COSCIENS Biopharma (TSX: CSCI) responds to unusual share price and volume

Rhea-AI Filing Summary

COSCIENS Biopharma Inc. filed a report to share a press release responding to unusual trading in its shares. The company states it is not aware of any material undisclosed information that would explain the recent increase in trading volume and price of its common stock.

The filing also repeats extensive forward-looking statement cautions, highlighting risks tied to potential insolvency proceedings of its German subsidiaries, development and commercialization of its patented natural active ingredients, liquidity and capital resources, and internal controls. COSCIENS describes itself as a life science company focused on plant-based ingredients used in skincare products.

Key Terms

forward-looking statements, insolvency proceedings, patented technologies, PGX Technology, +2 more

6 terms

forward-looking statements regulatory

"The press release contains forward-looking statements and includes cautionary statements identifying important factors..."

Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.

insolvency proceedings financial

"the results of any insolvency proceedings in respect of the Company’s German subsidiaries;"

A formal legal process used when a company cannot pay its debts, where a court oversees how the company’s assets and obligations are handled — either by reorganizing the business to keep it operating or by selling assets to pay creditors. For investors this matters because it determines who gets paid first and how much, often reducing or wiping out shareholders’ value while giving higher priority to lenders, and it sets the timeline and likelihood of any recovery.

patented technologies financial

"the Company’s patented technologies and value-driving products, and development thereof;"

PGX Technology technical

"the Company’s ability to commercialize its PGX Technology;"

liquidity and capital resources financial

"liquidity and capital resources;"

Liquidity and capital resources describe a company’s ready access to money and funding: liquidity is the cash and assets that can be quickly used to pay bills, while capital resources are the broader pool of funds a business can draw on for operations and growth, including cash, credit lines, and financing options. Investors care because these determine whether a company can meet short-term obligations, survive shocks, and finance future projects—think of liquidity as a household’s checking account and capital resources as its savings, credit cards and loan options combined.

internal controls over financial reporting regulatory

"limitations on internal controls over financial reporting;"

Internal controls over financial reporting are the policies, procedures and checks a company uses to make sure its accounting and financial statements are accurate, complete and free from significant error or fraud. They matter to investors because strong controls lower the risk of misleading results or surprise restatements—think of them as a quality checkpoint on a factory line that helps prevent costly defects that could damage a company’s value and reputation.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What does COSCIENS Biopharma (CSCI) say about its recent unusual market activity?

COSCIENS states it is not aware of any material undisclosed information that would explain the recent increase in trading activity and share price. The company normally does not comment on market moves but responded due to the unusual trading pattern.

Does COSCIENS Biopharma (CSCI) disclose new financial results in this Form 6-K?

No new financial results are presented. The Form 6-K primarily transmits a press release about unusual market activity and reiterates detailed forward-looking statement cautions and risk factors previously described in COSCIENS’ most recent Form 20-F and other SEC filings.

What key risks does COSCIENS Biopharma (CSCI) highlight in this filing?

COSCIENS references risks including possible insolvency proceedings for its German subsidiaries, legal and accounting implications of any insolvency, challenges in developing and commercializing its patented natural active ingredients, liquidity and capital resources, and limitations on internal controls over financial reporting.

How does COSCIENS Biopharma (CSCI) describe its business focus?

COSCIENS describes itself as a life science company developing natural, plant-based active ingredients. It leverages proprietary extraction and manufacturing technologies to produce Avenanthramides and Beta Glucan ingredients that are currently used in leading skincare brands worldwide, targeting nutraceutical and skincare markets.

Where are COSCIENS Biopharma (CSCI) shares listed and traded?

COSCIENS’ common shares trade on the Toronto Stock Exchange under the symbol “CSCI” and on the OTCQB Venture Market under the symbol “CSCIF.” These listings provide access to both Canadian and U.S. investors interested in the company’s plant-based life science business.

Where can investors find more detailed COSCIENS Biopharma (CSCI) risk factors?

Investors are directed to Item 3 “Key Information – Risk Factors” in COSCIENS’ most recent Annual Report on Form 20-F and other SEC filings. These documents are available on the company’s website, providing expanded discussion of business, financial, and operational risks.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of April, 2026

Commission File Number: 001-38064

COSCIENS Biopharma Inc.

(Translation of registrant’s name into English)

c/o Borden Ladner Gervais, LLP

22 Adelaide St. West, Suite 3400

Bay Adelaide Centre, East Tower

Toronto ON M5H 4E3

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☒ Form 40-F ☐

On April 7, 2026, COSCIENS Biopharma Inc. (the “Company”) issued a press release commenting on unusual market activity. A copy of the press release is attached to this Form 6-K as Exhibit 99.1 and is incorporated by reference herein. The press release contains forward-looking statements and includes cautionary statements identifying important factors that could cause actual results to differ materially from those in the forward-looking statements.

Forward-Looking Statements

The information in this Report on Form 6-K and the exhibit attached hereto and incorporated herein by reference include forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995, specifically Section 27A of the U.S. Securities Act of 1933, as amended, Section 21E of the U.S. Securities Exchange Act of 1934, as amended, and under the provisions of Canadian securities laws. These forward-looking statements involve a number of known and unknown risks, uncertainties and other factors that could cause actual results and outcomes to be materially different from historical results or from any future results expressed or implied by such forward-looking statements.

Forward-looking statements include, but are not limited to, those relating to the Company’s expectations regarding the anticipated benefits and synergies as well as the assets, cost structure, financial position, cash flows and growth prospects of the combined company.

Risks and factors that could cause actual results or outcomes to differ materially from expectations include, among others, the following:

●	the results of any insolvency proceedings in respect of the Company’s German subsidiaries;
●	the final legal and accounting implications of any insolvency;
●	the Company’s patented technologies and value-driving products, and development thereof;
●	the extraction, production and commercialization of active ingredients from natural sources and our ability to successfully market related products;
●	the successful development and marketing of our oat-based pipeline products, including oat-beta glucan, avenanthramides and beta glucan from yeast, as well as such products’ capability to address unmet needs within the nutraceuticals markets;
●	the Company’s business strategy;
●	the potential use and effects of tariffs to address the current presidential administration’s policy goals, could materially impact our costs and revenues, as well as the macroeconomic framework in which we operate;
●	the Company’s positioning in its target markets;
●	the Company’s ability to commercialize its PGX Technology;
●	management’s assumptions, estimates and judgements;
●	liquidity and capital resources;
●	adequacy of our financial resources to finance operations and expenditure requirements;
●	limitations on internal controls over financial reporting; and
●	the plans, objectives, future outlook and financial position of the Company in general.

Additional risk factors that could cause actual results to differ materially include those risks identified in Item 3. “Key Information – Risk Factors” contained in the Company’s most recent Annual Report on Form 20-F filed with the SEC and its other filings and submissions from time to time, including those containing its quarterly and annual results, with the SEC, which are available on the Company’s website located at www.cosciensbio.com.

Many of these risks and factors are beyond the Company’s control. The Company cautions you not to place undue reliance on these forward-looking statements. All written and oral forward-looking statements attributable to the Company or persons acting on their behalf, are qualified in their entirety by these cautionary statements. Moreover, unless required by law to update these statements, the Company will not necessarily update any of these statements after the date hereof, either to conform them to actual results or to changes in their expectation.

DOCUMENTS INDEX

Exhibit		Description
99.1		COSCIENS Comments on Unusual Market Activity

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	COSCIENS Biopharma Inc.
Date: April 7, 2026	By:	/s/ Giuliano La Fratta
	Name:	Giuliano La Fratta
	Title:	Chief Financial Officer

Exhibit 99.1

COSCIENS Comments on Unusual Market Activity

TORONTO, ONTARIO, April 7, 2026 – COSCIENS Biopharma Inc. (TSX: CSCI) (OTCQB: CSCIF) (“COSCIENS” or the “Company”) is issuing this news release in response to unusual market activity. While the Company does not normally comment on market activity or market speculation, the Company confirms that it is not aware of any material undisclosed information relating to the Company that would account for the recent increase in trading activity in, and trading price of, the Company’s common shares.

About COSCIENS Biopharma Inc.

COSCIENS is a life science company focused on the development of natural, plant-based active ingredients, leveraging the Company’s proprietary manufacturing and extraction technologies to develop Avenanthramides and Beta Glucan active ingredients currently used in leading skincare brands worldwide. The Company’s common shares are listed on the TSX under the symbol “CSCI” and are listed and posted for trading on the OTCQB® Venture Market under the symbol “CSCIF”. For more information, please visit COSCIENS’ website at www.cosciensbio.com.

Issuer Contact:

Peter H. Puccetti

Interim CEO and Chairman of the Board

pp@cosciensbio.com

Giuliano La Fratta

Chief Financial Officer

glafratta@cosciensbio.com

Investor Contact:

IR@cosciensbio.com

Filing Exhibits & Attachments

2 documents

Press Releases

• EX-99.1 EX-99.1 7.2 KB
• EX-99 GRAPHIC 37.6 KB