Welcome to our dedicated page for Celcuity SEC filings (Ticker: CELC), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The Celcuity Inc. (NASDAQ: CELC) SEC filings page provides access to the company’s official regulatory disclosures as a clinical-stage biotechnology company developing targeted therapies for oncology. Through these documents, investors can review how Celcuity reports its progress with gedatolisib, a multi-target PI3K/AKT/mTOR (PAM) inhibitor being evaluated in multiple solid tumor indications, including HR+/HER2- advanced breast cancer and metastatic castration resistant prostate cancer.
Celcuity’s recent Form 8-K filings highlight material clinical and regulatory events, such as detailed results from the Phase 3 VIKTORIA-1 trial in HR+/HER2-/PIK3CA wild-type advanced breast cancer, updates on the fully enrolled PIK3CA mutant cohort, and clinical data from early phase studies of gedatolisib in combination with darolutamide. Other 8-Ks describe the submission of a New Drug Application (NDA) to the U.S. FDA for gedatolisib in HR+/HER2-/PIK3CA wild-type advanced breast cancer under the Real-Time Oncology Review program, as well as quarterly financial results and corporate updates.
Filings also detail financing and capital structure transactions, including public offerings of common stock and pre-funded warrants, issuance of 2.750% Convertible Senior Notes due 2031, and amendments to Celcuity’s senior secured term loan facility with lenders such as Oxford Finance LLC and Innovatus Life Sciences Lending Fund I, LP. These documents describe new term loan tranches, warrant issuances, and conditions tied to regulatory milestones and product revenue thresholds.
On Stock Titan, users can track Celcuity’s SEC filings as they are posted to EDGAR and use AI-powered summaries to quickly interpret key points from lengthy reports. This includes understanding the implications of 8-K event disclosures, financial condition updates, loan agreement amendments, and equity or debt offerings related to the company’s efforts to advance and potentially commercialize gedatolisib.
Brian F. Sullivan, CEO and Director of Celcuity Inc. (CELC), reported acquisitions on 09/02/2025. The filing shows an acquisition of 104,340 common shares at a price of $8.05 and ownership of 104,340 warrants with an $8.05 exercise price linked to the same 104,340 underlying shares, exercisable by 10/11/2025. Following the transaction, the report lists 1,370,199 shares beneficially owned by Mr. Sullivan directly and indirectly, including holdings attributed to two family trusts (948,042 and 802,742 shares). The filing is signed by an attorney-in-fact on behalf of Mr. Sullivan on 09/04/2025.
Vicky Hahne, Chief Financial Officer of Celcuity Inc. (CELC), was granted a stock option to buy 80,000 shares of Common Stock on 08/18/2025 at an exercise price of $51.57 per share. The option becomes exercisable starting 08/18/2025 and expires on 08/18/2035. Following the grant, Ms. Hahne beneficially owns 80,000 underlying shares through this option. The vesting schedule specifies that 20,000 shares vest on 08/18/2026 and the remaining 60,000 vest monthly at 1/36th increments thereafter. The Form 4 was signed on 08/20/2025 by an attorney-in-fact on behalf of Ms. Hahne.
Celcuity Inc. reporting person Lance G. Laing, who serves as Chief Science Officer and a director, received a grant of a stock option covering 100,000 shares of common stock exercisable at $51.57 per share. The option grant is dated 08/18/2025, becomes exercisable on that date, and expires on 08/18/2035.
The filing shows Laing beneficially owns 100,000 shares underlying the option on a direct basis. Vesting terms are disclosed: 25,000 shares vest on 08/18/2026 and the remaining 75,000 vest monthly at a rate of 1/36th thereafter. The Form 4 was signed by an attorney-in-fact on behalf of Laing on 08/20/2025.
Brian F. Sullivan, Chief Executive Officer and Director of Celcuity Inc. (CELC), was granted two stock option awards on 08/18/2025 totaling 400,000 option shares. One option covers 250,000 shares with a $51.57 exercise price; 62,500 of those shares vest on 08/18/2026 and the remaining 187,500 vest monthly thereafter. The second option covers 150,000 shares with a $51.57 exercise price and vests in quarterly 1/4 increments upon the issuer's common stock reaching specified stock-price performance milestones. Both options expire 08/18/2035 and are reported as directly owned following the transactions.
Celcuity Inc. Schedule 13D/A Summary This Amendment No. 2 reports that a group led by Growth Equity Opportunities 18 VGE, LLC (part of New Enterprise Associates) beneficially owns a total of 3,535,561 shares of Celcuity common stock, representing 8.1% of the outstanding common stock as calculated on a 43,818,011 share base. The GEO position comprises 2,144,261 shares held plus rights to acquire 1,391,300 shares through a preferred warrant and conversion of Series A preferred, for a deemed total of 3,535,561 shares. The filing discloses that GEO converted 104,426 preferred shares into common on June 25, 2025, and completed aggregate open market sales of 150,000 common shares on July 25, 2025. The amendment states the reported beneficial ownership decreased by more than 1% due to an increase in Celcuity's shares outstanding and identifies the reporting entities, managers, sources of funds, and that no material legal proceedings are disclosed.
Celcuity Inc. reported interim financial details showing material financing and capital activity supporting its clinical programs. The company amended and restated a loan agreement that provided initial borrowings including Term A, B and C loans and contemplates additional tranches (Term D, Term E and optional Term F) tied to milestones and covenants; the Term Loans mature May 1, 2029 and bear variable interest with a portion payable in-kind. Innovatus has limited conversion and warrant rights tied to the loan.
Subsequent events include a completed equity offering of 1,836,842 shares and pre-funded warrants and the issuance of $201.25 million aggregate principal amount of 2.75% Convertible Senior Notes due 2031, generating approximately $194.9 million net proceeds. The company recognized a $5.0 million upfront license fee and issued $5.0 million in common stock to Pfizer and recorded a related R&D expense tied to an NDA filing deemed probable. Outstanding common shares increased to 38,914,208 as of June 30, 2025; no dividends were declared.
Perceptive Advisors LLC, Joseph Edelman and Perceptive Life Sciences Master Fund, Ltd. have filed Amendment No. 3 to Schedule 13G on Celcuity Inc. (NASDAQ: CELC). As of 30 June 2025 the group beneficially owns 1,633,208 common shares, equal to 4.31 % of the 37,866,358 shares outstanding (per Celcuity’s 15 May 2025 SEC filing). Because the position now stands at or below the 5 % threshold, Item 5 is checked, signalling ownership of “5 percent or less of a class.”
The shares are held directly by the Cayman-based Perceptive Life Sciences Master Fund. Voting and dispositive power over the full block is shared among the Master Fund, Perceptive Advisors (investment manager) and Mr. Edelman (managing member). None of the reporting persons holds sole voting or dispositive power. The filing states the securities were not acquired to influence control of the issuer. Signatures are dated 4 Aug 2025.