Ainos, Inc. Reports Unregistered Equity Sales
Ticker: AIMDW · Form: 8-K · Filed: Dec 31, 2025 · CIK: 1014763
Sentiment: neutral
Topics: unregistered-sales, equity-securities, private-placement
TL;DR
Ainos sold unregistered equity, potentially diluting shares.
AI Summary
On December 30, 2025, Ainos, Inc. reported the unregistered sale of equity securities. The company, formerly known as Amarillo Biosciences Inc., is incorporated in Texas and its principal executive offices are located in San Diego, California.
Why It Matters
This filing indicates Ainos, Inc. has engaged in private equity transactions, which could impact share dilution and future public offerings.
Risk Assessment
Risk Level: medium — Unregistered sales can sometimes signal financial distress or lead to dilution for existing shareholders.
Key Players & Entities
- Ainos, Inc. (company) — Registrant
- December 30, 2025 (date) — Date of earliest event reported
- Texas (jurisdiction) — State of Incorporation
- San Diego, CA (location) — Principal executive office location
- Amarillo Biosciences Inc. (company) — Former company name
FAQ
What type of equity securities were sold?
The filing states 'Unregistered Sales of Equity Securities' but does not specify the exact type of securities in the provided text.
Were these sales to accredited investors?
The filing mentions 'Unregistered Sales of Equity Securities,' which typically implies private placements, but does not explicitly state the nature of the purchasers in the provided text.
What was the total dollar amount of the unregistered equity sales?
The provided text for the 8-K filing does not contain specific dollar amounts for the unregistered equity sales.
What is the purpose of these unregistered equity sales?
The filing does not disclose the specific purpose for the unregistered sales of equity securities in the provided text.
When was Ainos, Inc. formerly known as Amarillo Biosciences Inc.?
The date of the name change from Amarillo Biosciences Inc. to Ainos, Inc. was May 16, 1996.
Filing Stats: 504 words · 2 min read · ~2 pages · Grade level 11.5 · Accepted 2025-12-31 16:10:38
Key Financial Figures
- $0.01 — ch registered Common Stock, par value $0.01 per share AIMD The Nasdaq Stock Mar
Filing Documents
- form8-k.htm (8-K) — 37KB
- 0001493152-25-029794.txt ( ) — 239KB
- aimd-20251230.xsd (EX-101.SCH) — 4KB
- aimd-20251230_def.xml (EX-101.DEF) — 26KB
- aimd-20251230_lab.xml (EX-101.LAB) — 36KB
- aimd-20251230_pre.xml (EX-101.PRE) — 25KB
- form8-k_htm.xml (XML) — 5KB
02 Unregistered Sales of Equity Securities
Item 3.02 Unregistered Sales of Equity Securities On December 30, 2025, following the approval by the board of directors of Ainos, Inc. (the "Company"), the Company issued 1,160,000 shares of common stock ("AIMD Shares"), par value $0.01 (the "Common Stock") to its wholly owned subsidiary, ScentAI Inc. ("ScentAI"), in exchange for 116,000,000 shares of common stock to be issued by ScentAI. The AIMD Shares issued to ScentAI shall have no voting power, for so long as they are owned by a wholly owned subsidiary of the Company. Following this issuance, as of December 30, 2025, the Company had 6,982,675 shares of Common Stock outstanding. The issuances of the securities were made without registration under the Securities Act of 1933, as amended (the "Securities Act"), in reliance on the exemption provided by Section 4(a)(2) of the Securities Act as a transaction not involving a public offering.
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Ainos, Inc. Date: December 31, 2025 By: /s/ Chun-Hsien Tsai Name: Chun-Hsien Tsai Title: Chief Executive Officer