Note: This is NOT an IPO. this is a public offering – a NASDAQ Direct Listing – of up to 4.7 million of our existing shares by our registered shareholders. The company also plans to sell 937,500 shares of Series C Preferred Stock to accredited investors for about $7.5 million. RBW Capital Partners is serving as the financial advisor for the NASDAQ Direct Listing and as a placement agent for the Series C sale.

(Incorporated in Nevada)

We are a biotechnology company focused on leveraging unique, pioneering science to address unmet needs in the treatment of infectious diseases, improving patient outcomes, and significantly reducing the threat posed by antibiotic-resistant bacterial strains, including methicillin resistant Staphylococcus aureus (MRSA), vancomycin resistant Enterococci species (VRE), and others. Antimicrobial resistance (AMR) represents a growing global health crisis, being directly responsible for 1.27 million deaths annually and contributing to nearly 5 million deaths worldwide. The rapid rise of resistant pathogens has rendered many existing antibiotics ineffective against these pathogens, increasing the risk of severe infections, prolonged hospital stays, and substantial economic burdens. Despite this urgent need, the development of new antibiotics has slowed, with most advancements occurring within existing drug classes, leaving these new compounds vulnerable to resistance mechanisms.

We have successfully completed our first exploratory human clinical trials for our lead product, the broad-spectrum Bisphosphocin® (anti-bacterial) Nu-3, which is being developed for the topical treatment of mildly infected diabetic foot ulcers (iDFU). We plan to conduct an initial Phase 2a safety and dose response study, followed by a placebo-controlled Phase 2b dose comparative study to identify the optimal dose for Phase 3 trials and eventual commercialization. This study will also determine the most appropriate administration regimen for Nu-3 gel formation in mildly infected diabetic foot ulcers.

Note: Net loss is for the year that ended Dec. 31, 2025. The company has no product revenue to date.

(Note: Our registered shareholders plan to sell up to 4.7 million shares of our stock in a NASDAQ Direct Listing. The reference price has NOT been set yet.)  The $8.00 price used here is an assumed conversion price of its Series C Preferred Stock, according to the prospectus.)