Welcome to our dedicated page for Novabay Pharma SEC filings (Ticker: NBY), 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.
Stablecoin Development Corporation filings document the company’s completed transition from NovaBay Pharmaceuticals, including its name change, ticker change, and updated public-company identity as an on-chain holding company focused on the Sky protocol ecosystem. Recent 8-K disclosures cover SKY-related activities, staking metrics, operating updates, and material-event reporting.
The company’s SEC filings also describe capital-structure changes, including a reverse stock split, pre-funded warrants, preferred stock conversions, charter amendments, stockholder voting results, and NYSE American-related approvals. Proxy materials and 8-K reports document governance matters, security-holder rights, warrant accounting, non-reliance on prior financial statements, and formal amendments to the company’s corporate documents.
David E. Lazar filed a Schedule 13D disclosing beneficial ownership of 1,200,048 shares of NovaBay Pharmaceuticals (approximately 19.99% of outstanding Common Stock as of August 19, 2025). The filing states Mr. Lazar purchased Series D Preferred Stock on August 19, 2025, convertible into 77.0 million shares and agreed to purchase Series E Preferred Stock convertible into 43.0 million shares at a subsequent closing, subject to stockholder approval and a 19.99% beneficial ownership limitation prior to such approval.
The SPA appointed Mr. Lazar as CEO and a director effective August 19, 2025, includes rights to nominate directors based on ownership thresholds, grants participation rights in future financings, and is accompanied by a two-year Voting Agreement with Poplar entities that includes voting commitments and standstill provisions.
NovaBay Pharmaceuticals declared a special cash dividend of $0.80 per share for its common stock. The dividend will be paid on September 29, 2025 to stockholders of record at the close of business on September 15, 2025.
The dividend is funded from cash segregated at the first closing of an up to $6.0 million investment by David E. Lazar in newly issued Series D and Series E non-voting convertible preferred stock. The first closing provided $3.85 million of gross proceeds; a second closing for $2.15 million is expected by the end of the fourth quarter of 2025, subject to conditions. The preferred shares will not participate in the dividend.
Because the dividend exceeds 25% of the common stock price, NYSE American will use “due bills” so that trades from September 15, 2025 through September 29, 2025 carry the right to receive the dividend.
NovaBay Pharmaceuticals (NBY) reported a package of corporate actions and agreements dated August 19, 2025 that would create new preferred share series (Series D, E and F) and attach a set of transaction documents including a Securities Purchase Agreement, multiple Warrant Exchange Agreements, a Voting Agreement, amended and new employment agreements, and settlement/release documents.
The filing notes that no dividends will be paid on the Series D or Series E preferred stock until a Special Dividend is declared and the company receives a Conversion Approval. Several exhibits and confidential schedules were omitted from the public filing with the company offering to furnish them to the SEC on request. The agreements are not effective now and will become effective only upon completion of the Final Closing.