Psyence Biomedical Ltd. SEC Filings

Psyence Biomedical Ltd. (PBM) filed a prospectus supplement that incorporates its latest Form 6-K, providing unaudited results for the three and six months ended September 30, 2025. PBM is a Nasdaq-listed biotech developing nature-derived psilocybin and ibogaine therapies, with its lead candidate PEX010 in an 87-patient Phase IIb palliative care study in Australia, where multiple patients have been enrolled and dosed.

For the six months ended September 30, 2025, PBM recorded a net loss of $1,992,732, compared with net income of $2,960,655 in the prior-year period, when results were boosted by large fair value gains on financial instruments. Operating expenses shifted: sales and marketing fell to $154,976 from $320,708 and general and administrative costs declined to $367,070 from $536,140, while research and development rose to $672,364 as clinical activity increased and professional and consulting fees grew to $1,223,637 due to higher legal and advisory work.

PBM strengthened its balance sheet through its equity line of credit, issuing 1,283,950 shares for total consideration of $7,349,396 and ending the period with cash and restricted cash of $7,197,176 and working capital of $6,686,387. The company invested $4,000,000 in Psyence Labs Ltd. and marked this stake at a fair value of $5,172,000, recognizing a $427,000 unrealized gain. Management notes ongoing cash outflows and emphasizes that continued funding will be required to support research, clinical trials and operations.

Psyence Biomedical Ltd. filed a prospectus supplement to its F-1 prospectus to update it with a newly furnished Form 6-K. The 6-K reports two items: the Board appointed Chief Financial Officer Warwick Corden-Lloyd as a director effective October 30, 2025, and the Company entered Amendment No. 2 to its Common Stock Purchase Agreement with White Lion Capital LLC on November 4, 2025.

The amendment increases potential aggregate drawdown capacity, extends the commitment period, introduces a VWAP-based purchase mechanic with per-notice caps tied to trading volume (subject to waiver), clarifies closing timing and funds flow, updates short sales provisions, and makes conforming changes. The filing also furnishes press releases dated November 6, 2025 on dosing progress in a Phase IIb study and November 3, 2025 noting a USD $3,500,000 follow-on investment by PsyLabs. Except for the press release materials, the 6-K is incorporated by reference into the Company’s F-3 registration statement.

Psyence Biomedical Ltd. reported two updates. The Board appointed Chief Financial Officer Warwick Corden‑Lloyd as a director effective October 30, 2025, to serve until the next annual general meeting or until a successor is elected. He remains an employee in his CFO role and does not receive separate Board compensation.

The Company also entered Amendment No. 2 to its Common Stock Purchase Agreement with White Lion Capital LLC on November 4, 2025. The amendment increases potential aggregate drawdown capacity, extends the commitment period, adds a VWAP-based purchase mechanic after certain funding thresholds are met (with per‑notice caps tied to trading volume, subject to waiver), clarifies timing of closings and funds flow, updates short‑sale provisions, and makes conforming changes. The Company furnished press releases dated November 6, 2025 and November 3, 2025 as exhibits.

Psyence Biomedical Ltd. registered 50,000,000 Common Shares for potential resale by White Lion Capital under a previously established equity line. The company is not selling securities in this prospectus; White Lion, deemed an underwriter, may resell shares from time to time as described in the Plan of Distribution.

Psyence may receive gross proceeds only when it sells shares to White Lion under the purchase agreement. To date, Psyence has sold an aggregate of $14,026,983 and may sell up to another $10,973,107 of Common Shares under the $25,000,000 facility. The prospectus notes these resales represent vastly more than current outstanding shares and could pressure the share price. Common Shares outstanding were 1,872,051 as of September 30, 2025. PBM and PBMWW trade on Nasdaq; on October 31, 2025, PBM closed at $3.16 and PBMWW at $0.029.