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Addex Therapeutics (ADXN) filed a Form 6-K reporting the incorporation of a press release dated June 25, 2025 into their SEC filings. The press release will be incorporated by reference into two existing registration statements:
- Form F-3 (Registration No. 333-255089)
- Form S-8 (Registration Numbers 333-255124 and 333-272515)
The document was signed by Tim Dyer, Chief Executive Officer. While the filing mentions the press release as Exhibit 99.1, the actual content of the press release is not included in this filing. This is a routine foreign issuer filing that serves primarily to incorporate the referenced press release into the company's existing registration statements.
Schedule 13D/A (Amendment 8) – Addex Therapeutics Ltd (ADXN)
The filing, triggered on 20 June 2025, discloses the current beneficial ownership position of Chief Executive Officer Timothy Mark Dyer in Addex Therapeutics Ltd. Dyer reports ownership or control over 18,208,437 ordinary shares, equal to 12.94 % of the company’s 139,391,883 outstanding ordinary shares as last reported in the Form 6-K filed on 20 June 2025.
Key ownership figures:
- Sole voting and dispositive power: 18,208,437 shares
- Shared voting/dispositive power: 0 shares
- Breakdown: 16,848,979 ordinary shares held outright and 1,359,458 shares issuable upon exercise of options that are exercisable within 60 days of 20 June 2025.
The filing details the history of share acquisitions and option grants from 2007 through 2025, including purchases with personal funds in various private placements (e.g., 36,364 shares at CHF 2.75 on 9 Aug 2013) and numerous option grants that were largely exercised on 26 Oct 2022 at a deferred strike price of CHF 0.13 per share. Dyer has also regularly received ordinary-share compensation in his capacity as CEO.
No criminal or civil proceedings are disclosed against the reporting person, and the source of funds for all cash purchases was personal funds (“PF, OO”). The filing reports citizenship in both Switzerland and the United Kingdom.
For investors, the amendment confirms that the company’s chief executive maintains a double-digit equity stake, signalling strong insider alignment but does not indicate any new purchase or sale since the prior amendment. No additional financing, earnings, or strategic transactions are discussed in this document.
Addex Therapeutics Ltd (ADXN) filed a routine Form 6-K on 20 June 2025. The filing primarily serves two administrative purposes: (1) it makes available unaudited interim condensed consolidated financial statements, management’s discussion and analysis (MD&A), and a 19 June 2025 press release as Exhibits 99.1-99.3; and (2) it formally incorporates those exhibits by reference into the company’s existing shelf registration statement on Form F-3 (No. 333-255089) and employee share-plan registration statements on Form S-8 (Nos. 333-255124 and 333-272515).
The company re-iterates that investors should review the risk factors detailed in its Form 20-F for the year ended 31 December 2024, filed 15 May 2025, and cautions that forward-looking statements remain subject to those risks. No new financial metrics, guidance, or transactional announcements are included in this 6-K.
CEO Tim Dyer signed the report on behalf of the registrant.
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