Biocardia Inc SEC Filings

BioCardia (BCDA) reported an operational milestone: it announced the first patient enrolled at Henry Ford Health in its ongoing Phase 3 CardiAMP HF II clinical trial for patients with “ischemia heart failure of reduced ejection fraction.”

The announcement was made via a press release furnished as Exhibit 99.1. The information is being furnished under Item 8.01 and is not deemed filed under the Exchange Act.

BioCardia (BCDA) scheduled its 2025 annual meeting for 9:00 a.m. PT on December 2, 2025 at Wilson Sonsini in Palo Alto. Stockholders of record as of October 8, 2025 may vote; there were 10,612,734 shares outstanding on the record date.

Stockholders will vote on: (1) the election of three Class III directors; (2) an amended and restated 2016 Equity Incentive Plan to extend the plan to October 31, 2035, change the “evergreen” to 4.0% of outstanding shares added on the meeting date and each fiscal year start, and limit incentive stock option capacity; and (3) ratification of PKF San Diego, LLP as auditor for 2025. The filing also includes a non-binding advisory vote on executive compensation.

Based on shares outstanding on the record date, the initial increase upon approval would be 424,509 shares. As of November 3, 2025, approximately 95,000 shares remained available under the current plan. Audit fees to PKF were $278,000 in 2024 and $261,000 in 2023. Internet/telephone voting closes at 11:59 p.m. ET on December 1, 2025.

BioCardia (BCDA) announced the first patient was enrolled at the University of Wisconsin School of Medicine and Public Health in its ongoing Phase 3 CardiAMP HF II clinical trial. The update was disclosed under Item 8.01 as a furnished report, and a press release is included as Exhibit 99.1 dated October 30, 2025. The information is furnished, not filed, under the Exchange Act.

BioCardia, Inc. filed an amended Q2 2025 10‑Q solely to add the CEO/CFO certifications omitted from the original filing; no other changes were made.

For the quarter ended June 30, 2025, the company reported a net loss of $2.049 million on operating expenses of $2.051 million. Cash and cash equivalents were $980,000 and stockholders’ equity was a deficit of $(1.886) million. Management states there is “substantial doubt” about continuing as a going concern, noting existing cash is not sufficient beyond October 2025. Shares outstanding were 5,504,802 as of June 30, 2025.

Research and development expense was $1.368 million and selling, general and administrative was $683,000. Subsequent to quarter‑end, the company updated its ATM capacity on July 8, 2025 and sold 296,422 shares for gross proceeds of $769,000 through August 8, 2025. The company also disclosed a Nasdaq notice with an extension to regain equity compliance by September 29, 2025. There were 5,801,224 common shares outstanding as of August 8, 2025.

BCDA filed a prospectus supplement updating its at‑the‑market offering program for common stock through H.C. Wainwright & Co. The supplement sets a new maximum aggregate amount of $5,309,253 that may be sold under the program, after effectiveness and subject to offering conditions.

The company notes it has previously received approximately $3.9 million of gross proceeds from sales under the same program. Eligibility is based on an aggregate market value of non‑affiliate shares of approximately $20.1 million, calculated using 8,846,053 non‑affiliate shares at a $2.27 per‑share price as of September 11, 2025, and is constrained by Form S‑3 General Instruction I.B.6 (one‑third cap). During the 12‑month period ending on the date hereof, the company sold approximately $1.4 million pursuant to I.B.6.

BioCardia, Inc. announced that on October 2, 2025 it received formal written notice from The Nasdaq Stock Market staff that the company has regained compliance with Listing Rule 5550(b)(1). As a result, the company's common stock will continue to be listed on The Nasdaq Stock Market. The filing states a press release describing the action is attached as Exhibit 99.1 to the current report. The notice signals Nasdaq’s staff has accepted whatever corrective steps the company previously took to meet the Equity Rule and preserves the company’s ongoing access to Nasdaq’s market for its common shares.

BioCardia, Inc. Schedule 13G filed by Mitchell P. Kopin, Daniel B. Asher and Intracoastal Capital, LLC reports shared beneficial ownership of 557,179 shares of BioCardia common stock, representing 4.99% of the class as of the close of business on September 24, 2025. The filing explains these shares are issuable upon exercise of a warrant (Intracoastal Warrant 1) and that additional warrants and issuances exist but contain blocker provisions that prevent exercise to the extent doing so would exceed a 4.99% ownership threshold. The reporting persons state the holdings were not acquired to influence control.

BioCardia, Inc. filed a Current Report stating that, as of the report date, it believes it has regained compliance with Nasdaq's minimum $2.5 million stockholders' equity requirement for continued listing. The company notes that stockholders' equity exceeds $2.5 million as of the date of the report but warns Nasdaq will continue to monitor ongoing compliance and could initiate delisting proceedings if compliance is not maintained at the time of its next periodic report. The filing also includes standard forward-looking statement disclaimers referencing the company's annual and quarterly reports.