iBio, Inc 10-Q/A for FY2026 Q1

iBio, Inc. (IBIO)

10-Q/A 2025-11-17 For: 2025-09-30

Added on April 07, 2026

About this 10-Q/A

iBio, Inc filed this 10-Q/A on November 17, 2025, covering the quarter ended September 30, 2025 (FY2026 Q1).

Headline figures

Quarter ended September 30, 2025, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $100K; compared with $0 a year earlier
Net loss: $5.72M; compared with a net loss of $3.99M a year earlier
Diluted EPS: -$0.11; compared with -$0.46 a year earlier

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Delaware		26-2797813
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

11750 Sorrento Valley Road, Suite 200, San Diego, CA		92121
(Address of principal executive offices)		(Zip Code)


Title of each class	Trading symbol(s)	Name of each exchange on which registered
Common Stock	IBIO	The Nasdaq Stock Market LLC

Large accelerated Filer ☐						Accelerated Filer ☐
Non-accelerated Filer ☒						Smaller reporting company ☒
						Emerging growth company ☐

PART I. FINANCIAL INFORMATION		4

Item 1.	Financial Statements:
	Condensed Consolidated Balance Sheets as of September 30, 2025 (unaudited) and June 30, 2025	4
	Unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss for the three months ended September 30, 2025 and 2024	5
	Unaudited Condensed Consolidated Statements of Stockholders’ Equity for the three months ended September 30, 2025 and 2024	6
	Unaudited Condensed Consolidated Statements of Cash Flows for the three months ended September 30, 2025 and 2024	7
	Notes to the Condensed Consolidated Financial Statements	8
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	35
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	45
Item 4.	Controls and Procedures	45

PART II. OTHER INFORMATION		46

Item 1.	Legal Proceedings	46
Item 1A.	Risk Factors	46
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	50
Item 3.	Defaults Upon Senior Securities	50
Item 4.	Mine Safety Disclosures	50
Item 5.	Other Information	50
Item 6.	Exhibits	51

SIGNATURES		52


	September 30,		June 30,
	2025		2025
	(Unaudited)
Assets
Current assets:
Cash and cash equivalents	$	28,111	$	8,582
Accounts receivable - trade		65		—
Investments in debt securities (adjusted cost $21,471 and $0, respectively - see Note 6)		21,456		—
Subscription receivable		—		105
Prepaid expenses and other current assets		1,140		1,034
Total Current Assets		50,772		9,721

Restricted cash		228		210
Promissory note receivable		1,118		1,098
Finance lease right-of-use assets, net of accumulated amortization		—		68
Operating lease right-of-use asset		1,958		2,051
Fixed assets, net of accumulated depreciation		3,210		3,163
Intangible assets, net of accumulated amortization		6,843		6,848
Security deposits		26		26
Total Assets	$	64,155	$	23,185

Liabilities and Stockholders' Equity
Current liabilities:
Accounts payable	$	2,822	$	2,188
Accrued expenses		850		1,345
Finance lease obligations		—		53
Operating lease obligation - current portion		504		490
Equipment financing payable - current portion		16		64
Term promissory note		706		766
Contract liabilities		1,150		1,200
Total Current Liabilities		6,048		6,106

Operating lease obligation - net of current portion		2,068		2,199
Total Liabilities		8,116		8,305

Stockholders' Equity
Series 2022 Convertible Preferred Stock - $0.001 par value; 1,000,000 shares authorized at September 30, 2025 and June 30, 2025; 0 shares issued and outstanding as of September 30, 2025 and June 30, 2025		—		—
Common Stock - $0.001 par value; 275,000,000 shares authorized at September 30, 2025 and June 30, 2025; 20,254,599 and 19,349,201 shares issued and outstanding as of September 30, 2025 and June 30, 2025, respectively		20		19
Additional paid-in capital		393,978		347,085
Accumulated other comprehensive loss		(15)		—
Accumulated deficit		(337,944)		(332,224)
Total Stockholders’ Equity		56,039		14,880
Total Liabilities and Stockholders' Equity	$	64,155	$	23,185


☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


	Three Months Ended
	September 30,
	2025		2024

Revenue	$	100	$	—

Operating expenses:
Research and development		3,550		1,305
General and administrative		2,501		2,801
Total operating expenses		6,051		4,106

Operating loss		(5,951)		(4,106)

Other income (expense):
Interest income		267		174
Interest expense		(36)		(57)
Total other income		231		117

Net loss	$	(5,720)	$	(3,989)

Comprehensive loss:
Net loss	$	(5,720)	$	(3,989)
Other comprehensive loss - unrealized loss on debt securities		(15)		—

Comprehensive loss	$	(5,735)	$	(3,989)

Loss per common share - basic and diluted	$	(0.11)	$	(0.46)

Weighted-average common shares outstanding - basic and diluted - see Note 16		52,981		8,633


									Accumulated
							Additional		Other
				Common Stock			Paid-In		Comprehensive		Accumulated
		Amount		Shares	Amount		Capital		Loss		Deficit		Total
Balance as of July 1, 2025	—	$	—	19,349	$	19	$	347,085	$	—	$	(332,224)	$	14,880

Common stock issued	—		—	905		1		218		—		—		219
Vesting of RSUs	—		—	*		*		*		—		—		—
Share-based compensation	—		—	—		—		323		—		—		323
Issuance of pre-funded warrants	—		—	—		—		46,352		—		—		46,352
Unrealized loss on available-for-sale debt securities	—		—	—		—		—		(15)		—		(15)
Net loss	—		—	—		—		—		—		(5,720)		(5,720)

Balance as of September 30, 2025	—	$	—	20,254	$	20	$	393,978	$	(15)	$	(337,944)	$	56,039

* Represents amount less than 0.5 thousand.


	September 30,		June 30,
	2025		2025
Cash and cash equivalents	$	28,111	$	8,582
Collateral held for letter of credit - San Diego lease		203		203
Collateral held for Company purchasing card		25		7
Total cash, cash equivalents and restricted cash	$	28,339	$	8,792


Preferred stock	$	1,760,000
Intangible assets		4,300,000
Prepaid expenses		1,440,000
	$	7,500,000


	September 30,		June 30,
Fiscal period ending:	2025		2025
2026	$	16,020	$	—
2027		5,436		—
	$	21,456	$	—


Fiscal period ending on September 30:	Principal		Interest		Total
2026	$	16	$	—	$	16


Fiscal year ending on September 30:	Principal		Imputed Interest		Total
2026	$	504	$	170	$	674
2027		561		132		693
2028		626		89		715
2029		694		41		735
2030		187		2		189

Total minimum lease payments		2,572	$	434	$	3,006
Less: current portion		(504)
Long-term portion of minimum lease obligation	$	2,068


Exhibit No.		Description
3.1		Certificate of Incorporation of iBio, Inc., Certificate of Merger, Certificate of Ownership and Merger, Certificate of Amendment of the Certificate of Incorporation (incorporated herein by reference to Exhibit 3.1 to the Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 11, 2018 – File No. 001-35023)
3.2		Certificate of Amendment of the Certificate of Incorporation of iBio, Inc. (incorporated herein by reference to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on June 8, 2018 – File No. 001-35023)
3.3		Certificate of Designation, Preferences and Rights of the iBio CMO Preferred Tracking Stock of iBio, Inc. (incorporated herein by reference to Exhibit 3.1 to the Current Report on Form 8-K filed by the Company with the Securities and Exchange Commission on February 24, 2017 – Commission File No. 001-35023)
3.4		Certificate of Designation, Preferences and Rights of the Series A Convertible Preferred Stock of iBio, Inc. (incorporated herein by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on June 27, 2018 – Commission File No. 001-35023)
3.5		Certificate of Designation, Preferences and Rights of the Series B Convertible Preferred Stock of iBio, Inc. (incorporated herein by reference to Exhibit 3.2 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on June 27, 2018 – Commission File No. 001-35023)
3.6		Certificate of Designation, Preferences and Rights of the Series C Convertible Preferred Stock of iBio, Inc. (incorporated herein by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 29, 2019 – Commission File No. 001-35023)
3.7		Second Amended and Restated Bylaws of iBio, Inc. (incorporated herein by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on February 1, 2022 – File No. 000-53125)
3.8		Certificate of Designation of Preferences, Rights and Limitations of Series 2022 Convertible Preferred Stock (incorporated herein by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 12, 2022 – Commission File No. 001-35023)
3.9		Certificate of Amendment of the Certificate of Incorporation if iBio, Inc. (incorporated herein by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 7, 2022 – File No. 001-35023)
3.10		Certificate of Amendment of the Certificate of Incorporation if iBio, Inc. (incorporated herein by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on November 28, 2023 – File No. 001-35023)
4.1		Form of Pre-Funded Warrant (incorporated herein by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on August 21, 2025 – File No. 001-35023)
4.2		Form of Series G Warrant (incorporated herein by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on August 21, 2025 – File No. 001-35023)
4.3		Form of Series H Warrant (incorporated herein by reference to Exhibit 4.3 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on August 21, 2025 – File No. 001-35023)
31.1*		Certification of Periodic Report by Principal Executive Officer Pursuant to Rule 13a-14 and 15d-14 of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2*		Certification of Periodic Report by Principal Financial Officer Pursuant to Rule 13a-14 and 15d-14 of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1*		Certification of Periodic Report by Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2*		Certification of Periodic Report by Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS		Inline XBRL Instance*
101.SCH		Inline XBRL Taxonomy Extension Schema*
101.CAL		Inline XBRL Taxonomy Extension Calculation*
101.DEF		Inline XBRL Taxonomy Extension Definition*
101.LAB		Inline XBRL Taxonomy Extension Labeled*
101.PRE		Inline XBRL Taxonomy Extension Presentation*
104		Cover page Interactive Data File (embedded within the Inline XBRL document)


	September 30,		June 30,
	2025		2025

Building and improvements	$	695	$	695
Machinery and equipment		3,577		3,545
Office equipment and software		418		418
Construction in progress		138		—
		4,828		4,658
Accumulated depreciation		(1,618)		(1,495)
Net fixed assets	$	3,210	$	3,163


	June 30,								September 30,
	2025		Amortization		Additions		Impairments		2025
Intellectual property – gross carrying value	$	400	$	—	$	—	$	—	$	400
Intellectual property – accumulated amortization		(55)		(5)		—		—		(60)
Total definite lived intangible assets		345	$	(5)		—	$	—		340

Intellectual property – indefinite lived		5,003				—		—		5,003
Licenses – indefinite lived		1,500				—		—		1,500

Total net intangibles	$	6,848			$	—			$	6,843


	iBio, Inc.
	(Registrant)

Date: November 17, 2025	/s/ Martin Brenner
	Martin Brenner
	Chief Executive Officer and Chief Scientific Officer Principal Executive Officer

Date: November 17, 2025	/s/ Felipe Duran
	Felipe Duran
	Chief Financial Officer
	Principal Financial Officer and Principal Accounting Officer

Date: November 17, 2025
	By:	/s/ Martin Brenner
		Name: Martin Brenner
		Title: Chief Executive Officer and Chief Scientific Officer (Principal Executive Officer)


	d.	Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

Date: November 17, 2025
	By:	/s/ Felipe Duran
		Name: Felipe Duran
		Title: Chief Financial Officer (Principal Financial Officer)


	1.	The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
	2.	The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.


Date:	November 17, 2025	/s/ Martin Brenner
		Martin Brenner
		Chief Executive Officer and Chief Scientific Officer
		(Principal Executive Officer)