CMND — Q3 2026 Financial Report Analysis

Clearmind Medicine, a Vancouver-incorporated drug developer whose research arm and clinical trial are in Israel, has no product sales. Its fiscal third quarter (May–July 2026; its year ends October 31) is a story about money: where it came from and where it is going. The company ended July with $12.0 million in cash, three times the $3.9 million it held last October. It raised that cash mostly by selling discounted convertible notes that turned into new shares, so the share count rose about 135-fold in nine months. The reported quarterly loss narrowed to $0.91 million from $1.31 million, but only because of paper gains on stocks it holds in two unrelated companies. Spending on running the business rose 55%.

At a glance

• $12.0 million cash on July 31, before a $4.0 million side bet. In early September Clearmind paid $2.5 million for 51% of Charging Robotics, an Israeli start-up that makes wireless chargers for robotaxis and automated car parks, and lent it another $1.5 million. That spends a third of the cash on a business unrelated to drug development.
• $5.8 million of operating cash burned in nine months, about $0.64 million a month. On that pace, the roughly $8 million left after the acquisition lasts about a year.
• Shares outstanding went from 15,883 to 2,145,211 (adjusted for reverse splits) between October 31, 2025 and July 31, 2026. A reverse split merges several old shares into one new share; it changes the share count and the price but not what the company is worth. Each existing shareholder now owns a far smaller slice of the company. A third reverse split (1-for-8) took effect on October 5, 2026.

The quarter in numbers

Loss per share uses the share count in the filing, which reflects the December 2025 (1-for-40) and May 2026 (1-for-10) reverse splits but not the October 2026 1-for-8 split. Adjusted for that split, the Q3 loss per share would be about $(4.56). n/m = not meaningful.

Over the nine months to July 31, the net loss more than doubled to $6.81 million from $3.17 million. Operating expenses rose 76% to $7.41 million.

Takeaway: Clearmind now has enough cash to fund roughly a year of work on its alcohol-addiction drug. It paid for that cash with a 135-fold increase in shares outstanding, and it then spent a third of it on an electric-vehicle charging start-up. Most of the extra spending went to administration, not the clinical trial. Anyone judging the company on the drug should watch whether the money keeps going to the drug.

Where the money goes: overhead, not the lab

Normally a clinical-stage biotech's biggest cost is research. At Clearmind it is the reverse. In the nine months, general and administrative (G&A) costs were $5.53 million, 75% of all operating spending. G&A is office, legal, consulting and investor-relations cost, as opposed to research. Research and development cost $1.88 million. In the quarter alone, G&A more than doubled to $1.59 million, which the company attributes "primarily to an increase in professional fees", while R&D fell 19% to $0.59 million. For the nine months, management cites "professional fees, investor relations and share-based compensation".

Share-based compensation (pay in shares or share rights, which costs no cash but dilutes holders) was $1.68 million over nine months, up from $0.69 million. That includes shares and pre-funded warrants issued to outside consultants for services. Directors' fees for the nine months rose to $0.42 million from $0.25 million, and officers' consulting fees to $0.44 million from $0.26 million.

How it raised $15 million: discounted notes and a falling floor

Financing brought in $15.33 million of cash in the nine months:

• $7.25 million from five registered direct share sales in November and December 2025, priced between $40 and $100 per share (split-adjusted).
• $7.88 million from promissory notes sold to two investors. A promissory note here is a loan the lender can convert into shares. The investors paid 90 cents per dollar of note, buying $8.75 million of face value for $7.88 million.
• $0.25 million from investors exercising warrants. A warrant is a right to buy shares at a set price.

The notes are the main cause of the dilution. Conversions during the period turned $8.90 million of notes into 1,778,626 new shares, an average of about $5 per share. The notes have a "floor price", the lowest price at which they can convert, and Clearmind lowered it four times in nine months: to $12.50 (February), $6.00 (April), $2.2338 (May) and $1.875 (June). After the quarter, on September 2, the investors converted another $1.375 million of principal at $1.00 per share, and the floor was cut to $1.00. Each cut also reset the price on Clearmind's 2023–2024 warrants, which have "repricing" clauses. By September 3 those warrants could be exercised at $1.00 for 1,895,189 shares, almost as many as were outstanding on July 31. The share count reached 4,059,227 shortly before the October 1-for-8 reverse split brought it to about 507,404.

What the headline numbers hide

• The smaller quarterly loss is an accounting effect, not lower spending. Operating expenses rose to $2.18 million. Net finance income of $1.28 million cut the reported loss to $0.91 million, and most of it was unrealized: a $0.94 million rise in the value of shares Clearmind holds in other companies, and a $0.58 million gain because its own warrant obligations were revalued lower as its share price fell. Offsetting these was a $0.33 million loss on revaluing the convertible notes. Interest on cash deposits added $0.11 million. Without the finance items, the loss would have widened 55%.
• Cash conversion is close to the loss, once non-cash items are removed. Nine-month operating cash outflow of $5.78 million compares with a $6.81 million net loss. The gap comes mostly from $1.68 million of share-based pay, $0.89 million of note finance costs and $1.30 million of paper gains (investments and warrants).
• A growing portfolio of unrelated stocks. Short-term investments rose to $3.89 million. They are shares and warrants in Quantum X Labs, a digital-advertising company moving into "quantum and AI technologies" ($2.95 million; Clearmind put $1.43 million in it this year), and Taurus Gold, a gold explorer ($0.95 million, down $0.72 million in value this year). The September purchase of 51% of Charging Robotics adds an electric-vehicle charging business, and its $1.5 million loan can be deferred for as long as the start-up lacks the cash to repay it.
• Two different messages on survival. The financial statements say losses and dependence on outside funding "raise substantial doubt" about the company's ability to continue as a going concern, meaning auditors' and management's formal warning that it may not survive without new money. Management's discussion in the same filing says cash "will provide sufficient liquidity for at least twelve months".
• A related-party receivable is rising. SciSparc, a company that shares officers and directors with Clearmind and co-develops an obesity compound with it, owed Clearmind $0.44 million at July 31, up from $0.29 million in October.
• Listing risk. As of September 8, the market value of all Clearmind's listed shares was about $3.5 million, below the cash it held at July 31. That is under a proposed Nasdaq minimum of $5 million, which would lead to suspension with no grace period. The SEC approved the rule on July 22, 2026, then stayed it on July 29 pending review. The October reverse split also suggests the share price had again been near Nasdaq's $1.00 minimum bid requirement.

The drug: CMND-100 for alcohol use disorder

Clearmind's lead candidate, CMND-100, is an oral form of MEAI, a compound derived from psychedelics that the company describes as non-hallucinogenic. It is being tested for alcohol use disorder. It is in a Phase I/IIa trial, an early-stage study of safety and how the body handles the drug, at sites in Israel and the US (including Yale and Johns Hopkins). Progress during and just after the quarter:

• The independent safety board (DSMB) gave its third positive review in April 2026, and the trial moved to a fourth group of participants at a higher 160mg dose.
• In August 2026 the board approved moving to Parts B and C after Part A met its primary safety endpoint in healthy volunteers across all planned doses.
• On September 11 the company said the first two patients with alcohol use disorder had been dosed at Hadassah Medical Center in Jerusalem. Until then the drug had been given only to healthy volunteers.

The data so far is about safety. Part B is the first time the trial measures any effect on drinking or craving, and only as a secondary goal. Clearmind's own use-of-proceeds table shows $3.0 million of a $3.5 million budget for the Phase I/IIa studies already spent.

Outlook

Management gives no financial guidance. Its stated plan is to keep the trial going and to seek "significant future financing" for later development. From the filing's own figures, our read:

• Runway is about a year, not more. $12.0 million less the $4.0 million Charging Robotics outlay leaves roughly $8 million. At the nine-month burn of about $0.64 million a month that lasts into the third quarter of calendar 2027, before counting Charging Robotics' own costs (it will be consolidated as a 51% subsidiary) or a rise in trial spending as patients enroll. The $3.9 million stock portfolio is an extra cushion, but its value depends on two small-company share prices.
• More dilution is likely. The company has a history of financing through repriced notes and warrants, warrants exercisable into about 1.9 million pre-split shares at $1.00, and a market value below its cash. Further share sales are the most likely source of the next round of funding.
• What to watch in the fiscal 2026 annual report (Form 20-F, expected around January 20, 2027): how many alcohol-use-disorder patients are enrolled in Parts B and C; whether R&D spending finally rises above G&A; how much cash Charging Robotics uses once it is consolidated; and whether the Nasdaq market-value rule takes effect.