Every 8-K that Longeveron Inc. (LGVN) 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 LGVN 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 LGVN filings page.
Longeveron Inc. (LGVN) reports that it has regained compliance with Nasdaq’s $1.00 minimum bid price requirement for continued listing on The Nasdaq Capital Market. Nasdaq notified the company on September 11, 2026 that the Class A common stock closed at or above $1.00 for 10 consecutive business days, from August 27, 2026 through September 10, 2026, satisfying Nasdaq Listing Rule 5550(a)(2). This follows an initial non-compliance notice in September 2025 and two 180-day grace periods extending the deadline to September 21, 2026; Nasdaq now considers the matter closed.
Longeveron Inc. (LGVN) is implementing a 1-for-10 reverse stock split of its Class A and Class B common stock. Stockholders approved a reverse-split range on July 1, 2026, the board set the final 1:10 ratio on July 31, 2026, and a certificate of amendment was filed in Delaware on August 20, 2026. The split becomes effective at 11:59 p.m. Eastern Time on August 26, 2026, and the Class A shares will begin trading on a split-adjusted basis on the Nasdaq Capital Market on August 27, 2026 under the same ticker “LGVN” and a new CUSIP 54303L 302. Every ten existing shares will be combined into one share, with fractional shares rounded up at the DTC participant level and no cash paid. The split will reduce outstanding Class A shares from about 30.4 million to about 3.0 million and Class B shares from about 1.45 million to about 0.15 million, while authorized share counts and par value remain unchanged. Longeveron states the reverse split is intended to help regain compliance with Nasdaq’s $1.00 minimum bid price requirement.
Longeveron Inc. (LGVN) appointed Nirav S. Jhaveri as Chief Financial Officer, principal financial officer and principal accounting officer, effective August 17, 2026. He brings over 25 years of biopharma and biotech leadership experience, including prior CFO roles at Opus Genetics, Insilico Medicine and Journey Medical Corporation. Former CFO Marie Washburn will remain with Longeveron, returning to her prior position as Vice President and Corporate Controller.
Under a Letter Agreement, Jhaveri will receive an initial base salary of $400,000 per year, a performance-based annual cash incentive target of 45% of base salary, and eligibility for short- and long-term equity incentives under the company’s 2021 Incentive Award Plan. As of the effective date, he will receive an equity grant of 300,000 Restricted Stock Units, vesting quarterly over three years. A press release also highlights Longeveron’s lead stem cell therapy, laromestrocel (Lomecel-B), and notes that top-line results from the Phase 2b HLHS trial are anticipated in September of this year.
Longeveron Inc., a clinical-stage biotech developing the allogeneic cell therapy laromestrocel (Lomecel-B) for four indications including HLHS, Alzheimer’s disease, Pediatric Dilated Cardiomyopathy and Aging-related Frailty, reported financial results for the quarter and six months ended June 30, 2026 and highlighted upcoming clinical milestones, including a planned September top-line data readout from the ELPIS II Phase 2b HLHS trial.
For the quarter, clinical trial revenue was $0.287 million, with no contract manufacturing revenue, producing gross profit of $0.182 million. Operating expenses were $6.353 million, leading to a net loss of $6.073 million and a six-month net loss of $10.809 million. As of June 30, 2026, the company reported cash and cash equivalents of approximately $10.1 million, total assets of $15.487 million, stockholders’ equity of $10.402 million, and an accumulated deficit of $143.120 million. The company also notes multiple FDA regulatory designations for laromestrocel, including Orphan Drug, Fast Track, Rare Pediatric Disease and RMAT designations across its HLHS and Alzheimer’s programs.
Longeveron Inc. reported that, after a director’s resignation in March led to a temporary failure to meet Nasdaq Listing Rule 5605(c)(2)(A) audit committee requirements, its Board has reconstituted the Audit Committee. Effective July 24, 2026, the committee consists of Dr. Deborah Ascheim, Ms. Leah Rush Cann, Dr. George Paletta and Ms. Ursula Ungaro.
The company states that each Audit Committee member qualifies as independent, and that Ms. Cann qualifies as an audit committee financial expert under Item 407(d)(5)(ii) of Regulation S-K and Nasdaq Listing Rule 5605(c)(2), aligning the committee’s composition with applicable listing standards.
Longeveron Inc. updated the employment terms of Chief Executive Officer Stephen Willard through a revised letter agreement dated July 8, 2026. Mr. Willard remains entitled to a base salary of $500,000 per year, now without the prior deferral, and becomes eligible for an annual cash bonus with a 45% target of base salary, 80% tied to corporate goals and 20% at the Board’s discretion, payable by March 31 following each fiscal year.
Upon termination by the company without "Cause" or by Mr. Willard for "Good Reason", he may receive earned but unpaid prior bonuses and a prorated current-year bonus. If such a termination occurs within six (6) months after a "Change in Control" under the company’s incentive plan, he is also eligible for a lump sum equal to twelve (12) months of base salary plus 100% of target bonus, full vesting of outstanding equity awards, an extended one-year option exercise period, and certain health coverage benefits. His initial equity grants of 200,000 restricted stock units and options for 200,000 shares now vest quarterly over three years instead of four.
Longeveron Inc. reported that its Executive Chairman received special equity awards under the company’s 2021 Incentive Award Plan. The grants recognize his role in completing a March 2026 financing transaction and provide additional incentives for continued service.
The awards total 600,000 restricted stock units (RSUs) and 400,000 non-qualified stock options, all granted on July 6, 2026. The RSUs and options vest quarterly over three years starting October 1, 2026 and settle in, or become exercisable for, Class B Common Stock, which carries five votes per share and is convertible into Class A Common Stock.
Longeveron Inc. announced leadership and capital structure changes. The company appointed Marie Washburn as Senior Vice President and Chief Financial Officer, principal financial officer and principal accounting officer, effective July 13, 2026, succeeding Lisa Locklear. Her package includes a $340,000 base salary, a target annual cash incentive equal to 45% of salary, and an initial grant of 130,000 time-based restricted stock units.
The Board also appointed Dr. Arjun “JJ” Desai as a Class III director to fill a current vacancy. At the July 1, 2026 annual meeting, stockholders approved an amendment to the charter increasing authorized Class A common stock to 175,000,000 shares, authorized a reverse stock split in a range of 1:2 to 1:20 at the Board’s discretion, and increased the 2021 Incentive Award Plan share pool by 5,000,000 shares. Stockholders also re-elected three directors and ratified the 2026 independent auditor.
Longeveron Inc. announced a planned leadership change in its finance team. On June 1, 2026, Chief Financial Officer Lisa Locklear informed management she will step down from the CFO role effective July 10, 2026. She plans to pursue board opportunities and other professional and personal interests, and the company states her resignation is not due to any disagreement over operations, policies, or practices.
Longeveron expects its current controller, Marie Washburn, to be elevated into the CFO position following Locklear’s departure, pending finalization of her contract. This indicates an internal succession approach rather than an external search.
Longeveron Inc. reported first quarter 2026 results and outlined a shift to a more capital-efficient, asset-light model focused on partnering its stem cell therapy laromestrocel across four programs. For the quarter ended March 31, 2026, revenue was $398,000, slightly above $381,000 a year earlier, driven mainly by clinical trial revenue.
The company posted a net loss of $4.7 million, modestly improved from a $5.0 million loss in 2025, with operating expenses of $5.0 million. Basic and diluted net loss per share was $0.19 on 24.8 million weighted average shares. Cash and cash equivalents rose to $15.8 million from $4.7 million at December 31, 2025, increasing total assets to $21.2 million.
Longeveron highlighted upcoming catalysts, including top-line Phase 2b results in Hypoplastic Left Heart Syndrome expected in August 2026, and described an active partnering strategy targeting HLHS, Alzheimer’s disease, pediatric dilated cardiomyopathy, and aging-related frailty.
Longeveron Inc. reported outcomes of a recent Type C meeting with the U.S. FDA on its Phase 2b ELPIS II trial of laromestrocel (LOMECEL-B) for hypoplastic left heart syndrome (HLHS). The FDA stated that the trial’s current primary endpoint, right ventricle ejection fraction (RVEF), is not appropriate to demonstrate efficacy and, without an agreed primary endpoint, no longer refers to ELPIS II as a pivotal study.
The FDA highlighted objective measures such as all-cause mortality, cardiac transplant-free survival, cardiac transplantation events and major adverse cardiac events as more informative, and Longeveron is collecting these in ELPIS II. The company plans to submit a Sponsor Statistical Analysis Plan with a composite primary endpoint and secondary endpoints for FDA review, ahead of anticipated top-line ELPIS II results in August 2026 and a potential future Biologics License Application.
Longeveron Inc. describes changes to executive and director compensation tied to a prior cost-cutting plan. Earlier in 2026, the company temporarily reduced pay for its executive team and Board by about 25% to 50% while reviewing its cash runway and cost structure.
After closing a financing transaction reported on March 12, 2026, and determining it had the financial capacity, Longeveron repaid executives and directors the difference between their original and reduced compensation for the reduction period. In addition, the Compensation Committee approved equity awards of 250,000 restricted stock units for each executive other than the Executive Chairman and 500,000 restricted stock units for the Chief Executive Officer. These RSUs are to be granted on May 1, 2026 and vest quarterly over three years starting July 1, 2026 under the company’s Third Amended and Restated 2021 Incentive Award Plan.
Longeveron Inc. received an additional 180-day period from Nasdaq, until September 21, 2026, to regain compliance with the $1.00 minimum bid price requirement for its Class A common stock. The company remains listed on The Nasdaq Capital Market while it works to restore compliance.
If the closing bid price reaches at least $1.00 per share for ten consecutive business days within this period, Nasdaq can confirm that the requirement has been met. Longeveron plans to monitor its stock price and may use options such as a reverse stock split, but there is no assurance it will satisfy Nasdaq’s listing standards.
Longeveron Inc. cancelled its special meeting of stockholders that had been scheduled for 2026. The company now intends for the previously planned Reverse Stock Split proposal from its March 3, 2026 preliminary proxy statement to be presented instead at its next regularly scheduled annual meeting if it determines this is necessary or advisable.
The filing also includes standard cautionary language that forward-looking statements are subject to risks and uncertainties described in Longeveron’s Annual Report on Form 10-K for the year ended December 31, 2025 and other SEC reports, and notes the company has no obligation to update such statements except as required by law.
Longeveron Inc. completed an initial closing of a private placement, raising aggregate gross proceeds of approximately $15.9 million from institutional and accredited investors. The company issued 6,013,384 shares of Class A common stock at $0.52 per share and 11,873.04 shares of Series A Non-Voting Convertible Preferred Stock, convertible into 22,832,770 common shares at the same conversion price.
The agreement also provides for a potential second closing for additional gross proceeds of about $15.0 million, contingent on achieving a Phase 2b HLHS clinical milestone and a volume-weighted average share price of at least $1.85 with specified trading volume. Investors will receive 50% of any net proceeds from a future sale of a Rare Pediatric Disease Priority Review Voucher tied to the HLHS program. Following the initial closing, Longeveron expects 29,281,138 common shares outstanding, or 54,133,139 on a pro forma basis assuming full conversion of the preferred shares and exercise of placement agent warrants.
Longeveron Inc. reported that it temporarily fell out of compliance with a Nasdaq listing rule after the resignation of director Richard Kender, who also served as audit committee chair and audit committee financial expert.
Kender resigned from the Board and Audit Committee effective March 3, 2026, citing his changing role at Seres Therapeutics, where he had just been named Executive Chairman and Interim CEO. The company states his resignation was not due to any disagreement regarding Longeveron’s operations, policies, practices, management, or Board.
On March 4, 2026, the Board appointed existing director Dr. Roger Hajjar to the Audit Committee, restoring the required three independent members. The company plans to add at least one director who will qualify as both independent and an audit committee financial expert by the earlier of the next annual shareholders meeting or within the 180‑day cure period allowed under Nasdaq Listing Rule 5605(c)(4).
Longeveron Inc. appointed industry veteran Stephen H. Willard as permanent Chief Executive Officer, effective February 11, 2026, succeeding interim CEO Than Powell, who will remain in a business development role. Willard brings more than 30 years of pharma and biotech leadership experience, including multiple prior CEO positions.
Under a new letter agreement, Willard’s base salary is set at $500,000 per year, but roughly 50% will be temporarily deferred, alongside a similar deferral by Executive Chairman Dr. Joshua Hare, to support the company’s financial needs. During this deferral period, Willard will receive $250,000 per year, payable in cash or equity at the company’s discretion.
Willard is also slated to receive an initial equity package consisting of 200,000 shares of Class A common stock, 200,000 RSUs, and stock options for 200,000 shares, with equity vesting quarterly over four years. Separately, as part of broader cost-cutting tied to cash runway review, Longeveron is implementing a temporary 50% compensation reduction for its CEO and Executive Chairman, employee furloughs, reduced board fees, and travel limits, and plans to grant each affected executive 50,000 RSUs vesting around June 1, 2026.
Longeveron Inc. (LGVN) reported that two directors, Khoso Baluch and Neha Motwani, resigned from the Board of Directors, effective immediately on November 7, 2025.
The company stated the resignations were not due to any disagreement regarding its operations, policies, practices, management, or Board. The report was signed by Interim CEO Than Powell.
Longeveron Inc. furnished an 8‑K announcing it issued a press release with financial and operating results for the three and nine months ended September 30, 2025. The press release is attached as Exhibit 99.1. The Company states the information in Item 2.02 and Exhibit 99.1 is being furnished, not filed, under the Exchange Act.
Longeveron Inc. reported that Nasdaq has notified the company its Class A common stock no longer meets the $1.00 minimum bid price requirement for listing on The Nasdaq Capital Market, based on the stock closing below this level for 30 consecutive business days. The notice does not immediately remove the stock from Nasdaq.
Longeveron has until March 23, 2026 to regain compliance, which would occur if the bid price closes at $1.00 or more for at least 10 consecutive business days, subject to Nasdaq’s discretion to require up to 20 days. If the closing bid price is $0.10 or less for ten consecutive trading days, Nasdaq may move to suspend and delist the stock sooner. The company plans to monitor its share price and consider options to regain compliance but warns there is no assurance it will succeed or meet other Nasdaq listing rules.
Longeveron Inc. filed a Form 8-K reporting a material event: an ATM Agreement dated September 19, 2025 between Longeveron Inc. and H.C. Wainwright & Co., LLC. The filing lists accompanying legal items including an opinion and consent from Buchanan Ingersoll & Rooney PC, and an interactive data file. The document is signed by Than Powell, Chief Executive Officer. The submission indicates the company has executed the arrangements needed to access at-the-market equity sales under the named agreement, with counsel opinion and consent included as exhibits.
Longeveron Inc. reported a leadership change. On August 27, 2025, Chief Executive Officer Wa’el Hashad stepped down as CEO and as a member of the Board of Directors to pursue other opportunities. The Board appointed Than Powell, currently Chief Business Officer and head of business development, to serve as interim Chief Executive Officer effective September 4, 2025, until a permanent successor is identified.
The Board also named company founder and Chief Science Officer Dr. Joshua Hare as Executive Chairman. As interim CEO, Mr. Powell will receive a base salary of $500,000, a potential prorated target bonus equal to 60% of base salary, and an equity grant of restricted stock units and stock options, subject to vesting. The company states there are no arrangements or related‑party transactions influencing Mr. Powell’s selection for this role.
Longeveron Inc. furnished a current report describing that it has released a press release with its financial and operating results for the three and six months ended June 30, 2025, along with other business updates and information. The press release is attached as an exhibit and is incorporated by reference for details on revenue, expenses, and operational progress. The company specifies that this information is being furnished, not filed, which affects how it is treated under securities laws but still provides shareholders with an update on recent performance and developments.
Longeveron completed a registered public offering that raised approximately $5.0 million in gross proceeds to support continued development of its cell therapy candidate, laromestrocel. The company sold 5,617,648 shares of Class A common stock and pre-funded warrants to purchase 264,706 additional shares, each unit paired with 2.5 detachable common warrants to buy in total 14,705,885 shares. The combined public offering price was $0.85 per share unit and $0.849 per pre-funded warrant unit, and the pre-funded warrants were exercised in full at a nominal $0.001 per share concurrently with closing, contributing to the stated proceeds. Common warrants are immediately exercisable, expire in 24 months, and have an exercise price of $0.85. Placement agent compensation included a 7.0% cash fee, a 1.0% management fee and warrants for 411,765 shares with a $1.0625 exercise price. The company said net proceeds will fund clinical and regulatory work for laromestrocel across HLHS, Alzheimer’s disease and pediatric DCM, CMC and BLA readiness, capital expenditures, working capital and general corporate purposes. The purchase agreement imposes customary representations and limited lock-up restrictions, including a 60-day prohibition on certain issuances and a one-year restriction on variable rate transactions, subject to exceptions.