Corporate Action (Form 8-K)

Item 3.03 Material Modification to Rights of Security Holders.

On October 14, 2025, Aethlon Medical, Inc., a Nevada corporation (the "Company"), filed a Certificate of Change (the "Certificate of Change") pursuant to Section 78.209 of the Nevada Revised Statutes ("NRS") with the Secretary of State of the State of Nevada authorizing a 1-for-10 reverse stock split (the "Reverse Stock Split") of the Company's issued and outstanding shares of common stock, $0.001 par value per share (the "Common Stock"). The Reverse Stock Split will become effective on the Effective Date (as defined below).

Reason for the Reverse Stock Split

The Company is effectuating the Reverse Stock Split as a part of the Company's overall capital-markets and operating plan, including but not limited dilution management and continued compliance with Nasdaq Listing Rule 5550(a)(2).

Effects of the Reverse Stock Split

Effective Date; Symbol; CUSIP Number. The Reverse Stock Split will become effective as of 10:00 am. Eastern Time on October 16, 2025 (the "Effective Date"). It is expected that the Common Stock will begin trading on a split-adjusted basis on The Nasdaq Capital Market when the market opens on October 20, 2025, under the existing trading symbol "AEMD". The CUSIP number for the Common Stock will change to 00808Y604.

Split Adjustment; No Fractional Shares. On the Effective Date, the total number of shares of the Company's Common Stock held by each stockholder will be automatically converted into the number of whole shares of Common Stock equal to (i) the number of issued and outstanding shares of Common Stock held by such stockholder immediately prior to the Reverse Stock Split, divided by (ii) ten (10). No fractional shares will be issued, and no cash or other consideration will be paid. Instead, the Company will issue one whole share of the post-Reverse Stock Split Common Stock to any stockholder who otherwise would have received a fractional share as a result of the Reverse Stock Split.

Non-Certificated Shares; Certificated Shares. Computershare Transfer, Inc. is acting as transfer and exchange agent for the Reverse Stock Split. Registered stockholders are not required to take any action to receive post-Reverse Stock Split shares. Stockholders who are holding their shares in electronic form at brokerage firms also do not have to take any action as the effect of the Reverse Stock Split will automatically be reflected in their brokerage accounts.

State Filing. Pursuant to NRS Section 78.209, the Company filed the Certificate of Change with the Secretary of State of the State of Nevada on October 14, 2025to effectuate the Reverse Stock Split. The Certificate of Change will become effective at 10:00am. Eastern Time on October 16, 2025. A copy of the Certificate of Change is attached hereto as Exhibit 3.1 and is incorporated by reference herein.

No Stockholder Approval Required. Under Nevada law, because the Reverse Stock Split was approved by the board of directors of the Company in accordance with NRS Section 78.207, no stockholder approval is required. NRS Section 78.207 provides that the Company may effect the Reverse Stock Split without stockholder approval if (i) the Reverse Stock Split does not adversely affect any other class of stock of the Company, and (ii) the Company does not pay money or issue scrip to stockholders who would otherwise be entitled to receive a fractional share as a result of the Reverse Stock Split. As described herein, the Company has complied with these requirements.