IGC Pharma Inc SEC Filings

IGC Pharma, Inc. is offering 779,997 shares of common stock at $0.30 per share in a direct registered offering without an underwriter or placement agent. The company expects gross proceeds of approximately $234,000 before estimated offering expenses of about $2,500.

Shares outstanding were 95,038,026 before the offering and are expected to be 95,818,023 after it. IGC Pharma plans to use the net proceeds to fund clinical trials, AI capabilities, research and development, facilities, marketing, investments in various asset classes, potential acquisitions aligned with its growth strategy, and general working capital. The company highlights significant risks, including broad discretion over use of proceeds and potential pressure on its stock price from freely tradable shares issued in this offering.

IGC Pharma, Inc. is changing its fiscal year-end from March 31 to December 31, with the change effective on December 31, 2025. This adjustment aligns the company’s financial reporting with the standard calendar year, which can make its results easier to compare with many other public companies. To bridge the gap between the old and new year-end, IGC plans to file a transition annual report covering a nine-month period from April 1, 2025 through December 31, 2025, giving investors a complete view of operations during the changeover period.

IGC Pharma, Inc. reported a charter amendment that significantly expands its capacity to issue common shares. Effective December 12, 2025, the company increased its authorized common stock from 150,000,000 to 600,000,000 shares, following approval by stockholders at the Annual Stockholders Meeting held on October 10, 2025. Total authorized shares of all classes rose from 150,000,000 to 601,000,000, including 1,000,000 shares of preferred stock that were unchanged.

The aggregate par value of all par value shares increased from $15,100.00 to $60,100.00, reflecting the larger number of authorized shares. The amendment was filed with and accepted by the Maryland State Department of Assessments and Taxation, and a copy of the Articles of Amendment is included as an exhibit to this report.

IGC Pharma, Inc. has filed an amended resale registration statement covering up to 978,235 shares of common stock, including 390,000 shares issuable upon exercise of stock options, for sale by existing security holders. The company itself is not selling any shares in this transaction and will not receive proceeds from these sales, though it will cover registration-related expenses.

The registered shares include 588,235 shares issued under a 2024 share purchase agreement with Moran Global Strategies, Inc. for $200,000 at $0.34 per share, and options granted to advisors for 390,000 shares at exercise prices around the current trading range. IGC Pharma is a clinical-stage company focused on using AI to develop treatments for Alzheimer’s disease, with lead candidate IGC-AD1 in a Phase 2 trial for agitation in Alzheimer’s dementia. The company notes that investing in its securities involves a high degree of risk and directs readers to detailed risk factors.

IGC Pharma, Inc. has filed a resale registration covering up to 978,235 shares of common stock, consisting of 588,235 outstanding shares and 390,000 shares issuable upon exercise of stock options. All shares may be sold from time to time by the selling stockholders, and the company will not sell shares or receive any proceeds from these resales. IGC will bear the registration expenses, while selling holders will bear their own selling costs.

The registered shares stem from equity issued or option grants under agreements with Moran Global Strategies, The Gutman Group, and advisor Professor Pablo Arbelaez. IGC’s common stock trades on the NYSE American under the symbol IGC, and the closing price on November 13, 2025 was $0.36 per share. IGC is a clinical-stage pharmaceutical company focused on AI-enabled therapies for Alzheimer’s disease, with lead candidate IGC-AD1 in a Phase 2 trial for agitation in Alzheimer’s patients. The prospectus emphasizes that investing in these securities involves a high degree of risk.

IGC Pharma filed its quarterly report for the period ended September 30, 2025. The company reported revenue of $191 thousand for the quarter and a net loss of $1.821 million. R&D expenses rose to $1.588 million as the Phase 2 trial of IGC‑AD1 advanced past the 50% enrollment mark.

Other income was $1.078 million, reflecting a gain from the sale of assets at the Vancouver, Washington facility. The transaction delivered approximately $2.7 million in consideration versus about $1.5 million of carrying value, and included preferential supply rights and a contingent 10% interest on a potential future sale by the buyer.

Cash and cash equivalents were $1.105 million at September 30, 2025, with working capital of $490 thousand. The company amended and extended its $12 million credit facility, reducing the annual facility fee and setting interest at the certificate of deposit rate plus a 1.2% margin. For the six months, revenue was $519 thousand and net cash used in operations was $3.497 million. Common shares outstanding were 91,959,112 as of September 30, 2025.

IGC Pharma completed the previously announced sale of certain equipment, inventory, and operating assets from its Holi Hemp LLC Vancouver, Washington facility. The transactions under the Sale of Assets and Manufacturing Agreement with Wellness Essentials Northwest LLC were consummated on November 13, 2025 for a fair value of approximately $2.7 million, following satisfaction of closing conditions.

The company filed unaudited pro forma condensed consolidated financial statements reflecting this disposition, including a balance sheet as of June 30, 2025 and a statement of operations for the three months ended June 30, 2025. The agreement is available as an exhibit, providing detailed terms of the asset sale and manufacturing arrangements.

IGC Pharma (IGC) reported a director’s stock option grant on a Form 4. The filing shows 750,000 options with a $0.35 exercise price tied to a transaction dated 10/17/2025. According to the footnote, the options vest equally over three years starting March 31, 2026, and expire on March 31, 2038. Following the grant, 750,000 derivative securities were beneficially owned, held directly.