Edesa Biotech (NASDAQ: EDSA) files update on $2,262,508 ATM share program

Rhea-AI Filing Summary

Edesa Biotech, Inc. reported that on December 12, 2025 it filed a prospectus supplement to increase to $2,262,508 the maximum aggregate amount of common shares that may be issued under its at-the-market offering agreement with H.C. Wainwright & Co.

The company disclosed that it has previously sold an aggregate of $3,718,324.61 of common shares under a prior prospectus supplement and $837,134 under a 2024 prospectus supplement for the same registration statement. The report also notes that Fasken Martineau DuMoulin LLP provided a legal opinion on the validity of the shares covered and clarifies that this disclosure does not itself constitute an offer to sell these securities.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): December 12, 2025

Edesa Biotech, Inc.

(Exact Name of Registrant as Specified in its Charter)

British Columbia, Canada		001-37619		N/A
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

100 Spy Court

Markham, Ontario, Canada L3R 5H6

(Address of Principal Executive Offices)

(289) 800-9600

Registrant’s telephone number, including area code

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of exchange on which registered
Common Shares		EDSA		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01. Other Events.

On December 12, 2025, Edesa Biotech, Inc. (the “Company”), filed a prospectus supplement (the “Prospectus Supplement”) with the U.S. Securities and Exchange Commission (the “SEC”) to increase the maximum aggregate offering amount of the Company’s common shares, without par value (the “Common Shares”), issuable under the At The Market Offering Agreement (the “ATM Agreement”) with H.C. Wainwright & Co., LLC, dated October 4, 2024, to $2,262,508. The Prospectus Supplement amends and supplements the information contained in the prospectus, dated September 9, 2025 (the “Base Prospectus”), filed as part of the Company’s registration statement on Form S-3 (File No. 333-288966), as supplemented by the prospectus supplement dated September 9, 2025 (the “Prior Prospectus”).

As of the date hereof, pursuant to the ATM Agreement, the Company has sold an aggregate of $3,718,324.61 of Common Shares pursuant to the Prior Prospectus to date and an aggregate of $837,134 of Common Shares pursuant to the prospectus supplement, dated October 4, 2024 to the Company’s Registration Statement on Form S-3 (333-266604).

Fasken Martineau DuMoulin LLP, counsel to the Company, has issued a legal opinion relating to the validity of the $2,262,508 Common Shares that may be offered and sold pursuant to the ATM Agreement and related Prospectus Supplement. A copy of such legal opinion, including the consent included therein, is attached as Exhibit 5.1 to this Current Report on Form 8-K.

This Current Report on Form 8-K shall not constitute an offer to sell or the solicitation of an offer to buy the Common Shares discussed herein, nor shall there be any sale of such securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

The following exhibits are furnished with this Current Report on Form 8-K:

Exhibit Number		Exhibit Description
5.1		Opinion of Fasken Martineau DuMoulin LLP
23.1		Consent of Fasken Martineau DuMoulin LLP (included in Exhibit 5.1)
104		Cover Page Interactive Data File (the cover page XBRL tags are embedded within in the inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	Edesa Biotech, Inc.
Date: December 12, 2025	By:	/s/ Peter Weiler
	Name:	Peter Weiler
	Title:	Chief Financial Officer

FAQ

What did Edesa Biotech (EDSA) announce in this 8-K filing?

Edesa Biotech reported that on December 12, 2025 it filed a prospectus supplement to increase the maximum aggregate amount of common shares that may be issued under its at-the-market offering agreement with H.C. Wainwright & Co. to $2,262,508.

How much has Edesa Biotech already sold under its at-the-market offerings?

The company disclosed that it has sold an aggregate of $3,718,324.61 of common shares under a prior prospectus supplement and an aggregate of $837,134 of common shares under the prospectus supplement dated October 4, 2024 to its registration statement on Form S-3.

Who is Edesa Biotech's sales agent for the at-the-market program?

The at-the-market offering agreement for Edesa Biotech’s common shares is with H.C. Wainwright & Co., LLC, as stated in the agreement dated October 4, 2024.

Did Edesa Biotech obtain a legal opinion for the updated ATM capacity?

Yes. Fasken Martineau DuMoulin LLP, counsel to Edesa Biotech, issued a legal opinion relating to the validity of the $2,262,508 of common shares that may be offered and sold under the at-the-market agreement and related prospectus supplement.

Does this Edesa Biotech 8-K constitute an offer to sell securities?

No. The disclosure states that it shall not constitute an offer to sell or the solicitation of an offer to buy the common shares discussed, and that no sale may occur where such actions would be unlawful before registration or qualification under applicable state or jurisdictional securities laws.

Which exchange lists Edesa Biotech common shares and under what symbol?

Edesa Biotech’s common shares are listed on The Nasdaq Stock Market LLC under the trading symbol EDSA.