Filing Analysis
Niagen Bioscience, Inc. filed an 8-K to announce its quarterly earnings results for the period ended June 30, 2026 and released a corporate presentation.
📋 Key Facts
- Announced earnings results for the quarter ended June 30, 2026 via press release (Exhibit 99.1).
- Released a new corporate presentation on August 4, 2026 (Exhibit 99.2).
- The filing was signed by CFO Ozan Pamir.
Niagen Bioscience, Inc. reported the results of its 2026 Annual Meeting of Stockholders, including the election of eight directors and the ratification of Crowe LLP as independent auditors.
📋 Key Facts
- The company held its 2026 Annual Meeting of Stockholders on or before June 24, 2026.
- Eight directors were elected to serve until the 2027 Annual Meeting: Frank L. Jaksch, Jr., Robert Fried, Steven Rubin, Wendy Yu, Gary Ng, Kristin Patrick, Ann Cohen, and Hamed Shahbazi.
- Shareholders ratified the appointment of Crowe LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026.
- Shareholders approved executive compensation on an advisory basis (Say-on-Pay).
- The filing was signed by CFO Ozan Pamir on June 29, 2026.
Niagen Bioscience, Inc. (via its subsidiary ChromaDex, Inc.) has entered into an assignment agreement with Queen’s University Belfast to acquire full ownership of patent rights previously held under joint ownership or licensing agreements. The deal involves significant long-term cash outflows in exchange for a release from prior royalty obligations.
🚩 Red Flags
- Significant long-term cash obligation: The company is committed to annual payments through 2038 and large lump sums in the mid-to-late 2030s.
- Complexity of payment structure involving multiple currencies ($ and £).
📋 Key Facts
- Effective date of the Agreement: December 16, 2025.
- The agreement terminates the existing Joint Ownership and Management Agreement (JOMA) and License Agreement dated in 2015.
- QUB assigned all rights, title, and interest in relevant patent rights to ChromaDex, Inc.
- One-time payment of ~$1,000,000 due to settle accrued royalties through 2024.
- Annual payments of $500,000 and £35,000 scheduled between 2026 and 2038.
- Additional one-time payments of $1,500,000 in 2035 and $2,000,000 in 2038.
Niagen Bioscience, Inc. announced that its Board of Directors has approved a share repurchase program authorizing up to $10.0 million in common stock repurchases.
📋 Key Facts
- Authorization amount: Up to $10.0 million.
- Expiration date for the program: October 31, 2027.
- Repurchase methods include open market transactions, privately negotiated transactions, or future trading plans.
- The Board maintains discretion to modify, suspend, or terminate the program at any time.
Niagen Bioscience, Inc. filed an 8-K to announce its quarterly earnings results for the period ending September 30, 2025 and released a corporate presentation.
📋 Key Facts
- Earnings release issued on November 4, 2025, for the quarter ended September 30, 2025.
- Corporate presentation made available via company website as part of Regulation FD disclosure.
- Filing includes Exhibit 99.1 (Press Release) and Exhibit 99.2 (Earnings Presentation).
Niagen Bioscience, Inc. issued a press release announcing an increase in its full-year 2025 financial outlook. The filing is a Regulation FD disclosure and does not contain material changes to corporate structure or governance.
📋 Key Facts
- Company increased its financial outlook for the fiscal year ending December 31, 2025.
- The announcement was made via press release on October 6, 2025.
- Filing is categorized under Item 7.01 (Regulation FD Disclosure).
Niagen Bioscience, Inc. filed an 8-K to announce its quarterly earnings results for the period ended June 30, 2025 and released a corporate presentation.
📋 Key Facts
- Earnings release issued on August 6, 2025 for the quarter ended June 30, 2025.
- Corporate presentation made available via the company website as part of Regulation FD disclosure.
- Filed by CFO Ozan Pamir.
Niagen Bioscience, Inc. (via its subsidiary ChromaDex, Inc.) entered into an exclusive supply agreement with W. R. Grace & Co.-Conn for Nicotinamide-beta-Riboside Chloride (NRCL). The agreement includes exclusivity protections and provisions for a potential future licensing deal to enable in-house manufacturing.
🚩 Red Flags
- Minimum purchase obligations create a fixed cost liability regardless of market demand.
📋 Key Facts
- Effective date of Supply Agreement: April 1, 2025; executed July 25, 2025.
- Grace will exclusively supply NRCL meeting specific quality standards.
- Grace is prohibited from selling NRCL to third parties and must notify the Company of new inquiries.
- Initial term runs through April 30, 2029, with automatic 12-month renewals.
- The Company is obligated to purchase a minimum annual quantity of NRCL.
- Agreement includes a provision for good faith negotiations regarding a worldwide, royalty-bearing license for Grace's manufacturing patents.
Niagen Bioscience, Inc. reported the results of its 2025 Annual Meeting of Stockholders held on June 24, 2025. The meeting resulted in the election of directors and approval of several key shareholder proposals including an equity incentive plan amendment and an employee stock purchase plan.
🚩 Red Flags
- Increased share dilution potential via the 4.75 million additional shares in the Equity Incentive Plan and 650,000 shares for the ESPP.
📋 Key Facts
- Annual Meeting held on June 24, 2025.
- Shareholders approved an amendment to the 2017 Equity Incentive Plan, increasing available shares by 4.75 million.
- Shareholders approved a new Employee Stock Purchase Plan (ESPP) with 650,000 shares available for issuance.
- Crowe LLP was ratified as the independent registered public accounting firm for fiscal year 2025.
- Eight directors were elected to serve until the 2026 Annual Meeting.
Niagen Bioscience, Inc. filed an 8-K to announce its quarterly earnings results for the period ended March 31, 2025 and released a corporate presentation.
📋 Key Facts
- Earnings release issued on May 7, 2025 for the quarter ended March 31, 2025.
- Corporate presentation made available via company website as part of Regulation FD disclosure.
Niagen Bioscience, Inc. (formerly ChromaDex Corporation) has amended its Certificate of Incorporation to change its corporate name and ticker symbol to 'NAGE' on the Nasdaq Capital Market.
📋 Key Facts
- Company changed name from ChromaDex Corporation to Niagen Bioscience, Inc., effective March 19, 2025.
- Ticker symbol changed from its previous symbol to 'NAGE'.
- The change was implemented via an amendment to the Amended and Restated Certificate of Incorporation.
- Amended and Restated Bylaws were also adopted to reflect the name change.
- CUSIP number remains unchanged.
ChromaDex Corporation filed an 8-K to announce its financial results for the fourth quarter and full year ended December 31, 2024. The filing includes a press release of earnings and a corporate presentation.
📋 Key Facts
- Report date: March 4, 2025
- Reporting period: Q4 and Full Year ended December 31, 2024
- Included Exhibit 99.1: Press release announcing financial results
- Included Exhibit 99.2: Corporate presentation
ChromaDex Corporation announced an amendment to CEO Robert Fried's employment agreement and the grant of a significant performance-based stock unit (PSU) package. The changes include a revised base salary and a multi-tiered, seven-year performance period for equity vesting based on stock price thresholds.
🚩 Red Flags
- Extremely long performance period (7 years) for equity vesting may be non-standard and could indicate difficulty in meeting shorter-term milestones.
- Significant dilution potential if all 1.5M+ PSUs vest at the higher price thresholds.
📋 Key Facts
- Effective January 1, 2025, CEO Robert Fried's base salary is set at $650,000.
- Target performance bonus opportunity is 75% of the new base salary for fiscal year 2025.
- Grant of 1,518,600 Performance Stock Units (PSUs) to Robert Fried on February 25, 2025.
- PSU vesting is tied to a seven-year performance period based on volume weighted average price (VWAP) thresholds: $15, $20, $30, $40, and $50.
- The PSU award includes specific provisions for termination without Cause or Good Reason, allowing unvested units to remain eligible for 12 months.
ChromaDex Corporation has engaged Crowe LLP as its new independent registered public accounting firm for the fiscal year ending December 31, 2024, following a competitive RFP process. The change is effective as of December 13, 2024.
🚩 Red Flags
- Auditor change (though accompanied by standard 'no disagreement' language, it remains a signal for scrutiny in micro-cap contexts).
📋 Key Facts
- New auditor: Crowe LLP
- Effective date of engagement: December 13, 2024
- The Audit Committee conducted a competitive request-for-proposal (RFP) process involving several accounting firms.
- The company confirmed there were no disagreements with the predecessor regarding accounting principles or auditing practices.
- No consultation occurred with Crowe prior to this engagement that would constitute a reportable event under Regulation S-K.
ChromaDex entered into a Supplemental Agreement with the Trustees of Dartmouth College to waive approximately $3.5 million in accrued royalties and fees related to exclusive patent licenses. The waiver is contingent upon ChromaDex securing an Appeal Bond regarding a legal judgment involving Elysium Health, Inc.
🚩 Red Flags
- Existence of a legal judgment regarding attorney fees in a patent infringement case (Elysium Health, Inc. litigation).
📋 Key Facts
- ChromaDex entered into a Supplemental Agreement with the Trustees of Dartmouth College on November 27, 2024.
- Dartmouth agreed to waive approximately $3.5 million in accrued but unpaid royalties, license fees, and maintenance expenses.
- No additional royalties or fees will be assessed for the Dartmouth Patents after the effective date of the agreement.
- The waiver is contingent upon ChromaDex securing an Appeal Bond related to a fee judgment from a Delaware patent infringement case against Elysium Health, Inc.
- As of December 3, 2024, ChromaDex has executed the Appeal Bond.
ChromaDex Corporation entered into an amendment to its existing At-the-Market (ATM) equity offering program. The amendment updates the list of authorized Sales Agents, adding Roth Capital Partners, LLC and removing B. Riley Securities, Inc.
📋 Key Facts
- Amendment dated November 20, 2024, to the June 12, 2020 At Market Issuance Sales Agreement.
- Added Roth Capital Partners, LLC as a Sales Agent.
- Removed B. Riley Securities, Inc. (formerly B. Riley FBR, Inc.) as a Sales Agent.
- Raymond James & Associates, Inc. and Roth Capital Partners will serve as the remaining/newly added Sales Agents.
ChromaDex Corporation filed an 8-K to announce its quarterly earnings results for the period ended September 30, 2024. The filing includes a press release and a corporate presentation.
📋 Key Facts
- Earnings announcement issued on October 31, 2024, for the quarter ended September 30, 2024.
- The company released a new corporate presentation via Exhibit 99.2.
- Filing includes Item 2.02 (Results of Operations and Financial Condition) and Item 7.01 (Regulation FD Disclosure).
ChromaDex Corporation announced that its independent auditor, Marcum LLP, is resigning effective October 31, 2024. The resignation is driven by independence concerns resulting from Marcum's impending merger with CBIZ Inc., a service provider to the Company.
🚩 Red Flags
- Auditor change due to independence concerns (even if related to a merger rather than company-specific disputes).
- Potential for delayed financial filings while a new auditor is appointed and onboarded.
- The resignation was unilateral; Marcum did not seek the Company's consent.
📋 Key Facts
- Marcum LLP notified the company of its resignation on October 8, 2024.
- The resignation becomes effective on October 31, 2024.
- Reason for resignation: Independence concerns due to Marcum's impending merger with CBIZ Inc., which provides HR and health insurance services to ChromaDex.
- No disagreements regarding accounting principles, financial statement disclosure, or auditing scope were reported for fiscal years 2022, 2023, or interim periods.
- Previous audit reports (FY 2022 and 2023) contained no adverse opinions, disclaimers, or qualifications.
ChromaDex Corporation announced the appointment of Ozan Pamir as Chief Financial Officer and Principal Accounting Officer, effective October 21, 2024. He will succeed James Lee, who is currently serving in an interim capacity.
🚩 Red Flags
- Transition from an interim CFO to a permanent replacement suggests the company was in a period of leadership transition/instability, though this is common for micro-caps.
📋 Key Facts
- Ozan Pamir appointed CFO and Principal Accounting Officer effective Oct 21, 2024.
- James Lee to transition from Interim CFO/Principal Accounting Officer to Controller role.
- Mr. Pamir's compensation includes a $400,000 annual base salary and a 50% target discretionary bonus.
- Equity grant of $360,000 in stock options with a 1-year cliff and subsequent 24-month monthly vesting.
- Offer letter includes a severance provision of nine months' base salary if terminated without cause.
ChromaDex Corporation filed an 8-K to announce its quarterly earnings results for the period ended June 30, 2024 and released a corporate presentation.
📋 Key Facts
- Earnings release issued on August 7, 2024 for the quarter ending June 30, 2024.
- Corporate presentation made available via company website as part of Regulation FD disclosure.
- Interim CFO James Lee signed the filing.
ChromaDex Corporation announced the resignation of its CFO and Principal Accounting Officer, Brianna Gerber, effective July 12, 2024. The company has appointed current Controller James Lee as Interim CFO and Interim Principal Accounting Officer to ensure continuity.
🚩 Red Flags
- Sudden departure of the Chief Financial Officer (CFO) can sometimes signal internal friction or accounting disagreements, though no restatement was mentioned here.
- The appointment is for an 'Interim' role, indicating a lack of a permanent successor at this time.
📋 Key Facts
- Brianna Gerber resigned as Chief Financial Officer and Principal Accounting Officer on July 12, 2024.
- James Lee (current Controller) appointed as Interim CFO and Interim Principal Accounting Officer effective July 13, 2024.
- The outgoing CFO will remain available for consulting until August 12, 2024, per a Letter Agreement.
- James Lee has been with the company since January 2009.
ChromaDex Corporation announced the resignation of its Chief Financial Officer (CFO) and Chief Accounting Officer (CAO), Brianna Gerber, effective July 12, 2024. The company has entered into a brief consulting agreement with Ms. Gerber to assist with the transition through August 12, 2024.
🚩 Red Flags
- Simultaneous departure of both CFO and CAO roles can create temporary administrative/reporting gaps in micro-cap environments.
📋 Key Facts
- Brianna Gerber is resigning from her roles as CFO and CAO effective July 12, 2024.
- The company has initiated an orderly search for a successor.
- A Letter Agreement and Consulting Agreement was signed on June 25, 2024.
- Ms. Gerber will consult on financial and accounting matters until August 12, 2024.
- Consulting fee is set at $1,000 for the transition period.
- Existing stock options and RSUs will continue to vest during the consulting period per existing terms.
ChromaDex Corporation reported the results of its 2024 Annual Meeting of Stockholders held on June 20, 2024. The meeting included elections for eight directors and advisory votes on auditor ratification and executive compensation.
📋 Key Facts
- The 2024 Annual Meeting was held on June 20, 2024.
- Eight directors were elected to serve until the 2025 Annual Meeting: Frank L. Jaksch, Jr., Robert Fried, Steven Rubin, Wendy Yu, Gary Ng, Kristin Patrick, Ann Cohen, and Hamed Shahbazi.
- Stockholders ratified the appointment of Marcum LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2024 (49,577,783 votes 'For').
- Stockholders approved executive compensation on an advisory basis (40,766,034 votes 'For').
ChromaDex Corporation filed an 8-K to announce its quarterly earnings results for the period ended March 31, 2024 and released a corporate presentation.
📋 Key Facts
- Earnings release issued on May 8, 2024 for the quarter ending March 31, 2024.
- Company released an updated investor/corporate presentation via its website.
- Filing includes Exhibit 99.1 (Press Release) and Exhibit 99.2 (Investor Presentation).
ChromaDex Corporation has filed an 8-K to announce its financial results for the fourth quarter and full year ended December 31, 2023. The filing also includes a corporate investor presentation.
📋 Key Facts
- Announced Q4 and Full Year 2023 financial results on March 6, 2024.
- Released a new corporate presentation to investors (Exhibit 99.2).
- Filed under Item 2.02 (Results of Operations) and Item 7.01 (Regulation FD Disclosure).