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Q1 2026 results for Revelation Biosciences (NASDAQ: REVB) detailed

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Revelation Biosciences, Inc. reported financial results for the three months ended March 31, 2026. The company recorded a net loss of $3.0 million, or $2.71 per basic and diluted share, and net loss attributable to common stockholders of $8.7 million after $5.7 million in deemed dividends.

Cash and cash equivalents were $14.1 million as of March 31, 2026, up from $10.7 million at year-end 2025, helped by $6.7 million in net proceeds from a January 2026 warrant inducement. Management believes this cash is sufficient to fund operations through the first quarter of 2027.

Operating expenses rose as the company advanced its Gemini programs, with research and development expense of $1.4 million and general and administrative expense of $1.7 million. Revelation also highlighted agreement with the FDA on a single adaptive Phase 2/3 study of Gemini for acute kidney injury and ongoing development efforts in kidney disease, severe burn, and post-surgical infection.

Positive

  • None.

Negative

  • None.
Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Net loss $3,009,051 Three months ended March 31, 2026
Net loss attributable to common stockholders $8,690,667 Three months ended March 31, 2026, after deemed dividends
Deemed dividends $5,681,616 Three months ended March 31, 2026
Cash and cash equivalents $14,113,415 As of March 31, 2026
Net cash used in operating activities $3,200,000 Approximate, three months ended March 31, 2026
Research and development expense $1,376,861 Three months ended March 31, 2026
General and administrative expense $1,715,639 Three months ended March 31, 2026
Total stockholders’ equity $12,988,953 As of March 31, 2026
adaptive Phase 2/3 study medical
"Announced agreement with FDA on a single adaptive Phase 2/3 study for approval of Gemini"
acute kidney injury medical
"single adaptive Phase 2/3 study for approval of Gemini for treatment of acute kidney injury"
A sudden decline in how well the kidneys remove waste and balance fluids, often developing over hours or days; think of it like an engine that abruptly loses power and can’t filter efficiently. It matters to investors because it can drive higher medical costs, alter clinical trial results, trigger regulatory scrutiny, lead to drug label changes or recalls, and affect revenue and liability for healthcare and life sciences companies.
deemed dividends financial
"Deemed dividends | | (5,681,616 | )"
toll-like receptor 4 (TLR4) agonist medical
"Gemini is the Company’s proprietary formulation of PHAD, a toll-like receptor 4 (TLR4) agonist"
operating lease right-of-use asset financial
"Operating lease right-of-use asset | | | 666,589"
An operating lease right-of-use asset is the accounting entry that shows a company’s recorded value of its legal right to use leased property or equipment for a set period, similar to listing the worth of a long-term rental agreement on the balance sheet. It matters to investors because it makes leased obligations and the economic benefit of rented assets visible, affecting reported assets, leverage and how future lease costs are reflected in financial statements — like seeing both a rented shop’s utility and the remaining rent commitment.
Net loss $3,009,051
Net loss attributable to common stockholders $8,690,667
Cash and cash equivalents $14,113,415
Total operating expenses $3,092,500
Guidance

Based on current operating plans and projections, the company believes its cash and cash equivalents are sufficient to fund operations through the first quarter of 2027.

0001810560false00018105602026-05-072026-05-070001810560us-gaap:CommonStockMember2026-05-072026-05-070001810560revb:RedeemableWarrantsEachExercisableForA1201600ThShareOfCommonStockAtAnExercisePriceOf2318400PerShareMember2026-05-072026-05-07

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 07, 2026

 

 

REVELATION BIOSCIENCES, INC.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-39603

84-3898466

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

4660 La Jolla Village Drive

Suite 100

 

San Diego, California

 

92122

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (650) 800-3717

 

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class

 

Trading
Symbol(s)

 


Name of each exchange on which registered

Common stock, par value $0.001 per share

 

REVB

 

The Nasdaq Stock Market LLC

Redeemable warrants, each exercisable for a 1/201,600th share of common stock at an exercise price of $2,318,400 per share

 

REVBW

 

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 


Item 2.02 Results of Operations and Financial Condition.

On May 7, 2026, Revelation Biosciences, Inc. issued a press release announcing its financial results for the three months ended March 31, 2026. A copy of the press release is furnished as Exhibit 99.1.

The information in Item 2.02 and in Exhibit 99.1 will not be treated as “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. This information will not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or into another filing under the Exchange Act, unless that filing expressly incorporates this information by reference.

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

 

 

 

Exhibit No.

 

Description

99.1

 

Press release, dated May 7, 2026

104

 

Cover Page Interactive Data File (embedded with the Inline XBRL document)

 


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

 

 

REVELATION BIOSCIENCES, INC.

 

 

 

Date: May 7, 2026

By:

/s/ Chester S. Zygmont, III

 

 

Chester S. Zygmont, III
Chief Financial Officer
(principal financial and accounting officer)

 


Exhibit 99.1

 

img220778470_0.jpg

 

Revelation Biosciences, Inc. Announces Financial Results

For the Three Months Ended March 31, 2026

SAN DIEGO – May 7, 2026 Revelation Biosciences, Inc. (NASDAQ: REVB) (the “Company” or “Revelation”), a clinical-stage life sciences company developing innovative solutions to treat acute and chronic disease, today reported its financial results for the three months ended March 31, 2026.

 

Corporate Highlights

 

Announced agreement with FDA on a single adaptive Phase 2/3 study for approval of Gemini for treatment of acute kidney injury
Received net proceeds of $6.7 million from warrant inducement in January 2026
Participated in a fireside chat at the 38th Annual ROTH Conference, during which management discussed the Company's developments and strategic priorities
Presented additional positive data analysis from the PRIME Study at the International Conference on Advances in Critical Care Nephrology (AKI & CRRT 2026) in San Diego (March 29 - April 1, 2026)
Initiated discussions with potential clinical research organizations for the single adaptive Phase 2/3 study

 

“The incredible momentum achieved in 2025 is continuing in 2026,” said James Rolke, Chief Executive Officer of Revelation. “Our focus remains on getting our pivotal clinical study of Gemini in acute kidney patients underway for the benefit of those patients and ultimately to deliver significant value for our shareholders.”

 

Results of Operations

 

As of March 31, 2026, Revelation had $14.1 million in cash and cash equivalents, compared to $10.7 million as of December 31, 2025. The increase in cash and cash equivalents was primarily due to net cash proceeds from the January 2026 warrant inducement, offset by cash used for operating activities. Based on current operating plans and projections, Revelation believes its current cash and cash equivalents are sufficient to fund operations through the first quarter of 2027.

 

Net cash used for operating activities for the three months ended March 31, 2026 was $3.2 million compared to net cash used for operating activities of $2.8 million for the same period in 2025. Net loss for the three months ended March 31, 2026 was $3.0 million, or $2.71 basic and diluted net loss per share compared to net loss of $2.1 million, or $25.34 basic and diluted net loss per share for the three months ended March 31, 2025.

 


About Gemini

Gemini is the Company’s proprietary formulation of phosphorylated hexaacyl disaccharide (PHAD®), a toll-like receptor 4 (TLR4) agonist. TLR4 stimulation with Gemini rebalances the innate immune response and has been demonstrated to have the potential to treat acute and chronic diseases associated with dysregulated inflammation. Gemini is currently being evaluated as a potential treatment for acute kidney injury (GEM-AKI); Gemini is also being developed as a treatment for chronic kidney disease (GEM-CKD), as a treatment to reduce hyperinflammation and infection associated with severe burn (GEM-PBI), and as a treatment to prevent post-surgical infection (GEM-PSI). The potential of Gemini to correct dysregulated inflammation has been demonstrated in multiple preclinical models of AKI, CKD, and infection, as well as in two Phase 1 clinical studies. See additional detail here.

 

About Revelation Biosciences, Inc.

Revelation Biosciences, Inc. is a clinical-stage life sciences company focused on rebalancing inflammation using its proprietary formulation, Gemini. Revelation has multiple ongoing programs to evaluate Gemini as a treatment for acute kidney injury, a treatment of chronic kidney disease, prevention of post-surgical infection, and a treatment to reduce hyperinflammation and infection associated with severe burn.

For more information, please visit www.RevBiosciences.com.

Forward-Looking Statements

This press release contains forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995, as amended. Forward-looking statements are statements that are not historical facts. These forward-looking statements are generally identified by the words “anticipate,” “believe,” “expect,” “estimate,” “plan,” “outlook,” and “project” and other similar expressions. We caution investors that forward-looking statements are based on management’s expectations and are only predictions or statements of current expectations and involve known and unknown risks, uncertainties and other factors that may cause actual results to be materially different from those anticipated by the forward-looking statements. Revelation cautions readers not to place undue reliance on any such forward-looking statements, which speak only as of the date they were made. The following factors, among others, could cause actual results to differ materially from those described in these forward-looking statements: the ability of Revelation to meet its financial and strategic goals, due to, among other things, competition; the ability of Revelation to grow and manage growth, profitability, and retain its key employees; the possibility that Revelation may be adversely affected by other economic, business, and/or competitive factors; risks relating to the successful development of Revelation’s product candidates; the ability to successfully complete planned clinical studies of its product candidates; the risk that we may not fully enroll our clinical studies or enrollment will take longer than expected; risks relating to the occurrence of adverse safety events and/or unexpected concerns that may arise from data or analysis from our clinical studies; changes in applicable laws or regulations; expected initiation of the clinical studies, the timing of clinical data; the outcome of the clinical data, including whether the results of such studies are positive or whether they can be replicated; the outcome of data collected, including whether the results of such data and/or correlation can be replicated; the timing, costs, conduct and outcome of our other clinical studies; the anticipated treatment of future clinical data by the FDA, the EMA or other regulatory authorities, including whether such data will be sufficient for approval; the success of future development activities for its product candidates; potential indications for which product candidates may be developed; the ability of Revelation to maintain the listing of its securities on NASDAQ; the expected duration over which Revelation’s balances will fund its operations; and other risks and uncertainties described herein, as well as those risks and uncertainties discussed from time to time in other reports and other public filings with the SEC by Revelation.

 


REVELATION BIOSCIENCES, INC.

Consolidated Statements of Operations

 

 

 

Three Months Ended
March 31,

 

2026

 

 

2025

 

Operating expenses:

 

 

 

 

 

Research and development

$

1,376,861

 

 

$

858,830

 

General and administrative

 

1,715,639

 

 

 

1,236,157

 

Total operating expenses

 

3,092,500

 

 

 

2,094,987

 

Loss from operations

 

(3,092,500

)

 

 

(2,094,987

)

Other income (expense):

 

 

 

 

 

Change in fair value of warrant liability

 

 

 

 

1,417

 

Other income (expense), net

 

83,449

 

 

 

42,485

 

Total other income (expense), net

 

83,449

 

 

 

43,902

 

Net loss

$

(3,009,051

)

 

$

(2,051,085

)

 

 

 

 

 

 

Deemed dividends

 

(5,681,616

)

 

 

 

Net loss attributable to common stockholders

 

(8,690,667

)

 

 

(2,051,085

)

Net loss per share, basic and diluted

$

(2.71

)

 

$

(25.34

)

Weighted-average shares used to compute net loss per share, basic and diluted

 

3,207,720

 

 

 

80,943

 

 

 

 

 

 

 

 


REVELATION BIOSCIENCES, INC.

Consolidated Balance Sheets

 

 

 

March 31,
2026

 

 

December 31,
2025

 

ASSETS

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

Cash and cash equivalents

 

$

14,113,415

 

 

$

10,700,331

 

Prepaid expenses and other current assets

 

 

92,620

 

 

 

111,297

 

Total current assets

 

 

14,206,035

 

 

 

10,811,628

 

Property and equipment, net

 

 

140,717

 

 

 

18,067

 

Operating lease right-of-use asset

 

 

666,589

 

 

 

722,288

 

Other assets

 

 

30,941

 

 

 

30,941

 

Total assets

 

$

15,044,282

 

 

$

11,582,924

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

Accounts payable

 

$

828,203

 

 

$

577,501

 

Accrued expenses

 

 

468,082

 

 

 

1,397,644

 

Operating lease liability

 

 

120,861

 

 

 

23,013

 

Total current liabilities

 

 

1,417,146

 

 

 

1,998,158

 

Operating lease liability, net of current portion

 

 

638,183

 

 

 

723,771

 

Total liabilities

 

 

2,055,329

 

 

 

2,721,929

 

Commitments and Contingencies (Note 4)

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

 

Common Stock, $0.001 par value; 500,000,000 shares authorized; 3,908,420 and 1,583,969 issued and outstanding at March 31, 2026 and December 31, 2025, respectively

 

 

3,908

 

 

 

1,584

 

Additional paid-in-capital

 

 

65,413,383

 

 

 

58,278,698

 

Accumulated deficit

 

 

(52,428,338

)

 

 

(49,419,287

)

Total stockholders’ equity

 

 

12,988,953

 

 

 

8,860,995

 

Total liabilities and stockholders’ equity

 

$

15,044,282

 

 

$

11,582,924

 

 


Company Contacts

Mike Porter

Investor Relations

Porter LeVay & Rose Inc.

Email: mike@plrinvest.com

Chester Zygmont, III

Chief Financial Officer

Revelation Biosciences Inc.

Email: czygmont@revbiosciences.com

 

 


FAQ

What were Revelation Biosciences (REVB) key financial results for Q1 2026?

Revelation Biosciences reported a Q1 2026 net loss of $3.0 million and a net loss attributable to common stockholders of $8.7 million, reflecting $5.7 million in deemed dividends. Operating expenses totaled $3.1 million as the company advanced its Gemini development programs.

How much cash does Revelation Biosciences (REVB) have and how long will it last?

As of March 31, 2026, Revelation Biosciences held $14.1 million in cash and cash equivalents, up from $10.7 million at December 31, 2025. Based on current operating plans and projections, management believes this balance will fund operations through the first quarter of 2027.

What drove the change in operating expenses for Revelation Biosciences (REVB) in Q1 2026?

Total operating expenses for Q1 2026 were $3.1 million, up from $2.1 million in Q1 2025. Research and development expense increased to $1.4 million, while general and administrative expense rose to $1.7 million, reflecting greater activity supporting Gemini clinical and corporate initiatives.

What is Gemini and what indications is Revelation Biosciences (REVB) pursuing?

Gemini is a proprietary formulation of phosphorylated hexaacyl disaccharide, a TLR4 agonist designed to rebalance innate immunity. It is being evaluated for acute kidney injury and developed for chronic kidney disease, severe burn-related hyperinflammation and infection, and prevention of post-surgical infection.

What regulatory progress did Revelation Biosciences (REVB) report for Gemini in Q1 2026?

Revelation Biosciences announced agreement with the FDA on a single adaptive Phase 2/3 study of Gemini for treatment of acute kidney injury. The company also began discussions with potential clinical research organizations to support this pivotal study design and future trial execution.

How did warrant activity affect Revelation Biosciences (REVB) in early 2026?

In January 2026, Revelation Biosciences received $6.7 million in net proceeds from a warrant inducement. This capital contributed to the increase in cash and cash equivalents to $14.1 million at March 31, 2026 and helps support ongoing research, development, and corporate activities.

Filing Exhibits & Attachments

2 documents