AIM 8-K
AIM ImmunoTech Inc. (AIM)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Securities Exchange Act of 1934
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Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
On June 11, 2025, AIM ImmunoTech Inc. (the “Company”) was notified by The NYSE American (the “Exchange”) that the Company has regained compliance with Section 1003(f)(v) of the NYSE American Company Guide (low selling price) and that trading in the Company’s Common Stock is expected to be reinstated on the Exchange on June 17, 2025 and the ticker symbol will be “AIM” upon reinstatement. The Company’s Common Stock currently trades on the OTC Pink under the symbol “AIMID”. The new CUSIP is 00901B303.
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On June 10, 2025, the Company filed an amendment to its Articles of Incorporation effecting a reverse split of its outstanding shares of Common Stock on a one for 100 basis (the “Reverse Split”). At an April 30, 2025 Special Meeting, the Company’s Stockholders authorized the Company’s Board of Directors to effect a reverse split at its discretion on a basis of up to one for 100 outstanding shares of Common Stock. On May 29, 2025, the Board authorized the Reverse Split subject to the happening of an event which occurred on June 10, 2025. Stockholders will be given cash in lieu of any fractional shares on a post-split basis.
Item 8.01 Other Events.
On June 11, 2025 and June 12, 2025, the Company issued two press releases in accordance with Exchange procedures, copies of which are attached to this Current Report on Form 8-K as Exhibits 99.1 and 99.2.
Forward-Looking Statements
This report, including exhibits 99.1 and 99.2 included herewith, contain “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including, but not limited to, statements that are based upon management’s current expectations, assumptions, estimates, projections and beliefs. The use of words such as, but not limited to, “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “will,” or “would” and similar words or expressions are intended to identify forward-looking statements. These statements involve risks, uncertainties and other factors that may cause actual results or achievements to be materially different and adverse from those expressed in or implied by the forward-looking statements. The Company urges investors to consider specifically the various risk factors identified in its most recent Form 10-K, and any risk factors or cautionary statements included in any subsequent Form 10-Q or Form 8-K, filed with the U.S. Securities and Exchange Commission. The forward-looking statements contained herein speak only as of the date hereof, and the Company assumes no obligation to update any forward-looking statements, whether as a result of new information, subsequent events or otherwise, except as required by law.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit Number | Description | |
| 3.1(i) | Amendment to Articles of Incorporation. | |
| 99.1 | Press Release dated June 11, 2025. | |
| 99.2 | Press Release dated June 12, 2025. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
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 hereunto duly authorized.
| AIM ImmunoTech Inc. | ||
| Date: June 12, 2025 | By | /s/ Thomas K. Equels |
| Thomas K. Equels, CEO | ||
Exhibit 3.1(i)
Exhibit 99.1
AIM
ImmunoTech Announces 1-for-100 Reverse Stock Split
OCALA, Fla., June 11, 2025/ AIM ImmunoTech Inc. (OTC Pink: AIMID) (NYSE American: AIM) (“AIM” or the “Company”) today announced a reverse stock split (“Reverse Stock Split”) of its shares at a ratio of 1-for-100. The Reverse Stock Split will take effect at market open tomorrow, June 12, 2025. The Company’s ticker symbol on the OTC Pink will be AIMID for 20 trading days, including the effective date.
One of the primary goals of the Reverse Stock Split is to increase the per-share market price of the Company’s common stock to enable the Company to regain compliance with the NYSE American’s Listing Qualifications.
At a Special Meeting of Stockholders held on April 30, 2025, the Company’s stockholders approved a series of alternate amendments to the Company’s Certificate of Incorporation to effect a reverse stock split of the Company’s outstanding common stock at a ratio in the range of up to 1-for-100, with such ratio to be determined by the Company’s Board of Directors. Stockholders will be given cash in lieu of any fractional shares on a post-split basis. Following the Reverse Stock Split, the new CUSIP number of the common stock will be 00901B303, with the par value per share of common stock remaining at $0.001.
About AIM ImmunoTech Inc.
AIM ImmunoTech Inc. is an immuno-pharma company focused on the research and development of therapeutics to treat multiple types of cancers, immune disorders and viral diseases, including COVID-19. The Company’s lead product is a first-in-class investigational drug called Ampligen® (rintatolimod), a dsRNA and highly selective TLR3 agonist immuno-modulator with broad spectrum activity in clinical trials for globally important cancers, viral diseases and disorders of the immune system.
For
more information, please visit aimimmuno.com and connect with the Company on X, LinkedIn, and Facebook.
Cautionary Statement
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 (the “PSLRA”). Words such as “may,” “will,” “expect,” “plan,” “anticipate,” “continue,” “believe,” “potential,” “upcoming” and other variations thereon and similar expressions (as well as other words or expressions referencing future events or circumstances) are intended to identify forward-looking statements. Many of these forward-looking statements involve a number of risks and uncertainties. Data, pre-clinical success and clinical success seen to date do not guarantee that Ampligen will be approved as a therapy in any indication. The Company urges investors to consider specifically the various risk factors identified in its most recent Form 10-K, and any risk factors or cautionary statements included in any subsequent Form 10-Q or Form 8-K, filed with the U.S. Securities and Exchange Commission. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Among other things, for those statements, the Company claims the protection of the safe harbor for forward-looking statements contained in the PSLRA. The Company does not undertake to update any of these forward-looking statements to reflect events or circumstances that occur after the date hereof.
Investor Contact:
JTC Team, LLC
Jenene Thomas
908.824.0775
Exhibit 99.2
AIM
ImmunoTech Announces NYSE American Removal of Trading Suspension
Company expected to resume trading on the NYSE American on Tuesday, June 17, 2025
OCALA, Fla., June 12, 2025/ AIM ImmunoTech Inc. (OTC Pink: AIMID) (NYSE American: AIM) (“AIM” or the “Company”) today announced that the staff of NYSE Regulation has withdrawn its delisting determination and will be lifting the trading suspension of the Company’s common stock on the NYSE American. The NYSE Regulation staff determined that the Company’s common stock was now trading above the threshold of low selling price issues as further defined by Section 1003(f)(v) of the NYSE American Company Guide. AIM’s common stock is expected to resume trading on the NYSE American on Tuesday, June 17, 2025, under the symbol “AIM” and CUSIP 00901B303.
About AIM ImmunoTech Inc.
AIM ImmunoTech Inc. is an immuno-pharma company focused on the research and development of therapeutics to treat multiple types of cancers, immune disorders and viral diseases, including COVID-19. The Company’s lead product is a first-in-class investigational drug called Ampligen® (rintatolimod), a dsRNA and highly selective TLR3 agonist immuno-modulator with broad spectrum activity in clinical trials for globally important cancers, viral diseases and disorders of the immune system.
For more information, please visit aimimmuno.com and connect with the Company on X, LinkedIn, and Facebook.
Cautionary Statement
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 (the “PSLRA”). Words such as “may,” “will,” “expect,” “plan,” “anticipate,” “continue,” “believe,” “potential,” “upcoming” and other variations thereon and similar expressions (as well as other words or expressions referencing future events or circumstances) are intended to identify forward-looking statements. Many of these forward-looking statements involve a number of risks and uncertainties. Data, pre-clinical success and clinical success seen to date do not guarantee that Ampligen will be approved as a therapy in any indication. The Company urges investors to consider specifically the various risk factors identified in its most recent Form 10-K, and any risk factors or cautionary statements included in any subsequent Form 10-Q or Form 8-K, filed with the U.S. Securities and Exchange Commission. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Among other things, for those statements, the Company claims the protection of the safe harbor for forward-looking statements contained in the PSLRA. The Company does not undertake to update any of these forward-looking statements to reflect events or circumstances that occur after the date hereof.
Investor Contact:
JTC Team, LLC
Jenene Thomas
908.824.0775