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. 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
FOXO Technologies Inc. reported two key corporate updates. The company appointed Sylwia Nowak Hauman$200,000 and a potential bonus of $25,000. She brings more than 25 years of finance leadership experience across pharmaceutical, biotech, and other regulated industries.
FOXO also filed an Amended and Restated Certificate of Designation for its Series A Cumulative Convertible Redeemable Preferred Stock. The amendment increases authorized Series A Preferred shares to 50,000, changes voting rights so each share’s votes equal its Stated Value divided by $0.0001, and revises the conversion price to the higher of $0.0001 or 90% of the average VWAP over the five trading days before a conversion notice. It also allows cash dividends to be paid to holders of the company’s Series E Cumulative Redeemable Secured Preferred Stock.
FOXO Technologies Inc. completed the acquisition of Vector Bio Source Inc. through a stock purchase agreement that closed on September 19, 2025. The sellers of Vector received $500,000 in cash, 60,000 shares of FOXO’s Series E Cumulative Redeemable Secured Preferred Stock, and warrants to purchase up to $2,000,000 of Class A Common Stock at an exercise price of $0.00517 per share. Following the transaction, Vector became a wholly owned subsidiary of FOXO Acquisition Corporation, and a consolidated subsidiary of FOXO Technologies. The preferred shares and warrants were issued in a private offering relying on Section 4(a)(2) and Rule 506(b), with no sales commissions paid. FOXO also issued a press release on September 22, 2025 announcing the closing of the acquisition.
FOXO Technologies Inc. obtained written consent from its Board and a majority voting stockholder to amend its charter to permit a reverse stock split of its common stock at a ratio between 1-for-10 and 1-for-500. The Board may choose the exact ratio and timing, any time before July 31, 2026, by filing a certificate of amendment in Delaware.
The reverse split is intended to raise FOXO’s very low OTC trading price to help meet the $0.01 OTCQB quotation threshold, potentially broaden institutional interest, and reduce certain costs. Based on 67,167,410 common shares outstanding as of September 2, 2025, the split would leave between 6,716,741 and 134,334 shares outstanding, while authorized common shares remain 500,000,000, increasing authorized but unissued capacity. Fractional shares will be rounded up to the nearest whole share, and stockholders’ percentage ownership and voting rights are expected to remain proportionate.
FOXO Technologies Inc. reports that its majority stockholder, Rennova Health, Inc., which is controlled by the company’s CEO, approved certain corporate actions by written consent as of September 10, 2025. Rennova Health held approximately 56.71% of FOXO’s voting rights directly or through proxy on that record date, giving it the ability to approve these matters without a stockholder meeting.
The company plans to file a preliminary Information Statement on Schedule 14C and then mail a definitive Schedule 14C to stockholders of record as of the same date. The approved items will become effective 20 days after the mailing of the definitive Information Statement, with further details to be provided in that document.
FOXO Technologies Inc. entered into a Stock Purchase Agreement to acquire all shares of Vector BioSource Inc. through its wholly owned subsidiary. At closing, the Vector sellers will receive
FOXO Technologies Inc. reported that it has signed a stock purchase agreement to acquire Vector Biosource Inc., a provider of information, data and biospecimen sourcing services to the biotechnology, clinical research and pharmaceutical research industries. The company shared this update via a furnished press release under a Regulation FD disclosure, meaning it is treating the announcement as general information rather than as filed financial data. The filing also highlights that statements about the acquisition and future performance are considered forward-looking and subject to risks and uncertainties.
FOXO Technologies, Inc. reported continued operating losses and liquidity strain for the six months ended June 30, 2025. The company had a working capital deficit of $27.3 million and only $0.3 million of cash and cash equivalents at June 30, 2025. Cash used in operating activities for the six months was $3.7 million. Total debt, net of discounts, was $11.2 million and total stockholders' equity was $13.7 million. Goodwill increased to approximately $31.3 million. The healthcare segment recorded meaningful changes in recognized net revenues after estimating contractual allowances: healthcare net revenues were $5.2 million for the three months and $8.4 million for the six months ended June 30, 2025, compared with minimal prior-year amounts. The period included material financing and capital-structure events, including exchanges of Senior PIK Notes into Series B Preferred Stock and the issuance of Series A Preferred Stock (3,400 shares for gross proceeds of $3.35 million). The filing discloses multiple notes and defaults, related-party balances, accrued liabilities including severance of $2.17 million, and legal/settlement items. Management disclosed ongoing discussions with creditors on extensions and various subsequent conversions and exchanges of preferred stock into common shares.
FOXO Technologies Inc. reports material balance sheet and financing activity tied to 2024 acquisitions and debt restructurings. The company had a working capital deficit of $30.6 million and only $16,907 in cash and cash equivalents as of March 31, 2025. For the three months ended March 31, 2025, FOXO reported a net loss attributable to common stockholders of $788,583, or $0.73 per Class A share; comparable prior-period weighted average shares and loss per share are shown in the filing.
The company recorded a $1.86 million gain from extinguishment of Senior PIK Notes after exchanging those notes into Series B Preferred Stock. Healthcare net revenues for the quarter were $3.2 million after estimated contractual allowances. Total debt (net of discounts) was $6.0 million with multiple notes and related-party payables disclosed, several in default or subject to negotiation; goodwill of approximately $25.5 million relates to the Myrtle and RCHI acquisitions and additional purchase-price contingencies remain within the one-year measurement period.
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