aibioOragenics regains NYSE American equity compliance, settles Ladenburg fee claim for $700,000
Tickers OGEN
NYSE American told Oragenics on October 20, 2025 that it again meets stockholders' equity standards. The company also paid Ladenburg Thalmann $700,000 to settle a dispute over a $2,500,000 fee claim.
Key facts
- Company
- Oragenics Inc. (AMEX: OGEN)
- News type
- Listings
- Primary source
- ORAGENICS INC Form 8-K filed October 21, 2025 (SEC EDGAR)
Oragenics, Inc. (NYSE American: OGEN) said in a Form 8-K filed October 21, 2025 that it has regained compliance with the stockholders' equity requirements of the NYSE American continued listing standards. The exchange sent a letter on October 20, 2025, and the company expects the below compliance (".BC") indicator to be removed at the opening of trading on October 21, 2025. The same filing reports that Oragenics paid $700,000 to settle a fee dispute with Ladenburg Thalmann & Co., Inc.
How the deficiency was cured
Oragenics received deficiency letters from NYSE American on April 16, 2024 and August 13, 2024. They said it did not meet Sections 1003(a)(i), (ii) and (iii) of the NYSE American Company Guide. Those sections set stockholders' equity minimums of $2,000,000, $4 million and $6 million, depending on how many recent years the company reported losses. The company submitted a plan of compliance on May 17, 2024, and NYSE American accepted it on June 18, 2024.
Stockholders' equity exceeded $6.0 million as of October 18, 2025. That result came from financing, not operations. The July 2, 2025 closing of a Series H Convertible Preferred Stock offering restored equity, and the 8-K puts the offering's gross proceeds at approximately $16.5 million before placement agent fees and other offering expenses. The Series H preferred is initially convertible into up to 9,570,000 shares of common stock, including dividends, and warrants cover up to 660,000 more shares of Series H preferred.
Two earlier raises also fed the cure. On February 5, 2025, the company sold approximately 7.8 million common shares through its at-the-market program for gross proceeds of approximately $2.75 million. A September 5, 2024 offering raised approximately $4.45 million gross.
The cash position behind the cure
The 10-K, filed March 14, 2025, says the company's auditor has expressed substantial doubt about its ability to continue as a going concern. It reports net losses of $10.6 million for 2024 and $20.7 million for 2023, and an accumulated deficit of $216.8 million at December 31, 2024. Its estimated cash resources were approximately $0.8 million at December 31, 2024, which the 10-K said would fund operations only through the first quarter of 2025.
After the February at-the-market proceeds and a purchase agreement financing, the 10-K said cash would last through the third quarter of 2025. It also said cost-saving initiatives, including restructuring, were under evaluation. The 10-K warns that the company may not be able to satisfy the NYSE American's continued listing standards and may be delisted. The October notice does not change that risk, since it resolves only the equity test.
The Ladenburg settlement
On October 16, 2025, Oragenics signed a settlement agreement with Ladenburg Thalmann & Co., Inc. to settle all claims between them, including claims under their Investment Banking Agreement dated December 7, 2022. Ladenburg had claimed it was due $2,500,000 in connection with Oragenics' purchase of assets from Odyssey Health, Inc. On March 12, 2024, Oragenics started a confidential arbitration against Ladenburg with the Financial Industry Regulatory Authority, seeking a declaratory judgment that no such fee was owed. Under the settlement, Oragenics paid $700,000 for a mutual release of all claims, and the parties agreed to dismiss their claims.
The company's program
Oragenics describes itself as a clinical-stage biotechnology company developing brain-targeted therapeutics through an intranasal delivery technology. Its lead candidate, ONP-002, is being developed as a potential first-in-class treatment for concussion and mild traumatic brain injury. The company says it is progressing Phase IIa clinical trials in Australia, with potential U.S. Phase IIb trials planned to follow. The 10-K says the company acquired assets from Odyssey Health, Inc. in December 2023, including the neurology assets behind ONP-002.
The company's press release, furnished as Exhibit 99.1 to the 8-K, says it plans to focus on advancing its lead clinical program. It describes the compliance as a result of its financing efforts. The 8-K and release announce no new clinical data.