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PETV 10-K & 10-Q changes, risk factors and insider trading

PetVivo Holdings, Inc. · OTC · Surgical & Medical Instruments & Apparatus · CIK 1512922 · All filings on SEC.gov

Everything below is quoted or computed from PetVivo Holdings, Inc.'s public SEC filings. It is not a recommendation to buy or sell. Automated comparisons can contain errors; confirm with the original filing.

At a glance

1 / 0risk-factor paragraphs added / removed in latest 10-K
0new risk-factor headings
3Form 4 filings reporting open-market purchases (last 180 days)
0Form 4 filings reporting open-market sales (last 180 days)

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What changed in the latest 10-K

Comparing 10-K filed 2026-06-29 (period ending 2026-03-31) with 10-K filed 2025-07-10 (period ending 2025-03-31).

Risk Factors (10-K Item 1A)

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AsIf of March 31, 2025, we have cash or cash equivalents of approximately $228,000. We anticipate that we will be adequate to satisfy operational and capital requirements for the next one (1) month. If we are unable to realize substantial revenues in the near future, we will need to seek additional financing beyond this three-month period to continue our operations. We also most likely will require additional financing to develop additional new products or to expand into foreign markets. Accordingly, our ability to commercialize Spryng® and other products may be dependent on our receipt of the net proceeds from our future financings. We also had an investor subscribe to a $5 million Series B Preferred stock offering whereby $600,000 has been received by March 31, 2025. The remaining $4.4 million is expected to be received just prior to the filing of this Form 10-K.
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“As of March 31, 2026, we have cash or cash equivalents of approximately $201,000. We anticipate that we will be adequate to satisfy operational and capital requirements for the next one (1) month. Also, an investor shareholder has a Purchase Option to invest up to $1.5 million into the company by July 15, 2026. If these funds are received by this date, we anticipate that we will be adequate to satisfy operational and capital requirements for an additional three (3) months.”
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Our common stock and warrants were delisted for trading on Nasdaq and on July 26, 2024, we received approval for trading on the OTC Markets Group, OTCQB market.Venture Market. On July 30, 2025, we were uplisted to the OTCQX Best Market.
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We commenced sales of Spryng® in the second quarter of fiscal 2022 and plan to increase our commercialization efforts for Spryng® in the United States through our direct sales to veterinarians and our distributorship relationships with MWI Vedco and Covetrus.Clipper. There are significant risks involved in our building and managing an effective sales and marketing program, including our ability to manage and support our distribution relationship with MWIVedco and Covetrus,Clipper, our ability to hire, adequately train, maintain, and motivate qualified sales representatives for direct sales and to support our sales to MWIVedco and Covetrus, Clipper, to generate sufficient sales leads and other contacts, and establish effective product distribution channels. Any failure or substantial delay in the development of our internal sales and marketing program and distribution capabilities would adversely impact our business and financial condition.
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Reworded

Our common stock and warrants were delisted for trading on Nasdaq and on July 26, 2024, we received approval for trading on the OTC Markets Group, OTCQB market.Venture Market. On July 30, 2025, we were uplisted to the OTCQX Best Market.

Added

As of March 31, 2026, we have cash or cash equivalents of approximately $201,000. We anticipate that we will be adequate to satisfy operational and capital requirements for the next one (1) month. Also, an investor shareholder has a Purchase Option to invest up to $1.5 million into the company by July 15, 2026. If these funds are received by this date, we anticipate that we will be adequate to satisfy operational and capital requirements for an additional three (3) months.

Reworded

AsIf of March 31, 2025, we have cash or cash equivalents of approximately $228,000. We anticipate that we will be adequate to satisfy operational and capital requirements for the next one (1) month. If we are unable to realize substantial revenues in the near future, we will need to seek additional financing beyond this three-month period to continue our operations. We also most likely will require additional financing to develop additional new products or to expand into foreign markets. Accordingly, our ability to commercialize Spryng® and other products may be dependent on our receipt of the net proceeds from our future financings. We also had an investor subscribe to a $5 million Series B Preferred stock offering whereby $600,000 has been received by March 31, 2025. The remaining $4.4 million is expected to be received just prior to the filing of this Form 10-K.

Reworded

Our Distribution Agreementsrelationships with Vedco and Clipper Distributing are important to our business and if we were to lose our Distribution relationships Agreements it would adversely affect our revenues and profitability.

Reworded

We commenced sales of Spryng® in the second quarter of fiscal 2022 and plan to increase our commercialization efforts for Spryng® in the United States through our direct sales to veterinarians and our distributorship relationships with MWI Vedco and Covetrus.Clipper. There are significant risks involved in our building and managing an effective sales and marketing program, including our ability to manage and support our distribution relationship with MWIVedco and Covetrus,Clipper, our ability to hire, adequately train, maintain, and motivate qualified sales representatives for direct sales and to support our sales to MWIVedco and Covetrus, Clipper, to generate sufficient sales leads and other contacts, and establish effective product distribution channels. Any failure or substantial delay in the development of our internal sales and marketing program and distribution capabilities would adversely impact our business and financial condition.

Reworded

Our success will depend significantly upon our ability to protect our intellectual property (“IP”) rights, including patents, trademarks, trade secrets, and process know-how, which valuable assets support our brand and the perception of our products. We rely on patent, trademark, trade secret, and other intellectual property laws, as well as non-disclosure and confidentiality agreements to protect our intellectual property. Our non-disclosure and confidentiality agreements may not always effectively prevent disclosure of our proprietary IP rights,rights and may not provide an adequate remedy in the event of an unauthorized disclosure of such information, which could harm our competitive position. We also may need to engage in costly litigation to enforce or protect our patent or other proprietary IP rights, or to determine the validity and scope of proprietary rights of others. Any such litigation could require us to expend significant financial resources and also divert the efforts and attention of our management and other personnel from our ongoing business operations. If we fail to protect our intellectual property, our business, brand, financial condition, and results of operations may be materially harmed.

Reworded

We must respect prevailing third-party intellectual property, and the procedures and steps we take to prevent our misappropriation, infringement, or other violation of the intellectual property of others may not be successful. If third parties assert infringement claims against us, our suppliers, or veterinarians using our products and technology, we could be required to expend substantial financial and personnel resources to respond to and litigate or settle any such third-party claims. Although we believe our patents, manufacturing processes and products do not infringe in any material respect on the intellectual property rights of other parties, we could be found to infringe on such proprietary rights of others. Any claims that our products, processes, or technology infringe on third-party rights, regardless of their merit or resolution could be very costly to us and also materially divert the efforts and attention of our management and technical personnel. Any adverse outcome to us from one or more such claims against us could, among other things, require us to pay substantial damages, to cease the sale of our products, to discontinue our use of any infringing processes or technology, to expend substantial resources to develop non-infringing products or technology, or to license technology from the infringed party. If one or more of such adverse outcomes occur, our ability to compete could be affected significantly and our business, financial condition and results of operations could be harmed substantially.

Reworded

Our Articles of Incorporation, Bylaws, and Nevada law could make it more difficult for a third party to acquire us, even if closing such a transaction would be beneficial to our stockholders. We are authorized to issue up to 20,000,000 shares of preferred stock. This preferred stock may be issued in one or more series, the terms of which may be determined at the time of issuance by our board of directors without further action by stockholders. The terms of any series of preferred stock may include voting rights (including the right to vote as a series on particular matters), preferences as to dividend, liquidation, conversion and redemption rights, and sinking fund provisions. None of our preferred stock will be outstanding at the closing of this offering. The issuance of any preferred stock could materially adversely affect the rights of the holders of our common stock,stock and therefore reduce the value of our common stock. In particular, specific rights granted to future holders of preferred stock could be used to restrict our ability to merge with, or sell our assets to, a third party and thereby preserve control by the present management.

Management's Discussion & Analysis (MD&A) (10-K Item 7)

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Net Cash Used in Operating Activities – We used $4,521,930$6,107,286 of net cash in operating activities in fiscal 2025.2026. This cash used in operating activities was primarily attributable to our net loss of $8,399,166,$10,349,084, offset by stock based compensation of $1,107,520,$1,879,890, loss and anon increaseimpairment inof accountslicensing payableagreement of $1,000,000 and accrued expensesamortization of $1,155,038.debt discount of $977,596.
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“As of March 31, 2026, we were obligated on two short-term promissory notes to one investor totaling $320,000 with an annual interest rate of six percent (6%). The first promissory note was initiated on February 26, 2026, in the amount of $150,000 with a maturity date of February 26, 2027. The second promissory note was initiated on March 11, 2026, in the amount of $170,000 with a maturity date of March 11, 2027. Accrued interest on both notes at March 31, 2026 was $1,447.”
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“In August 2020, the FASB issued ASU 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40) - Accounting for Convertible Instruments and Contracts on an Entity’s Own Equity. The ASU simplifies accounting for convertible instruments by removing major separation models required under current GAAP. Consequently, more convertible debt instruments will be reported as a single liability instrument with no separate accounting for embedded conversion features. …”
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Other Income (Expense). Other expense was ($343,446$1,410,710) in fiscal 20252026 compared to other expense of ($333,955$343,446) in fiscal 2024.2025. Other expense in fiscal 2026 consisted of interest expense of ($1,065,797), loss on asset disposal of ($149,125), unrealized loss on change in derivative liability of ($320,404), interest income of $13,099, IRS payroll tax refunds from prior years of $82,237 and sublease rental income of $29,280. Other expense in fiscal 2025 consisted of extinguishment of payables of $66,076, sublease rental income of $42,000, an IRS payroll tax refund from a prior year of $16,800, interest expense of ($362,4139$362,413) and unrealized loss on change in derivative liability of ($106,513), OtherNet Loss. incomeOur net loss in fiscal 20242026 consistedwas $10,473,672 or ($0.37) per share compared to a net loss $8,399,166 or ($0.41) per share in fiscal 2025. The weighted average number of lossshares on extinguishmentoutstanding ofwas debt30,154,631 of ($534,366), settlement payment of ($180,000)compared to David20,491,422 Mastersfor offsetfiscal by the extinguishment of payables of $386,874,2026 and interest2025, expense of ($6,463).respectively.
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“In June 2016, the FASB issued ASU 2016-13, “Financial Instruments-Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments,” which replaces the existing “incurred loss” model for recognizing credit losses with an “expected loss” model referred to as the CECL model. Under the CECL model, the Company is required to present certain financial assets carried at amortized cost, such as accounts receivable, at the net amount expected to be collected. …”
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“In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This ASU requires disaggregated information about a reporting entity’s effective tax rate reconciliation as well as information on income taxes paid. The standard is intended to benefit investors by providing more detailed income tax disclosures that would be useful in making capital allocation decisions. This ASU is effective for public entities with fiscal years beginning after December 15, 2024. …”
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Total Revenues. Revenues were $1,132,533$1,141,607 in fiscal 20252026 compared to $968,706$1,132,533 for fiscal 2024.2025. Revenues in fiscal 2026 consisted of sales of our Spryng® and PrecisePRP products to our Distributors of $886,219 and to veterinary clinics in the amount of $255,388. Revenues in fiscal 2025 consisted of sales of our Spryng® product to our Distributors of $956,159 and to veterinary clinics in the amount of $176,374. InThe fiscal 2024 consisted of sales of our Spryng® product to our Distributors of $731,813 and to veterinary clinics in the amount of $236,893. The increase in our revenues in the twelve months ended March 31, 2025,2026, is due to sales to our Distributors pursuant to our distribution partnerships with Vedco and Clipper Distributing and sales of PrecisePRP product pursuant to our Exclusive License Agreement with VetStem.

Reworded

Total Cost of Sales. Cost of sales was $137,677$386,856 in fiscal 20252026 compared to $101,823$137,677 for fiscal 2024.2025. Cost of sales includes product costs related to the sale of our Spryng® products, labor and certain overhead costs and direct costs of Precise PRPPrecisePRP product pursuant to our Exclusive License Agreement with VetStem. The Company has historically prepared a manufacturing allocation on a quarterly basis based on certain manufacturing expenses as part of cost of sales.

Reworded

Operating Expenses. Operating expenses decreasedincreased to $9,832,643 in fiscal 2026 compared to $9,050,575 in fiscal 2025 compared to $11,488,223 in fiscal 2024.2025. Operating expenses consisted of general and administrative, sales and marketing, and research and development expenses. The decreaseincrease is primarily due to decreased G&A expenses andincreased sales and marketing expenses related to the salecommercialization of our Spryng®PrecisePRP product.

Reworded

Sales and marketing expenses were $2,644,095$4,069,104 and $3,399,666$2,644,095 in fiscal 20252026 and 2024,2025, respectively. Sales and marketing expenses includes compensation, consulting, tradeshows, and advertising and promotion costs to support the launch of our Spryng® product. The decreaseincrease is primarily due to the terminationcommercialization expenses of anPrecisePRP expensive marketing agency relationship and reduced trade show participation.product.

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Research and development (“R&D”) expenses were $1,583,250$1,415,032 and $1,395,371$1,583,250 in fiscal 20252026 and 2024,2025, respectively. The increasedecrease was related to reduced clinical studies and efforts to support the launch of Spryng®.studies.

Reworded

Operating Loss. As a result of the foregoing, our operating loss was $8,055,720$9,062,962 and $10,621,340$8,055,720 in fiscal 20252026 and 2024,2025, respectively. The The decreasedincreased loss was related to decreased general and administrative expenses andincreased sales and marketing expenses.

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Other Income (Expense). Other expense was ($343,446$1,410,710) in fiscal 20252026 compared to other expense of ($333,955$343,446) in fiscal 2024.2025. Other expense in fiscal 2026 consisted of interest expense of ($1,065,797), loss on asset disposal of ($149,125), unrealized loss on change in derivative liability of ($320,404), interest income of $13,099, IRS payroll tax refunds from prior years of $82,237 and sublease rental income of $29,280. Other expense in fiscal 2025 consisted of extinguishment of payables of $66,076, sublease rental income of $42,000, an IRS payroll tax refund from a prior year of $16,800, interest expense of ($362,4139$362,413) and unrealized loss on change in derivative liability of ($106,513), OtherNet Loss. incomeOur net loss in fiscal 20242026 consistedwas $10,473,672 or ($0.37) per share compared to a net loss $8,399,166 or ($0.41) per share in fiscal 2025. The weighted average number of lossshares on extinguishmentoutstanding ofwas debt30,154,631 of ($534,366), settlement payment of ($180,000)compared to David20,491,422 Mastersfor offsetfiscal by the extinguishment of payables of $386,874,2026 and interest2025, expense of ($6,463).respectively.

Removed

Net Loss. Our net loss in fiscal 2025 was $8,399,166 or ($0.41) per share compared to a net loss $10,955,295 or ($0.78) per share in fiscal 2024. The weighted average number of shares outstanding was 20,491,422 compared to 13,969,754 for fiscal 2025 and 2024, respectively.

Reworded

On March 26, 2025, the Company entered into a Subscription Agreement for $5,000,000 in a Series B Preferred Offering, wherebyAs $600,000 was received, with the remaining $4,400,000 proceeds received in May and June 2025. As of March 31, 2025,2026, our current assets were $1,041,660$1,859,921 including $87,403$200,782 in cash and cash equivalents. In comparison, our current liabilities as of that date were $1,362,369 $1,377,292 including $1,014,259$1,001,134 of accounts payable and accrued expenses. Our working capital deficit as of March 31, 20242026 was was $320,709.$482,629.

Reworded

Net Cash Used in Operating Activities – We used $4,521,930$6,107,286 of net cash in operating activities in fiscal 2025.2026. This cash used in operating activities was primarily attributable to our net loss of $8,399,166,$10,349,084, offset by stock based compensation of $1,107,520,$1,879,890, loss and anon increaseimpairment inof accountslicensing payableagreement of $1,000,000 and accrued expensesamortization of $1,155,038.debt discount of $977,596.

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Net Cash Provided in Investing Activities – During fiscal 2026, we were provided $11,800 of net cash in due to the return of a security deposit received from a lease termination offset by the purchase of property and equipment.

Removed

Net Cash Used in Investing Activities – We used 1,063,436 of net cash in investing activities in fiscal 2025 due to the purchase of the VetStem Licensing Agreement and the purchase of equipment.

Reworded

Net Cash Provided by Financing Activities – During fiscal 2025,2026, we were provided with net cash of 5,725,652$6,068,579 from financing activities consisting primarily of $1,818,000$4,400,000 from the proceeds of the sale of preferred stock, $2,050,100$851,750 from the exercise of warrants, $675,000 from the proceeds of the sale of common stock and warrants, and $1,565,000$492,000 from the proceeds of the issuance of convertible debentures.debentures and notes payable.

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At March 31, 2026, the Company’s inventory has a carrying value of $538,366 and consists of $291,218 of net finished goods, $21,850 of work in process and $225,298 in raw material.

Removed

At March 31, 2024, the Company’s inventory has a carrying value of $390,076 and consists of $35,442 of finished goods, $20,289 of work in process and $334,345 in raw material.

Reworded

ConvertibleNotes Notes Payable and Accrued Interest

Added

As of March 31, 2026, we were obligated on two short-term promissory notes to one investor totaling $320,000 with an annual interest rate of six percent (6%). The first promissory note was initiated on February 26, 2026, in the amount of $150,000 with a maturity date of February 26, 2027. The second promissory note was initiated on March 11, 2026, in the amount of $170,000 with a maturity date of March 11, 2027. Accrued interest on both notes at March 31, 2026 was $1,447.

Removed

As of March 31, 2025, we are obligated to notes and accrued interest of $2,090,328.

Reworded

The independent auditors’ report accompanying our March 31, 2025,2026, Form 10-K and financial statements contains an explanatory paragraph expressing substantial doubt about our ability to continue as a going concern. The financial statements have been prepared assuming that we will continue as a going concern, which contemplates that we will realize our assets and satisfy our liabilities and commitments in the ordinary course of business. OnOur March 26, 2025, the Company entered into a Subscription Agreement for $5,000,000 in a Series B Preferred Offering, whereby $600,000 was received, with the remaining $4,400,000 proceeds received in May and June 2025. Our working capital atas of March 31, 20252026 was $1,591,212.$482,629.

Added

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This ASU requires disaggregated information about a reporting entity’s effective tax rate reconciliation as well as information on income taxes paid. The standard is intended to benefit investors by providing more detailed income tax disclosures that would be useful in making capital allocation decisions. This ASU is effective for public entities with fiscal years beginning after December 15, 2024. The Company adopted this guidance for the year ended March 31, 2026 and applied the guidance on a retrospective basis. The adoption did not have a material impact on the consolidated financial statements. Refer to Note 14 for further details.

Reworded

The Company has reviewed the FASB issued ASU accounting pronouncements and interpretations thereof that have effective dates during the periods reported and in future periods. The Company has carefully considered the new pronouncements that alter previous generally accepted accounting principlesprinciples, other than ASU 2023-09, Income Taxes (Topic 740) discussed above, and do not believe that any new or modified principles will have a material impact on the Company’s reported financial position or operations in the near term. The applicability of any standard is subject to formal review of the Company’s financial management.

Removed

In August 2020, the FASB issued ASU 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40) - Accounting for Convertible Instruments and Contracts on an Entity’s Own Equity. The ASU simplifies accounting for convertible instruments by removing major separation models required under current GAAP. Consequently, more convertible debt instruments will be reported as a single liability instrument with no separate accounting for embedded conversion features. The ASU removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception, which will permit more equity contracts to qualify for the exceptions. The ASU also simplifies the diluted net income per share calculation in certain areas. The new guidance is effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years, and early adoption is permitted. The Company is currently evaluating the impact of the adoption of the standard on the consolidated financial statements.

Removed

In June 2016, the FASB issued ASU 2016-13, “Financial Instruments-Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments,” which replaces the existing “incurred loss” model for recognizing credit losses with an “expected loss” model referred to as the CECL model. Under the CECL model, the Company is required to present certain financial assets carried at amortized cost, such as accounts receivable, at the net amount expected to be collected. The measurement of expected credit losses is based on information about past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. The Company adopted this standard in the consolidated financial statements for the year ended March 31, 2025. The change had no impact on the Company’s financial statements.

What changed in the latest 10-Q

Comparing 10-Q filed 2026-08-14 (period ending 2026-06-30) with 10-Q filed 2026-02-17 (period ending 2025-12-31).

Risk Factors (10-Q Part II, Item 1A)

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The section in the latest 10-Q reads in full:

In addition to the other information set forth in this Quarterly Report, you should carefully consider the factors discussed in Part I, Item 1A Risk Factors in our Annual Report on Form 10-K for our fiscal year ended March 31, 2026. As of this Quarterly Report, our continued negotiations with VetStem resulted in the termination of the licensing agreement on July 24, 2026. The risks discussed in our Annual Report on Form 10-K for the period ending March 31, 2026 regarding the OSHA complaint could materially affect our business, financial condition, and future results. The risks described in our latest Annual Report on Form 10-K are not the only risks facing us. Additional risks and uncertainties not currently known to us or that we currently deem to be insignificant also may materially and adversely affect our business, financial condition, or operating results in the future.

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In addition to the other information set forth in this Quarterly Report, you should carefully consider the factors discussed in Part I, Item 1A Risk Factors in our Annual Report on Form 10-K for our fiscal year ended March 31, 2025.2026. As of this Quarterly Report, our continued negotiations with VetStem resulted in the termination of the licensing agreement on July 24, 2026. The risks discussed in our Annual Report Report on Form 10-K for the period ending March 31, 2026 regarding the OSHA complaint could materially affect our business, financial condition, and future results. The risks described in our latest Annual Report on Form 10-K are not the only risks facing us. Additional risks and uncertainties not currently known to us or that we currently deem to be insignificant also may materially and adversely affect our business, financial condition, or operating results in the future.
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“Our business, financial condition, results of operations, and stock price could be materially and adversely affected by a U.S. federal government shutdown or a sustained period of economic disruption.”
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“The government shutdown could impact our business in several ways, including, but not limited to the following:”
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Our business, financial condition, results of operations, and stock price could be materially and adversely affected by a U.S. federal government shutdown or a sustained period of economic disruption.

Removed

The government shutdown could impact our business in several ways, including, but not limited to the following:

Reworded

In addition to the other information set forth in this Quarterly Report, you should carefully consider the factors discussed in Part I, Item 1A Risk Factors in our Annual Report on Form 10-K for our fiscal year ended March 31, 2025.2026. As of this Quarterly Report, our continued negotiations with VetStem resulted in the termination of the licensing agreement on July 24, 2026. The risks discussed in our Annual Report Report on Form 10-K for the period ending March 31, 2026 regarding the OSHA complaint could materially affect our business, financial condition, and future results. The risks described in our latest Annual Report on Form 10-K are not the only risks facing us. Additional risks and uncertainties not currently known to us or that we currently deem to be insignificant also may materially and adversely affect our business, financial condition, or operating results in the future.

Management's Discussion & Analysis (MD&A) (10-Q Part I, Item 2)

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New heading “MATERIAL COMMITMENTS”

New heading “VetStem, Inc. Termination of Licensing Agreement”

Removed heading “For The Nine Months Ended December 31, 2025, Compared to The Nine Months Ended December 31, 2024”

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Reworded topics: going concern, liquidity

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The report of independent registered public accounting firm accompanying our December 31, 2025 financial statements contain an explanatory paragraph expressing substantial doubt about our ability to continue as a going concern. The financial statements have been prepared assuming that we will continue as a going concern, which contemplates that we will realize our assets and satisfy our liabilities and commitments in the ordinary course of business. Our working capital deficit at DecemberJune 31, 2025,30, 2026, was $394,857. We anticipate in raising additional capital through the sale of our capital stock and proceeds from the exercise of warrants to fund our operations as our cash position on December 31, 2025 was minimal. (see Liquidity and Capital Resources above).$372,293.
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New text topics: going concern
“The Company incurred a net loss $1,613,888 for the three months ended June 30, 2026, had net cash used in operating activities of $965,779 for the same period, and has an accumulated deficit of $103,051,394 on June 30, 2026. These conditions raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date these consolidated financial statements are issued.”
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New text topics: going concern
“There can be no assurance that the Company will be successful in achieving profitable operations, securing additional financing on acceptable terms, or successfully implementing its business plan. Accordingly, management has concluded that substantial doubt about the Company’s ability to continue as a going concern is not alleviated.”
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“For The Nine Months Ended December 31, 2025, Compared to The Nine Months Ended December 31, 2024”
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“VetStem, Inc. Termination of Licensing Agreement”
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“MATERIAL COMMITMENTS”
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Reworded

PetVivo Holdings, Inc. (the “Company,” “PetVivo,” “we” or “us) is an emerging biomedical device company focused on the manufacturing, commercialization, and licensing of innovative medical devices and therapeutics for animals. The Company has a pipeline of seventeen products for the treatment of animals.animals and humans. A portfolio of nineteenten issued patents (consisting of six U.S. patents and four foreign patents), two U.S. patent applications, and six proprietary trade secrets protects the Company’s biomaterials, products, products, production processes,processes and methods of use. The Company began commercialization of its lead product Spryng® with OsteoCushion® Technology, a veterinarian-administered, intraarticular injection for the management of lameness and other joint afflictions such as osteoarthritis in dogs and horses, in the second quarter of its fiscal year ended March 31, 2022.

Added

In August 2021, we received net proceeds of approximately $9.7 million in a registered public offering (“Public Offering”) of 2.5 million units at a public offering price of $4.50 per unit. Each unit consisted of one share of our common stock and one warrant to purchase one share of our common stock at an exercise price of $5.625 per share. The shares of common stock and warrants were transferable separately immediately upon issuance. In connection with the Public Offering, the Company’s common stock and warrants were registered under Section 12(b) of the Exchange Act and began trading on The Nasdaq Capital Market, LLC under the symbols “PETV” and “PETVW,” respectively. Presently, the Company is trading on the OTC Markets Group, under the OTCQX Best Market tier under the same symbols “PETV” and “PETVW,” respectively.

Reworded

The Company was incorporated in March 2009 under Nevada law under a different name.law. The Company operates as one segment from its corporate headquarters in Edina, Minnesota.

Reworded

TheMany of the Company’s initial product, Spryng®, and its pipeline products are derived from proprietary biomaterials that simulate a body’s cellular tissue by virtue of their reliance upon natural protein and carbohydrate compositions which incorporate such “tissue building blocks” as collagen, elastin, and proteoglycans such as heparin. Since these are naturally-occurring in the body, we believe they have an enhanced biocompatibility with living tissues compared to synthetic biomaterials such as those based upon alpha-hydroxy polymers (e.g PLA, PLGA, and the like), polyacrylamides, and other “natural” biomaterials that may lack the multiple proteins incorporated into our biomaterials. These proprietary protein-based biomaterials that are similar to the body’s tissue thus allowing integration and tissue repair in long-term implantation in certain applications.

Reworded

Our initial product, Spryng®, is a veterinary medical device designed and engineered to helpprovide reinforcea and/orbio-integrative augmentscaffold in articular cartilage tissue for the managementaffected joint, promoting restoration of lameness and otherproper joint related afflictions, such as osteoarthritis, in horses and companion animals.mechanics. Spryng® is an intra-articular injectable product of biocompatible and insoluble particles that are slippery, wet-permeable, durable, and resilient to enhance the force cushioning function of the synovial fluid and cartilage. The particles mimic natural cartilage in composition, structure, and hydration. Multiple joints can be treated simultaneously. Our particles are comprised of naturally derived collagen, elastin, and heparin,a similarglycosaminoglycan (i.e. heparin); componentssuch foundparticles inmimic the composition and mechanical properties of extracellular matrix and natural cartilage. TheseSpryng® assists in promoting a constructive restoration of diseased synovial tissue to improve the biomechanics and mechanical homeostasis of the joint. Furthermore, these particles showare an effectiveness in reinforcingdesigned and/or augment the cartilage, which enhances the functionality of the joint (e.g. provide cushion or shock-absorbing features to the joint andengineered to provide a bio-integrative scaffold in the affected joint, promoting restoration of proper joint lubricity).mechanics.

Reworded

Despite the market size, veterinary clinics and hospitals have very few treatments and/or drugs for use in treating osteoarthritis in dogs, horses, and other pets. As there is no cure for osteoarthritis, current solutions treat symptoms, but do not manage the cause. The current treatment for osteoarthritis in dogs generally consists of the use of nonsteroidal anti-inflammatory drugs (or “NSAIDs”) which are approved to alleviate pain and inflammation but present the potential for side effects relating to gastrointestinal, kidney, and liver damage and do not halt or slow joint degeneration. The Company offers an alternative to traditional treatments that only address the symptoms of the affliction. our Spryng® with OsteoCushion® technologyproduct addresses the affliction, loss of synovial fluid,fluid and/or the deterioration deterioration of joint cartilage, rather than treating just the symptoms and, to the best of our knowledge, has elicited minimal adverse side effects in dogs and horses. Spryng®-treated dogs and horses have shown an increase in activity even after they no longer are receiving pain medication or other treatments. Other treatments for osteoarthritis include steroid and/or hyaluronic acid injections, which are used for treating pain, inflammation and/or joint lubrication, but can be slow acting and/or short lasting.

Reworded

We commenced sales of Spryng® in the second quarter of fiscal 2022 and plan to increase our commercialization efforts of Spryng® in the United States through our distribution relationshiprelationships withwhile MWI Veterinary Supply Co. (“Distributor” or “MWI”), Vedco, Inc. and the use ofusing sales reps, clinical studies, and market awareness to educate and inform key opinion leaders on the benefits of Spryng®.

Removed

VetStem, Inc.

Removed

On February 14, 2025, the “Company” and VetStem, Inc. (“VetStem”) entered into an Exclusive License and Supply Agreement pursuant to which VetStem will license to us, on an exclusive basis, the right to sell, have sold, offer for sale and import Therapeutic Compositions and Products involving PrecisePRP™ equine and PrecisePRP™ canine. Exclusivity shall be maintained as long as the mutually agreed upon annual minimum purchases of Products are made during the first five years of the Agreement, with an option to extend exclusivity upon the mutual agreement of the Parties.

Removed

VetStem, Inc. is a veterinarian-led company established in 2002 to bring regenerative medicine to the veterinary profession. Based near San Diego, California, this privately held biopharmaceutical enterprise offers veterinarians a range of regenerative modalities, including autologous stem cell processing from patients’ own fat tissue. With over 15 years of expertise and thousands of treatments for joint, tendon, and ligament issues, VetStem has made regenerative medicine a therapeutic reality. The VetStem team is dedicated to developing clinically practical and affordable solutions that harness the natural restorative abilities of living organisms. In addition to its own patents, VetStem holds exclusive global veterinary licenses to a significant portfolio of patents in regenerative medicine and is in the late stages of approval of additional regenerative medicine solutions for the veterinarian.

Removed

PrecisePRP™ is a first-in-class off-the-shelf platelet-rich plasma (PRP) product designed for use by veterinarians. It is a leucoreduced, allogeneic, pooled, freeze-dried PRP intended to provide a species-specific source of concentrated platelets in plasma for intra-articular administration in dogs and horses. Unlike any PRP mechanical kits currently on the market. PrecisePRP™ does not require a blood draw or centrifugation making it a truly off-the-shelf product that is easy and convenient. Perhaps more important is the uniformity and consistency that PrecisePRP™ guarantees. Each vial of PrecisePRP™ contains a consistent dose of 4 billion platelets per vial at a concentration of 500,000 platelets per microliter and is leucoreduced with less than 1,500 white blood cells per microliter.

Removed

To significantly minimize safety risks, all dog and horse donors are screened according to the FDA CVM Guidance 254. Along with infectious disease screening, donors are tested for blood type and plasma antibody to red blood cells, providing a low risk of transfusion reaction. At the request of the FDA, two randomized placebo-controlled safety studies were conducted in dogs and horses. There were no treatment-related adverse events reported in dogs or horses after treatment with PrecisePRP™.

Removed

Distributors

Added

In December 2023, the Company and MWI agreed to change the Distribution Agreement from an exclusive distribution agreement to a non-exclusive distribution agreement, effective as of January 1, 2024. This is consistent with the Company’s strategy to create multiple sales channels for its products. In March 2025, the Company mutually terminated its non-exclusive distribution agreement with MWI. In December 2023, the Company entered into a non-exclusive distribution agreement with Covetrus North America, LLC (“Covetrus Distribution Agreement”), to market, distribute and sell the Company’s products in the United States, including the District of Columbia. The Covetrus Distribution Agreement had an initial term of one year, which was not automatically renewed. The Company mutually terminated its non-exclusive distribution agreement with Covetrus North America, LLC in February 2025.

Added

In December 2024, we entered into new wholesale distribution partnerships with Vedco Inc. (“Vedco”) and Clipper Distributing, LLC (“Clipper”), both leaders in logistical solutions and supply of products to veterinarians through the channel-of-distribution for veterinarians. Both MWI and Covetrus have the capability to purchase directly from Vedco and/or Clipper.

Added

Spryng® is classified as a veterinary medical device under the United States Food and Drug Administration (“FDA”) rules and pre-market approval is not required by the FDA. Spryng® completed a safety and efficacy study in rabbits in 2007. Since that time, more than 2,000 horses and dogs have been treated with Spryng®. We entered into a clinical trial services agreement with Colorado State University on November 5, 2020. This university clinical study was completed in March 2024. Additionally, the Company successfully completed an equine tolerance study in March 2022 and began a two canine clinical study with Ethos Veterinary Health, the first beginning in May of 2022 which was completed in October 2023, and the second began in June of 2023 which has not been completed yet. We anticipate these and other studies that we plan to initiate will be primarily used to expand our distribution outlets since the large international and national distributors generally require a third-party university study and other third-party studies prior to including a product in their catalog of products.

Removed

Spryng® is classified as a veterinary medical device under the United States Food and Drug Administration (“FDA”) rules, and pre-market approval is not required by the FDA. Spryng® completed a safety and efficacy study in rabbits in 2007. Since that time, more than 2,000 horses and dogs have been treated with Spryng®.

Reworded

We manufacture our products in an ISO 7 certified clean room manufacturing facility in Minneapolis using our patented and scalable self-assembly production process, which minimizes the infrastructure requirements and manufacturing risks to deliver a consistent, high-quality product while being responsive to volume requirements. A second ISO cleanroom facility is expected to be operational later this year. We believe that having two manufacturing facilities will help us minimize supply risks, allow for continued scaling of our production capacity, and expand our research and development facilities.

Reworded

The following discussion should be read in conjunction with our March 31, 2025 period ending2026 10-K Report and the condensed consolidated financial statements and related notes in Item 1, Financial Statements appearing elsewhere in this Quarterly Report on Form 10-Q (“10-Q Report”). The following discussion may contain forward-looking statements, and our actual results may differ materially from the results suggested by these forward-looking statements. Factors that might cause such differences include, but are not limited to, those discussed in Part I, Item 1A of our 20252026 10-K Report under the heading “Risk Factors,” as updated and supplemented by risks described in other SEC filings. The Company assumes no obligation to revise or update any forward-looking statements for any reason, except as required by law.

Reworded

We are a smaller reporting company and have incurred substantial losses in connection with our operations. We will need substantial capital to pursue our current plans to commercialize our initial product, Spryng®™.

Reworded

For The Three Months Ended DecemberJune 31,30, 2025,2026, Compared to The Three Months Ended DecemberJune 31,30, 20242025

Removed

Total Revenues. Revenues were $286,108 and $583,313 for the three months ended December 31, 2025 and 2024, respectively. Revenues in the three months ended December 31, 2025, consist of sales of our Spryng® products of $65,566 and PrecisePRP™ products of $220,542. Revenues in the three months ended December 31, 2024, consisted of sales entirely of our Spryng® products of $583,313. The decrease in our revenues in the three months ended December 31, 2025, compared to the three months ended December 31, 2024, is due to a decrease in our Spryng® product sales, as in the period ending December 31, 2024, the Company had a special promotion to MWI Animal Health whereby additional Spryng® product was sold in December 2024 offering promotional discounts and “free product.” During December 2025, this promotion was not offered to our distributors, as this resulted in lower Spryng® revenues.

Removed

Cost of Sales. Cost of sales were $141,396 and $61,497 for the three months ended December 31, 2025 and 2024, respectively. Cost of sales includes product costs, direct labor and certain overhead related to the manufacturing of our Spryng® products and product purchasing of finished goods related to the PrecisePRP™ products from VetStem, Inc. The increase in our cost of sales in the three months ended December 31, 2025, compared to the three months ended December 31, 2024, is due to PrecisePRP™ lower-margin purchase of finished goods associated with our exclusive licensing agreement with VetStem, Inc.

Removed

Operating Expenses. Operating expenses were $2,336,167 and $2,280,221 for the three months ended December 31, 2025 and 2024, respectively. The increase is primarily due to increased general and administrative (“G&A”) expenses and sales and marketing expenses.

Removed

General and administrative (“G&A”) expenses were $1,252,406 and $1,184,807 for the three months ended December 31, 2025 and 2024, respectively. General and administrative expenses include compensation and benefits, contracted services, legal and consulting fees, and stock compensation expenses.

Removed

Sales and marketing expenses were $760,770 and $723,461 for the three months ended December 31, 2025 and 2024, respectively. Sales and marketing expenses include compensation, consulting, advertising and promotions, tradeshows, and stock compensation costs to support the launch of our Spryng® and the PrecisePRP™ products.

Removed

Research and development (“R&D”) expenses were $322,991 and $371,953 for the three months ended December 31, 2025 and 2024, respectively. The decrease was primarily related to decreased clinical studies.

Removed

Operating Loss. As a result of the foregoing, our operating loss was $2,191,455 and $1,758,405 for the three months ended December 31, 2025, and 2024, respectively. The decrease was primarily related to decreased revenues for the three-month period.

Removed

Other Income (Expense). Other income (expense) was $0 for the three months ended December 31, 2025 compared to other income of $1,367 for the three months ended December 31, 2024. Other income in 2024 consisted of sublease rental income offset by interest expense.

Removed

Net Loss. Our net loss for the three months ended December 31, 2025 was $2,191,455 or ($0.07) per share as compared to a net loss of $1,757,038 or ($0.09) per share for the three months ended December 31, 2024. The increase was primarily related to decreased sales and an increase in general and administrative, and sales and marketing expenses. The weighted average number of shares outstanding was 33,674,322 compared to 20,632,921 for the three months ended December 31, 2025 and 2024, respectively.

Removed

For The Nine Months Ended December 31, 2025, Compared to The Nine Months Ended December 31, 2024

Reworded

Total Revenues. Revenues were $886,892$337,572 and $907,783$297,500 for the ninethree months ended DecemberJune 31,30, 20252026 and 2024,2025, respectively. Revenues forin the the ninethree months ended DecemberJune 31,30, 2025,2026, consist of sales of our Spryng® products of $400,711$208,495 and PrecisePRP™Precise PRP products of $486,181.$129,076. Revenues in the ninethree months ended DecemberJune 31,30, 2024,2025, consisted of sales of our Spryng® products.products of $148,243 and Precise PRP products of $149,257. The decreaseincrease in our revenues in the ninethree months ended DecemberJune 31,30, 2025,2026, compared to the ninethree months ended DecemberJune 31, 2024,30, 2025, is due to decreasedhigher Spryng® product sales offrom Spryng® productsour offsetdistributor, byVedco, an increase in PrecisePRP products.Inc.

Reworded

Cost of Sales. Cost of sales were $335,396$114,255 and $95,653$110,774 for the ninethree months ended DecemberJune 31,30, 20252026 and 2024,2025, respectively. Cost of sales sales includes product costs, direct labor and certain overheadcosts related to the manufacturingsale of our Spryng® products and labor and overhead costs and product purchasing of finished goodscosts related to the PrecisePRP™sale productsof fromPrecise VetStem,PRP Inc.products. The increase in our cost of sales forin the nine three months ended DecemberJune 31,30, 2025,2026, compared to the nine three months ended DecemberJune 31,30, 2024,2025, is due to PrecisePRP™lower lower-marginpriced purchase Precise PRP canine sales to accelerate the sale of finishedoverstocked goodsPrecise associatedPRP withinventory driving ourcost exclusiveof licensingsales agreement with VetStem, Inc.higher.

Reworded

Operating Expenses. Operating expenses were $6,652,635$1,832,166 and $6,788,008$2,031,043 for the ninethree months ended DecemberJune 31,30, 20252026 and 2024,2025, respectively. The decrease is primarily due to decreased general and administrative (“G&A”) expenses and research and development (“R&D”) expenses. The significant reduction of R&D expenses was due to the limited cash flow during the three months ended June 30, 2026.

Reworded

General and administrative (“G&A”) expenses were $3,557,953$967,442 and $3,685,186$1,068,818 for the ninethree months ended DecemberJune 31,30, 20252026 and 2024,2025, respectively. respectively. General and administrative expenses include compensation and benefits, contracted services, legal and consulting fees, and stock compensation expenses. expenses.The reduction in general and administrative expenses was due to reduced consulting fees.

Reworded

Sales and marketing expenses were $2,169,745$631,305 and $1,878,180$621,712 for the ninethree months ended DecemberJune 31,30, 20252026 and 2024,2025, respectively. The increase in salesSales and marketing expenses include compensation, consulting, tradeshows, and stock compensation costs to support the saleslaunch of our Spryng® and the new PrecisePRP™ product line. product.

Reworded

Research and development (“R&D”) expenses were $924,937$233,419 and $1,224,642$340,513 for the ninethree months ended DecemberJune 31,30, 20252026 and 2024,2025, respectively. The decrease was primarily related to decreased clinical studies.studies due to tight cash flow constraints.

Reworded

Operating Loss. As a result of the foregoing, our operating loss was $6,101,139$1,608,849 and $5,975,878$1,844,317 for the ninethree months ended DecemberJune 31,30, 20252026 and 2024,2025, respectively. The increase in operating lossdecrease was related to thecost-cutting increaseinitiatives in salesgeneral and marketingadministrative expensesand ofresearch theand new PrecisePRP™development product line.expenses.

Reworded

Other Income (Expense). Other expense was ($1,409,162) and ($3,716)$5,039 for the ninethree months ended DecemberJune 31,30, 20252026 andcompared 2024,to respectively.other expense of $466,720 for the three months ended June 30, 2025. Other expense in 2026 consisted of interest expense. Other expense in 2025 consisted of interest expense, unrealized loss on change in derivative liabilities,liabilities and loss on disposal of assets, amortization of debt discount and interest expense of our convertible notes, whereby the notes were all converted on September 30, 2025. Other expense in 2024 consisted of interest expense offset by sublease rental income.assets.

Reworded

Net Loss. Our net loss for the ninethree months ended DecemberJune 31,30, 20252026 was $7,510,301$1,613,888 or ($0.27$0.04) per share as compared to a net loss of of $5,979,594$2,311,037 or ($0.30$0.09) per share for the ninethree months ended DecemberJune 31,30, 2024.2025. The increase in net lossdecrease was primarily related to interest expense, the unrealized loss on change in derivative liabilities,liabilities and the loss on disposal of assets, amortization of debt discount and interest expense on our convertible notes.assets. The weighted average number of shares outstanding was 28,534,080 37,055,261 compared to 19,786,60824,302,790 for the ninethree months ended DecemberJune 31, 202530, 2026 and 2024,2025, respectively.

Reworded

As of DecemberJune 31,30, 2025,2026, our current assets were $1,383,278,$941,019, including $18,164$122,633 in cash and cash equivalents. In comparison, our current liabilities as of that date were $988,421$1,313,312 including $926,844$798,202 of accounts payable and accrued expenses. Our working capital deficit as of December 31,June 202530, 2026 was $394,857.$372,293.

Added

The Company has continued to realize losses from operations. As a result, we do not believe we will have sufficient cash to meet our anticipated operating costs and capital expenditure requirements for at least the next twelve months. Our cash needs are expected with proceeds of $1.35 million from an investor purchase option subscription agreement. We are also working with a few investment banks for an additional capital raise between $5 - $10 million. Furthermore, we are negotiating with a private investor for up to $10 million investment into our new human subsidiary, Cosmeta Corp.

Reworded

The Company has continued to realize losses from operations. As a result of our private placement offering with proceeds of $5,000,000 from the sale of Series B convertible preferred stock, we do not believe we will have sufficient cash to meet our anticipated operating costs and capital expenditure requirements for at least the next twelve months. We will need to raise additional capital in the future towill support our efforts to continue to commercialize Spryng® and our ongoing operations. We expect to continue to raise additional capital through the sale of our securities and proceeds from the exercise of warrants, from time to time,time for the foreseeable future to fund our business expansion. Our ability to obtain such additional capital will likely be subject to various factors, including our overall business performance and market conditions. There can be no guarantee that the Company will be successful in its ability to raise additional capital to fund its business plan.

Reworded

Net Cash Used in Operating Activities – We used $5,294,904$965,779 of net cash in operating activities for the ninethree months ended DecemberJune 31,30, 2025.2026. This cash used in operating activities was primarily attributable to our net loss of $7,510,301 and a decrease of accounts payable and accrued expenses of $848,318, along with the increased PrecisePRP™ production and inventory ramp-up.$1,613,888.

Reworded

Net Cash Used in Investing Activities – During the ninethree months ended DecemberJune 31,30, 2025,2026, net cash used in investing activities was $11,800. This cash used in investing activities was primarily attributable to the purchase of equipment.$12,370.

Reworded

Net Cash Provided by Financing Activities – During the ninethree months ended DecemberJune 31,30, 2025,2026, net cash provided by financing activities activities of $5,073,579$900,000 consisted of proceeds of Series B preferredcommon stock subscription receivable of $4,400,000,$750,000 and proceeds of $150,000 from the issuance of convertible debentures of $160,000notes and proceeds from the exercise of warrants of $851,750.payable.

Added

MATERIAL COMMITMENTS

Added

Notes Payable

Added

As of June 30, 2026, we are obligated on non-convertible notes and accrued interest of $476,456.

Added

VetStem, Inc. Termination of Licensing Agreement

Added

As of June 30, 2026, we have been in discussions with VetStem, Inc. for the termination of the licensing agreement for the PrecisePRP product line. On July 24, 2026, we signed a licensing termination agreement, as discussed in Note 17-Subequent Events.

Reworded

As of DecemberJune 31,30, 2025,2026, and as of the date of this Quarterly Report, we do not have any off-balance sheet arrangements that have or are reasonably reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors.

Reworded

The report of independent registered public accounting firm accompanying our December 31, 2025 financial statements contain an explanatory paragraph expressing substantial doubt about our ability to continue as a going concern. The financial statements have been prepared assuming that we will continue as a going concern, which contemplates that we will realize our assets and satisfy our liabilities and commitments in the ordinary course of business. Our working capital deficit at DecemberJune 31, 2025,30, 2026, was $394,857. We anticipate in raising additional capital through the sale of our capital stock and proceeds from the exercise of warrants to fund our operations as our cash position on December 31, 2025 was minimal. (see Liquidity and Capital Resources above).$372,293.

Added

The Company incurred a net loss $1,613,888 for the three months ended June 30, 2026, had net cash used in operating activities of $965,779 for the same period, and has an accumulated deficit of $103,051,394 on June 30, 2026. These conditions raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date these consolidated financial statements are issued.

Added

Management’s plans to address these conditions include continuing efforts to improve operating results, reduce operating costs, increase revenues, and obtain additional capital through debt and/or equity financing arrangements. The Company has historically relied on external financing to fund its operations and expects to continue to seek additional financing as needed.

Added

There can be no assurance that the Company will be successful in achieving profitable operations, securing additional financing on acceptable terms, or successfully implementing its business plan. Accordingly, management has concluded that substantial doubt about the Company’s ability to continue as a going concern is not alleviated.

Removed

We have continued to realize losses from operations. We will need to raise additional capital in the future to support our efforts to commercialize Spryng® and PrecisePRP™ products and our ongoing operations. We expect to continue to raise additional capital through the sale of our securities and proceeds from the exercise of warrants, from time to time, for the foreseeable future, to fund our business expansion. Our ability to obtain such additional capital will likely be subject to various factors, including our overall business performance and market conditions. There can be no guarantee that the Company will be successful in its ability to raise additional capital to fund its business plan.

Reworded

We prepare our consolidated financial statements in accordance with generally accepted accounting standards in the United States of America. Our significant accounting policies are described in Note 1 to our condensed consolidated financial statements attached hereto. We believe the followingour criticalsignificant accounting policiespolicies, as described in Note 1 to the condensed consolidated financial statements, involve the most significant judgments and estimates used in the preparation of the condensed condensed consolidated financial statements.

Reworded

The Company has reviewed the FASB issued ASU accounting pronouncements and interpretations thereof that have effectiveeffectiveness dates during the periods periods reported and in future periods. The Company has carefully considered the new pronouncements that alter previous generally accepted accounting accounting principles and do not believe that any new or modified principles will have a material impact on the Company’s reported financial financial position or operations in the near term. The applicability of any standard is subject to the formal review of the Company’s financial financial management.

Added

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This ASU requires disaggregated information about a reporting entity’s effective tax rate reconciliation as well as information on income taxes paid. The standard is intended to benefit investors by providing more detailed income tax disclosures that would be useful in making capital allocation decisions. This ASU is effective for public entities with fiscal years beginning after December 15, 2024. The Company adopted this guidance for the year ended March 31, 2026 and applied the guidance on a retrospective basis. The adoption did not have a material impact on the consolidated financial statements. Refer to Note 16 for further details.

Showing the first 60 of 63 changed paragraphs. The complete comparison will be part of Pro (coming soon). Meanwhile you can read the full text in the original filing.

PETV insider buying and selling (Form 4)

Since 2026-04-11, insiders reported open-market purchases in 3 Form 4 filings (1 insider, 6 trade dates, 496,102 shares, about $140.1K) and open-market sales in 0 filings. Net open-market shares: 496,102 (purchases minus sales); net value about $140.1K.Totals add up every open-market (code P and S) line in those filings, using the prices reported in the filings. Awards, option exercises, tax withholding and gifts are listed below but not counted.

Trade dateInsiderTransactionSharesPriceValueOwned afterFiling
2026-09-18Rudelius Robert James
Director
Grant/award 2,000$0.72 $1.4K405,392 SEC
2026-09-18Rudelius Robert James
Director
Grant/award 1,497$0.75 $1.1K406,889 SEC
2026-09-14A.l. Sarroff Fund, Llc
10% owner
Open-market purchase 24,888$0.69 $17.2K10,498,331 SEC
2026-09-10A.l. Sarroff Fund, Llc
10% owner
Open-market purchase 10,974$0.68 $7.5K10,473,443 SEC
2026-09-09A.l. Sarroff Fund, Llc
10% owner
Open-market purchase 22,160$0.68 $15.1K10,462,469 SEC
2026-09-09Lai John
Director, Chief Executive Officer
Grant/award 31,250$0.80 $25.0K2,413,163 SEC
2026-09-09Lai John
Director, Chief Executive Officer
Grant/award 31,250$0.78 $24.4K2,413,163 SEC
2026-09-08Lowenthal Garry N
Chief Financial Officer
Grant/award 31,250$0.80 $25.0K985,131 SEC
2026-09-08Lowenthal Garry N
Chief Financial Officer
Grant/award 31,250$0.80 $25.0K985,131 SEC
2026-08-27A.l. Sarroff Fund, Llc
10% owner
Open-market purchase 580$0.69 $40010,440,309 SEC
2026-07-21Lowenthal Garry N
Chief Financial Officer
Grant/award 75,000$0.77 $57.8K953,881 SEC
2026-07-21Lai John
Director, Chief Executive Officer
Grant/award 75,000$0.77 $57.8K2,381,913 SEC
2026-06-09A.l. Sarroff Fund, Llc
10% owner
Open-market purchase 187,500— —10,439,729 SEC
2026-05-28A.l. Sarroff Fund, Llc
10% owner
Gift 200,000— —10,252,229 SEC
2026-05-22A.l. Sarroff Fund, Llc
10% owner
Open-market purchase 250,000$0.40 $100.0K10,452,229 SEC
2026-05-15Lowenthal Garry N
Chief Financial Officer
Grant/award 66,421$0.72 $47.8K878,881 SEC
2026-05-15Lai John
Director, Chief Executive Officer
Grant/award 66,421$0.72 $47.8K2,306,913 SEC
2026-04-15Rudelius Robert James
Director
Grant/award 50,000$0.40 $20.0K403,392 SEC

Well-known investors holding PETV (13F)

None of the 59 investors we track reported a position in their latest 13F.

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