Serina Therapeutics, Inc.
For the period ended Sep 30, 2025. Filed Nov 13, 2025.
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, 2025 · Filed Nov 13, 2025
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-06-30; filed 2025-08-11.
0001708599-25-000089
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-09-30; filed 2025-11-13.
0001708599-25-000133
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe 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 106 previous paragraphs and 110 current paragraphs.
80 unchanged; 24 reworded; 5 added; 2 removed; 0 previous and 1 current paragraphs rearranged.
Tables are not compared: 3 previous and 3 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 (5)
Current report
Other Income, Net
Current report
Other income was $1.8 million for the three months ended September 30, 2025, compared to $6.7 million for the same period in 2024. The $4.9 million decrease in Other income is primarily attributable to the reduction of $5.6 million in the change in fair value of liability classified warrants, partially offset by a $0.7 million gain from the expiration of liability classified warrants.
Current report
On September 9, 2025, we entered into an unsecured convertible note (the “2025 Convertible Note”) with a member of the our Board of Directors, making available to Serina an aggregate principal amount of up to $20 million.Under the 2025 Convertible Note, borrowings may be drawn at our discretion in five tranches tied to certain clinical and operational milestones, provided that if at the time we achieve a milestone and do not have sufficient cash available to cover projected costs and expenses to achieve the next milestone, then we will be required to draw such deficiency. The five tranches correspond to the five following milestones: (i) up to $5 million on or before September 30, 2025; (ii) up to $2.5 million on or after December 15, 2025 upon enrollment of the first patient in the our SER-252-1b registrational clinical study; (iii) up to $2.5 million upon enrollment of the second patient in the study; (iv) up to $5 million on or after March 15, 2026, upon dosing of the last patient in Cohort 1 of the study; and (v) up to $5 million on or after April 30, 2026, upon dosing of the first patient in Cohort 2 of the study (“Milestone 5”). See Components of Operating Results in Item 2 (Management’s Discussion and Analysis of Financial Condition and Results of Operations) for a discussion of the impact of recent FDA communication on the clinical study.
Current report
The 2025 Convertible Note is convertible, at the option of the holder, into shares of the the Company's common stock, at any time until the maturity date at a conversion price of $5.18 per share. The conversion price is subject to standard adjustments in the event of any stock split, stock dividend, stock combination, recapitalization, or other similar transaction.
Current report
On September 28, 2025, we drew down the first tranche of $5.0 million under the 2025 Convertible Note ("First Tranche"), incurring $0.1 million in transaction costs which were accounted for as a debt discount.
Removed paragraphs (2)
Previous report
Other income (expense), net
Previous report
Other expense, net was $0.9 million for the three months ended June 30, 2025, compared to $9.0 million net income for the same period in 2024. The $9.9 million increase in expenses is primarily attributable to the $10.3 million change in fair value relating to the fair value of liability classified warrants, which was offset by the decrease in $0.3 million in interest expense and $0.1 million in other expenses that were individually insignificant.
Reworded paragraphs (24)
Previous wording
Our operations through June 30, 2025, have been financed primarily by aggregate net proceeds of $57.4 million from the issuance of convertible preferred stock, common stock, and convertible notes and exercise of Post-Merger Warrants to purchase our common shares by Juvenescence. Since our inception in 2006, we have had significant operating losses. Our operating loss was $5.6 million and $3.9 million for six months ended June 30, 2025 and 2024, respectively. As of June 30, 2025, we had an accumulated deficit of $55.6 million and $6.0 million in cash and cash equivalents.
Current wording
Our operations through September 30, 2025, have been financed primarily by aggregate net proceeds of $63.8 million from the issuance of convertible preferred stock, common stock, convertible notes and exercise of Post-Merger Warrants to purchase our common shares by Juvenescence. Since our inception in 2006, we have had significant operating losses. Our operating loss was $6.4 million and $5.3 million for nine months ended September 30, 2025 and 2024, respectively. As of September 30, 2025, we had an accumulated deficit of $60.2 million and $8.6 million in cash and cash equivalents.
Previous wording
This Management’s Discussion and Analysis of Financial Condition and Results of Operations discusses and analyzes data in our unaudited condensed consolidated interim financial statements, which we have prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). Preparation of the financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses, and related disclosure of contingent assets and liabilities. Management bases its estimates on historical experience and on various other assumptions that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Senior management has discussed the development, selection and disclosure of these estimates with the Audit Committee of our Board of Directors. Actual conditions may differ from our assumptions and actual results may differ from our estimates.
Current wording
This Management’s Discussion and Analysis of Financial Condition and Results of Operations discusses and analyzes data in our unaudited condensed consolidated interim financial statements, which we have prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). Preparation of the financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses, and related disclosure of contingent assets and liabilities. Management bases its estimates on historical experience and on various other assumptions that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual conditions may differ from our assumptions and actual results may differ from our estimates.
Previous wording
An accounting policy is deemed critical if it requires an accounting estimate to be made based on assumptions about matters that are highly uncertain at the time the estimate is made, if different estimates reasonably could have been used, or if changes in the estimate are reasonably likely to occur, that could materially impact the financial statements. Management believes that there have been no significant changes during the three and six months ended June 30, 2025 to the items that we disclosed as our critical accounting policies and estimates in Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report filed March 24, 2025 for the year ended December 31, 2024.
Current wording
An accounting policy is deemed critical if it requires an accounting estimate to be made based on assumptions about matters that are highly uncertain at the time the estimate is made, if different estimates reasonably could have been used, or if changes in the estimate are reasonably likely to occur, that could materially impact the financial statements. Management believes that there have been no significant changes during the three and nine months ended September 30, 2025 to the items that we disclosed as our critical accounting policies and estimates in Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report filed March 24, 2025 for the year ended December 31, 2024.
Previous wording
•laboratory supplies and equipment used for internal research and development activities.
Current wording
•facility related costs, laboratory supplies and equipment used for internal research and development activities.
Previous wording
We may never succeed in achieving regulatory approval for any of our product candidates. We may obtain unexpected results from our preclinical studies and clinical trials. We may elect to discontinue, delay, or modify clinical trials of some product candidates or focus on others. A change in the outcome of any of these factors could mean a significant change in the costs and timing associated with the development of our current and future preclinical and clinical product candidates. For example, if the FDA or another regulatory authority were to require us to conduct clinical trials beyond those that we currently anticipate will be required for the completion of clinical development, or if we experience significant delays in execution of or enrollment in any of our preclinical studies or clinical trials, we could be required to expend significant additional financial resources and time on the completion of preclinical and clinical development.
Current wording
We may never succeed in achieving regulatory approval for any of our product candidates. We may obtain unexpected results from our preclinical studies and clinical trials. We may elect to discontinue, delay, or modify clinical trials of some product candidates or focus on others. A change in the outcome of any of these factors could mean a significant change in the costs and timing associated with the development of our current and future preclinical and clinical product candidates. For example, if the FDA or another regulatory authority were to require us to conduct clinical trials beyond those that we currently anticipate will be required for the completion of clinical development, or if we experience significant delays in execution of or enrollment in any of our preclinical studies or clinical trials, we could be required to expend significant additional financial resources and time on the completion of preclinical and clinical development. Research and development activities account for a significant portion of our operating expenses. On November 3, 2025, the Company announced that it received a notice from the FDA, placing a clinical hold on the Company’s IND application for SER-252, the Company’s lead development program for advanced Parkinson’s disease. The FDA has requested additional information related to a commonly used excipient in the formulation of SER-252. The FDA’s feedback does not relate to the active drug substance or its proposed mechanism of action. The Company plans to engage with the FDA in order to lift the clinical hold and commence with the planned SER-252-1b registrational clinical study.
Previous wording
Research and development activities account for a significant portion of our operating expenses. We expect our research and development expenses to increase for the foreseeable future as we continue to implement our business strategy, which includes advancing SER 252 and our other product candidates through clinical development, expanding our research and development efforts, including hiring additional personnel to support our research and development efforts, and seeking regulatory approvals for our product candidates that successfully complete clinical trials. In addition, product candidates in later stages of clinical development generally incur higher development costs than those in earlier stages of clinical development, primarily due to the increased size and duration of later stage clinical trials. As a result, we expect our research and development expenses to increase as our product candidates advance into later stages of clinical development. However, we do not believe that it is possible at this time to accurately project total program specific expenses through commercialization. There are numerous factors associated with the successful commercialization of any of our product candidates, including future trial design and various regulatory requirements, many of which cannot be determined with accuracy at this time based on our stage of development.
Current wording
We expect our research and development expenses to increase for the foreseeable future as we continue to implement our business strategy, which includes advancing SER 252 and our other product candidates, through clinical development, expanding our research and development efforts, including hiring additional personnel to support our research and development efforts, and seeking regulatory approvals for our product candidates that successfully complete clinical trials. In addition, product candidates in later stages of clinical development generally incur higher development costs than those in earlier stages of clinical development, primarily due to the increased size and duration of later stage clinical trials. As a result, we expect our research and development expenses to increase as our product candidates advance into later stages of clinical development. However, we do not believe that it is possible at this time to accurately project total program specific expenses through commercialization. There are numerous factors associated with the successful commercialization of any of our product candidates, including future trial design and various regulatory requirements, many of which cannot be determined with accuracy at this time based on our stage of development.
Previous wording
Our other income (expenses) are comprised of interest income on our cash equivalents, changes in fair value of our convertible notes and liability-classified warrants, and interest accrued from the convertible notes.
Current wording
Our other income (expenses) are comprised of interest income on our cash equivalents, changes in fair value of our convertible notes and liability-classified warrants, interest accrued from the convertible notes and foreign currency transaction gains, primarily related to payables and intercompany loans.
Previous wording
Comparison of the three and six months ended June 30, 2025 and 2024
Current wording
Comparison of the three and nine months ended September 30, 2025 and 2024
Previous wording
Revenues for the three and six months ended June 30, 2025 and 2024 were not material.
Current wording
Revenues for the three and nine months ended September 30, 2025 and 2024 were not material.
Previous wording
Research and development expenses were $3.2 million for the three months ended June 30, 2025, compared to $1.6 million for the same period in 2024. The increase of $1.6 million is primarily due to increases of $1.2 million in outside research services, $0.3 million in consultant spend for research programs and $0.6 million in salaries, payroll related expenses and stock based compensation as a result of increased headcount and increase of $0.1 million in miscellaneous expenses amounts that were individually insignificant. These increases were offset by a decrease of $0.3 million in professional fees for the maintenance of certain patent and other intellectual property and biological material assets included in Legacy Assets and a decrease of $0.3 million in severance and related costs. See Note 1, Organization, Business Overview and Liquidity to our unaudited condensed consolidated interim financial statements included elsewhere in this Report for additional information about the Legacy Assets.
Current wording
Research and development expenses were $3.6 million for the three months ended September 30, 2025, compared to $2.4 million for the same period in 2024. The increase of $1.2 million is primarily due to increases of $0.5 million in outsourced research services, $0.5 million in consultant spend mainly for chemistry, manufacturing, and controls activities, amortization of $0.4 million for a prepaid technology access fee and $0.2 million increased spend in clinical related activities. These increases were offset by decreases of $0.2 million in professional fees for the maintenance of certain patent and other intellectual property and biological material assets included in Legacy Assets and $0.2 million in miscellaneous expenses amounts that were individually insignificant. See Note 1, Organization, Business Overview and Liquidity to our condensed consolidated interim financial statements included elsewhere in this Report for additional information about the Legacy Assets.
Previous wording
Research and development expenses were $6.1 million for the six months ended June 30, 2025, compared to $2.7 million for the same period in 2024. The increase of $3.4 million is primarily due to increases of $1.8 million in outside research services and $0.5 million in consultant spend for research programs and $1.3 million in salaries, payroll related expenses and stock based compensation as a result of increased headcount and net $0.1 million increase in expenses amounts that were individually insignificant. These increases were offset by a decrease of $0.3 million in severance and related costs.
Current wording
Research and development expenses were $9.8 million for the nine months ended September 30, 2025, compared to $5.1 million for the same period in 2024. The increase of $4.6 million is primarily due to increases of $2.3 million in outsourced research services, $1.3 million in salaries, payroll related expenses and stock based compensation as a result of increased headcount, $1.1 million in consultant spend for research programs, amortization of $0.7 million for a prepaid technology access fee and $0.3 million increased spend in clinical related activities. These increases were offset by decreases of $0.7 million in professional fees for the maintenance of certain patent and other intellectual property and biological material assets included in Legacy Assets, $0.3 million in severance and related costs and $0.1 million in miscellaneous expenses amounts that were individually insignificant.
Previous wording
General and administrative expenses were $2.5 million for the three months ended June 30, 2025, compared to $2.3 million for the same period in 2024. The increase of $0.2 million is due primarily to increases of $0.3 million in stock based compensation expenses as a result of new option grants and $0.3 million of consulting expenses primarily for critical finance functions, including financial planning, reporting, and operations, as well as the deployment of new platforms and software. These increases were offset by a decrease of $0.4 million in legal fees primarily as the result of the conclusion of our post-merger compliance and reporting activities.
Current wording
General and administrative expenses were $2.7 million for the three months ended September 30, 2025, compared to $2.9 million for the same period in 2024. The net decrease of $0.2 million is due primarily to a $0.3 million decrease in severance, and $0.3 million in stock based compensation and recruiting fees. These decreases were offset by increases of $0.3 million in investor outreach activities and $0.1 million in equity compensation for consultants.
Previous wording
General and administrative expenses were $5.5 million for the six months ended June 30, 2025, compared to $3.5 million for the same period in 2024. The increase of $1.9 million is due primarily to increases of $1.2 million of salaries and stock based compensation expenses as a result of new hires and directors, $0.8 million of consulting expenses primarily for critical finance functions, including financial planning, reporting, and operations, as well as the deployment of new platforms and software, a $0.1 million increase in directors and officers insurance and $0.2 million related to the maintenance of certain patent and other intellectual property, and biological material assets included in Legacy Assets. These increases were offset by a decrease of $0.4 million in legal fees primarily as the result of the conclusion of our post-merger compliance and reporting activities.
Current wording
General and administrative expenses were $8.2 million for the nine months ended September 30, 2025, compared to $6.5 million for the same period in 2024. The increase of $1.7 million is due primarily to increases of $0.9 million in stock based compensation expense as a result of new hires and directors, $1.0 million of consulting expenses for public company infrastructure, as well as Director fees and D&O insurance, and $0.4 million in investor outreach activities. These increases were offset by decreases in severance of $0.3 million, $0.2 million in marketing costs and $0.1 million in miscellaneous expenses amounts that were individually insignificant.
Previous wording
Other income was $0.1 million for the six months ended June 30, 2025, compared to $3.7 million net expense for the same period in 2024. The $3.8 million change is primarily attributable to a decrease of $7.0 million loss from the change in fair value relating to the Legacy Serina Convertible Notes and the AgeX-Serina Note and a decrease of $0.5 million in interest expense which was offset by the $3.7 million decrease in gain from the change in fair value of liability classified Merger Warrants.
Current wording
Other income was $1.9 million for the nine months ended September 30, 2025, compared to $3.0 million for the same period in 2024. The $1.1 million decrease is primarily attributable to a decrease in gain of $9.3 million from the change in fair value of liability classified warrants. This decrease was partially offset by the increase to income in 2025 from the $7.0 million loss from the change in fair value relating to the Legacy Serina Convertible Notes and the AgeX-Serina Note in 2024, a $0.7 million gain from the expiration of liability classified warrants and the decrease of $0.5 million in interest expense.
Previous wording
See Notes 6, Fair Value Measurements and Note 7, Stockholders’ Equityto our unaudited condensed consolidated interim financial statements included elsewhere in this Report for additional information on fair value adjustments of convertible promissory notes, Legacy Serina warrants, liability classified Merger Warrants, and conversion of the AgeX-Serina Note upon consummation of the Merger on March 26, 2024.
Current wording
See Notes 6, Fair Value Measurements and Note 7, Stockholders’ Equityto our condensed consolidated interim financial statements included elsewhere in this Report for additional information on fair value adjustments of convertible promissory notes, Legacy Serina warrants, liability classified Merger Warrants and Contingent Warrants, and conversion of the AgeX-Serina Note upon consummation of the Merger on March 26, 2024.
Previous wording
We had $6.0 million in cash and cash equivalents as of June 30, 2025. Our operations have been financed primarily by the issuance of common stock, convertible preferred stock, and convertible notes by AgeX and Serina prior to the Merger. Post Merger, our operations have been funded by the exercise of Post-Merger warrants, $5.0 million from Juvenescence in June 2024, and the issuance of common stock to Juvenescence whereby we issued 1,000,000 shares at a purchase price of $10.00 per share, for an aggregate amount of $10.0 million which were received in two $5.0 million tranches in November 2024 and January 2025.
Current wording
We had $8.6 million in cash and cash equivalents as of September 30, 2025. Our operations have been financed primarily by the issuance of common stock, convertible preferred stock, convertible notes by AgeX and Serina prior to the Merger, and 2025 Convertible Note. Post Merger, our operations have been funded by the exercise of Post-Merger warrants, $5.0 million from Juvenescence in June 2024, and the issuance of the Company's common stock to Juvenescence whereby we issued 1,000,000 shares of the Company's common stock at a purchase price of $10.00 per share, for an aggregate amount of $10.0 million which were received in two $5.0 million tranches in November 2024 and January 2025.
Previous wording
In April 2025, we entered into a Securities Purchase Agreement with certain investors for a private placement of securities. At the closing of the Private Placement, we issued an aggregate of 965,250 shares of newly authorized Series A convertible preferred stock, par value $0.0001, at a purchase price of $5.18 per share, resulting in net proceeds of $4.9 million. Each share of Series A Preferred Stock is convertible into shares of the Company's common stock, par value ($0.0001), at a conversion price of $5.18 per share and has a cumulative annual dividend of 8% beginning on March 31, 2026.
Current wording
In April 2025, we entered into a Securities Purchase Agreement with certain investors for a private placement of securities. At the closing of the Private Placement, we issued an aggregate of 965,250 shares of newly authorized Series A Convertible Preferred Stock, par value $0.0001, at a purchase price of $5.18 per share, resulting in net proceeds of $4.9 million. Each share of Series A Preferred Stock is convertible into shares of the Company's common stock, par value
Previous wording
Additionally, on April 25, 2025, we entered into a sales agreement (the "Sales Agreement") with JonesTrading Institutional Services LLC (the "Sales Agent"), with respect to an at-the-market offering ("ATM") program under which we may offer and sell, from time to time at our sole discretion, shares of our common stock having an aggregate offering price of up to $13.3 million through the Sales Agent. We will pay the Sales Agent a commission up to 3.0% of the gross sales proceeds of any shares sold under the Sales Agreement. As of June 30, 2025, we have sold 124,454 shares of common stock at an average price of $5.83, resulting in net proceeds of $0.6 million under the ATM.
Current wording
Additionally, on April 25, 2025, we entered into a sales agreement (the "Sales Agreement") with JonesTrading Institutional Services LLC (the "Sales Agent"), with respect to an at-the-market offering ("ATM") program under which we may offer and sell, from time to time at our sole discretion, shares of our common stock having an aggregate offering price of up to $13.3 million through the Sales Agent. We will pay the Sales Agent a commission up to 3.0% of the gross sales proceeds of any shares sold under the Sales Agreement. As of September 30, 2025, we have sold 385,851 shares of our common stock at an average price of $5.96, resulting in net proceeds of $2.2 million under the ATM.
Previous wording
Since inception, we have had significant operating losses and negative cash flows and as of June 30, 2025, we had an accumulated deficit of $55.6 million. Our losses from operations, negative operating cash flows and accumulated deficit, as well as the additional capital needed to fund operations within one year of the issuance date of our consolidated interim financial statements included in this Report, raise substantial doubt about our ability to continue as a going concern. We expect to incur substantial expenditures in the foreseeable future for the development of our product candidates and will require additional financing to continue this development. Our consolidated interim financial statements have been prepared on a basis that assumes that we will continue as a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The consolidated interim financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should we be unable to continue as a going concern.
Current wording
Since inception, we have had significant operating losses and negative cash flows and as of September 30, 2025, we had an accumulated deficit of $60.2 million. Our losses from operations, negative operating cash flows and accumulated deficit, as well as the additional capital needed to fund operations within twelve months of the issuance date of our condensed consolidated financial statements included in this Report, raise substantial doubt about our ability to continue as a going concern. We expect to incur substantial expenditures in the foreseeable future for the development of our product candidates and will require additional financing to continue this development. Our consolidated interim financial statements have been prepared on a basis that assumes that we will continue as a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The consolidated interim financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should we be unable to continue as a going concern.
Previous wording
We believe that our cash on hand will not be sufficient to enable us to fund our operations through one year from the balance sheet date based on our current plan. To finance our operations beyond that point, we will need to raise additional capital, which cannot be assured. We have based this estimate on assumptions that may prove to be wrong, and we could utilize our available capital resources sooner than we currently expect. We will continue to require additional financing to advance our current product candidates through clinical development, to develop, acquire or in license other potential product candidates and to fund operations for the foreseeable future. We will continue to seek funds through equity offerings, debt financings or other capital sources, including potential collaborations, licenses, and other similar arrangements. However, we may be unable to raise additional funds or enter into such other arrangements when needed on favorable terms or at all. If we do raise additional capital through public or private equity offerings, the ownership interest of our existing stockholders will be diluted, and the terms of these securities may include liquidation or other preferences that adversely affect our stockholders’ rights. If we raise additional capital through debt financing, we may be subject to covenants limiting or restricting our ability to take specific actions, such as incurring additional debt, making capital expenditures, or declaring dividends. Any failure to raise capital as and when needed could have a negative impact on our financial condition and on our ability to pursue our business plans and strategies. If we are unable to raise capital, we will need to delay, reduce, or terminate planned activities to reduce costs.
Current wording
We believe that our cash on hand will not be sufficient to enable us to fund our operations at least twelve months following the issuance of the condensed consolidated financial statements based on our current plan. To finance our operations beyond that point, we will need to raise additional capital, which cannot be assured. We have based this estimate on assumptions that may prove to be wrong, and we could utilize our available capital resources sooner than we currently expect. We will continue to require additional financing to advance our current product candidates through clinical development, to develop, acquire or in license other potential product candidates and to fund operations for the foreseeable future. We will continue to seek funds through equity offerings, debt financings or other capital sources, including potential collaborations, licenses, and other similar arrangements. However, we may be unable to raise additional funds or enter into such other arrangements when needed on favorable terms or at all. If we do raise additional capital through public or private equity offerings, the ownership interest of our existing stockholders will be diluted, and the terms of these securities may include liquidation or other preferences that adversely affect our stockholders’ rights. If we raise additional capital through debt financing, we may be subject to covenants limiting or restricting our ability to take specific actions, such as incurring additional debt, making capital expenditures, or declaring dividends. Any failure to raise capital as and when needed could have a negative impact on our financial condition and on our ability to pursue our business plans and strategies. If we are unable to raise capital, we will need to delay, reduce, or terminate planned activities to reduce costs.
Previous wording
Net loss for the six months ended June 30, 2025 was $11.3 million. Net cash used in operating activities during this period amounted to $8.1 million. The $3.2 million difference between the net loss and net cash used in operating activities during the six months ended June 30, 2025 was comprised of offsetting non-cash items of $2.1 million and changes in operating assets and liabilities totaling $1.2 million. The non-cash items primarily consisted of $1.8 million in stock-based compensation, $0.1 million equity compensation to consultants for services and $0.2 million in non-cash lease expenses. The net $1.2 million cash from operating assets and liabilities primarily consisted of a $1.0 million increase in accounts payable that was offset by a $0.1 million decrease in accrued expenses, a $0.4 million increase in other current liabilities and a $0.1 million decrease in operating lease liabilities.
Current wording
Net loss for the nine months ended September 30, 2025 was $15.9 million. Net cash used in operating activities during this period amounted to $11.9 million. The $4.0 million difference between the net loss and net cash used in operating activities during the nine months ended September 30, 2025 was comprised of offsetting non-cash items of $1.3 million and changes in operating assets and liabilities totaling $2.7 million. The non-cash items consisted of $2.8 million in stock-based compensation, $0.2 million in non-cash lease expenses and $0.1 million in equity compensation to consultants for services. These non-cash items were reduced by the non-cash gain of $1.1 million from the change in the fair value of warrants and $0.7 million gain from warrant expirations. The net $2.7 million cash from operating assets and liabilities primarily consisted of a $2.0 million increase in accounts payable, decrease of $0.8 million in prepaid and other current assets and $0.2 million increase in other current liabilities. These cash increases were partially offset by the $0.3 million decrease in accrued expenses.
Previous wording
Net loss for the six months ended June 30, 2024 amounted to $9.8 million. Net cash used in operating activities during this period amounted to $9.5 million. The $0.3 million difference between the net loss and net cash used in operating activities during the six months ended June 30, 2024 was primarily attributable to certain non-cash items, including changes in the fair value of convertible notes among other non-cash items totaling $4.3 million as well as a decrease in accrued interest on AgeX-Serina Note of approximately $0.2 million due to consummation of Merger on March 26, 2024. These changes were offset to some extent by changes of $2.7 million in prepaid expenses (comprised of $2 million in prepaid technology access fee and $0.7 million in other prepaid expenses), $1.4 million in accounts payable and accrued expenses, and $0.2 million from the effect of net changes in operating lease liabilities and amount due to related party.
Current wording
Net loss for the nine months ended September 30, 2024 was $8.5 million. Net cash used in operating activities during this period amounted to $12.5 million. The $4.0 million difference between the net loss and net cash used in operating activities during the nine months ended September 30, 2024 was comprised of non-cash items, totaling $1.0 million and changes in operating assets and liabilities totaling $3.0 million. The net $1.0 million increase of non-cash items primarily consisted of a $10.4 million gain from the change in the fair value of warrants. This increase was partially offset by a $7.0 million loss from the change in fair value of convertible notes, $1.6 million in stock-based compensation, $0.3 million amortization of deferred debt issuance costs, $0.3 million in depreciation and non-cash lease expenses and $0.2 million decrease in accrued interest on the AgeX-Serina Note. The net $3.0 million cash used in operating assets and liabilities primarily consisted of a $2.4 million increase in prepaid expenses (comprised of $1.7 million in prepaid technology access fee and $0.7 million in other prepaid expenses and current assets), and a $0.6 million decrease in accounts payable.
Previous wording
Net cash provided by financing activities for the six months ended June 30, 2025 of $10.5 million is primarily due to net proceeds received of $4.9 million from issuance of common stock to Juvenescence in January 2025, $5.0 million received in April 2025 from a Securities Purchase Agreement entered with certain investors for a private placement of securities, $0.6 million net proceeds from our ATM. See Note 7. Stockholders’ Equity, to our condensed consolidated interim financial statements included elsewhere in this Report for additional information.
Current wording
Net cash provided by financing activities for the nine months ended September 30, 2025 of $16.9 million is primarily due to net proceeds received of $4.9 million from issuance of common stock to Juvenescence in January 2025, $4.9 million received in April 2025 from a securities purchase agreement entered with certain investors for a private placement of securities, net proceeds received of $4.9 million from the First Tranche drawdown under the 2025 Convertible Note, and $2.2 million net proceeds from our ATM. See Note 7. Stockholders’ Equity, to our condensed consolidated interim financial statements included elsewhere in this Report for additional information.
Previous wording
Net cash provided by financing activities six months ended June 30, 2024 of $8.1 million is primarily attributable to $5.0 million proceeds received from the exercise of 377,865 Post-Merger Warrants by Juvenescence, $2.9 million drawn under the credit facilities from Juvenescence and approximately $0.3 million cash and restricted cash acquired in connection with the Merger. These changes were offset to some extent by $0.1 million repayments of principal on loan facilities to Juvenescence. See Note 5, Related Party Transactions, to our condensed consolidated interim financial statements included elsewhere in this Report for additional information about our loan agreements with Juvenescence.
Current wording
Net cash provided by financing activities for the nine months ended September 30, 2024, of $8.2 million is primarily attributable to $5.0 million of proceeds received from the exercise of 377,865 Post-Merger Warrants by Juvenescence, $2.9 million drawn under the loan facilities from Juvenescence, $0.3 million cash and restricted cash acquired in connection with the Merger and $0.1 million from the exercise of stock options. These changes were offset to some extent by $0.1 million repayment of principal on loan facilities to Juvenescence. See Note 5, Related Party Transactions, to our condensed consolidated interim financial statements included elsewhere in this Report for additional information about our loan agreements with Juvenescence.
Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
($0.0001), at a conversion price of $5.18 per share and has a cumulative annual dividend of 8% beginning on March 31, 2026.