Co-Diagnostics, Inc.
For the period ended Sep 30, 2026. Filed Nov 10, 2026.
View on SEC.govAbout 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.
Sep 30, 2026 · Filed Nov 10, 2026
What changed in Risk Factors?
Read the current filingPrevious report: 10-Q
Period ended 2026-06-30; filed 2026-08-13.
0001493152-26-037762
Unregistered Sales of Equity Securities and Use of ProceedsDefaults Upon Senior SecuritiesMine Safety DisclosuresCurrent report: 10-Q
Period ended 2026-09-30; filed 2026-11-10.
0001493152-26-050963
Unregistered Sales of Equity Securities and Use of ProceedsDefaults Upon Senior SecuritiesMine Safety DisclosuresThe 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 18 previous paragraphs and 14 current paragraphs.
13 unchanged; 1 reworded; 0 added; 4 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 1 previous and 1 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.
Removed paragraphs (4)
Previous report
On May 21, 2026, the Company completed a private placement pursuant to a Securities Purchase Agreement, dated May 19, 2026, with certain institutional and accredited investors. In the private placement, the Company issued (i) 54,915 shares of its common stock, par value $0.001 per share, (ii) pre-funded warrants to purchase up to 1,592,532 shares of common stock and (iii) common warrants to purchase up to 3,294,894 shares of common stock.
Previous report
The purchase price for each share of common stock and accompanying common warrant was $1.821, and the purchase price for each pre-funded warrant and accompanying common warrant was $1.8209. The pre-funded warrants have an exercise price of $0.0001 per share, are exercisable immediately and terminate when exercised in full. The common warrants have an exercise price of $1.571 per share, are exercisable immediately and expire five years from the date of issuance.
Previous report
The Company received aggregate gross proceeds of approximately $3.0 million from the private placement, before deducting placement agent fees and other offering expenses. Maxim Group LLC acted as the exclusive placement agent in connection with the private placement. The Company agreed to pay Maxim a cash fee equal to 7.0% of the aggregate gross proceeds, or approximately $210,000, and to reimburse Maxim for reasonable expenses in an amount of $50,000.
Previous report
The securities were issued to institutional and accredited investors in reliance upon the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended, and Rule 506(b) of Regulation D promulgated thereunder. Each purchaser represented that it was an “accredited investor” as defined in Regulation D and was acquiring the securities for its own account and not with a view to distribution in violation of applicable securities laws. The securities were not offered through any general solicitation or general advertising.
Reworded paragraphs (1)
Previous wording
The private placement was previously reported in the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 21, 2026.
Current wording
On July 30, 2026, the Company entered into warrant inducement agreements pursuant to which it agreed to issue new common stock purchase warrants to purchase up to an aggregate of 3,404,724 shares of common stock in consideration for the cash exercise of certain previously issued warrants. The new warrants were issued in reliance upon the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended. The transaction, including the material terms of the new warrants and the applicable exemption from registration, was previously reported in the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on July 31, 2026, under Items 1.01 and 3.02.