% of DCS, which generated more than $20 million in Adjusted EBITDA on over $200 million of 2025 revenue, for a $30 million all-cash purchase price. To finance this, Aspire obtained a commitment letter for a senior secured credit facility of up to $22.5 million on a five-year term at an interest rate 325 basis points above the one‑month term Secured Overnight Financing Rate.
Aspire Biopharma Holdings, Inc. completed a private placement Offering of 25,000 shares of Series A Convertible Preferred Stock for gross proceeds of about $21,000,000, split across two tranches. The first tranche closed on February 6, 2026 for 13,750 shares and $11,000,000, including conversion of $943,801 of existing debt.
On April 15, 2026, the company closed the second tranche for 12,500 shares and approximately $10,000,000 in gross proceeds. Net proceeds are intended to fund the cash component of a proposed Dura Driver Control Systems acquisition and for general corporate purposes. The company also filed a Certificate of Amendment designating 30,000 shares of Series A Convertible Preferred Stock with a par value of $0.0001 and stated value of $1,000 per share.
Aspire Biopharma Holdings, Inc. completed a private placement Offering of 25,000 shares of Series A Convertible Preferred Stock for gross proceeds of about $21,000,000, split across two tranches. The first tranche closed on February 6, 2026 for 13,750 shares and $11,000,000, including conversion of $943,801 of existing debt.
On April 15, 2026, the company closed the second tranche for 12,500 shares and approximately $10,000,000 in gross proceeds. Net proceeds are intended to fund the cash component of a proposed Dura Driver Control Systems acquisition and for general corporate purposes. The company also filed a Certificate of Amendment designating 30,000 shares of Series A Convertible Preferred Stock with a par value of $0.0001 and stated value of $1,000 per share.
Aspire Biopharma Holdings, Inc. held a Special Meeting of Stockholders on April 10, 2026, where a quorum of stockholders voted on several proposals. The 8-K reports that all matters presented at the meeting were approved based on the tabulated voting results.
The disclosed proposals received votes in favor ranging from 1,466,141 to 2,096,356, with varying levels of opposition, abstentions, and broker non-votes. The filing confirms the outcomes of these stockholder votes and is signed by Chief Executive Officer Kraig Higginson.
Aspire Biopharma Holdings, Inc. held a Special Meeting of Stockholders on April 10, 2026, where a quorum of stockholders voted on several proposals. The 8-K reports that all matters presented at the meeting were approved based on the tabulated voting results.
The disclosed proposals received votes in favor ranging from 1,466,141 to 2,096,356, with varying levels of opposition, abstentions, and broker non-votes. The filing confirms the outcomes of these stockholder votes and is signed by Chief Executive Officer Kraig Higginson.
Aspire Biopharma Holdings, Inc. entered into a non-binding letter of intent to acquire 100% of the Driver Controls Systems business unit of Firefish Topco, LLC for an enterprise value of $30.0 million on a cash-free, debt-free basis, payable in cash at closing.
The LOI includes reciprocal break-up fees of $3.5 million under specified failure-to-close or bad-faith scenarios, as well as a 30-day no-shop period for the sellers, subject to possible extension. Most LOI terms are non-binding, and completion depends on negotiating and signing a definitive purchase agreement and satisfying closing conditions. Following a completed acquisition, the company plans to engage Lakewood & Company, LLC to provide management services for DCS, subject to a separate definitive management agreement.
Aspire Biopharma Holdings, Inc. entered into a non-binding letter of intent to acquire 100% of the Driver Controls Systems business unit of Firefish Topco, LLC for an enterprise value of $30.0 million on a cash-free, debt-free basis, payable in cash at closing.
The LOI includes reciprocal break-up fees of $3.5 million under specified failure-to-close or bad-faith scenarios, as well as a 30-day no-shop period for the sellers, subject to possible extension. Most LOI terms are non-binding, and completion depends on negotiating and signing a definitive purchase agreement and satisfying closing conditions. Following a completed acquisition, the company plans to engage Lakewood & Company, LLC to provide management services for DCS, subject to a separate definitive management agreement.