Overview
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- TickerMTNB on NYSE2
- IndustryPharmaceutical Preparations2
- HeadquartersBedminster, United States2
- Incorporated inDE3
- Business address1545 Route 206 South, Suite 302, Bedminster, Nj 079213
- Filer categoryNon-accelerated filer, Smaller reporting company3
- Legal formCorporation2
- LEI549300TGHXVKQ7EJRO412
- StatusActive2
- LEI statusIssued and current2
- Registered addressc/o CORPORATION SERVICE COMPANY, 251 Little Falls Drive, 19808 Wilmington, United States2
- Registered withDivision of Corporations, Department of State, 53384072
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LLP as our independent registered public accounting firm for the year ended December 31, 2025.5 From its latest annual report
Financials
From the company’s reports to the SEC. Every number links to the filing it came from.
Key numbers, fiscal 2023
Where the money goes
Where each dollar of revenue went, fiscal 2023
- Research and development100¢$14.5M
Out of $1.1M in revenue.6 The company lost money this year.
Financial statements
Every line of the income statement as filed: the last 2 fiscal years, latest first.7
| Period ending | 2025-12-31 | 2024-12-31 |
|---|---|---|
| Research and development | $85.0K | $11.4M |
| General and administrative | $6.9M | $8.7M |
| Impairment charges of goodwill and other intangible assets | $2.1M | |
| Impairment charges of other assets | $2.3M | |
| Total costs and expenses | $7.0M | $24.6M |
| Loss from operations | -$7.0M | -$24.6M |
| Change in fair value of warrant liability | -$3.2M | |
| Gain on sale of assets | $37.0K | |
| Other (expenses)/income, net | -$261.0K | $262.0K |
| Loss before tax | -$10.3M | -$24.3M |
| Income tax benefit | $80.0K | |
| Net loss | -$10.3M | -$24.3M |
| Deemed dividend relating to warrant exchange | -$618.0K | |
| Net loss attributable to common shareholders | -$11.0M | -$24.3M |
| Net loss per share - basic | -$2.00 | -$4.98 |
| Net loss per share - diluted | -$2.00 | -$4.98 |
| Weighted average common shares outstanding - basic | 5.5M shares | 4.9M shares |
| Weighted average common shares outstanding - diluted | 5.5M shares | 4.9M shares |
| Unrealized gain on securities available-for-sale | $221.0K | |
| Other comprehensive gain, net of tax | $221.0K | |
| Comprehensive loss | -$10.3M | -$24.0M |
No quarter-by-quarter statement was filed.
Every line of the balance sheet as filed: the last 4 fiscal years (annual) or 4 quarters (quarterly), latest first.7
| Period ending | 2025-12-31 | 2025-11-30 | 2024-12-31 | 2023-12-31 |
|---|---|---|---|---|
| Cash and cash equivalents | $4.0M | $7.3M | $4.8M | |
| Restricted cash security deposit | $50.0K | $50.0K | ||
| Prepaid expenses and other current assets | $26.0K | $691.0K | ||
| Total current assets | $4.1M | $8.0M | ||
| Leasehold improvements and equipment - net | $138.0K | $468.0K | ||
| Operating lease right-of-use assets - net | $531.0K | $207.0K | $1.7M | |
| Finance lease right-of-use assets - net | $4.0K | $8.0K | ||
| In-process research and development | $2.3M | $2.3M | ||
| Restricted cash - security deposit | $200.0K | $200.0K | ||
| Total non-current assets | $3.1M | $4.6M | ||
| Total assets | $7.2M | $12.6M | ||
| Accounts payable | $315.0K | $95.0K | ||
| Accrued expenses and other liabilities | $452.0K | $1.8M | ||
| Operating lease liabilities - current | $694.0K | $761.0K | ||
| Financing lease liabilities - current | $2.0K | $5.0K | ||
| Total current liabilities | $1.5M | $2.7M | ||
| Deferred tax liability | $257.0K | $257.0K | ||
| Operating lease liabilities - net of current portion | $653.0K | $2.1M | ||
| Financing lease liabilities - net of current portion | $5.0K | $12.0K | ||
| Total non-current liabilities | $915.0K | $2.4M | ||
| Total liabilities | $2.4M | $5.1M | ||
| Common stock par value $0.0001 per share, 500,000,000 and 250,000,000 shares authorized at December 31, 2025 and 2024, respectively; 6,406,191 and 5,086,985 issued and outstanding as of December 31, 2025 and 2024, respectively | $1.0K | $1.0K | ||
| Additional paid-in capital | $215.6M | $207.4M | ||
| Accumulated deficit | -$210.8M | -$199.8M | ||
| Total stockholders equity | $4.8M | $7.6M | $19.2M | |
| Total liabilities and stockholders equity | $7.2M | $12.6M | ||
| Preferred stock, par value | $0.00 | |||
| Preferred stock, shares authorized | 10.0M shares | |||
| Common stock, par value | $0.00 | $0.00 | ||
| Common stock, shares authorized | 500.0M shares | 250.0M shares | ||
| Common stock, shares issued | 6.4M shares | 5.1M shares | ||
| Common stock, shares outstanding | 6.4M shares | 5.1M shares |
| Period ending | 2025-12-31 | 2025-11-30 | 2024-12-31 | 2023-12-31 |
|---|---|---|---|---|
| Cash and cash equivalents | $4.0M | $7.3M | $4.8M | |
| Restricted cash security deposit | $50.0K | $50.0K | ||
| Prepaid expenses and other current assets | $26.0K | $691.0K | ||
| Total current assets | $4.1M | $8.0M | ||
| Leasehold improvements and equipment - net | $138.0K | $468.0K | ||
| Operating lease right-of-use assets - net | $531.0K | $207.0K | $1.7M | |
| Finance lease right-of-use assets - net | $4.0K | $8.0K | ||
| In-process research and development | $2.3M | $2.3M | ||
| Restricted cash - security deposit | $200.0K | $200.0K | ||
| Total non-current assets | $3.1M | $4.6M | ||
| Total assets | $7.2M | $12.6M | ||
| Accounts payable | $315.0K | $95.0K | ||
| Accrued expenses and other liabilities | $452.0K | $1.8M | ||
| Operating lease liabilities - current | $694.0K | $761.0K | ||
| Financing lease liabilities - current | $2.0K | $5.0K | ||
| Total current liabilities | $1.5M | $2.7M | ||
| Deferred tax liability | $257.0K | $257.0K | ||
| Operating lease liabilities - net of current portion | $653.0K | $2.1M | ||
| Financing lease liabilities - net of current portion | $5.0K | $12.0K | ||
| Total non-current liabilities | $915.0K | $2.4M | ||
| Total liabilities | $2.4M | $5.1M | ||
| Common stock par value $0.0001 per share, 500,000,000 and 250,000,000 shares authorized at December 31, 2025 and 2024, respectively; 6,406,191 and 5,086,985 issued and outstanding as of December 31, 2025 and 2024, respectively | $1.0K | $1.0K | ||
| Additional paid-in capital | $215.6M | $207.4M | ||
| Accumulated deficit | -$210.8M | -$199.8M | ||
| Total stockholders equity | $4.8M | $7.6M | $19.2M | |
| Total liabilities and stockholders equity | $7.2M | $12.6M | ||
| Preferred stock, par value | $0.00 | |||
| Preferred stock, shares authorized | 10.0M shares | |||
| Common stock, par value | $0.00 | $0.00 | ||
| Common stock, shares authorized | 500.0M shares | 250.0M shares | ||
| Common stock, shares issued | 6.4M shares | 5.1M shares | ||
| Common stock, shares outstanding | 6.4M shares | 5.1M shares |
Cash flow is reported year to date, not quarter by quarter, so there are no separate quarterly figures.
Every line of the cash flow as filed: the last 2 fiscal years, latest first.7
| Period ending | 2025-12-31 | 2024-12-31 |
|---|---|---|
| Net loss | -$10.3M | -$24.3M |
| Depreciation and amortization | $32.0K | $365.0K |
| Net gain on disposal of assets | -$37.0K | |
| Stock-based compensation expense | $1.0M | $3.2M |
| Loss on operating lease right-of-use assets modification | $241.0K | |
| Amortization of operating lease right-of-use assets | $420.0K | $602.0K |
| Amortization of finance lease right-of-use assets | $4.0K | $5.0K |
| Amortization of bond premium | -$17.0K | |
| Change in fair value of warrant liability | $3.2M | |
| Impairment charges of goodwill and other intangible assets | $2.1M | |
| Impairment charges of other assets | $2.3M | |
| Income tax benefit | -$84.0K | |
| Prepaid expenses and other current assets | $665.0K | $587.0K |
| Accounts payable | $220.0K | -$419.0K |
| Accrued expenses and other liabilities | -$1.4M | $356.0K |
| Operating lease liabilities | -$1.0M | -$655.0K |
| Net cash used in operating activities | -$7.0M | -$15.9M |
| Proceeds from sale of assets | $335.0K | |
| Purchases of marketable debt securities | -$8.4M | |
| Proceeds from sales of marketable debt securities | $17.6M | |
| Net cash provided by investing activities | $335.0K | $9.2M |
| Gross proceeds from private placement of preferred stock and common stock warrants | $3.3M | |
| Transaction costs paid pursuant to private placement | -$29.0K | |
| Net proceeds from exercise of warrants | $129.0K | |
| Net proceeds from public offerings of common stock and warrants | $9.2M | |
| Payments of capital lease liability principal | -$9.0K | -$5.0K |
| Net cash provided by financing activities | $3.4M | $9.2M |
| Net (decrease)/increase in cash, cash equivalents and restricted cash | -$3.3M | $2.5M |
| Reclassification of warrants from liability to equity | $6.1M | |
| Unrealized gain on marketable debt securities | $221.0K | |
| Exchange of warrants for shares of common stock | $618.0K | |
| Reduction of right-of-use assets and lease liabilities on lease termination | $488.0K |
No quarter-by-quarter statement was filed.
Compare Matinas BioPharma Holdings, Inc. with another company
Corporate structure
Matinas BioPharma Holdings, Inc. sits at the top of its group. 3 entities, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.
Major holders of Matinas BioPharma Holdings, Inc.
- Sanitam Partners LLC Filed SCHEDULE 13D/A on Matinas BioPharma Holdings, Inc., latest Aug 13, 2026 (3 filings since Feb 21, 2025)
- Hezbay Holdings LLC Filed SCHEDULE 13G on Matinas BioPharma Holdings, Inc., latest Jul 14, 2026 (2 filings since Sep 25, 2025)
- HIGHBRIDGE CAPITAL MANAGEMENT LLC Filed SCHEDULE 13G/A on Matinas BioPharma Holdings, Inc., latest Nov 14, 2025 (3 filings since Oct 25, 2024)
- David E. Lazar Filed SCHEDULE 13G on Matinas BioPharma Holdings, Inc., latest Aug 19, 2025
- Pembroke & Partners LLC Filed SCHEDULE 13D/A on Matinas BioPharma Holdings, Inc., latest Apr 10, 2025 (2 filings since Feb 21, 2025)
- 111 Equity Group Filed SCHEDULE 13D/A on Matinas BioPharma Holdings, Inc., latest Feb 19, 2025 (2 filings since Jan 6, 2025)
- Boxer Capital, LLC Filed SC 13G/A on Matinas BioPharma Holdings, Inc., latest Feb 14, 2022
- Matinas BioPharma Holdings, Inc. Bedminster, New Jersey, United States
- Matinas BioPharma Nanotechnologies, Inc. Subsidiary · Delaware, United States
- Matinas BioPharma, Inc. Subsidiary · Delaware, United States
Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.
What it owns
What Matinas BioPharma Holdings, Inc. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.
Property and equipment
| Item | Latest | A year before | Change |
|---|---|---|---|
| Property and equipment, before depreciation | $166.0K7 Dec 31, 2025 | $2.5M7 Dec 31, 2024 | −93.4% |
| Accumulated depreciation | $28.0K7 Dec 31, 2025 | $2.1M7 Dec 31, 2024 | −98.6% |
| Property and equipment, net | $138.0K7 Dec 31, 2025 | $468.0K7 Dec 31, 2024 | −70.5% |
| Finance-lease assets | $4.0K7 Dec 31, 2025 | $8.0K7 Dec 31, 2024 | −50.0% |
| Operating-lease assets (leased space) | $531.0K7 Dec 31, 2025 | $1.7M7 Dec 31, 2024 | −68.4% |
Investments
Intangibles and goodwill
| Item | Latest | A year before | Change |
|---|---|---|---|
| Intangible assets, net (excluding goodwill) | $2.3M7 Dec 31, 2025 | $2.3M7 Dec 31, 2024 | 0% |
Properties, in its own words
Our administrative offices consist of approximately 500 square feet of office space in Bedminster, NJ that we occupy under a lease that expires in December 2026. We also lease laboratory space approximating 14,000 square feet in Bridgewater, NJ, that expires in September 2027.
Item 2 of the 10-K filed Mar 31, 2026.5
Leadership
Who has led Matinas BioPharma Holdings, Inc., and when. Pick a name to see everywhere that person has worked.
Chief executive
President
Chief financial officer
- Chief executive officerJerome D. Jabbour Mar 23, 2018 to now14
- Chief executive officerRoelof Rongen Mar 1, 2017 to Sep 11, 201715
- PresidentJerome D. Jabbour Mar 1, 2017 to now16
- Chief financial officerKeith A. Kucinski Jan 4, 2019 to Dec 15, 202317
- Chief financial officerGary Gaglione Mar 1, 2017 to May 2, 201818
Board members and other officers (21)
- Chief Business OfficerThomas Hoover Dec 15, 2021 to Dec 15, 202319
- Chief Medical OfficerJames J. Ferguson Iii. Feb 27, 2019 to Dec 15, 202320
- Chief Development OfficerTheresa Matkovits Oct 16, 2018 to Dec 15, 202321
- OfficerAbdel A. Fawzy Mar 1, 2017 to Mar 1, 201722
- OfficerDouglas F. Kling Mar 1, 2017 to Mar 1, 201723
- Chief Scientific OfficerRaphael J. Mannino Mar 1, 2017 to Dec 15, 202124
- Senior VP of ComplianceDominick Dipaolo Apr 21, 2017 to May 2, 201825
- Board memberAn Evelyn D. Feb 7, 2025 to now26
- Board memberEdward Neugeboren Mar 17, 2025 to now27
- Board memberKeith Murphy Mar 17, 2025 to now28
- Board memberKathryn Penkus Corzo Nov 2, 2021 to Nov 3, 202329
- Board memberNatasha Giordano Sep 15, 2020 to Nov 3, 202330
- Board memberMatthew Wikler Jan 5, 2018 to Nov 3, 202331
- Board memberJerome D. Jabbour Mar 23, 2018 to now14
- Board memberPatrick G. Lepore Sep 6, 2018 to Nov 10, 202032
- Board memberAdam K. Stern Mar 1, 2017 to Aug 24, 202033
- Board memberHerbert J. Conrad Mar 1, 2017 to Nov 3, 202334
- Board memberJames S. Scibetta Mar 1, 2017 to Nov 3, 202335
- Board memberRoelof Rongen Mar 1, 2017 to Sep 11, 201715
- Board memberStefano Ferrari Mar 1, 2017 to Sep 7, 201736
- Board memberEric J. Ende Apr 21, 2017 to Nov 3, 202337
Named in SEC Form D filings
People the company listed in its private-offering notices.
Subsidiaries and ownership
Subsidiaries (Exhibit 21)
The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.
Timeline
- Sep 28, 20268-K Change to shareholders' rights; Bylaws or fiscal year changed39
- Sep 16, 20268-K Other events40
- Sep 4, 20268-K Listing notice or transfer; Other events41
- Jul 24, 20268-K Ended a material agreement42
- Jul 13, 20268-K Entered a material agreement; Unregistered sale of shares; Change to shareholders' rights43
- Jun 26, 20268-K Listing notice or transfer; Other events44
- Apr 3, 20268-K Listing notice or transfer45
- Jan 23, 20268-K Executive or director change46
- Dec 12, 20258-K Executive or director change47
- Nov 21, 20258-K Executive or director change48
- Aug 18, 20258-K Entered a material agreement; Unregistered sale of shares49
- Aug 6, 20258-K Bylaws or fiscal year changed50
- Mar 23, 2018New chief executive Jerome D. Jabbour becomes CEO14
- Mar 1, 2017New chief executive Roelof Rongen becomes CEO15
- May 21, 2013Founded Matinas BioPharma Holdings, Inc. is founded2
Calendar
Coming up
- Nov 9, 2026Reports results for the quarter ending Sep/202651
When it reported results
- Aug 14, 2024Reported quarterly or annual results52
- May 9, 2024Reported quarterly or annual results53
- Mar 27, 2024Reported quarterly or annual results54
- Nov 8, 2023Reported quarterly or annual results55
- Aug 9, 2023Reported quarterly or annual results56
- May 10, 2023Reported quarterly or annual results57
- Mar 15, 2023Reported quarterly or annual results58
- Nov 2, 2022Reported quarterly or annual results59
Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar
Filings
198 filings to the SEC since October 2021: 6 annual reports, 15 quarterly reports, 69 major events, 60 insider forms, 14 large holders, 1 private raises, 33 other. The latest 20:
- Sep 28, 20268-K EDGAR
- Sep 16, 20268-K EDGAR
- Sep 4, 20268-K EDGAR
- Aug 25, 2026425 EDGAR
- Aug 13, 202610-Q EDGAR
- Aug 13, 2026SCHEDULE 13D/A EDGAR
- Aug 13, 20264 OWNERSHIP DOCUMENT EDGAR
- Aug 13, 20264 OWNERSHIP DOCUMENT EDGAR
- Aug 4, 2026425 EDGAR
- Jul 30, 2026425 EDGAR
- Jul 29, 2026425 EDGAR
- Jul 24, 20268-K EDGAR
- Jul 21, 2026425 EDGAR
- Jul 16, 2026425 EDGAR
- Jul 14, 2026SCHEDULE 13G EDGAR
- Jul 13, 2026425 EDGAR
- Jul 13, 20268-K EDGAR
- Jun 26, 20268-K EDGAR
- Jun 22, 2026424B7 EDGAR
- Jun 16, 2026S-3 EDGAR
The 198 filings since October 2021 can be filtered by form type and year here when JavaScript is on.
Every filing from the last five years, summarized. The full record is on SEC EDGAR.
Major holders
Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.
- Sanitam Partners LLCSCHEDULE 13D/A, 3 filings Feb 21, 2025 to Aug 13, 202660
- Hezbay Holdings LLCSCHEDULE 13G, 2 filings Sep 25, 2025 to Jul 14, 202661
- HIGHBRIDGE CAPITAL MANAGEMENT LLCSCHEDULE 13G/A, 3 filings Oct 25, 2024 to Nov 14, 202562
- David E. LazarSCHEDULE 13G, 1 filing Aug 19, 202563
- Pembroke & Partners LLCSCHEDULE 13D/A, 2 filings Feb 21, 2025 to Apr 10, 202564
- 111 Equity GroupSCHEDULE 13D/A, 2 filings Jan 6, 2025 to Feb 19, 202565
- Boxer Capital, LLCSC 13G/A, 1 filing Feb 14, 202266
Executive pay
What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.
| Year | Executive | Age | Salary | Total pay |
|---|---|---|---|---|
| 2024 | Jerome D. Jabbour | 51 | $598.0K67 | |
| 2024 | James J. Ferguson | $468.0K | $589.7K67 | |
| 2024 | Keith Kucinski | 55 | $416.0K | $584.2K67 |
| 2023 | Chief Executive Officer | $598.0K | $1.6M67 | |
| 2023 | Former Chief Medical Officer | $468.0K | $880.6K67 | |
| 2023 | Chief Financial Officer | $416.0K | $808.3K67 |
Money raised
Private offerings the company reported to the SEC on Form D.
- Feb 13, 2025Raised $1.6 million in a private offering of equity Form D: $3.3 million offered in all Form D
SEC filer profile
How Matinas BioPharma Holdings, Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.
- Name on EDGARMatinas BioPharma Holdings, Inc.1
- CIK0001582554
- Employer ID (EIN)46-30114145
- Filer statusNon-accelerated filer not an emerging growth company; a smaller reporting company; a shell company5
- Incorporated inDelaware5
- Fiscal year endsDecember 311
- Industry code (SIC)2834 Pharmaceutical Preparations1
- SEC reviewing officeOffice of Life Sciences, Division of Corporation Finance1
- Business address1545 Route 206 South, Suite 302, Bedminster, NJ 079211
- Phone908-484-88051
- Shares outstanding14,692,796 as of Aug 10, 202613
- Public float$4.5M as of Jun 30, 20255
- AuditorEISNERAMPER LLP, Iselin, New Jersey PCAOB ID 274; no auditor attestation of internal control over financial reporting5
- On EDGAR sinceJul 25, 20131
- Filings569 in all: 4 (190), 8-K (137), 10-Q (38), 3 (30), UPLOAD (14), 10-K (12), CORRESP (12), DEF 14A (12)1
All 44 form types
424B5 (11), EFFECT (10), S-8 (10), 424B3 (8), 425 (7), PRE 14A (7), SC 13G/A (7), 4/A (6), D (6), S-3 (5), SCHEDULE 13D/A (5), SC 13G (4), 10-K/A (3), POS AM (3), S-1 (3), S-1/A (3), SCHEDULE 13D (3), 8-K/A (2), SC TO-I/A (2), SCHEDULE 13G (2), SCHEDULE 13G/A (2), 10-Q/A (1), 424B7 (1), 8-A12B (1), ARS (1), CERTNYS (1), CT ORDER (1), DEL AM (1), DRS (1), DRS/A (1), NT 10-K (1), PRER14A (1), S-3/A (1), SC 13D (1), SC TO-I (1), SP 15D2 (1)
- Latest filingsAnnual report (10-K) Mar 31, 2026
Quarterly report (10-Q) Aug 13, 2026
Proxy statement (DEF 14A) May 12, 2025
Latest 8-K (8-K) Sep 28, 2026
Securities registered for trading
| Class | Symbol | Exchange |
|---|---|---|
| Common Stock, par value $0.0001 | MTNB | NYSE American |
From the cover page of the 10-K filed Mar 31, 2026 (Section 12(b) of the Exchange Act).5
Risk factors and legal proceedings
The risks Matinas BioPharma Holdings, Inc. names in Item 1A of its 10-K filed Mar 31, 2026: 57 risks under these headings, as written.5
- Risks Related to Our Financial Position and Need for Additional Capital
- Our business to date has been significantly dependent on the success of MAT2203, and we have decided to pause further development of MAT2203 and devote significant time and resources to identifying and evaluating strategic alternatives, which may not be successful.
- If we do not successfully consummate a transaction involving MAT2203, our Board may decide to pursue a winddown or dissolution of our company. In such an event, the amount of cash available for distribution to our stockholders will depend heavily on the timing of such dissolution as well as the amount of cash that will need to be reserved for commitments and contingent liabilities.
- We have expressed substantial doubt about our ability to continue as a going concern and we have incurred significant losses since our inception. We expect to incur losses over the next several years and may never achieve or maintain profitability.
- We will need substantial additional funding. If we are unable to raise capital when needed, we could be forced to delay, reduce, or eliminate our product development programs or commercialization efforts.
- Raising additional capital may cause dilution to our stockholders, restrict our operations or require us to relinquish rights to our technologies or product candidates.
- Our stockholders may be subject to substantial dilution by exercises of outstanding options and warrants.
- Our operating history to date may make it difficult to evaluate the success of our business and to assess our future viability.
- Risks Related to Product Development, Regulatory Approval, Manufacturing and Commercialization
- We are early in our development efforts, which may not be successful.
- We cannot be certain that any of our product candidates will receive regulatory approval, without which we will not be able to market any of our product candidates. Any delay in the approval process will harm our business.
- We depend in part on technology owned or licensed to us by third parties, the loss of which would terminate or delay the further development of our product candidates, injure our reputation, or force us to pay higher royalties.
The other 46 risks
- We may not have or be able to obtain sufficient quantities of our products to meet our supply and clinical studies obligations and our business, financial condition and results of operation may be adversely affected.
- If we are unable to successfully commercialize our current or future product candidates our ability to generate revenue will be limited.
- If our preclinical and clinical studies do not produce positive results, if our clinical trials are delayed or if serious side effects are identified during such studies or trials, we may experience delays, incur additional costs and ultimately be unable to commercialize our product candidates.
- If we cannot enroll enough patients to complete our upcoming clinical trials, our business, financial condition, and results of operations may be adversely affected.
- Reductions in staffing and funding at FDA and other federal agencies could cause delays in the development and approval of our current and future product candidates.
- We may not be able to maintain orphan drug designation or exclusivity for our anti-infective product candidates.
- Any Fast Track designation or grant of priority review status by the FDA may not actually lead to a faster development or regulatory review or approval process, nor will it assure FDA approval of our product candidates. Additionally, our product candidates may treat indications that do not qualify for priority review vouchers.
- Any breakthrough therapy designation granted by the FDA for our product candidates may not lead to a faster development or regulatory review or approval process, and it does not increase the likelihood that our product candidates will receive marketing approval.
- Designation of our product candidates as qualified infectious disease products is not assured and, in any event, even if granted, may not actually lead to a faster development or regulatory review, and would not assure FDA approval of our product candidates.
- If we are unsuccessful in identifying and developing additional product candidates, our potential for growth may be impaired.
- We currently have no sales and marketing organization. If we are unable to establish satisfactory sales and marketing capabilities, we may not successfully commercialize any of our product candidates, even if regulatory approval is obtained.
- If we are unable to file for approval of MAT2203 under Section 505(b)(2) of the FDCA or if we are required to generate additional data related to safety and efficacy to obtain approval under Section 505(b)(2), we may be unable to meet our anticipated development and commercialization timelines.
- We face competition from other biotechnology and pharmaceutical companies and our operating results will suffer if we fail to compete effectively.
- Even if we obtain marketing approval for any product candidate, we will be subject to ongoing obligations and continued regulatory review, which may result in significant additional expense. Additionally, our product candidates could be subject to labeling and other restrictions and withdrawal from the market, and we may be subject to penalties if we fail to comply with regulatory requirements or if we experience unanticipated problems with our future products.
- Future legislation, and/or regulations and policies adopted by the FDA may increase the time and cost required for us to conduct and complete clinical trials.
- Changes in health care law and implementing regulations may have a material adverse effect on us.
- Our future growth depends, in part, on our ability to penetrate foreign markets, where we would be subject to additional regulatory burdens and other risks and uncertainties.
- If we market our product candidates in a manner that violates healthcare fraud and abuse laws, or if we violate government price reporting laws, we may be subject to civil or criminal penalties.
- We have been and expect to be significantly dependent on our collaborative agreements for the development of MAT2203, which exposes us to the risk of reliance on the performance of third parties.
- We expect that we will rely on third parties to conduct clinical trials for our product candidates, which exposes us to the risk of reliance on the performance of third parties.
- We are, and will be, completely dependent on third parties to manufacture our product candidates, and our commercialization of efforts could be halted, delayed or made less profitable if those third parties fail to obtain manufacturing approval from the FDA or comparable foreign regulatory authorities, fail to provide us with sufficient quantities of any product candidate or fail to do so at acceptable quality levels or prices.
- Outbreaks of communicable diseases may materially and adversely affect our business, financial condition and results of operations.
- Adverse global conditions, including economic uncertainty, may negatively impact our financial results.
- Risks Relating to Our Intellectual Property Rights and Regulatory Exclusivity
- We depend on certain technologies that are licensed to us. We do not control these technologies and any loss of our rights to them could prevent us from discovering, developing and commercializing product candidates.
- It is difficult and costly to protect our intellectual property rights, and we cannot ensure the protection of these rights.
- If we fail to obtain or maintain patent or trade secret protection for our technologies, third parties could use our proprietary information, which could impair our ability to compete in the market and adversely affect our ability to generate revenues and attain profitability.
- Our product candidates may infringe the intellectual property rights of others, which could increase our costs and delay or prevent our development and commercialization efforts.
- General Company-Related Risks
- We will need to increase the size of our organization to grow our business, and we may experience difficulties in managing this growth.
- If we are not successful in attracting and retaining highly qualified personnel, we may not be able to successfully implement our business strategy. In addition, the loss of the services of certain key employees would adversely impact our business prospects.
- If product liability lawsuits are brought against us, we may incur substantial liabilities and may be required to limit commercialization of our product candidates.
- Our internal computer systems, or those of our CROs or other contractors or consultants, may fail or suffer security breaches, which could result in a material disruption of our product development programs.
- We may acquire businesses or products, or form strategic alliances, in the future, and we may not realize the benefits of such acquisitions.
- Risks related to our Securities
- Pursuant to the terms of our Series A Preferred Stock, we may be obligated to pay significant royalties.
- Our common stock ranks junior to the Preferred Stock in the event of a liquidation, dissolution or winding-up of the Company.
- Any issuance of shares of our common stock upon conversion of the shares of Preferred Stock will cause dilution to our then existing stockholders and may depress the market price of our common stock.
- We do not intend to pay dividends on our common stock in the foreseeable future.
- An active public trading market for our common stock may not be sustained.
- Our share price has been and could remain volatile.
- If securities or industry analysts do not publish research or reports about our business, or if they change their recommendations regarding our stock adversely, our stock price and trading volume could decline.
- If we are unable to maintain an effective system of internal control over financial reporting, the reliability of our financial reporting, investor confidence in us and the value of our common stock could be adversely affected.
- We could be delisted from the NYSE American, which could seriously harm the trading price of our common stock, the liquidity of our stock and our ability to raise capital.
- Upon dissolution of our company, you may not recoup all or any portion of your investment.
- Our Certificate of Incorporation allows for our Board to create new series of preferred stock without further approval by our stockholders, which could adversely affect the rights of the holders of our common stock.
- Anti-takeover provisions of our Certificate of Incorporation, bylaws and Delaware law could make an acquisition of us, which may be beneficial to our stockholders, more difficult and may prevent attempts by our stockholders to replace or remove the current members of our Board and management.
- Stockholders’ ability to obtain a favorable judicial forum for disputes with us or our directors, officers or employees may be limited.
- Our ability to use our net operating loss carryforwards and certain other tax attributes may be limited.
Legal proceedings
Other than as set forth below, we are not currently a party to any legal proceedings, and we are not aware of any claims or actions pending or threatened against us. In the future, we might from time to time become involved in litigation relating to claims arising from our ordinary course of business.
The Company filed a complaint against COE Bridgewater, LLC (its “Landlord”) in the Superior Court of New Jersey, Somerset County, Chancery Division on July 11, 2025 alleging principally that Landlord illegally locked the Company out of its leased premises in Bridgewater, New Jersey. As a result of the illegal lockout, the Company seeks (among other things) a declaration that the lease and all obligations thereunder, including rent, terminated as of the date of the lockout. On September 5, 2025, Landlord filed an answer with counterclaims, which it amended on December 12, 2025. In the counterclaims, Landlord seeks a declaration that there was no lockout, or that the lockout was justified, and therefore the lease remains in effect. Landlord also seeks damages for the Company’s alleged failure to pay approximately $205,000 in rent (as of December 31, 2025) following the lockout, and alleged conversion of certain furniture, fixtures, and equipment (FF&E) items within the premises belonging to Landlord. The amounts potentially payable under the lease have been reserved until the matter is resolved. The Company is currently in settlement negotiations with the Landlord, however there can be no assurance such a settlement will be achieved.
The opening of Item 3, Legal Proceedings.5
Sources
The numbers on this page point here. Each one links to the record it came from.
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- 16SEC EDGARJerome D. Jabbour, President
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- 22SEC EDGARAbdel A. Fawzy, Officer
- 23SEC EDGARDouglas F. Kling, Officer
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- 26SEC EDGARAn Evelyn D., Board member
- 27SEC EDGAREdward Neugeboren, Board member
- 28SEC EDGARKeith Murphy, Board member
- 29SEC EDGARKathryn Penkus Corzo, Board member
- 30SEC EDGARNatasha Giordano, Board member
- 31SEC EDGARMatthew Wikler, Board member
- 32SEC EDGARPatrick G. Lepore, Board member
- 33SEC EDGARAdam K. Stern, Board member
- 34SEC EDGARHerbert J. Conrad, Board member
- 35SEC EDGARJames S. Scibetta, Board member
- 36SEC EDGARStefano Ferrari, Board member
- 37SEC EDGAREric J. Ende, Board member
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- 45SEC EDGARListing notice or transfer
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- 50SEC EDGARBylaws or fiscal year changed
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