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Addex Therapeutics issues 93M shares to subsidiary

Addex says the subsidiary subscription was executed to provide additional future financing flexibility and create treasury shares.

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Form Type
6-K

Rhea-AI Filing Summary

Addex Therapeutics Ltd. issued 93,000,000 new registered shares with a nominal value of CHF 0.01 each, fully subscribed by Addex Pharma S.A., its wholly owned subsidiary. The shares were issued from the company’s capital band and listed on the SIX Swiss Exchange.

Issued share capital increased to CHF 3,116,544.96, representing 311,654,496 issued shares; the number of outstanding shares remained unchanged. Addex said the transaction was executed to provide additional future financing flexibility and create treasury shares.

New registered shares issued 93,000,000 shares Fully subscribed by Addex Pharma S.A.
Nominal value per share CHF 0.01 New registered shares
Issued share capital CHF 3,116,544.96 After the issuance
Issued shares 311,654,496 shares After the issuance
capital band financial
"issued from the Company’s capital band"
Capital band is the target range a company or regulator sets for how much capital (equity or loss-absorbing resources) a business should hold relative to its size or risk. It acts like a financial buffer—enough to absorb shocks but not so much that cash sits idle—and helps investors gauge the likelihood of dividend cuts, equity raises, or constrained growth. Tight bands imply disciplined balance-sheet management; wide bands signal more flexibility.
treasury shares financial
"ADDEX INCREASES ISSUED SHARE CAPITAL TO CREATE TREASURY SHARES"
Treasury shares are a company’s own stock that it has repurchased and keeps on its books instead of canceling or leaving in the hands of outside investors. Think of them like coupons a business puts back in a drawer: they don’t vote or receive dividends while held, but they can be reissued later for employee pay or fundraising. For investors this matters because buybacks change the number of shares that count toward earnings and ownership, can boost per‑share metrics, and use corporate cash that might otherwise go to growth or dividends.
allosteric modulators medical
"novel small molecule allosteric modulators for neurological disorders"
Allosteric modulators are molecules that bind to a spot on a protein that is separate from the protein’s main active site and change how strongly the protein responds to its normal signals—like a dimmer switch that adjusts light instead of turning it fully on or off. For investors, they matter because this approach can yield drugs that are more selective, have fewer side effects, and offer novel patentable mechanisms, which can improve clinical success and commercial value.
IND enabling studies medical
"successfully completed IND enabling studies"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many shares did Addex (ADXN) issue?

Addex issued 93,000,000 new registered shares, each with a nominal value of CHF 0.01. They were fully subscribed by Addex Pharma S.A., Addex’s wholly owned subsidiary.

What was Addex’s issued share capital after the share issuance?

Issued share capital increased to CHF 3,116,544.96, representing 311,654,496 issued shares. Addex stated that the number of outstanding shares remained unchanged.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of October 2026

Commission File Number: 001-39179

Addex Therapeutics Ltd
(Translation of registrant's name into English)

Chemin des Mines 9,
CH-1202 Geneva,
Switzerland

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F [ X ]      Form 40-F [   ]


 

On October 29, 2026, the Registrant issued a press release, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

(c) Exhibit 99.1. Press release dated October 29, 2026

INCORPORATION BY REFERENCE

Exhibits 99.1 to this Report on Form 6-K shall be deemed to be incorporated by reference into the registration statement on Form F-3 (Registration No. 333-291644) of Addex Therapeutics Ltd and the registration statement on Form S-8 (Registration No. 333-255124 and No. 333-272515) of Addex Therapeutics Ltd (including any prospectuses forming a part of such registration statements) and to be a part thereof from the date on which this report is filed, to the extent not superseded by documents or reports subsequently filed or furnished.

RISK FACTORS

Our business faces significant risks. You should carefully consider all of the information set forth in this Report on Form 6-K and in our other filings with the United States Securities and Exchange Commission, or the SEC, including the risk factors related to our business set forth in our Annual Report on Form 20-F for the year ended December 31, 2025 filed with the Securities and Exchange Commission on May 15, 2026. Our business, financial condition, results of operations and growth prospects could be materially adversely affected by any of these risks. This report also contains forward-looking statements that involve risks and uncertainties. Our results could materially differ from those anticipated in these forward-looking statements, as a result of certain factors including the risks described in our Annual Report and our other SEC filings.

 


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

      Addex Therapeutics Ltd    
  (Registrant)
   
  
Date: October 29, 2026     /s/ Tim Dyer    
  Tim Dyer
  Chief Executive Officer
  


EXHIBIT INDEX 

Exhibit Number Description
   
99.1 Press release dated October 29, 2026

EXHIBIT 99.1

ADDEX INCREASES ISSUED SHARE CAPITAL TO CREATE TREASURY SHARES

Ad Hoc Announcement Pursuant to Art. 53 LR

Geneva, Switzerland, October 29, 2026 - Addex Therapeutics (SIX: ADXN and Nasdaq: ADXN), a clinical-stage biopharmaceutical company focused on developing a portfolio of novel small molecule allosteric modulators for neurological disorders, announced today that 93,000,000 new registered shares at a nominal value of CHF 0.01 have been issued and fully subscribed by Addex Pharma S.A, its 100% wholly-owned subsidiary. The new shares, issued from the Company’s capital band, are listed on the SIX Swiss Exchange. The transaction has been executed to provide Addex with additional future financing flexibility. The issued share capital increased to CHF 3,116,544.96 representing 311,654,496 issued shares at a nominal value of CHF 0.01 each, whilst the number of outstanding shares remains unchanged.

About Addex Therapeutics
Addex Therapeutics is a clinical-stage biopharmaceutical company focused on developing a portfolio of novel small molecule allosteric modulators for neurological disorders. Addex's lead drug candidate, dipraglurant (mGlu5 negative allosteric modulator or NAM), is under evaluation for future development in brain injury recovery, including post-stroke and traumatic brain injury recovery. Addex has selected a GABAB PAM drug candidate for development in substance use disorders and has successfully completed IND enabling studies. In addition, Addex  is advancing a differentiated GABAB PAM compound for the treatment of chronic cough. Addex holds a 20% equity interest in a private spin out company, Neurosterix US Holdings LLC, which is advancing a portfolio of allosteric modulator programs, including M4 PAM for schizophrenia, psychosis and mood-related disorders and mGlu7 NAM for mood disorders. Addex has also invested in Stalicla, a private Swiss company pioneering a precision medicine approach for neurodevelopmental and neuropsychiatric disorders.

Addex shares are listed on the SIX Swiss Exchange and American Depositary Shares representing its shares are listed on the NASDAQ Capital Market, and trade under the ticker symbol "ADXN" on each exchange. For more information, visit www.addextherapeutics.com.
  
Contacts: 

Tim Dyer 
Chief Executive Officer 
Telephone: +41 22 884 15 55 
PR@addextherapeutics.com 
Mike Sinclair 
Partner, Halsin Partners 
+44 (0)7968 022075 
msinclair@halsin.com 

Addex Forward Looking Statements:
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, as amended, including statements about the intended use of proceeds of the offering. The words "may," "will," "could," "would," "should," "expect," "plan," "anticipate," "intend," "believe," "estimate," "predict," "project," "potential," "continue," "target" and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Any forward-looking statements in this press release, are based on management's current expectations and beliefs and are subject to a number of risks, uncertainties and important factors that may cause actual events or results to differ materially from those expressed or implied by any forward-looking statements contained in this press release, including, without limitation, uncertainties related to market conditions. These and other risks and uncertainties are described in greater detail in the section entitled "Risk Factors" in Addex Therapeutics' Annual Report on Form 20-F, prospectus and other filings that Addex Therapeutics may make with the SEC in the future. Any forward-looking statements contained in this press release represent Addex Therapeutics' views only as of the date hereof and should not be relied upon as representing its views as of any subsequent date. Addex Therapeutics explicitly disclaims any obligation to update any forward-looking statements. 

Filing Exhibits & Attachments

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