PULMHIGH SIGNALOPERATIONAL10-K

PULM has completed stockholder approval for its merger with Cullgen Inc. and dramatically shifted from a pharmaceutical R&D company to what appears to be Cullgen's business model, evidenced by revenue surging 5,070% while R&D spending collapsed 99.5%.

The company has moved past a major milestone with stockholder approval secured in June 2025, leaving only regulatory approvals (Nasdaq listing and Chinese CSRC approval) before closing. This represents a fundamental business transformation that will completely change the company's operations and financial profile once completed.

Comparing 2026-02-26 vs 2025-03-21View on EDGAR →
FINANCIAL ANALYSIS

The financial statements reveal a dramatic operational transformation, with revenue exploding from $153K to $7.9M (+5,070%) while R&D expenses virtually disappeared (down 99.5% to just $38K), indicating PULM has already begun operating under Cullgen's business model. However, this growth came with significantly higher SG&A costs (+161%) and substantial asset depletion, as total assets fell 58% primarily due to cash declining from $9.5M to $4.1M, suggesting significant cash burn during the transition period. The overall picture shows a company that has fundamentally changed its business operations ahead of the formal merger closing.

FINANCIAL STATEMENT CHANGES
Revenue
P&L
+5069.9%
$153K→$7.9M

Strong top-line growth of 5069.9% — accelerating demand or successful expansion into new markets.

SG&A Expense
P&L
+160.9%
$1.7M→$4.5M

SG&A up 160.9% — significant increase in sales or administrative costs, monitor impact on operating leverage.

R&D Expense
P&L
-99.5%
$7.2M→$38K

R&D spending cut 99.5% — could signal cost discipline or concerning reduction in innovation investment.

Interest Expense
P&L
-71.1%
$643K→$186K

Interest expense declined — debt repayment or refinancing at lower rates improving earnings quality.

Total Liabilities
Balance Sheet
-67%
$996K→$329K

Liabilities reduced 67% — deleveraging improves balance sheet strength and financial flexibility.

Current Liabilities
Balance Sheet
-64.6%
$929K→$329K

Current liabilities reduced — improved short-term financial position and working capital health.

Total Assets
Balance Sheet
-58.4%
$9.9M→$4.1M

Total assets contracted 58.4% — asset sales, write-downs, or balance sheet optimization underway.

Current Assets
Balance Sheet
-58.4%
$9.9M→$4.1M

Current assets declined 58.4% — monitor working capital adequacy and short-term liquidity.

Stockholders Equity
Balance Sheet
-57.4%
$8.9M→$3.8M

Equity declined sharply — large losses, buybacks, or write-downs reducing book value significantly.

Cash & Equivalents
Balance Sheet
-57.1%
$9.5M→$4.1M

Cash declined 57.1% — significant cash burn or deployment; verify adequacy of remaining liquidity runway.

LANGUAGE CHANGES
NEW — 2026-02-26
PRIOR — 2025-03-21
ADDED
As of February 23, 2026, the registrant had 3,652,285 shares of common stock, par value $ 0.0001 per share, issued and outstanding.
2 After a comprehensive review of strategic alternatives, including identifying and reviewing potential candidates for a strategic transaction, on November 13, 2024, we entered into the Agreement and Plan of Merger and Reorganization, as amended by Amendment No.
1, the Merger Agreement ), pursuant to which, among other matters, PCL Merger Sub, Inc., our direct wholly owned subsidiary, will merge with and into Cullgen Inc.
( Cullgen ), with Cullgen surviving as our wholly owned subsidiary and the surviving corporation of the merger (the Merger ).
On June 16, 2025, we held a special meeting in lieu of the annual meeting of Pulmatrix stockholders, at which special meeting our stockholders approved the Merger and related proposals.
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REMOVED
As of March 17, 2025, the registrant had 3,652,285 shares of common stock, par value $0.0001 per share, issued and outstanding.
and PCL Merger Sub, Inc., both Delaware corporations, and PCL Merger Sub II, LLC, a Delaware limited liability company.
The closing of the Merger (the Closing ) is subject to approval by Pulmatrix stockholders and Cullgen stockholders, as well as other customary closing conditions, including the effectiveness of a registration statement filed with the SEC in connection with the transaction, Nasdaq s approval of the listing of the shares of Pulmatrix common stock to be issued in connection with the Merger, and approval from the China Security Regulatory Commission.
If the Merger is completed, the business of Cullgen will continue as the business of the combined company (the Combined Company ).
We are currently seeking opportunities to monetize our existing clinical assets.
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