Framework Ventures IV L.P. - Oct 16, 2025 Form 4 Insider Report for NovaBay Pharmaceuticals, Inc. (NBY)

Role
10%+ Owner
Signature
/s/ Michael Ernest Anderson - Framework Ventures IV L.P. - Authorized Signatory
Stock symbol
NBY
Transactions as of
Oct 16, 2025
Transactions value $
$0
Form type
4
Date filed
11/3/2025, 09:39 PM
Previous filing
Oct 22, 2025

Reporting Owners (5)

Name Relationship Address Signature Signature date CIK
Framework Ventures IV L.P. 10%+ Owner 600 MONTGOMERY STREET, FLOOR 42, SAN FRANCISCO /s/ Michael Ernest Anderson - Framework Ventures IV L.P. - Authorized Signatory 2025-11-03 0002028474
Framework Ventures Management LLC 10%+ Owner 600 MONTGOMERY STREET, FLOOR 42, SAN FRANCISCO /s/ Michael Ernest Anderson - Framework Ventures Management LLC - Authorized Signatory 2025-11-03 0002091751
Framework Ventures IV GP LLC 10%+ Owner 600 MONTGOMERY STREET, FLOOR 42, SAN FRANCISCO /s/ Michael Ernest Anderson - Framework Ventures IV GP LLC - Authorized Signatory 2025-11-03 0002092591
Spencer Vance 10%+ Owner 600 MONTGOMERY STREET, FLOOR 42, SAN FRANCISCO /s/ Vance Spencer 2025-11-03 0002092030
Anderson Michael Ernest 10%+ Owner 600 MONTGOMERY STREET, FLOOR 42, SAN FRANCISCO /s/ Michael Ernest Anderson 2025-11-03 0002093174

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction NBY Common Stock Conversion of derivative security $0 +56.8M $0.00 56.8M Oct 21, 2025 Direct F1, F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction NBY Pre-Funded Warrants (Right to Buy) Purchase $0 +2.7M $0.00 2.7M Oct 16, 2025 Common Stock 2.7M $0.01 Direct F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 This represents (i) the conversion of 220,663 shares of the Issuer's Series D Non-Voting Convertible Preferred Stock, par value $0.01 per share (the "Series D Preferred Stock") into 35,306,080 shares of the Issuer's common stock, par value $0.01 per share (the "Common Stock") and (ii) the conversion of 134,375 shares of the Issuer's Series E Non-Voting Convertible Preferred Stock, par value $0.01 per share (the "Series E Preferred Stock") into 21,500,000 shares of the Issuer's Common Stock, both of which occurred on October 21, 2025 following stockholder approval at the Issuer's annual meeting on October 16, 2025 of proposals 5 and 9 set forth in the Issuer's Definitive Proxy Statement on Schedule 14A, filed by the Issuer with the Securities and Exchange Commission on September 23, 2025.
F2 The reported securities may also be deemed to be beneficially owned by Framework Ventures GP IV LLC ("Framework GP"), Framework Ventures Management LLC ("Framework Management"), Vance Spencer ("Mr. Spencer") and Michael Ernest Anderson ("Mr. Anderson" and together with Framework GP, Framework Management, Mr. Spencer and the Reporting Person, the "Framework Entities"), each of which or whom disclaim beneficial ownership of these shares, except to the extent of its or his pecuniary interest in such shares, if any. Framework GP is the general partner of the Reporting Person. Framework Management is the investment manager for Framework GP. Mr. Spencer and Mr. Anderson are members and the managers of Framework GP and the managing members of Framework Management.
F3 On October 16, 2025, the Issuer issued and sold to the Reporting Person pre-funded warrants (the "Pre-Funded Warrants") to purchase an aggregate 2,702,703 shares of the Issuer's Common Stock. The purchase price was $1.10 per warrant, representing 110% of the closing price of the Common Stock on the day before the issuance, less the $0.01 exercise price for each warrant. The Pre-Funded Warrants have no expiration date and are exercisable for shares of Common Stock at any time after January 1, 2026, subject to receipt of stockholder approval.

Remarks:

Exhibit 99.1 - Joint Filing Agreement (incorporated by reference to Exhibit 99.1 for Form 4 filed with the Securities and Exchange Commission filed on October 20, 2025).