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FibroBiologics (FBLG) investor relations material

FibroBiologics Proxy Filing summary

Complete event summary combining all related documents: earnings call transcript, report, and slide presentation.
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Proxy Filing summary18 Dec, 2025

Executive summary

  • Special Meeting scheduled for February 20, 2026, to vote on five key proposals, including a reverse stock split and approval of stock issuances related to recent financing agreements.

  • The reverse stock split aims to help regain compliance with Nasdaq listing requirements and maintain market liquidity.

  • Proposals also seek approval for the issuance of shares upon exercise of warrants from November and December 2025 financings, and the ability to adjourn the meeting if necessary.

  • Board recommends voting in favor of all proposals, citing the company's cash position and need for continued access to capital.

Voting matters and shareholder proposals

  • Proposal 1: Approve a reverse stock split at a ratio between 1-for-5 and 1-for-30, at the Board's discretion.

  • Proposals 2-4: Approve issuance of up to 12,110,203, 4,477,614 (+313,433), and 5,227,275 (+365,909) shares of common stock upon exercise of warrants from November and December 2025 financings.

  • Proposal 5: Approve adjournment of the meeting to solicit additional votes if needed.

  • Board recommends voting FOR all proposals.

Board of directors and corporate governance

  • Pete O'Heeron, founder, CEO, and Chairperson, holds all Series C Preferred Stock, which carries super voting rights.

  • Series C Preferred Stock votes are subject to an irrevocable proxy in favor of the Board, except for changes to O'Heeron's rights.

  • Board will exercise 32,500,000 votes (32.8% of total) FOR each proposal.

Factors for reverse split ratio determination
Financial impact if warrant issuances not approved?
Series C Preferred Stock proxy's governance impact?
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Frequently asked questions

FibroBiologics Inc. is a biotechnology company that specializes in regenerative medicine and cell therapy. The company is focused on developing innovative treatments and potential cures for chronic diseases using fibroblast cells and fibroblast-derived materials. FibroBiologics holds over 150 U.S. and international patents and patents pending, covering various clinical pathways including orthopedics, multiple sclerosis, psoriasis, wound healing, and cancer. The company is headquartered in Houston, Texas, and its shares are listed on the NASDAQ.

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