Cadrenal Therape SEC Filings

Cadrenal Therapeutics, Inc. is registering 1,180,003 shares of Common Stock for resale by selling stockholders, consisting of 1,142,860 shares issuable upon exercise of Investor Warrants and 37,143 shares issuable upon exercise of Placement Agent Warrants. The company will not receive proceeds from resales but will receive proceeds from any cash exercises of those warrants.

The registration fulfills contractual registration rights under an inducement agreement related to a private placement and warrants issued April 1, 2026; resales may occur in public or private transactions at prevailing or negotiated prices.

Cadrenal Therapeutics, Inc. is registering 1,180,003 shares of Common Stock for resale by selling stockholders.

The shares consist of 1,142,860 shares issuable upon exercise of Investor Warrants and 37,143 shares issuable upon exercise of Placement Agent Warrants. The resale proceeds will go to the selling stockholders; the company will receive proceeds only from any cash exercise of the warrants. The prospectus states 3,078,247 shares were outstanding as of April 1, 2026 and assumes 4,258,250 shares outstanding after full exercise.

Cadrenal Therapeutics, Inc. entered into a warrant inducement agreement with an existing holder, who agreed to exercise warrants for up to 571,430 common shares at $4.50 per share. This cash exercise is expected to provide approximately $2.5 million in gross proceeds for working capital.

In return, Cadrenal issued new unregistered Series B-1 and Series B-2 warrants, each for 571,430 shares at an exercise price of $4.50 per share, plus placement agent warrants for 37,143 shares at $5.625 per share. The company will file a Form S-3 to register the resale of the new warrant shares and agreed to short-term restrictions on issuing additional equity or registration statements.

Cadrenal Therapeutics registered 590,001 shares of Common Stock for resale under a prospectus supplement to its Form S-3 registration statement. The supplement states that 571,430 of those shares are issuable upon exercise of Existing Warrants that were amended on March 31, 2026 to reduce the exercise price from $16.50 to $4.50. The supplement covers resale "from time to time," and the prospectus remains qualified by the underlying Form S-3 prospectus.

The company reports a Nasdaq closing price of $5.12 per share as of March 31, 2026. The supplement updates warrant terms and registers the related shares; other prospectus terms continue to apply.

Cadrenal Therapeutics, Inc. is a late-stage biopharmaceutical company developing therapies for life-threatening immune and thrombotic conditions. The company has shifted its primary focus to CAD-1005, a first-in-class selective 12-LOX inhibitor for heparin-induced thrombocytopenia (HIT), supported by orphan drug and Fast Track designations.

Cadrenal recently acquired a 12-LOX asset platform from Veralox and a portfolio of Factor XIa inhibitors, including frunexian, from eXIthera, adding clinical-stage assets and associated licenses and royalty obligations. Its broader pipeline includes tecarfarin, a late-stage vitamin K antagonist for high-risk cardiovascular patients, and frunexian, an IV Factor XIa inhibitor for acute critical-care settings.

On March 26, 2026, Cadrenal completed an End-of-Phase 2 FDA meeting for CAD-1005 and clarified a potential registrational path for a planned pivotal Phase 3 HIT trial, which remains subject to final FDA meeting minutes, protocol review and securing sufficient financing.

Cadrenal Therapeutics, Inc. reported fourth quarter and full-year 2025 results and provided an update on its CAD-1005 program for heparin-induced thrombocytopenia (HIT). The company completed an End-of-Phase 2 FDA meeting on March 26, 2026 to align on a proposed Phase 3 pivotal trial design.

For Q4 2025, research and development expenses were $0.7 million, down from $1.5 million a year earlier, while general and administrative expenses were $2.4 million, down from $2.7 million. Cadrenal posted a quarterly net loss of $3.0 million, improving from a $4.2 million loss in Q4 2024.

For the full year 2025, operating expenses totaled $13.5 million and the net loss was $13.2 million, compared with a $10.7 million net loss in 2024. Cash and cash equivalents were $4.0 million as of December 31, 2025, and the company is evaluating financing and strategic alternatives to support planned clinical development.

Cadrenal Therapeutics reported new preclinical research on its first-in-class 12-lipoxygenase inhibitor CAD-1005, showing potential to address inflammation linked to obesity and Type 2 diabetes. In animal models, oral CAD-1005 (formerly VLX-1005) improved glycemic control, reduced pancreatic β-cell loss, lowered inflammatory cells in fat and pancreatic tissue, and decreased pro-inflammatory cytokines in adipose tissue.

The findings support 12-LOX as a key driver of obesity-related inflammation and suggest that selectively inhibiting this enzyme may help restore metabolic signaling and protect tissues from inflammatory damage. CAD-1005 is already in clinical development for suspected heparin-induced thrombocytopenia (HIT), where a Phase 2 trial showed reduced thrombotic events. The company is also advancing next-generation oral 12-LOX inhibitor CAD-2000 and maintains additional late-stage programs, including the anticoagulant tecarfarin and Factor XIa inhibitor frunexian.

Cadrenal Therapeutics reported Phase 2 trial results for CAD-1005 in heparin-induced thrombocytopenia. The randomized, blinded, placebo-controlled study did not meet its primary endpoint of improving platelet count recovery versus placebo on top of standard anticoagulant therapy. However, CAD-1005 achieved a greater than 25% absolute reduction in new or worsening thrombotic events compared with placebo, suggesting potential clinical benefit despite the small sample size. The company has been granted an End-of-Phase 2 meeting with the FDA in March 2026 to discuss a Phase 3 registration path for CAD-1005, which it describes as the only 12-LOX inhibitor in clinical development for this indication.

Cadrenal Therapeutics entered into a securities purchase agreement for a mixed stock and warrant financing. The company is selling 207,374 shares of common stock in a registered direct offering at $10.85 per share and issuing unregistered common warrants to purchase up to 414,748 additional shares in a concurrent private placement, for expected gross proceeds of about $2.2 million.

The common warrants have a $10.60 exercise price, are exercisable immediately, and will expire two years after the effective date of a future resale registration statement, with beneficial ownership capped between 4.99% and 9.99%. H.C. Wainwright & Co. is acting as placement agent, receiving cash fees, expense reimbursements, and warrants to buy 13,479 shares at $13.5625. The company, its directors, and officers agreed to 10-day lock-ups and short-term limits on new equity issuances and registration filings, plus a one-year ban on variable rate transactions other than a potential at-the-market program with Wainwright.