GT Biopharma (GTBP) Registration filing summary

Company overview and business model

• Clinical-stage biopharma developing immuno-oncology therapies using proprietary TriKE® and Dual Targeting TriKE® fusion-protein platforms to activate natural killer cells against cancer and virus-infected cells.

• Platform candidates can target antigens including B7-H3, HER2, CD33 and PDL1; development aims to support monotherapy or combinations, with potential applications in hematologic malignancies, solid tumors and autoimmune disorders.

• Holds exclusive rights to the TriKE® platform and is generating intellectual property for specific drug candidates; programs may be advanced internally or with collaborators.

Financial performance and metrics

• September 2026 private placement raised $7.75 million gross for Series M preferred shares and warrants; investors also received greenshoe rights to purchase preferred shares for up to $31.2 million, subject to adjustments.

• Series L greenshoe exercises generated $9.7065 million gross through the prospectus date; net proceeds are intended for working capital and general corporate purposes.

• As of October 9, 2026, 2,061,052 common shares were outstanding; warrants covered up to 9,393,734 shares at a weighted-average $8.34 exercise price, and options covered 23,902 shares at $105.81.

• Substantial doubt exists about ability to continue as a going concern; the FY2025 audit report included a going-concern explanatory paragraph, and additional financing may be needed to sustain operations.

Use of proceeds and capital allocation

• Selling-stockholder resales generate no proceeds for the issuer; proceeds may arise from cash exercises of warrants or purchases under Series M or Series L greenshoe rights.

• Any proceeds from warrant exercises or greenshoe purchases are intended for working capital and general corporate purposes; no specific allocation has been set.

• Issuer bears registration costs; selling stockholders bear their own sale-related commissions, discounts and professional fees.