GeoVax Labs, Inc. Announces Pricing of Public Offering of Common Stock and Warrants

GeoVax Labs, Inc. has entered into a placement agency agreement and a securities purchase agreement for a public offering. The company will issue and sell an aggregate of 13,244,896 common units, each consisting of one share of common stock and a warrant to purchase two shares of common stock. The offering price is $0.245 per common unit. The warrants have an exercise price of $0.245 per share, are immediately exercisable, and expire five years from the date of issuance. The net proceeds from the offering are approximately $2.9 million, intended for working capital and general corporate purposes. The offering closed on December 22, 2025. The company has agreed to restrictions on issuing additional securities for 30 days post-offering and a six-month restriction on variable rate transactions. Both agreements contain customary representations, warranties, and conditions. Holders of warrants are subject to beneficial ownership limitations of 4.99% or 9.99%. The company paid a 7.0% cash fee to the placement agent, plus expense and legal fee reimbursements. The offering was made under a Form S-1 registration statement declared effective on December 19, 2025.