GeoVax Labs Secures $2.5 Million in Registered Direct Offering to Advance Clinical Programs

GeoVax Labs, Inc. has entered into a securities purchase agreement with healthcare-focused institutional investors for a registered direct offering totaling approximately $2.5 million in gross proceeds. The company will sell 3,968,256 shares of common stock along with warrants to purchase up to 11,904,768 additional shares at a combined price of $0.63 per unit. The warrants carry the same exercise price and become exercisable upon shareholder approval, expiring five years from that approval date.

The offering is expected to close on September 30, 2025, pending standard closing conditions. After accounting for placement agent fees and other offering expenses, the net proceeds will be directed toward advancing GeoVax's product pipeline. This includes funding for research and development activities, manufacturing operations, clinical studies, and general working capital requirements. Roth Capital Partners is serving as the sole placement agent for this transaction.

The securities are being offered under a previously filed shelf registration statement on Form S-3 that was declared effective by the Securities and Exchange Commission on March 13, 2024. Investors can access detailed offering documents through the SEC's website or by contacting the placement agent directly. This capital infusion comes at a critical time for the company's clinical development programs, particularly its COVID-19 vaccine candidate GEO-CM04S1, which is currently in three separate Phase 2 trials.

The funding will support GeoVax's diverse clinical portfolio, including its oncology program featuring Gedeptin®, an oncolytic solid tumor gene-directed therapy that recently completed a multicenter Phase 1/2 clinical trial for advanced head and neck cancers. Additionally, the company is developing a vaccine targeting Mpox and smallpox that may progress directly to Phase 3 clinical evaluation based on recent regulatory guidance from the European Medicines Agency. The company maintains worldwide rights for its technology platform and product candidates, supported by a strong intellectual property portfolio.