IPO - GeoVax Labs, Inc.

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Form Type: 424B4

Filing Date: 2025-07-02

Corporate Action: Ipo

Type: New

Accession Number: 000143774925021857

Filing Summary: GeoVax Labs, Inc. is conducting a best efforts public offering of up to 9,235,000 Common Units priced at $0.65 each, each unit consisting of one share of common stock and two common warrants. Additionally, they are offering pre-funded units for purchasers who would exceed ownership thresholds in the common stock. The pre-funded units will consist of pre-funded warrants and common warrants, with adjustments to the number of units offered based on sales. The total offering is projected to generate approximately $6 million, contributing to the company's funding needs amidst a history of operating losses and ongoing development of vaccine and immunotherapy products. The company has also engaged Roth Capital Partners, LLC to facilitate the offering and these securities are expected to provide liquidity despite limited trading markets for the units and warrants. Key risk factors include ongoing financing needs, status of product candidates, and dependency on third-party collaborations for further development.

Additional details:

Public Offering Price: $0.65


Placement Agent Fees: $420,192.50


Proceeds To Us Before Offering Expenses: $5,582,557.50


Total Expenses Estimate: $700,000


Common Stock Outstanding Prior To Offering: 15,924,593


Common Stock Outstanding After Offering: 25,159,593


Trading Symbol: GOVX


Last Reported Sale Price: $0.87


Form Type: S-1/A

Filing Date: 2025-06-26

Corporate Action: Ipo

Type: Update

Accession Number: 000143774925021364

Filing Summary: GeoVax Labs, Inc. filed an amendment to their S-1 registration statement with the SEC, related to a public offering of up to 8,333,334 common units. Each unit consists of one share of common stock and two common warrants for purchase of shares. The offering price is assumed to be $0.90 per unit. Additional pre-funded units are also available for purchase to accommodate shareholders whose purchase would exceed 4.99% or 9.99% of GeoVax's common stock. The document outlines the structure of the offering, associated risks, the involvement of Roth Capital Partners as the placement agent, and details on the expected use of proceeds, which are aimed at supporting the ongoing clinical programs including vaccines and therapies in infectious diseases and oncology. Key clinical trials currently involve a COVID-19 vaccine and a novel therapy for head and neck cancers, with an emphasis on the innovative nature of their product portfolio and intellectual property. The submission represents a critical step towards increasing capital for advancement of clinical trials and operational expenses.

Additional details:

Offering Price: $0.90


Common Units Offered: 8,333,334


Pre Funded Units Offered: 8,333,334


Common Stock Symbol: GOVX


Placement Agent: Roth Capital Partners, LLC


Offering Dates End: 2025-07-10


Form Type: S-1

Filing Date: 2025-06-16

Corporate Action: Ipo

Type: New

Accession Number: 000143774925020507

Filing Summary: GeoVax Labs, Inc. is conducting a public offering of up to 6,147,541 common units, each comprising one share of common stock and two common warrants to purchase one share of common stock at a price of $1.22 per unit. The company is also offering up to 6,147,541 pre-funded units to buyers whose purchases would exceed ownership thresholds of 4.99% or 9.99%. Each pre-funded unit includes one pre-funded warrant and two common warrants priced slightly lower than common units. Additionally, approximately 18,442,623 shares of common stock are registered for sale upon exercise of the warrants. The units and the accompanying warrants will not be listed on any exchange, limiting liquidity for investors. Roth Capital Partners are serving as placement agents for this offering and there are no minimum requirements for the offering to close. The expected closing date is June 30, 2025, unless terminated earlier. The offering is subject to SEC approval and is directed solely at U.S. investors, with no planned foreign registration efforts. Potential risks include the uncertainty of achieving necessary sales and operational goals, informing investors about market conditions for the common stock, and the company’s other business development efforts. The prospectus underlines GeoVax's focus on innovative therapies for infectious diseases and cancers, detailing their numerous clinical trials and intellectual property holdings, supporting a strategy aimed at addressing declining performance by seeking to raise capital through this initial public offering.

Additional details:

Company Name: GeoVax Labs, Inc.


Primary Industry: biotechnology


Offering Price Per Unit: $1.22


Common Stock Par Value: $0.001


Placement Agent: Roth Capital Partners, LLC


Maximum Common Units Offered: 6,147,541


Maximum Pre Funded Units Offered: 6,147,541


Total Shares Underlying Warrants: 18,442,623


Common Stock Symbol: GOVX


Prospectus Date: 2025-06-16


Registration Statement Number: 333-


Form Type: DRS

Filing Date: 2025-06-02

Corporate Action: Ipo

Type: New

Accession Number: 000143774925019155

Filing Summary: GeoVax Labs, Inc. has filed a draft registration statement on Form S-1 with the Securities and Exchange Commission for a public offering of securities. The offering is a 'best efforts' public offering which includes units, each consisting of one share of common stock and warrants to purchase one share of common stock. The anticipated date for the commencement of this offering is as soon as practicable following the effectiveness of the registration statement. Currently in clinical stages, the company is developing vaccines and immunotherapies targeting infectious diseases and cancers, with a notable program involving a next-generation COVID-19 vaccine. The offering aims to provide funding for ongoing clinical trials and product development, although the company acknowledges the lack of established trading markets for the units or warrants, thus limiting their liquidity. Significant risks associated with the company's business and securities are highlighted, including ongoing operating losses and dependence on adequate funding.

Additional details:

State Of Incorporation: Delaware


Irs Employer Identification Number: 87-0455038


Primary Standard Industrial Classification Code Number: 2834


Address: 1900 Lake Park Drive, Suite 380, Smyrna, Georgia 30080


Telephone Number: (678) 384-7220


Offering Price Per Unit: $_______


Public Offering Price: $_______


Placement Agent Fees: 7.0% of the aggregate offering price


Total Expenses Of Offering: $_______


Common Stock Outstanding Prior To Offering: 15,801,593


Form Type: POS AM

Filing Date: 2025-03-27

Corporate Action: Ipo

Type: Update

Accession Number: 000143774925009630

Filing Summary: GeoVax Labs, Inc. has filed a Post-Effective Amendment No. 1 to its Registration Statement on Form S-1 with the SEC regarding the registration of 975,610 shares of Common Stock. This filing updates the original registration which was declared effective on September 13, 2024, to include additional information from the previous statement. The registration is associated with warrants issued during a private placement on August 30, 2024. No new securities are being registered under this amendment, and all registration fees have been previously paid. The company continues to emphasize the risks associated with investing in their securities, including a high degree of risk due to their operating losses and reliance on government funding for their lead clinical programs.

Additional details:

Securities Offered: 975,610 shares of Common Stock

Trading Symbol: GOVX

Last Reported Price: $1.40


Form Type: POS AM

Filing Date: 2025-03-27

Corporate Action: Ipo

Type: Update

Accession Number: 000143774925009631

Filing Summary: GeoVax Labs, Inc. is filing a Post-Effective Amendment No. 1 to their Registration Statement on Form S-1, indicating an intention to conduct an IPO of 1,700,000 shares of common stock. This registration amendment is being filed following the original registration statement, which received effectiveness from the SEC on September 13, 2024. The shares being registered are related to warrants issued in a private placement conducted by the company in August 2024. The company will not receive proceeds from the sale of shares by the Selling Stockholder, as all proceeds will be directed to them, but does expect to receive proceeds from any cash exercises of the common warrants.

Additional details:

State Or Other Jurisdiction Of Incorporation: Delaware


Primary Standard Industrial Classification Code Number: 2834


Irs Employer Identification Number: 87-0455038


Address Of Principal Executive Offices: 1900 Lake Park Drive, Suite 380, Smyrna, Georgia 30080


Agent For Service Name: David A. Dodd


Agent For Service Address: 1900 Lake Park Drive, Suite 380, Smyrna, Georgia 30080


Agent For Service Phone: (678) 384-7220


Approximate Date Of Commencement Of Proposed Sale To The Public: As soon as practicable after the effective date of this Amendment No. 1


Number Of Common Stock Outstanding Prior To Offering: 13,839,478 shares


Common Stock Symbol: GOVX


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