Highest-materiality recent filing
Longevity Health settles Puritan litigation; issues $2.35M 10% convertible notes
Settlement with Puritan Partners resolves litigation pending since Nov 2023; parties to file dismissal without prejudice within 3 business days.
Longevity Health settles Puritan litigation with $2.35M convertible notes
Settlement with Puritan Partners resolves NY lawsuit; Existing Note ($1.25M) and warrant (1,885,796 shares) exchanged for new 10% convertible notes totaling $2.35M.
Director Kathryn Gregory resigns from Longevity Health Holdings board effective June 1, 2026
Kathryn Gregory resigned from the Board of Directors effective June 1, 2026.
Longevity Health appoints new CEO, closes $200K investment from new chairman
Ram Ajjarapu appointed Chairman and CEO effective March 16, 2026; invested $200K via private placement of 689,656 shares at $0.29.
Longevity Health terminates merger agreement with True Health after Nov 30 deadline
Company provided termination notice on Dec 8, 2025; merger not consummated by Nov 30, 2025.
Longevity Health amends merger terms with True Health; sets $3 cap on exchange price
Merger Shares capped at $59M divided by lesser of 15-day VWAP and $3.00, reducing potential dilution if stock exceeds $3.
Longevity Health delisted from Nasdaq, now trades on OTC; merger with True Health planned
Received delisting notice from Nasdaq on Sept 10, 2025 for failure to cure Listing Rule 5550(b)(2) deficiency.
Longevity Health to merge with THPlasma in $59M all-stock deal; Biolabs terminated
Merger values THPlasma at $59M plus $20M earnout; Longevity shares at $3.00 (12% premium to July 11 close).
Longevity Health extends merger deadline with 20/20 Biolabs to July 8, 2025
Due Diligence Contingency Deadline moved to July 8, 2025; merger agreement will auto-terminate on that date unless extended in writing.
Longevity Health raises ~$1.96M via ATM sale of 479,621 shares at $4.08
Sold 479,621 shares of common stock at average $4.08/share, gross proceeds ~$1.96M before fees.
Nasdaq Hearings Panel granted continued listing condition: complete merger with 20/20 Biolabs and meet initial listing rules by Sept 2, 2025.
Longevity Health Q1 pro forma sales $663k, merger with 20/20 BioLabs progressing
XAGE Q1 unaudited pro forma sales ~$663k (+8% YoY); 20/20 sales ~$562k (+15% YoY).
Longevity Health Holdings executes 1-for-30 reverse stock split effective May 12, 2025
Reverse split ratio 1-for-30, effective 9:00 a.m. ET on May 12, 2025.
Longevity Health signs merger with 20/20 Biolabs; combined co. valued ~$99M
All-stock merger: 20/20 stockholders to own ~50.1% of combined co. (pre-concurrent financing).
Longevity Health receives Nasdaq delisting notice for bid-price deficiency; hearing April 15
Failed to regain $1.00 minimum bid price by March 31, 2025 compliance deadline.
Longevity Health acquires skincare business with $2M net loss and going concern doubt
Acquired skincare business from PMGC Holdings for undisclosed value; sale closed Jan 16, 2025.
Shareholders approve reverse stock split and warrant issuance at special meeting
Proposal 2 (reverse split 1:15 to 1:30) passed: 18.5M for, 0.55M against, no broker non-votes.
Carmell rebrands to Longevity Health (XAGE); guides FY25 rev $3-4M; names Vice Chairman
Name change to Longevity Health Holdings effective March 5; tickers to XAGE/XAGEW March 10.
Carmell receives Nasdaq delisting notice for failing MVLS minimum; plans appeal
Failed to regain $35M MVLS compliance by Feb 26, 2025 deadline; notice received March 4.
CEO Kendra Bracken-Ferguson departs; Executive Chairman Rajiv Shukla appointed CEO
Kendra Bracken-Ferguson and Carmell mutually agreed to end her CEO role effective January 20, 2025.
Carmell closes acquisition of Elevai Skincare; issues ~1.15M shares, $2.5M revenue portfolio
Purchase consideration: ~1.1M shares of Carmell common at $0.8488/sh, plus 117,814 holdback shares for 12-month indemnification.
Carmell to acquire Elevai Skincare assets for ~$1.1M stock, earnout, and assumption of liabilities
Purchase price includes ~$1.1M in Carmell common stock (with $100K escrow), ~$57K cash on inventory sale, 5% net sales earnout for 5 years, and $500K milestone.
Carmell raises $1.85M in private placement of stock and warrants at $0.23/share
Issues 8,065,210 shares and equal 5-year warrants at $0.23 each; gross proceeds $1.85M.
Carmell furnishes investor presentation for meetings; specific content unavailable in filing excerpt
Presentation furnished as Exhibit 99.1 for investor meetings on or after Nov 20, 2024.
Carmell receives Nasdaq deficiency notice for bid price below $1; 180 days to cure
Nasdaq notified Carmell on Sept 30, 2024 that its common stock failed to maintain minimum $1 bid price for 31 consecutive business days.
Carmell receives Nasdaq MVLS deficiency notice; must regain $35M minimum by Feb 26, 2025
MVLS fell below $35M minimum from July 15 to Aug 29, 2024.
Carmell appoints Kendra Bracken-Ferguson as CEO; Rajiv Shukla becomes Executive Chairman
Rajiv Shukla resigned as CEO July 29, 2024; he remains Executive Chairman.
Carmell Corp shareholders elect Richard Upton director, ratify auditor at annual meeting
Richard Upton elected Class I director with 9,525,320 votes for, 24,465 withheld, 1,921,908 broker non-votes.
Carmell raises $3.0M in private placement of 1.33M shares at $2.25-$2.88
Gross proceeds ~$3.0M before fees; 1,331,452 shares sold at $2.25 per share to investors and $2.88 to CEO.
Carmell completes sale of Axolotl Biologix, expects $4M annual cash burn reduction
Sale closed March 26; consideration: 3.845M common shares, 4,243 preferred shares, cancellation of $8M notes payable.
Carmell sells Axolotl Biologix subsidiary for shares and $8M note cancellation
Returns 3,845,337 common shares and 4,243 preferred shares to original sellers; cancels $8 million note payable.
Carmell adds Dr. Jason Bloom to Scientific Advisory Board
Dr. Bloom is a double board-certified facial plastic surgeon, Ivy-League trained.
Carmell adds Dr. Adam Rubinstein, board-certified plastic surgeon, to Scientific Advisory Board
Dr. Rubinstein is a board-certified plastic surgeon in Miami, FL, and clinical faculty at multiple universities.
Carmell adds double board-certified surgeon Dr. Jason Bloom to Scientific Advisory Board
Dr. Bloom is a facial plastic and reconstructive surgeon, trained at University of Pennsylvania and NYU.
Carmell adds plastic surgeon Dr. Adam Rubinstein to Scientific Advisory Board
Dr. Adam Rubinstein, board-certified plastic surgeon in Miami, joined Carmell's Scientific Advisory Board on Jan 9, 2024.
Carmell adds Dr. Gregory A. Buford to Scientific Advisory Board
Dr. Gregory A. Buford, board-certified plastic surgeon and master injectables trainer, joins SAB.
Carmell Corp adds Dr. Sean Kelishadi to Scientific Advisory Board
Dr. Kelishadi is a board-certified plastic surgeon with a private practice in Newport Beach, CA.
Carmell adds Dr. Bradley Calobrace to Scientific Advisory Board
Dr. Calobrace is an internationally recognized plastic surgeon with private practices in KY and IN.
Carmell enters CEO employment agreement with Rajiv Shukla; $425K total comp, severance terms
CEO Rajiv Shukla receives total annual compensation of $425,000: 75% cash ($318,750 base), 25% in quarterly vested shares.
Carmell appoints Scott Frisch (AARP COO/CFO) and Gilles Spenlehauer as independent directors
Scott Frisch, COO/CFO of AARP, joins audit committee.
Carmell Corp files Axolotl Biologix H1 2023 financials: rev $21.9M, NI $1.8M
Axolotl H1 2023 revenue $21.9M (up 56% YoY from $14.0M) and net income $1.8M (up 57% from $1.2M).
Carmell announces CEO change, board restructuring, and post-merger savings focus on aesthetics
CEO Randy Hubbell resigns effective Aug 31, 2023; Rajiv Shukla (Exec Chair) appointed Chairman & CEO.
Carmell Corp files amended 8-K with historical unaudited financials of Legacy Carmell for H1 2023
Net loss of $7.1M for six months ended June 30, 2023; accumulated deficit reached $50.1M.
Closed merger with Axolotl on Aug 9, 2023; issued 3,845,337 common shares and 4,243 Series A preferred shares.
Carmell Corp to acquire Axolotl Biologix for up to $140M; Axolotl TTM rev $50M, EBITDA $5M
Axolotl had unaudited TTM revenue ~$50M and TTM EBITDA ~$5M as of June 30, 2023.
Carmell Therapeutics completes de-SPAC merger; $129.4M redeemed, 19.2M shares outstanding
Business combination closed July 14, 2023; ALPA renamed to Carmell Therapeutics (CTCX).
Alpha Healthcare III to close Carmell merger on July 14; 12.6M shares redeemed
Stockholders approved the business combination on July 11, 2023; 12,586,223 Class A shares were redeemed.
Alpha Healthcare shareholders approve merger with Carmell Therapeutics
Business combination proposal approved: 12,006,101 for, 3,504,978 against.
Alpha Healthcare enters forward purchase and non-redemption agreements to support Carmell merger
Sellers (Meteora entities) may purchase up to 9.5% of outstanding shares at redemption price; prepayment from trust account.
Shareholder vote for Carmell merger scheduled July 11, 2023; redemption deadline July 7.
On August 11, 2026, Scott Frisch notified Longevity Health Holdings, Inc. (the “Company”) of his resignation from the Board of Directors of the Company, effective as of the close of business on August 11, 2026.
On June 1, 2026, Kathryn Gregory notified Longevity Health Holdings, Inc. (the “Company”) of her resignation from the Board of Directors of the Company, effective as of the close of business on June 1, 2026.
Effective as of January 24, 2025, the Company’s Board of Directors appointed Rajiv Shukla, the Company’s current Executive Chairman, as the Chief Executive Officer of the Company.
On January 20, 2025, the Company and Kendra Bracken-Ferguson mutually agreed that Ms. Bracken-Ferguson would no longer serve as the Chief Executive Officer of the Company effective as of January 20, 2025.
The Board appointed Kendra Bracken-Ferguson as Chief Executive Officer of the Company effective as of July 30, 2024.
Rajiv S. Shukla resigned from his position as Chief Executive Officer of Carmell Corporation (the “Company”) in connection with the appointment of Kendra Bracken-Ferguson as Chief Executive Officer of the Company, as described below. Following his resignation, Mr. Shukla will continue to serve as an officer of the Company in the office of Executive Chairman of the Company’s Board of Directors.
the Board appointed Scott Frisch and Gilles Spenlehauer (collectively, the “New Directors”) to serve as directors on the Board of the Company.
the Board appointed Scott Frisch and Gilles Spenlehauer (collectively, the “New Directors”) to serve as directors on the Board of the Company.
William Newlin, Steve Bariahtaris, Jaime Garza and Radolph W. Hubbell (collectively, the “Former Directors”) have each resigned from their respective position as a director of Carmell Corporation (the “Company”).
As of the Effective Date, the following executive officers of the Company have voluntarily resigned from their positions with the Company (collectively, the “Former Officers”). Name Position Randolph W. Hubbell Chief Executive Officer and President James Hart, M.D. Chief Medical Officer Donna Godward Chief Quality Officer Janet Vargo, Ph.D. Vice President Clinical Services
As of the Effective Date, the following executive officers of the Company have voluntarily resigned from their positions with the Company (collectively, the “Former Officers”). Name Position Randolph W. Hubbell Chief Executive Officer and President James Hart, M.D. Chief Medical Officer Donna Godward Chief Quality Officer Janet Vargo, Ph.D. Vice President Clinical Services
As of the Effective Date, the following executive officers of the Company have voluntarily resigned from their positions with the Company (collectively, the “Former Officers”). Name Position Randolph W. Hubbell Chief Executive Officer and President James Hart, M.D. Chief Medical Officer Donna Godward Chief Quality Officer Janet Vargo, Ph.D. Vice President Clinical Services
Max materiality 0.90 · Median 0.68 · Most common event other_material