Veru SEC Filings

Veru Inc. launched a primary offering of 1,400,000 shares of common stock and pre-funded warrants to purchase up to 7,000,000 shares, together with Series A warrants to purchase up to 8,400,000 shares and Series B warrants to purchase up to 8,400,000 shares. The combined public offering price is $3.00 per share with warrants (or $2.999 with a pre-funded warrant).

Pre-funded warrants are immediately exercisable at $0.001 per share. Series A and Series B warrants are immediately exercisable at $3.00 per share; Series A expire five years from issuance. Series B expire on the earlier of the third anniversary or 45 days after specified clinical and stock-price conditions are met. The company does not intend to list the warrants.

Veru estimates net proceeds of approximately $23.4 million, to fund development of enobosarm, primarily the planned Phase 2b PLATEAU obesity study, and for working capital and general corporate purposes. Shares outstanding were 14,650,392 as of June 30, 2025; this is a baseline figure, not the amount being offered.

Veru Inc. filed a preliminary prospectus supplement for a primary offering of common stock and, in lieu of shares for certain investors, pre-funded warrants, together with accompanying Series A and Series B common stock warrants. The filing also covers the shares issuable upon exercise of these warrants.

The company states it will receive the proceeds from this offering and intends to use them primarily to fund the planned Phase 2b PLATEAU clinical study of enobosarm in combination with GLP‑1 RA therapy, as well as for working capital and general corporate purposes. Pre-funded warrants are immediately exercisable at $0.001 per share. Series A warrants are immediately exercisable and expire five years from issuance. Series B warrants are immediately exercisable and expire on the earlier of a data/price milestone or three years. The warrants will not be listed, which may limit liquidity.

Shares outstanding were 14,650,392 as of June 30, 2025. The company effected a 1‑for‑10 reverse stock split on August 8, 2025. Veru’s common stock last closed at $3.65 on October 28, 2025.

Michael L. Rankowitz, a director of VERU Inc. (VERU), reported an acquisition of equity-linked compensation on 10/01/2025. The filing records the grant of 7,000 common stock options with an exercise price of $3.89, exercisable beginning 10/01/2026 and expiring 10/01/2035.

The options vest in three equal installments, with one-third vesting on each of 10/01/2026, 10/01/2027, and 10/01/2028. After the reported transaction the filing shows beneficial ownership of 7,000 shares/options held directly. The Form 4 was signed via power of attorney by Phil R. Greenberg on 10/03/2025.

Hyun Grace, a director of VERU Inc. (VERU), reported an acquisition of 3,000 non‑derivative shares resulting from the exercise/issuance of options on 10/01/2025. The options have an exercise price of $3.89, are exercisable beginning 10/01/2026 and expire on 10/01/2035. Following the reported transaction the filing shows 3,000 shares beneficially owned directly by the reporting person.

The form discloses a vesting schedule: one‑third of the options vest on each of 10/01/2026, 10/01/2027 and 10/01/2028. The Form 4 was signed on behalf of the reporting person by power of attorney on 10/03/2025. All details above are taken directly from the filing and no additional inferences are made.

Veru Inc. (VERU) director reports stock option grant. On 10/01/2025, the reporting person acquired an option to purchase 6,000 shares of common stock at an exercise price of $3.89 per share. The option expires on 10/01/2035. One-third of the shares vest on each of 10/01/2026, 10/01/2027, and 10/01/2028. Following the transaction, 6,000 derivative securities were beneficially owned, held directly. The option was reported at a price of $0, indicating an award rather than an open-market purchase.

Veru Inc. reported that amounts owed under two promissory notes issued by Onconetix, Inc. (formerly Blue Water Vaccines) totaling $8,826,155.41 as of September 22, 2025 were settled under a Settlement Agreement and Release. Under the settlement the company received $6,326,155.41 in cash, 3,125 shares of Onconetix Series D Convertible Preferred Stock (stated value $1,000 per share) and 846,975 warrants to purchase Onconetix common stock, and the promissory notes and the amended forbearance agreement terminated on payment.

The Series D Preferred is convertible (including at Veru's option) into Onconetix common stock, carries certain registration rights and may be redeemable by the borrower in specified circumstances. Veru states there is no assurance it will realize cash proceeds from the preferred shares, warrants, or any common stock acquired on exercise of the warrants. The full Settlement Agreement is filed as Exhibit 10.1.

Veru Inc. notified Nasdaq on August 26, 2025 that it has regained compliance with Nasdaq's minimum $1.00 bid price requirement for continued listing, and Nasdaq has closed the related matter. The earlier notice of noncompliance was issued August 29, 2024 because Veru's common stock had not maintained a minimum bid of $1.00 for 30 consecutive business days. Nasdaq originally gave Veru 180 calendar days to regain compliance, which was later extended to August 25, 2025. This 8-K confirms the company met the minimum bid price threshold by the extended deadline and the listing deficiency is resolved.

Veru Inc. reported a quarterly net loss of $7.33 million for the three months ended June 30, 2025, narrower than the prior-year quarter loss of $10.97 million, driven by lower operating expenses with research and development falling to $3.02 million and selling, general and administrative to $5.01 million. The company recorded no net revenues in the quarter and reported net loss per share of $0.50 versus $0.75 a year earlier.

Cash and restricted cash totaled $15.01 million at June 30, 2025, down from $24.92 million at September 30, 2024. Net cash used in operating activities for the nine months was $24.55 million. The company completed the sale of its FC2 business, generating expected net proceeds of approximately $16.3 million and recognizing a $4.3 million loss on the sale, and recognized an $8.6 million gain on extinguishment of debt related to the residual royalty agreement. Management discloses substantial doubt about the Company’s ability to continue as a going concern for at least twelve months.

Veru Inc. effected a 1-for-10 reverse stock split of its common stock, effective 11:59 pm CT on August 8, 2025, converting every ten pre-split shares into one post-split share. The Nasdaq listing will trade on a split-adjusted basis beginning with the opening of trading on or about August 11, 2025, under the same ticker VERU and new CUSIP 92536C202. Fractional shares will not be issued; shareholders will receive cash in lieu of any fractional interest.

The split does not change the number of authorized shares or par value. The Board approved the 1-for-10 ratio after shareholders authorized a 1-for-2 to 1-for-20 range at a July 25, 2025 special meeting. Outstanding equity awards and reserved shares under the Company’s Schedules of equity plans were proportionately adjusted and the Company’s Form S-8 registration statements were amended by operation of Rule 416(b).