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Latest 10-Q filed 11/12/2025 · Compared against 8/11/2025
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Item 1A. Risk Factors
This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Those forward-looking statements include our expectations, beliefs, intentions and strategies regarding the future. You should carefully consider the risk factors discussed in the Risk Factors section in our Form 10-K for the year ended December 31, 2024 as, in light of those risks, the forward-looking events and circumstances discussed in this report may not occur and actual results could differ materially and adversely from those anticipated or implied in our forward-looking statements. Other than as set forth below, there have been no material changes in the risk factors included in our 2024 Form 10-K. The risk factors described in our 2024 Form 10-K are not the only risks facing our company. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition or future results.
Changes in U.S. and international trade policies may adversely impact our business and operating results.
We currently rely on foreign third-party manufacturers and service providers in connection with certain aspects of our clinical operations. The U.S. government and persons involved in the Trump administration have made statements and taken certain actions that have led to, and may continue to lead to, changes to U.S. and international trade policies. In April 2025, the U.S. government commenced collecting a 10% tariff on imports from many countries, with higher levies on goods from larger trading partners. If maintained, tariffs and the potential escalation of trade disputes with foreign countries could pose a risk to our business and could result in higher operating expenses. The extent and duration of any tariffs and the resulting impact on general economic conditions and on our business are uncertain and depend on various factors, such as negotiations between the United States and other countries, the response of such countries, exemptions or exclusions that may be granted, availability and cost of alternative sources of supply of materials we purchase from companies targeted with tariffs. The foreign country hardest hit by the U.S. tariffs to date has been China, however we do not currently import any goods or services from China. The tariffs have not been applied to the provision of services by foreign service providers as of the date of this filing, however there can be no assurance that the U.S. administration will not attempt to apply tariffs to the provision of overseas services going forward. There can be no assurance that U.S. policies on tariffs and international trade will not increase the cost of manufacturing our product candidates and supporting materials, and
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import or export of raw materials and finished product candidates used in our and our collaborators preclinical studies and clinical trials.
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| Exhibit Description |
| Method of Filing | ||||||||||
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3.1 |
| Second Amended and Restated Certificate of Incorporation of the Registrant |
| Incorporated herein by reference to the Companys Current Report on Form 8-K filed on June 21, 2023. | ||||||||||
3.2 |
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| Incorporated herein by reference to the Companys Current Report on Form 8-K filed on June 21, 2023. | |||||||||||
3.3 |
| Certificate of Amendment dated June 27, 2024 to Amended and Restated Certificate of Incorporation |
| Incorporated herein by reference to the Company's Form S-3 filed on July 1, 2024. | ||||||||||
3.4 |
| Certificate of Amendment filed with the Delaware Secretary of State on July 3, 2025 |
| Incorporated herein by reference to the Companys 8-K filed on July 3, 2025. | ||||||||||
3.5 |
| Amendment to Second Amended and Restated Bylaws of the Registrant |
| Incorporated herein by reference to the Company's Current Report on Form 8-K filed on August 12, 2024. | ||||||||||
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| Incorporated herein by reference to the Company's | |||||||||||
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10.1 |
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| Incorporated herein by reference to the Company's | |||||||||||
31.1 |
| Certification under Section 302 of the Sarbanes-Oxley Act of 2002 |
| Filed electronically herewith. | ||||||||||
31.2 |
| Certification under Section 302 of the Sarbanes-Oxley Act of 2002 |
| Filed electronically herewith. | ||||||||||
32.1 |
| Certifications Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350 |
| Filed electronically herewith. | ||||||||||
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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 thereunto duly authorized.
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| AZITRA, INC. | |||||||
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Date: | By: | /s/ Francisco D. Salva | ||||||
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| Francisco D. Salva, | ||||||
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| President and Chief Executive Officer | ||||||
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| (Principal Executive Officer) | ||||||
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Date: | By: | /s/ Norman Staskey | ||||||
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| Norman Staskey | ||||||
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| Chief Financial Officer | ||||||
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| (Principal Financial Officer) | ||||||
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