NovaBay Pharmaceuticals, Inc. (NBY): History, Ownership, Mission, How It Works & Makes Money

Given the massive strategic pivot and the potential for liquidation, what is the real story behind NovaBay Pharmaceuticals, Inc. (NBY)?

In the 2025 fiscal year, the company reported a trailing twelve-month revenue of $10.30 million, a staggering 390.34% year-over-year increase, but you have to look closer: this was defintely fueled by a $10.7 million gain from the divestiture of its Avenova assets.

You see a stock price surge to $1.06 per share as of November 2025, yet the core business has narrowed dramatically to wound care products while the board is evaluating a voluntary dissolution plan.

How do you reconcile a TTM net income of $3.24 million with a fundamentally changing business model, and what does this mean for the 23.25% of institutional shareholders who are still holding on?

NovaBay Pharmaceuticals, Inc. (NBY) History

You're looking for the real story behind NovaBay Pharmaceuticals, Inc., not the marketing fluff. Honestly, this company's history is a fascinating case study in biotech pivoting-from a pure-play anti-infective developer to a streamlined entity exploring new, non-pharma markets in late 2025.

The core idea was always about leveraging the body's own defense mechanism, specifically a stable version of hypochlorous acid (HOCl), which is a powerful, non-antibiotic antimicrobial agent.

NovaBay Pharmaceuticals, Inc.'s Founding Timeline

Year established

2000

Original location

Emeryville, California, United States

Founding team members

The company was founded by Ron Najafi, who served as a key figure from the start. His initial team included a Nobel laureate in chemistry, Herbert C. Brown, Professor Dale Margerum from Purdue University, and Dr. Lu Wang, who developed the stable hypochlorous acid formulation that became their first product.

Initial capital/funding

The initial capital amount at founding is not publicly disclosed. However, the company's first external funding round was a Post-IPO round in May 2015, which raised $6.9 million.

NovaBay Pharmaceuticals, Inc.'s Evolution Milestones

NovaBay Pharmaceuticals, Inc.'s Transformative Moments

The most transformative period for NovaBay Pharmaceuticals, Inc. has defintely been in 2025, moving from a specialized biopharma company to a new, unproven model. This wasn't a slow pivot; it was a hard, fast turn to survive and re-rate the stock.

The decision to sell the Avenova business, which was the most recognizable product, for $11.5 million was the first major signal. That move, plus the subsequent exploration of dissolution, showed the board was ready to close the book on the traditional biopharma model.

But the real game changer came in August 2025. The company secured a $6 million securities purchase agreement with investor David E. Lazar, who was then appointed CEO. This capital infusion, which initially brought in $3.85 million, was a lifeline that immediately changed the narrative from liquidation to reinvigoration.

Here's the quick math on the 2025 reality: The consolidated net income for the nine months ended September 30, 2025, was $4.46 million, but this was almost entirely driven by the $11.08 million income from discontinued operations (the sold assets). The continuing operations-the remaining core business-actually posted a net loss of $6.63 million for the same period.

This stark financial reality is what drove the final, most radical pivot: abandoning the dissolution plan and announcing a new focus on emerging financial infrastructure and network-based markets, potentially including blockchain-based assets. This is a complete departure from their two-decade history in anti-infectives and wound care.

• Secured $6 million investment and new CEO in August 2025.
• Divested core eyecare and skincare assets for $11.5 million in 2025.
• Abandoned the plan for liquidation and dissolution in late 2025.
• Shifted strategic focus to emerging financial infrastructure and potential blockchain assets.

To be fair, the company's cash and cash equivalents were only $2.31 million as of September 30, 2025, so the new capital and the asset sale proceeds were crucial for this pivot. If you want a deeper dive into the capital structure, you should be Exploring NovaBay Pharmaceuticals, Inc. (NBY) Investor Profile: Who's Buying and Why?

NovaBay Pharmaceuticals, Inc. (NBY) Ownership Structure

NovaBay Pharmaceuticals, Inc. (NBY) is a publicly traded company whose ownership is highly fragmented, but with a recent, significant concentration of influence following a major leadership and investment shift in late 2025. The company's governance is currently steered by a new CEO and Chairman appointed in October 2025, who is also an investor from a key investment fund.

NovaBay Pharmaceuticals, Inc.'s Current Status

NovaBay Pharmaceuticals, Inc. is a public company traded on the NYSE American (NYSEAM) under the ticker symbol NBY. As of late November 2025, the stock was trading around $0.88 per share, reflecting a challenging period marked by significant corporate restructuring and a reverse stock split approved in October 2025. The company's market capitalization is relatively small, sitting at approximately $5.18 million. This is a nano-cap stock, so expect volatility. In the trailing twelve months ending September 30, 2025, the company reported revenue of $10.30 million and a net profit of $3.24 million, showing a positive net income despite a quarterly loss of -$1.3 million in Q3 2025.

NovaBay Pharmaceuticals, Inc.'s Ownership Breakdown

The company's ownership structure is dominated by the public float, but institutional and insider actions have been the main drivers of recent strategy. You'll see that the institutional ownership percentage is relatively low for a public company, but the recent insider activity is what really matters here.

What this estimate hides is the outsized influence of certain large shareholders. For instance, Michael John Kazley, the new CEO, holds a substantial position, and his investment fund, R01 Fund LP, is a key purchaser in recent securities agreements. This concentration means a few major players have a disproportionate say in strategic decisions like the recent sale of the Eyecare business and the special cash dividend of $0.80 per share announced in Q3 2025.

To be fair, understanding the motivations of these major funds is critical for predicting stock movement. Exploring NovaBay Pharmaceuticals, Inc. (NBY) Investor Profile: Who's Buying and Why?

NovaBay Pharmaceuticals, Inc.'s Leadership

The leadership saw a significant shakeup in October 2025, which is defintely a key point for any investor. The board appointed a new leader with a strong investment background, signaling a shift in focus toward financial reorganization and strategic asset management.

• Michael Kazley: Appointed Chief Executive Officer (CEO) and Chairman of the Board on October 16, 2025. He previously served as the Managing Member and General Partner of R01 Fund LP, an investment vehicle that has recently entered into a securities purchase agreement with NovaBay Pharmaceuticals, Inc.
• David Elliot Lazar: Resigned as CEO and director effective October 17, 2025, following a brief tenure and a $6 million securities agreement with the company.
• Board of Directors: The current board includes Paul E. Freiman, David E. Lazar, and Swan Sit. The board is actively considering candidates to fill four current vacancies.

The appointment of an investor as CEO, coming right after a major asset sale and a special dividend, suggests the company's near-term strategy will be heavily focused on maximizing shareholder return from remaining assets and potentially exploring new strategic directions, rather than just organic growth of existing product lines.

NovaBay Pharmaceuticals, Inc. (NBY) Mission and Values

NovaBay Pharmaceuticals, Inc.'s core purpose transcends simply selling products; it centers on delivering accessible, non-antibiotic solutions to address unmet needs in infection control and inflammation management, particularly in eyecare and wound care. This focus is backed by their recent financial moves, like declaring a $0.80 per share special cash dividend in August 2025, which reflects a commitment to shareholder value alongside their health-focused mission.

NovaBay Pharmaceuticals, Inc.'s Core Purpose

You're looking for the company's cultural DNA, and while a pharma company's formal mission can sometimes feel stiff, NovaBay's is clear in its actions: they want to solve common but persistent health problems using novel chemistry. They're not chasing the next blockbuster drug; they're perfecting accessible, science-backed solutions for everyday well-being. Look at their trailing twelve months (LTM) net profit of $3.24 million ending September 30, 2025, which shows they are executing on this focused strategy.

Official Mission Statement (Core Focus)

The company's mission is best understood through its proprietary Aganocide® Technology, which drives their product development. It's a focus on solving problems without contributing to the global crisis of antibiotic resistance.

• Develop and sell problem-solving, accessible solutions for improved well-being.
• Commercialize novel, non-antibiotic anti-infective products.
• Target and neutralize pathogens without contributing to antibiotic resistance.
• Address unmet needs in ophthalmic, dermatological, and wound care applications.

Vision Statement (Long-Term Aspiration)

The vision is to be the trusted leader in non-antibiotic infection and inflammation management. Their strategy, even following the sale of their eyecare business, is about leveraging their core technology to deepen market penetration and fund ongoing clinical programs. They are defintely pivoting, but the science stays central. If you want to dive deeper into the shifts in their ownership structure, check out Exploring NovaBay Pharmaceuticals, Inc. (NBY) Investor Profile: Who's Buying and Why?

• Offer safe, effective alternatives to traditional antibiotics and antiseptics.
• Provide clinicians with additional tools for infection management.
• Achieve sustained profitability through targeted delivery platforms.

NovaBay Pharmaceuticals, Inc. Slogan/Tagline

While an official, punchy slogan isn't widely published, the company consistently uses language that highlights the scientific rigor behind its products, like Avenova®. This is their real-world tagline, the one that matters to customers and clinicians.

• Scientifically created and clinically proven eyecare products.
• Leveraging proprietary Aganocide® Technology.

Here's the quick math on their current scale: the company's LTM revenue ending September 30, 2025, was $10.30 million, which is up 390.34% year-over-year, showing a massive inflection point in their commercialization efforts. That's a strong signal of market acceptance for their core product focus.

NovaBay Pharmaceuticals, Inc. (NBY) How It Works

NovaBay Pharmaceuticals, Inc. now operates primarily as a strategic transaction vehicle, having divested substantially all of its commercial product lines in early 2025 to monetize assets and return value to stockholders. The company's core function is to manage its remaining cash and public listing status on the NYSE American while actively seeking a strategic acquisition of a solvent operating company.

NovaBay Pharmaceuticals, Inc.'s Product/Service Portfolio

NovaBay Pharmaceuticals, Inc.'s Operational Framework

The operational framework is deliberately lean, a direct result of the strategic shift in January 2025, when the company sold its Avenova eyecare business for $11.5 million and its wound care trademarks for $500,000. This was a critical pivot point.

The company now operates with a minimal corporate structure, focused almost entirely on financial and strategic governance, not product sales. Here's the quick math: with a workforce reduced to only four employees, the overhead is significantly lower, but the revenue from continuing operations is also minimal, reporting only $521.00K in Q3 2025. This means the company is currently burning cash from its reserves to maintain its public status while the new CEO, David E. Lazar, drives the search for a new business to acquire.

• Maintain NYSE Listing: Focus on compliance to retain public company status, which is the primary asset for a reverse merger.
• Strategic Sourcing: Dedicate resources to identifying and evaluating acquisition targets for a business combination.
• Fulfill Obligations: Manage remaining legal and contractual duties from the divested businesses and the approved Plan of Dissolution.

The entire operation is now a corporate finance exercise, not a commercial one. You can read more about the financial implications in Breaking Down NovaBay Pharmaceuticals, Inc. (NBY) Financial Health: Key Insights for Investors.

NovaBay Pharmaceuticals, Inc.'s Strategic Advantages

NovaBay's value proposition is no longer tied to its legacy pharmaceutical products, but rather to its corporate structure and liquidity. This is a defintely different kind of biotech play.

• Cash Position: The divestitures and a $6 million private placement in August 2025 have provided a substantial cash cushion to fund operations and a strategic transaction.
• Public Shell Status: Retaining the NYSE American listing is a significant advantage, offering a faster, less complex route to the public market for a private company than a traditional IPO.
• New Leadership: The appointment of a capital restructuring expert as CEO signals a decisive, value-focused approach to executing a strategic transaction.
• Clean Balance Sheet: The sale of substantially all revenue-generating assets has created a relatively clean corporate shell, making it a more attractive merger partner for a private entity looking to avoid legacy liabilities.

NovaBay Pharmaceuticals, Inc. (NBY) How It Makes Money

NovaBay Pharmaceuticals, Inc. currently makes money through a small, residual stream of product sales from its core pharmaceutical business, but its financial engine is fundamentally shifting toward new strategic ventures in financial infrastructure and network-based markets following the sale of its primary assets in early 2025.

The company's reported net income of $4.455 million for the nine months ended September 30, 2025, is almost entirely due to the gain from the sale of its major product lines, not ongoing operations. This is a critical distinction: the core business is in a state of strategic transition, not organic profitability.

NovaBay Pharmaceuticals' Revenue Breakdown

To understand the current revenue picture, you have to look past the historical pharmaceutical sales, which are now classified as discontinued operations. The continuing operation is a lean core business with a new mandate. Here's the quick math based on the Q3 2025 continuing operations revenue of $521 thousand.

The Product Revenue stream represents the sales of the few remaining products not included in the major divestitures, which were finalized in January 2025. The sale of the Avenova eyecare business alone brought in $11.5 million. That sale, plus the wound care trademarks divestiture for $500,000, effectively ended the company's prior business model.

The Strategic/New Venture Income line is currently at zero, but it's the future. Management is actively evaluating opportunities in emerging financial infrastructure and network-based markets, which may include blockchain-based assets, signaling a complete pivot away from pharmaceuticals. This is a high-risk, high-reward strategy shift.

Business Economics

The economics of NovaBay Pharmaceuticals' continuing operations are currently challenging, reflecting a company in deep transition. You're looking at a shell of the former business, now focused on a new, unproven market.

• Gross Margin Collapse: The gross profit on the remaining core product revenue in Q3 2025 was only $42 thousand on $521 thousand in sales, which translates to a gross margin of just 8.06% for the continuing business. This is a massive drop from the historical consolidated gross margin of 65.2% before the divestitures.
• Negative Operating Leverage: Operating expenses for the continuing operations in Q3 2025 were $1.30 million, resulting in an operating loss of $1.26 million. The cost structure is too heavy for the residual revenue base.
• New Capital Infusion: The company secured a $6 million securities purchase deal in August 2025, with $3.85 million upfront, which was crucial to stabilize the balance sheet and avoid a potential dissolution. This capital is funding the strategic pivot and giving the company a runway.
• Liquidity Buffer: The company's current ratio was a healthy 2.9 as of September 2025, suggesting strong capacity to meet short-term obligations, largely due to the cash from the asset sales.

The economics are simple: the old business is gone, and the new business has zero revenue so far. The company is running on divestiture cash and new capital. For more on the strategic direction, you should review the Mission Statement, Vision, & Core Values of NovaBay Pharmaceuticals, Inc. (NBY).

NovaBay Pharmaceuticals' Financial Performance

The financial performance data for 2025 is a tale of two companies: a successful exit from the old business and a costly startup for the new one. The key is to separate the one-time gains from the ongoing losses.

• Consolidated Net Income: Year-to-date through September 30, 2025, NovaBay reported a consolidated net income of $4.46 million. This positive number is entirely an accounting artifact, driven by the $11.08 million income from discontinued operations (the asset sales).
• Continuing Operations Loss: The ongoing business is losing money, reporting a net loss from continuing operations of $6.63 million for the nine months ended September 30, 2025. This is the real cost of the current, lean operation.
• Cash Position: Cash and cash equivalents stood at $2.31 million as of September 30, 2025, which, combined with subsequent capital raises, is expected to fund planned expenses at least through November 2026.
• Stockholders' Equity: The company successfully addressed its NYSE American listing deficiencies by raising capital, bringing its stockholders' equity above the $6 million minimum requirement as of October 2025. That was a defintely necessary move to remain listed.

What this estimate hides is the total cost of the new strategic pivot. The market is waiting to see if the new CEO can convert the cash from the old pharma business into a viable, revenue-generating new venture in financial technology or blockchain.

NovaBay Pharmaceuticals, Inc. (NBY) Market Position & Future Outlook

NovaBay Pharmaceuticals, Inc. is in a critical transition phase as of late 2025, pivoting from a niche eye and skin care company to a firm primarily focused on manufacturing proprietary wound care products for export and, more specfically, pursuing a new strategic direction in emerging financial infrastructure and blockchain-based markets. The company's immediate future hinges on successfully executing this dramatic shift, which is supported by a recent capital infusion but still faces significant operational hurdles.

You can read more about the company's investor profile here: Exploring NovaBay Pharmaceuticals, Inc. (NBY) Investor Profile: Who's Buying and Why?

Competitive Landscape

NovaBay's core competitive advantage lies in its proprietary Aganocide® Technology, which produces a stable, pure form of hypochlorous acid (HOCl) for wound care. After divesting its major product lines, its market share in the overall wound and skin care market is extremely small, especially when compared to diversified pharmaceutical and medical device giants. The table below represents a snapshot of the niche HOCl-based wound care segment as of 2025, where NovaBay competes directly with other specialized firms.

Here's the quick math: NovaBay's trailing twelve-month revenue was approximately $10.30 million as of September 30, 2025 [cite: 15 in first step], which is a tiny fraction of the global hypochlorous acid market, valued at around $5.8 billion in 2025 [cite: 3 in second step]. Sonoma Pharmaceuticals Inc. is a more direct peer, but the largest market share belongs to diversified medical device companies like Integra LifeSciences, which offer comprehensive wound management systems.

Opportunities & Challenges

The company's future is defintely defined by its new strategic pivot, which introduces high-risk, high-reward opportunities alongside traditional operational challenges. The Q3 2025 report showed a net loss of $1.29 million for the quarter [cite: 2 in first step], highlighting the ongoing operating losses from the continuing wound care business [cite: 3 in first step].

Industry Position

NovaBay Pharmaceuticals, Inc. is positioned as a nano-cap company undergoing a radical transformation, moving away from being a niche biotech firm focused on anti-infective immunology to a vehicle for strategic acquisitions, potentially outside of healthcare [cite: 9 in first step].

• Niche Product Strength: Its Aganocide® Technology is a scientifically validated, non-antibiotic anti-infective platform, offering a strong technical foundation in the growing wound management segment of the HOCl market [cite: 10 in second step].
• Financial Turnaround Vehicle: The company's value proposition has shifted from product sales to its public listing status and cash on hand (cash and equivalents were $5.3 million as of June 30, 2025) [cite: 8 in first step], which can be leveraged for a reverse merger or strategic acquisition.
• High Volatility: The stock exhibits high volatility, which is typical for a company with a market capitalization of only $5.18 million [cite: 8 in second step] that is pursuing a high-risk, high-reward pivot, making it a speculative play rather than a stable investment.

What this estimate hides is that the success of the new strategy is entirely dependent on the quality of the non-pharma acquisition, not the growth of its existing wound care revenue, which was only $521,000 in Q3 2025 [cite: 3 in first step].