Protagenic Therapeutics Inc. filings document a biopharmaceutical issuer with common stock and warrants, formal material-event reporting, governance changes, capital-structure disclosures and corporate-status records. The company’s SEC record includes 8-K reports on executive appointments and compensation arrangements, amended material-event filings, and disclosures tied to share-exchange transactions and related financial information.
Other filings cover Form 12b-25 notices for delayed quarterly reporting and Form 25 notifications involving removal of the company’s common stock and warrants from Nasdaq listing and Section 12(b) registration. These records also address material agreements, operating and financial results, clinical or regulatory disclosure categories, and public-company reporting obligations.
Protagenic Therapeutics, Inc. (PTIX) reported a sharp swing to quarterly net income of $2.21M for the three months ended December 31, 2025, driven mainly by a non‑cash gain of $3.11M from the change in fair value of derivative liabilities. Core operations remained loss‑making, with an operating loss of $0.93M in the quarter and $4.38M for the nine‑month period.
Total assets rose to $4.43M at December 31, 2025, primarily from acquiring Phytanix Bio’s in‑process R&D and assembled workforce recorded as intangible assets of $2.09M. Liabilities increased to $6.82M, leaving a stockholders’ deficit of $2.39M despite new equity, warrant exercises and non‑cash gains.
Cash used in operations was $3.07M over nine months, offset by $0.94M of net cash from the Phytanix Bio acquisition and $4.41M from financing activities, including $3.95M from warrant exercises and $0.40M from common stock sales, ending with cash of $2.21M.
The company disclosed a working capital deficit of $4.52M and an accumulated deficit of $9.11M as of December 31, 2025, and stated that recurring losses and expected funding needs within 12 months raise substantial doubt about its ability to continue as a going concern. Management highlighted a restructuring plan approved on August 8, 2025 to move to a virtual model and focus on priority clinical programs, targeting about $8M in annualized operating expense reductions. The report also details a reverse merger with Phytanix Bio completed in May 2025, recorded as a reverse acquisition, and notes that an agreement to rescind and unwind this merger was reached on February 17, 2026.
Protagenic Therapeutics, Inc. (PTIX) reported a sharp swing to quarterly net income of $2.21M for the three months ended December 31, 2025, driven mainly by a non‑cash gain of $3.11M from the change in fair value of derivative liabilities. Core operations remained loss‑making, with an operating loss of $0.93M in the quarter and $4.38M for the nine‑month period.
Total assets rose to $4.43M at December 31, 2025, primarily from acquiring Phytanix Bio’s in‑process R&D and assembled workforce recorded as intangible assets of $2.09M. Liabilities increased to $6.82M, leaving a stockholders’ deficit of $2.39M despite new equity, warrant exercises and non‑cash gains.
Cash used in operations was $3.07M over nine months, offset by $0.94M of net cash from the Phytanix Bio acquisition and $4.41M from financing activities, including $3.95M from warrant exercises and $0.40M from common stock sales, ending with cash of $2.21M.
The company disclosed a working capital deficit of $4.52M and an accumulated deficit of $9.11M as of December 31, 2025, and stated that recurring losses and expected funding needs within 12 months raise substantial doubt about its ability to continue as a going concern. Management highlighted a restructuring plan approved on August 8, 2025 to move to a virtual model and focus on priority clinical programs, targeting about $8M in annualized operating expense reductions. The report also details a reverse merger with Phytanix Bio completed in May 2025, recorded as a reverse acquisition, and notes that an agreement to rescind and unwind this merger was reached on February 17, 2026.
Protagenic Therapeutics, Inc. has appointed William (Bill) Nichols, Jr., age 51, as President effective February 3, 2026. He brings senior commercial leadership experience from bluebird bio, Dova Pharmaceuticals (now Sobi), and Bristol-Myers Squibb, all in the biotechnology and biopharmaceutical space.
Under his employment agreement, Mr. Nichols will receive a base salary of $350,000 and is eligible for an annual target bonus equal to 40% of his base salary. The agreement also provides for a stock option grant equal to approximately 1.0% of the company’s fully diluted share count. The company states there are no special arrangements or family relationships related to his selection and no related-party transactions requiring disclosure.
Protagenic Therapeutics, Inc. has appointed William (Bill) Nichols, Jr., age 51, as President effective February 3, 2026. He brings senior commercial leadership experience from bluebird bio, Dova Pharmaceuticals (now Sobi), and Bristol-Myers Squibb, all in the biotechnology and biopharmaceutical space.
Under his employment agreement, Mr. Nichols will receive a base salary of $350,000 and is eligible for an annual target bonus equal to 40% of his base salary. The agreement also provides for a stock option grant equal to approximately 1.0% of the company’s fully diluted share count. The company states there are no special arrangements or family relationships related to his selection and no related-party transactions requiring disclosure.
Protagenic Therapeutics, Inc. filed a Form 12b-25 notifying the SEC it cannot timely file its Quarterly Report on Form 10-Q for the period ended December 31, 2025. The company states it does not expect to file within the five-calendar-day extension under Rule 12b-25. The notice is signed by Alexander K. Arrow, Chief Financial Officer, on February 18, 2026.
Protagenic Therapeutics, Inc. filed a Form 12b-25 notifying the SEC it cannot timely file its Quarterly Report on Form 10-Q for the period ended December 31, 2025. The company states it does not expect to file within the five-calendar-day extension under Rule 12b-25. The notice is signed by Alexander K. Arrow, Chief Financial Officer, on February 18, 2026.
Protagenic Therapeutics, Inc. is having its common stock and warrants removed from listing and registration on the Nasdaq Stock Market LLC. Nasdaq filed a Form 25 under Section 12(b) of the Securities Exchange Act of 1934, certifying that it has followed its own rules and the SEC’s requirements to strike these securities from listing and withdraw their registration on the exchange. The filing lists Protagenic’s principal executive offices in New York and identifies the affected securities as its common stock and warrants.
Protagenic Therapeutics, Inc. is having its common stock and warrants removed from listing and registration on the Nasdaq Stock Market LLC. Nasdaq filed a Form 25 under Section 12(b) of the Securities Exchange Act of 1934, certifying that it has followed its own rules and the SEC’s requirements to strike these securities from listing and withdraw their registration on the exchange. The filing lists Protagenic’s principal executive offices in New York and identifies the affected securities as its common stock and warrants.
Protagenic Therapeutics, Inc. filed an amended current report to update a consent exhibit connected to its earlier acquisition of Phytanix Bio. The company previously completed a share exchange in which it acquired 100% of the common and preferred shares of Phytanix, bringing that Nevada corporation under its control.
This latest amendment revises Item 9.01 solely to update Exhibit 23.1, the consent of GreenGrowth CPAs Inc. No other parts of the prior amended report, including the historical and unaudited pro forma financial statements for the combination with Phytanix, are changed.
Protagenic Therapeutics, Inc. (PTIXW) amended a material event report to disclose near-term clinical milestones for its oncology candidate PT00114 and filing of transaction-related pro forma financials. The company expects to complete the multiple-dose portion of the Phase I study for PT00114 and make those results publicly available in Q2 FY2026 (quarter ending September 30, 2025). It also anticipates initiating a Phase IIa study for PT00114 in Q4 FY2026 (quarter ending March 31, 2026). The unaudited pro forma combined statement of operations for the year ended March 31, 2025, related to the described transaction, is filed as Exhibit 99.2 to this Form 8-K/A and is incorporated by reference.
Protagenic Therapeutics, Inc. (PTIXW) received a Schedule 13G/A filed by Bigger Capital Fund, LP; Bigger Capital Fund GP, LLC; and Michael Bigger reporting their relationship to the issuer's Common Stock (CUSIP 74365N202). The filing states that as of August 22, 2025, each Reporting Person owned no shares of the issuer and reported 0% ownership. The filing includes addresses and citizenship information for each Reporting Person and certifications that the securities were not acquired to influence control of the issuer. Signatures executed by Michael Bigger certify the accuracy of the statement.
Protagenic Therapeutics, Inc. (PTIXW) received a Schedule 13G/A filed by Bigger Capital Fund, LP; Bigger Capital Fund GP, LLC; and Michael Bigger reporting their relationship to the issuer's Common Stock (CUSIP 74365N202). The filing states that as of August 22, 2025, each Reporting Person owned no shares of the issuer and reported 0% ownership. The filing includes addresses and citizenship information for each Reporting Person and certifications that the securities were not acquired to influence control of the issuer. Signatures executed by Michael Bigger certify the accuracy of the statement.
Protagenic Therapeutics, Inc. reports that Nasdaq has notified the company it is not in compliance with Listing Rule 5250(c)(1) because its Form 10-Q for the quarter ended June 30, 2025 has not yet been filed. The notice does not immediately affect trading of the PTIX common stock or PTIXW warrants on the Nasdaq Capital Market, and the company plans to submit a compliance plan within 60 days, with Nasdaq able to grant up to 180 days from the 10-Q due date.
The company also replaced MaloneBailey, LLP with Green Growth CPAs as its independent registered public accounting firm, with no reported disagreements or other reportable events, although MaloneBailey’s 2024 report included a going concern explanatory paragraph. In addition, Protagenic announced completion of first-dose injections for all subjects in the multiple-dose part of its Phase I trial of PT00114, expects topline safety data by the end of September 2025, and is planning Phase 2 efficacy studies for the first quarter of 2026.
Protagenic Therapeutics, Inc. filed a notice that it will submit its Quarterly Report on Form 10-Q for the period ended June 30, 2025 after the normal deadline. The company explains that on August 8, 2025 its Board of Directors approved a restructuring plan to move to a virtual operating model and to exit or modify certain obligations, and management is still finalizing the related accounting and disclosures under Audit Committee oversight and with external advisors.
The company expects to file the Form 10-Q on or before August 19, 2025, within the five-day extension allowed under SEC rules. Protagenic states that it does not anticipate reporting a significant change in results of operations for the quarter compared with the same period in the prior year.
Protagenic Therapeutics approved a focused restructuring to transition to a virtual operating model and concentrate capital on its lead clinical asset, PT00114. The Board expects this plan to reduce annualized operating expenses by approximately $8 million while pausing preclinical programs (PHYX-001 through PHYX-005) to pursue partnerships or out-licensing and conserve cash for the Phase 2 trial. The Company currently expects the Phase 2 for PT00114 to complete in approximately 9 to 12 months, subject to enrollment and customary factors.
The plan eliminates certain executive roles by terminating the employment of the CEO and COO, who remain on the Board, and reduces headcount primarily tied to preclinical, regulatory, and IP functions. The Company expects one-time charges related to the restructuring but cannot yet estimate amounts or timing. The Company also changed its fiscal year-end to March 31.