Aethlon Medical Seeks 10x Authorized Share Increase and Blank-Check Preferred Stock

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Aethlon Medical asks stockholders to approve a 10x increase in authorized shares, new preferred stock, and advance approval for up to $5M in future financings — a major dilution risk for a company near its 52-week low.

check_boxKey Events · Corporate Governance and Compliance · AEMD

• 10x Authorized Share Increase

  Proposal No. 6 seeks to increase authorized common stock from 20,000,000 to 200,000,000 shares, a 180,000,000 share increase. With only 711,136 shares outstanding, this would give the board authority to issue shares equal to over 250 times the current float.

• Blank-Check Preferred Stock

  Proposal No. 7 seeks to authorize 20,000,000 shares of preferred stock with terms to be set by the board without further stockholder approval. This could include senior liquidation preferences, dividend rights, and conversion features that dilute common holders.

• Advance Approval for Future Financings

  Proposals No. 8 and 9 seek advance approval for up to 5,000,000 shares each in future private financings and warrant inducement transactions, with gross proceeds up to $5,000,000. The company has not identified any specific transaction, but approval would allow rapid issuance at discounts up to 30% below market.

• Equity Plan Expansion

  Proposal No. 5 seeks to increase the 2020 Equity Incentive Plan share reserve by 100,000 shares, bringing the total to 120,411 shares. This is a 14% increase over the current outstanding share count.

auto_awesomeAnalysis · AEMD · Industrial Applications And Services

Aethlon Medical's preliminary proxy statement asks stockholders to approve a massive expansion of its capital structure: increasing authorized common stock from 20 million to 200 million shares and creating 20 million shares of blank-check preferred stock. The company also seeks advance approval for up to $5 million in future private financings and warrant inducement transactions, each potentially issuing up to 5 million shares. With only 711,136 shares outstanding and a market cap near $1.9 million, these proposals would give management enormous flexibility to issue shares at deeply discounted prices, potentially causing severe dilution to existing holders. The company is trading near its 52-week low and recently completed a 1-for-5 reverse split to maintain Nasdaq listing, underscoring its financial distress. Approval of these measures would remove key stockholder protections and enable rapid, highly dilutive capital raises.