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.
Calidi Biotherapeutics (CLDI) Form 3 reports that Lincoln Alternative Strategies LLC filed an initial beneficial ownership statement following an 08/20/2025 event. The filing shows 730,000 shares of Common Stock held in direct ownership. No derivative securities are reported. The form was signed by Stephen Temes on 08/27/2025 and indicates the filer is a director of the issuer and the Form was filed by one reporting person.
Calidi Biotherapeutics, Inc. (CLDI) reporting person James A. Schoeneck acquired securities in a public offering that closed on 08/21/2025. The Form 4 shows acquisition of 75,000 common shares and 75,000 warrants exercisable into common stock through 08/21/2030, with a combined purchase price of $2.00 per share and accompanying warrant. Following the transactions, Mr. Schoeneck directly beneficially owns 76,134 common shares and indirectly holds 8,033 shares through the James & Cynthia Schoeneck Family Trust, where he is a trustee.
The filing was signed by an attorney-in-fact on 08/25/2025 and references a previously filed Power of Attorney as Exhibit 24. The reporting person disclaims beneficial ownership of the trust shares except to the extent of pecuniary interest.
Eric E. Poma, who serves as Chief Executive Officer and a director of Calidi Biotherapeutics, Inc. (CLDI), acquired 25,000 shares of common stock and 25,000 warrants in a public offering that closed on 08/21/2025. Each share was purchased together with a warrant at a combined purchase price of $2.00 per share and accompanying warrant. Following the reported transactions, the reporting person beneficially owns 25,000 shares directly. The Form 4 was executed by an attorney-in-fact and filed with a signature dated 08/25/2025.
Reporting person: Scott Leftwich, a director of Calidi Biotherapeutics, Inc. (CLDI), purchased securities in the issuer's public offering that closed on 08/21/2025. He acquired 125,000 common shares with accompanying 125,000 warrants (exercise price $2.00, exercisable 08/21/2025, expiring 08/21/2030) for an aggregate per-share-and-warrant price of $2.00. Following the transaction, the reporting person directly beneficially owned 130,650 common shares and indirectly beneficially owned an additional 14,672 shares through SECBL, LLC and 1,309 shares through WEBCL, LLC, of which he is the managing member. The Form 4 was signed by an attorney-in-fact on 08/25/2025.
Calidi Biotherapeutics CFO Andrew C. Jackson purchased equity in the company through the issuer's public offering on 08/21/2025. He acquired 2,500 common shares with an accompanying 2,500-warrant package at a combined purchase price of $2.00 per share and warrant. The warrants are exercisable beginning 08/21/2025 and expire 08/21/2030. Following the transaction the reporting person beneficially owns 2,500 shares and 2,500 warrants.
Calidi Biotherapeutics, Inc. is raising new capital through an underwritten public offering of equity units and warrants. The company agreed to sell 1,922,764 common stock units and 1,528,000 pre-funded warrant units, generating gross proceeds of approximately $6.9 million before underwriting discounts and expenses. Each common stock unit includes one share of common stock and one Series I common warrant, sold at $2.00 per unit, while each pre-funded unit includes a pre-funded warrant and a common warrant, sold at $1.999 per unit.
The common warrants are immediately exercisable at $2.00 per share for five years, and the pre-funded warrants are exercisable until fully used. Calidi also issued representative’s warrants to buy up to 172,538 shares at $3.00 per share, expiring on August 20, 2030. The company plans to use the proceeds for working capital, general corporate purposes, and pre-clinical and clinical trial preparation. In return for this financing, Calidi agreed to short-term restrictions on issuing additional equity and its directors and executive officers agreed to 90-day lock-up periods.
Calidi Biotherapeutics filed a prospectus that discloses an equity offering and summarized recent balance sheet and operating results. The company reports a historical net tangible book value per share of $0.74 as of June 30, 2025, which rises by $1.09 after recent equity issuances and debt repayments to a pro forma net tangible book value of $1.83. The document shows that this offering reduces net tangible book value per share by $0.06. The condensed statements show cash of $10,227, current liabilities around $9,496–$10,232 in one period and total liabilities of $12,214 (prior period $18,254), a reported net loss of $22,143 for the year and operating losses of $21,776 and $28,992 in comparative periods. The prospectus also details numerous equity issuances, warrants and convertible note terms, and indicates 1,730,051 shares issued and outstanding at December 31, 2024.
Calidi Biotherapeutics (CLDI) is an early‑stage biotherapeutics company filing an S-1 that discloses recent capital raises, significant reverse stock splits and ongoing operating losses. The company reported cash of $5.3 million and restricted cash of $0.1 million as of June 30, 2025, and used $12.0 million of cash for operating activities in the six months then ended, while management expects operating losses and negative cash flows to continue. Pro forma net tangible book value per share was shown as $1.83 (historical $0.74), reflecting equity issuances and debt repayments. The company completed a 1‑for‑10 reverse split in July 2024 and a 1‑for‑12 reverse split effective August 4, 2025, with trading on NYSE American commencing on August 5, 2025. Various term notes, bridge loans and related‑party obligations were described, with several settlements and conversions occurring in January 2025. The S-1 includes grant funding draws (CIRM $3.1 million) and multiple equity offerings and warrant activities disclosed in detail.
Armistice Capital, LLC and Steven Boyd report beneficial ownership of 117,368 shares of Calidi Biotherapeutics common stock, representing 4.99% of the class. The reported position reflects shared voting and shared dispositive power of the shares rather than sole control. Armistice Capital serves as investment manager to a Master Fund that directly holds the shares and, under an investment management agreement, exercises voting and investment power over them; the Master Fund disclaims direct beneficial ownership because it cannot vote or dispose of the shares independently. The filing states the securities are held in the ordinary course of business and not for the purpose of changing control.
Calidi Biotherapeutics, Inc. reported that it has eliminated the position of President, Medical and Scientific Affairs, previously held by Dr. Boris Minev, and that he ceased serving as an executive and Section 16 officer effective July 29, 2025. On August 8, 2025, the company and Dr. Minev executed a General Release of Claims and Separation Agreement that includes a broad release of claims in favor of the company and related parties.
After a seven-business-day revocation period from August 8, 2025, the company will be obligated to pay Dr. Minev $100,000 as a negotiated bonus related to NNV1 and SNV1 IND approvals, and separation pay of $187,500 in salary continuation over six months under the regular payroll schedule, along with payment of his COBRA premiums for six months commencing August 2025 upon timely election.