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Calidi Biotherapeutics Inc SEC Filings

CLDI NYSE

Welcome to our dedicated page for Calidi Biotherapeutics SEC filings (Ticker: CLDI), 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.

The Calidi Biotherapeutics, Inc. (CLDI) SEC filings page provides access to the company’s regulatory disclosures as filed with the U.S. Securities and Exchange Commission. Calidi is a clinical-stage immuno-oncology company listed on the NYSE American, and its filings offer detailed information on financial results, capital raises, material agreements, and progress in developing its RedTail oncolytic virus platform and lead candidate CLD-401.

Through current reports on Form 8-K, Calidi reports material events such as underwritten public offerings, changes in executive roles, establishment of a Scientific Advisory Board, and key development milestones, including preclinical data presentations for CLD-401 and updates on IND-enabling activities. These filings also reference press releases that describe how the RedTail platform is designed for systemic delivery, immune evasion, targeting of metastatic sites, and expression of genetic medicines like IL-15 superagonist in the tumor microenvironment.

Registration statements such as Form S-1 and periodic reports on Forms 10-K and 10-Q (when available) provide additional context on Calidi’s risk factors, financial condition, capital structure, and use of proceeds from securities offerings. Together, these documents help investors understand how the company funds its research and development in biotechnology and immuno-oncology.

On Stock Titan, CLDI filings are supplemented with AI-powered summaries that highlight key terms, financial metrics, and development updates from lengthy documents. Users can quickly scan new 8-Ks, 10-Qs, 10-Ks, and related exhibits, while also reviewing details on equity offerings, warrant terms, and other securities disclosures referenced in Calidi’s filings.

Rhea-AI Summary

Calidi Biotherapeutics completed an underwritten public offering of 2,278,731 common stock units and 9,815,900 pre-funded warrant units, generating gross proceeds of approximately $6.03 million before fees. Each unit includes common stock or a pre-funded warrant plus three series of common stock warrants with initial exercise prices of $0.50 per share and staggered terms of six months, one year, and five years, all immediately exercisable and featuring exercise-price reset provisions.

The underwriter also received a warrant to purchase up to 604,732 common shares at $0.625, expiring in 2031. Calidi agreed to short-term restrictions on issuing additional equity or variable-rate financing and its directors and officers agreed to 90-day lock-ups. The company amended existing Series G, H, and I warrants so their exercise prices are reduced to $0.50 per share, while other terms remain unchanged. As of March 11, 2026, Calidi had 10,545,725 common shares outstanding, including 150,000 non-voting shares held in escrow.

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Calidi Biotherapeutics, Inc. received a new Schedule 13D disclosure from investor Ognian Anguelov Gavrilov. He reports beneficial ownership of 700,000 shares of Calidi common stock, representing 9.8% of the outstanding class. The filing states the shares were acquired with personal funds for investment purposes.

The investor has sole voting and dispositive power over all 700,000 shares and no other person has rights to dividends or sale proceeds. The filing notes he may buy more shares or sell some or all of his holdings over time but currently has no specific plans for corporate actions involving Calidi.

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Rhea-AI Summary

Calidi Biotherapeutics, Inc. is offering up to 703,731 Common Stock Units in a firm‑commitment underwriting, each Unit priced at $0.50 and consisting of one share of Common Stock plus three series warrants (Series J, K and L). The offering also permits up to 9,815,900 Pre‑Funded Warrant Units to avoid >4.99% beneficial ownership limits.

The Units carry Common Warrants exercisable at $0.50 with varying terms (Series J: 5 years; Series K: 1 year; Series L: 6 months) and reset mechanics after the 45th calendar day. Net proceeds are estimated at approximately $4.5 million (before over‑allotment) to be used for working capital and general corporate purposes. The prospectus notes a going concern qualification and preliminary unaudited year‑end cash of $5.6 million.

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Calidi Biotherapeutics, Inc. is conducting a firm-commitment public offering of Common Stock Units and, for certain purchasers, Pre-Funded Warrant Units, each unit including one share (or pre-funded warrant in lieu of a share) and one each of Series J, Series K and Series L warrants.

The Common Warrants include reset provisions at the 45th calendar day and after a reverse split approved and effective during fiscal 2026; exercise limitations include a 4.99% beneficial ownership cap (expandable to 9.99% at holder election). The company notes a 1-for-12 reverse stock split effected August 4, 2025 and lists NYSE American symbol CLDI. Management discloses substantial doubt about the company’s ability to continue as a going concern and preliminary cash of $5.6 million as of December 31, 2025.

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Calidi Biotherapeutics, Inc. investor Lincoln Alternative Strategies LLC filed an amended Schedule 13G to report that it no longer beneficially owns any shares of Calidi common stock. The filing shows 0 shares with 0% of the class, with no sole or shared voting or dispositive power.

The amendment reflects ownership of 5 percent or less of the common stock, par value $0.0001 per share, of Calidi Biotherapeutics. Lincoln Alternative Strategies is organized in Delaware, and the certification states the securities were not acquired to change or influence control of the company.

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Calidi Biotherapeutics, Inc. filed a current report to note that it has made an updated corporate presentation available on its website. The presentation is included as Exhibit 99.1 and is furnished under Regulation FD, meaning it is provided for informational disclosure and is not deemed filed for liability purposes under the Exchange Act or automatically incorporated into other securities law filings.

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Ognian Anguelov Gavrilov has filed a Schedule 13G reporting a significant passive ownership stake in Calidi Biotherapeutics, Inc. common stock. He reports beneficial ownership of 560,000 shares of Calidi’s common stock, representing 7.78% of the class as of the reported date.

Gavrilov, a U.S. citizen, has sole voting and sole dispositive power over all 560,000 shares, with no shared voting or dispositive authority and no group membership. The filing states this is a first-time Schedule 13G submission and notes that it was made late due to an inadvertent oversight. He certifies that the shares were not acquired and are not held for the purpose of changing or influencing control of Calidi.

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Calidi Biotherapeutics, Inc. filed a current report describing a new press release that shares corporate updates for the fiscal year ended December 31, 2025 and outlines key operational plans for 2026. The release also includes preliminary, unaudited financial information that is still subject to completion of year-end closing and audit procedures.

The company highlights forward-looking plans, including its intention to submit an Investigational New Drug application by the end of 2026. All preliminary figures may change once the audit is completed, and the information in this report is furnished rather than filed for securities law purposes.

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Calidi Biotherapeutics director Allan Camaisa reported an insider sale of the company’s common stock. On 12/12/2025, AJC Capital, LLC, which is controlled by Camaisa, sold 850 shares of Calidi Biotherapeutics common stock at $1.455 per share. The filing states that these sales were made for estate and tax planning purposes.

After this transaction, Camaisa is reported to beneficially own 76,952 shares of common stock. This includes 6,394 shares held directly, 19,860 shares held by AJC Capital, LLC, and 50,698 shares held by Jamir Trust. Camaisa is the sole managing member and owner of AJC and the sole trustee of Jamir Trust, so he is deemed to beneficially own the shares held by those entities. All share figures give retrospective effect to a 1-for-12 reverse stock split that became effective on August 4, 2025.

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Calidi Biotherapeutics (CLDI) filed its Q3 2025 report showing continued operating losses and a going concern warning. The company reported a Q3 net loss of $5.181M and a nine‑month net loss of $16.004M. Total operating expenses were $5.048M in Q3 and $15.774M year‑to‑date.

Liquidity remains tight. Cash was $10.375M as of September 30, 2025, with net cash used in operating activities of $16.249M for the nine months. The balance sheet listed total assets of $14.029M, total liabilities of $6.831M, and stockholders’ equity of $6.918M. Management stated there is “substantial doubt” about the company’s ability to continue as a going concern absent additional financing.

The company effected a 1‑for‑12 reverse stock split effective August 4, 2025; trading began on a split‑adjusted basis on August 5, 2025. As of November 10, 2025, 7,167,721 common shares were outstanding, excluding 150,000 non‑voting shares held in escrow. Year‑to‑date, financing activities provided $17.119M, including public offerings, a registered direct offering, and warrant‑related proceeds.

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FAQ

What is the current stock price of Calidi Biotherapeutics (CLDI)?

The current stock price of Calidi Biotherapeutics (CLDI) is $0.2821 as of March 20, 2026.

What is the market cap of Calidi Biotherapeutics (CLDI)?

The market cap of Calidi Biotherapeutics (CLDI) is approximately 2.8M.

CLDI Rankings

CLDI Stock Data

2.85M
6.31M
Biotechnology
Biological Products, (no Diagnostic Substances)
Link
United States
SAN DIEGO

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