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Lakewood-Amedex Biotherapeutics Inc. filed a prospectus registering the resale of up to 4,689,177 shares of common stock by identified stockholders in connection with a planned direct listing on the Nasdaq Capital Market. The resale is a secondary offering by existing holders; the Company will not receive proceeds from those resale transactions. The company has a binding private placement to sell 937,500 Series C Preferred Shares for aggregate gross proceeds of $7,500,000, convertible into Common Stock under specified pricing terms. The firm engaged RBW Capital Partners as financial advisor; RBW is expected to receive 272,219 advisory shares (1.75% of fully diluted shares) as compensation, which are not registered in this offering. The prospectus discloses recent short-term notes of $125,000 aggregate and summarizes 2025 net loss of $(3,847,637) with cash of $236,400 as of December 31, 2025.