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.
Calidi Biotherapeutics filings document a biotechnology issuer developing targeted genetic medicines through its RedTail virotherapy platform and related oncology candidates. The company’s common stock trades on NYSE American under CLDI, and its reports describe operating updates, financial results, regulatory communications, and corporate presentations tied to its pipeline.
Recent SEC disclosures include Form 8-K reports on material agreements, public and private equity transactions, common stock units, pre-funded warrants, common stock warrants, and Regulation FD materials. Proxy filings document annual-meeting matters, director elections, board composition, committee assignments, auditor ratification, stockholder voting mechanics, and other governance subjects.
Calidi Biotherapeutics reported first quarter 2026 results showing a net loss attributable to common stockholders of $4.4 million, or $0.43 per share, compared with a net loss of $5.0 million, or $2.21 per share, a year earlier.
Research and development expenses were $2.6 million, slightly higher than in 2025, while general and administrative expenses declined to $1.6 million from $2.6 million, reducing overall operating costs. Total other income turned modestly positive, helping narrow the loss.
The company ended March 31, 2026 with $6.6 million in cash and $0.2 million in restricted cash, up from $5.6 million and $0.2 million at year-end 2025. Calidi continues advancing its RedTail platform, including lead candidate CLD-401 in IND-enabling studies, and plans to submit an IND application by the end of 2026.
Calidi Biotherapeutics, Inc. entered into a private financing arrangement by issuing a warrant to an accredited investor on May 6, 2026. The warrant allows the holder to purchase up to 17,391,304 shares of common stock at an exercise price of $0.23 per share.
The warrant first becomes exercisable on September 8, 2026 and vests in proportion to any issuances of up to $4.0 million of common stock that the investor and the company may agree to complete in registered offerings prior to July 8, 2026. Neither party is obligated to proceed with any such stock issuances.
The warrant and the shares issuable upon its exercise were issued as an unregistered offering relying on Section 4(a)(2) of the Securities Act and Rule 506(b), based on the investor’s status as an accredited investor. The warrant form was filed as an exhibit for reference.
Calidi Biotherapeutics, Inc. is asking stockholders to vote at a virtual annual meeting on June 12, 2026, with a record date of April 17, 2026. Proposals include electing one Class III director, ratifying CBIZ CPAs P.C. as auditor, and authorizing a reverse stock split between 1-for-2 and 1-for-16 at the board’s discretion.
Stockholders will also consider increasing the 2023 Equity Incentive Plan share authorization from 282,815 to 1,950,000 shares and an adjournment proposal to allow extra time to gather votes if needed. There were 15,228,625 shares of voting common stock outstanding as of the record date.
Calidi Biotherapeutics, Inc. is soliciting proxies for its virtual Annual Meeting of Stockholders to be held June 12, 2026. Stockholders of record as of April 17, 2026 may vote on five proposals, including a Reverse Stock Split (1-for-2 to 1-for-16) and an amendment to increase shares available under the 2023 Equity Incentive Plan from 282,815 to 1,950,000. The company will mail a Notice of Availability on or about April 29, 2026 with instructions to access proxy materials and vote online or by telephone.
Calidi Biotherapeutics, Inc. announced that director Allan J. Camaisa plans to let his Board term expire at the Company’s 2026 annual stockholder meeting. The Company states his decision is not due to any disagreement over operations, policies or practices.
Following this notice, the Board approved a reduction in its size from six to five directors, effective at the 2026 annual stockholder meeting, by eliminating the Class III director seat that will become vacant. On April 1, 2026, the Board also appointed Class III director Scott Leftwich to the Audit Committee, effective immediately.
Ognian Anguelov Gavrilov filed a Schedule 13D updating his ownership in Calidi Biotherapeutics, Inc. common stock. He now beneficially owns 20,000 shares, representing 0.3% of the outstanding shares, with sole voting and dispositive power over this amount.
The filing notes this follows dispositions of shares and states he currently has no specific plans for corporate actions involving Calidi, though he may buy or sell shares in the future based on market conditions.
Calidi Biotherapeutics, Inc. filed its annual report for the year ended December 31, 2025, outlining a high-risk biotech profile focused on oncolytic virus cancer therapies. The company has no approved products, has not generated revenue from product sales, and has incurred significant operating losses.
Management discloses it has insufficient cash to continue operations for the next 12 months, creating substantial doubt about its ability to continue as a going concern and a need for substantial additional funding. Calidi’s lead RedTail candidate, CLD-401, is planned for a first-in-human Phase 1 trial by the end of 2026, while CLD-201 (SuperNova) has an approved IND and FDA Fast Track Designation for soft tissue sarcoma, and CLD-101 (NeuroNova) is in early-stage glioma trials run by academic partners.
Calidi Biotherapeutics filed an 8-K to furnish its fourth quarter and full-year 2025 results and recent developments. For 2025, the company reported a net loss attributable to common stockholders of $25.6 million, or $5.95 per share, compared with $23.8 million, or $35.70 per share, in 2024.
Research and development expenses were $9.7 million and general and administrative expenses were $10.5 million for 2025, slightly shifting from 2024 levels. Calidi ended 2025 with $5.6 million in cash and $0.2 million in restricted cash, down from $9.6 million and $0.2 million a year earlier.
Operationally, the company highlighted progress on its RedTail platform and lead candidate CLD-401, which is in IND-enabling studies targeting several solid tumors. It received FDA Type D feedback, plans to file an IND by the end of 2026, established manufacturing partnerships, presented new in situ T-cell engager data, and raised $6.5 million through a public offering and at-the-market sales.
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.
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.