Welcome to our dedicated page for Biorestorative Therapies SEC filings (Ticker: BRTX), 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.
BioRestorative Therapies filings document the regulatory record of a Nevada regenerative medicine company listed on the Nasdaq Capital Market under BRTX. Its disclosures cover BRTX-100 clinical development for chronic lumbar disc disease, the ThermoStem metabolic program, the BioCosmeceutical platform, operating results, risk factors, and the use of capital for research, development, commercialization and working capital.
Recent filings include Form 8-K reports for financial results, Regulation FD presentations, executive compensation actions and material agreements, as well as registration statements for common stock, pre-funded warrants and common stock warrants. Proxy materials describe stockholder voting matters, charter-related proposals, board governance and compensation disclosures.
BioRestorative Therapies, Inc. filed a Form D reporting a completed private offering under Rule 506(b) that raised $1,398,628. The filing shows 16 investors participated and the Total Remaining to be Sold is $0, indicating the stated offering amount was sold in full. The issuer reports No Revenues and No Aggregate Net Asset Value on the form, and states the offering was not intended to run longer than one year. Sales commissions and finders' fees are reported as $0 for this notice, and the company identified Cova Capital Partners LLC as a solicitor with an address in New York. The form is signed by Robert Kristal, Chief Financial Officer, on 2025-10-09.
BioRestorative Therapies, Inc. entered into subscription agreements for a registered direct offering of 678,125 common shares at $1.60 per share, for gross proceeds of $1.085 million before fees. In a concurrent private placement, investors receive unregistered warrants to purchase up to 508,592 additional shares at an exercise price of $2.75.
The company plans to use net proceeds to fund clinical trials for its BRTX-100 cell therapy, pre-clinical work on its ThermoStem metabolic program, development of a commercial biocosmeceuticals platform, and for general corporate purposes and working capital. The unregistered warrants are exercisable six months after issuance for five years, include a 4.99% beneficial ownership cap, allow cashless exercise if no resale registration is effective, and may be redeemed by the company for $1.00 per warrant if the stock trades above $5.00 for ten consecutive trading days. A placement agent will receive cash fees, expense reimbursement and a warrant based on a percentage of shares sold.
BioRestorative Therapies, Inc. is offering common stock and conducting a related warrant private placement while disclosing key financing and program details. The prospectus shows a public offering price structure where the company would receive $1.504 per share before expenses and the placement agent fee is $0.096 per share, representing an aggregate placement fee of $65,100 and proceeds before expenses of $1,019,900. The company reports a net tangible book value per share of $0.53 as of June 30, 2025.
The filing also summarizes clinical and R&D programs: an FDA authorization to commence a Phase 2 trial of BRTX-100 for degenerative disc disease, active trial setup and enrollment activities, and an issued U.S. patent (March 2022) with exclusive license rights for BRTX-100. The ThermoStem metabolic program targets obesity using brown adipose–derived cells and has issued patents in the U.S. and elsewhere. The prospectus lists financing, regulatory, clinical, manufacturing, IP, reimbursement and dilution risks that could affect operations and the market price of the company’s securities.
BioRestorative Therapies is amending its at-the-market common stock offering to an aggregate offering price of up to $1,017,040 under its agreement with Rodman & Renshaw LLC. This prospectus supplement updates the prior prospectus supplement and forms part of the company’s existing Form S-3 shelf registration.
The company states that its public float is $12,339,869, calculated using 6,706,451 shares of common stock held by non-affiliates at $1.84 per share as of August 29, 2025, and that it has sold $2,011,249 of common stock under the registration statement during the last 12 calendar months pursuant to General Instruction I.B.6. The shares trade on the Nasdaq Capital Market under the symbol BRTX, with a last reported sales price of $1.50 per share on October 3, 2025.
BioRestorative Therapies, Inc. reported the results of its Annual Meeting of Stockholders held on September 18, 2025. Stockholders elected Class II directors Francisco Silva and David Rosa, each receiving over 1.47 million votes in favor, with more than 3.32 million broker non-votes recorded for each nominee.
Stockholders also approved an amendment to the 2021 Stock Incentive Plan to increase the number of shares of common stock authorized under the plan from 6,850,000 to 9,850,000. In addition, they ratified the selection of CBIZ CPAs P.C. as independent registered public accounting firm for the fiscal year ending December 31, 2025, and approved, on a non-binding advisory basis, the compensation of the Company’s executive officers.
BioRestorative Therapies, Inc. filed a current report to let investors know it has made an updated corporate presentation available. The presentation may be used at conferences and investor meetings and is accessible on the company’s website as well as attached as Exhibit 99.1. The company specifies that this presentation is being furnished under a disclosure item rather than formally filed, meaning it is not subject to certain Exchange Act liability provisions and is not automatically incorporated into other securities filings unless specifically referenced.
Auctus Fund and affiliated reporting persons disclose beneficial ownership of 784,655 shares of BioRestorative Therapies, Inc. (BRTX), about 9.9% of the company. The disclosed position comprises 435,035 outstanding shares and 349,620 shares issuable upon exercise of warrants, and the filing is made on Schedule 13G indicating a claimed passive investment intent.
The statement notes blocker provisions that exclude 2,045,870 warrants and 1,398,158 shares issuable upon conversion from the reported beneficial ownership; without those blockers the aggregate exposure could be 4,228,683 shares. The reporting persons state shared voting and dispositive power over the 784,655 shares.
BioRestorative Therapies, Inc. reported a net loss of $7,996,062 for the six months ended June 30, 2025 and a net loss of $2,656,263 for the quarter. Revenue for the three months ended June 30, 2025 was $303,300 versus $89,100 in the prior-year quarter, driven by $300,000 of cosmetic product sales and smaller royalty receipts. Cash and cash equivalents were $1,555,251 and investments in marketable securities were $5,825,685, resulting in working capital of $3,926,572.
The company disclosed substantial doubt about its ability to continue as a going concern, citing ongoing net losses and negative operating cash flow of $5,472,653 for the six months. R&D expense rose to $4,872,782 for six months largely due to Phase 2 clinical trial costs. Management raised net proceeds of $1,938,445 from ATM sales during the period, recorded $2,580,379 of warrant liabilities, and reported material weaknesses in internal control over financial reporting.
BioRestorative Therapies, Inc. furnished a press release announcing its financial results for the quarter ended June 30, 2025. The release also provided a business update and included details for a conference call to discuss the quarter. A copy of the press release is furnished as Exhibit 99.1 to this Current Report.
The filing states that the information furnished is summary information to be considered in the context of the Company’s SEC filings and other public announcements. The Company expressly furnishes the press release (it is not being filed for purposes of Section 18 of the Exchange Act) and does not incorporate the press release by reference into other registration statements unless specifically stated.
BioRestorative Therapies, Inc. is soliciting proxies for its 2025 Annual Meeting to be held September 18, 2025, where stockholders will vote on two Class II director nominees, an amendment to increase the 2021 Stock Incentive Plan authorized shares from 6,850,000 to 9,850,000, ratification of CBIZ CPAs P.C. as the independent auditor for fiscal 2025, and a non-binding advisory vote on executive compensation. Only stockholders of record as of July 31, 2025 may vote; there were 7,978,117 common shares and 1,398,158 Series B preferred shares outstanding on that date.
Executive pay highlights: CEO Lance Alstodt’s 2024 total reported compensation was $1,314,583 (compensation actually paid $1,202,070). Pay-versus-performance figures show cumulative TSR on a $100 investment of $32.95 (2024) with net losses of $(8,979,381) in 2024, $(10,417,704) in 2023 and $(13,222,296) in 2022. The proxy discloses identified material weaknesses in internal control over financial reporting and the auditor transition from Marcum LLP to CBIZ CPAs following Marcum’s attest business acquisition.