Veru faces securities class action and five derivative suits over sabizabulin statements

Veru Inc. (Nasdaq: VERU) said in its 10-Q filed Aug 10, 2026 that a securities class action filed in December 2022 and five related shareholder derivative suits are still pending. The class action, Ewing v. Veru Inc., et al., Case No. 1:22-cv-23960, is in the U.S. District Court for the Southern District of Florida. It names Veru, Mitchell Steiner, its Chairman, CEO and President, and Michele Greco, its CFO, as defendants.

The derivative suits were filed between July 2023 and September 2024 in courts in Florida and Wisconsin. Each names Veru as a nominal defendant and seven officers and directors: Steiner, Greco, Harry Fisch, Mario Eisenberger, Grace S. Hyun, Lucy Lu and Michael L. Rankowitz. Veru says it cannot estimate potential losses.

The case

A putative class action complaint was filed on December 5, 2022. The First Amended Class Action Complaint, filed on September 15, 2023 by purported stockholders Dr. Myo Thant and Karen Brounstein, alleges that certain public statements about sabizabulin as a treatment for COVID-19 between March 1, 2021 and March 2, 2023 violated Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 and Rule 10b-5. It seeks monetary damages.

The five derivative suits rest mainly on the same issues. Maglia v. Steiner et al. (Case No. 2023-019406-CA-01) was filed July 7, 2023 in the Circuit Court for the Eleventh Judicial Circuit, Miami-Dade County, Florida. Franchi v. Steiner et al. (Case No. 2:23-CV-01164) followed on September 1, 2023, and Renbarger v. Steiner et al. (Case No. 2:23-CV-01291) on September 28, 2023, both in the U.S. District Court for the Eastern District of Wisconsin. Alshourbagy v. Steiner et al. (Case No. 1:23-cv-23846) was filed October 9, 2023 in the Southern District of Florida. Ovadias v. Steiner et al. (Case No. 3:24-cv-00676) was filed September 30, 2024 in the Western District of Wisconsin.

The complaints allege claims such as breach of fiduciary duty, unjust enrichment, waste of corporate assets and gross mismanagement. They ask the court to direct Veru to improve its corporate governance and internal procedures, and they seek money damages.

Defendants

In the class action: Veru Inc.; Mitchell Steiner, Chairman, CEO and President; and Michele Greco, CFO.

In each of the five derivative suits, Veru is a nominal defendant. The 10-Q names the same seven individuals as officers and directors in every suit: Mitchell S. Steiner, Michele Greco, Harry Fisch, Mario Eisenberger, Grace S. Hyun, Lucy Lu and Michael L. Rankowitz.

Where it stands

The 10-Q reports one procedural step. On November 8, 2023, the Franchi and Renbarger cases were consolidated. It gives no ruling on a motion to dismiss, no class certification decision and no trial date for any of the six actions. Veru's 10-K for the fiscal year ended September 30, 2025 describes the matters in the same terms.

Veru refers to the class action and the five derivative suits together as the Shareholder Litigation. On that group, the 10-Q says the company "is unable to estimate potential losses, if any, related to the Shareholder Litigation."

Why it matters to shareholders

The filing gives no loss estimate for these cases. It also does not say whether insurance would pay any part of these claims. The only coverage it describes is tail product liability insurance of $10.0 million for claims arising from products Veru previously sold, which is a different risk.

In its going concern note, Veru says "we have concluded that substantial doubt exists about our ability to continue as a going concern" for at least twelve months from the issuance date of the financial statements.

Veru also reports a separate Delaware lawsuit brought by the buyer of its FC2 business, which is not part of the Shareholder Litigation.

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