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PALISADE BIO, INC.

For the period ended Jun 30, 2026. Filed Aug 10, 2026.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2026 · Filed Aug 10, 2026

PALI$1.13-2.6%Stored close · as of Nov 6, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30,2026

OR

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number:001-33672

PALISADE BIO, INC.

(Exact name of registrant as specified in its charter)

Delaware52-2007292
(State or other jurisdiction ofincorporation or organization)(I.R.S. EmployerIdentification No.)
4600 South Syracuse Street, Suite 900Denver, Colorado180237
(Address of principal executive offices)(Zip Code)

(858)704-4900

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTradingSymbol(s)Name of each exchange on which registered
Common Stock, $0.01 par valuePALINasdaq Capital Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer☐Accelerated filer☐
Non-accelerated filer☒Smaller reporting company☒
Emerging growth company☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No☒

As of August 6, 2026, there were 174,270,558 shares of common stock, $0.01 par value, outstanding. This number does not include 37,814,754 shares of common stock issuable upon the exercise of pre-funded warrants outstanding as of August 6, 2026 (which are immediately exercisable at an exercise price of $0.0001 per share of common stock, subject to beneficial ownership limitations).

1 The Company does not currently maintain a physical headquarters but maintains a mailing address at 4600 South Syracuse Street, Suite 900, Denver, Colorado, 80237.

Table of Contents

Page
PART I -FINANCIAL INFORMATION1
Item 1.Condensed Consolidated Financial Statements (Unaudited)1
Condensed Consolidated Balance Sheets1
Condensed Consolidated Statements of Operations2
Condensed Consolidated Statements of Stockholders’ Equity3
Condensed Consolidated Statements of Cash Flows5
Notes to Condensed Consolidated Financial Statements6
Item 2.Management's Discussion and Analysis of Financial Condition and Results of Operations17
Item 3.Quantitative and Qualitative Disclosures about Market Risk25
Item 4.Controls and Procedures25
PART II -OTHER INFORMATION27
Item 1.Legal Proceedings27
Item 1A.Risk Factors27
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds52
Item 3.Defaults Upon Senior Securities52
Item 4.Mine Safety Disclosure52
Item 5.Other Information52
Item 6.Exhibits53
SIGNATURES54

i

PART I

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.