Welcome to our dedicated page for FOXO Technologies SEC filings (Ticker: FOXOW), 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 WTS (FOXOW) SEC filings page on Stock Titan provides access to regulatory documents filed by FOXO Technologies Inc. with the U.S. Securities and Exchange Commission. These filings are a primary source of information about the company’s capital structure, preferred stock designations, warrant issuances, acquisitions, and governance actions that can affect holders of warrants and other securities.
Recent Form 8-K filings describe amendments to the company’s Certificate of Incorporation and Amended and Restated Certificates of Designation for several series of preferred stock, including Series B, Series C, Series D, and Series E. These documents outline revised conversion prices, clarify dividend payment timing, and set out other rights, privileges, and preferences. The filings state that the summaries are qualified in their entirety by reference to the full certificates attached as exhibits.
Other 8-Ks report increases in authorized shares of Class A Common Stock and Preferred Stock, approved by a majority stockholder through written consent. These filings also discuss the re-election of directors and the non-binding ratification of the company’s independent registered public accounting firm, along with references to preliminary and definitive Information Statements on Schedule 14C that explain these actions to stockholders.
Filings further detail the completion of the acquisition of Vector Bio Source Inc., where the sellers received cash, shares of Series E Cumulative Redeemable Secured Preferred Stock, and warrants to purchase Class A Common Stock. A form of the warrant agreement is filed as an exhibit, providing the legal terms for those warrants. Another 8-K furnished under Regulation FD describes a press release recognizing the company’s behavioral health subsidiary, Myrtle Recovery Centers, at an awards event.
On Stock Titan, these SEC filings are updated from EDGAR and paired with AI-powered summaries designed to explain the key points of each document in plain language. Users can quickly see what each 8-K, 10-K, 10-Q, or other form covers, while still having direct access to the full text and exhibits for detailed review.
FOXO Technologies Inc. received a Schedule 13G showing that Sabby Volatility Warrant Master Fund, Ltd., Sabby Management, LLC, and Hal Mintz together report beneficial ownership of 249,316,528 shares of FOXO common stock, representing 9.9% of the class as of 12/31/2025. The filing states that each reporting person has no sole voting or dispositive power, but shares voting and dispositive power over all 249,316,528 shares. The reporting persons certify that the securities were not acquired and are not held for the purpose of changing or influencing control of FOXO, but instead are being reported on a passive basis.
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. 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. 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 Certificate of Incorporation to increase authorized Class A common stock from 500,000,000 to 2,500,000,000 shares. The board may implement this increase any time before March 31, 2026 by filing a Certificate of Amendment in Delaware, at its sole discretion.
As of the September 10, 2025 record date, FOXO had 76,667,410 common shares outstanding, but a total of 2,487,646,350 common shares were outstanding or reserved for stock plans, convertible debt, preferred stock, and warrants. The company explains that more authorized shares are needed to satisfy existing financing terms and to support potential future financings, debt settlements, equity incentives, and acquisitions. The filing also notes that additional shares could dilute existing holders and might be used to help deter hostile takeover attempts.
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