aibioMosaic ImmunoEngineering delays its June 30, 2025 quarterly report
Tickers CPMV
Mosaic ImmunoEngineering missed the 5:30 p.m. EDT August 14, 2025 deadline for its second-quarter report, citing financial reporting and close procedures. Its annual report warned it might have to cease operations if a deal with Oncotelic and note-holder waivers were not secured by June 30, 2025.
Key facts
- Company
- Mosaic ImmunoEngineering Inc. (OTC: CPMV)
- News type
- Distress
- Primary source
- Mosaic ImmunoEngineering Inc. NT 10-Q (2025-08-12)
The late notice
Mosaic ImmunoEngineering, Inc. (OTC: CPMV) filed a Form 12b-25 notification of late filing on August 12, 2025 for its quarterly report on Form 10-Q for the quarter ended June 30, 2025. The company said it could not file by the prescribed deadline of 5:30 p.m. EDT on August 14, 2025 without unreasonable effort or expense, because additional time, resources and effort are required to complete work related to its financial reporting and close procedures.
The company said it expects to file the 10-Q as soon as possible, but no later than the fifth calendar day after the due date. President and CEO Steven King signed the notice, and the company's principal executive office is at 9114 Adams Avenue, #202, Huntington Beach, California. The company answered yes when asked whether all other periodic reports for the preceding 12 months had been filed, and no when asked whether it expects a significant change in results of operations from the same period a year earlier. The notice gives no revenue, loss or cash figures that would let a reader test that answer.
The explanation is brief. It does not say which part of the close process is behind schedule, whether the auditors have raised issues, or what is outstanding.
A development-stage company with a deadline
The notice makes more sense against the company's annual report, filed April 15, 2025. There Mosaic calls itself a development-stage biotechnology company focused on advancing and eventually commercializing immunotherapies for the treatment of cancer. It says it has historically advanced early-stage product candidates and is pursuing new candidates and platforms to build a pipeline.
Its stated plan is to identify and license or acquire new candidates. On April 26, 2024 it signed a binding term sheet with Oncotelic Therapeutics, Inc. Under it, Mosaic intends to acquire certain rights to Oncotelic's clinical-stage necroptosis cancer therapies tied to its vascular disruptive agents, plus non-exclusive access to its artificial intelligence technology for finding immunotherapy combinations. The price is shares of Mosaic common stock valued at $15.0 million when a definitive agreement is signed, or a mix of common and preferred stock, with milestones that could earn Oncotelic up to an additional $15.0 million in shares.
Conditions that were due by June 30
The deal is conditional. It needs shareholder approval and waivers from holders of Convertible Notes representing at least 90% of the principal amount outstanding, covering any payment that would fall due on a corporate transaction. Oncotelic was to provide a loan to cover certain operating costs initially through June 2024 and to help the company raise initial funding of $2 million. If Mosaic could not raise the funding, the term sheet allows the deal to move to a reverse acquisition or merger.
The annual report says that if the company did not receive shareholder approval and the waivers by June 30, 2025, as amended, it might not be able to enter into a definitive agreement and might need to cease operations altogether. The expiration date had been extended on December 31, 2024 to June 30, 2025. The late notice was filed after that date had passed, and it says nothing about whether the approval, the waivers or a definitive agreement were obtained.
How the company got here
Private Mosaic, a Delaware corporation, was formed on March 30, 2020. On July 1, 2020 it signed an option agreement with Case Western Reserve University for the cowpea mosaic virus platform, and on May 4, 2022 it entered the license agreement. That license was terminated on March 22, 2024, before the April 26, 2024 Oncotelic term sheet.
On August 19, 2020, Patriot Scientific Corporation, organized in Delaware in 1992 and now known as Mosaic ImmunoEngineering, merged with Private Mosaic in a reverse merger that closed on August 21, 2020. Holders of 630,000 Class A shares and 70,000 Class B shares of Private Mosaic received Series A and Series B Preferred Stock. On an as-converted basis those holders owned 90% of the combined company at closing.