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. reports that NYSE American has accepted its plan to regain compliance with the exchange’s minimum stockholders’ equity listing standard and granted a plan period through April 1, 2027.
Azitra previously received a notice on October 1, 2025 that it was not in compliance with Section 1003(a)(ii), which requires stockholders’ equity of $4.0 million or more for companies that have reported losses from continuing operations or net losses in three of the four most recent fiscal years. During the plan period, the company must provide quarterly updates to NYSE American staff with its regular SEC reports, and the exchange may initiate delisting proceedings if Azitra fails to make sufficient progress or does not regain compliance by the deadline. Azitra cautions that there is no assurance it will meet the equity requirement or remain in compliance with other NYSE American listing standards.
Azitra, Inc. is registering up to 51,812,293 shares of common stock for resale by Alumni Capital and other selling stockholders under a November 2025 private placement and an existing equity line of credit (ELOC). The shares include stock already issued plus shares underlying pre-funded warrants, common stock purchase warrants, placement agent warrants and ELOC warrants. Azitra will not receive proceeds from stockholder resales but may receive up to about $1.57 million from cash exercise of November warrants and about $14.0 million from additional ELOC share sales, on top of $6.0 million previously raised, plus potential warrant exercise proceeds. Common stock outstanding was 10,740,697 shares as of December 15, 2025 and could rise to 62,552,990 shares if all related warrants are exercised. The company is an early-stage dermatology biotech with three lead engineered-microbe programs and faces significant financing needs, NYSE American equity deficiency issues and substantial dilution risk from these facilities.
Azitra, Inc. is registering 51,812,293 shares of common stock for resale by existing investors, tied mainly to a November 2025 private placement and an April 2025 equity line with Alumni Capital. The shares include stock already issued plus shares underlying November pre-funded warrants, common stock purchase warrants, placement agent warrants, and ELOC warrants. Azitra is not selling shares in this prospectus and will not receive proceeds from investors’ resales, though it may receive cash if the warrants are exercised and if additional ELOC Shares are sold under the purchase agreement. The company is an early-stage biopharmaceutical business developing engineered live biotherapeutics and proteins for precision dermatology, led by pipeline candidates ATR-12 for Netherton syndrome, ATR-04 for EGFR inhibitor–related rash, and ATR-01 for ichthyosis vulgaris. Azitra reports a going concern warning, working capital of about $0.4 million as of September 30, 2025, and a NYSE American notice for not meeting minimum stockholders’ equity requirements, and expects to need more capital to fund operations.
Azitra, Inc. entered into a private placement with a single institutional investor, raising approximately $1.5 million in gross proceeds through common stock and warrant issuances priced at a premium to market in line with NYSE rules. The company is selling 535,759 shares of common stock, pre-funded warrants for up to 4,151,741 shares at an exercise price of $0.0001 per share, and common warrants to purchase up to 4,687,500 shares at an exercise price of $0.32. The common warrants become exercisable upon shareholder approval and expire five years after that approval, while the pre-funded warrants are immediately exercisable and do not expire until fully exercised. Azitra will use the proceeds for general corporate purposes and agreed to customary lock-up, participation, and registration rights, including filing a resale registration statement within 20 days and seeking effectiveness within 60–90 days.
L1 Capital Global Opportunities Master Fund, Ltd. filed an amended Schedule 13G/A for Azitra, Inc. (AZTR), reporting beneficial ownership of 273,497 shares of Common Stock, representing 2.6% of the class.
The filing states that the 273,497 shares include Common Stock underlying 273,497 warrants. The percentage is based on 10,204,938 shares outstanding as of November 11, 2025, as referenced from the issuer’s Form 10-Q. The holder reports sole voting and dispositive power over 273,497 shares and certifies the securities were not acquired to change or influence control. The date of the event is November 14, 2025.
Azitra, Inc. (AZTR) filed an 8-K and furnished a press release announcing financial results for the quarter ended September 30, 2025. The press release is attached as Exhibit 99.1 and incorporated by reference in this report solely for Item 2.02. The company notes the information is furnished, not filed, meaning it is not subject to Section 18 liabilities and is not incorporated into other filings under the Securities Act or Exchange Act by general reference.
Azitra, Inc. (AZTR) filed its Q3 2025 report, showing no revenue and a net loss of $2.8 million for the quarter. Operating expenses were $2.8 million (G&A $1.59 million; R&D $1.18 million). Year to date, the company reported a net loss of $8.7 million and used $8.3 million in operating cash.
Cash and cash equivalents were $1.4 million with stockholders’ equity of $2.3 million as of September 30, 2025. Shares outstanding were 5,604,938 as of September 30, 2025; the company reported 10,204,938 shares outstanding as of November 11, 2025. Azitra drew on a $20 million equity line of credit, issuing 7,955,823 shares and 795,579 warrants for gross proceeds of $6.0 million, with approximately $14.0 million remaining available as of November 12, 2025.
NYSE American issued a deficiency notice on October 1, 2025, citing stockholders’ equity below $4.0 million; Azitra submitted a compliance plan. Management disclosed substantial doubt about going concern due to the accumulated deficit of $66.3 million, ongoing losses, and limited working capital of $0.4 million. The company effected reverse stock splits in 2024 and 2025 and increased authorized common shares to support capital-raising.
Azitra, Inc. received a notice from NYSE American that it no longer meets the exchange’s listing standard requiring at least $4.0 million in stockholders’ equity for companies with losses in three of the four most recent fiscal years. As of June 30, 2025, Azitra reported stockholders’ equity of $2.2 million and losses in three of its four most recent fiscal years ended December 31, 2024.
The company has until October 31, 2025 to submit a plan to regain compliance by April 1, 2027. If the plan is accepted, Azitra will undergo periodic reviews, and failure to execute or regain compliance by that date may lead to delisting proceedings. The letter does not immediately affect the listing or trading of Azitra’s common stock and does not change its SEC reporting obligations.
Azitra Inc. states two offering scenarios and how net proceeds would fund operations under its current plan. If the company receives $8.95 million of net proceeds (based on gross proceeds of $10.0 million), management believes those proceeds, together with existing cash on hand, will satisfy its capital needs until October 2026. If the company receives $6.95 million of net proceeds (based on gross proceeds of $8.0 million), management believes those proceeds, without additional cash on hand, will satisfy its capital needs until September 2026. The filing discloses a historical net tangible book value per share as of June 30, 2025 of $0.48 and shows a pro forma net tangible book value per share increasing to $0.74 in one scenario and to $0.84 in another, with an indicated dilution of $0.14 per share to new investors.
Azitra, Inc. entered into a Modification Agreement with Alumni Capital LP that updates pricing terms under an existing equity purchase agreement for up to $20 million of common stock. The company can require Alumni Capital to buy shares in tranches of up to $750,000 each, or up to $4 million per purchase if both parties agree in writing. For each purchase, Azitra may choose between two pricing methods: either 90% of the lowest daily volume-weighted average price over a period of up to five business days after a purchase notice, or 97% of the lowest traded price from the date the purchase notice is delivered through the time Alumni Capital is ready to close. All other terms of the original April 24, 2025 purchase agreement remain in effect.