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| CIK | 1318641 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Cytocom Inc
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| March 1, 2023 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| February 27, 2023 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy Statement ☐ Definitive Additional Materials ☐ Soliciting Material Pursuant to §240. |
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| February 14, 2023 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☐ Definitive Additional Materials ☐ Soliciting Material Pursuant to §240. |
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| February 1, 2023 |
8-A12G 1 cbli202301308a12g.htm FORM 8-A12G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 Statera Biopharma, Inc. (Exact name of registrant as specified in its charter) Delaware 20-0077155 (State or other jurisdiction of incorporation or orga |
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| February 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 -12-31 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): January 26, 2023 Statera Biopharma, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commis |
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| February 1, 2023 |
EX-3.1 2 ex469923.htm EXHIBIT 3.1 Exhibit 3.1 STATERA BIOPHARMA, INC. CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES B PREFERRED STOCK Pursuant to Section 151 of the General Corporation Law of the State of Delaware The undersigned, Michael Handley and Christopher Zosh, do hereby certify that: 1. They are the Chief Executive Officer/President and Interim Principal Finan |
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| February 1, 2023 |
Second Amendment to Second Amended and Restated By-Laws.* Exhibit 3.2 SECOND AMENDMENT TO SECOND AMENDED AND RESTATED BY-LAWS OF STATERA BIOPHARMA, INC. The Second Amended and Restated By-laws (the “By-Laws”) of Statera Biopharma, Inc. (f/k/a Cleveland BioLabs, Inc.), a Delaware corporation (the “Corporation”), are hereby amended as follows, effective upon the execution of this amendment by the Secretary or Assistant Secretary of the Company: Section 8 o |
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| January 20, 2023 |
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): January 10, 2023 Statera Biopharma, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| November 28, 2022 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? ? ? Filed by a Party other than the Registrant ? ? ?? Check the appropriate box: ?? Preliminary Proxy Statement ?? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy Statement ?? Definitive Additional Materials ?? Soliciting Material Pursuant to ?240. |
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| November 18, 2022 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☐ Definitive Additional Materials ☐ Soliciting Material Pursuant to §240. |
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| November 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 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): November 7, 2022 Statera Biopharma, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| November 15, 2022 |
Exhibit 4.1 ASSIGNMENT OF PROMISSORY NOTE THIS ASSIGNMENT is made this 7th day of November, 2022, by and between Avenue Venture Opportunities Fund, L.P. ("Assignor"), and Silverback Capital Corporation (?Assignee"). ARTICLE I ASSIGNMENT OF PROMISSORY NOTE Section 1.1 Debenture Assignor loaned $15,000,000 to Statera Biopharma, Inc. (formerly Cytocom Inc.) (?Company?) on or about April 26, 2021, as |
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| November 15, 2022 |
Amended and Restated Convertible Note Due May 1, 2024, dated as of November 7, 2022 Exhibit 10.1 THIS NOTE AND THE CONVERSION SHARES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), OR ANY STATE SECURITIES LAWS. THIS NOTE AND THE CONVERSION SHARES MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS NOTE AND THE CONVERSION SHARES UNDER SAID ACT AND ANY APPLICABLE STATE SECURIT |
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| November 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe |
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| November 7, 2022 |
Form of Common Stock Purchase Warrant. Exhibit 4.1 Form of Warrant THE SECURITIES REPRESENTED BY THIS WARRANT ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED HEREUNDER AND UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND APPLICABLE STATE SECURITIES LAWS, PURSUANT TO REGISTRATION OR EXEMPTION THEREFROM. THE HOLDER SHOULD BE AWARE THAT HE/SHE/IT WILL BE REQUIRED TO BEAR |
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| November 7, 2022 |
Form of Securities Purchase Agreement by and between the Company and the purchasers named therein. Exhibit 10.1 STATERA BIOPHARMA, INC. (a Delaware corporation) SUBSCRIPTION AGREEMENT THE SECURITIES SUBSCRIBED FOR PURSUANT TO THIS SUBSCRIPTION AGREEMENT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND TRANSFER OF THE SECURITIES IS RESTRICTED BY SUCH LAWS AND THE TERMS OF THIS SUBSCRIPTION AGREEMENT. NEITHER THE SECURITIES AND EXCHANG |
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| November 7, 2022 |
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): November 1, 2022 Statera Biopharma, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| October 28, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001 |
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| October 28, 2022 |
Warrant Agency Agreement dated March 24, 2022. Exhibit 10.3 |
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| October 27, 2022 |
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): October 26, 2022 Statera Biopharma, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| October 24, 2022 |
Exhibit 4.1 ASSIGNMENT OF PROMISSORY NOTE THIS ASSIGNMENT is made this day of October, 2022, by and between Avenue Venture Opportunities Fund, L.P. ("Assignor"), and Silverback Capital Corporation (“Assignee"). ARTICLE I ASSIGNMENT OF PROMISSORY NOTE Section 1.1 Debenture Assignor loaned $15,000,000 to Statera Biopharma, Inc. (formerly Cytocom Inc.) (“Company”) on or about April 26, 2021, as evide |
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| October 24, 2022 |
Amended and Restated Convertible Note Due May 1, 2024, dated as of October 18, 2022 Exhibit 10.1 THIS NOTE AND THE CONVERSION SHARES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY STATE SECURITIES LAWS. THIS NOTE AND THE CONVERSION SHARES MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS NOTE AND THE CONVERSION SHARES UNDER SAID ACT AND ANY APPLICABLE STATE SECURIT |
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| October 24, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 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): October 18, 2022 Statera Biopharma, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| October 24, 2022 |
Statera Biopharma Files Form 10-Q and Reaches Agreement with Silverback Capital and AVOF Exhibit 99.1 Statera Biopharma Files Form 10-Q and Reaches Agreement with Silverback Capital and AVOF FORT COLLINS, Colo., October 21, 2022 (ACCESSWIRE) - Statera Biopharma, Inc. (NASDAQ: STAB) (the “Company” or “Statera Biopharma”), a biopharmaceutical company creating next-generation immune therapies that focus on immune restoration and homeostasis, today announced that the Company filed its Qua |
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| October 21, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 00 |
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| October 21, 2022 |
Exhibit 10.3 |
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| October 17, 2022 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): October 11, 2022 Statera Biopharma, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| October 17, 2022 |
Exhibit 10.1 CONFIDENTIAL 12 October 2022 Mr. Gene Dolgoff & Mr. Joseph Moscato Chief Executive Officer & Chief Business Officer Holobeam Technologies, Inc. Westbury, New York. USA, 11590 SUBJECT: BINDING MEMORANDUM OF UNDERSTANDING Dear Mr. Dolgoff & Mr. Moscato: Both Statera Biopharma, Inc. (?STAB?) and Holobeam Technologies, Inc. (?HOLO?) are interested in entering into a definitive agreement ( |
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| October 6, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ? Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2021 or ? Transition Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission file number 001-329 |
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| October 6, 2022 |
Exhibit 21.1 Subsidiaries Name Jurisdiction of Incorporation Cytocom Subsidiary Inc. Delaware ImQuest Life Sciences, Inc. Wyoming ImQuest BioSciences, Inc. Wyoming ImQuest Pharmaceuticals, Inc. Wyoming Lubrinovation Inc. Wyoming Panacela Labs, Inc. Delaware Panacela Labs LLC Russian Federation |
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| September 27, 2022 |
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): September 22, 2022 Statera Biopharma, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission |
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| September 23, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of Earliest Event Reported): June 13, 2022 Statera Biopharma, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-32954 20-0077155 (State or Other Jurisdiction of Incorporatio |
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| September 23, 2022 |
Statera Biopharma Announces BF Borgers CPA PC as Independent Registered Public Accounting firm Exhibit 99.1 Statera Biopharma Announces BF Borgers CPA PC as Independent Registered Public Accounting firm FORT COLLINS, Colo., June 14, 2022 /Globe Newswire/ - Statera Biopharma, Inc. (NASDAQ: STAB) (the ?Company? or ?Statera Biopharma?), a biopharmaceutical company creating next-generation immune therapies that focus on immune restoration and homeostasis, today announced the appointment of Cert |
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| September 9, 2022 |
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): September 1, 2022 Statera Biopharma, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission F |
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| September 9, 2022 |
Exhibit 10.1 CONFIDENTIAL BINDING LETTER OF INTENT September 2, 2022 Dr. Satish Chandran President & CEO Lay Sciences SUBJECT: BINDING LETTER OF INTENT Dear Dr. Chandran: Lay Sciences in (?LAY?) and Statera Biopharma, Inc. (?STAB?) have been discussing a possible collaboration between the two companies to create a program to develop IgY polyclonal antibodies for a multitude of diseases. Both parti |
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| August 3, 2022 |
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): July 13, 2022 Statera Biopharma, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission File |
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| August 3, 2022 |
Statera Biopharma Announces BF Borgers CPA PC as Independent Registered Public Accounting firm Exhibit 99.1 Statera Biopharma Announces BF Borgers CPA PC as Independent Registered Public Accounting firm FORT COLLINS, Colo., June 14, 2022 /Globe Newswire/ - Statera Biopharma, Inc. (NASDAQ: STAB) (the “Company” or “Statera Biopharma”), a biopharmaceutical company creating next-generation immune therapies that focus on immune restoration and homeostasis, today announced the appointment of Cert |
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| June 22, 2022 |
Form of Independent Director’s Agreement. Exhibit 10.1 FORM OF STATERA BIOPHARMA, INC. INDEPENDENT DIRECTOR?S AGREEMENT This Independent Director?s Agreement (the ?Agreement?) is entered into as of the day of , 2022 by and between Statera Biopharma, Inc. a Delaware corporation with address at 2537 Research Blvd. Suite 201, Fort Collins CO 80526 (the ?Company?), and at (the ?Director?). WHEREAS, the Company desires to retain and attract as |
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| June 22, 2022 |
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): June 17, 2022 Statera Biopharma, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission File |
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| June 6, 2022 |
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 27, 2022 Statera Biopharma, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission File N |
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| May 27, 2022 |
Statera Biopharma Receives Notification Letter from Nasdaq Regarding Form 10-K Filing Exhibit 99.1 Statera Biopharma Receives Notification Letter from Nasdaq Regarding Form 10-K Filing FORT COLLINS, CO., April 22, 2022 /Globe Newswire/ ? Statera Biopharma (Nasdaq: STAB) (the ?Company?), a biopharmaceutical company creating next-generation immune therapies that focus on immune restoration and homeostasis, today announced the Company received a letter from the Listing Qualifications |
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| May 27, 2022 |
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): April 18, 2022 Statera Biopharma, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission File |
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| May 27, 2022 |
Statera Biopharma Receives Notification Letter from Nasdaq Regarding Form 10-Q Filing Exhibit 99.2 Statera Biopharma Receives Notification Letter from Nasdaq Regarding Form 10-Q Filing FORT COLLINS, CO., May 23, 2022 /Globe Newswire/ ? Statera Biopharma (Nasdaq: STAB) (the ?Company?), a biopharmaceutical company creating next-generation immune therapies that focus on immune restoration and homeostasis, today announced the Company received a letter from the Listing Qualifications De |
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| May 27, 2022 |
Forbearance and Second Amendment to Loan Documents, dated April 18, 2022. Exhibit 1.1 |
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| April 27, 2022 |
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): April 21, 2022 Statera Biopharma, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission File |
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| April 18, 2022 |
Financial Statements and Exhibits, Other Events 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): April 13, 2022 Statera Biopharma, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission File |
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| April 18, 2022 |
Statera Biopharma and Coeptis Therapeutics Announce Strategic Agreement for Rights to Entolimod Exhibit 99.1 Statera Biopharma and Coeptis Therapeutics Announce Strategic Agreement for Rights to Entolimod FORT COLLINS, CO., April 13, 2022 /Globe Newswire/ ? Statera Biopharma (Nasdaq: STAB) (the ?Company?), a biopharmaceutical company creating next-generation immune therapies that focus on immune restoration and homeostasis, announced today that the Company has agreed to enter into a strategi |
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| April 15, 2022 |
Changes in Registrant's Certifying Accountant 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): April 11, 2022 Statera Biopharma, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission File |
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| April 15, 2022 |
Letter from Turner, Stone & Company, LLP regarding change in certifying accountant. Exhibit 16.1 |
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| April 13, 2022 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of Earliest Event Reported): March 25, 2022 Statera Biopharma, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-32954 20-0077155 (State or Other Jurisdiction of Incorporati |
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| March 31, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NT 10-K 1 cbli20220330nt10k.htm FORM NT 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2021 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transit |
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| March 31, 2022 |
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): March 25, 2022 Statera Biopharma, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission File |
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| March 31, 2022 |
Resignation Letter of Randy Saluck Exhibit 17.1 Resignation Letter (Sent via e-mail to the board of directors and executive officers of Statera Biopharma, Inc.) March 28, 2022 Mike, I am submitting my resignation for two reasons. I do not have the time that I need to devote to help turn this around. My company has been growing rapidly and is now a market leader -this requires almost all of my time. Additionally, we voted on key res |
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| March 25, 2022 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing 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): March 23, 2022 Statera Biopharma, Inc. (Exact Name of Registrant as Specified in Charter) delaware 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission File |
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| March 25, 2022 |
Statera Biopharma Announces Pricing of $5.7 Million Underwritten Public Offering Exhibit 99.1 Statera Biopharma Announces Pricing of $5.7 Million Underwritten Public Offering FORT COLLINS, Colo., March 22, 2022 (GLOBE NEWSWIRE) - Statera Biopharma, Inc. (NASDAQ: STAB) (the ?Company? or ?Statera Biopharma?), a leading biopharmaceutical company creating next-generation immune therapies that focus on immune restoration and homeostasis, today announced the pricing of its underwrit |
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| March 25, 2022 |
Statera Biopharma Announces Closing of $5.7 Million Underwritten Public Offering Exhibit 99.2 Statera Biopharma Announces Closing of $5.7 Million Underwritten Public Offering FORT COLLINS, Colo., March 24, 2022 /GLOBE NEWSWIRE/ - Statera Biopharma, Inc. (NASDAQ: STAB) (the ?Company? or ?Statera Biopharma?), a leading biopharmaceutical company creating next-generation immune therapies that focus on immune restoration and homeostasis, today announced the closing of its previousl |
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| March 25, 2022 |
Form of One Year Common Stock Purchase Warrant. Exhibit 4.1 COMMON STOCK PURCHASE WARRANT STATERA BIOPHARMA, INC. Warrant Shares: [?] Issue Date: March [?], 2022 This COMMON STOCK PURCHASE WARRANT (this ?Warrant?) certifies that, for value received, or its assigns (the ?Holder?) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after March [?], 2022 (the ?Initial E |
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| March 25, 2022 |
Form of Five Year Common Stock Purchase Warrant. Exhibit 4.2 COMMON STOCK PURCHASE WARRANT STATERA BIOPHARMA, INC. Warrant Shares: [?] Issue Date: March [?], 2022 This COMMON STOCK PURCHASE WARRANT (this ?Warrant?) certifies that, for value received, or its assigns (the ?Holder?) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after March [?], 2022 (the ?Initial E |
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| March 25, 2022 |
Form of Form of Pre-funded Warrant. Exhibit 4.3 PREFUNDED COMMON STOCK PURCHASE WARRANT STATERA BIOPHARMA, INC. Warrant Shares: [?] Issue Date: [?] This COMMON STOCK PURCHASE WARRANT (this ?Warrant?) certifies that, for value received, or its assigns (the ?Holder?) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after [?], 2022 (the ?Initial Exercise |
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| March 25, 2022 |
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): March 22, 2022 Statera Biopharma, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission File |
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| March 25, 2022 |
Exhibit 1.1 Statera Biopharma, Inc. Underwriting Agreement New York, New York March 22, 2022 EF HUTTON, division of Benchmark Investments, LLC as Representative of the several Underwriters named on Schedule I attached hereto 590 Madison Avenue, 39th Floor New York, New York 10022 Ladies and Gentlemen: The undersigned, Statera Biopharma, Inc., a company incorporated under the laws of Delaware (the |
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| March 23, 2022 |
Filed Pursuant to Rule 424(b)(5) Registration No. 333-238578 PROSPECTUS SUPPLEMENT (To the Prospectus Dated May 29, 2020) 12,555,555 Units, each consisting of One Share of Common Stock One One-Year Warrant to Purchase One Share of Common Stock One Five-Year Warrant to Purchase One Share of Common Stock and 12,555,555 Pre-Funded Units, each consisting of One Pre-Funded Warrant to Purchase One Share |
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| March 22, 2022 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): March 22, 2022 Statera Biopharma, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission File |
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| March 22, 2022 |
Exhibit 10.1 March 22, 2022 The Holder of Common Stock Purchase Warrants of Statera Biopharma, Inc. issued February 9, 2022 Re: Amendment of Purchase Agreement and Common Stock Purchase Warrant Dear Holder: Statera Biopharma Inc. (the ?Company?) desires to amend (i) the Securities Purchase Agreement, dated as of February 6, 2022, by and among the Company and the purchaser signatory thereto pursuan |
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| March 22, 2022 |
SUBJECT TO COMPLETION, DATED MARCH 22, 2022 Filed Pursuant to Rule 424(b)(5) Registration No. 333-238578 The information in this preliminary prospectus supplement is not complete and may be changed. A registration statement relating to these securities has been filed with the Securities and Exchange Commission and is effective. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities a |
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| March 8, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 22, 2022 Statera Biopharma, Inc. (Exact name of registrant as specified in its charter) Delaware 001-32954 20-0077155 (State or other jurisdiction of inco |
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| March 8, 2022 |
Statera Biopharma Announces Revised Preliminary Revenue and Financial Results of Fiscal Year 2021 Exhibit 99.1 Statera Biopharma Announces Revised Preliminary Revenue and Financial Results of Fiscal Year 2021 FORT COLLINS, Colo., Mar. 8, 2022 (GLOBE NEWSWIRE) - Statera Biopharma, Inc. (NASDAQ: STAB) (the ?Company? or ?Statera Biopharma?), a leading biopharmaceutical company creating next-generation immune therapies that focus on immune restoration and homeostasis, today announced revised unaud |
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| February 25, 2022 |
Statera Biopharma Announces Changes to Board of Directors Exhibit 99.1 Statera Biopharma Announces Changes to Board of Directors ?Satish Chandran of Lays Sciences and Physis Pharma, Inc. to join Board of Directors as Steve Barbarick transitions to advisory role? FORT COLLINS, Colo., Feb. 25, 2022 (GLOBE NEWSWIRE) - Statera Biopharma, Inc. (NASDAQ: STAB) (the ?Company? or ?Statera Biopharma?), a leading biopharmaceutical company creating next-generation i |
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| February 25, 2022 |
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): February 21, 2022 Statera Biopharma, Inc. (Exact name of registrant as specified in its charter) Delaware 001-32954 20-0077155 (State or other jurisdiction of incorporation or organiz |
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| February 22, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): February 22, 2022 Statera Biopharma, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission F |
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| February 22, 2022 |
Statera Biopharma Announces Preliminary Revenue and Financial Results of Fiscal Year ‘21 Exhibit 99.1 Statera Biopharma Announces Preliminary Revenue and Financial Results of Fiscal Year ‘21 FORT COLLINS, Colo., Feb. 22, 2022 (GLOBE NEWSWIRE) - Statera Biopharma, Inc. (NASDAQ: STAB) (the “Company” or “Statera Biopharma”), a leading biopharmaceutical company creating next-generation immune therapies that focus on immune restoration and homeostasis, today announced unaudited, preliminar |
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| February 7, 2022 |
Filed Pursuant to Rule 424(b)(5) Registration No. 333-238578 PROSPECTUS SUPPLEMENT (To the Prospectus Dated May 29, 2020) 2,000,000 Shares of Common Stock Warrants to Purchase up to 2,000,000 Shares of Common Stock (and the shares of Common Stock underlying such Warrants) We are offering an aggregate of 2,000,000 shares of our common stock, par value $0.005 per share (?Common Stock?), and warrants |
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| February 7, 2022 |
Form of Common Stock Purchase Warrant Exhibit 4.1 COMMON STOCK PURCHASE WARRANT STATERA BIOPHARMA, INC. Warrant Shares: 2,000,000 Issue Date: February 6, 2022 This COMMON STOCK PURCHASE WARRANT (this ?Warrant?) certifies that, for value received, or its assigns (the ?Holder?) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after February 6, 2022 (the ?I |
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| February 7, 2022 |
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): February 6, 2022 Statera Biopharma, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| February 7, 2022 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this ?Agreement?) is dated as of February 6, 2022 between Statera Biopharma, Inc., a Delaware corporation (the ?Company?), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a ?Purchaser? and collectively the ?Purchasers?). WHEREAS, subject to the terms and condition |
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| February 7, 2022 |
Exhibit 10.2 PLACEMENT AGENCY AGREEMENT February 6, 2022 Statera BioPharma, Inc. 2537 Research Boulevard Suite 201 Fort Collins, Colorado 80526 Dear Mr. Handley: This agreement (the ?Agreement?) constitutes the agreement between EF Hutton, division of Benchmark Investments, LLC (?EF Hutton? or the ?Placement Agent?) and Statera Biopharma, Inc., a Delaware corporation (the ?Company?), pursuant to w |
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| February 7, 2022 |
Statera Biopharma Announces Pricing of $2.0 Million Registered Direct Offering Exhibit 99.1 Statera Biopharma Announces Pricing of $2.0 Million Registered Direct Offering FORT COLLINS, Colo., February 6, 2022 /GLOBE NEWSWIRE/ - Statera Biopharma, Inc. (NASDAQ: STAB) (the ?Company? or ?Statera Biopharma?), a leading biopharmaceutical company creating next-generation immune therapies that focus on immune restoration and homeostasis, today announced that it entered into a secur |
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| January 18, 2022 |
Financial Statements and Exhibits, Other Events 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): January 12, 2022 Statera Biopharma, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| December 20, 2021 |
EX-99.1 2 ex318151.htm EXHIBIT 99.1 Exhibit 99.1 Statera Biopharma Announces First Patient Dosed in Study of STAT-205 for Acute COVID Initial Study to Evaluate Pharmacokinetics, Biomarkers and Safety of STAT-205 Targeting Preliminary Data 2022 FORT COLLINS, CO., December 20, 2021 /Globe Newswire/ —Statera Biopharma (Nasdaq: STAB), a leading biopharmaceutical company creating next-generation immune |
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| December 20, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): December 20, 2021 Statera Biopharma, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission F |
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| December 14, 2021 |
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): December 13, 2021 Statera Biopharma, Inc. (Exact Name of Registrant as Specified in Charter) delaware 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission F |
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| December 1, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): November 18, 2021 Statera Biopharma, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission F |
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| December 1, 2021 |
Exhibit 99.1 Statera Biopharma Announces FDA Lifts Clinical Hold on Entolimod ? Modifications to Entolimod clinical trial protocol in acute radiation syndrome enable continued program development ? FORT COLLINS, Colo., December 1, 2021 ? Statera Biopharma, Inc. (Nasdaq: STAB), a leading biopharmaceutical company creating next-generation immune therapies that focus on immune restoration and homeost |
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| November 15, 2021 |
Restated Certificate of Incorporation, as amended Exhibit 3.1 RESTATED CERTIFICATE OF INCORPORATION OF CLEVELAND BIOLABS, INC. The Board of Directors of Cleveland BioLabs, Inc., in accordance with Section 245 of the General Corporation Law of Delaware, duly adopted the following Restated Certificate of Incorporation. This document only restates and integrates and does not further amend the provisions of the Certificate of Incorporation of Clevela |
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| November 15, 2021 |
Regulation FD Disclosure, Results of Operations and Financial Condition 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): November 15, 2021 Statera Biopharma, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission F |
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| November 15, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe |
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| November 15, 2021 |
Exhibit 99.2 |
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| November 15, 2021 |
Exhibit 99.1 Statera Biopharma Provides Third Quarter 2021 Financial and Corporate Update Management to Host Conference Call Today, Monday, November 15, 2021, 5:30 p.m. ET FORT COLLINS, CO., November 15, 2021 ? Statera Biopharma, Inc. (Nasdaq: STAB), a leading biopharmaceutical company creating next-generation immune therapies that focus on immune restoration and homeostasis, today reported import |
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| November 12, 2021 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of Earliest Event Reported): November 9, 2021 Statera Biopharma, Inc. (Exact Name of Registrant as Specified in Charter) delaware 001-32954 20-0077155 (State or Other Jurisdiction of Incorpora |
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| November 10, 2021 |
Submission of Matters to a Vote of Security Holders 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): November 9, 2021 Statera Biopharma, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| October 12, 2021 |
DEF 14A 1 ny20000876x1def14a.htm DEF 14A TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use o |
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| September 29, 2021 |
Letter from Meaden & Moore Ltd. to the Securities and Exchange Commission, dated September 29, 2021 EX-16.1 2 ex287509.htm EXHIBIT 16.1 Exhibit 16.1 September 29, 2021 Securities and Exchange Commission 100 F Street NE Washington, D.C. 20549-7561 Dear Sirs/Madams: We have read Item 4.01 of Statera BioPharma, Inc.’s Form 8-K dated September 28, 2021, and have the following comments: 1. We agree with the statements made in paragraphs one through four discussing Statera BioPharma, Inc.’s relationsh |
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| September 29, 2021 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant 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): September 28, 2021 Statera BioPharma, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission |
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| September 28, 2021 |
STATERA BIOPHARMA, INC. UNAUDITED PRO FORMA COMBINED FINANCIAL INFORMATION AND DATA Exhibit 99.2 STATERA BIOPHARMA, INC. UNAUDITED PRO FORMA COMBINED FINANCIAL INFORMATION AND DATA Introduction On September 1, 2021, Cytocom, Inc. (CYTO) changed is corporate name to Statera Biopharma, Inc. (?Statera? or ?the Company?). The following unaudited pro forma condensed combined financial statements and related notes present the historical consolidated financial statements of Cleveland Bi |
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| September 28, 2021 |
Financial Statements and Exhibits, Other Events 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): September 28, 2021 Statera BioPharma, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission |
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| September 28, 2021 |
CYTOCOM, INC. CONDENSED CONSOLIDATED BALANCE SHEETS Exhibit 99.1 CYTOCOM, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) June 30, 2021 December 31, 2020 ASSETS CURRENT ASSETS: Cash and cash equivalents $ 1,330,216 $ 593,869 Accounts receivable, net 184,279 - Other current assets 854,451 331,878 Total current assets 2,368,946 925,747 NON-CURRENT ASSETS: Restricted cash 14,391,410 - Operating lease right-of-use asset 884,255 101,048 Goodwill |
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| September 10, 2021 |
424B5 1 cbli20210825424b5.htm FORM 424B5 Filed Pursuant to Rule 424(b)(5) Registration No. 333-238578 PROSPECTUS SUPPLEMENT (To the Prospectus Dated May 29, 2020) $7.5 Million Common Stock Pursuant to this prospectus supplement and the accompanying prospectus, we are offering to GEM Global Yield LLC SCS, a “société en commandite simple” formed under the laws of Luxembourg, or GEM, up to $7.5 milli |
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| September 1, 2021 |
Certificate of Amendment of Restated Certificate of Incorporation Exhibit 3.1 Certificate of Amendment STATE OF DELAWARE CERTIFICATE OF AMENDMENT OF RESTATED CERTIFICATE OF INCORPORATION OF CYTOCOM, INC. Cytocom, Inc. (the ?Corporation?), a corporation organized and existing under the General Corporation Law of the State of Delaware, hereby certifies as follows: 1. This Certificate of Amendment (the ?Certificate of Amendment?) amends the provisions of the Corpor |
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| September 1, 2021 |
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): September 1, 2021 Statera Biopharma, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission F |
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| August 17, 2021 |
Investor Presentation, August 2021 Exhibit 99.1 |
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| August 17, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): August 17, 2021 Cytocom, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| August 16, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): August 16, 2021 Cytocom Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission File Number) ( |
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| August 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001 |
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| August 16, 2021 |
Restated Certificate of Incorporation, as amended. Exhibit 3.1 RESTATED CERTIFICATE OF INCORPORATION OF CLEVELAND BIOLABS, INC. The Board of Directors of Cleveland BioLabs, Inc., in accordance with Section 245 of the General Corporation Law of Delaware, duly adopted the following Restated Certificate of Incorporation. This document only restates and integrates and does not further amend the provisions of the Certificate of Incorporation of Clevela |
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| August 16, 2021 |
Exhibit 99.1 FOR IMMEDIATE RELEASE Cytocom, Inc. Reports Second Quarter 2021 Financial Results -All-stock merger transaction between legacy Cleveland BioLabs and legacy Cytocom recently completed; Cytocom, Inc. common stock trading on Nasdaq as “CBLI”- -Well financed allowing multiple clinical programs that could drive near-term inflection points- -Research alliance with La Jolla Institute for Imm |
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| August 9, 2021 |
Exhibit 99.1 FOR IMMEDIATE RELEASE Cytocom Inc. Provides Updates on Key Clinical Programs for Crohn?s Disease, Hematology, Pancreatic Cancer and COVID-19 Patient enrollment in Phase 3 pediatric Crohn?s disease trial expected to initiate by year-end 2021; End-of-Phase 2 meeting successfully completed in July Exploring development of entolimod in hematology indications Plan to initiate a clinical tr |
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| August 9, 2021 |
Financial Statements and Exhibits 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): August 9, 2021 Cytocom, Inc. (Exact Name of Registrant as Specified in Charter) DELAWARE 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission File Number) ( |
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| August 2, 2021 |
Exhibit 10.5 WARRANT TO PURCHASE COMMON SHARES OF CYTOCOM, INC. Expires: July 28, 2024 Date of Issuance: July 30, 2021 No. of Shares: 1,720,083 FOR VALUE RECEIVED, the undersigned, Cytocom, Inc., a Delaware corporation and having a principal place of business at 2537 Research Blvd, Suite 201, Fort Collins, CO (together with its successors and assigns, the ?Issuer? and the ?Company?), hereby certif |
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| August 2, 2021 |
Exhibit 10.1 LOAN AND SECURITY AGREEMENT Dated as of April 26, 2021 between CYTOCOM, INC., a Delaware corporation, as ?Borrower?, and AVENUE VENTURE OPPORTUNITIES FUND, L.P., a Delaware limited partnership, as ?Lender? LOAN AND SECURITY AGREEMENT Borrower and Lender have entered or anticipate entering into one or more transactions pursuant to which Lender agrees to make available to Borrower a loa |
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| August 2, 2021 |
Exhibit 10.3 THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE AND DISTRIBUTION THEREOF, AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?) OR ANY STATE SECURITIES LAWS. SUCH SECURITIES MAY NOT BE SOLD OR TRANSFERRED IN THE ABSENCE OF (A) SUCH REGISTRATION, (B) AN OP |
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| August 2, 2021 |
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): July 27, 2021 Cytocom Inc. (Exact Name of Registrant as Specified in Charter) DELAWARE 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I. |
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| August 2, 2021 |
Exhibit 10.6 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THESECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIST |
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| August 2, 2021 |
Exhibit 10.7 Execution Version AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT July 27, 2021 This REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), is made and entered into as of the date first above written, by and among CYTOCOM, INC., a Delaware corporation and having a principal place of business at 2537 Research Blvd, Suite 201, Fort Collins, CO (the ?Company?), GEM GLOBAL YIELD LLC SCS, a |
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| August 2, 2021 |
Exhibit 10.2 SUPPLEMENT to the Loan and Security Agreement dated as of April 26, 2021 between CYTOCOM, INC. (?Borrower?) and Avenue Venture Opportunities Fund, L.P. (?Lender?) This is a Supplement identified in the document entitled Loan and Security Agreement, dated as of April 26, 2021 (as amended, restated, supplemented and modified from time to time, the ?Loan and Security Agreement?), by and |
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| August 2, 2021 |
Exhibit 10.4 Execution Version AMENDED AND RESTATED SHARE PURCHASE AGREEMENT dated as of July 27, 2021 by and among CYTOCOM, INC. GEM GLOBAL YIELD LLC SCS and GEM YIELD BAHAMAS LIMITED TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 Section 1.01 Definitions 1 ARTICLE II PURCHASE AND SALE OF SHARES 7 Section 2.01 Purchase and Sale of Shares 7 Section 2.02 The Shares 7 Section 2.03 Required Filings 7 |
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| July 30, 2021 |
Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of Earliest Event Reported): July 27, 2021 Cytocom Inc. (Exact Name of Registrant as Specified in Charter) DELAWARE 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commiss |
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| July 28, 2021 |
Certificate of Amendment of Restated Certificate of Incorporation of Cleveland BioLabs, Inc. Exhibit 3.1 CERTIFICATE OF AMENDMENT OF RESTATED CERTIFICATE OF INCORPORATION CLEVELAND BIOLABS, INC. Cleveland BioLabs, Inc., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the ?Corporation?), in accordance with the provisions of Section 242 of the General Corporation Law of the State of Delaware, does hereby certify: 1. The name |
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| July 28, 2021 |
Exhibit 10.8 AMENDMENT No. 2 to the EXECUTIVE EMPLOYMENT AGREEMENT This Amendment No. 2 (?Amendment?) is entered into as of October 31, 2020 (?Amendment Effective Date?) by and between CYTOCOM, INC. a Delaware corporation (?CYTOCOM?) and Peter Aronstam, the ?Executive?. CYTOCOM and Executive are each referred to individually as a ?Party? and together as the ?Parties?. WHEREAS, CYTOCOM and Executiv |
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| July 28, 2021 |
Exhibit 10.3 AMENDMENT No. 2 to the EXECUTIVE EMPLOYMENT AGREEMENT This Amendment No. 2 (?Amendment?) is entered into effective as of October 31, 2020 (?Amendment Effective Date?) by and between CYTOCOM, INC. a Delaware corporation (?CYTOCOM?) and Michael Handley (the ?Executive?). CYTOCOM and Executive are each referred to individually as a ?Party? and together as the ?Parties?. WHEREAS, CYTOCOM |
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| July 28, 2021 |
Exhibit 10.7 AMENDMENT NO. 1 TO THE EXECUTIVE EMPLOYMENT AGREEMENT This Amendment No. 1 (?Amendment?) is entered into as of September 6, 2020 (?Amendment Effective Date?) by and between CYTOCOM, INC. a Delaware corporation (?CYTOCOM?) and Peter Aronstam, the ?Executive?. CYTOCOM and Executive are each referred to individually as a ?Party? and together as the ?Parties?. WHEREAS, CYTOCOM and Executi |
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| July 28, 2021 |
Exhibit 10.1 CYTOCOM, INC. EXECUTIVE EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this ?Agreement?), dated as of Aug 19, 2020 (the ?Signature Date?), with an effective date of August 1, 2020 (the ?Effective Date?), is by and between Cytocom, Inc. a Delaware-corporation (the ?Company?) and Michael Handley (the ?Executive?). W I T N E S S E T H: WHEREAS, the Company desires to employ the Executiv |
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| July 28, 2021 |
Exhibit 10.2 AMENDMENT No. 1 to the EXECUTIVE EMPLOYMENT AGREEMENT This Amendment No. 1 (?Amendment?) is entered into as of September 6, 2020 (?Amendment Effective Date?) by and between CYTOCOM, INC. a Delaware corporation (?CYTOCOM?) and Michael Handley, the ?Executive?. CYTOCOM and Executive are each referred to individually as a ?Party? and together as the ?Parties?. WHEREAS, CYTOCOM and Execut |
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| July 28, 2021 |
Exhibit 10.5 AMENDMENT No. 1 to the EXECUTIVE EMPLOYMENT AGREEMENT This Amendment No. 1 (?Amendment?) is entered into as of March 8, 2021 (?Amendment Effective Date?) by and between CYTOCOM INC., a Delaware corporation (?CYTOCOM?) and Taunia Markvicka, the ?Executive?. CYTOCOM and Executive are each referred to individually as a ?Party? and together as the ?Parties?. WHEREAS, CYTOCOM and Executive |
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| July 28, 2021 |
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): July 27, 2021 Cytocom, Inc. (Exact Name of Registrant as Specified in Charter) DELAWARE 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I |
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| July 28, 2021 |
Exhibit 10.4 CYTOCOM, INC. EXECUTIVE EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this ?Agreement?), dated as of October 30, 2020 (the ?Signature Date?), with an effective date of October 31, 2020 (the ?Effective Date?), is by and between Cytocom, Inc. a Delaware-corporation (the ?Company?) and Taunia Markvicka (the ?Executive?). W I T N E S S E T H: WHEREAS, the Company desires to employ the E |
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| July 28, 2021 |
Exhibit 10.6 CYTOCOM, INC. EXECUTIVE EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this ?Agreement?), dated as of August 17, 2020 (the?Signature Date?), with an effective date of May 1, 2020 (the ?Effective Date?), is by and between Cytocom, Inc. a Delaware-corporation (the ?Company?) and Peter Aronstam (the ?Executive?). W I T N E S S E T H: WHEREAS, the Company desires to employ the Executive |
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| July 28, 2021 |
Exhibit 99.1 Cytocom Inc. Announces Completed Merger with Cleveland BioLabs New company to operate as ?Cytocom, Inc.? with its common stock traded on Nasdaq FORT COLLINS, Colo., July 28, 2021 /PRNewswire/ - Cytocom Inc. (?Cytocom? or ?Company?), a leading biopharmaceutical company creating next-generation therapies that focus on immune homeostasis, today announced the completion of its merger with |
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| July 6, 2021 |
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): July 5, 2021 Cleveland BioLabs, Inc. (Exact Name of Registrant as Specified in Charter) DELAWARE 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission File N |
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| June 17, 2021 |
425 1 cbli20210617425.htm FORM 425 Filed by Cleveland BioLabs, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Cytocom Inc. Registration Statement No. 333-253111 Cleveland BioLabs, Inc. and Cytocom Announce Registration Statement and Proxy Statement for Previously Announced Merger Declare |
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| June 10, 2021 |
PROPOSED MERGER—YOUR VOTE IS VERY IMPORTANT 424B3 1 nt10017679x7424b3.htm FORM 424(B)(3) TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(3) Registration No. 333-253111 PROPOSED MERGER—YOUR VOTE IS VERY IMPORTANT To the Stockholders of Cleveland BioLabs, Inc. and Cytocom Inc., Cleveland BioLabs, Inc., a Delaware corporation, or Cleveland BioLabs, and Cytocom Inc., a Delaware corporation, or Cytocom, entered into an Agreement and Plan of |
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| June 8, 2021 |
73 High Street Buffalo, NY 14203 73 High Street Buffalo, NY 14203 June 8, 2021 VIA EDGAR AND EMAIL Alan Campbell Division of Corporation Finance, Office of Life Sciences United States Securities and Exchange Commission 100 F Street, N. |
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| June 4, 2021 |
As filed with the Securities and Exchange Commission on June 4, 2021 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on June 4, 2021 Registration No. |
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| June 4, 2021 |
CORRESP 1 filename1.htm McGuireWoods LLP 201 North Tryon Street Suite 3000 Charlotte, NC 28202-2146 Phone: 704.343.2000 Fax: 704.343.2300 www.mcguirewoods.com David S. Wolpa Direct: 704.343.2185 [email protected] Fax: 704.343.2300 June 4, 2021 VIA EDGAR AND E-MAIL Ms. Alan Campbell Division of Corporation Finance Office of Life Sciences U.S. Securities and Exchange Commission 100 F Street, N |
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| June 4, 2021 |
CONSENT OF CASSEL SALPETER & CO., LLC EX-99.1 5 nt10017679x4ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 CONSENT OF CASSEL SALPETER & CO., LLC Cleveland BioLabs, Inc. 73 High Street Buffalo, NY 14203 Attention: Special Committee of the Board of Directors RE: Proxy Statement / Prospectus of Cleveland BioLabs, Inc. (“Cleveland BioLabs”), which forms part of Amendment No. 2 to the Registration Statement on Form S-4 of Cleveland BioLabs (the “Reg |
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| May 14, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 00 |
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| May 7, 2021 |
Exhibit 99.5 |
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| May 7, 2021 |
Exhibit 99.4 Consent of Director Nominee Pursuant to Rule 438 of Regulation C promulgated under the Securities Act of 1933, as amended (the ?Securities Act?), in connection with the Registration Statement on Form S-4 (the ?Registration Statement?) of Cleveland BioLabs, Inc. (the ?Company?), the undersigned hereby consents to being named and described as a future director of the Company in the Regi |
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| May 7, 2021 |
TABLE OF CONTENTS As filed with the Securities and Exchange Commission on May 7, 2021 Registration No. |
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| May 7, 2021 |
EX-99.2 8 nt10017679x2ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 Consent of Director Nominee Pursuant to Rule 438 of Regulation C promulgated under the Securities Act of 1933, as amended (the “Securities Act”), in connection with the Registration Statement on Form S-4 (the “Registration Statement”) of Cleveland BioLabs, Inc. (the “Company”), the undersigned hereby consents to being named and described a |
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| May 7, 2021 |
CONSENT OF CASSEL SALPETER & CO., LLC EX-99.1 7 nt10017679x2ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 CONSENT OF CASSEL SALPETER & CO., LLC Cleveland BioLabs, Inc. 73 High Street Buffalo, NY 14203 Attention: Special Committee of the Board of Directors RE: Proxy Statement / Prospectus of Cleveland BioLabs, Inc. (“Cleveland BioLabs”), which forms part of Amendment No. 1 to the Registration Statement on Form S-4 of Cleveland BioLabs (the “Reg |
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| May 7, 2021 |
CORRESP 1 filename1.htm McGuireWoods LLP 201 North Tryon Street Suite 3000 Charlotte, NC 28202-2146 Phone: 704.343.2000 Fax: 704.343.2300 www.mcguirewoods.com David S. Wolpa Direct: 704.343.2185 [email protected] Fax: 704.343.2300 May 7, 2021 VIA EDGAR AND E-MAIL Ms. Alan Campbell Division of Corporation Finance Office of Life Sciences U.S. Securities and Exchange Commission 100 F Street, N. |
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| May 7, 2021 |
Exhibit 99.3 Consent of Director Nominee Pursuant to Rule 438 of Regulation C promulgated under the Securities Act of 1933, as amended (the ?Securities Act?), in connection with the Registration Statement on Form S-4 (the ?Registration Statement?) of Cleveland BioLabs, Inc. (the ?Company?), the undersigned hereby consents to being named and described as a future director of the Company in the Regi |
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| March 22, 2021 |
Exhibit 21.1 Subsidiaries Name Jurisdiction of Incorporation High Street Acquisition Corporation Delaware Panacela Labs, Inc. Delaware Panacela Labs LLC Russian Federation |
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| March 22, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ? Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2020 or ? Transition Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission file number 001-329 |
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| February 23, 2021 |
8-K 1 cbli202102238k.htm FORM 8-K 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): February 19, 2021 Cleveland BioLabs, Inc. (Exact Name of Registrant as Specified in Charter) DELAWARE 001-32954 20-0077155 (State or Other Jurisdicti |
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| February 23, 2021 |
Cleveland BioLabs, Inc. Announces Closing of $14 Million Registered Direct Offering of Common Stock Exhibit 99.2 Cleveland BioLabs, Inc. Announces Closing of $14 Million Registered Direct Offering of Common Stock BUFFALO, N.Y., Feb. 23, 2021 /PRNewswire/ - Cleveland BioLabs, Inc. (NASDAQ: CBLI), today announced that it has closed its previously announced registered direct offering for the issuance and sale of 2,000,000 shares of its common stock at a purchase price of $7.00 per share. H.C. Wainw |
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| February 23, 2021 |
Cleveland BioLabs, Inc. Announces $14 Million Registered Direct Offering of Common Stock Exhibit 99.1 Cleveland BioLabs, Inc. Announces $14 Million Registered Direct Offering of Common Stock February 19, 2021 BUFFALO, NY / ACCESSWIRE / February 19, 2021 / Cleveland BioLabs, Inc. (NASDAQ:CBLI), today announced that it has entered into definitive agreements with certain healthcare-focused and institutional investors for the issuance and sale of 2,000,000 shares of its common stock at a |
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| February 23, 2021 |
Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| February 23, 2021 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this ?Agreement?) is dated as of February 19, 2021, between Cleveland BioLabs, Inc., a Delaware corporation (the ?Company?), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a ?Purchaser? and collectively the ?Purchasers?). WHEREAS, subject to the terms and conditi |
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| February 22, 2021 |
2,000,000 Shares of Common Stock 424B5 1 cbli20210220424b5.htm FORM 424B5 Filed Pursuant to Rule 424(b)(5) Registration No. 333-238578 PROSPECTUS SUPPLEMENT (To the Prospectus Dated May 29, 2020) 2,000,000 Shares of Common Stock Pursuant to this prospectus supplement and the accompanying prospectus, we are offering to certain healthcare-focused and institutional investors 2,000,000 shares of our common stock at a purchase price o |
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| February 19, 2021 |
8-K 1 cbli202102188k.htm FORM 8-K 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): February 19, 2021 Cleveland BioLabs, Inc. (Exact Name of Registrant as Specified in Charter) DELAWARE 001-32954 20-0077155 (State or Other Jurisdicti |
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| February 17, 2021 |
Exhibit 99.1 Cleveland BioLabs, Inc. Files Registration Statement on Form S-4 for Proposed Merger with Cytocom Inc. Combined public entity to develop and commercialize next-generation immune therapies that address unmet needs in oncology, infectious disease, inflammation and auto-immune-mediated conditions FORT COLLINS, CO., and BUFFALO, NY, FEBRUARY 17, 2021 /PRNewswire/ - Cleveland BioLabs, Inc. |
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| February 17, 2021 |
Exhibit 99.1 Cleveland BioLabs, Inc. Files Registration Statement on Form S-4 for Proposed Merger with Cytocom Inc. Combined public entity to develop and commercialize next-generation immune therapies that address unmet needs in oncology, infectious disease, inflammation and auto-immune-mediated conditions FORT COLLINS, CO., and BUFFALO, NY, FEBRUARY 17, 2021 /PRNewswire/ - Cleveland BioLabs, Inc. |
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| February 17, 2021 |
Financial Statements and Exhibits 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): February 17, 2021 Cleveland BioLabs, Inc. (Exact Name of Registrant as Specified in Charter) DELAWARE 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission F |
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| February 17, 2021 |
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): February 17, 2021 Cleveland BioLabs, Inc. (Exact Name of Registrant as Specified in Charter) DELAWARE 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission F |
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| February 16, 2021 |
S-4 1 nt10017679x1s4.htm FORM S-4 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on February 12, 2021 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Cleveland BioLabs, Inc. (Exact name of registrant as specified in its charter) Delaware 8731 20-0077155 (State o |
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| February 16, 2021 |
CONSENT OF CASSEL SALPETER & CO., LLC EX-99.1 4 nt10017679x1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 CONSENT OF CASSEL SALPETER & CO., LLC Cleveland BioLabs, Inc. 73 High Street Buffalo, NY 14203 Attention: Special Committee of the Board of Directors RE: Proxy Statement / Prospectus of Cleveland BioLabs, Inc. (“Cleveland BioLabs”), which forms part of the Registration Statement on Form S-4 of Cleveland BioLabs (the “Registration Statement |
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| January 8, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits - FORM 8-K 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): January 8, 2021 Cleveland BioLabs, Inc. (Exact Name of Registrant as Specified in Charter) DELAWARE 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| January 8, 2021 |
Investor Presentation of Cytocom dated January 2021 Exhibit 99.1 |
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| January 8, 2021 |
Filed by Cleveland BioLabs, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Cleveland BioLabs, Inc. (SEC File No. 001-32954) |
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| December 21, 2020 |
Submission of Matters to a Vote of Security Holders - FORM 8-K 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): December 18, 2020 Cleveland BioLabs, Inc. (Exact Name of Registrant as Specified in Charter) DELAWARE 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission F |
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| November 16, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe |
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| November 16, 2020 |
Exhibit 10.3 AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT 1. CONTRACT ID CODE PAGE OF PAGES S 1 29 2. AMENDMENT/MODIFICATION NO. P00004 3. EFFECTIVE DATE 29-Sep-2020 4. REQUISITION/PURCHASE REQ. NO. 0010705626-0001 5. PROJECT NO.(If applicable) 6. ISSUED BY CODE W81XWH 7. ADMINISTERED BY (If other than item 6) CODE USA MED RESEARCH ACQ ACTIVITY 820 CHANDLER ST FORT DETRICK MD 21702-5014 See |
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| November 16, 2020 |
Exhibit 10.2 AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT 1. CONTRACT ID CODE PAGE OF PAGES U 1 2 2. AMENDMENT/MODIFICATION NO. P00007 3. EFFECTIVE DATE 29-Sep-2020 4. REQUISITION/PURCHASE REQ. NO. 0010624278-0002 5. PROJECT NO.(If applicable) 6. ISSUED BY CODE W81XWH 7. ADMINISTERED BY (If other than item 6) CODE W81XWH USA MED RESEARCH ACQ ACTIVITY 820 CHANDLER ST FORT DETRICK MD 21702-501 |
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| November 6, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| November 6, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin |
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| October 28, 2020 |
Financial Statements and Exhibits, Other Events - FORM 8-K 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): October 28, 2020 Cleveland BioLabs, Inc. (Exact Name of Registrant as Specified in Charter) DELAWARE 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| October 28, 2020 |
Investor Presentation dated October 28, 2020 Exhibit 99.1 |
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| October 28, 2020 |
Investor Presentation dated October 28, 2020 Exhibit 99.1 |
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| October 28, 2020 |
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): October 28, 2020 Cleveland BioLabs, Inc. (Exact Name of Registrant as Specified in Charter) DELAWARE 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| October 21, 2020 |
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): October 21, 2020 Cleveland BioLabs, Inc. (Exact Name of Registrant as Specified in Charter) DELAWARE 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| October 21, 2020 |
Cytocom, Inc. Issues Shareholder Letter Exhibit 99.1 Cytocom, Inc. Issues Shareholder Letter WINTER PARK, Fla., Oct. 21, 2020 /PRNewswire/ - Cytocom, Inc., a leading biopharmaceutical company in the area of immune-modulation, today announced that its Chief Executive Officer, Michael K. Handley, has issued a Letter to the stockholders of Cytocom and Cleveland BioLabs, Inc. (NASDAQ: CBLI) regarding the recently announced merger between th |
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| October 21, 2020 |
Financial Statements and Exhibits, Other Events - FORM 8-K 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): October 21, 2020 Cleveland BioLabs, Inc. (Exact Name of Registrant as Specified in Charter) DELAWARE 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| October 21, 2020 |
Cytocom, Inc. Issues Shareholder Letter Exhibit 99.1 Cytocom, Inc. Issues Shareholder Letter WINTER PARK, Fla., Oct. 21, 2020 /PRNewswire/ - Cytocom, Inc., a leading biopharmaceutical company in the area of immune-modulation, today announced that its Chief Executive Officer, Michael K. Handley, has issued a Letter to the stockholders of Cytocom and Cleveland BioLabs, Inc. (NASDAQ: CBLI) regarding the recently announced merger between th |
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| October 19, 2020 |
Form of Voting and Support Agreement Exhibit 10.1 VOTING AND SUPPORT AGREEMENT This Voting and Support Agreement, dated as of October , 2020 (this “Agreement”), among Cytocom, Inc., a Delaware corporation (“CYTO”), and the undersigned stockholder of Cleveland BioLabs, Inc., a Delaware corporation (“CBLI”) listed on Schedule A hereto (the “Stockholder”). Certain terms used but not defined herein shall have the meanings given to them i |
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| October 19, 2020 |
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): October 16, 2020 Cleveland BioLabs, Inc. (Exact Name of Registrant as Specified in Charter) DELAWARE 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| October 19, 2020 |
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and among CLEVELAND BIOLABS, INC., HIGH STREET ACQUISITION CORP. and CYTOCOM, INC. dated as of October 16, 2020 Table of Contents Page Article I CERTAIN DEFINITIONS Section 1.1. Certain Definitions. For purposes of this Agreement the term: 2 Article II THE MERGER 20 Section 2.1. The Merger 20 Section 2.2. Closing 20 Section 2.3. Effective Time 20 Section |
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| October 19, 2020 |
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and among CLEVELAND BIOLABS, INC., HIGH STREET ACQUISITION CORP. and CYTOCOM, INC. dated as of October 16, 2020 Table of Contents Page Article I CERTAIN DEFINITIONS Section 1.1. Certain Definitions. For purposes of this Agreement the term: 2 Article II THE MERGER 20 Section 2.1. The Merger 20 Section 2.2. Closing 20 Section 2.3. Effective Time 20 Section |
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| October 19, 2020 |
Exhibit 99.1 Cytocom and Cleveland BioLabs Announce Definitive Merger Agreement Merger to create a single public company focused on the development and commercialization of immunotherapies for oncology, infectious disease, inflammation and auto-immune mediated conditions WINTER PARK, Fla., and BUFFALO, NY, October 19, 2020 /PRNewswire/ - Cytocom, Inc. (Cytocom), a leading biopharmaceutical company |
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| October 19, 2020 |
Exhibit 10.1 VOTING AND SUPPORT AGREEMENT This Voting and Support Agreement, dated as of October , 2020 (this “Agreement”), among Cytocom, Inc., a Delaware corporation (“CYTO”), and the undersigned stockholder of Cleveland BioLabs, Inc., a Delaware corporation (“CBLI”) listed on Schedule A hereto (the “Stockholder”). Certain terms used but not defined herein shall have the meanings given to them i |
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| October 19, 2020 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits - FORM 8-K 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): October 16, 2020 Cleveland BioLabs, Inc. (Exact Name of Registrant as Specified in Charter) DELAWARE 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| October 19, 2020 |
Exhibit 99.1 Cytocom and Cleveland BioLabs Announce Definitive Merger Agreement Merger to create a single public company focused on the development and commercialization of immunotherapies for oncology, infectious disease, inflammation and auto-immune mediated conditions WINTER PARK, Fla., and BUFFALO, NY, October 19, 2020 /PRNewswire/ - Cytocom, Inc. (Cytocom), a leading biopharmaceutical company |
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| October 13, 2020 |
Financial Statements and Exhibits - FORM 8-K 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): October 11, 2020 Cleveland BioLabs, Inc. (Exact Name of Registrant as Specified in Charter) DELAWARE 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| October 13, 2020 |
Exhibit 10.1 CONSULTING AGREEMENT THIS CONSULTING AGREEMENT (the “Agreement”), dated as of 11 October 2020 (the “Effective Date”) is entered into by Cleveland BioLabs, Inc., a Delaware corporation with its principal place of business at 73 High Street, Buffalo, NY 14203, U.S.A. (“CBLI” or, the “Company”), and Andrei Gudkov, an individual with an address at 1933 Sweet Road, East Aurora, NY 14052 (“ |
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| August 24, 2020 |
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): August 21, 2020 Cleveland BioLabs, Inc. (Exact Name of Registrant as Specified in Charter) DELAWARE 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| August 14, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001 |
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| August 14, 2020 |
Exhibit 10.3 AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT 1. CONTRACT ID CODE S P AGE OF P AGES 1 29 2. AMENDMENT/MODIFICATION NO. P00003 3. EFFECTIVE DATE 29-Jul-2020 4. REQUISITION/P URCHASE REQ. NO. 0010705626-0001 5. P ROJECT NO.(If applicable) 6. ISSUED BYCODE W81XWH 7. ADMINISTERED BY (If other than item 6)CODE USA MED RESEARCH ACQ ACTIVITY 820 CHANDLER ST FORT DETRICK MD 21702-5014 Se |
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| August 14, 2020 |
Financial Statements and Exhibits - FORM 8-K 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): August 10, 2020 Cleveland BioLabs, Inc. (Exact Name of Registrant as Specified in Charter) DELAWARE 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| August 14, 2020 |
Exhibit 4.3 SETTLEMENT AND GENERAL RELEASE AGREEMENT This Settlement And General Release Agreement (the “Agreement”), dated as of July 15, 2020 (the “Effective Date”), is made by and between Cleveland BioLabs, Inc., a Delaware corporation (the “Company”), and Alpha Capital Anstalt (“Alpha”). The Company and Alpha are referred to herein from time to time as a “Party” and collectively as the “Partie |
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| August 14, 2020 |
Exhibit 10.1 CONSULTING AGREEMENT THIS CONSULTING AGREEMENT (the “Agreement”), dated as of 10 August 2020 (the “Effective Date”) is entered into by Cleveland BioLabs, Inc., a Delaware corporation with its principal place of business at 73 High Street, Buffalo, NY 14203, U.S.A. (“CBLI” or, the “Company”), and Sound Clinical Solutions, SP, a sole proprietorship with an address at 3057 Perkins Lane W |
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| July 31, 2020 |
Exhibit 10.1 AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT 1. CONTRACT ID CODE U PAGE OF PAGES 1 4 2. AMENDMENT/MODIFICATION NO. 3. EFFECTIVE DATE 31-Jul-2020 4. REQUSITION/PURCHASE REQ. NO. 0010624278-0002 5. PROJECT NO. (If applicable) 6. ISSUED BY CODE W81XWH 7. ADMINISTERED BY (If other than Remo) CODE W81XWH USA MED RESEARCH ACQ ACTIVITY 820 CHANDLER ST FORT DETRICK MD 21702-5014 USA MED |
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| July 31, 2020 |
Financial Statements and Exhibits 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): July 30, 2020 Cleveland BioLabs, Inc. (Exact Name of Registrant as Specified in Charter) DELAWARE 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission File |
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| June 11, 2020 |
CBLI / Cleveland BioLabs, Inc. / ARMISTICE CAPITAL, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| June 3, 2020 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of June 1, 2020, between Cleveland BioLabs, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and conditions s |
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| June 3, 2020 |
Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| June 3, 2020 |
Exhibit 99.1 CLEVELAND BIOLABS ANNOUNCES $3.175 MILLION REGISTERED DIRECT OFFERING PRICED AT-THE-MARKET UNDER NASDAQ RULES Buffalo, NY – June 1, 2020 Cleveland BioLabs, Inc. (NASDAQ:CBLI), today announced that it has entered into definitive agreements with several institutional and accredited investors for the issuance and sale of an aggregate of 1,515,878 shares of its common stock, at a purchase |
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| June 3, 2020 |
Exhibit 99.2 CLEVELAND BIOLABS CLOSES $3.175 MILLION REGISTERED DIRECT OFFERING PRICED AT-THE-MARKET UNDER NASDAQ RULES Buffalo, NY – June 3, 2020 Cleveland BioLabs, Inc. (NASDAQ:CBLI), today announced the closing of its previously announced registered direct offering to several institutional and accredited investors of an aggregate of 1,515,878 shares of its common stock, at a purchase price of $ |
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| June 3, 2020 |
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): June 1, 2020 Cleveland BioLabs, Inc. (Exact Name of Registrant as Specified in Charter) DELAWARE 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission File N |
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| June 3, 2020 |
Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| June 2, 2020 |
1,515,878 Shares of Common Stock 424B5 1 cbli20200601424b5.htm FORM 424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-238578 PROSPECTUS SUPPLEMENT (To the Prospectus Dated May 29, 2020) 1,515,878 Shares of Common Stock Pursuant to this prospectus supplement and the accompanying prospectus, we are offering to certain institutional and accredited investors 1,515,878 shares of our common stock at a purcha |
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| May 29, 2020 |
$50,000,000 COMMON STOCK PREFERRED STOCK Table of Contents Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-238578 Prospectus $50,000,000 COMMON STOCK PREFERRED STOCK WARRANTS UNITS We may issue from time to time in one or more series or classes up to $50,000,000 in aggregate total amount of our common stock, preferred stock, warrants and/or units. This prospectus describes the general terms of our common stock, preferred |
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| May 27, 2020 |
73 High Street Buffalo, NY 14203 May 27, 2020 VIA EDGAR AND EMAIL Scott Anderegg Division of Corporation Finance, Office of Trade & Services United States Securities and Exchange Commission 100 F Street, N. |
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| May 21, 2020 |
Table of Contents As filed with the Securities and Exchange Commission on May 21, 2020 Registration No. |
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| May 15, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 00 |
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| May 15, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 15, 2020 Cleveland BioLabs, Inc. (Exact Name of Registrant as Specified in Charter) DELAWARE 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission File N |
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| May 15, 2020 |
CLEVELAND BIOLABS REPORTS First Quarter 2020 FINANCIAL RESULTS AND DEVELOPMENT PROGRESS Exhibit 99.1 FOR IMMEDIATE RELEASE CLEVELAND BIOLABS REPORTS First Quarter 2020 FINANCIAL RESULTS AND DEVELOPMENT PROGRESS Buffalo, NY - May 15, 2020 Cleveland BioLabs, Inc. (NASDAQ:CBLI) today reported financial results and development progress for the first quarter ended March 31, 2020. Cleveland BioLabs reported a net loss of $(0.6) million, excluding minority interests, for the first quarter o |
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| May 4, 2020 |
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 1, 2020 Cleveland BioLabs, Inc. (Exact Name of Registrant as Specified in Charter) DELAWARE 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission File Nu |
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| April 29, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2019 or ☐ Transition Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission |
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| April 15, 2020 |
Exhibit 10.22 |
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| April 15, 2020 |
Description of Registrant's Securities Exhibit 4.4 DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of March 5, 2020, Cleveland BioLabs, Inc. (“we,” us,” and “our”), has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended: common stock, par value $0.005 per share, authorized 25,000,000 shares, issued and outstanding 11,298,239 shares |
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| April 15, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2019 or ☐ Transition Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission file number 001-329 |
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| April 15, 2020 |
Exhibit 21.1 Subsidiaries Name Jurisdiction of Incorporation BioLab 612 LLC Russian Federation Panacela Labs, Inc. Delaware Panacela Labs LLC Russian Federation |
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| March 31, 2020 |
CBLI / Cleveland BioLabs, Inc. NT 10-K - - FORM NT 10-K NT 10-K 1 cbli20200331nt10k.htm FORM NT 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2019 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transit |
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| February 24, 2020 |
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): February 18, 2020 Cleveland BioLabs, Inc. (Exact Name of Registrant as Specified in Charter) DELAWARE 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission F |
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| December 18, 2019 |
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): December 13, 2019 Cleveland BioLabs, Inc. (Exact Name of Registrant as Specified in Charter) DELAWARE 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission F |
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| December 3, 2019 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing 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): November 26, 2019 Cleveland BioLabs, Inc. (Exact Name of Registrant as Specified in Charter) DELAWARE 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission F |
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| November 15, 2019 |
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): November 12, 2019 Cleveland BioLabs, Inc. (Exact Name of Registrant as Specified in Charter) DELAWARE 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission F |
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| November 14, 2019 |
CBLI / Cleveland BioLabs, Inc. 10-Q - Quarterly Report - FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe |
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| November 14, 2019 |
CLEVELAND BIOLABS REPORTS Third Quarter 2019 FINANCIAL RESULTS AND DEVELOPMENT PROGRESS Exhibit 99.1 FOR IMMEDIATE RELEASE CLEVELAND BIOLABS REPORTS Third Quarter 2019 FINANCIAL RESULTS AND DEVELOPMENT PROGRESS Buffalo, NY - November 14, 2019 - Cleveland BioLabs, Inc. (NASDAQ:CBLI) today reported financial results and development progress for the third quarter ended September 30, 2019. Cleveland BioLabs reported a net loss of $(0.4) million, excluding minority interests, for the thir |
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| November 14, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): Nobember 14, 2019 Cleveland BioLabs, Inc. (Exact Name of Registrant as Specified in Charter) DELAWARE 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission F |
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| October 23, 2019 |
8-K 1 cbli201910228k.htm FORM 8-K 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): October 18, 2019 Cleveland BioLabs, Inc. (Exact Name of Registrant as Specified in Charter) DELAWARE 001-32954 20-0077155 (State or Other Jurisdictio |
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| August 23, 2019 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing 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): August 19, 2019 Cleveland BioLabs, Inc. (Exact Name of Registrant as Specified in Charter) DELAWARE 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| August 14, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): August 14, 2019 Cleveland BioLabs, Inc. (Exact Name of Registrant as Specified in Charter) DELAWARE 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| August 14, 2019 |
CLEVELAND BIOLABS REPORTS SECOND QUARTER 2019 FINANCIAL RESULTS AND DEVELOPMENT PROGRESS Exhibit 99.1 FOR IMMEDIATE RELEASE CLEVELAND BIOLABS REPORTS SECOND QUARTER 2019 FINANCIAL RESULTS AND DEVELOPMENT PROGRESS Buffalo, NY - August 14, 2019 - Cleveland BioLabs, Inc. (NASDAQ:CBLI) today reported financial results and development progress for the second quarter ended June 30, 2019. Cleveland BioLabs reported a net loss of $(0.6) million, excluding minority interests, for the second qu |
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| August 14, 2019 |
CBLI / Cleveland BioLabs, Inc. 10-Q - Quarterly Report - 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended June 30, 2019 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001- |
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| May 30, 2019 |
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 29, 2019 Cleveland BioLabs, Inc. (Exact Name of Registrant as Specified in Charter) DELAWARE 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission File N |
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| May 15, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 a2019q1earningsrelease.htm 8-K 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 15, 2019 Cleveland BioLabs, Inc. (Exact Name of Registrant as Specified in Charter) DELAWARE 001-32954 20-0077155 (State or Other Jurisdiction |
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| May 15, 2019 |
CBLI / Cleveland BioLabs, Inc. 10-Q Quarterly Report 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended March 31, 2019 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001 |
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| May 15, 2019 | ||
| May 15, 2019 |
CLEVELAND BIOLABS REPORTS FIRST QUARTER 2019 FINANCIAL RESULTS AND DEVELOPMENT PROGRESS Exhibit 99.1 FOR IMMEDIATE RELEASE CLEVELAND BIOLABS REPORTS FIRST QUARTER 2019 FINANCIAL RESULTS AND DEVELOPMENT PROGRESS Buffalo, NY - May 15, 2019 - Cleveland BioLabs, Inc. (NASDAQ:CBLI) today reported financial results and development progress for the first quarter ended March 31, 2019. Cleveland BioLabs reported a net loss of $(0.9) million, excluding minority interests, for the first quarter |
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| April 29, 2019 |
Submission of Matters to a Vote of Security Holders 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): April 26, 2019 Cleveland BioLabs, Inc. (Exact Name of Registrant as Specified in Charter) DELAWARE 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission File |
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| March 15, 2019 |
CBLI / Cleveland BioLabs, Inc. DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defin |
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| March 15, 2019 |
CBLI / Cleveland BioLabs, Inc. DEFA14A DEFA14A 1 a2019proxycoverpage.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only |
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| March 7, 2019 |
CLEVELAND BIOLABS REPORTS 2018 FINANCIAL RESULTS AND DEVELOPMENT PROGRESS Exhibit 99.1 FOR IMMEDIATE RELEASE CLEVELAND BIOLABS REPORTS 2018 FINANCIAL RESULTS AND DEVELOPMENT PROGRESS Buffalo, NY - March 7, 2019 - Cleveland BioLabs, Inc. (NASDAQ:CBLI) today reported financial results and development progress for the fourth quarter and year ended December 31, 2018. Cleveland BioLabs reported a net loss of $(0.4) million, excluding minority interests, for the fourth quarte |
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| March 7, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): March 7, 2019 Cleveland BioLabs, Inc. (Exact Name of Registrant as Specified in Charter) DELAWARE 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission File |
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| March 7, 2019 |
CBLI / Cleveland BioLabs, Inc. 10-K (Annual Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) x Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2018 or ¨ Transition Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission file number 001-329 |
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| March 7, 2019 |
Exhibit 21.1 Subsidiaries Name Jurisdiction of Incorporation BioLab 612 LLC Russian Federation Panacela Labs, Inc. Delaware Panacela Labs LLC Russian Federation |
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| November 14, 2018 |
CLEVELAND BIOLABS REPORTS THIRD QUARTER 2018 FINANCIAL RESULTS AND DEVELOPMENT PROGRESS Exhibit 99.1 FOR IMMEDIATE RELEASE CLEVELAND BIOLABS REPORTS THIRD QUARTER 2018 FINANCIAL RESULTS AND DEVELOPMENT PROGRESS Buffalo, NY - November 14, 2018 - Cleveland BioLabs, Inc. (NASDAQ:CBLI) today reported financial results and development progress for the third quarter ended September 30, 2018. Cleveland BioLabs reported a net loss of $(1.1) million, excluding minority interests, for the thir |
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| November 14, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): November 14, 2017 Cleveland BioLabs, Inc. (Exact Name of Registrant as Specified in Charter) DELAWARE 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission F |
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| November 14, 2018 |
CBLI / Cleveland BioLabs, Inc. 10-Q (Quarterly Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended September 30, 2018 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number |
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| August 14, 2018 |
CLEVELAND BIOLABS REPORTS SECOND QUARTER 2018 FINANCIAL RESULTS AND DEVELOPMENT PROGRESS Exhibit 99.1 FOR IMMEDIATE RELEASE CLEVELAND BIOLABS REPORTS SECOND QUARTER 2018 FINANCIAL RESULTS AND DEVELOPMENT PROGRESS Buffalo, NY - August 14, 2018 - Cleveland BioLabs, Inc. (NASDAQ:CBLI) today reported financial results and development progress for the second quarter ended June 30, 2018. Cleveland BioLabs reported a net loss of $(0.85) million, excluding minority interests, for the second q |
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| August 14, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): August 14, 2017 Cleveland BioLabs, Inc. (Exact Name of Registrant as Specified in Charter) DELAWARE 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| August 14, 2018 |
Exhibit 10.2 Execution Copy DIRECTOR DESIGNATION AGREEMENT This Director Designation Agreement, dated as of August 10, 2018 (this “Agreement”), is hereby entered into by and among Genome Protection, Inc., a Delaware corporation (the “Company”), Everon BioSciences, Inc., a corporation organized and existing under the laws of the State of New York ( “Everon”), Cleveland BioLabs, Inc., a corporation |
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| August 14, 2018 |
CLEVELAND BIOLABS ANNOUNCES FORMATION AND FINANCING OF AN ANTI-AGING JOINT VENTURE Exhibit 99.1 FOR IMMEDIATE RELEASE CLEVELAND BIOLABS ANNOUNCES FORMATION AND FINANCING OF AN ANTI-AGING JOINT VENTURE Goal is to develop and commercialize entolimod and other compounds for anti-aging applications BUFFALO, NY (August 14, 2018) Cleveland BioLabs, Inc. (NASDAQ: CBLI) today reported formation of a 50-50 joint venture, named Genome Protection, Inc. (GPI), between the company and Everon |
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| August 14, 2018 |
Exhibit 10.1 Execution Copy THIS AGREEMENT AND ANY SECURITIES ISSUABLE PURSUANT HERETO HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS PURSUANT |
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| August 14, 2018 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events 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): August 10, 2018 Cleveland BioLabs, Inc. (Exact Name of Registrant as Specified in Charter) DELAWARE 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| August 14, 2018 |
CBLI / Cleveland BioLabs, Inc. 10-Q (Quarterly Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended June 30, 2018 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001- |
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| August 10, 2018 |
Exhibit 10.2 Execution Copy ASSIGNMENT AGREEMENT This Assignment Agreement (“Agreement”) is entered into as of August 6, 2018 (“Effective Date”) between Cleveland BioLabs, Inc., a Delaware corporation (“CBLI”) and Genome Protection, Inc., a Delaware corporation (“GPI”). Background CBLI and Everon BioSciences, Inc., a New York corporation (“Everon”) see a mutually beneficial opportunity in establis |
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| August 10, 2018 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): August 6, 2018 Cleveland BioLabs, Inc. (Exact Name of Registrant as Specified in Charter) DELAWARE 001-32954 20-0077155 (State or Other Jurisdiction of Incorporation) (Commission File |
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| August 10, 2018 |
Exhibit 10.1 Execution Copy LICENSE AGREEMENT This License Agreement (“Agreement”) is entered into as of August 6, 2018 (“Effective Date”) between Cleveland BioLabs, Inc., a Delaware corporation (“CBLI”) and Genome Protection, Inc., a Delaware corporation (“GPI”). BACKGROUND CBLI and Everon BioSciences, Inc., a New York corporation (“Everon”) see a mutually beneficial opportunity in establishing a |
