FibroBiologics, Inc. filings document the regulatory record of a clinical-stage biotechnology issuer developing fibroblast-based therapies. Recent disclosures cover registered equity financing through an at-the-market common stock program, shelf registration mechanics, common stock and warrant-related capital structure matters, and corporate uses of proceeds for working capital and general corporate purposes.
The company’s SEC filings also record governance and public-company administration, including annual meeting proxy proposals, director election and auditor ratification matters, stock-plan option grants to executive officers, Nasdaq continued-listing compliance, amendments to stockholder-meeting quorum provisions, and material agreements affecting its operating footprint.
FibroBiologics, Inc. reports that Nasdaq’s Listing Qualifications staff issued a Staff Determination on July 22, 2026 to delist its securities from The Nasdaq Capital Market. The notice cites noncompliance with Nasdaq Listing Rule 5550(a)(2), which requires a minimum bid price of $1.00 per share.
The company’s bid price closed below $1.00 for 30 consecutive business days from June 8 through July 21, 2026. Because FibroBiologics effected a reverse stock split within the prior year, it is not eligible for the usual 180-day cure period under Nasdaq Listing Rule 5810(c)(3)(A)(iv). Unless it requests an appeal by July 29, 2026, trading is expected to be suspended at the opening of business on July 31, 2026. FibroBiologics intends to timely request a hearing before a Nasdaq Hearings Panel, which will stay delisting actions during the hearing process, but there is no assurance the appeal or any plan to regain compliance will succeed.
FibroBiologics, Inc. is calling a virtual special stockholder meeting on September 17, 2026 to vote on a single proposal required by Nasdaq Listing Rule 5635(d). Stockholders are asked to approve the potential issuance of up to 8,163,266 shares of common stock upon exercise of outstanding investor warrants issued under a June 25, 2026 Securities Purchase Agreement and up to 285,714 shares upon exercise of outstanding Placement Agent Warrants issued under an engagement with H.C. Wainwright & Co.
As of the July 20, 2026 record date, there were 6,080,560 common shares and 125 Series C Preferred shares outstanding, with the preferred carrying 13,000 votes per share and subject to an irrevocable proxy in favor of the Board. Full warrant exercise would significantly dilute existing holders but could generate approximately $6.0 million from investor warrants and $263 thousand from Placement Agent Warrants. If the proposal is not approved, FibroBiologics may be unable to issue all warrant shares and could owe liquidated damages under the warrant terms, potentially straining liquidity and requiring repeated stockholder meetings every 90 days until approval is obtained.
FibroBiologics, Inc. is registering for resale up to 12,530,613 shares of common stock issuable from June 2026 private‑placement warrants, including Pre-Funded, Short-term, Long-term and placement agent warrants. Existing investors, not the company, will sell these shares from time to time.
FibroBiologics will not receive proceeds from stockholder resales but may obtain up to approximately $6.3 million in gross proceeds if the June Warrants are exercised for cash. Common stock outstanding was 6,080,560 shares as of July 8, 2026, rising to 18,611,173 shares if all such warrants are exercised.
The company recently executed a 1-for-20 reverse stock split, completed an April 2026 equity offering with approximately $2.5 million in net proceeds, and established a $7.5 million at-the-market program, while regaining Nasdaq bid-price and equity listing compliance subject to one-year monitoring periods.
FibroBiologics, Inc. director Kathleen Hallisey Rubins reported her initial beneficial ownership of a stock option to acquire 562 shares of common stock. The option has a $65.60 exercise price, expires on 2032-09-26, and, according to a footnote, vested over three years and became fully exercisable on September 26, 2025. The option is held directly.
FibroBiologics, Inc. filed a prospectus to register for resale up to 12,530,613 shares of its common stock by selling stockholders.
The resale shares consist of Pre-Funded Warrants, Short-term Warrants, Long-term Warrants and Placement Agent Warrants. The Company will not receive proceeds from resale transactions but could receive up to approximately $6.3 million if the June Warrants are exercised for cash.
FibroBiologics, Inc. reported a board change, with Matt Link resigning as a director effective July 2, 2026, and the board appointing Kathleen “Kate” Rubins, Ph.D., as a Class III director effective July 8, 2026, with a term running to the 2029 annual stockholders’ meeting.
Dr. Rubins, a retired NASA astronaut, microbiologist and genomics scientist, becomes a member of the Audit, Compensation, and Governance and Nominating Committees and will receive compensation under the company’s Non-Employee Director Compensation Policy. A press release describing her appointment, including her 300 days in space and leadership at the Trivedi Institute for Space and Global Biomedicine, was furnished as an exhibit.
FibroBiologics, Inc. entered into a private placement that provides $3,000,000 in gross proceeds through pre-funded warrants and common stock priced at $0.735 per share. Net proceeds are approximately $2.6 million after fees and expenses, and the company plans to use the cash for working capital and general corporate purposes.
The investor received 4,081,633 shares of common stock or pre-funded warrants plus 4,081,633 short-term warrants and 4,081,633 long-term warrants, each with a $0.735 exercise price. If these warrants are fully exercised for cash after stockholder approval, FibroBiologics could receive about $6.0 million in additional gross proceeds. The transaction also includes 285,714 placement agent warrants at a $0.9188 exercise price and is being conducted under Securities Act exemptions with related resale registration rights.
FibroBiologics, Inc. director Robert E. Hoffman reported receiving a grant of stock options. He was awarded stock options covering 30,803 shares of common stock at an exercise price of $0.7503 per share, expiring on June 22, 2036. These options will vest in full on the earlier of the first anniversary of the grant date or the date of the next annual meeting. Following this compensation-related grant, Hoffman holds 30,803 stock options directly.
FibroBiologics, Inc. director Richard C. Cilento Jr. reported a grant of stock options. He received options to acquire 30,803 shares of common stock at an exercise price of $0.7503 per share. The options vest in full on the earlier of the first anniversary of the grant date or the next annual meeting and expire on June 22, 2036.