Welcome to our dedicated page for Azitra SEC filings (Ticker: AZTR), 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.
Azitra Inc. filings document the regulatory record of a clinical-stage biopharmaceutical company focused on precision dermatology. Recent disclosures cover proxy materials for annual and special stockholder meetings, shareholder voting procedures, board and governance matters, and meeting-status updates filed on Form 8-K.
Azitra's SEC reports also describe material agreements and capital-structure changes, including private placement securities, Series A preferred stock and Series B and Series C warrants. Other filings address furnished financial results, pipeline business updates, use of financing proceeds for research and development and working capital, and NYSE American continued-listing compliance matters tied to stockholders' equity standards.
Azitra, Inc. files its annual report describing an early-stage biopharmaceutical business focused on precision dermatology using engineered proteins and topical live biotherapeutic products. The company has built a proprietary microbial library of about 1,500 bacterial strains supported by artificial intelligence and licensed genetic engineering technology.
Its lead programs are ATR-12 for Netherton syndrome, ATR-04 for epidermal growth factor receptor inhibitor–associated rash, and ATR-01 for ichthyosis vulgaris, all using modified Staphylococcus epidermidis. Azitra highlights academic and technology partnerships, an IP portfolio including U.S. and foreign patents, and extensive regulatory, financing, clinical, competitive, and operational risks typical for an early-stage biotech without commercial products.
Azitra, Inc. postponed its special stockholder meeting after too few shares were represented to reach a quorum and will reconvene the meeting virtually on March 6, 2026.
Only about 13% of outstanding shares were represented, below the required 33 1/3%. Stockholders will still vote on approving the issuance of more than 19.99% of outstanding common stock under a Securities Purchase Agreement with Alumni Capital LP and on a proposal to further adjourn the meeting if needed. Shareholders who already voted and do not change their instructions do not need to act again.
Azitra, Inc. has called a virtual special stockholder meeting on February 6, 2026 to vote on issuing more than 19.99% of its outstanding common stock under NYSE American rules. The key item is approval of common shares issuable upon exercise of warrants held by Alumni Capital LP under a November 24, 2025 securities purchase agreement. Azitra has already raised about $1.5 million in gross proceeds from this private placement and could receive an additional $1.5 million in gross proceeds if the Alumni Capital warrants are exercised for cash in full, plus about $75,000 if placement agent warrants are fully exercised.
The company states that existing cash and short-term investments, including recent financings, will not fund operating and capital needs for the next twelve months. If it cannot raise additional capital in the very near term, Azitra warns it may need to delay or cut development efforts, reduce marketing, or potentially cease operations and seek protection under the United States Bankruptcy Code. Approval of the proposal would also eliminate an exchange cap limiting issuances to 19.99% and would increase dilution and potential share price volatility for current stockholders. A second proposal would allow adjournment of the meeting to solicit additional proxies if needed.
Azitra, Inc. is asking stockholders to approve the issuance of more than 19.99% of its outstanding common stock, through shares underlying warrants issued to Alumni Capital LP under a November 24, 2025 securities purchase agreement. This approval is required under NYSE American rules to lift a 19.99% cap tied to the private placement.
The company has already closed the offering, selling 535,759 shares and issuing pre-funded and common stock purchase warrants at an offering price of $0.32, raising approximately $1.5 million in gross proceeds. If stockholders approve Proposal 1 and Alumni Capital exercises all its warrants for cash, Azitra would receive an additional $1.5 million, increasing total gross proceeds from the transaction to about $3.0 million. The Board warns that without this approval and additional capital, existing cash will not fund operations for the next twelve months and the company may need to sharply cut programs or potentially seek bankruptcy protection. A second proposal would allow adjournment of the special meeting to solicit more proxies if needed.
Azitra, Inc. reported an insider equity award for a senior executive and director. On 12/19/2025, the reporting person was granted stock options to acquire 23,724 shares of common stock at an exercise price of $0.2968 per share. These options expire on 12/19/2035.
According to the vesting terms, 25% of the common stock underlying the option vests on the grant date, with the remaining balance vesting in equal monthly installments over the following 36 months of continuous service. After this grant, the reporting person beneficially owns 23,724 derivative securities, held directly.
Azitra, Inc. reported an equity award to its President, CEO and director, Francisco D. Salva. On 12/19/2025, he received a stock option to buy 59,309 shares of Azitra common stock at an exercise price of $0.2968 per share. The option expires on 12/19/2035.
According to the vesting terms, 25% of the shares vest on the grant date, with the remaining shares vesting in equal monthly installments over the next 36 months of continuous service. Following this grant, 59,309 derivative securities are beneficially owned directly.
Azitra, Inc. director Barbara Ryan reported receiving a new stock option grant. On 12/19/2025, she was awarded options to purchase 3,003 shares of Azitra common stock at an exercise price of $0.2968 per share. These options are held directly.
According to the vesting terms, 25% of the underlying shares vest on the grant date, referred to as the Vesting Commencement Date. The remaining shares vest in equal monthly installments over the following 36 months of continuous service. The options have an expiration date of 12/19/2035.
Azitra, Inc. reported an insider equity award for its Chief Financial Officer on a Form 4. On 12/19/2025, the CFO received stock options to buy 15,015 shares of Azitra common stock at an exercise price of $0.2968 per share. These options are exercisable through 12/19/2035.
According to the vesting terms, 25% of the shares underlying the option vest on the grant date, and the remaining balance vests in equal monthly installments over the next 36 months of continuous service. Following this transaction, the reporting person beneficially owns 15,015 derivative securities directly.
Azitra, Inc. director John R. Schroer reported receiving a stock option grant. On 12/19/2025, he was granted options to purchase 3,003 shares of Azitra common stock at an exercise price of $0.2968 per share, with no purchase price for the option itself.
According to the vesting terms, 25% of the shares underlying the option vest on the grant date, designated as the vesting commencement date. The remaining shares vest in equal monthly installments over the next 36 months of continuous service. The options are scheduled to expire on 12/19/2035, and following this grant Schroer beneficially owns 3,003 derivative securities directly.
Azitra, Inc. shareholder Alumni Capital LP and related entities filed an amended ownership report showing beneficial ownership of 1,132,622 Azitra common shares, or 9.99% of the class. The shares include stock already owned plus shares that may be acquired under an April 2025 purchase agreement and several series of warrants.
The filing explains 9.99% and 4.99% beneficial ownership limits embedded in the purchase agreement and warrants, which cap how many shares Alumni Capital and its affiliates can hold at any time. Alumni Capital currently owns 535,759 shares and has the right to acquire additional shares through commitment warrants, with potential increases if it sells some of its existing position.
The reporting persons state that the securities were not acquired and are not held for the purpose of changing or influencing control of Azitra.