Bio-Path seeks financing, portfolio review; OTC listing at risk

Rhea-AI Filing Summary

Bio-Path Holdings (BPTH) filed an 8-K announcing a board change and financing plans. The Board accepted the resignation of Director Douglas Morris, delivered electronically on November 4, 2025 and accepted on November 13, 2025.

The company is seeking financing to support a planned turnaround that it anticipates will include updating its finance team, engaging new PCAOB auditors, hiring investment bankers to review its biotech portfolio for sale or partnerships, and pursuing strategic mergers and acquisitions. The company cautions that there can be no assurances of success. If capital cannot be raised, the company states there is substantial doubt about its ability to continue as a going concern and to remain listed on the OTC Markets or other public trading platforms.

Positive

• None.

Negative

• Going concern risk: Company states substantial doubt about continuing as a going concern if it cannot raise capital.
• Listing risk: Company warns it may be unable to remain listed on the OTC Markets without new financing.

Insights

Distressed credit analyst

Going concern doubt hinges on new financing; listing at risk.

Bio-Path reports a director resignation and outlines a turnaround reliant on securing external financing. Planned steps include updating the finance team, engaging new PCAOB auditors, hiring investment bankers to evaluate the biotech portfolio for sale or partnerships, and exploring M&A. These measures point to a strategic review focused on liquidity and optionality.

The company explicitly states that raising capital is uncertain. It further discloses that failure to obtain capital creates substantial doubt about continuing as a going concern and maintaining an OTC listing. This frames near-term viability as dependent on capital access and potential asset transactions.

Key items are the execution of financing and any announced portfolio transactions. Absent confirmed funding, the “going concern” language signals elevated risk to operations and trading status.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT PURSUANT

TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): November 4, 2025

BIO-PATH HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

Delaware		001-36333		87-0652870
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

625 Stanwix St. #2407, Pittsburgh, PA		15222
(Address of principal executive offices)		(Zip Code)

(630) 708-0750

(Registrant’s Telephone Number, Including Area Code)

  4710 Bellaire Boulevard, Suite 210, Bellaire, Texas   77401

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol		Name of each exchange on which registered
Common Stock, par value $0.001 per share		BPTH		N/A

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

"Bio-Path Holdings, Inc. is referred to herein as “Bio-Path”, “we”, “us”, or “the Company”."

Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

On November 13, 2025, the Board of the Company accepted the resignation of Douglas Morris as member of the Board of Directors which was provided electronically to us on November 4, 2025.

Item 8.01 Other Events.

We are currently seeking financing to support our planned turnaround of the Company which we anticipate will include updating our finance team, engaging new PCAOB auditors, hiring investment bankers to review our biotech portfolio for sale, partnerships or other, and pursuing strategic mergers and acquisitions. There can be no assurances we will be successful in raising capital or executing on our turnaround plans. If we are unable to raise capital, there is substantial doubt as to our ability to continue as a going concern and remain listed on the OTC Markets or other public trading platforms.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this Current Report to be signed on its behalf by the undersigned hereunto duly authorized.

	BIO-PATH HOLDINGS, INC.
Dated: November 14, 2025	By:	/s/ Vikram Grover
		Vikram Grover
		Chief Executive Officer, Chief Financial Officer and Director

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FAQ

What did Bio-Path Holdings (BPTH) disclose in this 8-K?

The company disclosed a director resignation and that it is seeking financing to support a turnaround, with a warning about going concern and listing risk if capital is not raised.

Which director resigned from BPTH and when?

Douglas Morris resigned; his resignation was delivered electronically on November 4, 2025 and accepted by the Board on November 13, 2025.

What does BPTH’s turnaround plan include?

Updating the finance team, engaging new PCAOB auditors, hiring investment bankers to review the biotech portfolio for sale or partnerships, and pursuing strategic M&A.

What going concern language did BPTH include?

The company stated that if it cannot raise capital, there is substantial doubt about its ability to continue as a going concern.

How could BPTH’s listing be affected?

The company warned it may be unable to remain listed on the OTC Markets or other public trading platforms if capital is not raised.

Is BPTH’s financing assured?

No. The company stated there can be no assurances it will be successful in raising capital or executing its turnaround plans.