GeoVax Labs, Inc. (Nasdaq: GOVX), a clinical-stage biotechnology company focused on developing vaccines and immunotherapies for infectious diseases and cancer, announced today a warrant inducement transaction with existing healthcare-focused institutional investors. Under the agreement, investors will immediately exercise existing warrants to purchase up to 634,658 shares of common stock at a reduced exercise price of $1.36 per share, generating gross cash proceeds of approximately $863,000 before fees and expenses. The company plans to use the net proceeds for working capital and other general corporate purposes.
In exchange for the immediate exercise of the existing warrants, the investors will receive new unregistered warrants in a private placement to purchase up to 1,269,316 shares of common stock. The new warrants have an exercise price of $1.36 and will become exercisable on the date shareholder approval is obtained, expiring five years thereafter. The transaction is expected to close on or about April 1, 2026, subject to customary closing conditions.
The private placement of the new warrants and underlying shares is exempt from registration under Section 4(a)(2) of the Securities Act of 1933 and Regulation D. Accordingly, the securities cannot be offered or sold in the United States absent registration or an applicable exemption.
GeoVax is advancing several programs, including its priority GEO-MVA vaccine targeting mpox and smallpox, which is moving toward a pivotal Phase 3 clinical trial in the second half of 2026. In oncology, the company is developing Gedeptin, a gene-directed enzyme prodrug therapy, and GEO-CM04S1, a next-generation COVID-19 vaccine candidate for immunocompromised patients. More information is available at www.geovax.com.
This press release contains forward-looking statements regarding GeoVax's business plans. Actual results may differ materially due to risks such as clinical trial outcomes, regulatory approvals, and capital requirements. For a full discussion of risk factors, refer to GeoVax's filings with the SEC.
