{"schema_version":"secwatch.filing_event.v1","accession":"0001493152-23-035743","form_type":"8-K","ticker":"OGEN","cik":"0001174940","company_name":"ORAGENICS INC","filed_at":"2023-10-05T23:59:59+00:00","discovered_at":"2026-05-14T18:03:28.417373+00:00","generated_at":"2026-06-10T03:47:27.459760+00:00","sec_items":["1.01","8.01","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":0.8,"calibrated_materiality_score":0.8,"confidence":"high","headline":"Oragenics acquires Odyssey's brain disorder assets for $1M cash and 8M convertible preferred shares","bullets":["Deal consideration: $1M cash (half due at signing, half at closing or sooner) and 8M shares of Series F Preferred Stock convertible 1:1 into common after shareholder approvals.","Assets include drug candidates for mild traumatic brain injury (concussion) and Niemann Pick Disease Type C, plus a proprietary powder formulation and nasal delivery device.","Closing requires Oragenics shareholders to increase authorized common stock from ~4.17M to 350M shares and approve the conversion; Oragenics must also have at least $5M cash at closing.","Closing expected end of Q4 2023; Oragenics has previously struggled to obtain a quorum at shareholder meetings, creating execution risk.","Oragenics plans to present the shareholder approvals at its annual meeting scheduled for December 14, 2023."],"urls":{"canonical":"https://secwatch.observer/filing/0001493152-23-035743","json":"https://secwatch.observer/filing/0001493152-23-035743.json","markdown":"https://secwatch.observer/filing/0001493152-23-035743.md","text":"https://secwatch.observer/filing/0001493152-23-035743.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1174940/000149315223035743/0001493152-23-035743-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1174940/000149315223035743/form8-k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-10T03:47:27.459760+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"e2a6aefb0ead65f07d29be8c68c58cd63a0fc342","claim":"ORAGENICS INC entered into Purchase Agreement with Odyssey Health, Inc. valued at $1,000,000 in cash and 8,000,000 shares of convertible Series F Preferred Stock (effective 2023-10-04).","evidence_excerpt":"On October 4, 2023, Oragenics, Inc. (the “ Company ”) entered into an Asset Purchase Agreement (the “ Purchase Agreement ”) with Odyssey Health, Inc., f/k/a Odyssey Group International, Inc., a Nevada corporation (“ Odyssey ”).","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1174940/000149315223035743/0001493152-23-035743-index.htm","confidence":0.99,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"asset purchase"},{"label":"Counterparty","value":"Odyssey Health, Inc."},{"label":"Value","value":"$1,000,000 in cash and 8,000,000 shares of convertible Series F Preferred Stock"},{"label":"Effective","value":"2023-10-04"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}