Welcome to our dedicated page for Gt Biopharma SEC filings (Ticker: GTBP), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The GT Biopharma Inc. (GTBP) SEC filings page on Stock Titan provides access to the company’s official U.S. Securities and Exchange Commission documents, including registration statements, current reports, and other disclosures related to its clinical-stage immuno-oncology business. As a Nasdaq Capital Market issuer and smaller reporting company, GT Biopharma files detailed information on its TriKE natural killer (NK) cell engager platform, capital structure, and risk factors.
Key filings include S-1 and S-1/A registration statements that describe the company’s focus on developing and commercializing novel immuno-oncology products based on its TriKE and Tetra-specific Killer Engager constructs. These documents outline offerings of common stock by selling stockholders, shares issuable upon conversion of Series L 10% Convertible Preferred Stock, warrants, and pre-funded warrants, as well as a common shares purchase agreement that allows the company to sell additional shares to certain investors.
Current reports on Form 8-K provide timely updates on material events. For GT Biopharma, these include notices from Nasdaq regarding minimum bid price compliance, waivers by Series L preferred stockholders of certain redemption rights, amendments to executive employment agreements, annual meeting voting results, and the furnishing of quarterly financial press releases. Several 8-K filings also explain that, effective July 1, 2024, the company became fully remote and does not maintain a principal executive office, while specifying how stockholder communications may be directed for regulatory purposes.
Through this page, users can review GTBP’s 10-K and 10-Q reports (when filed), which incorporate financial statements, management’s discussion and analysis, and extensive risk factor sections referenced in the S-1 and S-1/A prospectuses. Form 4 insider transaction reports, when available, offer insight into equity transactions by directors and officers.
Stock Titan enhances these filings with AI-powered summaries that highlight key points from lengthy documents, such as changes in capital structure, clinical development disclosures for GTB-3650 and GTB-5550, and updates on liquidity and operating plans. Real-time EDGAR updates help ensure new GTBP filings appear quickly, while AI-generated explanations aim to make complex registration statements, 8-Ks, and future 10-K or 10-Q reports more understandable for investors reviewing GT Biopharma’s regulatory history.
GT Biopharma, Inc. filed an amended Q2 2025 report restating its June 30, 2025 interim financials after reclassifying Greenshoe Rights tied to its May 2025 Series L preferred financing as a liability under ASC 480. This created a Greenshoe Rights liability of $28.736 million and turned stockholders’ equity into a $25.875 million deficit.
The company reported no revenue and a net loss of $30.2 million for the quarter and $30.9 million for the first half of 2025, driven largely by the Greenshoe Rights loss recognition. Cash and restricted cash totaled $5.321 million, while current liabilities reached $31.043 million.
Management states there is substantial doubt about GT Biopharma’s ability to continue as a going concern, citing ongoing losses and limited liquidity. To bolster funding, the company completed a Series L 10% Convertible Preferred Stock and warrant financing with net proceeds of $5.441 million and set up a $20 million committed equity facility, while also curing a prior Nasdaq stockholders’ equity deficiency.
GT Biopharma, Inc. filed an amended quarterly report for the nine months ended September 30, 2025 to restate its financial statements after identifying material errors in accounting for Greenshoe Rights linked to its Series L preferred stock. The Greenshoe Rights were reclassified as a liability under ASC 480 and marked to fair value, producing an $11.4 million gain in Q3 from a change in fair value and a $28.7 million initial loss, with $17.3 million later reclassified to equity.
The company remains a clinical-stage biopharma with no product revenue and reported a net loss of about $22.6 million for the nine-month period, despite Q3 net income of $8.3 million driven by non-cash fair value movements. Cash and cash equivalents were $2.5 million and total assets $4.3 million as of September 30, 2025, with positive stockholders’ equity of $3.0 million.
Management and the auditor concluded there is substantial doubt about GT Biopharma’s ability to continue as a going concern within one year without additional financing, given ongoing operating losses and approximately $8.9 million of cash used in operating activities in the first nine months of 2025. The restatement also led the company to deem its disclosure controls and procedures ineffective as of September 30, 2025.
GT Biopharma, Inc. reports continued heavy losses and a going concern warning as it advances its NK cell–based TriKE® immuno-oncology platform. For the year ended December 31, 2025, the company recorded a net loss of approximately $28.4 million and had an accumulated deficit of about $724 million.
Cash, cash equivalents and restricted cash were roughly $6.9 million with working capital of about $5.8 million, which management and the auditor say raises substantial doubt about its ability to continue as a going concern. GT Biopharma remains a clinical stage company with no product revenue, one full-time employee, and relies heavily on consultants and academic partners.
The pipeline centers on next‑generation TriKE® candidates, including GTB-3650 for relapsed/refractory AML and high‑risk MDS, which began enrollment in early 2025 after FDA IND clearance, and GTB-5550 targeting B7‑H3+ solid tumors, with enrollment expected after an IND clearance in January 2026. To help fund operations, the company executed a $20 million committed equity facility at a 7% discount to VWAP and previously implemented a 1‑for‑30 reverse stock split, leaving 31,553,892 shares outstanding as of February 23, 2026.
GT Biopharma, Inc. is restating its 2025 second- and third-quarter financial statements after concluding certain Series L preferred stock Greenshoe Rights were misclassified in equity and should have been recorded as a liability under ASC 480 and marked to market each period.
For the quarter ended June 30, 2025, recognizing a $28,736,000 Greenshoe Rights liability increased net loss from $1,433,000 to $30,169,000 and widened basic and diluted net loss per share from $(0.55) to $(10.92). Total liabilities rose to $31,043,000 and stockholders’ deficit to $(25,875,000), while total assets stayed at $7,124,000.
For the quarter ended September 30, 2025, a $11,413,000 gain from the change in fair value of the Greenshoe Rights liability increased total other income and turned net loss of $3,114,000 into net income of $8,299,000, improving basic and diluted net income per share to $1.04. The company states these adjustments did not change net cash used in operating, investing, or financing activities. The affected 10-Qs will be amended, and the 2025 Form 10-K includes the restated interim data.
GT Biopharma, Inc. is registering up to 22,686,349 shares of common stock for resale by existing investors. The shares consist of 11,257,949 shares issuable upon conversion of Series L preferred stock, 11,257,949 shares issuable upon exercise of vested warrants, and 170,451 dividend shares. GT Biopharma will not receive proceeds from these resales but may receive cash if the Vesting Warrants, with a current exercise price of $0.5319, are exercised. As of January 12, 2026, 26,652,194 common shares were outstanding, with substantial additional warrants and options creating potential dilution. The company has received a Nasdaq notice for failing the $1 minimum bid requirement and faces substantial doubt about its ability to continue as a going concern without additional financing.
GT Biopharma, Inc. is registering 22,686,349 shares of common stock for resale by existing investors. The shares include 11,257,949 shares issuable upon conversion of Series L 10% Convertible Preferred Stock, 11,257,949 shares issuable upon exercise of vested warrants from a May 2025 private placement, and 170,451 shares issued as a stock dividend on the Series L preferred. The company will not receive proceeds from resale of these shares, but may receive cash if investors exercise the vested warrants, which currently carry a $0.5319 exercise price.
GT Biopharma is a clinical-stage immuno-oncology company developing TriKE and Dual Targeting TriKE natural killer cell engagers. It reports substantial doubt about its ability to continue as a going concern without additional financing and notes a Nasdaq notice for failing to meet the $1.00 minimum bid price, with a compliance period through May 19, 2026. As of January 12, 2026, 26,652,194 common shares were outstanding and warrants to purchase 50,166,927 additional shares were outstanding, adding significant potential dilution if exercised.
GT Biopharma, Inc. reported a Nasdaq listing deficiency related to its share price. On November 20, 2025, the company received notice from Nasdaq that its common stock closed below $1.00 per share for 30 consecutive business days, failing to meet the Nasdaq Capital Market minimum bid price requirement.
The stock will continue trading under the symbol GTBP while the company has 180 calendar days, until May 19, 2026, to regain compliance by having a closing bid price of at least $1.00 for at least ten consecutive business days. If it does not regain compliance in that period, GT Biopharma may qualify for an additional 180-day extension if it meets other Nasdaq listing standards and plans a cure such as a reverse stock split. If the company cannot meet these conditions, its common stock could be delisted from Nasdaq.
GT Biopharma, Inc. (GTBP) filed its Q3 2025 10‑Q, reporting no revenue and a narrower net loss. The company lost $3.1 million in Q3, compared with $3.4 million a year ago, and $5.3 million for the nine months, versus $9.4 million in the prior-year period. Operating expenses fell year over year as research and development was $0.6 million and selling, general and administrative was $2.7 million in Q3. Other income was $0.3 million in Q3, helped by warrant liability revaluation.
Cash and cash equivalents were $2.53 million, total assets $4.32 million, and current liabilities $1.32 million as of September 30, 2025. The company disclosed “substantial doubt” about its ability to continue as a going concern. Financing actions included issuing Series L 10% Convertible Preferred Stock (with dividends declared of $229,000) and establishing a committed equity facility of up to $20 million. Common shares outstanding were 6,051,874 as of September 30, 2025, and 10,636,135 as of November 6, 2025.
GT Biopharma, Inc. filed a Form 8-K announcing it furnished a press release with financial results for its fiscal quarter ended September 30, 2025. The press release is included as Exhibit 99.1.
The company states the information under Item 2.02, including Exhibit 99.1, is furnished and not deemed filed for purposes of Section 18 of the Exchange Act, nor incorporated by reference unless specifically referenced. GT Biopharma’s common stock trades on Nasdaq under the symbol GTBP.