Welcome to our dedicated page for FOXO TECHNOLOGIES SEC filings (Ticker: FOXO), 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 FOXO Technologies Inc. (FOXO) SEC filings page on Stock Titan provides access to the company’s regulatory disclosures, including Current Reports on Form 8-K and other key documents filed with the U.S. Securities and Exchange Commission. These filings describe material events affecting FOXO’s healthcare, biospecimen and biotechnology businesses, as well as its capital structure and governance.
Corporate actions and capital structure are a recurring focus of FOXO’s 8-K filings. The company reports amendments to its Certificate of Incorporation to increase authorized shares of Class A common stock and preferred stock, as well as Amended and Restated Certificates of Designation for its Series A, B, C, D and E preferred stock. These documents outline changes to conversion prices, voting rights, and dividend terms, and explain how preferred stock relates to FOXO’s acquisition vehicle, FOXO Acquisition Corporation (FAC).
Filings also cover equity and listing-related events, such as the approval of a 1-for-1.99 reverse stock split of FOXO’s Class A common stock aimed at supporting NYSE American continued listing requirements, and subsequent disclosure that NYSE Regulation initiated proceedings to delist FOXO’s common stock due to minimum price rules, with trading moving to the OTC market under the symbol FOXO.
Investors can review transaction-related filings, including Forms 8-K describing the stock purchase agreement and closing of the acquisition of Vector BioSource, Inc. These filings summarize consideration paid in cash, Series E Cumulative Redeemable Secured Preferred Stock and warrants, and explain conditions such as revenue-based earn-out provisions and funding commitments for Vector’s growth budget.
FOXO’s 8-Ks also address governance and control matters, including written consents by a majority stockholder (Rennova Health, Inc.) approving increases in authorized share capital and the election of directors, as well as the appointment of a Chief Financial Officer and the non-binding ratification of the company’s independent registered public accounting firm.
On Stock Titan, FOXO filings are supplemented with AI-powered summaries that highlight key terms in these documents, helping readers quickly understand amendments to preferred stock designations, reverse stock split mechanics, acquisition structures and shareholder approvals. Users can use this page to locate FOXO’s 8-Ks that reference press releases, reverse stock split details, preferred stock amendments and other material corporate events, and to track how these regulatory disclosures relate to the company’s healthcare and biotechnology operations.
FOXO Technologies Inc. increased its authorized shares of common stock from 2,500,000,000 to 10,000,000,000 by filing a Certificate of Amendment to its Certificate of Incorporation in Delaware, effective January 18, 2026. This step allows the company to issue significantly more shares in the future if it chooses.
The company also reported that its critical access-designated acute care hospital, Scott County Community Hospital, Inc. (d/b/a Big South Fork Medical Center), has expanded its clinical capabilities through new inpatient tele-specialty services and added cardiac diagnostics, according to a January 20, 2026 press release furnished as an exhibit.
FOXO Technologies Inc. obtained written consent from its majority stockholder, Rennova Health, Inc., to make major capital structure and governance changes without holding a shareholder meeting. The board and majority holder approved an amendment to raise authorized Class A common stock from 2,500,000,000 to 10,000,000,000 shares and preferred stock from 10,000,000 to 20,000,000 shares, with the board able to implement the increase any time before April 30, 2026. The company explains this larger pool is needed to cover conversions of existing preferred stock and convertible debt, warrant exercises, equity compensation, future financings, and potential acquisitions, while warning that future issuances could significantly dilute current holders and be used in anti-takeover defenses. The same written consent re-elected five directors, confirmed committee structures and independence determinations, and detailed executive and director pay, including significant service and separation arrangements for former interim executives and related-party software licensing with KR8.
FOXO Technologies Inc. reported that it amended the certificates of designation for its Series B and Series C Cumulative Convertible Redeemable Preferred Stock. The amendments change the conversion price so it equals the higher of $0.0001 or 90% of the average VWAP of the five trading days immediately before a holder submits a conversion notice, and they remove the mandatory conversion feature. The amendments also allow dividends paid on the Company’s Series E Cumulative Redeemable Secured Preferred Stock without being restricted by Section 3(d).
The Company also disclosed that Rennova Health, Inc., which is controlled by FOXO’s CEO and held approximately 98.6% of the Company’s voting rights as of December 16, 2025, approved certain actions by written consent and, on a non-binding basis, ratified the appointment of Kreit & Chiu CPA LLP as auditor for 2025. These approved items will become effective 20 days after the definitive Schedule 14C information statement is mailed to stockholders.
FOXO Technologies Inc. is informing stockholders that its board and a majority stockholder have already approved major charter changes and director elections by written consent, so no meeting or vote will be held. The company plans an amendment to increase authorized Class A common stock from 2,500,000,000 to 10,000,000,000 shares and authorized preferred stock from 10,000,000 to 20,000,000 shares, effective any time before April 30, 2026 at the board’s discretion. As of the December 16, 2025 record date, FOXO had 1,750,216,495 common shares outstanding and 195,970,372,804 total voting power, with a majority stockholder holding about 98.60% of votes, allowing it to approve the changes unilaterally. The statement explains that additional authorized shares are intended to cover conversions of preferred stock and debt, warrant exercises, equity compensation, and future financings and strategic deals, and notes that future issuances could dilute existing holders and be used in anti-takeover defenses. The written consent also re-elects five directors and describes the company’s governance, board committees, executive and director pay, and equity incentive plans.
FOXO Technologies Inc. furnished a current report stating that Chief Executive Officer Seamus Lagan has provided a year-end review to shareholders. The review was delivered through a press release dated December 15, 2025, which is attached as Exhibit 99.1 and incorporated by reference.
The company specifies that the information under Item 7.01, including Exhibit 99.1, is being furnished rather than filed, so it is not subject to Section 18 liability and is not automatically incorporated into other securities filings unless specifically referenced. The report also includes a standard caution that the year-end review and related communication may contain forward-looking statements, which involve risks and uncertainties and speak only as of the date of the report.
FOXO Technologies Inc. reported that its behavioral health subsidiary, Myrtle Recovery Centers, was honored by the Rural Health Association of Tennessee at the RHA Annual Conference Awards Luncheon on
The company shared this news through a press release, which is included as Exhibit 99.1. FOXO stated that the information is being furnished under Regulation FD and is not deemed filed for liability purposes under the Exchange Act or automatically incorporated into other securities filings.
FOXO Technologies Inc. filed its Q3 2025 report, showing sharp top-line growth alongside continued losses and liquidity pressure. Net revenues were
After large deemed preferred dividends, net loss to common stockholders was
The company’s Class A common stock was delisted from NYSE American on August 22, 2025 and began trading on OTC Markets on August 13, 2025 under “FOXO.” Reverse stock splits of 1‑for‑10 (April 28, 2025) and 1‑for‑1.99 (July 27, 2025) were implemented. Shares outstanding were 108,866,549 as of September 30, 2025; as of November 7, 2025, Class A shares outstanding were 526,520,303.
FOXO Technologies Inc. filed amendments to its Certificate of Incorporation affecting two preferred stock series. For the Series D Cumulative Convertible Redeemable Preferred Stock, the conversion price is revised to the higher of
For the Series E Cumulative Redeemable Secured Preferred Stock, the company clarified that dividends are paid semi-annually, rather than quarterly. These updates were filed on October 29, 2025, via Amended and Restated Certificates of Designation and are incorporated by reference as Exhibits 3.1 and 3.2.
FOXO Technologies Inc. amended its Certificate of Incorporation to increase authorized shares of Class A common stock from 500,000,000 to 2,500,000,000. The amendment, previously authorized and approved by stockholders, became effective on October 22, 2025 with the Delaware Secretary of State.
This change expands the number of shares the company may issue in the future; it does not by itself issue any shares or raise capital. A copy of the amendment is filed as Exhibit 3.1.
FOXO TECHNOLOGIES INC. filed a Form D notice for a Regulation D exempt offering stating total amount sold of
The filing reports 2 total investors to date, a stated minimum investment of
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