ATLEW SEC Filings

Artelo Biosciences has regained compliance with Nasdaq’s continued listing standards. Nasdaq confirmed the company now meets Listing Rule 5550(b)(1), known as the Equity Rule, and Listing Rule 5620(a), the Annual Shareholders Meeting Rule. Nasdaq will monitor Artelo for one year under a mandatory panel monitor.

The company highlights continued progress across its pipeline, including ART27.13, which showed encouraging Phase 2 CAReS interim data in cancer anorexia-cachexia syndrome and is also being studied in glaucoma, and ART26.12, a non-opioid candidate for neuropathic pain. Management believes this positions Artelo to pursue long-term shareholder value.

Artelo Biosciences ownership disclosure: Reporting Persons Mitchell P. Kopin, Daniel B. Asher and Intracoastal Capital LLC may be deemed to beneficially own 81,701 shares of Common Stock, equal to 9.99% of the class, based on 817,127 shares outstanding as of March 30, 2026. The 81,701 figure consists of 81,000 shares held by Intracoastal and 701 shares issuable upon exercise of Intracoastal Warrant 1. The filing states blocker provisions that exclude 5,256 and 173,914 warrant shares from these counts; without those blockers the Reporting Persons may be deemed to own 260,871 shares.

Artelo Biosciences ownership disclosure: Reporting Persons Mitchell P. Kopin, Daniel B. Asher and Intracoastal Capital LLC may be deemed to beneficially own 81,701 shares of Common Stock, equal to 9.99% of the class, based on 817,127 shares outstanding as of March 30, 2026. The 81,701 figure consists of 81,000 shares held by Intracoastal and 701 shares issuable upon exercise of Intracoastal Warrant 1. The filing states blocker provisions that exclude 5,256 and 173,914 warrant shares from these counts; without those blockers the Reporting Persons may be deemed to own 260,871 shares.

Artelo Biosciences entered into definitive agreements for a $11.0 million private placement of 3,188,407 shares of common stock (or pre-funded warrants) plus warrants to buy up to 6,376,814 additional shares. Investors will pay $3.45 per share (or pre-funded warrant) with accompanying warrants.

The warrants will have an exercise price of $3.20 per share, be exercisable upon issuance, and expire five and one-half years after the resale registration statement becomes effective. Artelo plans to use net proceeds for working capital, general corporate purposes, and repayment of certain bridge debt.

The securities are being sold in a private placement exempt from registration under Section 4(a)(2) and/or Regulation D, with the company agreeing to file a resale registration statement for these securities.

Artelo Biosciences entered into definitive agreements for a $11.0 million private placement of 3,188,407 shares of common stock (or pre-funded warrants) plus warrants to buy up to 6,376,814 additional shares. Investors will pay $3.45 per share (or pre-funded warrant) with accompanying warrants.

The warrants will have an exercise price of $3.20 per share, be exercisable upon issuance, and expire five and one-half years after the resale registration statement becomes effective. Artelo plans to use net proceeds for working capital, general corporate purposes, and repayment of certain bridge debt.

The securities are being sold in a private placement exempt from registration under Section 4(a)(2) and/or Regulation D, with the company agreeing to file a resale registration statement for these securities.

Artelo Biosciences is expanding development of its drug candidate ART27.13 as a potential companion therapy to GLP-1 treatments, focusing on preserving muscle mass during weight loss. The company cites observations of muscle-protective effects in its CAReS cancer anorexia and cachexia trial, where the highest-dose cohort showed average weight gain of about 6% versus roughly 5% weight loss in placebo-treated patients.

The strategy is supported by independent peer-reviewed research describing ART27.13 as a GPCR superagonist with differentiated CB2 pharmacology, a provisional patent filing covering use of cannabinoid receptor agonism to prevent or mitigate muscle loss associated with GLP-1 therapy, and initiation of a non-clinical study in GLP-1–relevant models. Artelo also notes a planned third-party fully funded clinical study starting in Q2 2026 to evaluate ART27.13 in glaucoma, underscoring its intention to position the once-daily, orally administered CB2 agonist across cancer-related anorexia and cachexia, glaucoma, and broader muscle preservation settings.

Artelo Biosciences is expanding development of its drug candidate ART27.13 as a potential companion therapy to GLP-1 treatments, focusing on preserving muscle mass during weight loss. The company cites observations of muscle-protective effects in its CAReS cancer anorexia and cachexia trial, where the highest-dose cohort showed average weight gain of about 6% versus roughly 5% weight loss in placebo-treated patients.

The strategy is supported by independent peer-reviewed research describing ART27.13 as a GPCR superagonist with differentiated CB2 pharmacology, a provisional patent filing covering use of cannabinoid receptor agonism to prevent or mitigate muscle loss associated with GLP-1 therapy, and initiation of a non-clinical study in GLP-1–relevant models. Artelo also notes a planned third-party fully funded clinical study starting in Q2 2026 to evaluate ART27.13 in glaucoma, underscoring its intention to position the once-daily, orally administered CB2 agonist across cancer-related anorexia and cachexia, glaucoma, and broader muscle preservation settings.

Artelo Biosciences, Inc. is registering up to 4,273,519 shares of common stock for resale by Square Gate Capital Master Fund, LLC – Series 5 under an equity line of credit arrangement. These shares include 146,199 commitment-related shares and up to 4,127,320 shares that Artelo may sell to Square Gate over time.

Artelo will not receive any proceeds from Square Gate’s resale of these registered shares, but may raise up to $50,000,000 in gross proceeds from its discretionary sales of stock to Square Gate under the Equity Purchase Agreement. As of March 23, 2026, 736,127 shares of common stock were outstanding, so use of the facility could be significantly dilutive. The filing highlights risks around dilution, pricing at a discount to market, restrictions on other variable-rate financings, and the company’s need to maintain its Nasdaq listing under the symbol “ARTL.”

Artelo Biosciences, Inc. is registering up to 4,273,519 shares of common stock for resale by Square Gate Capital Master Fund, LLC – Series 5 under an equity line of credit arrangement. These shares include 146,199 commitment-related shares and up to 4,127,320 shares that Artelo may sell to Square Gate over time.

Artelo will not receive any proceeds from Square Gate’s resale of these registered shares, but may raise up to $50,000,000 in gross proceeds from its discretionary sales of stock to Square Gate under the Equity Purchase Agreement. As of March 23, 2026, 736,127 shares of common stock were outstanding, so use of the facility could be significantly dilutive. The filing highlights risks around dilution, pricing at a discount to market, restrictions on other variable-rate financings, and the company’s need to maintain its Nasdaq listing under the symbol “ARTL.”

Artelo Biosciences, Inc. is seeking to raise equity capital through a primary offering of up to 1,641,587 shares of common stock or an equivalent number of pre-funded warrants, plus up to 1,707,251 shares of common stock underlying the pre-funded and placement agent warrants. The offering is on a best efforts basis at an assumed price of $7.31 per share, with no minimum proceeds required to close. Assuming all securities are sold at the assumed price, Artelo estimates net proceeds of about $10.9 million, to be used for working capital and general corporate purposes. The company’s pro forma cash would increase from $0.6 million to $11.5 million and stockholders’ equity from a deficit of $1.3 million to positive $9.6 million. The structure includes immediately exercisable pre-funded warrants with a $0.001 exercise price designed to help certain investors stay below 4.99% or 9.99% ownership thresholds, and placement agent warrants exercisable at 130% of the offering price. The company highlights meaningful dilution to new investors, the absence of a trading market for the warrants, and ongoing Nasdaq listing risk, while emphasizing that it has never paid dividends and does not expect to do so in the foreseeable future.

Artelo Biosciences, Inc. is seeking to raise equity capital through a primary offering of up to 1,641,587 shares of common stock or an equivalent number of pre-funded warrants, plus up to 1,707,251 shares of common stock underlying the pre-funded and placement agent warrants. The offering is on a best efforts basis at an assumed price of $7.31 per share, with no minimum proceeds required to close. Assuming all securities are sold at the assumed price, Artelo estimates net proceeds of about $10.9 million, to be used for working capital and general corporate purposes. The company’s pro forma cash would increase from $0.6 million to $11.5 million and stockholders’ equity from a deficit of $1.3 million to positive $9.6 million. The structure includes immediately exercisable pre-funded warrants with a $0.001 exercise price designed to help certain investors stay below 4.99% or 9.99% ownership thresholds, and placement agent warrants exercisable at 130% of the offering price. The company highlights meaningful dilution to new investors, the absence of a trading market for the warrants, and ongoing Nasdaq listing risk, while emphasizing that it has never paid dividends and does not expect to do so in the foreseeable future.

Artelo Biosciences, Inc. is offering up to 1,641,587 shares of common stock, or pre-funded warrants in lieu of shares, in a best efforts public offering at an assumed price of $7.31 per share. The company will also issue placement agent warrants to purchase up to 131,327 shares and is registering up to 1,772,914 shares of common stock underlying the pre-funded and placement agent warrants.

If fully sold at the assumed price, Artelo expects net proceeds of about $10.8 million, to be used for working capital and general corporate purposes. Shares outstanding would increase from 736,127 as of March 18, 2026 to 2,377,714, leading to immediate dilution, with an illustrative dilution of $4.07 per share to new investors. This is a no-minimum, best efforts deal, so actual proceeds may be substantially lower.

The offering structure includes low-exercise-price pre-funded warrants designed to help large investors stay below 4.99% or, at their option, 9.99% beneficial ownership caps. Artelo highlights risks including potential Nasdaq delisting if equity requirements are not met, volatility in its share price, and a going concern emphasis in its audited financial statements, even though this raise would improve stockholders’ equity from a deficit of $(1.3) million to a positive $9.5 million on an as-adjusted basis.

Artelo Biosciences, Inc. is offering up to 1,641,587 shares of common stock, or pre-funded warrants in lieu of shares, in a best efforts public offering at an assumed price of $7.31 per share. The company will also issue placement agent warrants to purchase up to 131,327 shares and is registering up to 1,772,914 shares of common stock underlying the pre-funded and placement agent warrants.

If fully sold at the assumed price, Artelo expects net proceeds of about $10.8 million, to be used for working capital and general corporate purposes. Shares outstanding would increase from 736,127 as of March 18, 2026 to 2,377,714, leading to immediate dilution, with an illustrative dilution of $4.07 per share to new investors. This is a no-minimum, best efforts deal, so actual proceeds may be substantially lower.

The offering structure includes low-exercise-price pre-funded warrants designed to help large investors stay below 4.99% or, at their option, 9.99% beneficial ownership caps. Artelo highlights risks including potential Nasdaq delisting if equity requirements are not met, volatility in its share price, and a going concern emphasis in its audited financial statements, even though this raise would improve stockholders’ equity from a deficit of $(1.3) million to a positive $9.5 million on an as-adjusted basis.

Artelo Biosciences, Inc. is registering up to 1,641,587 shares of common stock or pre-funded warrants, plus placement agent warrants for 131,327 shares and up to 1,772,914 underlying shares, in a best efforts primary offering. The securities are priced off an assumed public offering price of $7.31 per share.

Assuming all securities are sold at that price, Artelo estimates net proceeds of about $10.8 million, which it plans to use for working capital and general corporate purposes. Shares outstanding would rise to 2,377,714 from 736,127 as of March 18, 2026, leading to immediate and substantial dilution for new investors.

The deal includes pre-funded warrants with a $0.001 exercise price and 4.99% or 9.99% beneficial ownership limits, and unlisted placement agent warrants. The company highlights significant risks, including Nasdaq listing compliance, the absence of a minimum raise in this best efforts structure, and the speculative nature and limited liquidity of the warrants.

Artelo Biosciences, Inc. is registering up to 1,641,587 shares of common stock or pre-funded warrants, plus placement agent warrants for 131,327 shares and up to 1,772,914 underlying shares, in a best efforts primary offering. The securities are priced off an assumed public offering price of $7.31 per share.

Assuming all securities are sold at that price, Artelo estimates net proceeds of about $10.8 million, which it plans to use for working capital and general corporate purposes. Shares outstanding would rise to 2,377,714 from 736,127 as of March 18, 2026, leading to immediate and substantial dilution for new investors.

The deal includes pre-funded warrants with a $0.001 exercise price and 4.99% or 9.99% beneficial ownership limits, and unlisted placement agent warrants. The company highlights significant risks, including Nasdaq listing compliance, the absence of a minimum raise in this best efforts structure, and the speculative nature and limited liquidity of the warrants.

Artelo Biosciences, Inc. completed a one-for-three reverse stock split of its common stock effective March 10, 2026, cutting outstanding shares from 2,124,772 to approximately 708,323 and reducing authorized common shares from 500,000,000 to 166,666,667.

The company republished its audited financial statements, which show a 2025 net loss of $12,879 (thousands) versus $9,826 (thousands) in 2024 and a stockholders’ deficit of $1,272 (thousands) as of December 31, 2025. Cash and cash equivalents were $600 (thousands), while current liabilities were $4,044 (thousands), leading the auditor to cite substantial doubt about Artelo’s ability to continue as a going concern.

The notes describe repeated equity raises, convertible note financings and warrants to fund operations, plus a January 30, 2026 equity purchase agreement giving Artelo the right to direct up to $25 million in future common stock sales, with potential to increase by another $25 million.

Artelo Biosciences, Inc. completed a one-for-three reverse stock split of its common stock effective March 10, 2026, cutting outstanding shares from 2,124,772 to approximately 708,323 and reducing authorized common shares from 500,000,000 to 166,666,667.

The company republished its audited financial statements, which show a 2025 net loss of $12,879 (thousands) versus $9,826 (thousands) in 2024 and a stockholders’ deficit of $1,272 (thousands) as of December 31, 2025. Cash and cash equivalents were $600 (thousands), while current liabilities were $4,044 (thousands), leading the auditor to cite substantial doubt about Artelo’s ability to continue as a going concern.

The notes describe repeated equity raises, convertible note financings and warrants to fund operations, plus a January 30, 2026 equity purchase agreement giving Artelo the right to direct up to $25 million in future common stock sales, with potential to increase by another $25 million.