22nd Century Group Inc.'s SEC filings document a tobacco products company centered on reduced-nicotine technology, VLN cigarette commercialization and public-company capital structure. Recent 8-K reports furnish operating results and business updates covering VLN distribution, branded tobacco products, contract manufacturing activity and financial condition.
The filings also record financing and governance matters, including common stock sales agreement disclosures, proxy materials, shareholder voting, Series A Convertible Preferred Stock matters, warrant amendments and Nasdaq-related capital actions. The company's material-event reports document a completed reverse stock split, security-holder rights changes, exhibits, XBRL cover data and formal board and stockholder actions under its Nevada corporate structure.
22nd Century Group, Inc. (XXII) will implement a 1-for-58 reverse stock split, effective at 12:01 a.m. Eastern Time on November 5, 2026. Shares will begin trading on a split-adjusted basis at the open of business that day under the existing symbol XXII. The company said the split was effected solely to enable it to expeditiously restore compliance with the continued listing standard of the Nasdaq Capital Market.
As of November 2, 2026, 31,949,758 common shares were outstanding; approximately 550,858 shares are expected after the split, subject to adjustments from rounding fractional shares into whole shares. The company will remain authorized to issue 500,000,000 common shares. No fractional shares will be issued and no cash or other consideration will be paid for them; a holder who otherwise would receive a fraction will receive one whole post-split share. The company states that ownership percentages and proportional voting power will remain virtually unchanged, except for minor changes and adjustments resulting from rounding.
22nd Century Group, Inc. (XXII) entered into Amendment No. 2 to its Sales Agreement on October 27, 2026, with Needham & Company LLC and Clear Street LLC, solely to add Clear Street as a sales agent. The underlying agreement with Needham was dated November 4, 2025, and was amended on March 31, 2026.
22nd Century Group, Inc. has a prospectus supplement covering up to $18,800,000 of common stock under its Sales Agreement. It is being filed solely to add Clear Street LLC as a Sales Agent; the company entered the amendment on October 28, 2026. The Sales Agreement is dated November 4, 2025 and was entered with Needham & Company, LLC. The supplement should be read with the accompanying base prospectus and earlier supplements, and is qualified by reference to them except where it amends or supersedes their information.
22nd Century Group, Inc. (XXII) registers up to $18,800,000 of common stock for sales from time to time through Needham & Company, LLC, acting as sales agent. The supplement amends existing sales materials under the Sales Agreement. While the public float remains below $75,000,000, the company may not sell securities in a public primary offering with a value exceeding one-third of its public float in any 12-month period. The company reports $4.7 million of securities sold under this Form S-3 limitation during the 12 calendar months prior to and including October 23, 2026.
22nd Century Group, Inc. filed a prospectus supplement permitting it to sell up to $18,800,000 in common stock through an at-the-market offering. During October 2026, the company sold 15,785,757 shares and raised approximately $4.7 million in gross proceeds. It reported 19,202,198 common shares outstanding as of October 23, 2026.
22nd Century Group, Inc. (XXII) reported preliminary, unaudited third-quarter 2026 results from continuing operations, excluding discontinued operations; all figures are subject to change. The company expects net revenues of approximately $4.8 million, a 66% increase from $2.9 million in Q2 2026, and gross profit of approximately $0.4 million, compared with a $0.3 million gross loss.
Operating expenses were expected to be $3.0 million, consistent with Q2. Operating loss and net loss were each expected to be $2.6 million, compared with $3.3 million in Q2; the expected Adjusted EBITDA loss was $2.2 million versus $3.5 million. Cash and equivalents were $3.9 million at quarter end. Common shares outstanding were 3,416,441 as of October 22, 2026, and no warrants remained outstanding. The company said actual results may differ materially after its final review, closing and audit procedures, and anticipates releasing third-quarter earnings on or before November 13, 2026.
22nd Century Group, Inc. (XXII) released a mid‑year strategic update highlighting progress in building its low‑nicotine cigarette category, led by its FDA‑authorized VLN® brand and value-focused Pinnacle portfolio. Management describes a focused strategy around retail expansion, commercial execution, gross margin improvement, and platform development based on proprietary low‑nicotine tobacco technology.
The company reports that VLN® and Pinnacle products are available in approximately 2,000 retail outlets across the U.S., with a goal of reaching about 5,000 outlets by year-end 2026. Early point-of-sale data indicate that VLN® volume has grown by an average of 10% per month in non-promotion periods, and the company estimates that active VLN® user trial now exceeds 5,000 cases, with a shift from single-pack trial toward carton purchases. Management states that a mix shift toward branded products with positive gross margins is underway beginning in the third quarter of 2026.
22nd Century positions itself as the only company currently serving what it characterizes as a large, unserved U.S. market of smokers seeking a low‑nicotine combustible alternative, citing an estimated >$50 billion annual U.S. combustible cigarette market at retail. The update emphasizes leveraging a broad intellectual property portfolio, expanding product offerings and form factors, and building long‑term shareholder value through category leadership and disciplined execution.
22nd Century Group, Inc. (symbol XXII) is reported to have 713,994 shares of Common Stock outstanding as of August 14, 2026. A group consisting of Iroquois Capital Management LLC, Richard Abbe, and Kimberly Page has filed a Schedule 13G disclosing their beneficial ownership.
The group’s ownership includes 28,531 shares of Common Stock held directly by Iroquois Master Fund Ltd. and 42,293 shares held directly by Iroquois Capital Investment Group LLC, for a total of 70,824 shares that may be attributed to Richard Abbe (approximately 9.9% of the class). Iroquois Capital Management LLC and Kimberly Page each report beneficial ownership of 28,531 shares, or about 4.0% of the class. The reporting persons detail their sole and shared voting and dispositive powers and each disclaims beneficial ownership except to the extent of their pecuniary interest.
22nd Century Group, Inc. (XXII) has a significant shareholder disclosure from Jonathan Schechter on a Schedule 13G. Schechter reports beneficial ownership of 71,256 shares of common stock, representing 9.9% of the outstanding class, based on 713,994 shares outstanding as verified with the company on August 19, 2026. Of these, he reports 35,628 shares with sole voting and dispositive power and 35,628 shares with shared voting and dispositive power. This filing reflects a large but sub‑10% passive ownership position in the company.
22nd Century Group, Inc. (XXII) has a new beneficial ownership disclosure under Schedule 13G. The filing is made jointly by Joseph Reda and SEG Opportunity Fund, LLC, a New York limited liability company managed by Mr. Reda.
Joseph Reda reports beneficial ownership of 71,256 shares of common stock, representing 9.97% of 22nd Century Group's outstanding common stock, based on 713,994 shares outstanding as verified with the company on August 19, 2026. Of this amount, Mr. Reda has sole and shared voting and dispositive power over 35,628 shares each. SEG Opportunity Fund, LLC is the record and direct beneficial owner of 35,628 shares, representing 4.98% of the outstanding common stock, with shared voting and dispositive power over those shares.
The reporting persons state that the joint filing and related disclosures should not be construed as an admission that either is a beneficial owner of any securities for purposes of Section 13(d) or 13(g) or that they are acting as a group with respect to the issuer's securities.