Predictive Oncology Inc SEC Filings

Predictive Oncology Inc. reported results from its 2025 annual stockholder meeting. Stockholders approved an amendment to the 2024 Equity Incentive Plan that increases the shares available for issuance by 1,000,000 shares, expanding the pool for employee and director equity awards. They also elected two Class I directors to serve until the 2028 annual meeting and ratified KPMG LLP as independent auditor for the fiscal year ending December 31, 2025.

Stockholders approved the issuance of 14,903,393 shares of common stock upon exercise of pre-funded warrants, as required by Nasdaq Listing Rule 5635(a). They further supported, on a non-binding advisory basis, the compensation of the company’s named executive officers. As of the record date for the meeting, there were 3,501,430 shares of common stock entitled to vote.

Predictive Oncology Inc. (POAI) is registering the resale by existing investors of up to 14,903,393 shares of common stock issuable upon exercise of pre-funded warrants from a prior private Crypto PIPE financing. The company itself is not selling any shares in this prospectus, and the selling stockholders will receive all proceeds from any share sales. POAI will receive only the nominal cash proceeds if holders choose to exercise their warrants.

The filing details POAI’s shift toward a digital asset treasury strategy centered on Aethir (ATH) tokens alongside its AI-driven oncology drug discovery business. As of November 25, 2025, POAI held about 5.9 billion ATH with an indicated market value of approximately $97.4 million, highlighting significant exposure to ATH price movements and related regulatory and operational risks.

Predictive Oncology Inc. (POAI) has registered 5,970,181 shares of common stock for potential resale by existing investors. The shares consist of 2,547,789 PIPE Shares issued in August and September 2025 and 3,422,392 shares underlying various warrants, including Cash PIPE Warrants, placement agent warrants and advisor warrants. The company itself is not selling any shares in this prospectus and will only receive cash if holders choose to exercise their warrants.

The filing explains that Predictive Oncology is building an AI-driven oncology drug discovery business while also operating a digital asset treasury focused on Aethir tokens (ATH). As of November 21, 2025, the company held about 5.6 billion ATH, valued at approximately $90.2 million at $0.0161 per token, and plans to expand this position through additional purchases and staking. The prospectus highlights significant risks tied to ATH price volatility, regulatory uncertainty for digital assets, and the concentration of a large portion of the balance sheet in a single token.

Predictive Oncology Inc. (POAI) reports that it believes it has regained compliance with Nasdaq’s minimum stockholders’ equity requirement for continued listing on the Nasdaq Capital Market. The company cites stockholders’ equity in excess of $2.5 million following the closing of two private investment in public equity (PIPE) transactions on October 7, 2025. These PIPE deals provided an aggregate of approximately $343.5 million, including about $50.8 million in cash and approximately $292.7 million in notional value of in-kind contributions of certain crypto assets, which the company states represent a discounted value of about $173.3 million. This capital and asset infusion is the basis for the company’s view that it satisfies Nasdaq Listing Rule 5550(b)(1).

Predictive Oncology Inc. is registering the resale of up to 5,970,181 shares of common stock by existing stockholders. These consist of 2,547,789 PIPE Shares issued in August and September 2025 private placements and 3,422,392 shares issuable upon exercise of various warrants, including pre-funded Cash PIPE Warrants, Agent Warrants and Advisor Warrants. The company is not selling any new shares in this offering and will not receive proceeds from stockholder resales, though it may receive cash if warrants are exercised.

The filing also details a major shift in strategy toward a digital asset treasury centered on Aethir tokens (ATH). As of November 19, 2025, the company held about 5.6 billion ATH valued at approximately $107 million, with 3.6 billion tokens locked and 2.0 billion unlocked. Extensive risk disclosures explain that concentrating treasury assets in ATH, using staking, DeFi and third-party asset managers, and operating in an evolving regulatory environment could create significant volatility in earnings, liquidity constraints and potential adverse impacts on the stock price.

Predictive Oncology Inc. announced that it scheduled a conference call and webcast at 9:00 a.m. Eastern Time on November 17, 2025 to discuss its financial results for the third quarter ended September 30, 2025 and to provide an update on its digital asset strategy. The company prepared an investor presentation for this event, which is available on its investor relations page and is furnished as Exhibit 99.1. The furnished materials are provided under Regulation FD and are not treated as filed for liability purposes under the securities laws unless specifically incorporated by reference in another filing.

Predictive Oncology Inc. (POAI) filed its Q3 2025 report, showing a sharp net loss as the company repositioned its strategy and balance sheet. For the quarter ended September 30, revenue was $3,618 and operating loss was $3.28 million. A non-cash loss on derivative instruments of $74,366,000 drove a quarterly net loss of $77,651,843. The derivative relates to a cryptocurrency-linked private placement agreement recorded at fair value.

As of September 30, cash and cash equivalents were $181,667, total assets were $3.14 million, and stockholders’ deficit was $(77.43) million, reflecting a recorded derivative liability of $74,366,000. After quarter-end, on October 7, 2025, the company closed two private placements for approximately $50.8 million in aggregate cash gross proceeds, and believes its working capital will fund operations for at least 12 months. POAI completed a 1‑for‑15 reverse stock split effective September 30, 2025, and subsequently regained compliance with Nasdaq’s minimum bid price rule. As of November 10, 2025, there were 3,393,516 common shares outstanding.