Azitra gets NYSE American notice over minimum stockholders' equity requirement

Azitra, Inc. (NYSE American: AZTR) received a letter from NYSE American on October 1, 2025 saying it does not meet the minimum stockholders' equity requirement of Section 1003(a)(ii) of the NYSE American Company Guide. The company disclosed the letter in a Form 8-K filed October 3, 2025 and in a press release of the same date. The 8-K says stockholders' equity was $2.2 million as of June 30, 2025. The Guide requires $4.0 million or more when a company has reported losses in three of its four most recent fiscal years, as Azitra did for the years through December 31, 2024.

What NYSE American requires

The company has until October 31, 2025 to submit a plan of actions to regain compliance, with the standards to be met by April 1, 2027. The company is now subject to the procedures of Section 1009 of the Company Guide. The 8-K says the company intends to submit a plan, and the press release says it intends to deliver one on time.

If the exchange accepts the plan, the company will be monitored quarterly against it. If the company does not submit a plan, or the plan is not accepted, delisting proceedings will begin. If the plan is accepted but the company is not in compliance by April 1, 2027, or does not make progress consistent with the plan, delisting proceedings will be started as appropriate. A staff delisting determination can be appealed under Section 1010 and Part 12 of the Company Guide. The 8-K says the letter has no immediate effect on the listing or trading of the common stock.

Losses, cash and a going-concern warning

The 2024 annual report on Form 10-K, filed February 24, 2025, says there is substantial doubt about the company's ability to continue as a going concern. It says the company will need additional financing, which may not be available on reasonable terms or at all.

For 2024 the company reported a net loss of $9.0 million, and operating activities used $10.2 million of cash. In 2023 the net loss was $11.3 million and operating activities used $7.4 million. At December 31, 2024, total assets were $7.4 million and working capital was $3.9 million.

The company raised money in early 2025. In January it completed a public offering of 4,857,780 shares at $0.30 a share, with net proceeds of about $1.3 million after underwriter discounts and offering expenses. In February it completed a registered direct offering of 2,495,518 shares at $0.2785 a share, with net proceeds of approximately $695 thousand after placement agent commissions and offering expenses.

Business and pipeline

The press release describes Azitra as a clinical-stage biopharmaceutical company focused on developing therapies for precision dermatology. The 10-K says the company submitted an investigational new drug application for a Phase 1b clinical trial of ATR-12 in adult patients with Netherton syndrome, and that the FDA notified it on January 27, 2023 that the study may proceed. The 8-K gives no trial results, and the filing does not link the NYSE American notice to any trial outcome.

What comes next

The next step is the plan itself. Neither the 8-K nor the press release gives a date for the exchange's decision on it, and the compliance date is April 1, 2027. The press release says Azitra is assessing and exploring multiple funding avenues and is committed to undertaking a transaction or transactions in the future to achieve compliance. Until then the company must move from $2.2 million of equity at mid-2025 toward the $4.0 million threshold, while its annual report already carries a going-concern warning and its 2024 operating cash use was larger than its net loss.

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