Welcome to our dedicated page for Pulmatrix SEC filings (Ticker: PULM), 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.
Pulmatrix, Inc. filings document material events for a biopharmaceutical issuer developing inhaled therapeutic candidates through its iSPERSE platform. The record includes Form 8-K disclosures on operating and financial results, corporate updates, clinical or regulatory matters, material agreements, shareholder voting matters, governance actions and capital-structure information.
These filings also capture Regulation FD communications and other event reports tied to Pulmatrix's public-company reporting obligations, including disclosures related to strategic transaction agreements and related governance matters.
Pulmatrix, Inc. describes a company in transition that now depends heavily on a proposed merger with Cullgen to define its future. The Merger has been approved by Pulmatrix stockholders but still requires several closing conditions, including approval from China’s securities regulator, and may be delayed or terminated.
While awaiting completion, Pulmatrix has paused development of its iSPERSE™-based drug candidates PUR3100 for acute migraine, PUR1800 for COPD exacerbations, and PUR1900 for fungal lung disease, and is instead seeking ways to monetize these assets. Cipla has taken over most development and commercialization costs for PUR1900 outside the United States, where Pulmatrix would receive a 2% royalty on any potential future net sales.
The company emphasizes the strength of its inhaled dry powder iSPERSE™ platform and a large patent estate but reports only two full-time employees and minimal recent research spending. Management warns that if the Cullgen merger or other strategic transactions do not succeed, the board may consider dissolving and liquidating the company.
Pulmatrix, Inc. reported 2025 results showing a sharp shift to a leaner, pre‑revenue profile while pursuing a planned merger with Cullgen. Revenues fell to $0 for the year ended December 31, 2025, compared to $7.8 million in 2024, reflecting the wind down of the PUR1900 program and related Cipla agreement.
Research and development expenses dropped to about $0.1 million from $7.2 million, and general and administrative expenses declined to $5.1 million from $7.8 million, helping narrow the net loss to $5.2 million from $9.6 million. Cash and cash equivalents were $4.1 million at year-end 2025, down from $9.5 million, and the company anticipates this will fund operations into the first quarter of 2027.
The update highlights progress toward the proposed merger with Cullgen, which has been approved by Pulmatrix stockholders but remains subject to additional conditions, including Nasdaq listing approval and clearance from the China Securities Regulatory Commission. Pulmatrix and Cullgen have waived the merger’s “No Solicitation” clause, allowing both to explore alternative transactions. Pulmatrix is also actively seeking to license or monetize its iSPERSE™ technology and three associated clinical programs, including a Phase 2‑ready acute migraine candidate.
Pulmatrix, Inc. reported that on December 17, 2025 it entered into a mutual waiver agreement with Cullgen Inc. and PLC Merger Sub, Inc. related to their existing Merger Agreement. The waiver allows all parties to forego compliance with Section 5.4 of the Merger Agreement, which had imposed certain restrictions on each party during the pre-closing period. The company stated that, aside from this specific waiver, the Merger Agreement remains in full force and effect and no other terms have been amended, waived, or modified. Pulmatrix also issued a press release on December 18, 2025 describing the waiver, which is furnished as an exhibit.
Pulmatrix, Inc. furnished an 8-K announcing it issued a press release with financial results for the third fiscal quarter ended September 30, 2025, along with a corporate update. The press release is provided as Exhibit 99.1 and incorporated by reference.
Consistent with General Instruction B.2 to Item 2.02, the information in this report, including Exhibit 99.1, is furnished and not deemed filed under the Exchange Act.
Pulmatrix (PULM) filed its Q3 2025 10‑Q, reporting a narrower net loss as operating costs fell sharply while it advances a pending merger with Cullgen. For the quarter ended September 30, 2025, revenue was $0 versus $366,000 a year ago; net loss was $877,000 (vs. $2.6M). Research and development expense was $8,000 and general and administrative was $858,000. Cash and cash equivalents were $4.794M and stockholders’ equity was $4.733M.
Year‑to‑date, net loss was $4.234M (vs. $7.573M), with operating cash use of $4.727M. The company says existing cash will fund corporate operating expenses for at least the next 12 months from issuance. The Cullgen merger remains subject to Nasdaq listing and CSRC approval; under the Merger Agreement, Pulmatrix expects to declare a cash dividend to pre‑merger stockholders equal to net cash above $2.5M, subject to adjustments. On closing, pre‑Merger Cullgen holders are expected to own about 96.4% of the combined company on a fully‑diluted basis. As of October 13, 2025, shares outstanding were 3,652,285.
Pulmatrix (PULM) Q2-25 10-Q highlights: revenue fell to $0 from $1.6 m YoY as development work on PUR1900 wound down. Operating expenses dropped sharply to $1.5 m (-79%), driven by a 98% reduction in R&D to $14 k after the MannKind facility divestiture and staff cuts. Net loss narrowed to $1.5 m (-73%), or -$0.42/sh versus -$1.59/sh last year. Six-month net loss improved to $3.4 m from $5.0 m.
Cash & equivalents declined to $5.8 m (Dec-24: $9.5 m) after $3.7 m operating cash burn; management believes liquidity covers ≥12 months if the Cullgen merger is not completed. Stockholders’ equity fell to $5.6 m.
Cullgen merger: approved by Pulmatrix holders on 16-Jun-25; closing now targeted by 12-Oct-25 pending CSRC and Nasdaq approvals. Pre-merger Pulmatrix investors will receive a cash dividend for net cash above $2.5 m and retain only ~3.6% pro-forma ownership. Termination fees range from $0.42 m to $8.4 m. Failure to close could push Pulmatrix toward liquidation or require new funding.
Warrant liability was re-measured to $0, creating a $67 k gain; 918 k warrants remain outstanding, many expiring July-25. No ATM sales occurred in H1-25; share count steady at 3.65 m.