Skip to main content

CREATIVE MEDICAL TECHNOLOGY HOLDINGS, INC.

For the period ended Mar 31, 2026. Filed May 8, 2026.

View on SEC.gov

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.

Mar 31, 2026 · Filed May 8, 2026

CELZ$0.62+2.6%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-09-30; filed 2025-11-07.

0001477932-25-007978

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2026-03-31; filed 2026-05-08.

0001477932-26-002893

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 59 previous paragraphs and 56 current paragraphs.

33 unchanged; 12 reworded; 11 added; 10 removed; 4 previous and 0 current paragraphs rearranged.

Tables are not compared: 3 previous and 4 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (11)

Current report

In February, 2025 we announced an expanded agreement with Greenstone Biosciences Inc. to leverage artificial intelligence (AI) in further developing our human induced pluripotent stem cell (iPSC) platform for diabetes treatment. The strategic collaboration is expected to extend the progress made on our proprietary hypoimmune iPSC technology, including our iPSC-derived pancreatic islet cells. The innovative cell lines, developed from Good Manufacturing Practice (GMP) grade human perinatal cells, are currently being used in clinical trials. By integrating AI-driven drug discovery, the partnership aims to identify small molecules that enhance insulin secretion, further refining the therapeutic potential of our hypoimmunogenic iPSC-derived pancreatic islet cells. Additionally, the program is expected to implement multi-gene editing to develop next generation hypoimmune iPSC lines with enhanced stealth, survival, and differentiation capabilities. These advancements will not only optimize pancreatic islet cell function but also expand the platform’s applications to other regenerative therapies, addressing critical unmet medical needs.

Current report

In March, 2025 we announced the FDA had cleared an expanded dose escalation for our ongoing Phase 1/2 trial of StemSpine® using AlloStem™ (CELZ-201-DDT). This regulatory milestone followed compelling interim blinded data demonstrating statistically significant pain reduction and improved mobility among trial participants.

Current report

In August, 2025 we announced the FDA granted Fast Track designation to its lead investigational therapy, CELZ-201-DDT. This designation positions CELZ-201-DDT among a select group of therapies recognized for their potential to address serious medical conditions with high unmet need. Fast Track status enables us to benefit from accelerated FDA interactions, rolling Biologics License Application (BLA) submissions, and eligibility for priority review—potentially expediting the path to market and patient access.

Current report

In October, 2025 we launched the BioDefense Veterans Initiative, believed to be a first-of-its-kind national program to combat the devastating long-term effects of toxic burn pit exposure among U.S. service members. To execute this initiative, we entered into an agreement with Greenstone Biosciences, Inc., as the exclusive AI and iPSC development partner. We are executing a national program which will provide the critical data infrastructure to:

Current report

Under this partnership, Greenstone will deploy advanced molecular-sequencing, proteomic profiling, and machine-learning algorithms to analyze cellular data from service members exposed to burn pits. These AI-integrated systems will accelerate the creation of predictive exposure models and precision-engineered regenerative therapies—a groundbreaking leap in both biodefense and AI-enabled medicine.

Current report

In November, 2025, the Company contributed $43,200 to the capital of Bionance, which, together with Mr. Warbington’s contribution of $10,800, was used to fund Bionance’s $54,000 investment in a convertible promissory note and warrants to purchase common stock issued by Applife Digital Solutions, Inc. To date, the Company has not made any other capital contributions to Bionance, and Bionance has not made any other investments.

Current report

In December, 2025 we announced the successful completion of patient enrollment in our ADAPT clinical trial evaluating CELZ-201 (Olastrocel). This enables us to transition the ADAPT program into its next phase focused on follow-up, and data analysis.

Current report

On March 6, 2025 we entered into warrant exercise inducement agreements with holders of existing warrants for the exercise of outstanding warrants to purchase an aggregate of 837,104 shares of common stock of the Company originally issued in October 2024 at the exercise price of $4.42 per share. The aggregate gross proceeds from the exercise of the existing warrants was $3.7 million, before deducting financial advisory fees. The new warrants are exercisable for an aggregate of up to 1,674,208 shares of common stock, at an exercise price of $3.75 per share, for a period of five years following shareholder approval of the exercise price of the warrants that occurred on May 5, 2025.

Current report

On October 29, 2025 we entered into warrant exercise inducement agreements with certain holders of existing warrants for the exercise of outstanding warrants to purchase an aggregate of 1,116,136 shares of common stock of the Company originally issued in March 2025, at the exercise price of $3.75 per share. The aggregate gross proceeds from the exercise of the existing warrants was approximately $4.2 million, before deducting financial advisory fees. The new warrants are exercisable for an aggregate of up to 2,790,340 shares of common stock, at an exercise price of $2.86 per share. The new warrants are exercisable for a period of five years following shareholder approval of the exercise of the warrants that occurred on December 26, 2025.

Current report

Net Cash used in Investing Activities*.* We used $175,000 in cash in investing activities during the three-months ended March 31, 2026, in comparison to no cash used for the comparable period a year ago. The increase in cash used in investing activities was related to a $125,000 investment in a related entity and a $50,000 investment in a note receivable.

Current report

Cash received in financing activities for the three-months ended March 31, 2026 was $13,360 in proceeds from the contributions of a minority member to Bionance, a majority-owned subsidiary, in comparison to $3,354,000 in net cash received primarily from the March 2025 warrant inducement transaction.
Removed paragraphs (10)

Previous report

We completed dosing the second cohort of 10 patients (total of 20 to-date) in this trial in the second quarter of 2025. Additional comprehensive data from the second and third cohorts will guide future clinical and regulatory plans.

Previous report

On March 6, 2025, we entered into warrant exercise inducement offer letters (the "Inducement Letters") with the holders (the "Holders") of warrants to purchase an aggregate of 837,104 shares of our Common Stock originally issued on October 23, 2024 (collectively, the "Existing Warrants"), pursuant to which the Holders agreed to exercise the Existing Warrants at their current exercise price of $4.42 per share, in exchange for our agreement to issue the Holders new warrants to purchase an aggregate of 1,674,208 shares of common stock (the "Inducement Warrants"). The Inducement Warrants have an exercise price of $3.75 per share, became granted and exercisable when we obtained stockholder approval for the issuance of the shares of Common Stock underlying the Inducement Warrants on May 5, 2025, and are exercisable for a period of five years following approval date. The transaction closed on March 6, 2025, resulting in total net proceeds to the Company of approximately $3.7 million after deducting placement agent fees and other costs of the offering. Following stockholder approval, the Company recorded a value of approximately $3.9 million, representing the difference between the fair market value of the Existing Warrants and Inducement Warrants on the date of the transaction, as both an increase and decrease to additional paid-in capital, for no net impact, as the Inducement Warrants were considered offering costs.

Previous report

Gross Revenue. There was $3,000 in revenue generated for the nine-months ended September 30, 2025 in comparison with $8,000 in revenues for the comparable period a year ago.

Previous report

Selling, General and Administrative Expenses. General and administrative expenses for the nine-months ended September 30, 2025, totaled $2,396,735, in comparison with $1,846,177 for the comparable period a year ago. The increase of $550,558, or 30% is primarily due to an increase of $288,122 in marketing expenses, $191,478 associated with the timing of bonus payouts, and the timing of a $50,512 general liability contract renewal.

Previous report

Amortization Expenses.* *Amortization expenses for the nine-months ended September 30, 2025 totaled $92,378 in comparison with $87,813 for the comparable period a year ago.

Previous report

Research and Development Expenses. Research and development expenses for the nine-months ended September 30, 2025, totaled $1,709,719 in comparison to $1,928,937 for the comparable period a year ago. The decrease of $219,218, or 11% was primarily due to a decrease of $454,432 in general research combined with a $164,729 decrease in expenses associated with the Type I Diabetes (CELZ-201 CREATE-1) clinical trial, offset by an increase of $166,193 on the AlloStemSpine® Chronic Lower Back Pain (CELZ-201 ADAPT) trial as we continue to recruit and dose study subjects, and an increase of $233,340 associated with clinical research fees.

Previous report

Operating Loss. For the reasons stated above, our operating loss for the nine-months ended September 30, 2025, was $4,197,032 in comparison with $3,858,127 for the comparable period a year ago.

Previous report

Other Income**.** Other income for the nine-months ended September 30, 2025, totaled $89,698 in comparison with $218,720 for the comparable period a year ago. The decreased income of $129,022 is primarily due to lower short-term investment balances and a slight decrease in interest rates.

Previous report

Net Cash Received From Investing Activities*.* There was no cash received or spent in investing activities during the nine-months ended September 30, 2025, in comparison to $6,320,191 of cash received from $6,520,191 in net redemptions of certificates of deposit offset by a $200,000 payment on a patent purchase obligation for the comparable period a year ago.

Previous report

Cash received in financing activities for the nine-months ended September 30, 2025 was $3,354,000 in proceeds from the exercise of warrants net of issuance costs, in comparison to $174,864 in cash spent from the purchase of treasury stock for the comparable period a year ago.
Reworded paragraphs (12)

Previous wording

We are a commercial stage biotechnology company dedicated to the advancement of identifying and translating novel biological therapeutics in the fields of immunotherapy, endocrinology, urology, neurology and orthopedics. Our platforms, therapies and products include the following:

Current wording

We are a commercial stage biotechnology company dedicated to the advancement of regenerative therapeutics in the fields of immunotherapy, endocrinology, urology, neurology and orthopedics. Our platforms, therapies and products include the following:

Previous wording

Gross Revenue. There was no revenue generated for the three-month periods ended September 30, 2025 and 2024.

Current wording

Gross Revenue. There were $0 and $3,000 revenues generated for the three-month periods ended March 31, 2026 and 2025 respectively.

Previous wording

Cost of Goods Sold. There was no cost of goods sold for the three-month periods ended September 30, 2025 and 2024.

Current wording

Cost of Goods Sold. There were $0 and $1,200 cost of goods sold for the three-month periods ended March 31, 2026 and 2025 respectively.

Previous wording

Gross Profit/(Loss). There were no gross profits for the three-month periods ended September 30, 2025 and 2024.

Current wording

Gross Profit/(Loss). There were $0 and** **$1,800 in gross profits for the three-month periods ended March 31, 2026 and 2025.

Previous wording

Selling, General and Administrative Expenses. General and administrative expenses for the three-months ended September 30, 2025, totaled $776,821, in comparison with $498,607 for the comparable period a year ago. The increase of $278,214, or 56% is primarily due to an increase of $206,306 in compensation due to timing of bonus payouts, and marketing expense increase of $118,909, offset by decreases in public company and professional fee expenses.

Current wording

Selling, General and Administrative Expenses. General and administrative expenses for the three-months ended March 31, 2026, totaled $888,640, in comparison with $888,397 for the comparable period a year ago. The increase of $243, or 0% is primarily due to increases of $76,727 in compensation due to timing of bonus payouts, $30,978 in public company related expenses, and $23,016 in legal fees, offset by decreases of $70,617 in marketing, and $50,512 due to timing of liability insurance payments.

Previous wording

Amortization Expenses.* *Amortization expenses for the three-months ended September 30, 2025 totaled $31,059 in comparison with $29,271 for the comparable period a year ago.

Current wording

Amortization Expenses.* *Amortization expenses for the three-months ended March 31, 2026 totaled $28,855 in comparison with $30,577 for the comparable period a year ago.

Previous wording

Research and Development Expenses. Research and development expenses for the three-months ended September 30, 2025, totaled $465,154 in comparison to $581,796 for the comparable period a year ago. The decrease of $116,642, or 20% was primarily due to a decrease of $114,140 in research and development associated with the AlloStemSpine® Chronic Lower Back Pain (CELZ-201 ADAPT) trial approaching the completion of subject recruitment.

Current wording

Research and Development Expenses. Research and development expenses for the three-months ended March 31, 2026, totaled $541,658 in comparison to $743,304 for the comparable period a year ago. The decrease of $201,646, or 27% was primarily due to a decrease of $230,328 in general research and development, offset by an increase of $25,682 associated with the AlloStemSpine® Chronic Lower Back Pain (CELZ-201 ADAPT) trial.

Previous wording

Operating Loss. For the reasons stated above, our operating loss for the three-months ended September 30, 2025, was $1,273,034 in comparison with $1,109,674 for the comparable period a year ago.

Current wording

Operating Loss. For the reasons stated above, our operating loss for the three-months ended March 31, 2026, was $1,459,153 in comparison with $1,660,478 for the comparable period a year ago.

Previous wording

Other Income**.** Other income for the three-months ended September 30, 2025, totaled $37,100 in comparison with $69,539 for the comparable period a year ago. The decreased income of $32,439 is primarily due to lower short-term investment balances and a slight decrease in interest rates.

Current wording

Other Income**.** Other income for the three-months ended March 31, 2026, totaled $55,436 in comparison with $22,381 for the comparable period a year ago. The increased income of $33,055 is primarily due to higher short-term investment balances.

Previous wording

Net Income/Loss**.** For the reasons stated above, our net loss for the three-months ended September 30, 2025, was $1,235,934 in comparison with a net loss of $1,040,135 for the comparable period a year ago.

Current wording

Net Income/Loss**.** For the reasons stated above, our net loss for the three-months ended March 31, 2026, was $1,403,717 in comparison with a net loss of $1,638,097 for the comparable period a year ago.

Previous wording

As of September 30, 2025, we had $5,375,511 of available cash and US Treasuries and positive working capital of approximately $5,150,188. In comparison, as of December 31, 2024, we had $5,940,402 of available cash, certificates of deposit and US Treasuries and positive working capital of $5,807,659.

Current wording

As of March 31, 2026, we had $5,723,176 of available cash and US Treasuries and positive working capital of approximately $5,751,270. In comparison, as of December 31, 2025, we had $7,208,126 of available cash, certificates of deposit and US Treasuries and positive working capital of $7,114,134.

Previous wording

***Net Cash used in Operating Activities.***We used cash in our operating activities due to our losses from operations. Net cash used in operating activities was $3,918,891 for the nine-months ended September 30, 2025, in comparison to $3,351,756 for the comparable period a year ago, an increase of $567,135 or 17%. The increase in cash used in operations was primarily related to an increase in research and development investments, corporate marketing and timing of employee bonus payouts.

Current wording

***Net Cash used in Operating Activities.***We used cash in our operating activities due to our losses from operations. Net cash used in operating activities was $1,323,310 for the three-months ended March 31, 2026, in comparison to $1,591,535 for the comparable period a year ago, a decrease of $268,225 or 17%. The decrease in cash used in operations was primarily related to reduced research and development investments.
Rearranged previous paragraphs (4)

Previous report — wording carried elsewhere

Results of Operations – For the Nine-month Periods Ended September 30, 2025, and 2024

Previous report — wording carried elsewhere

Cost of Goods Sold. There was $1,200 in cost of goods sold for the nine-months ended September 30, 2025 in comparison with $3,200 in cost of goods sold for the comparable period a year ago.

Previous report — wording carried elsewhere

Gross Profit/(Loss). There was $1,800 in gross profits for the nine-months ended September 30, 2025 in comparison with $4,800 in gross profits for the comparable period a year ago.

Previous report — wording carried elsewhere

Net Income/Loss**.** For the reasons stated above, our net loss for the nine-months ended September 30, 2025, was $4,107,334 in comparison with a net loss of $3,639,407 for the comparable period a year ago.