Sonoma Pharmaceuticals, Inc. SEC Filings

Trombly Amy Moss reported acquisition or exercise transactions in this Form 4 filing.

Sonoma Pharmaceuticals, Inc. reported that Chief Executive Officer Amy Moss Trombly received a grant of 10,000 Restricted Stock Units (RSUs), each representing a contingent right to receive one share of common stock. The RSUs vest on the third anniversary of the grant date or upon a change of control. Following this award, she holds 52,185 RSUs directly.

Sonoma Pharmaceuticals, Inc. director John McLaughlin received a grant of stock options for 10,000 shares of common stock at an exercise price of $1.26 per share. The options vest in three equal installments on July 9, 2027, July 9, 2028, and July 9, 2029, or upon a change of control. Following this award, he holds stock options covering 30,001 shares directly.

Sonoma Pharmaceuticals director Vanessa Jacoby received a grant of stock options. She was awarded options to acquire 10,000 shares of common stock at an exercise price of $1.26 per share for Board service. The options vest one-third each on July 9, 2027, July 9, 2028, and July 9, 2029, or upon a change of control, and expire on July 9, 2036. Following this grant, she holds 20,000 derivative option shares in total.

DVONCH JEROME J reported acquisition or exercise transactions in this Form 4 filing.

Sonoma Pharmaceuticals, Inc. reported that its Chief Financial Officer, Jerome J. Dvonch, received a grant of 10,000 Restricted Stock Units representing contingent rights to an equal number of common shares. Following this award, he holds 44,391 shares-related units directly. Footnotes state each RSU equals one share of common stock and reference the third anniversary of the grant date or a change of control.

Dal Poggetto John reported acquisition or exercise transactions in this Form 4 filing.

Sonoma Pharmaceuticals, Inc. reported that Controller John Dal Poggetto received a grant of 7,500 Restricted Stock Units (RSUs), each representing a contingent right to one share of common stock. The RSUs vest on the third anniversary of the grant date or upon a change of control. Following this award, Dal Poggetto holds 32,750 RSUs directly, with no shares bought or sold in the market as part of this filing.

Sonoma Pharmaceuticals updated investors on its at-the-market stock offering program with Ladenburg Thalmann. The company originally registered up to $2,070,463 of common stock under a Form S-3 shelf and related prospectus supplement. From September 26, 2025 through June 18, 2026, it sold 173,073 shares for an aggregate purchase price of $574,633 under this agreement. As of June 18, 2026, the amount of common stock it may offer pursuant to General Instruction I.B.6 of Form S-3 has increased to an aggregate offering price of $3,641,703, and Sonoma filed a supplement to the prospectus supplement to increase the aggregate offering price to this level, including the $1,495,830 shares of common stock that were previously registered and not sold to date.

Sonoma Pharmaceuticals amends its prospectus supplement to increase its at-the-market offering capacity to $3,641,703. The company will continue to sell common stock through Ladenburg Thalmann under an ATM agreement; prior sales under the prospectus supplement totaled $574,633 from 173,073 shares.

The supplement replaces the previously stated maximum aggregate offering price of $2,070,463 with $3,641,703. As of June 18, 2026, the public float was reported at $12,649,011, calculated on 4,785,801 shares outstanding and a closing price of $2.65 per share on April 20, 2026. The filing notes the company may not sell more than one-third of its public float in any 12-month period under General Instruction I.B.6 of Form S-3.

Sonoma Pharmaceuticals’ annual report describes a global specialty medical-device business built on stabilized hypochlorous acid (HOCl) for dermatology, wound care, eye care, podiatry, animal health and surface disinfection. The company sells in over 55 countries, manufactures in Mexico, and emphasizes partnering with distributors rather than building large direct sales forces.

For the year ended March 31, 2026, research and development expenses were $2,271,000, up from $1,814,000 in 2025, as Sonoma advanced new HOCl products and regulatory clearances. About 71% of 2026 revenue came from outside the United States, and customer C represented 15% of net revenues, highlighting both international reach and customer concentration. The company notes significant intercompany loans to its Mexican subsidiary and related tax and withholding exposures, and it operates under extensive U.S., EU and Mexican medical device and healthcare regulations, including 22 FDA 510(k) clearances and updated CE certificates under the EU Medical Devices Regulation.

Sonoma Pharmaceuticals, Inc. is asking stockholders to approve a reincorporation from Delaware to Nevada and authority to adjourn the special meeting if needed. The board cites eliminating roughly $200,000 in annual Delaware franchise taxes, replacing them with Nevada fees of about $650, and broader director and officer liability protections.

The move would not change existing ownership, as each Delaware common share would convert into one Nevada common share. Stockholders of record on April 28, 2026, when 3,473,554 common shares were outstanding, may vote in person or by proxy at the June 24, 2026 special meeting.