Celcuity Inc. filings document formal disclosures for a clinical-stage biotechnology company developing targeted oncology therapies. Recent 8-K reports cover gedatolisib and VIKTORIA-1 clinical-trial results in HR+/HER2- advanced breast cancer, FDA-related regulatory updates, financial results, Regulation FD materials, and amendments to a loan and security agreement.
Proxy materials describe annual meeting matters, director elections, auditor ratification, executive compensation votes, stock incentive plans, and employee stock purchase plan amendments. Governance filings also record board composition changes and director compensation arrangements.
Celcuity Inc. (CELC) filed an 8-K detailing several capital-raising and financing actions dated 28 Jul 2025.
Loan amendment: The company executed a Second Amendment to its Amended & Restated Loan and Security Agreement with Innovatus and Oxford Finance. Key changes: (i) allows issuance of $150 m aggregate principal Convertible Senior Notes due 2031 and related capped-call transactions; (ii) permits equity conversion of the notes solely into common shares (cash only for fractional shares); (iii) requires a one-time $25 k amendment fee paid to Oxford; and (iv) extends to 9 May 2026 Innovatus’ option to convert up to 20 % of Term A principal into CELC stock at $10.00 per share.
Capital markets activity: Celcuity launched a concurrent offering for $150 m of the Notes plus $75 m of common stock. Proceeds would strengthen liquidity and fund operations.
Additional debt capacity: Management believes the Phase 3 VIKTORIA-1 data achieve the “Term D Milestone,” enabling a $30 m Term D Loan draw by 31 Aug 2025.
Preliminary cash position: Cash, equivalents and short-term investments are expected at ~<$168.4 m> on 30 Jun 2025 versus $283.1 m a year earlier (-41 %). Figures are unaudited and subject to change.
Forward-looking statements caution that the offerings may not close, the Term D draw might not occur, and final June-quarter financials could differ.
Celcuity Inc. (CELC) filed a Form 144 indicating an intention to sell up to 100,000 common shares through RBC Capital Markets on or about 28 Jul 2025. At the filing’s reference price, the shares have an aggregate market value of $4.398 million and represent roughly 0.3 % of the 37.87 million shares outstanding.
The shares were originally acquired on 28 Feb 2014 via an investment transaction paid by check. The filer reports no sales of Celcuity securities in the past three months. The notice states that the seller is unaware of any undisclosed material adverse information and affirms compliance with Rule 10b5-1 if applicable. The planned sale will take place on the NASDAQ exchange. No additional financial data, earnings information, or prior insider transactions are disclosed in this filing.