Every 8-K that Gt Biopharma Inc (GTBP) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow GTBP and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full GTBP filings page.
GT Biopharma, Inc. (GTBP) approved significant charter changes, including a 1-for-25 reverse stock split of its common stock and a reduction in authorized share capital. A Certificate of Amendment filed on September 2, 2026 provides that, effective at 12:01 a.m. Eastern Time on September 8, 2026, every twenty-five issued and outstanding shares of common stock will be combined into one share, with no change to par value. Issued and outstanding common shares will decline from approximately 45,109,497 pre-split shares to approximately 1,804,379 post-split shares, with fractional interests aggregated, sold by the exchange agent, and holders receiving their pro rata share of net proceeds.
Simultaneously, total authorized capital stock will be reduced from 265,000,000 shares to 26,500,000 shares, consisting of 25,000,000 common and 1,500,000 preferred shares. GT Biopharma also filed Certificates of Elimination for eleven previously designated series of preferred stock, none of which had shares outstanding. The reverse split and share changes will proportionately adjust outstanding convertible securities, warrants, options and RSUs, and will automatically flow through to the company’s active shelf, S‑1 and S‑8 registration statements under Rule 416(b).
GT Biopharma, Inc. held its Annual Meeting of Stockholders on August 14, 2026. Holders of 44,338,573 common shares were eligible, and 23,357,724 shares (about 52.68%) were represented, constituting a quorum. Stockholders elected four directors and ratified Weinberg & Company, P.A. as independent accountants for the year ending December 31, 2026. They approved, on a non-binding advisory basis, the Company’s executive compensation. Stockholders also approved an amendment authorizing a reverse stock split in a 1-for-10 to 1-for-30 range plus a reduction of authorized stock to 25,000,000 common and 1,500,000 preferred shares, to be implemented at the Board’s discretion within one year. In addition, they approved a 3,500,000-share increase to the 2022 Omnibus Incentive Plan and an evergreen provision for automatic annual increases.
GT Biopharma, Inc. amended its bylaws on June 8, 2026 to lower the shareholder meeting quorum requirement from a majority of outstanding voting shares to one-third of the outstanding shares entitled to vote. This change is intended to make it easier to reach a quorum and hold shareholder meetings.
The Board cited a growing trend of brokerage firms not using discretionary or proportionate voting for street-name holdings, which has made majority quorums harder to achieve. The amendment is effective June 8, 2026 and is documented as Amendment No. 1 to the Amended and Restated Bylaws.
GT Biopharma, Inc. received a notice from Nasdaq granting an additional 180-day period, until November 16, 2026, to regain compliance with the Nasdaq minimum bid price rule. To regain compliance, the company’s common stock must close at or above $1.00 per share for at least 10 consecutive business days.
Nasdaq granted the extension because GT Biopharma meets all other initial listing requirements for the Nasdaq Capital Market aside from the bid price rule. The company plans to monitor its share price and evaluate options, but it warns there is no assurance it will regain compliance or maintain its Nasdaq listing.
GT Biopharma, Inc. entered into an Investigator Initiated Clinical Trial Agreement with the Regents of the University of Minnesota on April 3, 2026. Under this pact, the University will sponsor an Investigational New Drug application for IND 169118 GTB-5550 and act as sponsor investigator for a phase 1a/1b trial in select advanced solid tumors that have failed prior therapy.
The study budget provides for up to approximately $3.8 million over three years, to be borne by GT Biopharma. Both parties retain rights to publish the study results, and the agreement includes mutual termination rights, including 30 days’ notice provisions and immediate termination by the University for health, welfare, or safety reasons.
GT Biopharma, Inc. is restating its 2025 second- and third-quarter financial statements after concluding certain Series L preferred stock Greenshoe Rights were misclassified in equity and should have been recorded as a liability under ASC 480 and marked to market each period.
For the quarter ended June 30, 2025, recognizing a $28,736,000 Greenshoe Rights liability increased net loss from $1,433,000 to $30,169,000 and widened basic and diluted net loss per share from $(0.55) to $(10.92). Total liabilities rose to $31,043,000 and stockholders’ deficit to $(25,875,000), while total assets stayed at $7,124,000.
For the quarter ended September 30, 2025, a $11,413,000 gain from the change in fair value of the Greenshoe Rights liability increased total other income and turned net loss of $3,114,000 into net income of $8,299,000, improving basic and diluted net income per share to $1.04. The company states these adjustments did not change net cash used in operating, investing, or financing activities. The affected 10-Qs will be amended, and the 2025 Form 10-K includes the restated interim data.
GT Biopharma, Inc. reported a Nasdaq listing deficiency related to its share price. On November 20, 2025, the company received notice from Nasdaq that its common stock closed below $1.00 per share for 30 consecutive business days, failing to meet the Nasdaq Capital Market minimum bid price requirement.
The stock will continue trading under the symbol GTBP while the company has 180 calendar days, until May 19, 2026, to regain compliance by having a closing bid price of at least $1.00 for at least ten consecutive business days. If it does not regain compliance in that period, GT Biopharma may qualify for an additional 180-day extension if it meets other Nasdaq listing standards and plans a cure such as a reverse stock split. If the company cannot meet these conditions, its common stock could be delisted from Nasdaq.
GT Biopharma, Inc. filed a Form 8-K announcing it furnished a press release with financial results for its fiscal quarter ended September 30, 2025. The press release is included as Exhibit 99.1.
The company states the information under Item 2.02, including Exhibit 99.1, is furnished and not deemed filed for purposes of Section 18 of the Exchange Act, nor incorporated by reference unless specifically referenced. GT Biopharma’s common stock trades on Nasdaq under the symbol GTBP.
GT Biopharma, Inc. reports that all holders of its Series L 10% Convertible Preferred Stock have agreed to waive their contractual rights to redemption under Section 10 of the applicable certificate of designations. This means those preferred holders no longer have the ability to require the company to redeem the Series L shares for cash as previously provided.
The change modifies the rights of the Series L preferred stockholders and reduces a potential future cash obligation for the company, while leaving other terms to be interpreted from the full waiver document attached as an exhibit.
GT Biopharma, Inc. reports that certain holders of its Series L 10% Convertible Preferred Stock have agreed to waive their contractual redemption rights. On September 17, 18 and 23, 2025, these Series L preferred stockholders delivered a waiver to the company’s Certificate of Designation for the Series L 10% Convertible Preferred Stock.
Under this waiver, the participating Series L holders give up the right to require redemption described in Section 10 of the Certificate of Designations. This change reduces the possibility that the company could be required by these holders to redeem their preferred shares for cash or other consideration under that section. The company has filed the form of waiver as an exhibit so investors can review the detailed terms.
GT Biopharma, Inc. reported that it entered into Amendment No. 3 to the employment agreement with Michael Breen, the company’s Executive Chairman and Chief Executive Officer. The amendment is effective as of April 29, 2025 and renews Mr. Breen’s position as Chief Executive Officer for a two-year term starting from that date.
After this two-year period, Mr. Breen’s employment will automatically renew for additional two-year terms unless either GT Biopharma or Mr. Breen provides at least ninety days’ written notice that they do not wish to renew. The company filed the full text of Amendment No. 3 as an exhibit to this report for further details.