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Atossa Therapeutics, Inc.'s SEC filings document a clinical-stage biopharmaceutical issuer focused on (Z)-endoxifen development in oncology and rare disease settings. Its reports include financial-result 8-Ks, corporate updates, Regulation FD communications, and disclosures tied to research and development spending for its lead product candidate.
The filing record also covers governance and capital-structure matters, including annual meeting votes, director elections, auditor ratification, executive-compensation votes, charter-authority proposals, Form S-3 and at-the-market offering disclosures, Nasdaq listing compliance, and material events involving Endoxifen-related intellectual property proceedings and settlement agreements.
Atossa Therapeutics, Inc. is soliciting proxies for its 2026 virtual Annual Meeting of Stockholders to be held May 7, 2026, where holders of common stock of record on March 19, 2026 will vote on director elections and several governance matters. The Record Date shows 8,611,361 shares outstanding.
Key items include: (1) election of three Class II directors; (2) ratification of Ernst & Young LLP as auditor; (3) approval of a Certificate of Incorporation amendment authorizing a board-discretion reverse stock split at a ratio of 2:1 to 20:1 to be implemented within one year if the Board deems necessary to maintain Nasdaq listing; (4) advisory approval of executive compensation; and (5) adjournment authority to solicit additional proxies. The Board recommends a vote FOR each proposal. The Proxy Statement notes a prior reverse split at a 15:1 ratio effective February 2, 2026, and states per-share figures are presented on a post-split basis.
Atossa Therapeutics, Inc. entered into a new at-the-market equity offering agreement with Rodman & Renshaw LLC, allowing the company to sell up to $50,000,000 of its common stock from time to time. Shares will be issued under an existing Form S-3 shelf registration and a related prospectus supplement.
Rodman & Renshaw will act as sales agent or principal and earn a commission of up to 3.0% of gross proceeds, plus reimbursed expenses. Atossa plans to use any proceeds mainly for clinical development of its product candidates, as well as working capital and general corporate purposes, with potential future business or asset acquisitions.
The company also terminated its prior Open Market Sale agreement with Jefferies LLC, effective February 19, 2026, incurring no termination penalties and having sold no shares under that earlier arrangement.
Atossa Therapeutics, Inc. has filed a prospectus supplement to sell up to $50,000,000 of its common stock through an at-the-market offering with Rodman & Renshaw LLC under a Sales Agreement. Sales may occur from time to time on Nasdaq or by other permitted methods and Rodman will receive up to a 3.0% commission on gross sales.
The prospectus notes 8,611,428 shares outstanding as of September 30, 2025 and states that all share and per-share amounts in the supplement reflect a 15:1 reverse stock split effective February 2, 2026. Proceeds, if any, are intended for clinical development, working capital and general corporate purposes; actual proceeds depend on the timing and market prices of sales.
Atos Therapeutics, Inc. amended its ATM facility. The prospectus supplement states the company reduced the Maximum Offering Price under its Open Market Sale with Jefferies LLC from $100,000,000 to $0, effective as of February 20, 2026.
No shares have been sold under the ATM Facility as of the date of the supplement.
Atossa Therapeutics, Inc. received notice from Nasdaq on February 17, 2026 that it has regained compliance with the Nasdaq Capital Market’s minimum bid price listing rule. The company’s stock met the requirement to maintain a closing bid price of at least $1.00 per share for 10 consecutive trading days, achieved as of the close on February 13, 2026.
Atossa had previously been notified on February 21, 2025 that it was out of compliance with the $1.00 minimum bid price and was granted an extension through February 17, 2026 to correct the deficiency. With compliance restored, the company’s common stock will continue to be listed and traded on the Nasdaq Capital Market.
Atossa Therapeutics furnished an 8-K to share its 2026 Letter to Shareholders, outlining progress and plans for lead candidate (Z)-endoxifen. The company highlighted a late-2025 FDA Type C meeting that clarified expedited regulatory options in multiple breast cancer settings and ongoing I-SPY 2 neoadjuvant studies, with preliminary combination-therapy data expected in 2026. Atossa obtained Rare Pediatric Disease and Orphan Drug designations for (Z)-endoxifen in Duchenne Muscular Dystrophy, and is exploring additional non-oncology uses. Management paused investment in metastatic breast cancer trials to prioritize higher-return indications, strengthened its leadership team, and reported entering 2026 with more than $40 million in cash and cash equivalents. The company also completed a reverse stock split effective February 2, 2026 to help regain Nasdaq listing compliance.
Atossa Therapeutics President and CEO Steven C. Quay filed an amended Form 4 updating an equity award reported for January 20, 2026. The filing now shows he acquired 331,674 restricted stock units, each representing one share of common stock, vesting one year after the grant date.
Following the transaction, he holds 345,572 common shares directly and 22,254 shares indirectly through Ensisheim Partners, LLC, which he co-owns with Dr. Shu-Chih Chen. The amendment also reports a grant of 950,000 stock options at an exercise price of $0.603, vesting quarterly over 24 months beginning January 20, 2026.
Atossa Therapeutics, Inc. is implementing a 1-for-15 reverse stock split of its common stock, effective at 12:01 a.m. Eastern Time on February 2, 2026. At that time, each 15 shares of common stock will automatically be combined into one share, and the stock is expected to begin trading on a split-adjusted basis the same day under a new CUSIP, while keeping the ATOS ticker and the $0.18 par value per share.
No fractional shares will be issued; instead, stockholders will receive cash equal to the fractional share multiplied by the closing price of the stock on January 30, 2026, adjusted for the split. The company will make proportional adjustments to outstanding equity awards, plan share reserves, and the conversion terms of its Series B Convertible Preferred Stock. The reverse split was enabled by stockholder approval of an amendment allowing a reverse split in a range of 5:1 to 20:1, with 33,724,885 votes for, 27,888,393 against and 130,938 abstentions, out of 129,171,424 shares entitled to vote as of December 19, 2025.
Atossa Therapeutics President & CEO Steven C. Quay, who also serves as a director, reported new equity awards dated January 20, 2026. He received 325,203 restricted stock units (RSUs), each representing one share of common stock, which will vest one year from the grant date. He was also granted 950,000 stock options with an exercise price of $0.603, vesting quarterly over 24 months following January 20, 2026, contingent on continued service.
Following these awards, Quay directly beneficially owns 339,101 shares of common stock and indirectly holds 22,254 shares through Ensisheim Partners, LLC, an entity he co‑owns with Dr. Shu‑Chih Chen, with shared voting and investment power and a disclaimer of beneficial ownership beyond his pecuniary interest.
Atossa Therapeutics, Inc. released an updated corporate presentation that includes a preliminary estimate of its cash and cash equivalents. The company estimates it held approximately $40 million in cash and cash equivalents as of December 31, 2025.
This cash figure is unaudited, based on internal closing procedures for the fourth quarter and full year 2025, and may change once final results are completed. Atossa stresses that this estimate alone does not provide a full picture of its financial condition or results of operations and cautions investors not to place undue reliance on it.
The presentation also discusses forward-looking expectations for the development and potential regulatory path of the company’s lead program, (Z)-Endoxifen, including possible indications, approval prospects and market opportunities, all of which are subject to significant clinical, regulatory, financing and Nasdaq listing-compliance risks.