TOVX on NYSE
Theriva Biologics, Inc.
In its 2026 annual report the company says: “We are a diversified clinical-stage company developing therapeutics designed to treat cancer and related diseases in areas of high unmet need.”3 It is headquartered in Rockville, Maryland.1 Its shares trade on NYSE under the symbol TOVX.1
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Last updated Oct 21, 2026.
Overview
- TickerTOVX on NYSE1
- IndustryPharmaceutical Preparations1
- HeadquartersRockville, Maryland1
- Incorporated inNV2
- Business address9605 Medical Center Drive, Suite 270, Rockville, Md 208502
- Filer categoryNon-accelerated filer, Smaller reporting company2
- Legal formCorporation
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We are a diversified clinical-stage company developing therapeutics designed to treat cancer and related diseases in areas of high unmet need. As a result of the Company’s acquisition of Theriva Biologics, S.L. (“VCN”, formerly named VCN Biosciences, S.L.), in March 2022, as described in more detail below (the “Acquisition”), we transitioned our strategic focus to oncology through the development of VCN’s new oncolytic adenovirus platform designed for intravenous and intravitreal delivery to trigger tumor cell death, to improve access of co-administered cancer therapies to the tumor, and to promote a robust and sustained anti-tumor response by the patient’s immune system. Our lead product candidate, VCN - 01 (zabilugene almadenorepvec), is a clinical stage oncolytic human adenovirus that is modified for tumor - selective replication and to express an enzyme, PH20 hyaluronidase. VCN - 01 …3 From its latest annual report
Financials
From the company’s reports to the SEC. Every number links to the filing it came from.
Financial statements
Every line of the income statement as filed: the last 2 fiscal years, latest first.9
| Period ending | 2025-12-31 | 2024-12-31 |
|---|---|---|
| General and administrative | $15.4M | $7.4M |
| Research and development | $8.6M | $12.0M |
| In-process research and development impairment | $0 | $1.3M |
| Goodwill impairment | $5.6M | |
| Total Operating Costs and Expenses | $24.1M | $26.3M |
| Loss from Operations | -$24.1M | -$26.3M |
| Foreign currency exchange gain (loss) | $25.0K | -$4.0K |
| Interest income | $287.0K | $697.0K |
| Total Other Income | $312.0K | $693.0K |
| Net Loss before income taxes | -$23.7M | -$25.7M |
| Net Loss | -$23.7M | -$25.7M |
| Less deemed dividend from warrant inducement | -$1.5M | |
| Net Loss Attributable to Common Stockholders | -$25.2M | -$25.7M |
| Net Loss Per Share - Basic (in dollars per share) | -$2.08 | -$19.03 |
| Net Loss Per Share - Dilutive (in dollars per share) | -$2.08 | -$19.03 |
| Weighted average number of shares outstanding during the period - Basic (in shares) | 12.1M shares | 1.3M shares |
| Weighted average number of shares outstanding during the period - Dilutive (in shares) | 12.1M shares | 1.3M shares |
| Gain (loss) on foreign currency translation | $1.9M | -$1.2M |
| Total comprehensive loss | -$21.8M | -$26.9M |
No quarter-by-quarter statement was filed.
Every line of the balance sheet as filed: the last 5 fiscal years (annual) or 7 quarters (quarterly), latest first.9
| Period ending | 2025-12-31 | 2024-12-31 | 2024-08-31 | 2024-07-31 | 2023-12-31 |
|---|---|---|---|---|---|
| Cash and cash equivalents | $13.1M | $11.6M | |||
| Tax credit receivable | $3.4M | $3.2M | |||
| Prepaid expenses and other current assets | $1.1M | $1.4M | |||
| Total Current Assets | $17.5M | $16.3M | |||
| Property and equipment, net | $222.0K | $270.0K | |||
| Restricted cash | $46.0K | $96.0K | |||
| Right of use asset | $803.0K | $1.3M | |||
| In-process research and development | $19.6M | $17.4M | |||
| Deposits and other assets | $82.0K | $75.0K | |||
| Total Assets | $38.2M | $35.4M | |||
| Accounts payable | $1.0M | $859.0K | |||
| Accrued expenses | $6.3M | $3.4M | |||
| Accrued employee benefits | $443.0K | $1.1M | |||
| Deferred research and development tax credit-current portion | $1.7M | $1.6M | |||
| Loans payable-current | $57.0K | $61.0K | |||
| Operating lease liability-current portion | $549.0K | $539.0K | |||
| Total Current Liabilities | $10.0M | $7.6M | |||
| Non-current contingent consideration | $10.0M | $7.0M | |||
| Loan Payable - non-current | $1.7M | $92.0K | |||
| Non-current deferred research and development tax credit | $815.0K | $762.0K | |||
| Non-current operating lease liability | $352.0K | $873.0K | |||
| Total Liabilities | $22.9M | $16.3M | |||
| Common stock, $0.001 par value; 350,000,000 shares authorized, 35,717,159 issued and 35,688,350 outstanding at December 31, 2025 and 2,811,259 issued and 2,782,449 outstanding at December 31, 2024 | $34.0K | $3.0K | |||
| Additional paid-in capital | $373.6M | $355.5M | |||
| Treasury stock at cost, 28,809 shares at December 31, 2025 and at December 31, 2024 | -$288.0K | -$288.0K | |||
| Accumulated other comprehensive income (loss) | $755.0K | -$1.2M | |||
| Accumulated deficit | -$358.7M | -$335.0M | |||
| Total Stockholders' Equity | $15.4M | $19.1M | $37.0M | ||
| Total Liabilities and Stockholders' Equity | $38.2M | $35.4M | |||
| Common stock, par value (in dollars per share) | $0.00 | $0.00 | $0.00 | ||
| Common stock, shares authorized | 350.0M shares | 350.0M shares | 14.0M shares | ||
| Common stock, shares issued | 35.7M shares | 2.8M shares | |||
| Common stock, shares outstanding | 35.7M shares | 2.8M shares | 1.0M shares | ||
| Treasury stock | 28.8K shares | 28.8K shares |
| Period ending | 2025-12-31 | 2024-12-31 | 2024-08-31 | 2024-07-31 | 2023-12-31 | 2022-10-31 | 2022-07-31 |
|---|---|---|---|---|---|---|---|
| Cash and cash equivalents | $13.1M | $11.6M | |||||
| Tax credit receivable | $3.4M | $3.2M | |||||
| Prepaid expenses and other current assets | $1.1M | $1.4M | |||||
| Total Current Assets | $17.5M | $16.3M | |||||
| Property and equipment, net | $222.0K | $270.0K | |||||
| Restricted cash | $46.0K | $96.0K | |||||
| Right of use asset | $803.0K | $1.3M | |||||
| In-process research and development | $19.6M | $17.4M | |||||
| Deposits and other assets | $82.0K | $75.0K | |||||
| Total Assets | $38.2M | $35.4M | |||||
| Accounts payable | $1.0M | $859.0K | |||||
| Accrued expenses | $6.3M | $3.4M | |||||
| Accrued employee benefits | $443.0K | $1.1M | |||||
| Deferred research and development tax credit-current portion | $1.7M | $1.6M | |||||
| Loans payable-current | $57.0K | $61.0K | |||||
| Operating lease liability-current portion | $549.0K | $539.0K | |||||
| Total Current Liabilities | $10.0M | $7.6M | |||||
| Non-current contingent consideration | $10.0M | $7.0M | |||||
| Loan Payable - non-current | $1.7M | $92.0K | |||||
| Non-current deferred research and development tax credit | $815.0K | $762.0K | |||||
| Non-current operating lease liability | $352.0K | $873.0K | |||||
| Total Liabilities | $22.9M | $16.3M | |||||
| Common stock, $0.001 par value; 350,000,000 shares authorized, 35,717,159 issued and 35,688,350 outstanding at December 31, 2025 and 2,811,259 issued and 2,782,449 outstanding at December 31, 2024 | $34.0K | $3.0K | |||||
| Additional paid-in capital | $373.6M | $355.5M | |||||
| Treasury stock at cost, 28,809 shares at December 31, 2025 and at December 31, 2024 | -$288.0K | -$288.0K | |||||
| Accumulated other comprehensive income (loss) | $755.0K | -$1.2M | |||||
| Accumulated deficit | -$358.7M | -$335.0M | |||||
| Total Stockholders' Equity | $15.4M | $19.1M | $37.0M | ||||
| Total Liabilities and Stockholders' Equity | $38.2M | $35.4M | |||||
| Common stock, par value (in dollars per share) | $0.00 | $0.00 | $0.00 | ||||
| Common stock, shares authorized | 350.0M shares | 350.0M shares | 14.0M shares | 350.0M shares | |||
| Common stock, shares issued | 35.7M shares | 2.8M shares | 2.5M shares | ||||
| Common stock, shares outstanding | 35.7M shares | 2.8M shares | 1.0M shares | ||||
| Treasury stock | 28.8K shares | 28.8K 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.9
| Period ending | 2025-12-31 | 2024-12-31 |
|---|---|---|
| Net loss | -$23.7M | -$25.7M |
| Stock-based compensation | $654.0K | $671.0K |
| In-process research and development impairment | $0 | $1.3M |
| Goodwill impairment | $5.6M | |
| Change in fair value of contingent consideration | $9.0M | $699.0K |
| Loss on asset disposal | $1.0K | |
| Non - cash lease expense | $522.0K | $452.0K |
| Depreciation | $108.0K | $137.0K |
| Deferred research and development tax credit | -$188.0K | -$888.0K |
| Prepaid expenses and other current assets | $456.0K | $912.0K |
| Deposits and other assets | $1.0K | |
| Accounts payable | $69.0K | $123.0K |
| Accrued expenses | -$2.3M | $522.0K |
| Accrued employee benefits | -$744.0K | -$350.0K |
| Operating lease liability | -$562.0K | -$482.0K |
| Net Cash Used In Operating Activities | -$16.7M | -$16.9M |
| Purchases of property and equipment | -$35.0K | -$1.0K |
| Net Cash Used In Investing Activities | -$35.0K | -$1.0K |
| Payment of loans payable | -$70.0K | -$67.0K |
| Proceeds from issuance under at - the - market offering, net of issuance cost | $6.8M | $3.6M |
| Payment of contingent consideration | -$1.0M | |
| Proceeds from issuance Common Stock and Warrants offering, net of issuance costs | $6.7M | $2.0M |
| Proceeds from warrant inducement | $3.9M | |
| Proceeds from long term debt | $1.5M | |
| Proceeds from issuance of common stock for warrant exercises | $4.0K | |
| Tax credit receivable | $287.0K | |
| Net Cash Provided By Financing Activities | $18.2M | $5.5M |
| Effects of exchange rate changes on cash and cash equivalents | -$92.0K | -$132.0K |
| Net increase (decrease) in cash and cash equivalents and restricted cash | $1.4M | -$11.6M |
| Noncash equity issuance costs and deemed dividend | $5.9M |
No quarter-by-quarter statement was filed.
Corporate structure
Theriva Biologics, Inc. sits at the top of its group. 1 entity, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.
Major holders of Theriva Biologics, Inc.
- Jeffrey Matthew Gryga Irrevocable Trust Filed SCHEDULE 13G on Theriva Biologics, Inc., latest Nov 10, 2025
- Empery Asset Management, LP Filed SCHEDULE 13G/A on Theriva Biologics, Inc., latest Oct 21, 2025 (2 filings since Jul 31, 2025)
- CVI Investments, Inc. Filed SCHEDULE 13G/A on Theriva Biologics, Inc., latest Feb 7, 2025 (2 filings since Oct 2, 2024)
- INTRACOASTAL CAPITAL, LLC Filed SC 13G on Theriva Biologics, Inc., latest Oct 3, 2024
- Iroquois Capital Management, LLC Filed SC 13G/A on Theriva Biologics, Inc., latest Feb 23, 2022
- RENAISSANCE TECHNOLOGIES LLC Filed SC 13G/A on Theriva Biologics, Inc., latest Feb 11, 2022
- Hudson Bay Capital Management LP Filed SC 13G/A on Theriva Biologics, Inc., latest Feb 4, 2022
- Theriva Biologics, Inc. Rockville, Maryland
Built from major holders from Schedules 13D and 13G. Each entity in the chart links to its source.
What it owns
What Theriva Biologics, 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 | $1.2M9 Dec 31, 2025 | $1.2M9 Dec 31, 2024 | −1.4% |
| Accumulated depreciation | $966.0K9 Dec 31, 2025 | $935.0K9 Dec 31, 2024 | +3.3% |
| Property and equipment, net | $222.0K9 Dec 31, 2025 | $270.0K9 Dec 31, 2024 | −17.8% |
| Operating-lease assets (leased space) | $803.0K9 Dec 31, 2025 | $1.3M9 Dec 31, 2024 | −36.9% |
Investments
| Item | Latest | A year before | Change |
|---|---|---|---|
| Cash and cash equivalents | $13.1M9 Dec 31, 2025 | $11.6M9 Dec 31, 2024 | +12.5% |
Intangibles and goodwill
| Item | Latest | A year before | Change |
|---|---|---|---|
| Goodwill | $08 Dec 31, 2024 | $5.7M9 Dec 31, 2023 | −100.0% |
| Intangible assets, net (excluding goodwill) | $19.6M9 Dec 31, 2025 | $17.4M9 Dec 31, 2024 | +13.0% |
| Indefinite-lived intangibles (excluding goodwill) | $19.8M9 Sep 30, 2024 | ||
| Finite-lived intangibles, net | $19.8M8 Sep 30, 2024 |
Properties, in its own words
Our corporate headquarters are located at 9605 Medical Center Drive, Suite 270, Rockville, Maryland, where we occupy approximately 10,363 square feet of office space under a lease agreement expiring December 31, 2027, with monthly rent of $28,001. Our Spanish subsidiary Theriva Biologics S.L. (formerly VCN Biosciences S.L.) currently leases approximately 8,611 square feet of office and laboratory space office space from Grifols in Parets de Vallès, Barcelona, Spain with a rent of $27,054 per month. This lease was executed for an initial term beginning in January 2023 until October 2026, with an option to renew for an additional five years.
We do not own any real property. We believe that we have adequate space for our anticipated needs and that suitable additional space will be available at commercially reasonable prices as needed.
Item 2 of the 10-K filed Mar 12, 2026.3
Leadership
Who has led Theriva Biologics, Inc., and when. Pick a name to see everywhere that person has worked.
Chief executive
Chief financial officer
Chief operating officer
- Chief executive officerSteven A. Shallcross Dec 21, 2017 to now12
- Chief executive officerJames S. Kuo Mar 3, 2010 to Aug 31, 201113
- Chief executive officerLyman Max Lyon Jr. Aug 3, 2009 to Dec 10, 200914
- Chief executive officerNicholas Stergis Jul 14, 2008 to Jul 14, 200815
- Chief executive officerMichael F. Manion Aug 11, 2006 to Aug 11, 200616
- Chief executive officerSteve H. Kanzer Nov 13, 2006 to Apr 15, 200817
- ChairJames S. Kuo Mar 3, 2010 to Aug 31, 201113
- ChairSteve H. Kanzer Jan 20, 2009 to Jan 20, 200918
- PresidentJames S. Kuo Mar 3, 2010 to Aug 31, 201113
- PresidentLyman Max Lyon Jr. Dec 8, 2009 to Dec 10, 200919
- PresidentCharles Bisgaier Phd. Jul 17, 2007 to Jul 17, 200720
- PresidentMichael F. Manion Jun 1, 2006 to Nov 2, 200621
- Chief financial officerSteven A. Shallcross Jun 1, 2015 to now22
- Chief financial officerCharles Evan Ballantyne Feb 7, 2012 to Jan 12, 201523
- Chief operating officerFrancis Tufaro Mar 23, 2022 to Dec 16, 202224
Board members and other officers (15)
- Chief Medical OfficerJoseph A. Sliman Jan 18, 2017 to Dec 21, 201725
- Chief Scientific OfficerDavid A. Newsome Oct 22, 2007 to Nov 6, 200726
- Board memberJohn J. Monahan Nov 12, 2020 to now27
- Board memberSteven A. Shallcross Dec 7, 2018 to now28
- Board memberNelson K. Stacks Feb 6, 2012 to Feb 6, 201229
- Board memberLyman Max Lyon Jr. Dec 8, 2009 to Dec 10, 200919
- Board memberDaniel J. Dorman Feb 28, 2007 to Nov 13, 200730
- Board memberJames S. Kuo Feb 28, 2007 to Nov 6, 200731
- Board memberMichael F. Manion Jun 1, 2006 to Nov 2, 200621
- Board memberNicholas Stergis Nov 13, 2006 to Jul 14, 200832
- Board memberSteve H. Kanzer Nov 13, 2006 to Jan 7, 201117
- Board memberCharles Bisgaier Phd. Nov 17, 2006 to Jul 17, 200733
- Board memberJeffrey Alan Wolf Nov 17, 2006 to now34
- Board memberJeffrey J. Kraws Nov 17, 2006 to now35
- Board memberA. Joseph Rudick Nov 29, 2006 to Feb 4, 200836
Former names
Timeline
- Aug 11, 20268-K Results of operations37
- Aug 6, 20268-K Regulation FD disclosure; Other events38
- Aug 4, 20268-K Executive or director change; Shareholder vote39
- Jul 7, 20268-K Regulation FD disclosure; Other events40
- Jun 11, 20268-K Regulation FD disclosure; Other events41
- Jun 5, 20268-K Other events42
- May 5, 20268-K Results of operations43
- Apr 17, 20268-K Regulation FD disclosure; Other events44
- Apr 9, 20268-K Other events45
- Mar 23, 20268-K Regulation FD disclosure; Other events46
- Mar 12, 20268-K Results of operations47
- Feb 18, 20268-K Entered a material agreement; Regulation FD disclosure48
- Dec 21, 2017New chief executive Steven A. Shallcross becomes CEO12
- Mar 3, 2010New chief executive James S. Kuo becomes CEO13
- Aug 3, 2009New chief executive Lyman Max Lyon Jr. becomes CEO14
- Jul 14, 2008New chief executive Nicholas Stergis becomes CEO15
- Nov 13, 2006New chief executive Steve H. Kanzer becomes CEO17
- Aug 11, 2006New chief executive Michael F. Manion becomes CEO16
Calendar
Coming up
- Nov 11, 2026Reports results for the quarter ending Sep/202649
When it reported results
- Aug 11, 2026Reported quarterly or annual results37
- May 5, 2026Reported quarterly or annual results43
- Mar 12, 2026Reported quarterly or annual results47
- Nov 12, 2025Reported quarterly or annual results50
- Aug 11, 2025Reported quarterly or annual results51
- May 14, 2025Reported quarterly or annual results52
- Mar 6, 2025Reported quarterly or annual results53
- Nov 12, 2024Reported quarterly or annual results54
Drug trials and FDA: coming up
- Aug 1, 2027Phase 1/2 trial readout expected Phase 1/2 trial of VCN-01 oncolytic adenovirus (zabilugene almadenorepvec) and Nab-paclitaxel + Gemcitabine in Pancreas Cancer, Metastatic: primary completion expected Aug 1, 2027 (ClinicalTrials.gov NCT07701486).55
Drug trials and FDA: recently
- Mar 28, 2025Phase 2 trial completed Phase 2 trial of Nab-paclitaxel, Gemcitabine and others in Pancreatic Adenocarcinoma: primary completion Mar 28, 2025, results posted Oct 8, 2026 (ClinicalTrials.gov NCT05673811).56
Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). Trials from ClinicalTrials.gov, as the sponsor registered them (expected dates are the sponsor's own and often move); approvals and advisory committee meetings from the FDA. The FDA does not publish its decision (PDUFA) dates. The full markets calendar
Filings
242 filings to the SEC since October 2021: 5 annual reports, 15 quarterly reports, 103 major events, 29 insider forms, 9 large holders, 3 private raises, 78 other. The latest 20:
- Oct 9, 2026PRE 14A EDGAR
- Aug 24, 2026S-8 EDGAR
- Aug 11, 202610-Q EDGAR
- Aug 11, 20268-K EDGAR
- Aug 6, 20268-K EDGAR
- Aug 4, 20268-K EDGAR
- Jul 7, 20268-K EDGAR
- Jun 29, 2026ARS EDGAR
- Jun 29, 2026DEF 14A EDGAR
- Jun 18, 2026PRE 14A EDGAR
- Jun 11, 20268-K EDGAR
- Jun 5, 20268-K EDGAR
- May 5, 202610-Q EDGAR
- May 5, 20268-K EDGAR
- Apr 30, 2026DEF 14A EDGAR
- Apr 20, 2026PRE 14A EDGAR
- Apr 17, 20268-K EDGAR
- Apr 9, 20268-K EDGAR
- Mar 23, 20268-K EDGAR
- Mar 16, 2026DEF 14A EDGAR
The 242 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.
Insider trades
7 open-market trades by officers, directors and large owners since October 2021: 7 buys and 0 sales. Grants, option exercises and gifts are left out.
| Date | Who | Trade | Shares | Price | Value | Filing |
|---|---|---|---|---|---|---|
| Jun 7, 2023 | SHALLCROSS STEVEN ACEO and CFO | Buy | 14,000 | $0.69 | $9.7K | Form 4 |
| Jun 6, 2023 | SHALLCROSS STEVEN ACEO and CFO | Buy | 26,000 | $0.63 | $16.4K | Form 4 |
| Feb 10, 2023 | SHALLCROSS STEVEN ACEO and CFO | Buy | 25,000 | $1.04 | $26.0K | Form 4 |
| Feb 2, 2023 | SHALLCROSS STEVEN ACEO and CFO | Buy | 25,000 | $0.94 | $23.5K | Form 4 |
| Jan 25, 2023 | SHALLCROSS STEVEN ACEO and CFO | Buy | 25,000 | $0.87 | $21.8K | Form 4 |
| Jan 20, 2023 | SHALLCROSS STEVEN ACEO and CFO | Buy | 25,000 | $0.75 | $18.8K | Form 4 |
| Dec 29, 2022 | SHALLCROSS STEVEN ACEO and CFO | Buy | 100,000 | $0.44 | $44.0K | Form 4 |
From Forms 4 filed with the SEC.
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.
- Jeffrey Matthew Gryga Irrevocable TrustSCHEDULE 13G, 1 filing Nov 10, 202557
- Empery Asset Management, LPSCHEDULE 13G/A, 2 filings Jul 31, 2025 to Oct 21, 202558
- CVI Investments, Inc.SCHEDULE 13G/A, 2 filings Oct 2, 2024 to Feb 7, 202559
- INTRACOASTAL CAPITAL, LLCSC 13G, 1 filing Oct 3, 202460
- Iroquois Capital Management, LLCSC 13G/A, 1 filing Feb 23, 202261
- RENAISSANCE TECHNOLOGIES LLCSC 13G/A, 1 filing Feb 11, 202262
- Hudson Bay Capital Management LPSC 13G/A, 1 filing Feb 4, 202263
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 |
|---|---|---|---|---|
| 2025 | Steven ShallcrossChief Executive Officer and Chief Financial Officer | 64 | $667.5K | $564 |
| 2024 | Steven ShallcrossChief Executive Officer and Chief Financial Officer | 64 | $645.0K | $564 |
Funding
Where the company's money came from, by calendar year: private offerings filed with the SEC, federal grants, loans, contracts and other assistance from USAspending.gov, and PPP loans from the SBA. Each bar links to the records below.
- Private raises (Form D) $17.6M
Figures by year
| Year | Private raises (Form D) | Total |
|---|---|---|
| 2025 | $13.1M | $13.1M |
| 2022 | $4.5M | $4.5M |
Private raises
Private offerings the company reported to the SEC on Form D. The amount is what the latest filing says was sold so far, charted in the year of the first sale. Covers filings since Oct 1, 2021.
- Oct 17, 2025Raised $13.1 million in a private offering of securities65 Form D: 10 investors so far Form D
- Jul 29, 2022Raised $3 million in a private offering of equity66 Form D: 1 investor so far Form D
- Mar 10, 2022Raised $1.5 million in a private offering of equity67 Form D: 4 investors so far Form D
Held by these funds
The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 26. Change is in shares since the quarter before.
13F reports cover disclosed long positions in U.S. stocks only.
SEC filer profile
How Theriva Biologics, Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.
- Name on EDGARTheriva Biologics, Inc.1
- CIK0000894158
- Employer ID (EIN)13-38083033
- Filer statusNon-accelerated filer not an emerging growth company; a smaller reporting company; not a shell company3
- Incorporated inNevada3
- Fiscal year endsDecember 311
- Industry code (SIC)2834 Pharmaceutical Preparations1
- SEC reviewing officeOffice of Life Sciences, Division of Corporation Finance1
- Business address9605 Medical Center Drive, Suite 270, Rockville, MD 208501
- Phone(734) 332-78001
- Shares outstanding45,892,668 as of Aug 7, 202611
- Public float$3.9M as of Jun 30, 20253
- AuditorBDO USA, P.C, Raleigh, North Carolina PCAOB ID 243; no auditor attestation of internal control over financial reporting3
- On EDGAR sinceMay 7, 19961
- Filings1,034 in all: 8-K (353), 4 (133), 10-Q (75), DEF 14A (33), CORRESP (31), 424B3 (29), 424B5 (29), UPLOAD (26)1
All 51 form types
SC 13G/A (25), EFFECT (24), 10-K (23), PRE 14A (23), 3 (21), SC 13D/A (21), S-3 (20), SC 13G (20), 10QSB (16), S-8 (15), DEFA14A (14), 8-K/A (11), SC 13D (10), CT ORDER (7), S-3/A (7), D (6), S-1/A (6), 10KSB (5), ARS (5), S-1 (4), 10-K/A (3), 10-Q/A (3), 10KSB/A (3), DEFR14A (3), NT 10-K (3), POS AM (3), 10-K405 (2), 4/A (2), DEF 14C (2), PRE 14C (2), S-8 POS (2), SCHEDULE 13G (2), SCHEDULE 13G/A (2), 424B2 (1), 424B4 (1), 8-A12B (1), AW (1), CERTAMX (1), FWP (1), POS EX (1), PRER14A (1), SB-2 (1), SB-2/A (1)
- Latest filingsAnnual report (10-K) Mar 12, 2026
Quarterly report (10-Q) Aug 11, 2026
Proxy statement (DEF 14A) Jun 29, 2026
Latest 8-K (8-K) Aug 11, 2026
Securities registered for trading
| Class | Symbol | Exchange |
|---|---|---|
| Common Stock | TOVX | NYSE |
From the cover page of the 10-K filed Mar 12, 2026 (Section 12(b) of the Exchange Act).3
Risk factors and legal proceedings
The risks Theriva Biologics, Inc. names in Item 1A of its 10-K filed Mar 12, 2026: 61 risks under these headings, as written.3
- Because of the following factors, as well as other factors affecting our financial condition and operating results, past financial performance should not be considered to be a reliable indicator of future performance, and investors should not use historical trends to anticipate results or trends in future periods.
- RISKS RELATED TO OUR FINANCIAL POSITION AND CAPITAL REQUIREMENTS
- Our auditor’s report on our consolidated financial statements contains an explanatory paragraph regarding our ability to continue as a going concern.
- We will need to raise additional capital to operate our business and our failure to obtain funding when needed may force us to delay, reduce or eliminate certain of our development programs or commercialization efforts.
- We expect to continue to incur significant operating and capital expenditures and we will need additional funds to support our operations, and such funding may not be available to us on acceptable terms, or at all, which would force us to delay, reduce or suspend our research and development programs and other operations or commercialization efforts.
- The actual amount of funds we will need to operate is subject to many factors, some of which are beyond our control.
- We currently have a limited operating history as an oncology company, no products approved for commercial sale, have no significant source of revenue and may never generate significant revenue.
- Although we currently believe that our internal controls are effective, we have identified material weaknesses in our internal controls in the past, and we cannot provide assurances that additional material weaknesses will not occur in the future
- We expect to seek to raise additional capital in the future, which may be dilutive to stockholders or impose operational restrictions.
- Our operating results may fluctuate significantly, which makes our future operating results difficult to predict and could cause our operating results to fall below expectations or our guidance.
- If our acquired intangible assets become impaired in the future as was the case in 2024, we may be required to record a significant charge to earnings.
- A prolonged U.S. federal government shutdown could materially and adversely affect our business and operations.
The other 50 risks
- Federal budget and debt-ceiling disputes may adversely affect capital markets and our financing activities.
- RISKS RELATED TO OUR BUSINESS
- Prior to 2022, we had not conducted any research and development activities directed to cancer diagnosis, treatment or prevention and there can be no assurance that we will successfully be able to do so.
- In the past OVs have experienced certain safety and efficacy challenges.
- Our research and development efforts may not result in commercially successful products and technologies, which may limit our ability to achieve profitability.
- We have in the past, and may continue to seek to, form or seek strategic alliances or enter into additional licensing arrangements in the future, and we may not realize the benefits of such alliances or licensing arrangements.
- We rely on licenses to use various technologies that are material to our business and we may not be able to retain rights licensed to us by others to commercialize key products and may not be able to establish or maintain the relationships we need to develop, manufacture, and market our products.
- We may incur additional expenses in connection with our licenses and collaboration arrangements and our development of our product candidates.
- Developments by competitors may render our products or technologies obsolete or non-competitive.
- We may seek to selectively establish collaborations, and, if we are unable to establish them on commercially reasonable terms, we may have to alter our development and commercialization plans.
- If the parties we depend on for supplying substance raw materials for our product candidates and certain manufacturing-related services do not timely supply these products and services in sufficient quality or quantity, or if current drug supply becomes unusable, it may delay or impair our ability to develop, manufacture and market our product candidates.
- For our clinical trials of VCN-01 (zabilugene almadenorepvec), we have or will administer our product candidate, VCN-01, in combination with other cancer drugs. Any problems obtaining these co-administered drugs could result in a delay or interruption in our clinical trials.
- If third-party vendors, upon whom we rely to conduct our preclinical studies or clinical trials, do not perform or fail to comply with strict regulations, these studies or trials may be delayed, terminated, or fail, or we could incur significant additional expenses, which could materially harm our business.
- We may fail to retain or recruit necessary personnel, and we may be unable to secure the services of consultants.
- Inadequate funding for the FDA, the SEC and other government agencies, including from government shutdowns, or other disruptions to these agencies’ operations, could hinder their ability to hire and retain key leadership and other personnel, prevent new products and services from being developed or commercialized in a timely manner or otherwise prevent those agencies from performing normal business functions on which the operation of our business may rely, which could negatively impact our business and timelines.
- Global health crises may adversely affect our planned operations.
- Business disruptions could seriously harm our future revenue and financial condition and increase costs and expenses.
- Unfavorable U.S. or global economic conditions could adversely affect our business, financial condition or results of operations.
- Changes to trade policy, including tariff and customs regulations, or failure to comply with such regulations may have an adverse effect on our reputation, business, financial condition and results of operations.
- We rely extensively on our information technology systems, and our systems and infrastructure face certain risks, including cybersecurity and data leakage risks.
- Our business and operations would suffer in the event of computer system failures.
- Any failure to maintain the security of information relating to our patients, customers, employees and suppliers, whether as a result of cybersecurity attacks or otherwise, could expose us to litigation, government enforcement actions and costly response measures, and could disrupt our operations and harm our reputation.
- We may face particular data protection, data security and privacy risks in connection with the European Union’s Global Data Protection Regulation and other privacy regulations.
- REGULATORY RISKS
- If we do not obtain the necessary regulatory approvals in the U.S. and/or other countries we will not be able to develop or sell our product candidates.
- Clinical trials are very expensive, time-consuming, and difficult to design and implement.
- The results of our clinical trials may not support our product candidate claims and the results of preclinical studies and completed clinical trials are not necessarily predictive of future results.
- Difficulties enrolling patients in our clinical trials or delays in enrollment are expected to result in our clinical development activities being delayed or otherwise adversely affected.
- Patients who are administered our product candidates may experience unexpected side effects or other safety risks that could cause a halt in their clinical development, preclude approval of our product candidates or limit their commercial potential.
- It is possible that we may not be able to obtain or maintain orphan drug designation or exclusivity for our drug candidates, which could limit the potential profitability of our product candidates.
- Fast Track designation by the FDA may not actually lead to a faster development or regulatory review or approval process, and does not assure FDA approval of our product candidate and, even if we obtain FDA approval, we may not receive marketing approval, marketing exclusivity or other expected benefits.
- Although we have obtained rare pediatric disease designation for VCN-01 (zabilugene almadenorepvec) for the treatment of retinoblastoma, we may not be eligible to receive a priority review voucher in the event the FDA determines we no longer meet the criteria for designation, revokes the designation or FDA approval of a BLA for VCN-01 for retinoblastoma does not occur prior to September 30, 2029.
- Our product candidates, if approved for sale, may not gain acceptance among physicians, patients and the medical community, thereby limiting our potential to generate revenues.
- We depend on third parties, including researchers and sublicensees, who are not under our control. If these third parties do not successfully carry out their contractual duties or meet expected deadlines, we may not be able to seek or obtain regulatory approval for or commercialize our product candidates.
- We currently have no marketing, sales or distribution organization and have no experience in marketing products as a company. If we are unable to establish marketing and sales capabilities or enter into agreements with third parties to market and sell our product candidates, we may not be able to generate product revenue.
- Reimbursement may not be available for our product candidates, which would impede sales.
- Healthcare reform measures could hinder or prevent our product candidates’ commercial success.
- If we fail to comply with state and federal healthcare regulatory laws, we could face substantial penalties, damages, fines, disgorgement, exclusion from participation in governmental healthcare programs, and the curtailment of operations, any of which could harm our business.
- If we obtain approval to commercialize our clinical product candidates outside of the United States, a variety of risks associated with international operations could harm our business.
- If product liability lawsuits are successfully brought against us, we may incur substantial liabilities and may be required to limit commercialization of our product candidates.
- We and our subsidiaries are subject to U.S. and foreign tax laws, and changes to such tax laws or differing interpretation of those laws by the relevant governmental authorities could adversely affect our business and operating results.
- INTELLECTUAL PROPERTY RISKS
- We rely on patents, patent applications, trade secrets and various regulatory exclusivities to protect some of our product candidates and our ability to compete may be limited or eliminated if we are not able to protect our products.
- We may incur substantial costs as a result of litigation or other proceedings relating to patent and other intellectual property rights, as well as costs associated with lawsuits.
- If we infringe the rights of others, we could be prevented from selling products or forced to pay damages.
- We enjoy restricted geographical protection with respect to certain patents.
- We may become subject to claims challenging inventorship or ownership of our patents and other intellectual property.
- RISKS RELATING TO OUR SECURITIES
- We cannot assure you that our Common Stock will be liquid or that it will remain listed on the NYSE American.
- The market price of our Common Stock has been and may continue to be volatile and adversely affected by various factors.
- Our Charter and bylaws and Nevada law may have anti-takeover effects that could discourage, delay or prevent a change in control, which may cause our stock price to decline.
- We do not intend to pay dividends in the foreseeable future on our Common Stock.
- Resales of our Common Stock in the public market by our stockholders may cause the market price of our common stock to fall.
- The shares of Common Stock offered under our current ATM Sales Agreement may be sold in “at the market” offerings, and investors who buy shares at different times will likely pay different prices.
Legal proceedings
From time to time we may become involved in legal proceedings or be subject to claims arising in the ordinary course of our business. We are not presently a party to any legal proceedings that, if determined adversely to us, would individually or taken together have a material adverse effect on our business, operating results, financial condition or cash flows. Regardless of the outcome, litigation can have an adverse impact on us because of defense and settlement costs, diversion of management resources and other factors.
The opening of Item 3, Legal Proceedings.3
Sources
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- 18SEC EDGARSteve H. Kanzer, Chair
- 19SEC EDGARLyman Max Lyon Jr., President
- 20SEC EDGARCharles Bisgaier Phd., President
- 21SEC EDGARMichael F. Manion, President
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- 27SEC EDGARJohn J. Monahan, Board member
- 28SEC EDGARSteven A. Shallcross, Board member
- 29SEC EDGARNelson K. Stacks, Board member
- 30SEC EDGARDaniel J. Dorman, Board member
- 31SEC EDGARJames S. Kuo, Board member
- 32SEC EDGARNicholas Stergis, Board member
- 33SEC EDGARCharles Bisgaier Phd., Board member
- 34SEC EDGARJeffrey Alan Wolf, Board member
- 35SEC EDGARJeffrey J. Kraws, Board member
- 36SEC EDGARA. Joseph Rudick, Board member
- 37SEC EDGARResults of operations
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