Welcome to our dedicated page for Prophase Labs SEC filings (Ticker: PRPH), 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.
The ProPhase Labs, Inc. (PRPH) SEC filings page on Stock Titan provides direct access to the company’s regulatory disclosures, along with AI-powered summaries to help interpret complex documents. ProPhase is a biotech, genomics, and consumer health company, and its filings offer detailed information on diagnostics programs, genomics initiatives, consumer products, financing arrangements, and governance matters.
Investors can review current and periodic reports such as Forms 10-K and 10-Q (when available) for discussions of business operations, risk factors, and financial statements. Form 8-K filings are particularly active for PRPH and capture material events including the 1-for-10 reverse stock split approved and implemented in late 2025, at-the-market equity sales agreements, senior secured convertible notes and warrants described in the S-1 registration statement, and updates on legal matters and lease forbearance arrangements. Our AI tools highlight the key points in these filings, such as the rationale for the reverse split, the structure of financing instruments, and the implications of special meeting votes.
For those analyzing capital structure and dilution, the S-1 registration statement filed in October 2025 details the terms of senior secured convertible notes, associated warrants, and registration rights for resale of common stock. AI summaries can help clarify conversion mechanics, floor price concepts, warrant terms, and potential issuance scenarios, without requiring readers to parse every technical clause.
This page also surfaces proxy materials like the definitive proxy statement for the November 2025 special meeting, where stockholders voted on digital asset charter amendments, digital treasury shares, tokenized issuance authority, and stock split and share authorization proposals. Our AI analysis can outline what each proposal authorizes and how it may affect governance, treasury strategy, and future capital actions.
As new filings are posted to EDGAR, they are updated here in near real time. Users can quickly locate 8-Ks on financial results, legal proceedings, or strategic LOIs, as well as registration statements and other key documents. The combination of official SEC text and AI-generated explanations helps investors, analysts, and researchers understand how ProPhase’s diagnostics, genomics, consumer health businesses, and financing activities are reflected in its regulatory record.
ProPhase Labs (PRPH) filed a Definitive Proxy Statement presenting proposals for shareholders including amended equity plans and governance changes. The company proposes an Amended and Restated 2025 Employee Equity Compensation Plan and an Amended and Restated 2025 Directors' Equity Compensation Plan that, if approved, will add share reserves of +3,000,000 and +500,000 shares respectively and will supersede the 2022 plans. Individual option awards shown include grants such as 100,000, 300,000 (strike 6.00 expiring 3/16/2031), and other grants to executives and directors.
The proxy also lists director nominees and board information, including named directors Ted Karkus, Louis Gleckel, Warren Hirsch and others, and notes plan terms of 10 years for awarded options. Several proposals include charter/bylaw amendments and a Certificate of Amendment.
ProPhase Labs, Inc. reported net revenues of $1.25 million for the three months ended June 30, 2025, down from $1.50 million a year earlier, and $2.68 million for the six months versus $3.86 million a year prior. Gross profit improved to $0.73 million for the quarter from a loss the prior year, reflecting lower cost of goods sold.
The company had $169 thousand in cash and $42.04 million in total assets at June 30, 2025, versus $678 thousand and $63.20 million at year-end 2024. Loss from continuing operations after income taxes was $4.47 million for the quarter and $9.15 million for the six months. The six-month results include an $8.75 million gain on disposal of discontinued operations (PMI). Stockholders' equity was $11.44 million and shares outstanding were 41,541,205 as of August 11, 2025.
Material developments disclosed include the sale of PMI, completion of a BE-Smart validation study with >95% technical success, termination and settlement of New York leases with related asset write-offs and a $1.4 million lease termination loss, equity financing through a Keystone ELOC raising approximately $3.6 million net, and new short-term loan financings including two $625,000 notes issued June 22, 2025 with attached warrants.
ProPhase Labs (PRPH) furnished a press release announcing its financial results for the second quarter ended June 30, 2025 and scheduled a conference call on August 13, 2025 at 2:00 p.m. Eastern Time to discuss those results and corporate developments. The filing explicitly states the press release and related information are being furnished and shall not be deemed "filed" under the Exchange Act or incorporated by reference, and it attaches the press release as Exhibit 99.1 plus a Cover Page Interactive Data File (Inline XBRL) as Exhibit 104. The report also contains forward-looking language addressing the company’s ability to regain Nasdaq listing compliance or obtain additional time from Nasdaq.
ProPhase Labs, Inc. is soliciting proxies for a Special Meeting of stockholders to vote on six proposals at a meeting on August 29, 2025, including amendments to equity plans, a major increase in authorized common stock, a shareholder repurchase program, approval of a recent private placement, and a bylaw amendment to add the company address. The Board recommends that stockholders vote FOR Proposals 1 through 6.
Key figures disclosed include 41,541,205 shares outstanding as of the record date, a proposal to increase the company’s authorized common shares from 50,000,000 to 1,000,000,000 to enable a stated crypto treasury strategy, an increase of 3,000,000 shares for the employee equity plan and 500,000 shares for the directors’ plan, a non-binding share repurchase program authorizing up to $15 million in buybacks, and shareholder approval sought for issuance of up to 226,310,704 shares (and/or convertible/exercisable securities) in connection with a private placement entered into on July 22, 2025 that may result in issuance exceeding 20% of outstanding shares. The proxy discloses governance features for the proposed plans, including no discounted options, no repricing without shareholder approval, independent committee administration, no evergreen provision, and clawback provisions for awards.
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