Actuate Therapeutics, Inc. filings document a clinical-stage oncology issuer with Nasdaq-listed common stock and emerging growth company status. Registration statements and capital-structure disclosures cover the company's common stock offering, security terms, and public-company reporting framework.
Actuate's 8-K and proxy filings record material events, Regulation FD clinical disclosures for elraglusib in metastatic pancreatic ductal adenocarcinoma, material agreements, shareholder voting matters, board composition, director elections, auditor ratification, governance matters, and risk-related disclosures tied to its biopharmaceutical development program.
Actuate Therapeutics’ Annual Report focuses on elraglusib, its lead GSK‑3β inhibitor, and strong Phase 2 data in metastatic pancreatic ductal adenocarcinoma (mPDAC). In a 286‑patient trial, elraglusib plus gemcitabine/nab‑paclitaxel achieved median overall survival of 10.1 months versus 7.2 months on chemotherapy alone (hazard ratio 0.62, p=0.02).
The 12‑month survival rate nearly doubled to 44.4% from 22.3%, with 24‑month survival rising to 12.9% from 2.6%, while safety was broadly consistent with the control arm. The company is planning Phase 3 global registration discussions with the FDA and EMA and is also advancing elraglusib in pediatric cancers and developing a highly bioavailable oral tablet for additional solid tumor indications.
Actuate remains a clinical‑stage company with no approved products, significant ongoing losses, and a need for substantial additional capital. As of June 30, 2025, non‑affiliate market value was about $42.1 million, and 23,709,943 shares were outstanding as of March 25, 2026.
Actuate Therapeutics, Inc. President and CEO Daniel M. Schmitt reported the vesting and settlement of 272,055 restricted stock units on February 13, 2026, converting into the same number of common shares at $0 per share. To cover federal and state withholding taxes, the issuer withheld 121,874 shares of common stock valued at $4.33 per share, leaving Schmitt with 150,181 directly held common shares and 272,056 RSUs outstanding. He also reports indirect ownership of additional common shares through several irrevocable family trusts for which he serves as trustee.
Actuate Therapeutics, Inc. filed a current report to furnish a press release that shares updated data from its ongoing, fully enrolled randomized Phase 2 trial of elraglusib in combination with gemcitabine/nab-paclitaxel for first-line treatment of metastatic pancreatic ductal adenocarcinoma. The study is identified as Actuate-1801 Part 3B. The press release is included as Exhibit 99.1 under a Regulation FD disclosure item and, along with related website information, is designated as being furnished rather than filed, which limits how it is treated for certain securities law liability and incorporation-by-reference purposes.
Actuate Therapeutics insider-related entities reported a significant share sale. On 01/05/2026, Kairos Venture Partners II, L.P., an entity associated with director and 10% owner Todd Thomson, sold 280,000 shares of Actuate Therapeutics, Inc. common stock at $5.80 per share. After this sale, Kairos Venture Partners II, L.P. indirectly held 904,795 shares. Other Kairos-managed entities reported indirect holdings of 873,033 shares by Kairos Venture Opportunities I, L.P., 321,781 shares by Kairos SPV Fund, LLC, and 254,735 shares by Kairos-Actuate SPV, L.P. The filing explains that these Kairos funds are managed and controlled by Kairos Venture Investments, LLC, and that Todd Thomson and James Demetriades may be deemed indirect beneficial owners only to the extent of their pecuniary interests.
Actuate Therapeutics, Inc. filed a current report describing how it shares important information with the public. The company states that it may disclose material updates about its technologies, clinical programs, corporate developments, and other matters through its website, press releases, SEC reports, and social media channels to reach a broad audience.
Investors are directed to the main website, a dedicated investor page with press releases and SEC filings, and company accounts on X (formerly Twitter), LinkedIn, and Facebook, where they can also subscribe for ongoing updates.
Actuate Therapeutics filed its Q3 2025 10‑Q, reporting a net loss of $5.41 million for the quarter and $17.67 million for the nine months ended September 30, 2025. Operating expenses were $5.47 million in Q3, with research and development $2.18 million and general and administrative $3.29 million.
Cash and cash equivalents were $16.92 million as of September 30, 2025; working capital was $11.07 million. Management stated there is “substantial doubt” about the company’s ability to continue as a going concern and projects its current cash will not fund operations beyond the second quarter of fiscal 2026 without additional capital.
Actuate raised capital through multiple transactions: an underwritten public offering of 2,464,286 shares at $7.00 per share for net proceeds of $15.57 million, a June 2025 private placement yielding $4.59 million, and sales under a Committed Equity Facility with B. Riley providing net proceeds of $3.80 million during the period. Shares outstanding were 23,243,328 as of November 12, 2025.
Actuate Therapeutics, Inc. filed an 8-K reporting that it has launched an offering of common stock and executed an underwriting agreement with Lucid Capital Markets, LLC. The filing lists two press releases: one announcing the launch of the offering dated September 9, 2025 and another announcing the pricing dated September 10, 2025. The filing includes an opinion and consent from Greenberg Traurig, LLP and an interactive cover page file. The document is signed by CEO Daniel M. Schmitt.
Actuate Therapeutics, Inc. (ACTU) is offering common stock at a public offering price of $7.00 per share, with underwriting discounts of $0.49 per share. Proceeds before expenses are shown as $6.51 per share, totaling $13,950,006 (or $16,042,502 if the underwriter exercises the over-allotment option). After the offering the company expects approximately 2,142,858 shares outstanding (2,464,286 if over-allotment exercised). The prospectus discloses a going concern financing risk and warns that additional equity or debt may be unavailable or dilutive. The filing lists reserved shares, outstanding options and warrants and describes customary lock-up periods of 90 and 75 days and typical underwriting and distribution terms.
Actuate Therapeutics, Inc. (ACTU) prospectus supplement describes an offering of common stock and related securities and discloses financing, dilution and operational risks. The document states lock-up agreements restricting insider sales for 90 days and an underwriting-related 75-day restriction. It lists share counts reserved or issuable as of June 30, 2025 and September 5, 2025, including restricted stock units, outstanding options (1,774,477 as of June 30, 2025), warrants exercisable for 922,096 shares at a weighted average exercise price of $7.87, and multiple amounts reserved under a Committed Equity Facility with B. Riley (3,364,407 as of September 5, 2025; 3,647,945 as of June 30, 2025). The supplement highlights material risks: substantial doubt about the company’s ability to continue as a going concern, the need for additional capital, potential dilution to existing holders, and clinical, regulatory and market risks related to elraglusib and other product candidates. The prospectus incorporates prior SEC reports and exhibits for further detail.
Actuate Therapeutics, Inc. (ACTU) filed a Form S-3 shelf registration prospectus that describes the types of securities it may offer, including common stock, debt securities, warrants and units, and summarizes the general terms and procedures that will govern future offerings. The document repeatedly states that specific terms—such as aggregate offering amounts, prices, interest or dividend rates, maturities, conversion or exercise mechanics, redemption and default provisions, trustee rights, and fees—will be provided in an applicable prospectus supplement or in exhibits to the registration statement. The prospectus also references incorporated reports and exhibits for further detail and includes officer and director signatures attesting to the filing.