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Milestone Scient SEC Filings

MLSS NYSE

Welcome to our dedicated page for Milestone Scient SEC filings (Ticker: MLSS), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.

Milestone Scientific Inc. (MLSS) files a range of documents with the U.S. Securities and Exchange Commission that provide detailed insight into its operations as a technology-focused medical research and development company. These SEC filings cover its activities in developing computerized injection technologies and instruments for medical, dental and cosmetic applications, including systems based on its DPS Dynamic Pressure Sensing Technology® platform.

On this page, you can review core periodic reports such as annual reports on Form 10-K and quarterly reports on Form 10-Q, which discuss Milestone Scientific’s dental and medical segments, its computer-controlled injection systems, and related risk factors. These filings also elaborate on topics referenced in company news releases, such as the STA® Single Tooth Anesthesia System, The Wand® STA System, and the CompuFlo® Epidural System, along with information about reimbursement developments and market activities where disclosed.

Current reports on Form 8-K are particularly relevant for tracking material events. Recent 8-K filings for Milestone Scientific include disclosures about leadership changes, compensation arrangements, notices from NYSE American regarding continued listing standards, and matters submitted to stockholders at the annual meeting, such as election of directors, amendments to the Restated Certificate of Incorporation to increase authorized shares of common stock, and ratification of independent auditors.

Stock Titan’s platform provides real-time updates as new Milestone Scientific filings are posted to EDGAR, along with AI-powered summaries that explain the key points of lengthy documents. Investors can quickly locate sections related to topics such as segment discussions, technology descriptions, stockholders’ equity, and governance proposals, as well as monitor any insider-related disclosures that may appear in Forms 3, 4 or 5. This helps users navigate Milestone Scientific’s regulatory history and understand the context behind its stock performance and strategic decisions.

Rhea-AI Summary

Milestone Scientific Inc. replaced its independent auditor, dismissing CBIZ CPAs P.C. effective May 15, 2026 and appointing Grassi & Co., CPAs, P.C. for the fiscal year ending December 31, 2026. CBIZ CPAs’ report on the year ended December 31, 2025 included an explanatory paragraph citing substantial doubt about the Company’s ability to continue as a going concern. The company states there were no disagreements with CBIZ CPAs and no reportable events during 2025 or through April 30, 2026, and that it had not previously consulted Grassi on accounting or auditing matters.

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Milestone Scientific Inc. approved a one-time stock option exchange for its CEO Eric Hines and SVP Jason Papes, repricing 4.0 million existing options to an exercise price of $0.31 per share, equal to the common stock closing price on April 30, 2026, without changing the total shares or expiration dates.

The vesting on each 2.0 million-share option was modified so 500,000 shares vest at the vesting commencement date and 750,000 shares vest on each of the first and second anniversaries, aiming to enhance retention and incentives without additional equity dilution or major cash outlays.

The Compensation Committee also created a 2026 performance-based restricted stock unit (PRSU) Sub-Plan under the 2020 Equity Incentive Plan, covering up to 17,234,635 shares tied to five performance milestones over a period from January 1, 2026 to December 31, 2029, including net sales growth targets, a $50 million market capitalization, and a qualified acquisition with more than $10 million of revenue.

Subject to stockholder approval of an increase in the 2020 Plan share reserve, 11,202,513 PRSUs were granted to senior officers, including 5,170,391 to the CEO, 3,016,061 to the Vice President of Finance, and 3,016,061 to the Senior Vice President, Global Head of Sales and Marketing, all settling in stock upon certified achievement of performance milestones and continued service.

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Milestone Scientific Inc. filed Amendment No. 1 to its annual report for the year ended December 31, 2025. The amendment is purely administrative and is being used to add governance-related exhibits that were inadvertently omitted or partially linked in the original filing.

The company is now including the entire Restated Certificate of Incorporation as Exhibit 3.1 and restoring its Amended and Restated By-laws as Exhibit 3.2. It also adds updated officer certifications under Section 302 of the Sarbanes-Oxley Act. No financial statements or other disclosures from the original report are changed or updated.

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Milestone Scientific Inc. entered into a securities purchase agreement for a private placement of 7,962,963 units at $0.27 per unit, raising gross proceeds of $2.15 million. Each unit includes one common share and a warrant with a $0.3375 exercise price, exercisable for three years for cash only.

The financing combined approximately $1.80 million in cash and $351,000 from conversion of Convertible Bridge Notes held by directors and officers. Certain insiders also purchased $150,000 of units for cash on the same terms as other investors. The company plans to use net proceeds for working capital and past due accounts payable.

The placement, conducted without a placement agent and in line with NYSE American rules, could provide up to an additional $2.69 million if all warrants are exercised. Related agreements include registration rights for resale of the shares and 12‑month lock‑up arrangements for certain directors, officers and stockholders.

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Milestone Scientific Inc. entered into an amendment to its Amended and Restated Memorandum of Understanding with Innovest S.p.A., which holds consent and blockage rights related to BP4 S. The amendment revises the definitions of “Qualified Offering” and “Other Locked-Up Parties” to help facilitate a future offering by the company.

BP4 S. was described as owning 11.31% of Milestone’s outstanding common stock, so updating these terms clarifies how a new offering can proceed while coordinating with this significant shareholder group. The full amendment is provided as an exhibit to the report.

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Milestone Scientific Inc. files its annual report describing a specialty medical device business focused on computer-controlled drug delivery systems for dental and epidural procedures. The company’s core Dynamic Pressure Sensing® technology underpins its CompuDent®, STA® dental systems and CompuFlo® Epidural System.

Milestone reported operating losses of $5.7 million in 2025 and $6.8 million in 2024 and states there is substantial doubt about its ability to continue as a going concern without additional capital. As of June 30, 2025, non‑affiliate market value was $39.7 million, and as of March 31, 2026, it had 80,453,116 common shares outstanding. The filing highlights reliance on third‑party manufacturers, extensive FDA and international regulation, MDR transition in the EU, and significant reimbursement and healthcare policy risks.

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Milestone Scientific Inc. amended its Restated Certificate of Incorporation to increase its authorized common stock from 100,000,000 to 125,000,000 shares. Stockholders had previously approved this change at the December 18, 2025 annual meeting.

The Certificate of Amendment was filed with the Delaware Secretary of State on March 10, 2026 and became effective upon filing. All other provisions of the company’s Restated Certificate of Incorporation remain unchanged, and the amendment text is included as an exhibit to this report.

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Milestone Scientific Inc. filed an amended current report to fix administrative issues in a previously filed report about an event dated January 15, 2026. The amendment adds a previously described but omitted exhibit and corrects the company’s address, the title of the signing officer, and an exhibit number.

The newly included Exhibit 10.1 is an Amended and Restated Memorandum of Understanding between Innovest S.p.A. and Milestone Scientific Inc. dated June 13, 2026, while the underlying transaction was executed on January 15, 2026, when the parties signed the document and stockholder approval was obtained. No other disclosures from the earlier report are changed.

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Milestone Scientific Inc. entered into an amended and restated memorandum of understanding with Innovest S.p.A. concerning BP4 S.r.l., which holds 11.31% of Milestone’s outstanding common stock. BP4 has agreed, subject to conditions including its shareholders’ approval and the completion of a $2.5 million offering by Milestone, to a 12‑month lock-up on selling or transferring its Milestone shares.

The lock-up allows earlier distributions of BP4’s shares to its own shareholders if Milestone’s stock trades above set price thresholds for 10 consecutive trading days: up to 33.33% of the locked shares above $0.50, up to 66.66% cumulatively above $0.70, and up to 100% cumulatively above $0.90. BP4’s shareholders approved the memorandum on January 15, 2026, and the agreement includes customary exceptions for underwriters.

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Filing
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Milestone Scientific Inc. reported results of its 2024 Annual Meeting of Stockholders held on December 18, 2025. Stockholders elected six incumbent directors to continue serving until the next annual meeting or until successors are elected and qualified. Director nominees generally received strong support, with individual "for" votes ranging up to 29,264,979 shares.

Stockholders also approved an amendment to the Restated Certificate of Incorporation to increase authorized common shares from 100,000,000 to 125,000,000, providing the company with a larger pool of shares it may issue in the future. In addition, they ratified the appointment of CBIZCPA P.C. as independent auditors for the fiscal year ending December 31, 2025.

There were 78,628,913 shares of common stock outstanding on the record date, and 48,381,413 shares were voted, representing 61.53% of issued and outstanding shares, indicating a solid level of shareholder participation.

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FAQ

How many Milestone Scient (MLSS) SEC filings are available on StockTitan?

StockTitan tracks 26 SEC filings for Milestone Scient (MLSS), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Milestone Scient (MLSS)?

The most recent SEC filing for Milestone Scient (MLSS) was filed on May 6, 2026.