AETHLON MEDICAL INC

December 31, 2025

1. NATURE OF BUSINESS AND BASIS OF PRESENTATION ORGANIZATION

Aethlon Medical, Inc., or Aethlon, the Company, we or us, is a medical therapeutic company focused on developing the Hemopurifier® (HP), a clinical-stage immunotherapeutic device intended for applications in cancer, life-threatening viral infections, and organ transplantation and other areas of significant unmet needs. In human studies (168 sessions with 42 patients), the Hemopurifier was used safely and demonstrated the potential to remove enveloped viruses. In pre-clinical studies, the Hemopurifier has exhibited the capacity to remove harmful extracellular vesicles (EVs) and enveloped viruses from biological fluids, utilizing its proprietary lectin-based mechanism. These extracellular vesicles have been implicated in disease processes such as immune suppression and metastasis in cancer as well as in the progression of severe life-threatening infectious diseases. The U.S. Food and Drug Administration (“FDA”) has designated the Hemopurifier as a “Breakthrough Device” for two independent indications:

We are also evaluating the Hemopurifier’s potential in additional clinical contexts based on its mechanism of action and preclinical findings.

Three clinical sites in Australia—Royal Adelaide Hospital in Adelaide, Pindara Private Hospital in the Gold Coast, and GenesisCare North Shore Hospital in Sydney—are currently open for enrollment in our safety, feasibility and dose-finding oncology trial in patients with solid tumors not responding to treatment including either Keytruda® or Opdivo®. This trial aims to enroll 9-18 patients.

In 2025, we completed the first of three planned cohorts, comprising three participants. Each of the three participants received a single 4-hour Hemopurifier treatment. The Data Safety Monitoring Board (DSMB), comprising independent medical experts in nephrology and oncology, reviewed the data from the initial cohort. Based on their evaluation, the DSMB found no safety concerns and confirmed that the Hemopurifier continues to demonstrate a favorable safety and tolerability profile. To date, no serious adverse events (SAEs) or Dose-Limiting Toxicities (DLTs) related to the Hemopurifier have been reported.

Following the DSMB review of the first cohort and their recommendation to proceed onto the second cohort, we began enrollment in the second Cohort 2. In this phase, participants receive two Hemopurifier treatments over a one-week period at the study's three active clinical sites in Australia. To date, we have treated two participants in Cohort 2 and are continuing to recruit additional participants

The Company previously planned a similar clinical trial in India and received formal approval from the Indian regulatory agency, the Central Drugs Standard Control Organization (CDSCO), to conduct this trial in India on July 7, 2025. After reviewing extended timelines for site activation and trial execution, we made the decision to cancel the Indian trial to conserve resources and to concentrate efforts on the Australian oncology trial.

The Hemopurifier is designed to address life-threatening viral infections, particularly those involving highly glycosylated viruses for which there are no approved therapies. It has previously been used under FDA and international regulatory frameworks to treat individuals infected with HIV, hepatitis C, Ebola, and SARS-CoV-2. While our COVID-19 clinical trials in the U.S. and India have been terminated due to low ICU enrollment, these programs provided real-world evidence of Hemopurifier use in critically ill patients. We maintain an open IDE for viral indications, preserving the ability to respond to future outbreaks or emerging pathogens.

In addition to our ongoing clinical trials, we continue to explore potential new applications for the Hemopurifier through internal pre-clinical research and academic collaborations. During the first fiscal quarter of 2026, results of our pre-clinical ex-vivo study entitled “Ex Vivo Removal of CD41 positive platelet microparticles from Plasma by a Medical Device containing a Galanthus nivalis agglutinin (GNA) affinity resin” were made publicly available as a pre-print on bioRxiv. This study evaluated the ability of the Hemopurifier’s to bind and remove disease-relevant extracellular vesicles (EVs), including those derived from platelets, which are implicated in cancer, autoimmune disease, and neurological disorders. The study demonstrated >98% removal of platelet-derived EVs from healthy human plasma in a simulated clinical session.

In November 2025 we also made publicly available a separate pre-clinical preprint entitled “Increased mannosylation of extracellular vesicles in Long COVID plasma provides a potential therapeutic target for Galanthus nivalis agglutinin (GNA) affinity resin,” which describes exploratory ex vivo laboratory research conducted in collaboration with the University of California, San Francisco Long COVID Clinic examining EV characteristics in plasma samples from individuals with Long COVID. The findings described in these preprints have not been peer reviewed and are based on laboratory analysis rather than clinical studies.

These activities are intended to inform potential future research directions and evaluate the broader applicability of the Hemopurifier platform and may not be indicative of clinical outcomes.

Successful outcomes of human trials will also be required by the regulatory agencies of certain foreign countries where we plan to market and sell the Hemopurifier. Some of our patents may expire before FDA approval or approval in a foreign country, if any, is obtained. However, we believe that certain patent applications and/or other patents issued to us more recently will help protect the proprietary nature of our Hemopurifier treatment technology.

In addition to the foregoing, we are monitoring closely the impact of inflation, recent bank failures and the war between Russia and Ukraine and the military conflicts in Israel and the surrounding areas, as well as related political and economic responses and counter-responses by various global factors on our business. Given the level of uncertainty regarding the duration and impact of these events on capital markets and the U.S. economy, we are unable to assess the impact on our timelines and future access to capital. The full extent to which inflation, recent bank failures and the ongoing military conflicts will impact our business, results of operations, financial condition, clinical trials and preclinical research will depend on future developments, as well as the economic impact on national and international markets that are highly uncertain.

We incorporated in Nevada on March 10, 1999. Our executive offices are located at 11555 Sorrento Valley Road, Suite 203, San Diego, California 92121. Our telephone number is (619) 941-0360. Our website address is www.aethlonmedical.com.

Our common stock is listed on the Nasdaq Capital Market under the symbol “AEMD.”

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

During the nine months ended December 31, 2025, there were no changes to our significant accounting policies as described in our Annual Report on Form 10-K for the fiscal year ended March 31, 2025.

REVERSE STOCK SPLITS

On October 16, 2025, the Company implemented a 1-for-10 reverse stock split of its then outstanding shares of common stock, with trading of the post-split shares beginning October 20, 2025. Accordingly, each 10 shares of outstanding common stock then held by our stockholders were combined into one share of common stock. Any fractional shares resulting from the reverse split were rounded up to the next whole share. Authorized common stock was 6,000,000 shares following the stock split. The reverse stock split was implemented in response to the Company’s receipt of a Nasdaq notification regarding noncompliance with the minimum bid price requirement for continued listing. The accompanying unaudited condensed consolidated financial statements and accompanying notes have been retroactively revised to reflect such reverse stock split as if it had occurred on April 1, 2024. All shares and per share amounts have been revised accordingly.

On June 9, 2025, we effected a 1-for-8 reverse stock split of our then outstanding shares of common stock. Accordingly, each 8 shares of outstanding common stock then held by our stockholders were combined into one share of common stock. Any fractional shares resulting from the reverse split were rounded up to the next whole share. Authorized common stock remained at 60,000,000 shares following the stock split. The accompanying unaudited condensed consolidated financial statements and accompanying notes have been retroactively revised to reflect such reverse stock split as if it had occurred on April 1, 2024. All shares and per share amounts have been revised accordingly.

Basis of Presentation and Use of Estimates

Our accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles, or GAAP, for interim financial information and with the instructions to Form 10-Q and Article 8 of the Securities and Exchange Commission, or SEC, Regulation S-X. Accordingly, they should be read in conjunction with the audited financial statements and notes thereto for the fiscal year ended March 31, 2025, included in our Annual Report on Form 10-K filed with the SEC on June 26, 2025. The accompanying unaudited condensed consolidated financial statements include the accounts of Aethlon Medical, Inc. and its wholly owned subsidiary, Aethlon Medical Australia Pty Ltd. All significant inter-company transactions and balances have been eliminated in consolidation. The accompanying unaudited condensed consolidated financial statements, taken as a whole, contain all adjustments that are of a normal recurring nature necessary to present fairly our operating results, cash flows, and financial position as of and for the period ended December 31, 2025. Estimates were made relating to useful lives of fixed assets, impairment of assets, share-based compensation expense and accruals for clinical trial and research and development expenses. Actual results could differ materially from those estimates. The accompanying condensed consolidated balance sheet at March 31, 2025 has been derived from the audited consolidated balance sheet at March 31, 2025, contained in the above referenced 10-K. The results of operations for the three and nine months ended December 31, 2025 are not necessarily indicative of the results to be expected for the full year or any future interim periods.

LIQUIDITY AND GOING CONCERN

Management expects existing cash as of December 31, 2025 not to be sufficient to fund the Company’s operations for at least twelve months from the issuance date of these condensed consolidated financial statements. As a result, there is substantial doubt about the Company’s ability to continue as a going concern.

We are actively evaluating a range of strategic and financing options to extend our cash runway and support our ongoing operations, including clinical development activities. These options include potential equity offerings and other funding opportunities. However, there can be no assurance that any such financing will be available on acceptable terms, or at all.

Our ability to continue as a going concern is dependent upon securing additional capital and successfully executing our business plans. If we are unable to raise additional capital when needed, we may be forced to significantly curtail or cease operations, including research and development programs and clinical trials.

The accompanying unaudited condensed consolidated financial statements have been prepared assuming that we will continue as a going concern, which contemplates, among other things, the realization of assets and satisfaction of liabilities in the ordinary course of business.

Restricted Cash

As of December 31, 2025, we maintained a restricted cash balance of $98,709 in an interest-bearing money market deposit account with JPMorgan Chase, which supports our lease obligations. This balance includes a $5,000 buffer above the required security amount.

2. LOSS PER COMMON SHARE

Basic loss per share is computed by dividing net loss by the weighted average number of common shares outstanding during the period of computation. Diluted loss per share is computed similar to basic loss per share, except that the denominator is increased to include the number of additional dilutive common shares that would have been outstanding if potential common shares had been issued, if such additional common shares were dilutive. Since we had net losses for all periods presented, basic and diluted loss per share are the same, and additional potential common shares have been excluded, as their effect would be antidilutive.

As of December 31, 2025 and 2024, potential common shares totaling 2,555,830 and 168,240, respectively, representing outstanding stock options, warrants (including prefunded warrants), and restricted stock units were excluded from diluted EPS as their inclusion would be antidilutive.

3. RESEARCH AND DEVELOPMENT EXPENSES

Our research and development costs are expensed as incurred. We incurred research and development expenses during the three- and nine-month periods ended December 31, 2025 and 2024, which are included in various operating expense line items in the accompanying condensed consolidated statements of operations. Our research and development expenses in those periods were as follows:

During the nine months ended December 31, 2025, we recognized an R&D tax incentive related to our clinical trial activities conducted in Australia. The Australian R&D incentive is a government program that provides refundable tax offsets for eligible research and development expenditures incurred in Australia. The incentive was recorded as a reduction of research and development expense when the related qualifying expenditures were incurred and receipt of the credit was considered probable. We recognized approximately $218,000 related to this incentive, which reduced reported R&D expense for nine-month period ended December 31, 2025 (see Note 11).

4. RECENT ACCOUNTING PRONOUNCEMENTS

In December 2023, the FASB issued Accounting Standards Update 2023-09, Income Taxes (Topic 740*): Improvements to Income Tax Disclosures*, which requires enhanced annual disclosures related to tax rate reconciliation and income taxes paid disaggregated by federal, state and foreign taxes. ASU 2023-09 is effective for the Company for annual periods beginning on or after April 1, 2025. The Company maintains a full valuation allowance against its deferred assets and does not have current income tax expense nor material income taxes paid. While the Company is evaluating the impact of this new standard on its income tax disclosures, it does not expect the adoption of ASU 2023-09 to have material impact on its consolidated financial statements, as the amendments relate to disclosures only.

In November 2024, the FASB issued Accounting Standards Update 2024-03,Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (“ASU 2024-03”), which requires public business entities to provide enhanced annual and interim disclosures that disaggregate specified income statement expense categories. ASU 2024-03 is effective for annual periods beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted. In January 2025 the FASB issued Accounting Standards Update 2025-01,Income Statement — Reporting Comprehensive Income — Expense Disaggregation Disclosures (Subtopic 220-40): Clarifying the Effective Date, to clarify effective dates of in ASU 2024-03. The Company is currently evaluating the potential impact of this guidance on its disclosures.

In December 2025, the FASB issued Accounting Standards Update 2025-10,Government Grants (Topic 832), which provides guidance on the recognition, measurement, presentation, and disclosure of government grants. ASU 2025-10 is effective for annual periods beginning after December 15, 2028, and interim periods within fiscal years beginning after December 15, 2029, with early adoption permitted. The Company is currently evaluating the potential impact of this guidance on its consolidated financial statements and disclosures.

In December 2025, the FASB issued Accounting Standards Update 2025-11,Interim Reporting (Topic 270), which clarifies and organizes disclosure requirements for interim financial statements and requires disclosure of material events occurring since the end of the most recent annual period. ASU 2025-11 is effective for interim periods within fiscal years beginning after December 15, 2027, and annual periods beginning after December 15, 2028, with early adoption permitted. The Company is currently evaluating the potential impact of this guidance on its consolidated financial statements and disclosures.

In December 2025, the FASB issued Accounting Standards Update 2025-12,Codification Improvements, which includes technical corrections and clarifications across various topics in the FASB Accounting Standards Codification. ASU 2025-12 is effective for fiscal years, including interim periods within those fiscal years, beginning after December 15, 2026, and early adoption is permitted. This ASU is not expected to have a material impact on the Company’s consolidated financial statements or disclosures.

5. EQUITY TRANSACTIONS IN THE NINE MONTHS ENDED DECEMBER 31, 2025

December 2025 Private Placement and Warrant Inducement Agreement

On December 5, 2025, the Company and an institutional investor (the “Purchaser”) entered into a securities purchase agreement (the “Securities Purchase Agreement”), pursuant to which the Company agreed to issue to the Purchaser, in a private placement (the “PIPE Offering”), (i)595,897 pre-funded warrants to purchase Common Stock (“Pre-Funded Warrants”) and (ii)1,042,820 warrants to purchase shares of Common Stock at an exercise price of $4.03 per share (the “Common Warrants”). The PIPE Offering closed on December 8, 2025 subject to customary conditions to closing. The Common Warrants are exercisable upon stockholder approval and expire five and one-half years following the stockholder approval date. As a result of an amendment to the Pre-Funded Warrants and Securities Purchase Agreement on January 22, 2026, the Pre-Funded Warrants are exercisable immediately at an exercise price of $0.0001 per share. The Company also issued warrants to purchase 23,836 shares of common stock (the “Placement Agent Shares”) to the placement agent (the “Placement Agent Warrants”), pursuant to the Placement Agent Agreement dated December 5, 2025. The Placement Agent Warrants have an exercise price of $5.04 per share, and expire five and one half years from approval by the Company’s stockholders.

At the same time and as part of the PIPE Offering, the Company entered into a warrant inducement agreement (the “Inducement Agreement”) with the same Purchaser of certain outstanding common stock purchase warrants. Under this agreement, the Purchaser’s existing warrants were modified, including exercise at a reduced price of $4.03 per share for 210,555 shares, and the Purchaser received 368,471 new warrants (the “Inducement Warrants”) to encourage participation in the PIPE Both the modification and the new inducement Warrants were made solely in connection with the PIPE Offering and are considered costs of obtaining financing. The new warrants are exercisable upon stockholder approval, have an exercise price of $4.03 per share, and expire five and one-half years following the stockholder approval date.

The Company also issued warrants to buy 23,836 shares of common stock to placement agent (the “Placement Agent Warrants”) under the Placement Agent Agreement dated December 5, 2025. The Placement Agent Warrants have an exercise price of $5.04 per share and expire five and one-half years after shareholder approval.

The securities issued in the PIPE Offering and Inducement Agreement were issued in a private placement exempt from registration under Section 4(a)(2) of the Securities Act and Regulation D promulgated thereunder.

The Company filed a Registration Statement on Form S-1 (File No. 333-292598) covering the resale of shares underlying the warrants issued in the PIPE Offering and Inducement Agreement which was declared effective on January 16, 2026. The Company is required to maintain the effectiveness of the registration statement as required under the Registration Rights Agreement and Inducement Agreement The agreements include customary provisions for liquidated damages if the registration statements are not maintained on time.

Gross proceeds from the PIPE Offering was approximately $3.3 million before placement agent fees and offering costs. The Company intends to use the net proceeds for working capital and general corporate purposes.

Warrant Exercises

As described above, in connection with the Inducement Agreement, the holder of common stock purchase warrants exercised 210,555 shares of common stock for additional proceeds to the company of $848,537.

October 2025 Reverse Stock Split

On October 16, 2025, the Company implemented a 1-for-10 reverse stock split of its then outstanding shares of common stock, with trading of the post-split shares beginning October 20, 2025. Accordingly, each 10 shares of outstanding common stock then held by our stockholders were combined into one share of common stock. Any fractional shares resulting from the reverse split were rounded up to the next whole share. Authorized common stock was 6,000,000 shares following the stock split. The reverse stock split was implemented in response to the Company’s receipt of a Nasdaq notification regarding noncompliance with the minimum bid price requirement for continued listing. The accompanying unaudited condensed consolidated financial statements and accompanying notes have been retroactively revised to reflect such reverse stock split as if it had occurred on April 1, 2024. All shares and per share amounts have been revised accordingly.

Restricted Stock Unit Grants

In April 2025, the Compensation Committee of the Board, or Compensation Committee, approved, pursuant to the terms of our Amended and Restated Non-Employee Director Compensation Policy, or the Director Compensation Policy, the grant of the annual RSUs under the Director Compensation Policy to each of the three non-employee directors of the Company then serving on the Board of Directors of the Company, or Board. The Director Compensation Policy provides for a grant of stock options or $50,000 worth of RSUs at the beginning of each fiscal year for current non-employee directors then serving on the Board, and for a grant of stock options or $75,000 worth of RSUs for a newly elected non-employee director, with each RSU priced at the average for the closing prices for the five days preceding and including the date of grant, or $20.80 per share for the April 2025 RSU grants. As a result, in April 2025 the four eligible directors were each granted an RSU in the amount of 1,786 shares under the 2020 Plan. The RSUs are subject to vesting in four equal installments, with 25% of the restricted stock units vesting on each of June 30, 2025, September 30, 2025, December 31, 2025, and March 31, 2026, subject in each case to the director’s Continuous Service (as defined in the 2020 Plan), through such dates. Vesting will terminate upon the director’s termination of Continuous Service prior to any vesting date.

During the three- and nine-months ended December 31, 2025,1,340 and 4,020 shares were issued upon settlement of 1,787 and 5,360 RSUs, respectively.

6. RELATED PARTY TRANSACTIONS

The following table summarizes accrued amounts owed to related parties as of December 31, 2025 and March 31, 2025:

During the three-months ended December 31, 2025, we paid $68,250 in board fees to non-employee directors for services rendered in the current and prior quarters. In the nine-months ended December 31, 2025, we paid an aggregate of $204,750 in board fees.

During the three- and nine-months ended December 31, 2025, we paid $17,451 and $346,286 in separation expenses to former executive officer. As of December 31, 2025, there wereno accrued separation expenses.

As of December 31, 2025, accrued vacation balances owed to current employees totaled $169,596. Compared to March 31, 2025, accrued vacation balances increased by $4,567.

7. OTHER CURRENT LIABILITIES

Other current liabilities were comprised of the following items:

8. STOCK COMPENSATION

All of the stock-based compensation expense recorded during the three and nine months ended December 31, 2025 and 2024, aggregating $72,442 and $89,970 for the three-month periods and $217,326 and $342,791 for the nine-month periods, respectively, is included in payroll and related expense in the accompanying condensed consolidated statements of operations. Stock-based compensation expense recorded during the three and nine months ended December 31, 2025 and 2024 represented an impact on basic and diluted loss per common share of $(0.09) and $(0.52) for the three-month periods and $(0.45) and $(2.32) for the nine-month periods, respectively.

Stock Option Activity

We did not issue any stock options during the nine-months ended December 31, 2025 and 2024.

Stock options outstanding that have vested as of December 31, 2025 and stock options that are expected to vest subsequent to December 31, 2025 are as follows:

A summary of stock option activity during the three months ended December 31, 2025 is presented below:

There wereno stock option grants during the three months ended December 31, 2025 and 2024. There wereno RSUs granted during the three months ended December 31, 2025. There wereno stock option exercises during the three months ended December 31, 2025 and 2024. On December 31, 2025, our outstanding stock options hadno intrinsic value, since the closing share price on that date of $2.77 per share was below the exercise price of our outstanding stock options.

The table below summarizes nonvested stock options as of December 31, 2025 and changes during the nine months ended December 31, 2025.

The detail of the options outstanding and exercisable as of December 31, 2025 is as follows:

The table below summarizes restricted stock units as of December 31, 2025 and changes during the nine months ended December 31, 2025.

Our total stock-based compensation for the nine months ended December 31, 2025 and 2024 included the following:

We review share-based compensation on a quarterly basis for changes to the estimate of expected award forfeitures based on actual forfeiture experience. The cumulative effect of adjusting the forfeiture rate for all expense amortization is recognized in the period the forfeiture estimate is changed. The effect of forfeiture adjustments for the three months ended December 31, 2025 was insignificant.

At December 31, 2025, there was approximately $61,221 of unrecognized compensation cost related to share-based payments, which is expected to be recognized over a weighted average period of 0.21 years.

9. WARRANTS

During the three months ended December 31, 2025, we recorded 595,897 pre-funded warrants, which are exercisable upon shareholder approval and 1,411,291 standard warrants and 23,836 placement agent warrants, which are contingently issuable upon shareholder approval, in connection with our December 5, 2025 PIPE offering and Warrant Inducement Agreement. No warrants were issued during the three months ended December 31, 2024.

For the nine months ended December 31, 2025, we granted a total of 520,000 standard warrants, in addition to the pre-funded and contingently issuable warrants recorded during the three months ended December 31, 2025. In comparison, during the nine months ended December 31, 2024, we recorded 16,524,000 warrants in connection with the May 17, 2024 public offering.

A summary of warrant activity during the nine months ended December 31, 2025 is presented below:

In connection with the Company’s PIPE Offering, the Company issued Common Warrants, Pre-Funded Warrants, Placement Agent Warrants and Inducement Warrants to purchase an aggregate 1,435,127 shares of common stock. The issuance and exercisability of these warrants are subject to stockholder approval in accordance with Nasdaq Listing Rule 5635. As of December 31, 2025, such stockholder approval had not been obtained, and as such these warrants were not exercisable and are considered contingently issuable. Accordingly, these warrants are excluded from warrants outstanding and exercisable as of December 31, 2025 and will be issued only upon receipt of such stockholder approval.

The Common Warrants, Placement Agent Warrants, Inducement Warrants and Pre-Funded warrants issued in the PIPE Offering may not be exercised for cash unless a registration statement covering the shares issuable upon exercise has been declared effective by the SEC. The Company has agreed to use commercially reasonable efforts to cause such registration statement to become effective within 45 days following the closing of the offering. As of December 31, 2025, such registration statement had not yet been declared effective.

The Pre-Funded Warrants have a nominal exercise price and are therefore presented separately from traditional warrants. The weighted-average exercise price excludes the Pre-Funded Warrants.

10. COMMITMENTS AND CONTINGENCIES

LEASE COMMITMENTS

Office, Lab and Manufacturing Space Leases

In December 2020, we entered into an agreement to lease approximately 2,823 square feet of office space and 1,807 square feet of laboratory space located at 11555 Sorrento Valley Road, Suite 203, San Diego, California 92121 and 11575 Sorrento Valley Road, Suite 200, San Diego, California 92121, respectively. The agreement carries a term of 63 months and we took possession of the office space effective October 1, 2021. We took possession of the laboratory space effective January 1, 2022. In October 2021, we entered into another lease for approximately 2,655 square feet of space to house our manufacturing operations located at 11588 Sorrento Valley Road, San Diego, California 92121. The term is for 55 months and we took possession of the manufacturing space in August 2022. The current monthly base rent under the office and laboratory component of the lease is $14,788. The current monthly base rent under the manufacturing component of the lease is $13,195. Cash paid in the three months ended December 31, 2025 for amounts included in the measurement of operating lease liabilities in operating cash flows was $83,950.

The office, lab and manufacturing leases are coterminous with a remaining term of 15 months. The weighted average discount rate is 4.25%.

As of our December 31, 2025 balance sheet, we have an operating lease right-of-use asset of $382,583 and operating lease liability of $417,522.

In connection with the lease agreements for our office, lab, and manufacturing space, we were required to provide financial assurance to the landlord in lieu of a traditional security deposit. To satisfy this requirement, we initially arranged for our former bank to issue two standby letters of credit (L/Cs) totaling $87,506 — $46,726 in fiscal year 2021 for the office and lab space, and $40,780 in fiscal year 2022 for the manufacturing space. Equivalent funds were transferred into restricted certificates of deposit to secure the bank’s risk.

Following the transition of our banking relationship to JPMorgan Chase, the L/Cs were replaced with an interest-bearing money market deposit account. As of December 31, 2025, we maintained a restricted cash balance of $98,709 in this account, which includes a $5,000 buffer above the required security amount. This balance continues to support our lease obligations and is classified as restricted cash on our balance sheet.

Overall, our rent expense, which is included in general and administrative expenses, was approximately $108,000 for the three months ended December 31, 2025. Rent expense for the three-month period ending December 31, 2024 was approximately $106,000.

For the nine months ended December 31, 2025, rent expense totaled approximately $357,000. This amount includes a nonrecurring charge of $33,305 related to a forfeiture of a deposit of a previously rented mobile clean room. Excluding this one-time item, recurring rent expense was approximately $324,000 compared to approximately $317,000 for the nine months ended December 31, 2024.

In January 2025, the Company entered into a short-term premium financing agreement with FIRST Insurance Funding, a division of Lake Forest Bank & Trust Company, N.A., to finance a portion of its Directors & Officers (D&O) and other insurance premiums. The total amount financed under the agreement was approximately $220,984, with an associated finance charge of approximately $9,995, resulting in a total repayment obligation of approximately $230,979. The loan, which was secured by a first priority security interest in the financed insurance policies, including unearned premiums, dividends, credits, and certain loss payments, was repaid in full as of December 31, 2025.

LEGAL MATTERS

We may be involved from time to time in various claims, lawsuits, and/or disputes with third parties or breach of contract actions incidental to the normal course of our business operations. We are currently not involved in any litigation or any pending legal proceedings.

11. RECEIVABLE FROM AUSTRALIAN RESEARCH AND DEVELOPMENT TAX INCENTIVE (R&DTI)

During the three months ended September 30, 2025, we submitted a tax return to the Australian tax authorities covering our research and development operations in Australia related to our clinical trial in that country under the R&DTI program. In October 2025, we received a payment under the R&DTI of Australian $330,179, which was the equivalent of US $218,314. The US $218,314 was previously recorded as a receivable on our September 30, 2025 balance sheet and as a reduction to general and administrative expenses. As of December 31, 2025, this receivable has been fully collected.

12. SEGMENT REPORTING

The Company operates as asingle operating and reportable segment, which reflects how the Chief Operating Decision Maker (CODM), the Company’s Chief Executive Officer, manages the business and allocates resources. The Company is a development-stage medical technology company focused on advancing a clinical-stage therapeutic device, with key operational decisions driven by cash availability, development milestones, and the expected return on investment associated with future manufacturing and commercialization efforts.

Although the Company does not generate commercial revenue, the CODM regularly reviews certain expense categories and cash flow metrics to monitor progress and inform resource allocation. The primary internal performance measure used by the CODM is cash used in operating activities, rather than traditional profit or loss metrics.

In accordance with ASU 2023-07, which the Company adopted for the fiscal year ended March 31, 2025. The following table summarizes key financial information reviewed by the CODM to evaluate operating performance and cash utilization. All amounts presented exclude the Australian R&D tax incentive credit of approximately $218,000.

Amounts in this table are rounded to the nearest thousand.

The Company does not allocate assets to operating segments, nor does the CODM evaluate performance using a segment profit or loss measure. There were no changes in the internal reports provided to or reviewed by the CODM during the periods presented.

Entity-Wide Information

13. SUBSEQUENT EVENTS

To date in 2026, the first two participants have been treated in Cohort 2 of our ongoing safety, feasibility and dose-finding clinical trial evaluating the Hemopurifier® in cancer patients with solid tumors who have stable or progressive disease during anti-PD-1 monotherapy treatment, such as Keytruda® (pembrolizumab) or Opdivo® (nivolumab). Cohort 2 is designed to further evaluate the safety and feasibility of administering the Hemopurifier® at varying dosing intervals. The primary endpoint of the approximately nine to 18-patient trial is safety. The Company expects to continue enrollment and treatment of additional patients as the trial progresses.

In January 2026, the Company entered into a short-term premium financing agreement with FIRST Insurance Funding, a division of Lake Forest Bank & Trust Company, N.A., to finance a portion of its Directors & Officers (D&O) and other insurance premiums. The total amount financed under the agreement was approximately $220,984, with an associated finance charge of approximately $9,218, resulting in a total repayment obligation of approximately $230,202. The loan is by a first priority security interest in the financed insurance policies, including unearned premiums, dividends, credits, and certain loss payments.

On January 7, 2026, the Company filed a Registration Statement on Form S-1 (File No. 333-292598) with the Securities and Exchange Commission, which was declared effective January 16, 2026, for the resale, from time to time, of up to an aggregate 2,031,024 shares of the Company’s common stock**.** The shares covered by the registration statement consist of shares issuable upon the exercise of Common Warrants Pre-Funded Warrants, Inducement Warrants, and Placement Agent Warrants that were issued in connection with a the PIPE Offering. On January 22, 2026, the Company entered into an amendment to the Securities Purchase Agreement and Pre-Funded Warrant executed in connection with the PIPE Offering, making the 595,897 Pre-Funded Warrants exercisable immediately, subject to registration requirements. As of February 11, 2026 the warrant holders had exercised 341,897 Pre-Funded warrants for the agreed nominal exercise price..

The Company evaluates subsequent events and transactions that occur after the unaudited condensed consolidated financial statements date through the date that the unaudited condensed consolidated financial statements are issued. Based upon this statements’ review, other than what is already disclosed, the Company did not identify any subsequent events that would have required adjustment or disclosure in the unaudited condensed consolidated financial statements.