GT Biopharma, Inc. — Form S-1
Filed October 9, 2026 · analyzed by the Registration Agent
S-1
▼ Likely negative
significance 72/100
What the filing says
GT Biopharma filed Form S-1 to register 13.5M common shares issuable from: (i) 8,611 Series M Preferred shares ($8.6M stated value, $7.75M Sept 2026 private placement) convertible at $6.10; (ii) Series M warrants (1.4M shares at $6.10, plus 5.7M vesting); (iii) 341 Series L Preferred shares ($6.6M stated value, $5.95M May 2025 placement) convertible at $11.35; (iv) Series L warrants (233K common, 2M vesting at $11.35); plus dividend shares. Company receives $0 from resales but may receive proceeds if investors exercise warrants or greenshoe options. Critical: company has substantial going-concern doubt, only $8.6M market cap, 2.1M common shares outstanding pre-offering, Nasdaq previously delisted then regained compliance Sept 2026.
Why this rating
Large dilution (13.5M shares ≈ 6.5× current outstanding) relative to $8.6M market cap; going concern risk; high leverage (preferred claims); potential for massive equity dilution if warrants exercised. Material for micro-cap but no immediate transformational loss/gain.
Extracted items
- 2.02 results / earnings
- 7.01 Reg FD disclosure
Price action (we called it negative)
before filing · preread $6.78 | at our read pending | +10 min pending | +30 min pending | +1 hr pending | +4 hrs pending |
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