Aethlon prices $4.0 million follow-on offering at $0.7101 per share

Aethlon Medical, Inc. priced a follow-on offering of 5,633,009 shares of common stock, or pre-funded warrants in lieu of shares, with warrants to buy up to an aggregate of 5,633,009 shares. The combined public offering price is $0.7101 per share, according to a press release filed with a Form 8-K. The release is dated July 6, 2026, and closing is expected on or about July 7, 2026, subject to customary closing conditions.

The company said the offering is priced at-the-market under applicable Nasdaq rules. Gross proceeds, before placement agent fees and other offering expenses, are expected to be approximately $4.0 million. Maxim Group LLC is acting as the sole placement agent. The release names no other bank, underwriter or legal counsel.

The securities

The shares and warrants are immediately separable and are issued separately. The warrants have an exercise price of $0.7101 per share, the same as the combined offering price. They become exercisable on the date of stockholder approval and expire on the five-year anniversary of that date. Until stockholders approve, the warrants cannot be exercised.

Use of proceeds and the registration

The company intends to use the net proceeds for general corporate purposes, including research and development expenses, clinical trial expenses, capital expenditures and working capital. It may also use part of the proceeds to in-license, acquire or invest in complementary businesses, technologies, products or assets.

The offering is made under a registration statement on Form S-1, File No. 333-296933, which the SEC declared effective on July 6, 2026. A preliminary prospectus has been filed, and the offering may be made only by means of a prospectus that forms part of the effective registration statement.

The business

Aethlon describes the Hemopurifier as a clinical-stage immunotherapeutic device designed to combat cancer and life-threatening viral infections, and for use in organ transplantation. The annual report says the device has been evaluated in human studies involving 173 treatment sessions in 44 patients.

The release says the Hemopurifier holds an FDA Breakthrough Device designation for advanced or metastatic cancer that is unresponsive to or intolerant of standard-of-care therapy. It also holds a Breakthrough Device designation and an open Investigational Device Exemption application for the treatment of life-threatening viruses not addressed with approved therapies.

The company formed a wholly-owned Australian subsidiary in October 2022 to support oncology clinical research. Its Australian trial is a safety, feasibility and dose-finding study designed to enroll approximately 9 to 18 participants, with safety as the primary endpoint. According to the annual report, the first cohort of three participants completed treatment, the second cohort was completed in March 2026, and no serious adverse events or dose-limiting toxicities related to the device had been reported.

Finances

The annual report's XBRL data shows research and development expense of $1.9 million for the fiscal year ended March 31, 2026, against $2.2 million for fiscal 2025. The net loss was $7.2 million, against $13.4 million, and cash from operations was negative $7.0 million, against negative $7.6 million. Year-end cash and cash equivalents were $5.5 million at March 31, 2025.

What the raise means for holders

The offering is small against the company's needs. The $4.0 million in gross proceeds, before the placement agent's fee and other expenses, compares with cash used in operations of $7.0 million in the year just ended. For each share or pre-funded warrant sold, the buyer also receives a warrant, so the number of warrants equals the number of shares. Those warrants, once stockholders approve, can be exercised at the same $0.7101, which means existing holders face a second round of dilution if the stock trades above that price. Nothing in the release says how the proceeds extend the company's runway, and it gives no figure for how many shares are outstanding after the deal. The Australian trial is small and its primary endpoint is safety, and the sources report no efficacy results. The company ended its U.S. and India COVID-19 studies.

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