Filing Analysis
Aeluma, Inc. announced it has entered into a Letter of Intent (LOI) with the U.S. Department of Commerce regarding the CHIPS and Science Act. This represents a significant potential regulatory/funding development for the company's semiconductor-related operations.
📋 Key Facts
- Entered into a Letter of Intent (LOI) with the U.S. Department of Commerce on July 29, 2026.
- The agreement is related to the CHIPS and Science Act.
- Information was disclosed via press release under Item 7.01.
Aeluma, Inc. filed a Form 8-K on May 19, 2026, to furnish an updated investor presentation under Item 7.01. The company intends to use this presentation in upcoming meetings with analysts, investors, and other parties.
📋 Key Facts
- Aeluma, Inc. updated its investor presentation on May 19, 2026.
- The presentation is furnished as Exhibit 99.1 and incorporated by reference into Item 7.01.
- The information in the report is furnished and not deemed 'filed' under Section 18 of the Exchange Act.
Aeluma, Inc. announced its financial results for the third fiscal quarter ended March 31, 2026, via a press release. The filing serves as a formal notification of the earnings release and coincides with the filing of their Form 10-Q.
📋 Key Facts
- Announced Q3 2026 financial results for the period ending March 31, 2026.
- Press release furnished as Exhibit 99.1.
- Company is classified as an emerging growth company.
- Filing date of May 13, 2026.
Aeluma, Inc. entered into a sales agreement with Roth Capital Partners and other agents to establish an at-the-market (ATM) equity offering program. The company may sell up to $50.0 million of its common stock from time to time at prevailing market prices.
🚩 Red Flags
- Potential for significant shareholder dilution given the $50.0 million offering cap relative to typical micro-cap valuations.
📋 Key Facts
- Agreement dated March 20, 2026, with Roth Capital Partners, Craig-Hallum, Northland Securities, and The Benchmark Company.
- The offering allows for the sale of common stock up to an aggregate price of $50.0 million.
- Sales will be conducted as 'at-the-market' offerings on the Nasdaq Capital Market.
- The shares are issued under an existing shelf registration statement on Form S-3 (No. 333-289135) effective since August 8, 2025.
- The company is not obligated to sell any shares and can terminate the agreement with 5 business days' notice.
Aeluma, Inc. filed an 8-K to furnish its quarterly earnings press release for the second quarter ended December 31, 2025. The filing serves as a formal announcement of financial results previously disclosed in their Form 10-Q.
📋 Key Facts
- Company issued a press release on February 11, 2026, regarding Q2 2025 financial results.
- Financial results were simultaneously disclosed via Form 10-Q filed on February 11, 2026.
- The company is classified as an 'emerging growth company'.
- CEO Jonathan Klamkin signed the report.
Aeluma, Inc. reported the voting results from its 2025 Annual General Meeting held on January 15, 2026. Shareholders successfully re-elected Class I directors and re-appointed the company's independent auditors.
📋 Key Facts
- Annual Meeting held on January 15, 2026.
- Quorum was established with 9,892,101 shares (55.4% of voting power) present or represented by proxy.
- Steven P. DenBaars and John Paglia were re-elected to the Board of Directors via plurality vote.
- Shareholders approved the re-appointment of Rose, Snyder & Jacobs LLP as independent auditors for the fiscal year ending June 30, 2026.
Aeluma, Inc. filed an 8-K to announce the release of its financial results for the first quarter ended September 30, 2025. The filing serves as a formal announcement accompanying the Form 10-Q submission.
📋 Key Facts
- Company issued a press release on November 12, 2025, regarding Q1 financial results (ended Sept 30, 2025).
- Financial results were disclosed via Form 10-Q filed concurrently on November 12, 2025.
- The company is classified as an 'emerging growth company'.
- CEO Jonathan Klamkin signed the report.
Aeluma, Inc. filed an 8-K to disclose a new investor PowerPoint presentation as part of its ongoing communications with the investment community.
📋 Key Facts
- The filing is being made under Item 8.01 (Other Events).
- The company has furnished a new investor PowerPoint presentation as Exhibit 99.1.
- The report was signed by Jonathan Klamkin, President, CEO, and Director on October 20, 2025.
Aeluma, Inc. announced the termination of a Rule 10b5-1 trading plan previously adopted by director Steven DenBaars. The plan was intended for the sale of up to 130,000 shares between October 2025 and May 2026.
🚩 Red Flags
- None identified; termination of a selling plan is generally neutral or slightly positive as it removes potential downward selling pressure from an insider.
📋 Key Facts
- Director Steven DenBaars had adopted a Rule 10b5-1 trading arrangement on June 23, 2025.
- The plan was for the sale of up to 130,000 shares of common stock.
- The scheduled trading window for the plan was October 6, 2025, to May 6, 2026.
- Mr. DenBaars terminated the plan on September 16, 2025.
- No sales were or will be made pursuant to this specific plan.
Aeluma, Inc. completed a public offering of 1,700,000 shares of common stock at $13.00 per share, raising approximately $23.4 million in net proceeds. The company also noted the exercise of an over-allotment option by underwriters for an additional 255,000 shares.
🚩 Red Flags
- Dilution: Issuance of 1.7M+ shares will result in significant dilution for existing shareholders.
📋 Key Facts
- Total shares issued: 1,700,000 common shares at $13.00 per share.
- Underwriters exercised a 30-day option to purchase an additional 255,000 shares on September 18, 2025.
- Expected net proceeds: Approximately $23.4 million (after discounts and ~$200,000 in expenses).
- Offering closed on September 19, 2025.
- Use of proceeds: Manufacturing expansion, hiring new employees, working capital, and general business purposes.
Aeluma, Inc. filed an 8-K to furnish its quarterly earnings press release for the fourth quarter ended June 30, 2025. This is a routine regulatory filing used to disclose financial results.
📋 Key Facts
- Report date: September 9, 2025
- Reporting period: Fourth quarter ended June 30, 2025
- The filing includes Exhibit 99.1 containing the earnings press release
- Company is classified as an emerging growth company
Aeluma, Inc. has appointed Christopher Stewart as its new full-time Chief Financial Officer (CFO) and Principal Accounting Officer, effective August 4, 2025. He succeeds James Seo, who had been serving in an interim capacity.
📋 Key Facts
- Christopher Stewart appointed CFO/Principal Accounting Officer effective August 4, 2025.
- Stewart replaces James Seo (Interim CFO).
- Compensation includes a $300,000 annual salary.
- Equity compensation: 110,000 stock options and 55,000 restricted stock units under the 2021 Stock Incentive Plan.
- Stewart's background includes CFO roles at LeddarTech Holdings Inc. and Bionano Genomics, with prior experience at Intel and Maxwell Technologies (acquired by Tesla).
Aeluma, Inc. filed an 8-K to furnish its quarterly earnings press release for the third quarter ended March 31, 2025.
📋 Key Facts
- Report date: May 7, 2025
- Reporting period: Third quarter ended March 31, 2025
- The filing includes a press release as Exhibit 99.1
- Company is classified as an emerging growth company
Aeluma, Inc. completed a public offering of 2,628,571 total shares (including over-allotment) at $5.25 per share, raising approximately $13.8 million in gross proceeds. The company also transitioned from the OTCQB to the Nasdaq Capital Market.
🚩 Red Flags
- Significant dilution: The issuance of over 2.6 million shares at $5.25 represents a substantial increase in share count for a micro-cap company.
📋 Key Facts
- Offered 2,285,714 shares of common stock plus an over-allotment option of 342,857 shares.
- Offering price: $5.25 per share.
- Gross proceeds: ~$13.8 million; Net proceeds: ~$12.7 million.
- Underwriter: Craig-Hallum Capital Group LLC.
- The over-allotment option was exercised in its entirety on March 27, 2025.
- Company transitioned from OTCQB to Nasdaq Capital Market trading on March 27, 2025.
- 90-day lock-up agreement for officers and directors.
Aeluma, Inc. announced the appointment of James Seo as interim Chief Financial Officer (CFO) and Principal Accounting Officer, effective March 18, 2025. Mr. Seo, who has served as the Company's Controller since May 2023, will hold this position until a permanent CFO is hired.
🚩 Red Flags
- Sudden vacancy of the CFO position (implied by interim appointment)
- Interim leadership often suggests a sudden departure or transition in the finance department
📋 Key Facts
- Effective Date: March 18, 2025
- Interim Appointment: James Seo appointed interim CFO and Principal Accounting Officer
- Current Role: Mr. Seo has been the Company's Controller since May 2023
- Background: Previously served as Financial Analyst at Transphorm, Inc., involved in a Nasdaq uplist
- Compensation/Terms: Standard indemnification agreement to be entered into; no specific compensation details disclosed in text
Aeluma, Inc. announced the appointment of Michael Byron to its Board of Directors on February 24, 2025. Mr. Byron brings significant finance and accounting expertise from a long tenure at NVIDIA.
🚩 Red Flags
- None identified in this filing.
📋 Key Facts
- Board size increased from four (4) to five (5) members; Class II expanded from one (1) to two (2) members.
- Michael Byron elected as a Class II Director with a term expiring at the 2026 annual meeting.
- Mr. Byron granted stock options for 45,833 shares of common stock with an exercise price equal to fair market value.
- Vesting schedule for options: 833 shares on Feb 28, 2025; 15,000 shares each on May 31, Aug 31, and Nov 30, 2025.
- Options include a 100% change-in-control acceleration provision.
- Mr. Byron is a former VP of Finance Operations & Systems at NVIDIA (joined 2002) and a former Deloitte auditor.
Aeluma, Inc. filed an 8-K to furnish its quarterly earnings press release for the second quarter ended December 31, 2024. This is a routine regulatory filing used to communicate financial results to the public.
📋 Key Facts
- The filing relates to the financial results for the second quarter ended December 31, 2024.
- A press release containing the results was issued on February 10, 2025 (Exhibit 99.1).
- The company is classified as an 'emerging growth company'.
- Report signed by Jonathan Klamkin, President, CEO, and Director.
Aeluma, Inc. reported the results of its 2025 annual meeting of shareholders held on January 9, 2025. Shareholders approved the re-election of Jonathan Klamkin to the Board and ratified the appointment of Rose, Snyder & Jacobs LLP as independent auditors.
📋 Key Facts
- Annual Meeting held on January 9, 2025.
- Quorum was established with 9,306,485 shares (76.02% of voting power) represented by proxy.
- Jonathan Klamkin was re-elected to the Board of Directors via plurality vote (8,138,063 votes 'For').
- Rose, Snyder & Jacobs LLP was ratified as independent auditors for the fiscal year ending June 30, 2025.
Aeluma, Inc. filed an 8-K to disclose a technical article titled 'Realizing high-performance sensors with heterogeneous integration' co-written by CEO Jonathan Klamkin.
📋 Key Facts
- The filing is under Item 8.01 (Other Events).
- The disclosure consists of a published article regarding high-performance sensor technology and heterogeneous integration.
- The article was co-authored by the company's CEO, Jonathan Klamkin.
Aeluma, Inc. filed an 8-K to furnish its quarterly press release announcing financial results for the fourth quarter ended September 30, 2024.
📋 Key Facts
- Report date: November 8, 2024
- Reporting period: Fourth quarter ended September 30, 2024
- The filing is a standard earnings release under Item 2.02
- Information is furnished but not 'filed' for purposes of Section 18 liability
Aeluma, Inc. filed an 8-K to disclose a new investor PowerPoint presentation as part of its ongoing investor relations efforts. The filing contains no material changes to operations, finances, or corporate structure.
📋 Key Facts
- The company is disclosing a new investor PowerPoint presentation (Exhibit 99.1).
- Filed on October 30, 2024.
- The registrant is an emerging growth company.
Aeluma, Inc. filed an 8-K to furnish its quarterly earnings press release for the fourth quarter ended June 30, 2024.
📋 Key Facts
- The filing is a routine announcement of financial results under Item 2.02.
- Results pertain to the fourth quarter ended June 30, 2024.
- Press release was issued on September 24, 2024.
- Company is classified as an 'emerging growth company'.
Aeluma, Inc. has completed two closings of convertible promissory note purchase agreements (NPA), raising a total of $3.145 million in aggregate proceeds from five accredited investors.
🚩 Red Flags
- Use of convertible promissory notes often indicates a need for immediate liquidity and can lead to significant dilution for existing shareholders upon conversion.
- Multiple rapid closings within a single month suggest an urgent need for working capital.
📋 Key Facts
- First closing occurred on August 5, 2024, for an aggregate principal amount of $1,800,000.
- Second closing occurred on August 27, 2024, involving five additional accredited investors for $1,345,000 in notes.
- Total aggregate proceeds from both closings equal $3,145,000.
- The securities issued are convertible promissory notes that allow for the purchase of Common Stock (par value $0.0001 per share).
- The company may hold additional closings under these agreements, though no guarantee of further proceeds is provided.
Aeluma, Inc. completed the initial closing of a private offering on August 5, 2024, raising $1.8 million through convertible promissory notes. The notes mature in June 2026 and feature specific conversion triggers including potential uplisting or qualified financing.
🚩 Red Flags
- Convertible debt can lead to significant dilution upon conversion, especially with a floor price tied to VWAP.
- The company's need for capital via convertible notes often indicates limited access to traditional equity markets.
- Conversion triggers include 'uplisting to a national securities exchange,' suggesting the current OTC status is a key milestone/pressure point.
📋 Key Facts
- Total aggregate principal amount of Notes: $1,800,000
- Number of investors: 5 accredited investors
- Maturity date: June 2026
- Interest rate: 0% (non-interest bearing)
- Conversion triggers: Qualified financing (min. $5M), national exchange uplisting, or Sale of the Company.
- Conversion price floor: $2.68 per share for initial closing participants.
- Conversion price ceiling: $3.50 per share.
- Investors granted piggyback registration rights.
Aeluma, Inc. filed an 8-K to furnish its quarterly press release for the third quarter ended March 31, 2024, in conjunction with its Form 10-Q filing.
📋 Key Facts
- The company issued a press release regarding financial results for the third quarter ended March 31, 2024.
- Financial results were disclosed via a Form 10-Q filed on May 10, 2024.
- The filing is an announcement of earnings/financial condition under Item 2.02.
Aeluma, Inc. filed an 8-K to announce the issuance of its quarterly press release for the second quarter ended December 31, 2023.
📋 Key Facts
- Report date: February 12, 2024
- Financial results disclosed pertain to the period ending December 31, 2023
- Results were simultaneously filed via Form 10-Q on February 12, 2024
- The filing includes Exhibit 99.1 (Press Release)
Aeluma, Inc. filed an 8-K to disclose various marketing materials including a PowerPoint presentation, a company flier, and three product offering brochures. The filing contains no material financial changes or corporate governance updates.
📋 Key Facts
- Filed on January 30, 2024
- Disclosed Exhibit 99.1: PowerPoint Presentation
- Disclosed Exhibit 99.2: Company Flier
- Disclosed Exhibits 99.3-99.5: Three Product Offering Brochures