ZEOX on OTC
Zeo ScientifiX, Inc.
In its 2026 annual report the company says: “We are a clinical-stage biopharmaceutical company principally focusing on the development of innovative biological therapeutics for the treatment of degenerative diseases and regenerative medicine. The Company has a portfolio of proprietary products derived from ethically sourced birth tissue, including mesenchymal stem cells, stem cell and amniotic fluid derived exosomes and Whartons Jelly matrix.”3 It is headquartered in Davie, Florida.1 Its shares trade on OTC under the symbol ZEOX.1
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Last updated Oct 20, 2026.
Overview
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- TickerZEOX on OTC1
- IndustryBiological Products, (No Diagnostic Substances)1
- HeadquartersDavie, Florida1
- Incorporated inNV2
- Business address3321 College Avenue, Suite 246, Davie, Fl 333142
- Filer categoryNon-accelerated filer, Smaller reporting company2
- Legal formCorporation
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We are a clinical-stage biopharmaceutical company principally focusing on the development of innovative biological therapeutics for the treatment of degenerative diseases and regenerative medicine.3 From its latest annual report
Financials
From the company’s reports to the SEC. Every number links to the filing it came from.
Key numbers, fiscal 2025
Where the money goes
Where each dollar of revenue went, fiscal 2025
- Cost of revenue18¢$931.0K
- Research and development2¢$100.0K
- Other costs78¢$4.1M
- Interest2¢$98.0K
Out of $5.2M in revenue.4 The company lost money this year.
Financial statements
Every line of the income statement as filed: the last 2 fiscal years, latest first.4
| Period ending | 2025-10-31 | 2024-10-31 |
|---|---|---|
| Revenues (includes sales to related parties of approximately $88,000 and $199,000, respectively) | $5.2M | $4.6M |
| Cost of revenues | $931.0K | $844.0K |
| Gross profit | $4.3M | $3.8M |
| General and administrative expenses | $9.7M | $9.1M |
| Loss from operations | -$5.4M | -$5.3M |
| Interest expense | -$98.0K | -$92.0K |
| Change in obligation to repurchase shares | -$2.0K | |
| Inducement expense to convert Notes in payable | -$136.0K | |
| Impairment of non-marketable securities in a related entity | -$45.0K | |
| Other income | $101.0K | $751.0K |
| Net loss | -$5.5M | -$4.7M |
| Net loss per common share - basic | -$0.86 | -$0.74 |
| Net loss per common share - diluted | -$0.86 | -$0.74 |
| Weighted average number of common shares outstanding - basic | 6.4M shares | 6.3M shares |
| Weighted average number of common shares outstanding - diluted | 6.4M shares | 6.3M shares |
| Revenues from related parties | $88.0K | $199.0K |
No quarter-by-quarter statement was filed.
Every line of the balance sheet as filed: the last 3 fiscal years (annual) or 3 quarters (quarterly), latest first.4
| Period ending | 2025-10-31 | 2024-10-31 | 2023-10-31 |
|---|---|---|---|
| Cash | $221.0K | $657.0K | |
| Accounts receivable, net of allowance for bad debts | $35.0K | $194.0K | |
| Other receivables | $3.0K | ||
| Prepaid expenses | $279.0K | $79.0K | |
| Inventories | $423.0K | $232.0K | |
| Total Current Assets | $958.0K | $1.2M | |
| Property and equipment, net | $569.0K | $478.0K | |
| TOTAL ASSETS | $1.5M | $1.6M | |
| Accounts payable and accrued expenses | $2.0M | $1.7M | |
| Finance lease obligations | $33.0K | $5.0K | |
| Convertible promissory note, net of debt discount of $7,000 and $45,000 | $243.0K | $680.0K | |
| Obligation to repurchase shares | $19.0K | ||
| Deferred revenue | $598.0K | $884.0K | |
| Total Current Liabilities | $2.9M | $3.3M | |
| Long term finance lease obligations | $77.0K | $8.0K | |
| Total Liabilities | $3.0M | $3.3M | |
| Common stock, $0.001 par value, 2,500,000,000 shares authorized; 6,747,441 and 6,344,817 shares issued and outstanding, respectively | $7.0K | $6.0K | |
| Additional paid-in capital | $66.3M | $60.6M | |
| Accumulated deficit | -$67.7M | -$62.2M | |
| Total Stockholders Deficit | -$1.4M | -$1.7M | -$1.2M |
| TOTAL LIABILITIES, SHARES SUBJECT TO POSSIBLE REDEMPTION AND STOCKHOLDERS DEFICIT | $1.5M | $1.6M | |
| Debt discount net | $7.0K | $45.0K | |
| Preferred stock, par value | $0.00 | ||
| Preferred stock, shares authorized | 10.0M shares | ||
| Common stock, par value | $0.00 | $0.00 | |
| Common stock, shares authorized | 2.5B shares | 2.5B shares | |
| Common stock, shares issued | 6.7M shares | 6.3M shares | |
| Common stock, shares outstanding | 6.7M shares | 6.3M shares |
| Period ending | 2025-10-31 | 2024-10-31 | 2023-10-31 |
|---|---|---|---|
| Cash | $221.0K | $657.0K | |
| Accounts receivable, net of allowance for bad debts | $35.0K | $194.0K | |
| Other receivables | $3.0K | ||
| Prepaid expenses | $279.0K | $79.0K | |
| Inventories | $423.0K | $232.0K | |
| Total Current Assets | $958.0K | $1.2M | |
| Property and equipment, net | $569.0K | $478.0K | |
| TOTAL ASSETS | $1.5M | $1.6M | |
| Accounts payable and accrued expenses | $2.0M | $1.7M | |
| Finance lease obligations | $33.0K | $5.0K | |
| Convertible promissory note, net of debt discount of $7,000 and $45,000 | $243.0K | $680.0K | |
| Obligation to repurchase shares | $19.0K | ||
| Deferred revenue | $598.0K | $884.0K | |
| Total Current Liabilities | $2.9M | $3.3M | |
| Long term finance lease obligations | $77.0K | $8.0K | |
| Total Liabilities | $3.0M | $3.3M | |
| Common stock, $0.001 par value, 2,500,000,000 shares authorized; 6,747,441 and 6,344,817 shares issued and outstanding, respectively | $7.0K | $6.0K | |
| Additional paid-in capital | $66.3M | $60.6M | |
| Accumulated deficit | -$67.7M | -$62.2M | |
| Total Stockholders Deficit | -$1.4M | -$1.7M | -$1.2M |
| TOTAL LIABILITIES, SHARES SUBJECT TO POSSIBLE REDEMPTION AND STOCKHOLDERS DEFICIT | $1.5M | $1.6M | |
| Debt discount net | $7.0K | $45.0K | |
| Preferred stock, par value | $0.00 | ||
| Preferred stock, shares authorized | 10.0M shares | ||
| Common stock, par value | $0.00 | $0.00 | |
| Common stock, shares authorized | 2.5B shares | 2.5B shares | |
| Common stock, shares issued | 6.7M shares | 6.3M shares | |
| Common stock, shares outstanding | 6.7M shares | 6.3M shares |
Cash flow is reported year to date, not quarter by quarter, so there are no separate quarterly figures.
Every line of the cash flow as filed: the last 2 fiscal years, latest first.4
| Period ending | 2025-10-31 | 2024-10-31 |
|---|---|---|
| Net loss | -$5.5M | -$4.7M |
| Depreciation and amortization expense | $73.0K | $74.0K |
| Amortization of debt discount Promissory notes | $39.0K | $23.0K |
| Bad debt expense | $0 | $9.0K |
| Change in obligation to repurchase shares | $2.0K | |
| Inducement expense to convert Notes | $136.0K | |
| Write-off of advances payable to former officer | -$221.0K | |
| Reserve of non-marketable securities related party | $45.0K | |
| Stock-based compensation | $4.7M | $3.9M |
| Accounts receivable, net of allowance for bad debts | $159.0K | -$185.0K |
| Other receivable | $3.0K | $9.0K |
| Prepaid expenses | -$25.0K | $27.0K |
| Inventories | -$191.0K | $78.0K |
| Accounts payable and accrued expenses | $200.0K | -$851.0K |
| Security deposits | $7.0K | |
| Deferred revenue | -$286.0K | $387.0K |
| Net cash used in operating activities | -$718.0K | -$1.4M |
| Purchase of fixed assets | -$23.0K | |
| Investment in non-marketable equity securities related party | -$45.0K | |
| Net cash used in investing activities | -$23.0K | -$45.0K |
| Proceeds from exercise of warrants | $50.0K | |
| Shares repurchased in connection with litigation | -$80.0K | |
| Payments on finance leases | -$45.0K | -$24.0K |
| Proceeds from sale of common stock | $300.0K | $500.0K |
| Net cash provided by financing activities | $305.0K | $396.0K |
| Decrease in cash | -$436.0K | -$1.1M |
| Cash paid for interest | $20.0K | $68.0K |
| Reduction in accounts payable for equipment returned to vendor | $21.0K | |
| Exchange of shares for payables | $20.0K | |
| Finance lease obligations | $140.0K | |
| Stock issued Purchase of BioLumina assets | $58.0K | |
| Conversion of notes payable and accrued interest for equity | $514.0K | |
| Royalty payable in connection with purchase of BioLumina assets | $100.0K | |
| Obligation to repurchase shares in connection with purchase of BioLumina assets | $16.0K |
No quarter-by-quarter statement was filed.
Corporate structure
Zeo ScientifiX, Inc. sits at the top of its group. 1 entity, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.
Major holders of Zeo ScientifiX, Inc.
- George Craig Shapiro Filed SCHEDULE 13G/A on Zeo ScientifiX, Inc., latest Jul 24, 2026
- Greyt Ventures, LLC Filed SCHEDULE 13D/A on Zeo ScientifiX, Inc., latest Jul 24, 2026 (3 filings since Sep 16, 2022)
- Ian T. Bothwell Filed SCHEDULE 13D/A on Zeo ScientifiX, Inc., latest Jul 24, 2026 (3 filings since Jan 7, 2025)
- Skycrest Holdings, LLC Filed SCHEDULE 13D/A on Zeo ScientifiX, Inc., latest Oct 20, 2025 (5 filings since Dec 30, 2022)
- Gary Kompothecras Filed SC 13G on Zeo ScientifiX, Inc., latest Aug 12, 2024
- Bhupendra Kumar Modi Filed SC 13D on Zeo ScientifiX, Inc., latest Sep 13, 2022
- Zeo ScientifiX, Inc. Davie, Florida
Built from major holders from Schedules 13D and 13G. Each entity in the chart links to its source.
What it owns
What Zeo ScientifiX, Inc. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.
Property and equipment
| Item | Latest | A year before | Change |
|---|---|---|---|
| Property and equipment, before depreciation | $1.0M12 Jun 30, 2026 | $770.0K4 Oct 31, 2024 | +31.4% |
| Accumulated depreciation | $417.0K12 Jun 30, 2026 | $292.0K4 Oct 31, 2024 | +42.8% |
| Property and equipment, net | $595.0K12 Jun 30, 2026 | $478.0K4 Oct 31, 2024 | +24.5% |
Inventory
| Item | Latest | A year before | Change |
|---|---|---|---|
| Inventory, total | $796.0K12 Jun 30, 2026 | $232.0K4 Oct 31, 2024 | +243.1% |
| Finished goods | $588.0K12 Jun 30, 2026 | $68.0K4 Oct 31, 2024 | +764.7% |
Properties, in its own words
The Company’s administrative, research, processing and sales and distribution activities are currently housed in approximately 1,730 square feet of space at the Nova Southeastern University (“NSU”) Center for Collaborative Research, 3321 College Avenue, Davie, Florida 33314. This space is currently licensed from NSU on a month-to-month basis for an annual base license fee of approximately $20,230. The Company is currently in discussions with NSU to lease additional laboratory, manufacturing, research, processing, distribution and office facilities space at NSU under a long-term lease agreement.
The Company believes that its existing facilities, together with the additional space it is seeking to lease, will be suitable for its current operations and anticipated near-term growth.
Item 2 of the 10-KT filed Oct 13, 2026.13
Leadership
Who has led Zeo ScientifiX, Inc., and when. Pick a name to see everywhere that person has worked.
Chief executive
Chief financial officer
Chief operating officer
- Chief executive officerIan T. Bothwell Jul 15, 2024 to now14
- Chief executive officerHarry L. Leider Jun 9, 2023 to Dec 21, 202315
- Chief executive officerMatthew Phillip Sinnreich Jul 26, 2022 to Nov 3, 202216
- Chief executive officerManuel E. Iglesias Aug 8, 2018 to Aug 8, 201817
- Chief executive officerAlbert Mitrani Jun 9, 2015 to Nov 2, 202118
- Chief executive officerJohn Goodhew Aug 8, 2013 to Aug 8, 201319
- PresidentMatthew Phillip Sinnreich Oct 17, 2022 to Nov 3, 202220
- PresidentAlbert Mitrani Jun 26, 2015 to Jun 21, 202121
- PresidentJohn Goodhew Aug 8, 2013 to Aug 8, 201319
- Chief financial officerIan T. Bothwell Nov 17, 2016 to now22
- Chief financial officerAlbert Mitrani Jun 26, 2015 to Aug 7, 201521
- Chief financial officerJohn Goodhew Aug 8, 2013 to Aug 8, 201319
- Chief operating officerMatthew Phillip Sinnreich Jul 26, 2022 to Jul 26, 202216
- Chief operating officerRyan C. Likes Sep 20, 2022 to Sep 20, 202223
- Chief operating officerBruce Werber Nov 17, 2016 to Apr 5, 201724
Board members and other officers (26)
- Chief Science OfficerJohn David Kisiday Feb 6, 2026 to now25
- CSTOPeter A. Everts Feb 10, 2025 to now26
- CSO - AestheticsRonnie D. Borsheim Apr 4, 2025 to now27
- Executive Vice President & CSOHoward Lawrence Golub Jun 9, 2023 to Jun 9, 202328
- Chief Medical OfficerGeorge Craig Shapiro Feb 20, 2020 to now29
- Chief Technology OfficerTerrell Suddarth Apr 10, 2017 to Apr 10, 201730
- Chief Science Officer; EVPMaria Ines Mitrani Nov 17, 2016 to Nov 2, 202131
- Board memberHarry L. Leider Jun 9, 2023 to Dec 21, 202315
- Board memberCharles Luther Bretz Sep 29, 2022 to now32
- Board memberBhupendra Kumar Modi Oct 3, 2022 to Oct 3, 202233
- Board memberLeathem S. Stearn Oct 6, 2022 to now34
- Board memberJohn F. Chiste Oct 11, 2022 to Oct 11, 202235
- Board memberMatthew Phillip Sinnreich Oct 17, 2022 to Nov 3, 202220
- Board memberSteven Jerry Glauser Oct 27, 2022 to now36
- Board memberGeorge Craig Shapiro Feb 20, 2020 to now29
- Board memberAllen James Meglin Aug 6, 2020 to Aug 24, 202237
- Board memberMichael Carbonara Sep 22, 2020 to Aug 24, 202238
- Board memberRobert W. Zucker Jun 27, 2018 to Feb 14, 202039
- Board memberManuel E. Iglesias Aug 8, 2018 to Aug 8, 201817
- Board memberPeter Taddeo Apr 6, 2017 to Apr 6, 201740
- Board memberTerrell Suddarth Apr 10, 2017 to Apr 10, 201730
- Board memberBruce Werber Nov 17, 2016 to Apr 5, 201724
- Board memberIan T. Bothwell Nov 17, 2016 to now22
- Board memberMaria Ines Mitrani Nov 17, 2016 to Sep 18, 202031
- Board memberAlbert Mitrani Jun 9, 2015 to Nov 2, 202118
- Board memberJohn Goodhew Aug 8, 2013 to Jun 26, 201519
Named in SEC Form D filings
People the company listed in its private-offering notices.
Former names
Timeline
- Sep 15, 20268-K Other events42
- Sep 15, 20268-K Bylaws or fiscal year changed43
- Sep 1, 20268-K Other events44
- Aug 4, 20268-K Other events45
- Jul 21, 20268-K Other events46
- Jul 8, 20268-K Results of operations; Regulation FD disclosure47
- Jul 1, 20268-K Other events48
- Jun 16, 20268-K Other events49
- Jun 12, 20268-K Executive or director change50
- Jun 9, 20268-K Other events51
- May 27, 20268-K Other events52
- May 12, 20268-K Other events53
- Jul 15, 2024New chief executive Ian T. Bothwell becomes CEO14
- Jun 9, 2023New chief executive Harry L. Leider becomes CEO15
- Jul 26, 2022New chief executive Matthew Phillip Sinnreich becomes CEO16
- Aug 8, 2018New chief executive Manuel E. Iglesias becomes CEO17
- Jun 9, 2015New chief executive Albert Mitrani becomes CEO18
- Aug 8, 2013New chief executive John Goodhew becomes CEO19
Calendar
When it reported results
- Jul 8, 2026Reported quarterly or annual results47
Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar
Filings
238 filings to the SEC since October 2021: 6 annual reports, 14 quarterly reports, 83 major events, 82 insider forms, 14 large holders, 3 private raises, 36 other. The latest 20:
- Oct 13, 202610-KT EDGAR
- Sep 28, 2026NT 10-K EDGAR
- Sep 15, 20268-K EDGAR
- Sep 15, 20268-K EDGAR
- Sep 14, 2026NT 10-Q EDGAR
- Sep 1, 20268-K EDGAR
- Aug 4, 20268-K EDGAR
- Jul 24, 2026SCHEDULE 13D/A EDGAR
- Jul 24, 2026SCHEDULE 13D/A EDGAR
- Jul 24, 2026SCHEDULE 13G/A EDGAR
- Jul 24, 2026S-8 EDGAR
- Jul 21, 20268-K EDGAR
- Jul 8, 20268-K EDGAR
- Jul 1, 20268-K EDGAR
- Jun 16, 20268-K EDGAR
- Jun 15, 202610-Q EDGAR
- Jun 12, 20264 EDGAR
- Jun 12, 20264 EDGAR
- Jun 12, 20264 EDGAR
- Jun 12, 20264 EDGAR
The 238 filings since October 2021 can be filtered by form type and year here when JavaScript is on.
Every filing from the last five years, summarized. The full record is on SEC EDGAR.
Insider trades
45 open-market trades by officers, directors and large owners since October 2021: 43 buys and 2 sales. Grants, option exercises and gifts are left out.
| Date | Who | Trade | Shares | Price | Value | Filing |
|---|---|---|---|---|---|---|
| Jun 25, 2025 | Skycrest Holdings, LLC | Buy | 6,000 | $2.00 | $12.0K | Form 4 |
| Jun 20, 2025 | Skycrest Holdings, LLC | Buy | 1,002 | $2.27 | $2.3K | Form 4 |
| Jun 18, 2025 | Skycrest Holdings, LLC | Buy | 3,000 | $2.05 | $6.2K | Form 4 |
| Jun 11, 2025 | Skycrest Holdings, LLC | Buy | 524 | $2.00 | $1.0K | Form 4 |
| Jun 9, 2025 | Skycrest Holdings, LLC | Buy | 138 | $1.99 | $275 | Form 4 |
| Jun 6, 2025 | Skycrest Holdings, LLC | Buy | 11,100 | $2.00 | $22.2K | Form 4 |
| May 23, 2025 | Skycrest Holdings, LLC | Buy | 500 | $1.92 | $960 | Form 4 |
| May 21, 2025 | Skycrest Holdings, LLC | Buy | 3,000 | $2.08 | $6.2K | Form 4 |
| May 12, 2025 | Skycrest Holdings, LLC | Buy | 868 | $2.65 | $2.3K | Form 4 |
| May 9, 2025 | Skycrest Holdings, LLC | Buy | 1,054 | $2.66 | $2.8K | Form 4 |
| May 8, 2025 | Skycrest Holdings, LLC | Buy | 7,578 | $2.72 | $20.6K | Form 4 |
| May 8, 2025 | Skycrest Holdings, LLC | Buy | 5,000 | $2.81 | $14.1K | Form 4 |
| May 7, 2025 | Skycrest Holdings, LLC | Buy | 14,459 | $3.08 | $44.5K | Form 4 |
| May 6, 2025 | Skycrest Holdings, LLC | Buy | 2,000 | $3.22 | $6.4K | Form 4 |
| May 5, 2025 | Skycrest Holdings, LLC | Buy | 30,500 | $2.88 | $87.8K | Form 4 |
| May 1, 2025 | Skycrest Holdings, LLC | Buy | 2,400 | $2.00 | $4.8K | Form 4 |
| Apr 30, 2025 | Skycrest Holdings, LLC | Buy | 949 | $2.10 | $2.0K | Form 4 |
| Apr 28, 2025 | Skycrest Holdings, LLC | Buy | 1,001 | $2.22 | $2.2K | Form 4 |
| Apr 23, 2025 | Skycrest Holdings, LLC | Buy | 175 | $2.05 | $359 | Form 4 |
| Apr 21, 2025 | Skycrest Holdings, LLC | Buy | 36 | $2.05 | $74 | Form 4 |
All 45 trades can be filtered by person here when JavaScript is on.
From Forms 4 filed with the SEC.
Major holders
Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.
- George Craig ShapiroSCHEDULE 13G/A, 1 filing Jul 24, 202654
- Greyt Ventures, LLCSCHEDULE 13D/A, 3 filings Sep 16, 2022 to Jul 24, 202655
- Ian T. BothwellSCHEDULE 13D/A, 3 filings Jan 7, 2025 to Jul 24, 202656
- Skycrest Holdings, LLCSCHEDULE 13D/A, 5 filings Dec 30, 2022 to Oct 20, 202557
- Gary KompothecrasSC 13G, 1 filing Aug 12, 202458
- Bhupendra Kumar ModiSC 13D, 1 filing Sep 13, 202259
Money raised
Private offerings the company reported to the SEC on Form D.
SEC filer profile
How Zeo ScientifiX, Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.
- Name on EDGARZeo ScientifiX, Inc.1
- CIK0001557376
- Employer ID (EIN)47-418054013
- Filer statusNon-accelerated filer not an emerging growth company; a smaller reporting company; not a shell company13
- Incorporated inNevada13
- Fiscal year endsJune 301
- Industry code (SIC)2836 Biological Products, (No Diagnostic Substances)1
- SEC reviewing officeOffice of Life Sciences, Division of Corporation Finance1
- Business address3321 College Avenue, Suite 246, Davie, FL 333141
- Phone888-963-78811
- Shares outstanding7,837,441 shares as of Oct 12, 202613
- Public float$7.1M as of Apr 30, 202513
- AuditorWeinberg & Company P.A., Los Angeles, CA PCAOB ID 572; no auditor attestation of internal control over financial reporting13
- On EDGAR sinceSep 4, 20121
- Filings515 in all: 4 (167), 8-K (149), 10-Q (41), 3 (25), 10-K (14), NT 10-Q (11), NT 10-K (10), PRE 14C (10)1
All 30 form types
UPLOAD (10), DEF 14C (9), SC 13D (8), SCHEDULE 13D/A (8), CORRESP (7), S-1/A (6), D (5), SC 13D/A (5), EFFECT (4), S-1 (4), 4/A (3), 8-K/A (3), PRER14C (3), S-8 (3), 5 (2), SC 13G (2), 10-K/A (1), 10-KT (1), 10-Q/A (1), 8-A12G (1), DEL AM (1), SCHEDULE 13G/A (1)
- Latest filingsAnnual report (10-KT) Oct 13, 2026
Quarterly report (10-Q) Jun 15, 2026
Latest 8-K (8-K) Sep 15, 2026
Risk factors and legal proceedings
The risks Zeo ScientifiX, Inc. names in Item 1A of its 10-KT filed Oct 13, 2026: 58 risks under these headings, as written.13
- Risks Related to Our Business
- We have incurred significant losses, have limited cash on hand and there is substantial doubt as to our ability to continue as a going concern.
- We have a relatively limited operating history in our current business upon which investors can evaluate our future prospects.
- Our strategy to commercialize stem cell and regenerative medicine products under recently enacted state laws may not be successful and remains subject to federal regulatory risk.
- We depend upon our officers and key personnel, the loss of which could seriously harm our business.
- We may not be able to compete successfully with current and future competitors.
- If we do not continually update our products and/or services, they may become obsolete and we may not be able to compete with other companies.
- We enter into supply arrangements for the raw materials and/or products we sell, which make us vulnerable to the ability of such suppliers to remain current and innovative in their product offerings, to timely process and supply the products we desire to purchase, and to remain compliant with the current and changing regulatory environment. If our raw material and/or product suppliers are not successful in managing these responsibilities, it will have an adverse effect on our operations and profitability.
- In the event of default under our outstanding indebtedness, or we are unable to pay other obligations and accounts payable when due, our creditors may file a creditors petition or force us into involuntary bankruptcy which may have an adverse impact on our business.
- We have borrowed and may be required to borrow funds in the future.
- Our growth depends on external sources of capital, which may not be available on favorable terms or at all.
- Failure to establish or enhance our brand recognition could have a material adverse effect on our business and results of operations.
The other 47 risks
- Defects in the products we sell or failures in quality control related to our distribution of products could impair our ability to sell our products or could result in product liability claims, litigation and other significant events involving substantial costs.
- Our ability to become profitable and continue as a going concern will be dependent on our ability to attract, employ and retain highly skilled individuals to serve our clients.
- We may not be able to manage our growth effectively.
- If we make any acquisitions or enter into a merger or similar transaction, our business may be negatively impacted.
- There might be unanticipated obstacles to the execution of our business plans.
- We may engage in transactions that present conflicts of interest.
- Our operating results may fluctuate significantly as a result of a variety of factors, many of which are outside of our control.
- Adverse global economic conditions could have a negative effect on our business, results of operations and financial condition and liquidity.
- Worldwide economic and social instability could adversely affect our revenue, financial condition, or results of operations.
- We are in a highly competitive and evolving field and face competition from more established developers and manufacturers of regenerative medicine therapeutics, as well as new market entrants.
- Rapid technological change could cause our products to become obsolete.
- Our products are dependent on the availability of sufficient quantities of stem cell and tissue donors, and any disruption in supply could adversely affect our business.
- Certain products we offer are derived from human tissue and therefore have the potential for disease transmission.
- In order to grow revenues from certain of our products, we must expand our relationships with distributors and independent sales representatives.
- We continue to invest significant capital in expanding our internal sales force, and there can be no assurance that these efforts will result in increases in sales.
- Our revenues may need to depend on adequate reimbursement from public and private insurers and health systems.
- To be commercially successful, we must convince physicians that our products are compliant with regulations, safe and effective alternatives to existing treatments and that our products should be used in their procedures.
- We will need to expand our organization and managing growth may be more difficult than expected.
- We may be unable to obtain or maintain adequate product liability insurance.
- We may implement a product recall or voluntary market withdrawal, which could significantly increase our costs, damage our reputation and disrupt our business.
- Significant disruptions of information technology systems or breaches of information security could adversely affect our business.
- New lines of business or new products and services may subject us to additional risks.
- Our investment in and relationship with Serephon involves operational, regulatory, related-party and financial-reporting risks, and we may not realize the anticipated benefits of Serephon’s clinic operations.
- Our operation of medical clinics by Serephon may be subject to differing state licensing and corporate-practice requirements.
- Risks Related to Our Intellectual Property
- If we are unable to adequately protect our intellectual property, our ability to compete in the market will be harmed.
- There can be no assurances of protection for proprietary rights or reliance on trade secrets.
- Our suppliers’ ability to protect their intellectual property and proprietary technology through patents and other means is uncertain and may be inadequate, which could have a material and adverse effect on us.
- We may be subject to damages resulting from claims that we, our employees, or our independent contractors have wrongfully used or disclosed alleged trade secrets of others.
- If we are unable to protect our patents and trademarks from infringement, our business prospects may be harmed.
- Risks Related to Regulatory Approval of Our Products and Other Government Regulations
- To the extent our products do not qualify for regulation as human cells, tissues and cellular and tissue-based products under Section 361 of the Public Health Service Act, this could result in removal of the applicable products from the market, would make the introduction of new tissue products more expensive and significantly delay the expansion of our tissue product offerings and subject us to additional post-market regulatory requirements.
- Our ability to commence and complete clinical studies and other research and development objectives that are required by the FDA, will require that we be properly funded to assure that we can commence and proceed with the required research activities promptly and that the results are favorable.
- We and our sales representatives, whether employees or independent contractors, must comply with various federal and state anti-kickback, self-referral, false claims and similar laws, any breach of which could cause a material adverse effect on our business, financial condition and results of operations.
- We face significant uncertainty in the industry due to government healthcare reform.
- Risks Related to our Status as a Public Company
- We are subject to the periodic reporting requirements of the Exchange Act that requires us to incur audit fees and legal fees in connection with the preparation of such reports. These additional costs could reduce or eliminate our ability to earn a profit.
- Our internal controls are inadequate, which could cause our financial reporting to be unreliable and lead to misinformation being disseminated to the public.
- Risks Relating to Ownership of Our Common Stock
- Two of our stockholders control 51% of the combined voting power of our capital stock regardless of the number of shares of common stock outstanding and accordingly, have the ability to control the election of our directors and the outcome of matters submitted to our stockholders.
- Our articles of incorporation allow for our board to create a new series of preferred stock without further approval by our stockholders, which could adversely affect the rights of the holders of our common stock.
- You may experience dilution of your ownership interests because of the future issuance of additional shares of common stock.
- Offers or availability for sale of a substantial number of shares of our common stock may cause the price of our common stock to decline.
- There can be no assurances that an active trading market will develop for our common stock, or if developed, be maintained.
- Our common stock is subject to the “penny stock” rules of the SEC and the trading market in the securities is limited, which makes transactions in the stock cumbersome and may reduce the value of an investment in the stock.
- Financial Industry Regulatory Authority (“FINRA”) sales practice requirements may also limit a stockholder’s ability to buy and sell our common stock.
- The price of our common stock may become volatile, which could lead to losses by investors and costly securities litigation.
- If securities analysts do not initiate coverage or continue to cover our common stock or publish unfavorable research or reports about our business, this may have a negative impact on the market price of our common stock.
- We have agreed to indemnify our officers and directors against lawsuits to the fullest extent of the law.
- We do not anticipate dividends to be paid on our common stock, and investors may lose the entire amount of their investment.
- The “market overhang” from options, warrants and convertible securities could adversely impact the market price of our shares.
Legal proceedings
In addition to matters previously reported in our periodic filings with the SEC, from time to time, we may become involved in various lawsuits and legal proceedings which arise in the ordinary course of business. Litigation is subject to inherent uncertainties, and an adverse result in any such matter may harm our business.
Neurovive Holding Co., LLC
On January 26, 2026, Neurovive Holding Co., LLC (“Neurovive”), Paragon Medical Group, LLC (“Paragon”), and Dr. David Buechner (“Dr. Buechner,” and together with Neurovive and Paragon, “Plaintiffs”), filed a complaint in the Circuit Court of Benton County, Arkansas Civil Division against the Company asserting claims for breach of contract, breach of fiduciary duty, misappropriation of trade secrets, fraud, promissory estoppel, unjust enrichment and conversion (“Complaint”). Plaintiffs are seeking preliminary and permanent injunctive relief and compensatory damages. The litigation stems from a previous arrangement whereby Plaintiffs and the Company had sought to jointly pursue a proposed clinical trial (“Venture”) based on Plaintiffs agreeing to provide the necessary funding for the Venture (“Funding Obligations”). After a prolonged unsuccessful effort to secure the Funding Obligations, the Plaintiffs unilaterally elected to terminate further efforts to pursue the Venture.
The opening of Item 3, Legal Proceedings.13
Sources
The numbers on this page point here. Each one links to the record it came from.
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- 20SEC EDGARMatthew Phillip Sinnreich, President
- 21SEC EDGARAlbert Mitrani, President
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- 26SEC EDGARPeter A. Everts, CSTO
- 27SEC EDGARRonnie D. Borsheim, CSO - Aesthetics
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- 32SEC EDGARCharles Luther Bretz, Board member
- 33SEC EDGARBhupendra Kumar Modi, Board member
- 34SEC EDGARLeathem S. Stearn, Board member
- 35SEC EDGARJohn F. Chiste, Board member
- 36SEC EDGARSteven Jerry Glauser, Board member
- 37SEC EDGARAllen James Meglin, Board member
- 38SEC EDGARMichael Carbonara, Board member
- 39SEC EDGARRobert W. Zucker, Board member
- 40SEC EDGARPeter Taddeo, Board member
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- 42SEC EDGAROther events
- 43SEC EDGARBylaws or fiscal year changed
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- 50SEC EDGARExecutive or director change
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