---
schema_version: "secwatch.filing_event.v1"
accession: "0001437749-25-030125"
form_type: "8-K"
ticker: "GOVX"
cik: "0000832489"
company_name: "GeoVax Labs, Inc."
filed_at: "2025-09-30T23:59:59+00:00"
generated_at: "2026-05-17T05:20:43.480514+00:00"
event_type: "other_material"
sentiment: "negative"
materiality_score: 0.75
calibrated_materiality_score: 0.75
confidence: "high"
source: SEC EDGAR
---

# GeoVax raises ~$2.5M in registered direct offering; issues shares and warrants at $0.63

## Summary
- 3,968,256 shares sold at $0.63 each with warrants to buy 11,904,768 shares at $0.63.
- Gross proceeds ~$2.5M, net ~$2.325M after 7% placement agent fees.
- Warrants exercisable only upon shareholder approval; expire 5 years from approval.
- Roth Capital Partners acted as sole placement agent for the offering.
- Proceeds to advance immunotherapies and vaccines pipeline including R&D and clinical studies.

## SEC filing metadata
- accession: 0001437749-25-030125
- form_type: 8-K
- ticker: GOVX
- cik: 0000832489
- company_name: GeoVax Labs, Inc.
- filed_at: 2025-09-30T23:59:59+00:00
- event_type: other_material
- sentiment: negative
- materiality_score: 0.75
- calibrated_materiality_score: 0.75
- confidence: high
- sec_items: 1.01, 3.02, 7.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/832489/000143774925030125/0001437749-25-030125-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/832489/000143774925030125/govx20250930_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001437749-25-030125
- JSON: https://secwatch.observer/filing/0001437749-25-030125.json
- Plain text: https://secwatch.observer/filing/0001437749-25-030125.txt

## Key facts
- Equity Issuances
  GeoVax Labs, Inc. issued 11,904,768 shares of Common Stock of warrant.
  - Security: warrant
  - Shares: 11,904,768 shares of Common Stock
  source text: In a concurrent private placement, the Company offered common warrants to the purchasers, with each warrant exercisable to purchase one share of Common Stock (the “Common Warrants”), with three Common Warrant to accompany each share of Common Stock sold in the Offering, and to purchase in the aggregate of 11,904,768 shares of Common Stock (the “Common Warrant Shares”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/832489/000143774925030125/0001437749-25-030125-index.htm
- Equity Issuances
  GeoVax Labs, Inc. issued 3,968,256 shares of common stock for $0.63 per Share.
  - Security: common stock
  - Shares: 3,968,256 shares
  - Consideration: $0.63 per Share
  source text: share of Common Stock sold in the Offering, and to purchase in the aggregate of 11,904,768 shares of Common Stock (the “Common Warrant Shares”). The public offering price was $0.63 for each Share coupled with the Common Warrants. The Common Warrants have an exercise price of $0.63 per share. Under the terms of the Purchase Agreement and to comply with Nasdaq
  evidence_url: https://www.sec.gov/Archives/edgar/data/832489/000143774925030125/0001437749-25-030125-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.