ORAGENICS INC — fact timeline

ORAGENICS INC amended Sales Agreement with Dawson James Securities Inc. (effective 2026-01-22).

“On January 22, 2026, the Company and Sales Agent entered into an amendment to the Sales Agreement (the “ Amendment ”), to extend the term of the Sales Agreement to expire at the earlier of (i) the issuance and sale of all of the Shares to or through the Sales Agent and (ii) the later of (X) the expiration of the Company’s Shelf Registration Statement on Form S-3 to be filed pursuant to Rule 415(a)(5) under the Securities Act and (Y) the expiration of any replacement registration statement filed with the Securities and Exchange Commission pursuant to Rule 415(a)(6) under the Securities Act.”

ORAGENICS INC received a nyse_american deficiency notice notice regarding stockholders equity (rules 1003(a)(i), 1003(a)(ii), 1003(a)(iii)).

“April 16, 2024 and August 13, 2024, the Company received deficiency letters from the NYSE American indicating that it was not in compliance with the continued listing standards set forth in Sections 1003(a)(i), (ii) and (iii) of the NYSE American Company Guide (the “ Company Guide ”). Section 1003(a)(i) requires stockholders’ equity of no less than $2,000,000 if the Company has sustained losses from continuing operations and/or net losses in two of its three most recent fiscal years. Section 1003(a)(ii) requires a listed company to have stockholders’ equity of $4 million or more if the listed”

ORAGENICS INC: Filing of Certificate of Designations for Preferred Stock.

“The matters described in Item 1.01 of this Current Report on Form 8-K related to the filing of the Certificate of Designation is incorporated herein by reference.”

ORAGENICS INC: The company filed Articles of Amendment to effect a one-for-thirty reverse stock split of common stock, effective June 3, 2025 (effective 2025-06-03).

“On May 27, 2025, Oragenics, Inc. (the “ Company ”) filed Articles of Amendment (the “ Amendment ”) to its Amended and Restated Articles of Incorporation, as amended, with the Secretary of State of Florida to effect a One-for-Thirty (1-for-30) reverse stock split (the “ Reverse Stock Split ”) of the Company’s shares of Common Stock, $0.001, par value (the “ Common Stock ”). The Company anticipates that the Reverse Stock Split will become effective at 12:01 a.m. Eastern Time on June 3, 2025 (the “ Effective Time”) and that the Common Stock will be quoted on NYSE American Stock Market (the “ NYSE American ”) on a post-split basis at the open of business on June 3, 2025. The Company’s shareholders approved the Reverse Stock Split at the Company’s 2024 Annual Meeting of Stockholders held on May 2, 2025, at a ratio between One-for-Five (1-for 5) to One-for Fifty (1-for-50), with such ratio to be determined in the discretion of the Company’s Board of Directors (the “ Board ”) and with such re”

Bruce Cassidy resigned as director at ORAGENICS INC.

“On January 15, 2025, Mr. Bruce Cassidy resigned as director of the Company to pursue other opportunities.”

ORAGENICS INC received a nyse_american deficiency notice notice regarding stockholders equity (rules 1003(a)(ii), 1003(a)(iii)).

“or more if the listed company has reported losses from continuing operations and/or net losses in its five most recent fiscal years. The Company reported stockholders equity of $3.2 million as of December 31, 2023, and losses from continuing operations and/or net losses in its five most recent fiscal years ended December 31, 2023. The Notice further provides that”

ORAGENICS INC entered into Underwriting Agreement with ThinkEquity LLC valued at $2.1 million (effective 2024-02-27).

“On February 27, 2024, Oragenics, Inc. (“Oragenics” or the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with ThinkEquity LLC, as representative (the “Representative”) of the underwriters named therein (collectively, the “Underwriters”), relating to the issuance and sale (the “Offering”) of 1,400,000 shares of the Company’s common stock at a price to the public of $1.50 per share (the “Underwritten Shares”).”

Michael Redmond was appointed as Interim Principal Executive Officer at ORAGENICS INC.

“In addition, effective February 12, 2024, the Board appointed Michael Redmond, the Company’s President, as the Company’s Interim Principal Executive Officer.”

Charlie Pope was appointed as Executive Chairman at ORAGENICS INC.

“The Board will provide direction to the Company during this transition in management, with Charlie Pope, the Company’s Chairman of the Board, serving, on an interim basis, as Executive Chairman, effective immediately.”

Kimberly Murphy was terminated as Chief Executive Officer at ORAGENICS INC.

“On February 12, 2024, Oragenics, Inc. (the “Company”) and Kimberly Murphy, the Company’s Chief Executive Officer, entered into a mutually agreeable Separation Agreement (the “Separation Agreement”), pursuant to which Ms. Murphy’s employment with the Company terminated effective February 12, 2024.”

ORAGENICS INC terminated At the Market Offering Agreement with Ladenburg Thalmann & Co. Inc. (effective 2024-01-30).

“On January 23, 2024, Oragenics, Inc. (the “Company”), provided notice of its termination, effective January 30, 2024, of that certain At the Market Offering Agreement (the “Sales Agreement”) with Ladenburg Thalmann & Co. Inc. (“Ladenburg”) dated as of February 24, 2023 (the “Sales Agreement”).”

ORAGENICS INC completed an acquisition involving Odyssey Health, Inc., f/k/a Odyssey Group International, Inc. for $1,000,000 in cash and issued 8,000,000 shares of convertible Series F Preferred Stock (closed 2023-12-28).

“Pick Disease Type C (NPC), as well as Odyssey’s proprietary powder formulation and its nasal delivery device. In consideration for the Purchased Assets, the Company paid Odyssey $1,000,000 in cash and issued 8,000,000 shares of convertible Series F Preferred Stock to Odyssey. The Series F Preferred Stock is convertible into shares of the Company’s common stock, as”

Joseph Michael Redmond was appointed as President at ORAGENICS INC.

“the Company entered into an Executive Employment Agreement with Joseph Michael Redmond, pursuant to which he will serve as the President of the Company”

ORAGENICS INC: Increased authorized shares of Common Stock from 4,166,666 to 350,000,000 (effective 2023-12-14).

“On December 14, 2023, the Company filed Articles of Amendment to its Amended and Restated Articles of Incorporation with the Secretary of State of the State of Florida to increase the number of authorized shares from 4,166,666 shares of Common Stock to 350,000,000 shares of Common Stock”

ORAGENICS INC shareholders approved Ratification of Cherry Bekaert LLP as independent auditors for the year ending December 31, 2023 at the 2023-12-14 meeting.

“PROPOSAL VII: Ratification of the selection of Cherry Bekaert LLP as the Company's independent auditors for the year ending December 31, 2023. The votes were as follows: FOR 756,720 AGAINST 146,619 ABSTAIN 3,265”

ORAGENICS INC shareholders approved Amendment to 2021 Equity Incentive Plan to increase common shares available for issuance from 166,667 to 1,166,667 shares at the 2023-12-14 meeting.

“PROPOSAL VI : To approve an amendment to the Company's 2021 Equity Incentive Plan to increase the number of common shares available for issuance under the 2021 Equity Incentive Plan from 166,667 shares of Common Stock to 1,166,667 shares of Common Stock.”

ORAGENICS INC shareholders approved Approval of the issuance of Common Stock upon conversion of the Company's Series F Convertible Preferred Stock at the 2023-12-14 meeting.

“PROPOSAL V: To approve the issuance of the Common Stock upon conversion of the Company's Series F Convertible Preferred Stock. The votes were as follows: FOR 834,513 AGAINST 60,666 ABSTAIN 11,425”

ORAGENICS INC shareholders approved Approval of amendment to Amended and Restated Articles of Incorporation to increase authorized shares of Common Stock from 4,166,666 shares to 350,000,000 shares at the 2023-12-14 meeting.

“PROPOSAL III: To approve the adoption of an amendment to our Amended and Restated Articles of Incorporation which will increase the number of authorized shares of our Common Stock from 4,166,666 shares of Common Stock to 350,000,000 shares of Common Stock.”

ORAGENICS INC shareholders approved Non-binding advisory vote on executive compensation at the 2023-12-14 meeting.

“PROPOSAL II: To conduct a non-binding advisory vote on executive compensation. The votes were as follows: FOR 794,152 AGAINST 105,633 ABSTAIN 6,819”

ORAGENICS INC shareholders approved Election of Directors at the 2023-12-14 meeting.

“The Annual Meeting was held on December 14, 2023. (b) At the Annual Meeting the following proposals were voted on by our shareholders: PROPOSAL I: Election of Directors. Mr. Charles Pope, Dr. Frederick Telling, Mr. Robert Koski, Dr. Alan Dunton, Ms. Kim Murphy, Mr. John Gandolfo and Mr. Bruce Cassidy were each re-elected as Directors, to serve until our next annual meeting of shareholders or until their respective successors are elected and qualified or until their earlier resignation, removal from office or death.”

ORAGENICS INC: Filed Certificate of Designation establishing Series F Convertible Preferred Stock (effective 2023-12-04).

“On December 4, 2023, in anticipation of the the Odyssey Asset Purchase, the Company filed a Certificate of Designation with the Secretary of State for the State of Florida (the “ Certificate of Designation ”) designating 8,000,000 shares out of the authorized but unissued shares of its preferred stock as Series F Convertible Preferred Stock.”

John Gandolfo was appointed as Director at ORAGENICS INC.

“Following the increase in the size of the Company’s board of directors, the Board of Directors appointed Mr. Bruce Cassidy and Mr. John Gandolfo to the Company’s board.”

Bruce Cassidy was appointed as Director at ORAGENICS INC.

“Following the increase in the size of the Company’s board of directors, the Board of Directors appointed Mr. Bruce Cassidy and Mr. John Gandolfo to the Company’s board.”

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).

“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 ”).”

ORAGENICS INC terminated Lease with Hawley-Wiggins, LLC with Hawley-Wiggins, LLC valued at paid nine months of advance rent, plus prorated rent for September, plus applicable sales tax; secur (effective 2023-09-13).

“On September 13, 2023 Oragenics, Inc. (the “Company”) exercised its option under its lease with Hawley-Wiggins, LLC, a Florida Limited Liability Company (the “Landlord”), for the building located in Progress Park and known as 13700 Progress Boulevard, Alachua, Florida 32615 (the “Lease”) to terminate the Lease by paying nine (9) months of advance rent, plus prorated rent for the month of September, plus applicable sales tax.”

ORAGENICS INC reported that prior financial statements should not be relied upon.

“the Company restated certain information contained in its previously issued unaudited interim consolidated financial statements for its Q1 2022 10-Q, the Q2 2022 10-Q, and the Q3 2022 10-Q”

ORAGENICS INC engaged Cherry Bekaert LLP as its auditor.

“engaged Cherry Bekaert as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023”

ORAGENICS INC dismissed Mayer Hoffman McCann P.C. as its auditor.

“ugust 15, 2023, we informed Mayer Hoffman McCann P.C. (“MHM”) of our decision to engage Cherry Bekaert LLP (“Cherry Bekaert”). On August 18, 2023, upon the completion of a comprehensive selection process, the Audit Committee (the “Audit Committee”) of the Board of Directors of Oragenics, Inc. (the “Company”) approved the dismissal, effective immediately, of MHM and engaged Cherry Bekaert as the Company’s independent registered public accounting firm for the fiscal year ending December”

ORAGENICS INC: Filed Certificate of Designation creating Series E Preferred Stock with specific voting and liquidation terms, contingent on an Amendment.

“In connection with the Offering, the Company filed a Certificate of Designation with the Secretary of State for the State of Florida (the “Certificate of Designation”) designating 404,728 shares out of the authorized but unissued shares of its preferred stock as Series E Preferred Stock.”

ORAGENICS INC entered into Securities Purchase Agreement with two healthcare-focused investors (effective 2023-08-04).

“On August 4, 2023, Oragenics, Inc. (the "Company") entered into a Securities Purchase Agreement (the "Purchase Agreement") with two healthcare-focused investors, pursuant to which the Company agreed to issue in a private placement (the "Offering"), an aggregate of (i) 404,728 shares of the Company’s common stock, $0.001 par value (the "Common Stock"), and (ii) 404,728 shares of Series E Mirroring Preferred Stock”

ORAGENICS INC reported that prior financial statements should not be relied upon.

“On April 4, 2023, the Audit Committee of the Board of Directors of Oragenics, Inc. (the “Company”) concluded, after discussion with the Company’s management, that the Company’s consolidated financial statements for the (i) interim period ended March 31, 2022, (ii) interim period ended June 30, 2022, (iii) interim period ended September 30, 2022 (collectively, the “Non-Reliance Periods”) should no longer be relied upon due to errors in the consolidated financial statements and should be restated.”

Janet Huffman was appointed as Chief Financial Officer at ORAGENICS INC.

“announced that the Board of Directors approved the appointment of Janet Huffman, as the Company’s new Chief Financial Officer”

ORAGENICS INC entered into License Agreement with Inspirevax Inc. valued at $50,000 (effective 2023-02-23).

“On February 23, 2023, the Company entered into a Commercial License Agreement (the “License Agreement”) with Inspirevax Inc. (“Inspirevax”) pursuant to which Inspirevax granted the Company an exclusive worldwide license to use Inspirevax’s inventions, patents, trade secrets, know-how, copyright, biological material, designs, and/or technical information created by or on behalf of Inspirevax (the “Inspirevax Technologies”) relating to its novel lipid-protein based intranasal adjuvants, to make, research, and develop an intra-nasal vaccine in combination with an antigen (“Combination Product”) to be used in an intranasal vaccine for use against diseases caused by coronaviruses and any genetic variants thereof to be sold by us. As consideration for the grant of the license, the Company will pay an upfront signing fee of $50,000.”

ORAGENICS INC entered into Sales Agreement with Ladenburg Thalmann & Co. Inc. valued at $5,000,000 (effective 2023-02-24).

“On February 24, 2023, Oragenics, Inc. (the “Company”) entered into an At the Market Offering Agreement (the “Sales Agreement”) with Ladenburg Thalmann & Co. Inc. (the “Agent”), pursuant to which the Company may issue and sell, from time to time, shares of its common stock (the “Shares”), depending on market demand, with the Agent acting as the sales agent or principal (the “Offering”).”

ORAGENICS INC: The company filed Articles of Amendment to effect a 1-for-60 reverse stock split of common stock, reducing authorized shares from 250,000,000 to 4,166,666 and outstanding shares from 117,662,247 to approximately 1,961,037 (effective 2023-01-20).

“Articles of Amendment to our Amended and Restated Articles of Incorporation to effect the 1-for-60 reverse split of the Company’s authorized shares of common stock and issued and outstanding shares of common stock (the “Articles of Amendment”) were filed with the Secretary of State of the State of Florida.”

ORAGENICS INC received a nyse_american noncompliance notice notice regarding other (rules 1003(f)(v), 1009).

“December 19, 2022, Oragenics, Inc. (the “Company”) received a written notice (the “Notice”) from the NYSE American LLC (the “NYSE American”) indicating that the Company is not in compliance with the NYSE American continued listing standard set forth in Section 1003(f)(v) of the NYSE American Company Guide (“Section 1003(f)(v)”) because its shares of common stock have been selling for a substantial period of time at a low price per share, which NYSE American determined to be a 30-trading-day average price of less than $0.20 per share. The Notice has no immediate effect on the listing or trading”

ORAGENICS INC terminated Sales Agreement with A.G.P./Alliance Global Partners (effective 2022-12-19).

“On December 19, 2022, Oragenics, Inc. (the “Company”) sent written notice of termination to A.G.P./Alliance Global Partners ("AGP"), pursuant to the terms of the Company’s Sales Agreement with AGP in connection with the Company’s At-the-Market Sales Program (the “ATM Program”).”

ORAGENICS INC shareholders approved Ratification of the selection of Mayer Hoffman McCann P.C. as the Company's independent auditors for the year ending December 31, 2022 at the 2022-12-16 meeting.

“PROPOSAL IV: Ratification of the selection of Mayer Hoffman McCann P.C. as the Company's independent auditors for the year ending December 31, 2022. The votes were as follows: FOR 41,807,116 AGAINST 1,929,362 ABSTAIN 929,568”

ORAGENICS INC shareholders rejected To approve the adoption of an amendment to our Amended and Restated Articles of Incorporation which will increase the number of authorized shares of our Common Stock from 250,000,000 shares of Common Stock to 350,000,000 shares of Common Stock at the 2022-12-16 meeting.

“PROPOSAL III: To approve the adoption of an amendment to our Amended and Restated Articles of Incorporation which will increase the number of authorized shares of our Common Stock from 250,000,000 shares of Common Stock to 350,000,000 shares of Common Stock. The votes were as follows: FOR 34,818,848 AGAINST 9,032,041 ABSTAIN 815,157”

ORAGENICS INC shareholders approved To conduct a non-binding advisory vote on executive compensation at the 2022-12-16 meeting.

“PROPOSAL II: To conduct a non-binding advisory vote on executive compensation. The votes were as follows: FOR 18,984,656 AGAINST 4,363,215 ABSTAIN 760,479 BROKER NON-VOTES 20,557,696”

ORAGENICS INC shareholders approved Election of Directors at the 2022-12-16 meeting.

“PROPOSAL I: Election of Directors. Ms. Kim Murphy, Dr. Frederick Telling, Mr. Robert Koski, Mr. Charles Pope and Dr. Alan Dunton were each re-elected as Directors, to serve until our next annual meeting of shareholders or until their respective successors are elected and qualified or until their earlier resignation, removal from office or death. The votes were as follows: For Withheld Broker Non-Votes Kim Murphy 22,475,527 1,632,823 20,557,696 Dr. Frederick Telling 20,922,955 3,185,395 20,557,696 Robert Koski 22,435,114 1,673,236 20,557,696 Charles Pope 22,046,998 2,061,352 20,557,696 Dr. Alan Dunton 22,239,159 1,869,191 20,557,696”

Kimberly Murphy was appointed as Interim Chief Financial Officer, Secretary and Treasurer at ORAGENICS INC.

“Effective December 15, 2022, Ms. Kimberly Murphy, the Company’s President and Chief Executive Officer, was appointed Interim Chief Financial Officer, Secretary and Treasurer of the Company”

Michael Sullivan resigned as Chief Financial Officer, Secretary and Treasurer at ORAGENICS INC.

“Michael Sullivan’s resignation as Chief Financial Officer, Secretary and Treasurer of the Company, to be effective December 14, 2022”

Michael Sullivan departed as Chief Financial Officer at ORAGENICS INC.

“On November 16, 2022, Michael Sullivan, the Chief Financial Officer of Oragenics (the “Company”) notified the Company that he would be resigning from the Company, effective December 14, 2022, to pursue other opportunities.”

Kimberly Murphy was appointed as President and Chief Executive Officer at ORAGENICS INC.

“On June 23, 2022, Oragenics Inc. (the “Company”) announced that the Board of Directors approved the appointment of Kimberly Murphy, as the Company’s new President and Chief Executive Officer of the Company.”