Artelo Biosciences, Inc.

Artelo Biosciences, Inc. (ARTL) is a clinical-stage biopharmaceutical company developing therapeutics targeting lipid-signaling modulation pathways, including the endocannabinoid system. Key programs include ART27.13, a dual CB1/CB2 agonist in Phase 1b/2a for cancer-related anorexia showing 6.38% mean weight gain in interim data; ART26.12, a FABP5 inhibitor cleared for Phase 1 in chemotherapy-induced peripheral neuropathy with positive first-in-human safety results; and ART12.11, a CBD cocrystal for anxiety disorders. Incorporated in Nevada in 2011, headquartered in Solana Beach, California, the company is a smaller reporting company with audited financials showing $600,000 cash and cash equivalents and $(1,272,000) stockholders' deficit as of December 31, 2025. This S-1 registers a best-efforts public offering of 1,641,587 shares of common stock at $7.31 per share or pre-funded warrants (exercise price $0.001), potentially raising up to $10.8 million net proceeds after 8% placement agent fees to Craft Capital Management LLC and expenses. Proceeds are for working capital and general corporate purposes, including Nasdaq compliance efforts amid a stockholders' equity deficiency requiring $2.5 million by March 30, 2026, following a 1-for-3 reverse stock split effective March 10, 2026 reducing shares from 2,124,772 to 736,127. Post-offering, 2,377,714 shares outstanding assuming full share sale. The offering addresses liquidity needs and listing risks in a capital-constrained biotech pursuing unmet needs in oncology and pain.

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