الإحصائيات الأساسية
| LEI | 549300UKS15BEXENY615 |
| CIK | 1810560 |
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 Revelation Biosciences, Inc. - Equity Warrant
SEC Filings (Chronological Order)
توفر هذه الصفحة قائمة كاملة ومرتبة ترتيبًا زمنيًا لتصريحات هيئة الأوراق المالية والبورصات، باستثناء تصريحات الملكية التي نقدمها في مكان آخر.
| August 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q r UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ 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: 001-39603 REVELATION BIOSCIENCES, INC. |
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| August 8, 2025 |
FORM 8-K Item 2.02 Results of Operations and Financial Condition. 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 08, 2025 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Commi |
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| August 8, 2025 |
Exhibit 99.1 Revelation Biosciences, Inc. Announces Financial Results for the three and six months ended June 30, 2025 San Diego, CA – August 8, 2025 – Revelation Biosciences, Inc. (NASDAQ: REVB) (the “Company” or “Revelation”), a clinical-stage life sciences company that is focused on rebalancing inflammation to optimize health, today reported its financial results for the three and six months en |
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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 07, 2025 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Commiss |
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| July 9, 2025 |
Revelation Biosciences Inc. Announces 1-for-3 Reverse Stock Split effective July 7, 2025 Revelation Biosciences Inc. Announces 1-for-3 Reverse Stock Split effective July 7, 2025 San Diego, CA – July 1, 2025 – Revelation Biosciences, Inc.(NASDAQ: REVB) (the “Company” or “Revelation”), announced today that, on July 7, 2025, the Company will implement a 1-for-3 reverse split of its common stock following approval at its Special Meeting of Stockholders held on June 23, 2025. The reverse s |
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| July 9, 2025 |
Amendment to the Third Amended and Restated Certificate of Incorporation effective July 7, 2025 EXHIBIT 3.1 CERTIFICATE OF AMENDMENT to the THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION of REVELATION BIOSCIENCES, INC. REVELATION BIOSCIENCES, INC., a corporation organized and existing under the General Corporation Law of the State of Delaware (the “Corporation”), does hereby certify as follows: FIRST: The name of the Corporation is Revelation Biosciences, Inc. The Corporation’s orig |
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| June 25, 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 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Commiss |
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| June 25, 2025 | ||
| June 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of |
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| June 4, 2025 |
Revelation Biosciences, Inc. Announces Closing of $4 Million Public Offering Exhibit 99.2 Revelation Biosciences, Inc. Announces Closing of $4 Million Public Offering San Diego, CA – May 29, 2025 – Revelation Biosciences, Inc. (NASDAQ: REVB) (the “Company” or “Revelation”), a clinical-stage life sciences company that is focused on rebalancing inflammation to optimize health, today announced the closing of its previously announced public offering of 3,640,000 shares of its |
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| June 4, 2025 |
Form of Securities Purchase Agreement Exhibit 10.2 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of May 28, 2025, between Revelation Biosciences, Inc., 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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| 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 28, 2025 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Commissi |
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| June 4, 2025 |
Revelation Biosciences, Inc. Announces Pricing of $4 Million Public Offering Exhibit 99.1 Revelation Biosciences, Inc. Announces Pricing of $4 Million Public Offering San Diego, CA – May 29, 2025 – Revelation Biosciences, Inc. (NASDAQ: REVB) (the “Company” or “Revelation”), a clinical-stage life sciences company that is focused on rebalancing inflammation to optimize health, today announced the pricing of a public offering of 3,640,000 shares of its common stock (or common |
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| June 4, 2025 |
Warrant Agency Agreement dated May 28, 2025 Exhibit 4.1 Revelation Biosciences, Inc. and Continental Stock Transfer & Trust Company as Warrant Agent Warrant Agency Agreement Dated as of May 29, 2025 WARRANT AGENCY AGREEMENT WARRANT AGENCY AGREEMENT, dated as of May 29, 2025 (“Agreement”), between Revelation Biosciences, Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the |
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| June 4, 2025 |
Form of Pre-Funded Common Stock Warrant Exhibit 4.2 PRE-FUNDED COMMON STOCK PURCHASE WARRANT Revelation Biosciences, Inc. Warrant Shares: [*] Initial Exercise Date: May 29, 2025 THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [*] or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or |
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| June 4, 2025 |
Form of Class H Common Stock Warrant Exhibit 4.3 CLASS H COMMON STOCK PURCHASE WARRANT Revelation Biosciences, Inc. Warrant Shares: 14,560,000 Issue Date: May 29, 2025 CUSIP: 76135L168 ISIN: US76135L1686 THIS CLASS H COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, CEDE & CO. or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereina |
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| June 4, 2025 |
Placement Agency Agreement dated May 28, 2025 Exhibit 10.1 PLACEMENT AGENCY AGREEMENT May 28, 2025 Roth Capital Partners, LLC 888 San Clemente Drive, Suite 400 Newport Beach, CA 92660 Ladies and Gentlemen: Introduction. Subject to the terms and conditions herein (this “Agreement”), Revelation Biosciences, Inc., a Delaware corporation (the “Company”), hereby agrees to sell up to an aggregate of $4,004,000 of registered securities of the Compan |
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| May 29, 2025 |
Rule 424(b)(3) Commission File No. 333-287423 PROSPECTUS REVELATION BIOSCIENCES, INC. 675,000 Shares of Common Stock Pre-Funded Warrants to Purchase up to 2,965,000 Shares of Common Stock and 2,965,000 Shares of Common Stock Underlying the Pre-Funded Warrants 14,560,000 Class H Common Stock Warrants to Purchase 14,560,000 Shares of Common Stock and 14,560,000 Shares of Common Stock Underlying the |
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| May 29, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of |
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| May 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): May 23, 2025 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Commissi |
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| May 28, 2025 |
Revelation Biosciences Announces Retirement of George Tidmarsh, MD, PhD from Board of Directors Revelation Biosciences Announces Retirement of George Tidmarsh, MD, PhD from Board of Directors San Diego, CA – May 23, 2025 – Revelation Biosciences, Inc. |
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| May 23, 2025 |
As filed with the U.S. Securities and Exchange Commission on May 23, 2025 As filed with the U.S. Securities and Exchange Commission on May 23, 2025 Registration No. 333-287423 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 REVELATION BIOSCIENCES, INC. (Exact name of registrant as specified in its charter) DELAWARE (Jurisdiction of incorporation or organization) 2 |
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| May 23, 2025 |
Form of Class H Common Stock Warrant Exhibit 4.16 EXHIBIT A-1 CLASS H COMMON STOCK PURCHASE WARRANT Revelation Biosciences, Inc. Warrant Shares: Issue Date: , 2025 CUSIP: ISIN: THIS CLASS H COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or afte |
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| May 23, 2025 |
J.P. Galda & Co. 40 East Montgomery Avenue, LTW 220 Ardmore, Pennsylvania 19008 J.P. Galda & Co. 40 East Montgomery Avenue, LTW 220 Ardmore, Pennsylvania 19008 May 23, 2025 VIA EDGAR AND E-MAIL Mr. Alan Campbell Mr. Joseph McCann Office of Life Sciences Division of Corporate Finance U.S. Securities and Exchange Commission 100 F. Street, N.E. Washington, DC 20549-7010 Re: Revelation Biosciences, Inc. Registration Statement on Form S-1 Commission File No. 333-287423 Gentlemen: |
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| May 23, 2025 |
Form of Securities Purchase Agreement Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of , 2025, between Revelation Biosciences, Inc., 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 conditions se |
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| May 23, 2025 |
Form of Warrant Agency Agreement with Continental Stock Transfer & Trust Co. Exhibit 4.18 Revelation Biosciences, Inc. and Continental Stock Transfer & Trust Company as Warrant Agent Warrant Agency Agreement Dated as of , 2025 WARRANT AGENCY AGREEMENT WARRANT AGENCY AGREEMENT, dated as of , 2025 (“Agreement”), between Revelation Biosciences, Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Warrant Ag |
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| May 23, 2025 |
Exhibit 107 FILING FEE TABLES FOR FORM S-1 Calculation of Filing Fee Tables Form S-1 (Form Type) REVELATION BIOSCIENCES, INC. |
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| May 22, 2025 |
REVELATION BIOSCIENCES, INC. 4660 La Jolla Village Drive, Suite 100 San Diego, CA 92122 REVELATION BIOSCIENCES, INC. 4660 La Jolla Village Drive, Suite 100 San Diego, CA 92122 May 22, 2025 VIA EDGAR AND E-MAIL Mr. Alan Campbell Office of Life Sciences Division of Corporate Finance U.S. Securities and Exchange Commission 100 F. Street, N.E. Washington, DC 20549-7010 Re: Revelation Biosciences Inc. Registration Statement on Form S-1; Commission File No. 333-287423 Dear Mr. Campbell: In |
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| May 22, 2025 |
REVELATION BIOSCIENCES, INC. 4660 La Jolla Village Drive, Suite 100 San Diego, CA 92122 REVELATION BIOSCIENCES, INC. 4660 La Jolla Village Drive, Suite 100 San Diego, CA 92122 May 22, 2025 VIA EDGAR AND E-MAIL Mr. Alan Campbell Office of Life Sciences Division of Corporate Finance U.S. Securities and Exchange Commission 100 F. Street, N.E. Washington, DC 20549-7010 Re: Revelation Biosciences, Inc. Registration Statement on Form S-1; Commission File No. 333-287423 Dear Mr. Campbell: P |
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| May 20, 2025 |
Form of Placement Agency Agreement with Roth Capital Partners, LLC Exhibit 10.3 PLACEMENT AGENCY AGREEMENT , 2025 Roth Capital Partners, LLC 888 San Clemente Drive, Suite 400 Newport Beach, CA 92660 Ladies and Gentlemen: Introduction. Subject to the terms and conditions herein (this “Agreement”), Revelation Biosciences, Inc., a Delaware corporation (the “Company”), hereby agrees to sell up to an aggregate of $ of registered securities of the Company, including, b |
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| May 20, 2025 |
Form of Securities Purchase Agreement Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of , 2025, between Revelation Biosciences, Inc., 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 conditions se |
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| May 20, 2025 |
Form of Class H-2 Common Stock Warrant Exhibit 4.17 EXHIBIT A-1 CLASS H-2 COMMON STOCK PURCHASE WARRANT Revelation Biosciences, Inc. Warrant Shares: Issue Date: , 2025 CUSIP: ISIN: THIS CLASS H-2 COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or |
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| May 20, 2025 |
REVELATION BIOSCIENCES, INC. 4660 La Jolla Village Drive, Suite 100 San Diego, CA 92122 REVELATION BIOSCIENCES, INC. 4660 La Jolla Village Drive, Suite 100 San Diego, CA 92122 May 20, 2025 VIA EDGAR AND E-MAIL Mr. Allan Campbell Office of Life Sciences Division of Corporate Finance U.S. Securities and Exchange Commission 100 F. Street, N.E. Washington, DC 20549-7010 Re: Revelation Biosciences Inc. Registration Statement on Form S-1; Commission File No. 333-287423 Dear Mr.Campbell: Pu |
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| May 20, 2025 |
Form of Class H-3 common Stock Warrant Exhibit 4.18 EXHIBIT A-1 CLASS H-3 COMMON STOCK PURCHASE WARRANT Revelation Biosciences, Inc. Warrant Shares: Issue Date: , 2025 CUSIP: ISIN: THIS CLASS H-3 COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or |
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| May 20, 2025 |
Form of Warrant Agency Agreement with Continental Stock Transfer & Trust Co. Exhibit 4.20 Revelation Biosciences, Inc. and Continental Stock Transfer & Trust Company as Warrant Agent Warrant Agency Agreement Dated as of , 2025 WARRANT AGENCY AGREEMENT WARRANT AGENCY AGREEMENT, dated as of , 2025 (“Agreement”), between Revelation Biosciences, Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Warrant Ag |
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| May 20, 2025 |
As filed with the U.S. Securities and Exchange Commission on May 20, 2025 As filed with the U.S. Securities and Exchange Commission on May 20, 2025 Registration No. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 REVELATION BIOSCIENCES, INC. (Exact name of registrant as specified in its charter) DELAWARE (Jurisdiction of incorporation or organization) 2834 84-3898466 (Primary Standa |
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| May 20, 2025 |
Exhibit 10.2 LOCK-UP AGREEMENT , 2025 Revelation Biosciences, Inc. Roth Capital Partners, LLC, as placement agent in the Offering (as defined below) Re: Offering (as defined below) by Revelation Biosciences, Inc. (the “Company”) Ladies and Gentlemen: The undersigned irrevocably agrees with the Company that, from the date hereof until ninety (90) days following the closing of the Company’s offering |
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| May 20, 2025 |
Form of Class H-1 Common Stock Warrant Exhibit 4.16 EXHIBIT A-1 CLASS H-1 COMMON STOCK PURCHASE WARRANT Revelation Biosciences, Inc. Warrant Shares: Issue Date: , 2025 CUSIP: ISIN: THIS CLASS H-1 COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or |
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| May 20, 2025 |
Exhibit 4.19 PRE-FUNDED COMMON STOCK PURCHASE WARRANT Revelation Biosciences, Inc. Warrant Shares: Initial Exercise Date: February 5, 2024 THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or af |
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| May 20, 2025 |
Exhibit 107 FILING FEE TABLES FOR FORM S-1 Calculation of Filing Fee Tables Form S-1 (Form Type) REVELATION BIOSCIENCES, INC. |
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| May 8, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 08, 2025 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Commissi |
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| May 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q r UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ 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: 001-39603 REVELATION BIOSCIENCES, INC. |
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| May 8, 2025 |
Revelation Biosciences, Inc. Announces Financial Results for the Three Months Ended March 31, 2025 Exhibit 99.1 Revelation Biosciences, Inc. Announces Financial Results for the Three Months Ended March 31, 2025 San Diego, CA – May 8, 2025 – Revelation Biosciences, Inc. (NASDAQ: REVB) (the “Company” or “Revelation”), a clinical-stage life sciences company that is focused on rebalancing inflammation to optimize health, today reported its three months ended March 31, 2025 financial results. Corpor |
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| April 4, 2025 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of , 2025, between Revelation Biosciences, Inc., 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 conditions se |
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| April 4, 2025 |
PLACEMENT AGENCY AGREEMENT ______, 2025 Exhibit 10.3 PLACEMENT AGENCY AGREEMENT , 2025 Roth Capital Partners, LLC 888 San Clemente Drive, Suite 400 Newport Beach, CA 92660 Ladies and Gentlemen: Introduction. Subject to the terms and conditions herein (this “Agreement”), Revelation Biosciences, Inc., a Delaware corporation (the “Company”), hereby agrees to sell up to an aggregate of $ of registered securities of the Company, including, b |
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| April 4, 2025 |
PRE-FUNDED COMMON STOCK PURCHASE WARRANT Revelation Biosciences, Inc. Exhibit 4.17 PRE-FUNDED COMMON STOCK PURCHASE WARRANT Revelation Biosciences, Inc. Warrant Shares: Initial Exercise Date: February 5, 2024 THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or af |
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| April 4, 2025 |
CLASS H COMMON STOCK PURCHASE WARRANT Revelation Biosciences, Inc. Exhibit 4.16 CLASS H COMMON STOCK PURCHASE WARRANT Revelation Biosciences, Inc. Warrant Shares: Initial Exercise Date: , 2025 CUSIP: ISIN: THIS CLASS H COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after |
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| April 4, 2025 |
Confidentially submitted to the Securities and Exchange Commission on April 4, 2025. |
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| April 4, 2025 |
Exhibit 4.18 Revelation Biosciences, Inc. and Continental Stock Transfer & Trust Company as Warrant Agent Warrant Agency Agreement Dated as of , 2025 WARRANT AGENCY AGREEMENT WARRANT AGENCY AGREEMENT, dated as of , 2025 (“Agreement”), between Revelation Biosciences, Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Warrant Ag |
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| April 4, 2025 |
Exhibit 10.2 LOCK-UP AGREEMENT , 2025 Revelation Biosciences, Inc. Roth Capital Partners, LLC, as placement agent in the Offering (as defined below) Re: Offering (as defined below) by Revelation Biosciences, Inc. (the “Company”) Ladies and Gentlemen: The undersigned irrevocably agrees with the Company that, from the date hereof until ninety (90) days following the closing of the Company’s offering |
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| March 17, 2025 |
Gemini priming attenuates inflammation in human peripheral blood mononuclear cells – Observed response is excellent surrogate of the potential of Gemini in target indications – – Equivalent response anticipated in Phase 1b study CKD patients – San Diego, CA – March 17, 2025 – Revelation Biosciences, Inc. |
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| March 17, 2025 | ||
| March 17, 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 17, 2025 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Commis |
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| March 6, 2025 |
Exhibit 99.1 Revelation Biosciences, Inc. Announces Financial Results for the Three and Twelve Months Ended December 31, 2024 San Diego, CA – March 6, 2025 – Revelation Biosciences, Inc. (NASDAQ: REVB) (the “Company” or “Revelation”), a clinical-stage life sciences company that is focused on rebalancing inflammation to optimize health, today reported its three and twelve months ended December 31, |
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| March 6, 2025 |
EXHIBIT 4.16 DESCRIPTION OF SECURITIES REGISTERED UNDER SECTION 12 OF THE EXCHANGE ACT Authorized and Outstanding Stock The Charter authorizes the issuance of an aggregate of 505,000,000 shares of capital stock, consisting of 500,000,000 Shares of Common Stock, $0.001 par value per share and 5,000,000 shares of preferred stock, $0.001 par value per share. The outstanding Shares of Common Stock are |
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| March 6, 2025 |
Exhibit 14.2 INSIDER TRADING POLICY (dated January 10, 2021) I. INTRODUCTION Federal and state laws prohibit buying, selling or making other transfers of securities by persons who have material information that is not generally known or available to the public. These laws also prohibit persons with such material nonpublic information from disclosing this information to others who trade. Revelation |
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| March 6, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 06, 2025 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Commis |
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| March 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K r UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K (Mark One) ☒ 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 SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39603 REVELATION BIOSCIENCES, INC. |
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| February 24, 2025 |
Revelation Biosciences, Inc. Receives Continued NASDAQ Listing Approval EXHIBIT 99.1 Revelation Biosciences, Inc. Receives Continued NASDAQ Listing Approval San Diego, CA – February 24, 2025 – Revelation Biosciences, Inc. (NASDAQ: REVB) (the “Company” or “Revelation”), a clinical-stage life sciences company that is focused on rebalancing inflammation to optimize health, announced today the Nasdaq Stock Market LLC (“Nasdaq”) formally notified the Company that REVB comm |
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| February 24, 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 19, 2025 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Com |
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| February 11, 2025 |
Rebalancing inflammation to optimize health NASDAQ: REVB www.revbiosciences.com Rebalancing inflammation to optimize health NASDAQ: REVB www.revbiosciences.com This presentation contains forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995, as amended. Forward-looking statements are statements that are not historical facts. These forward-looking statements are generally identified by the words "anticipate", "believe", "expect", "estima |
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| February 11, 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 10, 2025 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Com |
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| January 30, 2025 |
Amendment to the Third Amended and Restated Certificate of Incorporation effective January 28, 2025 EXHIBIT 3.1 CERTIFICATE OF AMENDMENT to the THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION of REVELATION BIOSCIENCES, INC. REVELATION BIOSCIENCES, INC., a corporation organized and existing under the General Corporation Law of the State of Delaware (the “Corporation”), does hereby certify as follows: FIRST: The name of the Corporation is Revelation Biosciences, Inc. The Corporation’s orig |
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| January 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): January 28, 2025 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Comm |
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| January 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): January 17, 2025 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Comm |
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| January 21, 2025 |
Revelation Biosciences Starts its PRIME Phase 1b Clinical Study of Gemini in CKD Patients – Dosing to Commence Mid-February – – Topline data expected Mid-Year – San Diego, CA – January 21, 2025 – Revelation Biosciences, Inc. |
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| January 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuit 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 the use of the Commission only (as permitted by Rule 14a-6(e)(2)) ☐ De |
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| January 7, 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 03, 2025 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Comm |
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| January 7, 2025 |
Nasdaq Grants Revelation Biosciences Inc. Continued Listing Exhibit 99.1 Nasdaq Grants Revelation Biosciences Inc. Continued Listing San Diego, CA – January 6, 2025 – Revelation Biosciences, Inc. (NASDAQ: REVB) (the “Company” or “Revelation”), a clinical-stage life sciences company that is focused on harnessing the power of trained immunity for the treatment of disease, announced today that the Nasdaq Hearings Panel issued a decision letter granting Revela |
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| December 20, 2024 |
Revelation Biosciences, Inc. 14,224,140 Shares of Common Stock As filed Pursuant to Rule 424(b)(3) Registration No. 333-283764 PROSPECTUS Revelation Biosciences, Inc. 14,224,140 Shares of Common Stock This prospectus relates to the resale, from time to time, of up to 14,224,140 shares of common stock, par value $0.001 per share, by the selling stockholders identified in this prospectus under “Selling Stockholders” (the “Selling Stockholders”) to be issued upo |
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| December 20, 2024 |
Revelation Biosciences, Inc. 4660 La Jolla Village Drive, Suite 100 San Diego, California 92122 Revelation Biosciences, Inc. 4660 La Jolla Village Drive, Suite 100 San Diego, California 92122 December 20, 2024 Via EDGAR Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Attention: Chris Edwards Re: Revelation Biosciences, Inc. Registration Statement on Form S-3 Commission File No. 333-283764 Mr. Edwards: On behalf of Revelation Biosciences, Inc. (the “Company”), I hereb |
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| December 19, 2024 |
As filed with the Securities and Exchange Commission on December 19, 2024 As filed with the Securities and Exchange Commission on December 19, 2024 Registration No. |
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| December 19, 2024 |
Revelation Biosciences, Inc. 4660 La Jolla Village Drive, Suite 100 San Diego, California 92122 Revelation Biosciences, Inc. 4660 La Jolla Village Drive, Suite 100 San Diego, California 92122 December 19, 2024 Via EDGAR Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Attention: Chris Edwards Re: Revelation Biosciences, Inc. Registration Statement on Form S-3 Commission File No. 333-283764 Mr. Edwards: On behalf of Revelation Biosciences, Inc. (the “Company”), I hereb |
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| December 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of |
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| December 12, 2024 |
EXHIBIT 107 Calculation of Filing Fee Tables Form S-3 (Form Type) REVELATION BIOSCIENCES, INC. |
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| December 12, 2024 |
As filed with the Securities and Exchange Commission on December 12, 2024 As filed with the Securities and Exchange Commission on December 12, 2024 Registration No. |
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| December 12, 2024 |
Financial Statements and Exhibits, Other Events 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 12, 2024 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Com |
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| December 6, 2024 |
Exhibit 99.1 Revelation Biosciences Inc. Announces FDA Acceptance of Gemini IND -Phase 1b Study in CKD Patients to begin early 2025- San Diego, CA – December 2, 2024 – Revelation Biosciences, Inc. (NASDAQ: REVB) (the “Company” or “Revelation”), a clinical-stage life sciences company that is focused on harnessing the power of trained immunity for the treatment of disease, announced today that the U |
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| December 6, 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 03, 2024 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Com |
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| December 6, 2024 |
Form of Class F Common Stock Warrant dated December 3, 2024 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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| December 6, 2024 |
Form of Class G Common Stock Warrant dated December 3, 2024 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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| December 6, 2024 |
Exhibit 10.1 revelation biosciences, inc. December 3, 2024 Holder of Common Stock Purchase Warrants Re: Inducement Offer to Exercise Common Stock Purchase Warrants Dear Holder: Revelation Biosciences, Inc. (the “Company”) is pleased to offer to you (“Holder”, “you” or similar terminology) (i) the opportunity to receive new warrants to purchase shares of the Company’s common stock, par value $0.001 |
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| December 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of |
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| November 8, 2024 |
Exhibit 99.1 Revelation Biosciences, Inc. Announces Financial Results for the Three and Nine Months Ended September 30, 2024 San Diego, CA – November 8, 2024 – Revelation Biosciences, Inc. (NASDAQ: REVB) (the “Company” or “Revelation”), a clinical-stage biopharmaceutical company focused on harnessing the power of trained immunity for the prevention and treatment of disease by developing and commer |
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| November 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ 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 For the transition period from to Commission File Number: 001-39603 REVELATION BIOSCIENCES, INC. |
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| November 8, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 08, 2024 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Com |
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| October 21, 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 16, 2024 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Comm |
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| September 27, 2024 |
Revelation Biosciences’ Gemini Induces Dose Dependent Significant Increases in IL-10 Exhibit 99.1 Revelation Biosciences’ Gemini Induces Dose Dependent Significant Increases in IL-10 San Diego, CA – September 24, 2024 – Revelation Biosciences, Inc. (NASDAQ: REVB) (the “Company” or “Revelation”), a clinical-stage life sciences company that is focused on harnessing the power of trained immunity for the prevention and treatment of disease, today announced statistically significant, d |
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| September 27, 2024 |
Financial Statements and Exhibits, Other Events 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 24, 2024 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Co |
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| September 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q/A (Amendment No. 1) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q/A (Amendment No. |
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| September 23, 2024 |
J.P. Galda & Co. Attorneys-at-Law 40 E Montgomery Avenue, LTW 220 Ardmore, Pennsylvania 19003 Telephone (215) 815-1534 September 23, 2024 Via Email and EDGAR Office of Life Sciences Division of Corporation Finance Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Attention: Gary Newberry Angela Connell Re: Revelation Biosciences, Inc. Form 10-K for the Fiscal Year Ended Dece |
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| September 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K/A (Amendment No. 1) ageord UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K/A (Amendment No. |
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| September 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q/A (Amendment No. 1) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q/A (Amendment No. |
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| September 13, 2024 |
Revelation Biosciences, Inc. 5,096,120 Shares of Common Stock As filed Pursuant to Rule 424(b)(3) Registration No. 333-281909 PROSPECTUS Revelation Biosciences, Inc. 5,096,120 Shares of Common Stock This prospectus relates to the resale, from time to time, of up to 5,096,120 shares of common stock, par value $0.001 per share, by the selling stockholders identified in this prospectus under “Selling Stockholders” (the “Selling Stockholders”) to be issued upon |
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| September 10, 2024 |
Revelation Biosciences, Inc. 4660 La Jolla Village Drive, Suite 100 San Diego, California 92122 Revelation Biosciences, Inc. 4660 La Jolla Village Drive, Suite 100 San Diego, California 92122 September 10, 2024 Via EDGAR Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Attention: Chris Edwards Re: Revelation Biosciences, Inc. Registration Statement on Form S-3 Commission File No. 333-281909 Mr. Edwards: On behalf of Revelation Biosciences, Inc. (the “Company”), I here |
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| September 3, 2024 |
EXHIBIT 107 Calculation of Filing Fee Tables Form S-3 (Form Type) REVELATION BIOSCIENCES, INC. |
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| September 3, 2024 |
As filed with the Securities and Exchange Commission on September 3, 2024 As filed with the Securities and Exchange Commission on September 3, 2024 Registration No. |
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| August 26, 2024 |
Exhibit 10.1 revelation biosciences, inc. August 21, 2024 Holder of Common Stock Purchase Warrants Re: Inducement Offer to Exercise Common Stock Purchase Warrants Dear Holder: Revelation Biosciences, Inc. (the “Company”) is pleased to offer to you (“Holder”, “you” or similar terminology) (i) the opportunity to receive new warrants to purchase shares of the Company’s common stock, par value $0.0001 |
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| August 26, 2024 |
Form of Class E Common Stock Warrant dated August 22, 2024 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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| August 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): August 21, 2024 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Commi |
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| August 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): August 14, 2024 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Commi |
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| August 9, 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 09, 2024 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Commi |
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| August 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ 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 For the transition period from to Commission File Number: 001-39603 REVELATION BIOSCIENCES, INC. |
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| August 9, 2024 |
Exhibit 99.1 Revelation Biosciences, Inc. Announces Financial Results for the Three and Six Months Ended June 30, 2024 San Diego, CA – August 9, 2024 – Revelation Biosciences, Inc. (NASDAQ: REVB) (the “Company” or “Revelation”), a clinical-stage biopharmaceutical company focused on harnessing the power of trained immunity for the prevention and treatment of disease by developing and commercializin |
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| August 2, 2024 |
Financial Statements and Exhibits, Other Events 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 01, 2024 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Commi |
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| July 23, 2024 |
Revelation Biosciences, Inc. 4660 La Jolla Village Drive, Suite 100 San Diego, California 92122 Revelation Biosciences, Inc. 4660 La Jolla Village Drive, Suite 100 San Diego, California 92122 July 26, 2024 Via EDGAR Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Attention: Chris Edwards Re: Revelation Biosciences, Inc. Registration Statement on Form S-3 Commission File No. 333-280908 Mr. Edwards: On behalf of Revelation Biosciences, Inc. (the “Company”), I hereby re |
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| July 19, 2024 |
EXHIBIT 107 Calculation of Filing Fee Tables Form S-3 (Form Type) REVELATION BIOSCIENCES, INC. |
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| July 19, 2024 |
As filed with the Securities and Exchange Commission on July 19, 2024 As filed with the Securities and Exchange Commission on July 19, 2024 Registration No. |
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| June 24, 2024 |
Exhibit 99.1 NOTICE OF EXERCISE To: Revelation Biosciences, Inc. (1) The undersigned hereby elects to purchase Warrant Shares of the Company pursuant to the terms of the attached Warrant (only if exercised in full), and tenders herewith payment of the exercise price in full, together with all applicable transfer taxes, if any. (2) Payment shall take the form of (check applicable box): [ ] in lawfu |
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| June 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): June 24, 2024 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Commiss |
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| June 18, 2024 |
Exhibit 107 Calculation of Filing Fee Tables FORM S-8 (Form Type) REVELATION BIOSCIENCES, INC. |
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| June 18, 2024 |
Exhibit 23.01 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in this Registration Statement on Form S-8 of Revelation Biosciences, Inc. (the “Company”) of our report dated March 22, 2024 relating to the consolidated financial statements of Revelation Biosciences, Inc., as of and for the years ended December 31, 2023 and 2022, which includes an |
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| June 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 REVELATION BIOSCIENCES, INC. (Exact name of registrant as specified in its charter) Delaware 84-3898466 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 4660 La Jolla Village Drive, Suite 100 San Diego, CA 92122 |
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| June 18, 2024 |
Exhibit 5.01 J.P. Galda & Co. Attorneys-at-Law 40 East Montgomery Avenue, LTW 220 Ardmore, Pennsylvania 19003 Telephone: 215-815-1534 June 18, 2024 Revelation Biosciences, Inc. 4660 La Jolla Village Drive, Suite 100 San Diego, California 92122 Ladies and Gentlemen: Re: Registration on Form S-8 We have acted as counsel to Revelation Biosciences, Inc., a corporation incorporated under the laws of th |
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| May 16, 2024 |
Financial Statements and Exhibits, 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): May 15, 2024 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Commissi |
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| May 10, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ 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 For the transition period from to Commission File Number: 001-39603 REVELATION BIOSCIENCES, INC. |
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| May 10, 2024 |
Revelation Biosciences, Inc. Announces Financial Results for the Three Months Ended March 31, 2024 Exhibit 99.1 Revelation Biosciences, Inc. Announces Financial Results for the Three Months Ended March 31, 2024 San Diego, CA – May 10, 2024 – Revelation Biosciences, Inc. (NASDAQ: REVB) (the “Company” or “Revelation”), a clinical-stage life sciences company that is focused on harnessing the power of trained immunity for the prevention and treatment of disease, today reported its three months ende |
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| May 10, 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 10, 2024 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Commissi |
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| April 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of |
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| April 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of |
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| March 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K 1vavageord UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K (Mark One) ☒ 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 SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39603 REVELATION BIOSCIENCES, INC. |
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| March 22, 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 22, 2024 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Commis |
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| March 22, 2024 |
Exhibit 97 CLAWBACK POLICY (November 20, 2023) I. Purpose The Board of Directors (the “Board”) of Revelation Biosciences, Inc. (the “Company”) believes that it is in the best interests of the Company and its shareholders to adopt this Clawback Policy (the "Policy"), which provides for the recovery of certain incentive compensation in the event of an Accounting Restatement (as defined below). This |
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| March 22, 2024 |
Exhibit 99.1 Revelation Biosciences, Inc. Announces Financial Results for the Three and Twelve Months Ended December 31, 2023 San Diego, CA – March 22, 2024 – Revelation Biosciences, Inc. (NASDAQ: REVB) (the “Company” or “Revelation”), a clinical-stage life sciences company that is focused on harnessing the power of trained immunity for the prevention and treatment of disease, today reported its t |
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| March 12, 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 12, 2024 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Commis |
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| March 12, 2024 |
Oral Presentation at the 29th International Conference on Advances in Critical Care Nephrology: AKI and CRRT - March 2024 Intravenous GeminiTM for Prevention of Acute Kidney Injury Prophylactic Administration of Gemini (intravenous PHAD®) Reduces Tissue Damage and Improves Kidney Function in a Rat Model of Bilateral Ischemic Reperfusion Induced Acute Kidney Injury (AKI) Presented by Robin Marsden, Senior Vice President, Biology Introduction Gemini is a proprietary formulation of phosphorylated hexaacyl disaccharide (PHAD), a synthetic, detoxified version of lipopolysaccharide (LPS). |
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| March 12, 2024 |
Gemini is a proprietary formulation of phosphorylated hexaacyl disaccharide (PHAD), a synthetic, detoxified version of lipopolysaccharide (LPS). |
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| February 13, 2024 |
EX-99.1 2 exhibit99-1.htm JOINT FILING AGREEMENT BY AND AMONG THE REPORTING PERSONS Exhibit 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that a single Schedule 13G (or any amendment thereto) relating to the Common Stock, par value $0.001 per share, of Revelation Biosciences, Inc. shall be filed on behalf of each of the undersigned and that this Agreement shall be filed as an exhibit to |
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| February 13, 2024 |
US76135L3096 / REVELATION BIOSCIENCES INC / Lind Global Fund II LP Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Revelation Biosciences, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 76135L309 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designat |
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| February 8, 2024 |
Revelation Biosciences Inc. Announces Closing of $6.2 Million Public Offering Exhibit 99.2 Revelation Biosciences Inc. Announces Closing of $6.2 Million Public Offering San Diego, CA – February 5, 2024 – Revelation Biosciences Inc. (NASDAQ: REVB) (the “Company” or “Revelation”), a life sciences company that is focused on harnessing the power of trained immunity for the prevention and treatment of disease, today announced the closing on February 5, 2024 of its previously ann |
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| February 8, 2024 |
Form of Placement Agency Agreement dated February 1, 2024 EXHIBIT 10.1 PLACEMENT AGENCY AGREEMENT February 1, 2024 Roth Capital Partners, LLC 888 San Clemente Drive, Suite 400 Newport Beach, CA 92660 Ladies and Gentlemen: Introduction. Subject to the terms and conditions herein (this “Agreement”), Revelation Biosciences, Inc., a Delaware corporation (the “Company”), hereby agrees to sell up to an aggregate of $6,183,450 of registered securities of the Co |
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| February 8, 2024 |
Form of Warrant Agency Agreement with Continental Stock Transfer & Trust Co. dated February 5, 2024 EXHIBIT 4.1 Revelation Biosciences, Inc. and Continental Stock Transfer & Trust Company as Warrant Agent Warrant Agency Agreement Dated as of February 5, 2024 WARRANT AGENCY AGREEMENT WARRANT AGENCY AGREEMENT, dated as of February 5, 2024 (“Agreement”), between Revelation Biosciences, Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporati |
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| February 8, 2024 |
Form of Class D Pre-Funded Warrant dated February 5, 2024 Exhibit 4.2 PRE-FUNDED COMMON STOCK PURCHASE WARRANT Revelation Biosciences, Inc. Warrant Shares: Initial Exercise Date: February 5, 2024 THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or aft |
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| February 8, 2024 |
Form of Securities Purchase Agreement dated February 1, 2024 Exhibit 10.2 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of February 1, 2024, between Revelation Biosciences, Inc., 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 con |
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| February 8, 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): February 05, 2024 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Com |
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| February 8, 2024 |
Revelation Biosciences Inc. Announces Pricing of $6.2 Million Public Offering Exhibit 99.1 Revelation Biosciences Inc. Announces Pricing of $6.2 Million Public Offering San Diego, CA – February 1, 2024 – Revelation Biosciences Inc. (NASDAQ: REVB) (the “Company” or “Revelation”), a life sciences company that is focused on harnessing the power of trained immunity for the prevention and treatment of disease, today announced the pricing of a public offering of 1,365,000 shares |
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| February 8, 2024 |
Form of Class D Common Stock Warrant dated February 5, 2024 EXHIBIT 4.3 CLASS D COMMON STOCK PURCHASE WARRANT Revelation Biosciences, Inc. Warrant Shares: 2,730,000 Initial Exercise Date: February 5, 2024 CUSIP: 76135L143 ISIN: US76135L1439 THIS CLASS D COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, CEDE & CO. or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the cond |
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| February 2, 2024 |
Rule 424(b)(3) Commission File No. 333-276232 Rule 424(b)(3) Commission File No. 333-276232 PROSPECTUS REVELATION BIOSCIENCES, INC. 128,470 Shares of Common Stock 1,236,530 Pre-Funded Warrants to Purchase up to 1,236,530 Shares of Common Stock and up to 1,236,530 Shares of Common Stock Underlying the Pre-Funded Warrants 2,730,000 Class D Common Stock Warrants to Purchase up to 2,730,000 Shares of Common Stock and up to 2,730,000 Shares of Com |
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| January 30, 2024 |
Developing innovative therapeutics to address unmet needs Corporate Presentation / January 2024 www. |
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| January 30, 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): January 30, 2024 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Comm |
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| January 30, 2024 |
As filed with the U.S. Securities and Exchange Commission on January 30, 2024. As filed with the U.S. Securities and Exchange Commission on January 30, 2024. Registration No. 333-276232 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 REVELATION BIOSCIENCES, INC. (Exact name of registrant as specified in its charter) DELAWARE (Jurisdiction of incorporation or organizati |
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| January 30, 2024 |
Revelation Biosciences, Inc. 4660 La Jolla Village Drive San Diego, California 92122 Revelation Biosciences, Inc. 4660 La Jolla Village Drive San Diego, California 92122 January 30, 2024 Via EDGAR Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Attention: Cindy Polynice Laura Crotty Re: Revelation Biosciences, Inc. Registration Statement on Form S-1 Commission File No. 333-276232 Mesdames Polynice and Crotty: On behalf of Revelation Biosciences, Inc. (the |
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| January 29, 2024 |
Form of Placement Agency Agreement with Roth Capital Partners, LLC Exhibit 10.3 PLACEMENT AGENCY AGREEMENT , 2024 Roth Capital Partners, LLC 888 San Clemente Drive, Suite 400 Newport Beach, CA 92660 Ladies and Gentlemen: Introduction. Subject to the terms and conditions herein (this “Agreement”), Revelation Biosciences, Inc., a Delaware corporation (the “Company”), hereby agrees to sell up to an aggregate of $ of registered securities of the Company, including, b |
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| January 29, 2024 |
Exhibit 107 Calculation of Filing Fee Tables FORM S-1 (Form Type) Revelation Biosciences, Inc. |
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| January 29, 2024 |
J.P. Galda & Co. 40 Montgomery Avenue, LTW 220 Ardmore, Pennsylvania 19003 Telephone (215) 815-1534 J.P. Galda & Co. Attorneys-at-Law 40 Montgomery Avenue, LTW 220 Ardmore, Pennsylvania 19003 Telephone (215) 815-1534 January 29, 2024 Via EDGAR U.S. Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Attention: Cindy Polynice Laura Crotty Re: Revelation Biosciences, Inc. Registration Statement on Form S-1 File Number 333-276232 Mesdames Polynice and Crotty: Today Revelation B |
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| January 29, 2024 |
As filed with the U.S. Securities and Exchange Commission on January 29, 2024. As filed with the U.S. Securities and Exchange Commission on January 29, 2024. Registration No. 333-276232 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 REVELATION BIOSCIENCES, INC. (Exact name of registrant as specified in its charter) DELAWARE (Jurisdiction of incorporation or organizati |
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| January 29, 2024 |
Form of Class D Common Stock Warrant Exhibit 4.12 CLASS D COMMON STOCK PURCHASE WARRANT Revelation Biosciences, Inc. Warrant Shares: Initial Exercise Date: , 2024 THIS CLASS D COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date her |
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| January 29, 2024 |
Form of Securities Purchase Agreement Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of , 2024, between Revelation Biosciences, Inc., 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 conditions se |
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| January 23, 2024 |
Amendment to the Third Amended and Restated Certificate of Incorporation dated January 22, 2024 EXHIBIT 3.1 CERTIFICATE OF AMENDMENT to the THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION of REVELATION BIOSCIENCES, INC. REVELATION BIOSCIENCES, INC., a corporation organized and existing under the General Corporation Law of the State of Delaware (the “Corporation”), does hereby certify as follows: FIRST: The name of the Corporation is Revelation Biosciences, Inc. The Corporation’s orig |
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| January 23, 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): January 22, 2024 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Comm |
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| January 22, 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): January 17, 2024 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Comm |
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| December 22, 2023 |
Form of Warrant Agency Agreement with Continental Stock Transfer & Trust Co. Exhibit 4.14 Revelation Biosciences, Inc. and Continental Stock Transfer & Trust Company as Warrant Agent Warrant Agency Agreement Dated as of , 2024 WARRANT AGENCY AGREEMENT WARRANT AGENCY AGREEMENT, dated as of , 2024 (“Agreement”), between Revelation Biosciences, Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Warrant Ag |
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| December 22, 2023 |
Exhibit 10.2 LOCK-UP AGREEMENT , 20 Revelation Biosciences, Inc. Roth Capital Partners, LLC, as placement agent in the Offering (as defined below) Re: Offering (as defined below) by Revelation Biosciences, Inc. (the “Company”) Ladies and Gentlemen: The undersigned irrevocably agrees with the Company that, from the date hereof until ninety (90) days following the closing of the Company’s offering o |
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| December 22, 2023 |
Form of Placement Agency Agreement with Roth Capital Partners, LLC Exhibit 10.3 PLACEMENT AGENCY AGREEMENT , 2024 Roth Capital Partners, LLC 888 San Clemente Drive, Suite 400 Newport Beach, CA 92660 Ladies and Gentlemen: Introduction. Subject to the terms and conditions herein (this “Agreement”), Revelation Biosciences, Inc., a Delaware corporation (the “Company”), hereby agrees to sell up to an aggregate of $ of registered securities of the Company, including, b |
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| December 22, 2023 |
Exhibit 107 Calculation of Filing Fee Tables FORM S-1 (Form Type) Revelation Biosciences, Inc. |
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| December 22, 2023 |
Form of Class D Common Stock Warrant Exhibit 4.12 CLASS D COMMON STOCK PURCHASE WARRANT Revelation Biosciences, Inc. Warrant Shares: Initial Exercise Date: , 2024 THIS CLASS D COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date her |
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| December 22, 2023 |
Form of New Pre-Funded Common Stock Warrant Exhibit 4.13 PRE-FUNDED COMMON STOCK PURCHASE WARRANT Revelation Biosciences, Inc. Warrant Shares: Initial Exercise Date: , 2024 THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the da |
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| December 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of |
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| December 22, 2023 |
Form of Securities Purchase Agreement Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of , 2024, between Revelation Biosciences, Inc., 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 conditions se |
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| December 22, 2023 |
As filed with the U.S. Securities and Exchange Commission on December 22, 2023. As filed with the U.S. Securities and Exchange Commission on December 22, 2023. Registration No. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 REVELATION BIOSCIENCES, INC. (Exact name of registrant as specified in its charter) DELAWARE (Jurisdiction of incorporation or organization) 2834 84-3898466 (Primary |
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| December 12, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of |
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| November 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): November 13, 2023 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Com |
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| November 13, 2023 |
Exhibit 99.1 Revelation Biosciences, Inc. Announces Financial Results for the Three and Nine Months Ended September 30, 2023 San Diego, CA – November 13, 2023 – Revelation Biosciences, Inc. (NASDAQ: REVB) (the “Company” or “Revelation”), a life sciences company that is focused on harnessing the power of trained immunity for the prevention and treatment of disease, today reported its three and nine |
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| November 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ 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 For the transition period from to Commission File Number: 001-39603 REVELATION BIOSCIENCES, INC. |
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| October 12, 2023 |
Developing innovative therapeutics to address unmet needs Corporate Presentation / October 2023 www. |
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| October 12, 2023 |
Regulation FD Disclosure, Financial Statements and Exhibits, Other Events 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 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Comm |
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| October 12, 2023 |
Gemini Induces Pharmacologic Activity and Related Physiologic Changes in Multiple Preclinical Studies - Key Biomarker Activity Confirmed for Evaluation in Upcoming Phase 1 Study - San Diego, CA – October 12, 2023 – Revelation Biosciences Inc. |
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| October 2, 2023 |
Revelation Biosciences Inc. Announces Appointment of Lakhmir Chawla, M.D. to Board of Directors Exhibit 99.1 Revelation Biosciences Inc. Announces Appointment of Lakhmir Chawla, M.D. to Board of Directors San Diego, CA –October 2, 2023 – Revelation Biosciences Inc. (NASDAQ: REVB) (the “Company” or “Revelation”), a life sciences company that is focused on the development of immunologic based therapies for the prevention and treatment of disease, today announced the appointment of Lakhmir Chaw |
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| October 2, 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): September 27, 2023 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Co |
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| August 11, 2023 |
J.P. Galda & Co. Attorneys-at-Law 40 East Montgomery Avenue, LTW 220 Ardmore, Pennsylvania 19003 Telephone: 215-815-1534 August 11, 2023 Revelation Biosciences, Inc. 4660 La Jolla Village Drive, Suite 100 San Diego, California 92122 Ladies and Gentlemen: Re: Registration on Form S-8 We have acted as counsel to Revelation Biosciences, Inc., a corporation incorporated under the laws of the State of |
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| August 11, 2023 |
Exhibit 23.01 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in this Registration Statement on Form S-8 of Revelation Biosciences, Inc. (the “Company”) of our report dated March 30, 2023 (which includes an explanatory paragraph regarding the existence of substantial doubt about the Company’s ability to continue as a going concern), relating to |
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| August 11, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 11, 2023 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Commi |
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| August 11, 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): August 08, 2023 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Commi |
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| August 11, 2023 |
Exhibit 99.1 Revelation Biosciences Inc. Announces Financial Results for the Three and Six Months Ended June 30, 2023 San Diego, CA – August 11, 2023 – Revelation Biosciences Inc. (NASDAQ: REVB) (the “Company” or “Revelation”), a life sciences company that is focused on the development of immunologic based therapies for the prevention and treatment of disease, today reported its three and six mont |
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| August 11, 2023 |
Exhibit 107 Calculation of Filing Fee Tables FORM S-8 (Form Type) REVELATION BIOSCIENCES, INC. |
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| August 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39603 REVELATION BIOSCIENCES, INC. |
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| August 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 REVELATION BIOSCIENCES, INC. (Exact name of registrant as specified in its charter) Delaware 84-3898466 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 4660 La Jolla Village Drive, Suite 100 San Diego, CA 92122 |
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| July 14, 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): July 14, 2023 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Commiss |
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| July 7, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuit to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 2) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for the use of the Commission only (as permitted by Rule 14a-6(e)(2)) ☐ D |
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| July 7, 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): July 06, 2023 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Commiss |
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| July 7, 2023 |
Amendment to the Second Amended and Restated Bylaws Exhibit 3.2 REVELATION BIOSCIENCES, INC. a Delaware corporation SECOND AMENDED AND RESTATED BYLAWS As Amended July 6, 2023 ARTICLE I: STOCKHOLDERS Section 1.1: Annual Meetings. If required by applicable law, an annual meeting of stockholders shall be held for the election of directors at such date and time as may be determined from time to time by the Board of Directors of the Corporation (the “Bo |
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| June 29, 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): June 29, 2023 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Commiss |
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| June 29, 2023 |
REMINDER: Revelation Biosciences, Inc. Urges All Stockholders to Vote at the 2023 Annual Meeting of Stockholders San Diego, CA – June 29, 2023 – Revelation Biosciences Inc. (NASDAQ: REVB) (the “Company” or “Revelation”), a life sciences company that is focused on the development of immunologic based therapies for the prevention and treatment of disease, today reminded stockholders that the virtual |
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| June 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuit 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 the use of the Commission only (as permitted by Rule 14a-6(e)(2)) ☐ De |
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| June 12, 2023 |
Revelation Biosciences Inc. Announces Adjournment of 2023 Annual Meeting of Stockholders to July 7, 2023 and Additional Proposal San Diego, CA – June 12, 2023 – Revelation Biosciences Inc. (NASDAQ: REVB) (the “Company” or “Revelation”), a life sciences company that is focused on the development of immunologic based therapies for the prevention and treatment of disease, today announced that the Com |
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| June 12, 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): June 12, 2023 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Commiss |
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| May 25, 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): May 25, 2023 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Commissi |
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| May 25, 2023 |
Developing innovative therapeutics to address unmet needs Corporate Presentation / May 2023 www. |
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| May 22, 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): May 22, 2023 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Commissi |
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| May 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39603 REVELATION BIOSCIENCES, INC. |
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| May 22, 2023 |
Exhibit 99.1 Revelation Biosciences Inc. Announces Financial Results for the Three Months Ended March 31, 2023 and Recent Corporate Progress San Diego, CA – May 22, 2023 – Revelation Biosciences Inc. (NASDAQ: REVB) (the “Company” or “Revelation”), a life sciences company that is focused on the development of immunologic based therapies for the prevention and treatment of disease, today reported it |
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| May 15, 2023 |
OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0058 Expires: April 30, 2025 Estimated average burden hours per response. 2.50 FORM 12b-25 SEC FILE NUMBER 001-39603 NOTIFICATION OF LATE FILING CUSIP NUMBER 76135L309 (Check one): [] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [X] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: |
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| May 5, 2023 |
Revelation Biosciences, Inc. 2021 Equity Incentive Plan, as amended 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)) ☒ Defini |
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| April 25, 2023 |
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)) ☐ Defini |
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| April 3, 2023 |
Exhibit 99.1 Revelation Biosciences Inc. Announces Financial Results for the Three and Twelve Months Ended December 31, 2022 and Recent Corporate Progress San Diego, CA – March 30, 2023 – Revelation Biosciences Inc. (NASDAQ: REVB) (the “Company” or “Revelation”), a life sciences company that is focused on the development of immunologic based therapies for the prevention and treatment of disease, t |
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| April 3, 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): March 30, 2023 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Commis |
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| March 30, 2023 |
EXHIBIT 99.3 NOMINATING AND CORPORATE GOVERNANCE COMMITTEE CHARTER 1. Members. The Board of Directors (the “Board”) of Revelation Biosciences, Inc. (the “Company”) will appoint a Nominating and Corporate Governance Committee (the “Committee”) of at least two members, consisting, subject to the transition rules and exceptions applicable to a company listed on the Nasdaq Stock Market (“Nasdaq”), ent |
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| March 30, 2023 |
Compensation Committee Charter EX-99 9 revb-ex992.htm EX-99.2 EXHIBIT 99.2 COMPENSATION COMMITTEE CHARTER 1. Members. The Board of Directors (the “Board”) of Revelation Biosciences, Inc. (the “Company”) will appoint a Compensation Committee (the “Committee”) of at least two members, consisting, subject to the transition rules and exceptions applicable to a company listed on the Nasdaq Stock Market (“Nasdaq”), entirely of indepe |
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| March 30, 2023 |
EX-99 8 revb-ex991.htm EX-99.1 EXHIBIT 99.1 AUDIT COMMITTEE CHARTER 1. Members. The Board of Directors (the “Board”) of Revelation Biosciences, Inc. (the “Company”) will appoint an Audit Committee (the “Committee”) of at least three members, consisting, subject to the transition rules and exceptions applicable to a company listed on the Nasdaq Stock Market (“Nasdaq”), entirely of independent direc |
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| March 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K 1vavageord UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39603 REVELATION BIOSCIENCES, INC. |
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| March 30, 2023 |
EX-14 2 revb-ex141.htm EX-14.1 EXHIBIT 14.1 REVELATION BIOSCIENCES, INC. CODE OF BUSINESS CONDUCT AND ETHICS I. INTRODUCTION (February 1, 2022) This Code of Business Conduct and Ethics (this “Code”) provides a general statement of the expectations of Revelation Biosciences, Inc. (the “Company”) regarding the ethical standards to which each director, officer and employee should adhere while acting |
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| February 21, 2023 |
Exhibit 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that a single Schedule 13G (or any amendment thereto) relating to the Common Stock, par value $0.001 per share, of Revelation Biosciences, Inc. shall be filed on behalf of each of the undersigned and that this Agreement shall be filed as an exhibit to such Schedule 13G. February 21, 2023 LIND GLOBAL FUND II LP By: Lind Global Partner |
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| February 21, 2023 |
Exhibit 1 JOINT FILING AGREEMENT The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G may be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. |
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| February 21, 2023 |
US76135L3096 / REVELATION BIOSCIENCES INC / Lind Global Fund II LP Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Revelation Biosciences, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 76135L309 (CUSIP Number) February 13, 2023 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate |
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| February 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Revelation Biosciences, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 76135L309 (CUSIP Number) February 9, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate |
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| February 17, 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): February 16, 2023 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Com |
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| February 14, 2023 |
SC 13G 1 schedule13G.htm SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Revelation Biosciences, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 76135L101 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropri |
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| February 13, 2023 |
Form of Placement Agency Agreement Dated February 9, 2023 EXHIBIT 10.1 PLACEMENT AGENCY AGREEMENT February 9, 2023 Roth Capital Partners, LLC 888 San Clemente Drive, Suite 400 Newport Beach, CA 92660 Ladies and Gentlemen: Introduction. Subject to the terms and conditions herein (this “Agreement”), Revelation Biosciences, Inc., a Delaware corporation (the “Company”), hereby agrees to sell up to an aggregate of $15,576,750 of registered securities of the C |
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| February 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): February 09, 2023 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Com |
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| February 13, 2023 |
Form of Pre-Funded Common Stock Purchase Warrant EXHIBIT 4.2 PRE-FUNDED COMMON STOCK PURCHASE WARRANT Revelation Biosciences, Inc. Warrant Shares: Initial Exercise Date: February 13, 2023 THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or af |
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| February 13, 2023 |
Form of Securities Purchase Agreement dated February 9, 2023 EX-10 6 revb-ex102.htm EX-10.2 EXHIBIT 10.2 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of February 9, 2023, between Revelation Biosciences, Inc., 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”). WHEREA |
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| February 13, 2023 |
Revelation Biosciences Inc. Announces Closing of $15.6 Million Public Offering EXHIBIT 99.2 Revelation Biosciences Inc. Announces Closing of $15.6 Million Public Offering San Diego, CA – February 13, 2023 – Revelation Biosciences Inc. (NASDAQ: REVB) (the “Company” or “Revelation”), a clinical-stage life sciences company that is focused on the development of immunologic‑based therapies for the prevention and treatment of disease, today announced the closing on February 13, 20 |
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| February 13, 2023 |
Revelation Biosciences Inc. Announces Pricing of $15.6 Million Public Offering EXHIBIT 99.1 Revelation Biosciences Inc. Announces Pricing of $15.6 Million Public Offering San Diego, CA – February 9, 2023 – Revelation Biosciences Inc. (NASDAQ: REVB) (the “Company” or “Revelation”), a clinical-stage life sciences company that is focused on the development of immunologic‑based therapies for the prevention and treatment of disease, today announced the pricing of a public offerin |
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| February 13, 2023 |
Commission File No. 333-268576 and 333-269655 Rule 424(b)(3) PROSPECTUS REVELATION BIOSCIENCES, INC. 2,888,600 Shares of Common Stock Warrants to Purchase 6,450,000 Shares of Common Stock and 6,450,000 Shares of Common Stock Underlying the Warrants Pre-Funded Warrants to Purchase 336,400 Shares of Common Stock This is a best efforts public offering of 2,888,600 shares of our common stock, warrants |
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| February 13, 2023 |
Form of Class C Common Stock Warrant dated February 13, 2023 EXHIBIT 4.3 CLASS C COMMON STOCK PURCHASE WARRANT Revelation Biosciences, Inc. Warrant Shares: 6,450,000 Initial Exercise Date: February 13, 2023 CUSIP: 76135L408 ISIN: US76135L4086 THIS CLASS C COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, CEDE & CO. or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the con |
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| February 13, 2023 |
Form of Warrant Agency Agreement with Continental Stock Transfer & Trust Co. dated February 13, 2023 EXHIBIT 4.1 Revelation Biosciences, Inc. and Continental Stock Transfer & Trust Company as Warrant Agent Warrant Agency Agreement Dated as of February 13, 2023 WARRANT AGENCY AGREEMENT WARRANT AGENCY AGREEMENT, dated as of February 13, 2023 (“Agreement”), between Revelation Biosciences, Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corpora |
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| February 9, 2023 |
As filed with the U.S. Securities and Exchange Commission on February 9, 2023. As filed with the U.S. Securities and Exchange Commission on February 9, 2023. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 REVELATION BIOSCIENCES, INC. (Exact name of registrant as specified in its charter) DELAWARE (Jurisdiction of incorporation or organization) 2834 84-3898466 (Prim |
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| February 9, 2023 |
EX-FILING FEES 4 ea173059ex-feerevelation.htm REGISTRATION FEE TABLE Exhibit 107 Calculation of Filing Fee Tables FORM S-1 (Form Type) Revelation Biosciences, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per |
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| February 9, 2023 |
As filed with the U.S. Securities and Exchange Commission on February 9, 2023. As filed with the U.S. Securities and Exchange Commission on February 9, 2023. Registration No. 333-268576 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 REVELATION BIOSCIENCES, INC. (Exact name of registrant as specified in its charter) DELAWARE (Jurisdiction of incorporation or organizati |
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| February 6, 2023 |
Revelation Biosciences, Inc. 4660 La Jolla Village Drive San Diego, California 92122 Revelation Biosciences, Inc. 4660 La Jolla Village Drive San Diego, California 92122 February 6, 2023 Via EDGAR Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Attention: Daniel Crawford Joe McCann Re: Revelation Biosciences, Inc. Registration Statement on Form S-1 Commission File No. 333-268576 Messrs. Crawford and McCann: On behalf of Revelation Biosciences, Inc. (the “C |
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| February 6, 2023 |
REVB / Revelation Biosciences, Inc. / Weiss Asset Management LP Passive Investment 10,011,662 =============================================================================== UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| February 1, 2023 |
Form of Placement Agency Agreement Exhibit 10.18 PLACEMENT AGENCY AGREEMENT , 2023 Roth Capital Partners, LLC 888 San Clemente Drive, Suite 400 Newport Beach, CA 92660 Ladies and Gentlemen: Introduction. Subject to the terms and conditions herein (this “Agreement”), Revelation Biosciences, Inc., a Delaware corporation (the “Company”), hereby agrees to sell up to an aggregate of $ of registered securities of the Company, including, |
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| February 1, 2023 |
Amendment to the Third Amended and Restated Certificate of Incorporation dated January 30, 2023 Exhibit 3.2 CERTIFICATE OF AMENDMENT to the THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION of REVELATION BIOSCIENCES, INC. REVELATION BIOSCIENCES, INC., a corporation organized and existing under the General Corporation Law of the State of Delaware (the “Corporation”), does hereby certify as follows: FIRST: The name of the Corporation is Revelation Biosciences, Inc. The Corporation’s orig |
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| February 1, 2023 |
Exhibit 107 Calculation of Filing Fee Tables FORM S-1 (Form Type) Revelation Biosciences, Inc. |
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| February 1, 2023 |
J.P. Galda & Co. 40 Montgomery Avenue, LTW 220 Ardmore, Pennsylvania 19003 Telephone (215) 815-1534 J.P. Galda & Co. Attorneys-at-Law 40 Montgomery Avenue, LTW 220 Ardmore, Pennsylvania 19003 Telephone (215) 815-1534 February 1, 2023 Via Email and EDGAR U.S. Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Attention: Daniel Crawford Joe McCann Re: Revelation Biosciences, Inc. Registration Statement on Form S-1 Commission File Nos. 333-268076, 268576 Gentlemen: Revelation |
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| February 1, 2023 |
Form of Securities Purchase Agreement Exhibit 10.16 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of , 2023, between Revelation Biosciences, Inc., 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 conditions s |
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| February 1, 2023 |
Form of Class C Common Stock Warrant dated February 13, 2023 Exhibit 4.12 CLASS C COMMON STOCK PURCHASE WARRANT Revelation Biosciences, Inc. Warrant Shares: Initial Exercise Date: , 2023 THIS CLASS C COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date her |
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| February 1, 2023 |
As filed with the U.S. Securities and Exchange Commission on February 1, 2023. As filed with the U.S. Securities and Exchange Commission on February 1, 2023. Registration No. 333-268576 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 REVELATION BIOSCIENCES, INC. (Exact name of registrant as specified in its charter) DELAWARE (Jurisdiction of incorporation or organizati |
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| January 31, 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): January 30, 2023 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Comm |
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| January 31, 2023 |
Amendment to the Third Amended and Restated Certificate of Incorporation dated January 30, 2023 EXHIBIT 3.1 CERTIFICATE OF AMENDMENT to the THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION of REVELATION BIOSCIENCES, INC. REVELATION BIOSCIENCES, INC., a corporation organized and existing under the General Corporation Law of the State of Delaware (the “Corporation”), does hereby certify as follows: FIRST: The name of the Corporation is Revelation Biosciences, Inc. The Corporation’s orig |
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| January 31, 2023 |
EXHIBIT 99.1 Revelation Biosciences Inc. Announces 1-for-35 Reverse Stock Split effective February 1, 2023 and Results of Special Meeting of Stockholders San Diego, CA – January 31, 2023 – Revelation Biosciences Inc. (NASDAQ: REVB) (the “Company” or “Revelation”), announced today that, on February 1, 2023, the Company will implement a 1-for-35 reverse split of its common stock following approval a |
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| January 31, 2023 |
REVB / Revelation Biosciences, Inc. / Linden Capital L.P. - SC 13G/A Passive Investment SC 13G/A 1 d435526dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Revelation Biosciences, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 76135L101 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement |
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| January 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuit to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for the use of the Commission only (as permitted by Rule 14a-6(e)(2)) ☐ D |
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| January 10, 2023 |
Developing innovative therapeutics to address unmet needs Corporate Presentation / January 2023 www. |
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| January 10, 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): January 09, 2023 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Comm |
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| January 10, 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): January 10, 2023 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Comm |
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| January 10, 2023 |
Revelation Biosciences Inc. Announces Pricing of Upcoming Automatic Unit Separation Exhibit 99.1 Revelation Biosciences Inc. Announces Pricing of Upcoming Automatic Unit Separation San Diego, CA – January 10, 2023 – Revelation Biosciences Inc. (NASDAQ: REVB) (the “Company” or “Revelation”), announced today that, on January 13, 2023, the Company’s units, which trade with the ticker symbol “REVBU” will be mandatorily separated and the units will no longer trade on the Nasdaq Capita |
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| December 30, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for the us |
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| December 21, 2022 |
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, 2022 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Com |
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| December 21, 2022 |
Certificate of Designation for Series A Preferred Stock Exhibit 3.1 REVELATION BIOSCIENCES, INC. CERTIFICATE OF DESIGNATION OF SERIES A PREFERRED STOCK Pursuant to Section 151 of the General Corporation Law of the State of Delaware THE UNDERSIGNED DOES HEREBY CERTIFY, on behalf of Revelation Biosciences, Inc., a Delaware corporation (the “Corporation”), that the following resolution was duly adopted by the board of directors of the Corporation (the “Bo |
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| December 21, 2022 |
Securities Purchase Agreement for Series A Preferred Stock Exhibit 10.1 Revelation Biosciences, Inc. Series A Preferred Stock SUBSCRIPTION AND INVESTMENT REPRESENTATION AGREEMENT THIS AGREEMENT, dated as of December 19, 2022, is by and between Revelation Biosciences, Inc., a Delaware corporation (the “Company”), and the undersigned subscriber (the “Subscriber”). In consideration of the mutual promises contained herein, and other good, valuable and adequat |
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| December 20, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for the us |
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| December 12, 2022 |
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 06, 2022 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Com |
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| November 29, 2022 |
Form of Placement Agency Agreement Exhibit 10.18 PLACEMENT AGENCY AGREEMENT , 2022 Roth Capital Partners, LLC 888 San Clemente Drive, Suite 400 Newport Beach, CA 92660 Ladies and Gentlemen: Introduction. Subject to the terms and conditions herein (this ?Agreement?), Revelation Biosciences, Inc., a Delaware corporation (the ?Company?), hereby agrees to sell up to an aggregate of $ of registered securities of the Company, including, |
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| November 29, 2022 |
Form of Class C Common Stock Warrant Exhibit 4.12 CLASS C COMMON STOCK PURCHASE WARRANT Revelation Biosciences, Inc. Warrant Shares: Issue Date: , 2022 THIS CLASS C COMMON STOCK PURCHASE WARRANT (the ?Warrant?) certifies that, for value received, or its assigns (the ?Holder?) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Reverse Stock Split |
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| November 29, 2022 |
Form of Placement Agent Common Stock Warrant Exhibit 4.14 PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT Revelation Biosciences, Inc. Warrant Shares: Issue Date: , 2022 THIS PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT (the ?Warrant?) certifies that, for value received, or its assigns (the ?Holder?) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Rev |
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| November 29, 2022 |
As filed with the U.S. Securities and Exchange Commission on November 28, 2022. As filed with the U.S. Securities and Exchange Commission on November 28, 2022. Registration No. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 REVELATION BIOSCIENCES, INC. (Exact name of registrant as specified in its charter) DELAWARE (Jurisdiction of incorporation or organization) 2834 84-3898466 (Primary |
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| November 29, 2022 |
Form of Securities Purchase Agreement Exhibit 10.16 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this ?Agreement?) is dated as of , 2022, between Revelation Biosciences, Inc., 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 conditions s |
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| November 29, 2022 |
Exhibit 107 Calculation of Filing Fee Tables FORM S-1 (Form Type) Revelation Biosciences, Inc. |
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| November 25, 2022 |
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): November 23, 2022 REVELATION BIOSCIENCES, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39603 84-3898466 (State or Other Jurisdiction of Incorporation) (Com |
