Grundläggande statistik
| LEI | 5493007BO3YMFVCBL210 |
| CIK | 1630212 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Avalon GloboCare Corp
SEC Filings (Chronological Order)
Denna sida innehåller en komplett, kronologisk lista över SEC-arkiveringar, exklusive ägande-arkiveringar som vi tillhandahåller på andra ställen.
| June 4, 2026 |
THE ISSUE PRICE OF THIS NOTE IS $250,000.00 THE ORIGINAL ISSUE DISCOUNT IS $50,000.00 Exhibit 10.1 THE ISSUE PRICE OF THIS NOTE IS $250,000.00 THE ORIGINAL ISSUE DISCOUNT IS $50,000.00 Principal Amount: $250,000.00 Issue Date: June , 2026 Purchase Price: $200,000.00 PROMISSORY NOTE FOR VALUE RECEIVED, AVALON GLOBOCARE CORP., a Delaware corporation (hereinafter called the “Borrower”), hereby promises to pay to the order of , a Delaware limited liability company, or registered assign |
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| June 4, 2026 |
Exhibit 10.3 EXECUTIVE RETENTION AGREEMENT This Executive Retention Agreement (the “Agreement”) is made and entered into as of June 3, 2026 by and between AVALON GLOBOCARE CORP., a Delaware corporation (the “Company”), and Luisa Ingargiola (the “Executive”) and is effective as of June 3, 2026 (the “Effective Date”). Recitals: WHEREAS, the Executive is a key employee of the Company who possesses va |
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| June 4, 2026 |
Exhibit 10.2 SIDE LETTER THIS SIDE LETTER (the “Letter”) is entered into as of June 1, 2026 (the “Effective Date”), by and between AVALON GLOBOCARE CORP., a Delaware corporation (the “Company”) and Dune Equity Holdings LLC, a Delaware limited liability company (the “Holder”, and collectively with the Company, the “Parties”). BACKGROUND A. The Parties are the parties to that certain promissory note |
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| June 4, 2026 |
Exhibit 10.4 INDEMNIFICATION AGREEMENT This Indemnification Agreement (“Agreement”), dated as of [], 2026, is by and between AVALON GLOBOCARE CORP., a Delaware corporation (the “Company”) and [] (the “Indemnitee”). WHEREAS, Indemnitee is a [a member of the Board of Directors (the “Board”)/an officer] of the Company; WHEREAS, both the Company and Indemnitee recognize the increased risk of litigatio |
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| June 4, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 1, 2026 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction (Commission File Number) (IRS Emp |
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| May 11, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2026 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 000-38728 AVALON GLOBOCARE CORP. (Exact name of registrant as sp |
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| April 21, 2026 |
Exhibit 99.1 Avalon Quantum AI teams up with Caylent and Amazon Web Services on Agentic AI Platform Development AWS collaboration accelerates Catch-Up Phase 2 development to a fully autonomous Agentic AI Video Platform FREEHOLD, N.J., April 21, 2026 (GLOBE NEWSWIRE) – Avalon GloboCare Corp. (“Avalon” or the “Company”) (NASDAQ: ALBT), a technology-innovation company with a strategic focus on develo |
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| April 21, 2026 |
UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL INFORMATION Exhibit 99.1 UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL INFORMATION The following unaudited pro forma consolidated balance sheet and statements of operations and comprehensive loss are based upon the historical consolidated financial statements of Avalon GloboCare Corp. (the “Company”). The unaudited pro forma consolidated financial information has been prepared to illustrate the effect of the sal |
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| April 21, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 18, 2026 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction (Commission File Number) ( |
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| April 21, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 21, 2026 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction (Commission File Number) (IRS E |
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| April 20, 2026 |
Avalon GloboCare Corp. Up to 19,436,278 Shares of Common Stock Filed Pursuant to Rule 424(b)(3) Registration No. 333-294936 PROSPECTUS Avalon GloboCare Corp. Up to 19,436,278 Shares of Common Stock Pursuant to this prospectus, the selling stockholders identified herein (the “Selling Stockholders”) are offering on a resale basis an aggregate of 19,436,278 shares (the “Shares”) of common stock, par value $0.0001 per share (the “Common Stock”) of Avalon GloboCar |
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| April 17, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 15, 2026 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction (Commission File Number) (IRS E |
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| April 17, 2026 |
Submission Data File General Information Form Type* ARS Contact Name EDGAR AGENTS, LLC Contact Phone 212-265-3347 Filer File Number Filer CIK* 0001630212 (Avalon GloboCare Corp. |
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| April 17, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin |
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| April 17, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a- |
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| April 16, 2026 |
AVALON GLOBCARE CORP. 4400 Route 9 South, Suite 3100 Freehold, NJ 07728 April 16, 2026 AVALON GLOBCARE CORP. 4400 Route 9 South, Suite 3100 Freehold, NJ 07728 April 16, 2026 VIA EDGAR United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Jan Woo Re: Avalon GloboCare Corp. Registration Statement on Form S-1 File No. 333-294936 Ladies and Gentlemen: Pursuant to Rule 461 of the General Rules and Regulations under the Securities Act of 193 |
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| April 14, 2026 |
April 14, 2026 Luisa Ingargiola Chief Financial Officer Avalon GloboCare Corp. 4400 Route 9 South, Suite 3100 Freehold, NJ 07728 Re: Avalon GloboCare Corp. Registration Statement on Form S-1 Filed April 8, 2026 File No. 333-294936 Dear Luisa Ingargiola: This is to advise you that we have not reviewed and will not review your registration statement. Please refer to Rules 460 and 461 regarding reque |
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| April 8, 2026 |
As filed with the Securities and Exchange Commission April 8, 2026 As filed with the Securities and Exchange Commission April 8, 2026 Registration Statement No. |
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| April 8, 2026 |
Ex-Filing Fees CALCULATION OF FILING FEE TABLES S-1 Avalon GloboCare Corp. Table 1: Newly Registered and Carry Forward Securities Line Item Type Security Type Security Class Title Notes Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Newly Registered Securities Fees to be Paid Equity Common Stock, |
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| April 8, 2026 |
AVALON GLOBOCARE CORP. 4400 Route 9 South, Suite 3100 Freehold, New Jersey 07728 AVALON GLOBOCARE CORP. 4400 Route 9 South, Suite 3100 Freehold, New Jersey 07728 April 8, 2026 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street N.E. Washington, D.C. 20549 RE: Avalon GloboCare Corp. Registration Statement on Form S-3 File No. 333-288002 To Whom It May Concern: Pursuant to Rule 477 promulgated under the Securities Act of 1933, as amende |
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| April 2, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 2, 2026 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction (Commission File Number) (IRS Em |
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| April 2, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| April 1, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 1, 2026 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction (Commission File Number) (IRS Em |
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| March 30, 2026 |
CONFESSED JUDGMENT SECURED PROMISSORY NOTE Exhibit 4.20 CONFESSED JUDGMENT SECURED PROMISSORY NOTE IMPORTANT NOTICE: THIS INSTRUMENT CONTAINS A CONFESSION OF JUDGMENT PROVISION WHICH CONSTITUTES A WAIVER OF IMPORTANT RIGHTS YOU MAY HAVE AS A DEBTOR AND ALLOWS THE CREDITOR TO OBTAIN A JUDGMENT AGAINST YOU WITHOUT ANY FURTHER NOTICE. CONFESSED JUDGMENT SECURED PROMISSORY NOTE $787,500.00 Dated: March 25, 2026 FOR VALUE RECEIVED, the undersig |
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| March 30, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE ACT Commission file number: 001-38728 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) |
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| March 30, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 30, 2026 AVALON GLOBOCARE, CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commission F |
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| March 30, 2026 |
List of Subsidiaries of Avalon Globocare Corp. Exhibit 21.1 List of Subsidiaries of Avalon Globocare Corp. Name State/Country of Organization or Incorporation Ownership Percentage Avalon Healthcare System Inc. Delaware 100 % Avalon (Shanghai) Healthcare Technology Co., Ltd China 100 %(1) Avalon Laboratory Services, Inc. Delaware 100 % Q&A Distribution LLC Texas 100 % Nexus MergerSub Limited British Virgin Islands 100 % Avalon Quantum AI, LLC N |
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| March 30, 2026 |
BUSINESS LOAN AND SECURITY AGREEMENT Exhibit 10.123 BUSINESS LOAN AND SECURITY AGREEMENT THIS BUSINESS LOAN AND SECURITY AGREEMENT (as the same may be amended, restated, modified, or supplemented from time to time, this “Agreement”) dated as of March 25, 2026 (the “Effective Date”) among Agile Capital Funding, LLC as collateral agent (in such capacity, together with its successors and assigns in such capacity, “Collateral Agent”), an |
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| March 30, 2026 |
Exhibit 4.9 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following summary, which includes applicable provisions of the Delaware General Corporation Law (the “DGCL”), describes material provisions of the capital stock of Avalon GloboCare Corp., a Delaware corporation (“we”, “us” or the “Company”), and is intended as a summa |
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| March 24, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 24, 2026 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction (Commission File Number) ( |
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| March 10, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 4, 2026 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction (Commission File Number) (IRS Em |
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| March 2, 2026 |
Exhibit 99.2 Avalon GloboCare Announces Closing of up to $9.75 Million Private Placement Priced At-the-Market under Nasdaq Rules $3.25 Million Upfront With up to Approximately $6.5 Million of Potential Aggregate Proceeds Upon the Exercise in Full of Warrants FREEHOLD, N.J., Feb. 27, 2026 - Avalon GloboCare Corp. (“Avalon” or the “Company”) (NASDAQ: ALBT), a diversified company focused on the devel |
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| March 2, 2026 |
Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of February 26, 2026, between Avalon GloboCare Corp., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”). This Agreement is made pursuant to the Securities Purch |
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| March 2, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 24, 2026 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction (Commission File Number) (I. |
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| March 2, 2026 |
PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT Avalon GloboCare Corp. Exhibit 4.4 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| March 2, 2026 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of February 26, 2026, between Avalon GloboCare Corp., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”). WHEREAS, subject to the terms and conditi |
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| March 2, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin |
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| March 2, 2026 |
Exhibit 99.1 Avalon GloboCare Announces up to $9.75 Million Private Placement Priced At-the-Market under Nasdaq Rules $3.25 Million Upfront With up to Approximately $6.5 Million of Potential Aggregate Proceeds Upon the Exercise in Full of Warrants FREEHOLD, N.J., Feb. 26, 2026 - Avalon GloboCare Corp. (“Avalon” or the “Company”) (NASDAQ: ALBT), a diversified company focused on the development of p |
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| March 2, 2026 |
PRE-FUNDED COMMON STOCK PURCHASE WARRANT Avalon GloboCare Corp. Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| March 2, 2026 |
SERIES [A-1][A-2] COMMON STOCK PURCHASE WARRANT Avalon GloboCare Corp. Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| February 26, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 26, 2026 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction (Commission File Number) (I. |
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| February 26, 2026 |
Exhibit 99.1 Avalon GloboCare’s Subsidiary Accepted into AMD AI Developer Program to Advance Next-Generation Media Infrastructure Strategic Access to AMD Developer Cloud Expected to Accelerate High-Performance AI Video Generation, and Future Enterprise Automation and Scalable Deployment FREEHOLD, N.J., February 26, 2026 (GLOBE NEWSWIRE) – Avalon GloboCare Corp. (“Avalon” or the “Company”) (NASDAQ: |
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| February 25, 2026 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of February 19, 2026, by and between AVALON GLOBOCARE CORP., a Delaware corporation, with its address at 4400 Route 9 South, Suite 3100, Freehold, NJ 07728 (the “Company”), and Vanquish Funding Group Inc., a Virginia corporation, with its address at 1800 Diagonal Road, Suite 623, Alexandria VA |
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| February 25, 2026 |
THE ISSUE PRICE OF THIS NOTE IS $233,910.00 THE ORIGINAL ISSUE DISCOUNT IS $26,910.00 Exhibit 10.2 THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR (B) AN |
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| February 25, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 19, 2026 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction (Commission File Number) (IR |
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| February 19, 2026 |
Exhibit 4.1 AMENDMENT #2 THIS AMENDMENT #2 to the Purchase Agreement (as defined below) and Note (as defined below) (the “Amendment”) is entered into as of February 15, 2026 (the “Effective Date”), by and between AVALON GLOBOCARE CORP., a Delaware corporation (the “Company”), and Allen O. Cage Jr., an individual (the “Holder”) (collectively with the Company, the “Parties”). BACKGROUND A. The Compa |
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| February 19, 2026 |
Exhibit 2.1 AMENDED AND RESTATED MEMBERSHIP INTEREST PURCHASE AGREEMENT between Avalon GloboCare Corp., Seller and Wenzhao Lu, Purchaser dated as of February 18, 2026 TABLE OF CONTENTS ARTICLE I DEFINITIONS 1 ARTICLE II PURCHASE AND SALE 3 ARTICLE III PURCHASE PRICE 3 ARTICLE IV INSPECTION 4 ARTICLE V CLOSING 4 ARTICLE VI CLOSING DELIVERIES 4 ARTICLE VII TAX MATTERS 5 ARTICLE VIII SELLER’S COVENAN |
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| February 19, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 18, 2026 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction (Commission File Number) (I. |
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| February 18, 2026 |
THE ISSUE PRICE OF THIS NOTE IS $233,910.00 THE ORIGINAL ISSUE DISCOUNT IS $26,910.00 Exhibit 4.1 THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR (B) AN O |
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| February 18, 2026 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of February 11, 2026, by and between AVALON GLOBOCARE CORP., a Delaware corporation, with its address at 4400 Route 9 South, Suite 3100, Freehold, NJ 07728 (the “Company”), and Vanquish Funding Group Inc., a Virginia corporation, with its address at 1800 Diagonal Road, Suite 623, Alexandria VA |
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| February 18, 2026 |
Exhibit 99.1 Avalon GloboCare’s Subsidiary Files Third U.S. Provisional Patent for its Catch-Up Generative AI Video Platform Patent Covers Generation of Multiple Audience-Adaptive Commentary Video Variants While Preserving Factual Integrity FREEHOLD, N.J., February 18, 2026 (GLOBE NEWSWIRE) – Avalon GloboCare Corp. (“Avalon” or the “Company”) (NASDAQ: ALBT), a diversified company focused on the de |
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| February 18, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| February 18, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 18, 2026 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commissio |
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| February 18, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 11, 2026 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction (Commission File Number) (I. |
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| February 3, 2026 |
AVALON GLOBOCARE CORP. 4400 Route 9 South, Suite 3100 Freehold, New Jersey 07728 AVALON GLOBOCARE CORP. 4400 Route 9 South, Suite 3100 Freehold, New Jersey 07728 February 3, 2026 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Avalon GloboCare Corp. Registration Statement on Form S-4 File No. 333-286738 Request for Withdrawal under Rule 477 Ladies and Gentlemen: Avalon GloboCare Corp. (the “Company |
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| February 2, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 2, 2026 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction (Commission File Number) (I.R |
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| February 2, 2026 |
Exhibit 99.1 Avalon GloboCare Eliminates Majority of Debentures Through $2.6 Million Conversion, Strengthening Balance Sheet, Reduces Overhang Conversion Improves Capital Structure, and Reinforces Nasdaq Compliance, Enhancing Shareholder Value Company Believes That Substantially All of the Converted Shares Have Been Sold FREEHOLD, N.J., February 2, 2026 (GLOBE NEWSWIRE) – Avalon GloboCare Corp. (“ |
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| January 22, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 21, 2026 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commission |
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| January 22, 2026 |
MUTUAL TERMINATION AND RELEASE AGREEMENT Exhibit 10.1 MUTUAL TERMINATION AND RELEASE AGREEMENT This Mutual Termination and Release Agreement (this “Agreement”), dated as of January 21, 2026 (the “Effective Date”), is entered into by and between Avalon GloboCare Corp., a Delaware corporation (“PubCo”), Nexus MergerSub Limited, a business company incorporated in the British Virgin Islands and a wholly owned subsidiary of PubCo (“Merger Sub |
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| January 22, 2026 |
Exhibit 99.1 Avalon GloboCare’s Subsidiary Files AI Patent Targeting Compliance-Ready Automated Video Commentary Provisional Patent Application Covers Systems and Methods for Evidence-Constrained, Audience-Adaptive Generation of Automated Commentary Videos FREEHOLD, N.J., January 22, 2026 (GLOBE NEWSWIRE) – Avalon GloboCare Corp. (“Avalon” or the “Company”) (NASDAQ: ALBT), a diversified company fo |
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| January 20, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 20, 2026 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commission |
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| January 20, 2026 |
Exhibit 99.1 Avalon GloboCare Announces FDA Registration Renewal for KetoAir™ and Planned B2B and B2C Launch Through Catch-Up™, Its Automated Generative AI-Powered Short-Form Video SaaS Platform FREEHOLD, N.J., January 20, 2026 (GLOBE NEWSWIRE) – Avalon GloboCare Corp. (“Avalon” or the “Company”) (NASDAQ: ALBT), a diversified company focused on the development of precision diagnostic consumer prod |
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| January 12, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 12, 2026 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction (Commission File Number) (I.R |
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| January 12, 2026 |
Exhibit 99.1 Avalon GloboCare Regains Compliance with Nasdaq Stockholders’ Equity Requirement, Launches Marketing for Automated Generative AI Video Platform FREEHOLD, N.J., January 12, 2026 (GLOBE NEWSWIRE) – Avalon GloboCare Corp. (“Avalon” or the “Company”) (NASDAQ: ALBT), a diversified company focused on the development of precision diagnostic consumer products and the advancement of intellectu |
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| January 5, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 30, 2025 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commissio |
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| December 30, 2025 |
Exhibit 99.1 Avalon GloboCare Board Director Highlights RPM Interactive’s Automated Generative AI Video Creation Platform in Interview with ProactiveInvestors.com FREEHOLD, N.J., December 30, 2025 (GLOBE NEWSWIRE) – Avalon GloboCare Corp. (“Avalon” or the “Company”) (NASDAQ: ALBT), a developer of precision diagnostic consumer products, today announced that Michael Mathews, a member of the Company’ |
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| December 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 30, 2025 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commissio |
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| December 15, 2025 |
Exhibit 99.2 RPM INTERACTIVE, INC. AND CONSOLIDATED ENTITIES INDEX TO CONSOLIDATED FINANCIAL STATEMENTS December 31, 2024 and 2023 CONTENTS Report of Independent Registered Public Accounting Firm (PCAOB Firm No. 106) F-2 Consolidated Balance Sheets as of December 31, 2024 and 2023 F-4 Consolidated Statements of Operations – For the Years Ended December 31, 2024 and 2023 F-5 Consolidated Statements |
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| December 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 11, 2025 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commissio |
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| December 15, 2025 |
Exhibit 10.1 UNSECURED BRIDGE NOTE NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT |
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| December 15, 2025 |
Exhibit 99.3 RPM INTERACTIVE, INC. AND CONSOLIDATED ENTITIES INDEX TO CONSOLIDATED FINANCIAL STATEMENTS September 30, 2025 and 2024 (Unaudited) CONTENTS Consolidated Balance Sheets as of September 30, 2025 (Unaudited) and December 31, 2024 F-2 Consolidated Statements of Operations – For the Three and Nine Months Ended September 30, 2025 and 2024 (Unaudited) F-3 Consolidated Statements of Changes i |
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| December 15, 2025 |
Exhibit 3.1 AVALON GLOBOCARE CORP. CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES E NON-VOTING CONVERTIBLE PREFERRED STOCK PURSUANT TO SECTION 151(G) OF THE DELAWARE GENERAL CORPORATION LAW The undersigned, Luisa Ingargiola, does hereby certify that: 1. The undersigned is the Chief Financial Officer of Avalon GloboCare Corp., a Delaware corporation (the “Corporation”). |
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| December 15, 2025 |
Exhibit 10.2 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of December 11, 2025 and is by and between Avalon Globocare Corp., a Delaware corporation (the “Company”), and the purchaser identified on the signature page hereto (the “Investor” or “Holder”). WHEREAS, the Investor wishes to purchase from the Company, and the Company wishes to sell and is |
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| December 15, 2025 |
Exhibit 10.4 Amendment No. 1 dated December 14, 2025 (the “Amendment”) entered into by and among (i) Avalon Globocare Corp., a Delaware corporation (“Purchaser”), (ii) Avalon Quantum AI, LLC, a Nevada limited liability company and a wholly-owned Subsidiary of Purchaser (“Merger Sub”), and (iii) RPM Interactive, Inc., a Nevada corporation (the “Company”), which hereby amends the Agreement and Plan |
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| December 15, 2025 |
UNAUDITED PRO FORMA CONSOLIDATED COMBINED FINANCIAL STATEMENTS Exhibit 99.4 UNAUDITED PRO FORMA CONSOLIDATED COMBINED FINANCIAL STATEMENTS On December 12, 2025, Avalon GloboCare Corp. acquired RPM Interactive, Inc., a Nevada corporation, in accordance with the terms of the Agreement and Plan of Merger, dated December 12, 2025 (“Merger Agreement”), by and among Avalon GloboCare Corp., Avalon Quantum AI, LLC, a Nevada limited liability company and a wholly owne |
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| December 15, 2025 |
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and among AVALON GLOBOCARE CORP. AVALON QUANTUM AI, LLC, as Merger Sub, and RPM INTERACTIVE, INC. as the Company Dated as of December 12, 2025 TABLE OF CONTENTS: I. THE MERGER 2 1.1. The Merger 2 1.2. Effective Time 2 1.3. Effect of the Merger 2 1.4. Merger Consideration 2 1.5. Effect of Merger on Company Securities 2 1.6. Governing Documents and Officer |
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| December 15, 2025 |
Exhibit 99.1 Avalon GloboCare Acquires RPM Interactive, a Generative AI Software Company, in an All-Stock Transaction Company forms a new subsidiary, Avalon Quantum AI, LLC, in connection with the acquisition Acquisition expected to resolve Nasdaq minimum stockholders’ equity deficiency RPM Interactive has developed a fully automated, generative AI powered SaaS platform for creating short-form vid |
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| December 15, 2025 |
Avalon Globocare Corp. 4400 Route 9 South, Suite 3100 Freehold, New Jersey 07728 December 14, 2025 Exhibit 10.3 Avalon Globocare Corp. 4400 Route 9 South, Suite 3100 Freehold, New Jersey 07728 December 14, 2025 Allen O. Cage Jr. Amendment to Securities Purchase Agreement and Unsecured Bridge Note Dear Sirs: Reference is hereby made to that certain Securities Purchase Agreement dated as of December 11, 2025 (the “Purchase Agreement”) between the undersigned Avalon Globocare Corp., a Delaware cor |
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| December 1, 2025 |
Exhibit 99.1 Avalon GloboCare Reports Q3 2025 Progress with KetoAir™, Holistic Health Initiatives, and International Expansion FREEHOLD, N.J., December 1, 2025 (GLOBE NEWSWIRE) – Avalon GloboCare Corp. (“Avalon” or the “Company”) (NASDAQ: ALBT), a developer of precision diagnostic consumer products, today announced a series of Q3 2025 advancements for KetoAir™, including expanded deployment, the l |
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| December 1, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 1, 2025 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commission |
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| November 21, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 19, 2025 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction (Commission File Number) (I. |
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| November 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 000-38728 AVALON GLOBOCARE CORP. (Exact name of registrant a |
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| November 14, 2025 |
United States Securities and Exchange Commission Washington, D.C. 20549 ––––––––––––––––––––––––– SCHEDULE 14A ––––––––––––––––––––––––– Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commis |
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| September 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): September 8, 2025 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commissio |
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| September 8, 2025 |
Exhibit 99.1 www.avalon - globocare.com Nasdaq: ALBT September 202 5 Corporate Presentation Forward - Looking Statements 2 2 Certain statements contained in this presentation may constitute “forward - looking statements”, which provide current expectations of future events based on certain assumptions and include any statement that does not directly relate to any historical or current fact . Actua |
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| September 8, 2025 |
Exhibit 99.1 www.avalon - globocare.com Nasdaq: ALBT September 202 5 Corporate Presentation Forward - Looking Statements 2 2 Certain statements contained in this presentation may constitute “forward - looking statements”, which provide current expectations of future events based on certain assumptions and include any statement that does not directly relate to any historical or current fact . Actua |
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| September 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): September 8, 2025 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commissio |
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| August 29, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 29, 2025 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction (Commission F |
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| August 29, 2025 |
Exhibit 3.1 |
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| August 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 28, 2025 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commission |
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| August 28, 2025 |
Avalon GloboCare to Launch Online Sales of KetoAir Breathalyzer in the United Kingdom Exhibit 99.1 Avalon GloboCare to Launch Online Sales of KetoAir Breathalyzer in the United Kingdom FREEHOLD, N.J., August 28, 2025 (GLOBE NEWSWIRE) – Avalon GloboCare Corp. (“Avalon” or the “Company”) (NASDAQ: ALBT), a developer of precision diagnostic consumer products, today announced that it will launch the sales of KetoAir™ breathalyzer device and related accessories in the United Kingdom (“UK |
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| August 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 000-38728 AVALON GLOBOCARE CORP. (Exact name of registrant as spe |
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| August 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 6, 2025 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commission F |
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| August 5, 2025 |
Avalon GloboCare Announces Patent Issuance for Novel CAR-T and CAR-NK Cell Technology in Hong Kong Filed by Avalon GloboCare Corp. Pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Avalon GloboCare Corp. Commission File No.: 333-286738 On July 14, 2025, Avalon GloboCare Corp. published the following press release: Avalon GloboCare Announces Patent Issuance for Novel C |
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| August 5, 2025 |
Filed by Avalon GloboCare Corp. Pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Avalon GloboCare Corp. Commission File No.: 333-286738 On June 26, 2025, Avalon GloboCare Corp. published the following press release: Avalon GloboCare and Qi Diagnostics Enter into Definit |
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| August 5, 2025 |
Filed by Avalon GloboCare Corp. Pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Avalon GloboCare Corp. Commission File No.: 333-286738 On July 28, 2025, Avalon GloboCare Corp. published the following press release: Avalon GloboCare Enters into Distribution Agreement wi |
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| July 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 17, 2025 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commission Fi |
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| July 29, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 28, 2025 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commission Fi |
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| July 29, 2025 |
Waiver by and between the Company and Investor, dated as of July 28, 2025 Exhibit 10.1 WAIVER This waiver (“Waiver”) with respect to the senior secured promissory note, dated June 5, 2024 (the “Note”), is entered into as of July 28, 2025 (the “Execution Date”), by and between Avalon GloboCare Corp., a Delaware corporation (the “Company”) and Mast Hill Fund, L.P., a Delaware limited partnership (“Holder”). The Company and the Holder entered into the Note pursuant to a se |
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| July 28, 2025 |
Exhibit 99.1 Avalon GloboCare Enters into Distribution Agreement with Saga Health for KetoAir Targeting First Responders FREEHOLD, N.J., July 28, 2025 (GLOBE NEWSWIRE) – Avalon GloboCare Corp. (“Avalon” or the “Company”) (NASDAQ: ALBT), a developer of precision diagnostic consumer products, today announced that its subsidiary, Q&A Distribution, LLC, has entered into a wholesale distribution agreem |
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| July 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 28, 2025 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commission Fi |
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| July 23, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 21, 2025 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commission Fi |
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| July 23, 2025 |
Securities Purchase Agreement by and between the Company and Investor, dated as of July 21, 2025 Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of July 21, 2025, by and between AVALON GLOBOCARE CORP., a Delaware corporation, with headquarters located at 4400 Route 9 South, Suite 3100, Freehold, NJ 07728 (the “Company”), and MAST HILL FUND, L.P., a Delaware limited partnership, with its address at 150 Grossman Drive, Suite 205, Braintr |
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| July 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 14, 2025 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commission Fi |
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| July 18, 2025 |
Warrants issued by the Company to Investor, dated as of July 14, 2025 Exhibit 4.1 PRE-FUNDED COMMON STOCK PURCHASE WARRANT AVALON GLOBOCARE CORP. Warrant Shares: 354,300 Issue Date: July 14, 2025 THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Brown Stone Capital Ltd., a corporation organized under the laws of England and Wales, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations |
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| July 18, 2025 |
Registration Rights Agreement by and between the Company and Investor, dated as of July 14, 2025 Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of July 14, 2025, by and between AVALON GLOBOCARE CORP., a Delaware corporation (the “Company”), and BROWN STONE CAPITAL LTD., a corporation organized under the laws of England and Wales (together with it permitted assigns, the “Investor”). Capitalized terms used herein and not otherwise defined h |
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| July 18, 2025 |
Securities Purchase Agreement by and between the Company and Investor, dated as of July 14, 2025 Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of July 14, 2025, by and between AVALON GLOBOCARE CORP., a Delaware corporation, with headquarters located at 4400 Route 9 South, Suite 3100, Freehold, NJ 07728 (the “Company”), and BROWN STONE CAPITAL LTD., a corporation organized under the laws of England and Wales, with its address at Rear |
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| July 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 14, 2025 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commission Fi |
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| July 14, 2025 |
Avalon GloboCare Announces Patent Issuance for Novel CAR-T and CAR- NK Cell Technology in Hong Kong Exhibit 99.1 Avalon GloboCare Announces Patent Issuance for Novel CAR-T and CAR- NK Cell Technology in Hong Kong FREEHOLD, N.J., July 14, 2025 (GLOBE NEWSWIRE) – Avalon GloboCare Corp. (“Avalon” or the “Company”) (NASDAQ: ALBT), a developer of precision diagnostic consumer products, today announced the issuance of a new standard patent by the Hong Kong Intellectual Property Department (HKIPD) for |
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| July 9, 2025 |
Promissory Note between the Company and Anthony Macaluso, dated July 3, 2025 Exhibit 10.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR |
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| July 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 3, 2025 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commission Fil |
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| July 9, 2025 |
Promissory Note between the Company and Lawrence Bruno, dated July 3, 2025 Exhibit 10.2 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR |
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| June 26, 2025 |
Definitive Agreement by and between the Company, Q&A, and Qi Diagnostics dated June 23, 2025 Exhibit 10.1 DEFINITIVE AGREEMENT This Definitive Agreement (the “Agreement”) is made and entered into as of June 23, 2025 (the “Effective Date”) by and between Q&A Distribution LLC (Q&A), a Texas company with office address at 1702 Northtown Dr., Grand Prairie, Tx 75050, USA, and Qi Diagnostics Limited (“Qi Diagnostics”), a medical device company with office address at 10/F, 20 Bute Street, Mongk |
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| June 26, 2025 |
Exhibit 99.1 Avalon GloboCare and Qi Diagnostics Enter into Definitive Agreement to Co-Develop Real-Time Cannabis Breathalyzer for Detecting Potential Impaired Driving FREEHOLD, N.J., June 26, 2025 (GLOBE NEWSWIRE) – Avalon GloboCare Corp. (“Avalon” or the “Company”) (NASDAQ: ALBT), a developer of precision diagnostic consumer products, today announced that it entered into a definitive agreement w |
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| June 26, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 23, 2025 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commission Fi |
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| June 13, 2025 |
As filed with the Securities and Exchange Commission on June 12, 2025 As filed with the Securities and Exchange Commission on June 12, 2025 Registration No. |
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| June 13, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Avalon GloboCare Corp. |
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| June 10, 2025 |
Ingargiola Combined Company Executive Retention Agreement. Exhibit 10.111 AMENDED AND RESTATED EXECUTIVE RETENTION AGREEMENT This Amended and Restated Executive Retention Agreement (the “Agreement”) is made and entered into by and between AVALON GLOBOCARE CORP., a Delaware corporation (the “Company”) and LUISA INGARGIOLA (the “Executive”) as of , 2025 to be effective upon the “Merger” (defined below) (the “Effective Date”). Recitals: WHEREAS, the Executiv |
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| June 10, 2025 |
As filed with the Securities and Exchange Commission on June 10, 2025 As filed with the Securities and Exchange Commission on June 10, 2025 Registration Statement No. |
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| June 10, 2025 |
Mark Wong Combined Company Executive Retention Agreement. Exhibit 10.113 AMENDED AND RESTATED EXECUTIVE RETENTION AGREEMENT This Amended and Restated Executive Retention Agreement (the “Agreement”) is made and entered into by and between YOOV, a Singapore corporation (the “Company”) and Mark Wong (the “Executive”) as of , 2025 to be effective upon the “Merger” (defined below) (the “Effective Date”). Recitals: WHEREAS, the Executive is a key employee of t |
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| June 10, 2025 |
Wong Combined Company Executive Retention Agreement. Exhibit 10.112 AMENDED AND RESTATED EXECUTIVE RETENTION AGREEMENT This Amended and Restated Executive Retention Agreement (the “Agreement”) is made and entered into by and between YOOV, a Singapore corporation (the “Company”) and Phil Wong (the “Executive”) as of , 2025 to be effective upon the “Merger” (defined below) (the “Effective Date”). Recitals: WHEREAS, the Executive is a key employee of t |
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| June 4, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 29, 2025 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction (Commission File Number) (I.R.S. |
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| June 4, 2025 |
Exhibit 10.3 State of Delaware Secretary of State Division of Corporations Delivered 11:17 AM 05/29/2025 FILED 11:17 AM 05/29/2025 SR 20252773385 - File Number 5576616 CERTIFICATE OF AMENDMENT TO CERTIFICATE OF DESIGNATIONS OF PREFERENCES AND RIGHTS OF SERIES C CONVERTIBLE PREFERRED STOCK OF Avalon GloboCare Corp. a Delaware corporation Pursuant to Section 242 of the General Corporation Law of the |
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| June 4, 2025 |
Waiver, between the Company and Holder, dated as of May 29, 2025. Exhibit 10.2 WAIVER This waiver (“Waiver”) with respect to the senior secured promissory note, dated June 5, 2024 (the “Note”), is entered into as of May 29, 2025 (the “Effective Date”), by and between Avalon GloboCare Corp., a Delaware corporation (the “Company”) and Mast Hill Fund, L.P., a Delaware limited partnership (“Holder”). The Company and the Holder entered into the Note pursuant to a sec |
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| June 4, 2025 |
Securities Purchase Agreement, between the Company and Investor, dated as of June 4, 2025. Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of June 4, 2025, by and between AVALON GLOBOCARE CORP., a Delaware corporation, with headquarters located at 4400 Route 9 South, Suite 3100, Freehold, NJ 07728 (the “Company”), and York Sun Investment Holding Limited (旭昇投資控股有限公司), a British Virgin Islands company, with its address at Blackburn |
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| May 23, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 22, 2025 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commission Fil |
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| May 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-38728 AVALON GLOBOCARE CORP. (Exact name of registrant as sp |
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| April 29, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 29, 2025 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commission F |
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| April 29, 2025 |
Avalon GloboCare Advances Proposed Merger with YOOV with Filing of Registration Statement Exhibit 99.1 Avalon GloboCare Advances Proposed Merger with YOOV with Filing of Registration Statement FREEHOLD, N.J., April 29, 2025 (GLOBE NEWSWIRE) – Avalon GloboCare Corp. (“Avalon” or the “Company”) (NASDAQ: ALBT), a commercial-stage company dedicated to developing and delivering precision diagnostic consumer products, and YOOV Group Holding Limited (“YOOV”), a provider of highly advanced art |
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| April 29, 2025 |
Avalon GloboCare Advances Proposed Merger with YOOV with Filing of Registration Statement Exhibit 99.1 Avalon GloboCare Advances Proposed Merger with YOOV with Filing of Registration Statement FREEHOLD, N.J., April 29, 2025 (GLOBE NEWSWIRE) – Avalon GloboCare Corp. (“Avalon” or the “Company”) (NASDAQ: ALBT), a commercial-stage company dedicated to developing and delivering precision diagnostic consumer products, and YOOV Group Holding Limited (“YOOV”), a provider of highly advanced art |
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| April 29, 2025 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 29, 2025 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commission F |
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| April 24, 2025 |
Exhibit 99.6 CONSENT OF DIRECTOR NOMINEE Avalon GloboCare Corp. (the “Company”) plans to file a Registration Statement on Form S-4 (together with any amendments thereto, the “Registration Statement”) with the U.S. Securities and Exchange Commission. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named in the Registration Statement as |
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| April 24, 2025 |
Exhibit 99.2 CONSENT OF DIRECTOR NOMINEE Avalon GloboCare Corp. (the “Company”) plans to file a Registration Statement on Form S-4 (together with any amendments thereto, the “Registration Statement”) with the U.S. Securities and Exchange Commission. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named in the Registration Statement as |
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| April 24, 2025 |
Exhibit 10.109 YOOV INTERNET TECHNOLOGY LIMITED Unit 2303, 23/F, Tomson Plaza, 161 Wai Yip St, KT [email protected] 3906 4391 2110 3637 www.YOOV.com EMPLOYMENT CONTRACT LETTER OF APPOINTMENT - TERMS AND CONDITIONS 1. Parties Named 1.1 The Company: YOOV Internet Technology Limited (YOOV), an independently owned and operated facility, established on October 19, 2012 under Hong Kong law. YOOV offers intern |
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| April 24, 2025 |
As filed with the Securities and Exchange Commission on April 24, 2025 As filed with the Securities and Exchange Commission on April 24, 2025 Registration Statement No. |
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| April 24, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-4 AVALON GLOBOCARE CORP. Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered(1) Proposed Maximum Offering Price Per Security Proposed Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Newly Registered Securities Fees to be Paid Equity Common Stock 457(f |
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| April 24, 2025 |
Exhibit 10.110 YOOV INTERNET TECHNOLOGY LIMITED Unit 2601-04, 26/F, Tamson Plaza, 161 Wai Yip St, KT 5989 9515 390 64391 2110 3637 [email protected] www.YOOV.com BYOB.com.hk EMPLOYMENT CONTRACT PRIVATE AND CONFIDENTIAL 29 July 2019 WONG Ling Yan Philip Flat H, 16/F, Tower 4 Kwan Fung Mansion Lee King Wan Sai Wan Ho, Hong Kong Dear Mr. Wong, LETTER OF APPOINTMENT We are pleased to offer you employment wi |
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| April 24, 2025 |
Exhibit 99.4 CONSENT OF DIRECTOR NOMINEE Avalon GloboCare Corp. (the “Company”) plans to file a Registration Statement on Form S-4 (together with any amendments thereto, the “Registration Statement”) with the U.S. Securities and Exchange Commission. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named in the Registration Statement as |
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| April 24, 2025 |
Amended and Restated 2020 Stock Incentive Plan. Exhibit 10.107 AVALON GLOBOCARE CORP. AMENDED AND RESTATED 2020 STOCK Incentive Plan 1. Establishment and Purpose 1.1 The purpose of the Avalon GloboCare Corp. Amended and Restated 2020 Stock Incentive Plan (the “Plan”) is to provide a means whereby eligible employees, officers, non-employee directors and other individual service providers develop a sense of proprietorship and personal involvement |
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| April 24, 2025 |
Exhibit 99.5 CONSENT OF DIRECTOR NOMINEE Avalon GloboCare Corp. (the “Company”) plans to file a Registration Statement on Form S-4 (together with any amendments thereto, the “Registration Statement”) with the U.S. Securities and Exchange Commission. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named in the Registration Statement as |
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| April 24, 2025 |
Exhibit 99.3 CONSENT OF DIRECTOR NOMINEE Avalon GloboCare Corp. (the “Company”) plans to file a Registration Statement on Form S-4 (together with any amendments thereto, the “Registration Statement”) with the U.S. Securities and Exchange Commission. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named in the Registration Statement as |
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| April 24, 2025 |
Exhibit 10.108 EMPLOYMENT CONTRACT PRIVATE AND CONFIDENTIAL 10 March 2023 Mr. LAI Kam Fu (Kenny) 37/F, Flat D, Tower 5, Sky Tower, 38 Sung Wong Toi Road, Kowloon Dear Kenny, LETTER OF APPOINTMENI We are pleased to offer you employment with YOOV Internet Technology (HK) Limited (“YOOV”). The offer is made under the following terms and conditions: 1. Job Title Chief Financial Officer 2. Commencement |
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| April 15, 2025 |
Exhibit 99.1 Avalon GloboCare Partners with SpecialtyHealth, Inc. to Power Police Chiefs’ Fitness Challenge with KetoAir Avalon’s KetoAir™ breathalyzer used to maintain progress for law enforcement to establish and meet their BrAce goals during the ongoing BrAce 4 Impact Challenge FREEHOLD, N.J., April 15, 2025 (GLOBE NEWSWIRE) – Avalon GloboCare Corp. (“Avalon” or the “Company”) (NASDAQ: ALBT), a |
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| April 15, 2025 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 15, 2025 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commission F |
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| April 10, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 10, 2025 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commission F |
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| April 10, 2025 |
Avalon GloboCare Announces Issuance of Patent for Novel CAR-T and CAR-NK Cell Technology in China Exhibit 99.1 Avalon GloboCare Announces Issuance of Patent for Novel CAR-T and CAR-NK Cell Technology in China FREEHOLD, N.J., April 10, 2025 (GLOBE NEWSWIRE) – Avalon GloboCare Corp. (“Avalon” or the “Company”) (NASDAQ: ALBT), a commercial-stage company dedicated to developing and delivering precision diagnostic consumer products, announced today that it has been granted the patent right and Cert |
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| April 1, 2025 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 1, 2025 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commission Fi |
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| April 1, 2025 |
Exhibit 99.1 Avalon GloboCare Partners with Pounds Transformation Clinics to Unveil the KetoAir BrAce 4 Impact Challenge Series KetoAir Now In Stock at All Three Pounds Transformation Clinics in Connecticut FREEHOLD, N.J., April 1, 2025 (GLOBE NEWSWIRE) – Avalon GloboCare Corp. (“Avalon” or the “Company”) (NASDAQ: ALBT), a commercial-stage company dedicated to developing and delivering precision d |
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| March 31, 2025 |
Exhibit 4.9 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following summary, which includes applicable provisions of the Delaware General Corporation Law (the “DGCL”), describes material provisions of the capital stock of Avalon GloboCare Corp., a Delaware corporation (“we”, “us” or the “Company”), and is intended as a summa |
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| March 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE ACT Commission file number: 001-38728 (Exact name of registrant as specified in its charter) Delaware 47-1685128 (St |
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| March 31, 2025 |
Exhibit 19.1 AVALON GLOBOCARE CORP. Statement of Company POLICY on Insider Trading and Disclosure This memorandum sets forth the policy of Avalon GloboCare Corp. and its subsidiaries (collectively, the “Company”) regarding trading in the Company’s securities as described below and the disclosure of information concerning the Company. This Statement of Company Policy on Insider Trading and Disclosu |
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| March 10, 2025 |
Exhibit 2.1 Execution Version Strictly Confidential AGREEMENT AND PLAN OF MERGER by and among YOOV GROUP HOLDING LIMITED, AVALON GLOBOCARE CORP. and NEXUS MERGERSUB LIMITED Dated as of March 7, 2025 TABLE OF CONTENTS Page Article I. THE MERGER 2 Section 1.01 The Merger 2 Section 1.02 Closing 2 Section 1.03 Effective Time 2 Section 1.04 Effects of the Merger 3 Section 1.05 Organizational Documents |
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| March 10, 2025 |
Exhibit 10.3 Final Form FORM OF Lock-Up Agreement This LOCK-UP AGREEMENT (this “Lock-Up Agreement”), dated as of March 7, 2025, is entered into by and among (i) Avalon GloboCare Corp., a Delaware corporation (“PubCo”), (ii) certain holders of securities of PubCo as set forth on Schedule A hereto (collectively, the “PubCo Lock-Up Equityholders”), and (iii) the equityholders of YOOV Group Holding Li |
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| March 10, 2025 |
Exhibit 3.2 CERTIFICATE OF ELIMINATION OF THE SERIES B CONVERTIBLE PREFERRED STOCK OF AVALON GLOBOCARE CORP. Pursuant to Section 151(g) of the General Corporation Law of the State of Delaware Avalon GloboCare Corp., a corporation organized and existing under the laws of the State of Delaware (the “Company”), in accordance with the provisions of Section 151(g) of the General Corporation Law of the |
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| March 10, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 7, 2025 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commission Fi |
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| March 10, 2025 |
Exhibit 3.3 AMENDMENT NO. 1 TO THE AMENDED AND RESTATED BYLAWS OF AVALON GLOBOCARE CORP. Adopted and Approved by the Board of Directors on March 7, 2025 1. Quorum. The first sentence of Article I, Section 5 of the Avalon GloboCare Corp. (the “Corporation”) Amended and Restated Bylaws (the “Bylaws”) is hereby amended and restated in its entirety to read as follows: “Except as otherwise required by |
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| March 10, 2025 |
Exhibit 2.1 Execution Version Strictly Confidential AGREEMENT AND PLAN OF MERGER by and among YOOV GROUP HOLDING LIMITED, AVALON GLOBOCARE CORP. and NEXUS MERGERSUB LIMITED Dated as of March 7, 2025 TABLE OF CONTENTS Page Article I. THE MERGER 2 Section 1.01 The Merger 2 Section 1.02 Closing 2 Section 1.03 Effective Time 2 Section 1.04 Effects of the Merger 3 Section 1.05 Organizational Documents |
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| March 10, 2025 |
Exhibit 3.1 CERTIFICATE OF ELIMINATION OF THE SERIES A CONVERTIBLE PREFERRED STOCK OF AVALON GLOBOCARE CORP. Pursuant to Section 151(g) of the General Corporation Law of the State of Delaware Avalon GloboCare Corp., a corporation organized and existing under the laws of the State of Delaware (the “Company”), in accordance with the provisions of Section 151(g) of the General Corporation Law of the |
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| March 10, 2025 |
Form of Avalon Voting and Support Agreement. Exhibit 10.1 FORM OF VOTING AND SUPPORT AGREEMENT This PubCo Voting and Support Agreement (this “Agreement”), dated as of March 7, 2025, is entered into by and among Avalon GloboCare Corp., a Delaware corporation ( “PubCo”), YOOV Group Holding Limited, a British Virgin Islands company (the “Company”), and the persons listed on the attached Schedule A who are signatories to this Agreement and holde |
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| March 10, 2025 |
Exhibit 10.2 FORM OF VOTING AND SUPPORT AGREEMENT This Company Voting and Support Agreement (this “Agreement”), dated as of March 7, 2025, is entered into by and among Avalon GloboCare Corp., a Delaware corporation ( “PubCo”), YOOV Group Holding Limited, a British Virgin Islands company (the “Company”), and the persons listed on the attached Schedule A who are signatories to this Agreement and hol |
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| March 10, 2025 |
Exhibit 10.3 Final Form FORM OF Lock-Up Agreement This LOCK-UP AGREEMENT (this “Lock-Up Agreement”), dated as of March 7, 2025, is entered into by and among (i) Avalon GloboCare Corp., a Delaware corporation (“PubCo”), (ii) certain holders of securities of PubCo as set forth on Schedule A hereto (collectively, the “PubCo Lock-Up Equityholders”), and (iii) the equityholders of YOOV Group Holding Li |
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| March 10, 2025 |
Exhibit 99.1 Avalon GloboCare and YOOV, a Leading Business AI Automation Solutions Provider, Enter into Merger Agreement YOOV Achieves 59.1% Annual Revenue Growth, Reporting Unaudited Revenue of $45.7 Million with Net Income of $3.4 Million for Calendar Year 2024, Versus Unaudited Revenue of $28.7 Million with Net Loss of $2.4 Million for Calendar Year 2023 Upon Consummation of the Merger, Pending |
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| March 10, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 7, 2025 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commission Fi |
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| March 10, 2025 |
Exhibit 3.2 CERTIFICATE OF ELIMINATION OF THE SERIES B CONVERTIBLE PREFERRED STOCK OF AVALON GLOBOCARE CORP. Pursuant to Section 151(g) of the General Corporation Law of the State of Delaware Avalon GloboCare Corp., a corporation organized and existing under the laws of the State of Delaware (the “Company”), in accordance with the provisions of Section 151(g) of the General Corporation Law of the |
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| March 10, 2025 |
Exhibit 99.1 Avalon GloboCare and YOOV, a Leading Business AI Automation Solutions Provider, Enter into Merger Agreement YOOV Achieves 59.1% Annual Revenue Growth, Reporting Unaudited Revenue of $45.7 Million with Net Income of $3.4 Million for Calendar Year 2024, Versus Unaudited Revenue of $28.7 Million with Net Loss of $2.4 Million for Calendar Year 2023 Upon Consummation of the Merger, Pending |
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| March 10, 2025 |
Amendment No. 1 to the Avalon Bylaws, as adopted and approved by the Avalon Board on March 7, 2025. Exhibit 3.3 AMENDMENT NO. 1 TO THE AMENDED AND RESTATED BYLAWS OF AVALON GLOBOCARE CORP. Adopted and Approved by the Board of Directors on March 7, 2025 1. Quorum. The first sentence of Article I, Section 5 of the Avalon GloboCare Corp. (the “Corporation”) Amended and Restated Bylaws (the “Bylaws”) is hereby amended and restated in its entirety to read as follows: “Except as otherwise required by |
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| March 10, 2025 |
Form of YOOV Voting and Support Agreement. Exhibit 10.2 FORM OF VOTING AND SUPPORT AGREEMENT This Company Voting and Support Agreement (this “Agreement”), dated as of March 7, 2025, is entered into by and among Avalon GloboCare Corp., a Delaware corporation ( “PubCo”), YOOV Group Holding Limited, a British Virgin Islands company (the “Company”), and the persons listed on the attached Schedule A who are signatories to this Agreement and hol |
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| March 10, 2025 |
Exhibit 10.1 FORM OF VOTING AND SUPPORT AGREEMENT This PubCo Voting and Support Agreement (this “Agreement”), dated as of March 7, 2025, is entered into by and among Avalon GloboCare Corp., a Delaware corporation ( “PubCo”), YOOV Group Holding Limited, a British Virgin Islands company (the “Company”), and the persons listed on the attached Schedule A who are signatories to this Agreement and holde |
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| March 10, 2025 |
Exhibit 3.1 CERTIFICATE OF ELIMINATION OF THE SERIES A CONVERTIBLE PREFERRED STOCK OF AVALON GLOBOCARE CORP. Pursuant to Section 151(g) of the General Corporation Law of the State of Delaware Avalon GloboCare Corp., a corporation organized and existing under the laws of the State of Delaware (the “Company”), in accordance with the provisions of Section 151(g) of the General Corporation Law of the |
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| February 27, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 26, 2025 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commissio |
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| February 27, 2025 |
Exhibit 10.1 REDEMPTION AND ABANDONMENT AGREEMENT This Redemption and Abandonment Agreement (this “Agreement”), dated to be effective as of February 26, 2025 (the “Effective Date”), is by and among Laboratory Services MSO LLC, a Delaware limited liability company (the “Company”), SCBC Holdings LLC, a Delaware limited liability company (“SCBC”), the Zoe Family Trust (the “Trust”), Bryan Cox and Sar |
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| February 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 18, 2025 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commissio |
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| February 18, 2025 |
Exhibit 99.1 Avalon GloboCare Receives Notice of Allowance for Groundbreaking CAR-T and CAR-NK Cell Technology in China FREEHOLD, N.J., February 18, 2025 (GLOBE NEWSWIRE) – Avalon GloboCare Corp. (“Avalon” or the “Company”) (NASDAQ: ALBT), a developer of innovative precision diagnostics and laboratory services, announced today that it has received a Notice of Allowance from the China National Inte |
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| January 10, 2025 |
Exhibit 10.1 Docusign Envelope ID: 81FAFEC0 - E6D9 - 4CB3 - A44C - A7FA5FC76BF7 State of Delay are Secretary of State Division of Corporañons Delivered 10:15 All 01/07/2025 FILED 10:10 A \ I 01/06/2025 SR 20250038116 - FileNumber SS76616 AVALON GLOBOCARE CORP. CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES D CONVERTIBLE PREFERRED STOCK PURSUANT TO SECTION 151(G) OF THE |
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| January 10, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 6, 2025 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commission |
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| January 10, 2025 |
Exchange Agreement, between the Company and Lu, dated as of January 9, 2025 Exhibit 10.2 EXCHANGE AGREEMENT This EXCHANGE AGREEMENT (the “Agreement”) is made and entered into as of January 9, 2025 (the “Effective Date”), by and between AVALON GLOBOCARE CORP., a Delaware corporation (the “Company”), and WENZHAO LU, an individual (the “Holder”, and together with the Company, the “Parties”). WHEREAS, the Holder is the beneficial owner of 9,000 shares of Series A Preferred St |
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| December 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 19, 2024 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commissio |
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| December 26, 2024 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of December 19, 2024, by and between AVALON GLOBOCARE CORP., a Delaware corporation, with headquarters located at 4400 Route 9 South, Suite 3100, Freehold, NJ 07728 (the “Company”), and YORK SUN INVESTMENT HOLDING LIMITED (旭昇投資控股有限公司), a British Virgin Islands company, with its address at Sea |
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| December 19, 2024 |
Exhibit 10.3 |
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| December 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 13, 2024 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commissio |
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| December 19, 2024 |
Exhibit 10.1 CONSENT, ACKNOWLEDGEMENT AND WAIVER AGREEMENT This CONSENT, ACKNOWLEDGEMENT AND WAIVER AGREEMENT (this “Agreement”) is entered into on December 15, 2024, and made effective as of December 5, 2024, by and among Avalon GloboCare Corporation, a Delaware corporation (“Borrower”), and Mast Hill Fund, L.P., a Delaware limited partnership (“Lender”). WHEREAS, the Borrower issued that certain |
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| December 19, 2024 |
Exhibit 10.2 NEITHER THIS SECURITY NOR THE SECURITIES AS TO WHICH THIS SECURITY MAY BE EXERCISED HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE RE |
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| November 21, 2024 |
Regulation FD Disclosure, Other Events, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 19, 2024 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commissio |
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| November 21, 2024 |
Avalon GloboCare Regains Compliance with Nasdaq Continued Listing Requirements Exhibit 99.1 Avalon GloboCare Regains Compliance with Nasdaq Continued Listing Requirements FREEHOLD, N.J., November 21, 2024 (GLOBE NEWSWIRE) – Avalon GloboCare Corp. (“Avalon” or the “Company”) (NASDAQ: ALBT), a developer of innovative precision diagnostics and laboratory services, today announced that the Company received notice from The Nasdaq Stock Market (“Nasdaq”) on November 19, 2024, noti |
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| November 18, 2024 |
Exhibit 99.1 Avalon GloboCare Launches “BrAce for Impact” Affiliate Marketing Program for the KetoAir Breathalyzer Device FREEHOLD, N.J., November 18, 2024 (GLOBE NEWSWIRE) – Avalon GloboCare Corp. (“Avalon” or the “Company”) (NASDAQ: ALBT), a developer of innovative precision diagnostics and laboratory services, today announced the launch of the “BrAce for Impact” affiliate marketing program for |
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| November 18, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 18, 2024 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commissio |
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| November 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 000-38728 AVALON GLOBOCARE CORP. (Exact name of registrant a |
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| November 1, 2024 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 29, 2024 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commission |
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| October 31, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 31, 2024 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commission |
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| October 31, 2024 |
Exhibit 99.1 Avalon GloboCare Appoints Dr. Charles Cavo to its Scientific Advisory Board in Support of KetoAir Sales Dr. Cavo’s expertise will advance the marketing and business development of KetoAir™, a handheld breathalyzer for ketogenic health FREEHOLD, N.J., October 31, 2024 (GLOBE NEWSWIRE) – Avalon GloboCare Corp. (“Avalon” or the “Company”) (NASDAQ: ALBT), a developer of innovative precisi |
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| October 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 23, 2024 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commission |
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| October 29, 2024 |
Exhibit 3.1 |
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| October 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 25, 2024 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commission |
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| October 25, 2024 |
Exhibit 99.1 Avalon GloboCare and Qi Diagnostics Enter into Memorandum of Understanding for Proposed Co-Development of Real-Time Cannabis Breathalyzer for Detecting Potential Impaired Driving FREEHOLD, N.J., October 25, 2024 (GLOBE NEWSWIRE) – Avalon GloboCare Corp. (“Avalon” or the “Company”) (NASDAQ: ALBT), a developer of innovative precision diagnostics and laboratory services, today announced |
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| October 24, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 24, 2024 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commission |
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| October 24, 2024 |
Avalon GloboCare Announces 1-for-15 Reverse Stock Split as Part of Nasdaq Compliance Plan Exhibit 99.1 Avalon GloboCare Announces 1-for-15 Reverse Stock Split as Part of Nasdaq Compliance Plan FREEHOLD, N.J., October 24, 2024 (GLOBE NEWSWIRE) – Avalon GloboCare Corp. (“Avalon” or the “Company”) (NASDAQ: ALBT), a developer of innovative precision diagnostics and laboratory services, today announced that it will effect a 1-for-15 reverse split (“reverse split”) of its common shares that |
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| October 11, 2024 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 7, 2024 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commission |
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| October 9, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 9, 2024 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commission |
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| October 9, 2024 |
Exhibit 99.1 Avalon GloboCare to Sponsor Keto Pa-LOU-za 2024 Conference and Showcase KetoAir Breathalyzer Device KetoAir and its related accessories will be available for purchase at the conference FREEHOLD, N.J., October 9, 2024 (GLOBE NEWSWIRE) – Avalon GloboCare Corp. (“Avalon” or the “Company”) (NASDAQ: ALBT), a developer of innovative precision diagnostics and laboratory services, today annou |
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| August 28, 2024 |
United States Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin |
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| August 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 000-38728 AVALON GLOBOCARE CORP. (Exact name of registrant as spe |
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| August 15, 2024 |
United States Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| August 14, 2024 |
Exhibit 99.1 Avalon’s Laboratory Services MSO to Launch Sales of Proprietary FDA-Registered External Male Catheter Device Device is Approved for Reimbursement by Medicare and is Supported by Several Private Insurance Providers FREEHOLD, N.J., August 14, 2024 (GLOBE NEWSWIRE) – Avalon GloboCare Corp. (“Avalon” or the “Company”) (NASDAQ: ALBT), a developer of innovative cell-based technology, cellul |
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| August 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 14, 2024 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commission |
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| August 14, 2024 |
AVALON GLOBOCARE CORP. (Name of Registrant as Specified in Charter) UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION OMB Number: 3235-0058 Washington, D. |
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| July 31, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 31, 2024 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commission Fi |
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| July 31, 2024 |
Exhibit 99.1 Avalon’s Laboratory Services MSO Launches DNA Testing Kit for Predisposition to Opioid Addiction Direct-To-Consumer, Non-Invasive Kit is Available in the U.S. for Convenient At-Home Sample Collection FREEHOLD, N.J., July 31, 2024 (GLOBE NEWSWIRE) – Avalon GloboCare Corp. (“Avalon” or the “Company”) (NASDAQ: ALBT), a developer of innovative cell-based technology, cellular therapy and p |
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| July 18, 2024 |
Avalon GloboCare Launches Online Sales of KetoAir Breathalyzer in the U.S. at Ketoair.us Exhibit 99.1 Avalon GloboCare Launches Online Sales of KetoAir Breathalyzer in the U.S. at Ketoair.us FREEHOLD, N.J., July 18, 2024 (GLOBE NEWSWIRE) – Avalon GloboCare Corp. (“Avalon” or the “Company”) (NASDAQ: ALBT), a developer of innovative cell-based technology, cellular therapy and precision diagnostics, today announced the official launch of online sales for the KetoAir™ breathalyzer device |
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| July 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 18, 2024 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commission Fi |
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| July 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 10, 2024 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commission Fi |
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| July 16, 2024 |
Letter from Marcum LLP, dated July 16, 2024, addressed to the Securities and Exchange Commission. Exhibit 16.1 July 16, 2024 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Dear Commissioners: We have read the statements made by Avalon Globocare Corp. under Item 4.01 of its Form 8-K dated July 10, 2024. We agree with the statements concerning our Firm in such Form 8-K; we are not in a position to agree or disagree with other statements of Avalon Globocare Corp. conta |
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| June 5, 2024 |
Exhibit 10.3 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR |
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| June 5, 2024 |
Exhibit 10.5 NEITHER THIS SECURITY NOR THE SECURITIES AS TO WHICH THIS SECURITY MAY BE EXERCISED HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE RE |
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| June 5, 2024 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of June 5, 2024, by and between AVALON GLOBOCARE CORP., a Delaware corporation, with headquarters located at 4400 Route 9 South, Suite 3100, Freehold, NJ 07728 (the “Company”), and MAST HILL FUND, L.P., a Delaware limited partnership, with its address at 48 Parker Road, Wellesley, MA 02482 (th |
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| June 5, 2024 |
Exhibit 10.2 SECURITY AGREEMENT This SECURITY AGREEMENT, dated as of June 5, 2024 (this “Agreement”), is among Avalon Globocare Corp., a Delaware corporation (the “Company”), all of the Subsidiaries of the Company (such subsidiaries, the “Guarantors” and, together with the Company, the “Debtors”) and Mast Hill Fund, L.P., a Delaware limited partnership (collectively with its endorsees, transferees |
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| June 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 5, 2024 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commission Fil |
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| June 5, 2024 |
Exhibit 10.4 NEITHER THIS SECURITY NOR THE SECURITIES AS TO WHICH THIS SECURITY MAY BE EXERCISED HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE RE |
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| June 5, 2024 |
Exhibit 10.6 RECORD AND RETURN TO: Rich May P.C. 176 Federal Street Boston, MA 02110 Attn: James B. Heffernan, Esq. MORTGAGE AND SECURITY AGREEMENT THIS MORTGAGE AND SECURITY AGREEMENT (the “Mortgage”), made this 5th day of June, 2024, between AVALON RT9 PROPERTIES, LLC., a New Jersey limited liability company having an address of c/o Avalon GloboCare Corp., 4400 Route 9 South, Suite 3100, Freehol |
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| May 31, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 000-38728 AVALON GLOBOCARE CORP. (Exact name of registrant as sp |
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| May 31, 2024 |
Exhibit 10.5 SECURITY AGREEMENT This SECURITY AGREEMENT, dated as of March 7, 2024 (this “Agreement”), is among Avalon Globocare Corp., a Delaware corporation (the “Company”), all of the Subsidiaries of the Company (such subsidiaries, the “Guarantors” and, together with the Company, the “Debtors”) and Mast Hill Fund, L.P., a Delaware limited partnership (collectively with its endorsees, transferee |
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| May 31, 2024 |
Exhibit 10.4 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR |
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| May 31, 2024 |
Exhibit 10.3 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of March 7, 2024, by and between AVALON GLOBOCARE CORP., a Delaware corporation, with headquarters located at 4400 Route 9 South, Suite 3100, Freehold, NJ 07728 (the “Company”), and MAST HILL FUND, L.P., a Delaware limited partnership, with its address at 48 Parker Road, Wellesley, MA 02482 (t |
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| May 31, 2024 |
Exhibit 10.6 NEITHER THIS SECURITY NOR THE SECURITIES AS TO WHICH THIS SECURITY MAY BE EXERCISED HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE RE |
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| May 24, 2024 |
Avalon GloboCare Corp. Receives Notice from Nasdaq Regarding Delayed Quarterly Report Exhibit 99.1 Avalon GloboCare Corp. Receives Notice from Nasdaq Regarding Delayed Quarterly Report FREEHOLD, N.J., May 24, 2024 (GLOBE NEWSWIRE) - Avalon GloboCare Corp. (“Avalon” or the “Company”) (NASDAQ: ALBT), a developer of innovative cell-based technology, cellular therapy and precision diagnostics, today announced that it received a notice (the “Notice”) on May 22, 2024 from The Nasdaq Stoc |
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| May 24, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 22, 2024 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commission Fil |
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| May 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 001-38728 CUSIP NUMBER NOTIFICATION OF LATE FILING 05344R203 (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: March 31, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transi |
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| May 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 2, 2024 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commission File |
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| April 15, 2024 |
Exhibit 97.1 AVALON GLOBOCARE CORP. COMPENSATION RECOVERY POLICY (Adopted and approved on November 16, 2023) 1. Purpose Avalon GloboCare Corp. (collectively with its subsidiaries, the “Company”) is committed to promoting high standards of honest and ethical business conduct and compliance with applicable laws, rules and regulations. As part of this commitment, the Company has adopted this Compensa |
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| April 15, 2024 |
Exhibit 10.50 CONSULTING AGREEMENT This Consulting Agreement (the “Agreement”) dated February 9, 2023 (the “Effective Date”), is made by and between Laboratory Services MSO, LLC (the “Company”) with an address at 4400 Route 9 South, Suite 3100, Freehold, New Jersey 07728 and Sarah Cox, with an address at 2549 Eastbluff Drive, #750, Newport Beach, California 92660 (“Consultant”). 1. Services. The C |
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| April 15, 2024 |
Description of Securities Registered under Section 12 of the Securities Exchange Act of 1934 Exhibit 4.9 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following summary, which includes applicable provisions of the Delaware General Corporation Law (the “DGCL”), describes material provisions of the capital stock of Avalon GloboCare Corp (“we”, “us” or the “Company”) and is intended as a summary only and therefore is n |
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| April 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE ACT Commission file number: 001-38728 (Exact name of registrant as specified in its charter) Delaware 47-1685128 (St |
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| April 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 001-38728 CUSIP NUMBER NOTIFICATION OF LATE FILING 05344R203 (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Tra |
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| March 27, 2024 |
Exhibit 10.2 RECORD AND RETURN TO: Rich May P.C. 176 Federal Street Boston, MA 02110 Attn: James B. Heffernan, Esq. MORTGAGE AND SECURITY AGREEMENT THIS MORTGAGE AND SECURITY AGREEMENT (the “Mortgage”), made this 27th day of March, 2024, between AVALON RT 9 PROPERTIES, LLC., a New Jersey limited liability company having an address of c/o Avalon GloboCare Corp., 4400 Route 9 South, Suite 3100, Free |
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| March 27, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 27, 2024 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commission F |
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| March 27, 2024 |
Exhibit 10.1 RECORD AND RETURN TO: Rich May P.C. 176 Federal Street Boston, MA 02110 Attn: James B. Heffernan, Esq. MORTGAGE AND SECURITY AGREEMENT THIS MORTGAGE AND SECURITY AGREEMENT (the “Mortgage”), made this 27th day of March, 2024, between AVALON RT 9 PROPERTIES, LLC., a New Jersey limited liability company having an address of c/o Avalon GloboCare Corp., 4400 Route 9 South, Suite 3100, Free |
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| January 25, 2024 |
AVCO / Avalon GloboCare Corp / Lu Wenzhao - AMENDMENT NO. 3 TO SCHEDULE 13D Activist Investment SC 13D/A 1 ea192098-13da3luavalon.htm AMENDMENT NO. 3 TO SCHEDULE 13D SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D (Rule 13d-101) (Amendment No. 3) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) AVALON GLOBOCARE CORP. (Name of Issuer) Common Stock, Par Value $.0001 Per Share (Title of Class of |
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| November 22, 2023 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 17, 2023 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commissio |
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| November 22, 2023 |
Exhibit 10.1 EXECUTION VERSION MEMBERSHIP INTEREST PURCHASE AGREEMENT between Avalon GloboCare Corp., Seller and Wenzhao Lu, Purchaser dated as of November 17, 2023 TABLE OF CONTENTS ARTICLE I DEFINITIONS 1 ARTICLE II PURCHASE AND SALE 3 ARTICLE III PURCHASE PRICE 4 ARTICLE IV INSPECTION 4 ARTICLE V CLOSING 5 ARTICLE VI CLOSING DELIVERIES 5 ARTICLE VII TAX MATTERS 6 ARTICLE VIII SELLER’S COVENANTS |
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| November 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 000-38728 AVALON GLOBOCARE CORP. (Exact name of registrant a |
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| November 14, 2023 |
Avalon Globocare Corp. Amended and Restated 2020 Stock Incentive Plan. Exhibit 10.12 AVALON GLOBOCARE CORP. AMENDED AND RESTATED 2020 STOCK Incentive Plan 1. Establishment and Purpose 1.1 The purpose of the Avalon GloboCare Corp. Amended and Restated 2020 Stock Incentive Plan (the “Plan”) is to provide a means whereby eligible employees, officers, non-employee directors and other individual service providers develop a sense of proprietorship and personal involvement |
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| November 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 3, 2023 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commission |
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| October 13, 2023 |
Exhibit 10.7 SECURITY AGREEMENT This SECURITY AGREEMENT, dated as of October 9, 2023 (this “Agreement”), is among Avalon Globocare Corp., a Delaware corporation (the “Company”), all of the Subsidiaries of the Company (such subsidiaries, the “Guarantors” and, together with the Company, the “Debtors”) and FirstFire Global Opportunities Fund, LLC, a Delaware limited liability company (collectively wi |
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| October 13, 2023 |
Exhibit 10.8 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR |
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| October 13, 2023 |
Exhibit 10.6 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of October 9, 2023, by and between AVALON GLOBOCARE CORP., a Delaware corporation, with headquarters located at 4400 Route 9 South, Suite 3100, Freehold, NJ 07728 (the “Company”), and FIRSTFIRE GLOBAL OPPORTUNITIES FUND, LLC, a Delaware limited liability company, with its address at 1040 First |
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| October 13, 2023 |
Exhibit 10.2 SECURITY AGREEMENT This SECURITY AGREEMENT, dated as of October 9, 2023 (this “Agreement”), is among Avalon Globocare Corp., a Delaware corporation (the “Company”), all of the Subsidiaries of the Company (such subsidiaries, the “Guarantors” and, together with the Company, the “Debtors”) and Mast Hill Fund, L.P., a Delaware limited partnership (collectively with its endorsees, transfer |
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| October 13, 2023 |
Exhibit 10.9 NEITHER THIS SECURITY NOR THE SECURITIES AS TO WHICH THIS SECURITY MAY BE EXERCISED HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE RE |
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| October 13, 2023 |
Exhibit 10.3 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR |
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| October 13, 2023 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of October 9, 2023, by and between AVALON GLOBOCARE CORP., a Delaware corporation, with headquarters located at 4400 Route 9 South, Suite 3100, Freehold, NJ 07728 (the “Company”), and MAST HILL FUND, L.P., a Delaware limited partnership, with its address at 48 Parker Road, Wellesley, MA 02482 |
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| October 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 12, 2023 AVALON GLOBOCARE CORP. (Exact name of registrant as specified in its charter) Delaware 001-38728 47-1685128 (State or other jurisdiction of incorporation) (Commission |
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| October 13, 2023 |
Exhibit 10.5 NEITHER THIS SECURITY NOR THE SECURITIES AS TO WHICH THIS SECURITY MAY BE EXERCISED HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE RE |
