GeoVax Labs, Inc. (GeoVax) is soliciting proxies for its Annual Meeting of Stockholders to be held June 17, 2026 at 8:30 a.m. local time in Atlanta. The Company asks holders of record as of April 20, 2026 to vote on director elections and multiple proposals.
Key voting items include the election of seven director nominees; approval of issuance of up to 865,804 shares upon exercise of the February 2026 Common Warrants; approval of issuance of up to 1,269,316 shares upon exercise of the March 2026 Warrants; ratification of the independent auditor; and advisory votes on executive compensation and frequency.
GeoVax Labs, Inc. amends its Form S-1 to cover the resale registration of 68,000 shares of Common Stock.
These 68,000 shares are issuable upon exercise of the Aug 21 Common Warrant originally issued in a private placement to Armistice Capital Master Fund Ltd.; the Company states it will receive no proceeds from resale by the selling stockholder but will receive proceeds from any cash exercises of the warrant. The prospectus notes a last reported sale price of $1.23 per share on April 10, 2026 and lists 2,892,570 shares outstanding as of April 15, 2026. The amendment also restates share counts for a 1-for-25 reverse stock split effective January 9, 2026 and discloses a going concern opinion and a net loss of approximately $21.5 million for the year ended December 31, 2025.
GeoVax Labs, Inc. is amending a previously effective Form S-1 to register the resale of 86,800 shares of Common Stock issuable upon exercise of a July 12, 2024 warrant held by Armistice Capital Master Fund Ltd.
The prospectus states GeoVax will receive no proceeds from secondary sales by the selling stockholder, but would receive proceeds if the 2024 Common Warrant is exercised for cash. Shares outstanding were 2,892,570 as of April 15, 2026. The prospectus shows a last reported sale price of $1.23 per share on April 10, 2026 and discloses a net loss of $21.5 million for 2025 and a going concern opinion from the auditors.
GeoVax Labs, Inc. filed a Post-Effective Amendment No. 2 to its Form S-1 to cover the resale of 39,025 shares of Common Stock issuable upon exercise of warrants issued in a private placement on August 30, 2024. The prospectus states the company will receive proceeds only if the Aug 30 Common Warrant is exercised for cash; full cash exercise would yield gross proceeds of $53,074. The filing notes a 1-for-25 reverse stock split effective January 9, 2026 and discloses 2,892,570 shares outstanding as of April 15, 2026. The prospectus reiterates existing risk factors including a $21.5 million net loss for 2025 and a going concern opinion, and confirms the selling stockholder (Armistice Capital Master Fund Ltd.) may sell the shares in market or negotiated transactions.
GeoVax Labs, Inc. files a Post-Effective Amendment to its Form S-1 to register the resale of 64,228 shares of common stock issuable upon exercise of warrants issued in May 2024. The resale shares are being registered for the selling stockholder; GeoVax will not receive proceeds from resale transactions, but will receive proceeds from any cash exercise of the underlying warrant. The company reports $3.09M cash (Dec. 31, 2025), a net loss of $21.5M for 2025, and believes existing cash suffices into mid-second quarter 2026. Shares outstanding are stated as 2,892,570 as of April 15, 2026; last reported sale price was $1.23 per share on April 10, 2026.
GeoVax Labs, Inc. filed a Post-Effective Amendment No. 1 to its Form S-1 to update a registration relating to the resale of 2,273,763 shares of common stock issuable upon exercise of December 2025 common warrants. The prospectus states the Company will receive no proceeds from resales by the selling stockholders; however, GeoVax would receive proceeds from any cash exercise of those warrants. The filing restates share data for a 1-for-25 reverse stock split effected January 9, 2026, reports 2,892,570 shares outstanding as of April 15, 2026, discloses a net loss of $21.5 million for year ended December 31, 2025, and warns of a going concern with cash sufficient into mid-second quarter 2026.
GeoVax Labs, Inc. filed a resale registration covering up to 865,804 shares of common stock issuable from February 2026 common stock purchase warrants held by institutional investors. The company will not receive proceeds from share resales, only from any cash exercises of these warrants.
GeoVax is a clinical-stage biotech focused on vaccines and immunotherapies for infectious diseases and cancers, with lead programs in mpox/smallpox (GEO‑MVA), head and neck cancer (Gedeptin) and a next-generation COVID‑19 vaccine (GEO‑CM04S1). The prospectus highlights substantial ongoing losses, a recent net loss of about $21.5 million, a going concern warning, limited cash expected to fund operations into mid‑second quarter 2026, and significant Nasdaq listing and dilution risks.
GeoVax Labs, Inc. is registering 1,269,316 shares of common stock for resale by institutional investors holding March 2026 Common Warrants. These shares will be issued if the warrants are exercised. GeoVax will not receive proceeds from resale transactions, only from any cash exercises of the warrants.
The company is a clinical-stage biotech focused on vaccines and immunotherapies, including programs for mpox/smallpox, head and neck cancers, and COVID-19. GeoVax reports a history of losses, a 2025 net loss of about $21.5 million, going-concern uncertainty, and a need for additional funding beyond mid–second quarter 2026.
GeoVax Labs, Inc. reported 2025 results showing a smaller annual loss alongside lower research spending as it advanced its GEO-MVA mpox/smallpox vaccine toward a pivotal Phase 3 trial planned for the second half of 2026.
For the year ended December 31, 2025, net loss was $21.5 million, or $22.40 per share, improving from a net loss of $25.0 million, or $120.46 per share, in 2024. Revenue from a government contract related to the BARDA/RRPV Project NextGen award was $2.5 million, down from $4.0 million after BARDA terminated the contract for convenience.
Research and development expenses fell to $18.1 million from $23.7 million, mainly due to discontinued BARDA-related costs and lower GEO-CM04S1 and Gedeptin spending. General and administrative expenses increased to $6.0 million from $5.4 million, driven by higher personnel, investor relations, patent, and stock-based compensation costs. GeoVax ended 2025 with $3.1 million in cash and equivalents and total assets of $6.3 million, compared with $5.5 million in cash and $8.2 million in total assets a year earlier.
GeoVax Labs, Inc. is a clinical-stage biotech developing vaccines and immunotherapies for infectious diseases and solid tumors, built mainly on its Modified Vaccinia Ankara (MVA) platform and the Gedeptin gene-directed cancer therapy.
The company’s lead near-term program is GEO-MVA, an mpox/smallpox vaccine being advanced on an expedited European regulatory pathway, with a pivotal Phase 3 immuno-bridging trial planned for the second half of 2026. Oncology candidate Gedeptin completed a multicenter Phase 1/2 head and neck cancer trial and is being prepared for a Phase 2 study in combination with an immune checkpoint inhibitor, targeted to start in the first half of 2027.
COVID-19 vaccine GEO-CM04S1 is in multiple Phase 2 trials in immunocompromised patients and as a booster; an interim review in a CLL study supported continued enrollment in the investigational arm after the mRNA control failed its primary immune endpoint. A BARDA-backed Phase 2b effort under Project NextGen was later terminated for convenience, after GeoVax had met all milestones.
The company reported a $21.5 million net loss for 2025 and research and development expenses of $18.1 million, and its auditors issued a going concern opinion. GeoVax states its existing cash is expected to fund operations into the middle of the second quarter of 2026, and it highlights a need for substantial additional capital to continue advancing its pipeline.