Cellectar Biosciences Inc SEC Filings

Laurence W. Lytton filed an Amendment to Schedule 13G reporting beneficial ownership of warrants to acquire 51,391 shares of Cellectar Biosciences, Inc. common stock. The filing states these warrants represent 1.6% of the outstanding common stock, calculated using 3,192,040 shares outstanding reported by the issuer for the quarter ended June 30, 2025. The reporting person indicates sole voting and dispositive power over the 51,391 underlying shares and certifies the securities were not acquired to change or influence control of the issuer.

Cellectar Biosciences, Inc. (CLRB) disclosure shows that Nantahala Capital Management, LLC and two individuals, Wilmot B. Harkey and Daniel Mack, may be deemed beneficial owners of 1,109 shares of the company’s common stock, representing 0.06% of the class. The shares are held by funds and separately managed accounts under Nantahala's control and the Reporting Persons report shared voting and dispositive power over those 1,109 shares. The filing states the securities were acquired and are held in the ordinary course of business and not for the purpose of influencing control.

Cellectar Biosciences reports a mixed quarter: clinical progress on its lead radioconjugate and significant financial strain. Total assets declined to $13.7 million from $25.5 million, driven by a fall in cash and cash equivalents to $11.04 million from $23.29 million. The company recorded a net loss of $12.05 million for the six months and has an accumulated deficit of approximately $259.4 million. Operating expenses for the six months totaled $12.44 million, composed of research and development of $5.82 million and general and administrative of $6.62 million.

Operationally, Cellectar received Breakthrough Therapy Designation for iopofosine I-131 in relapsed/refractory Waldenstrom macroglobulinemia and reported strong CLOVER WaM results: a major response rate of 58.2% and an overall response rate of 83.6%. Development programs CLR 125 and CLR 225 are positioned for Phase 1 trials in 2025 but are explicitly conditioned on obtaining additional financing. Management discloses substantial doubt about going concern, with available liquidity near $15 million and runway described as limited absent further financing; planned actions include sales of equity/debt, strategic transactions, and cost savings. A July 2, 2025 underwritten offering raised approximately $6.9 million gross as a subsequent event.

Cellectar Biosciences, Inc. is reported to have Hexstone Capital LLC and Brendan O'Neil as joint reporting persons that beneficially own 150,000 shares of common stock, representing 5.6% of the outstanding shares used for this calculation. The percentage is calculated on a post-offering share count of 2,677,039 shares disclosed in the issuer's prospectus. Hexstone also holds 150,000 warrants exercisable for common stock, but those warrants are not included in the ownership total because they are subject to a 4.99% ownership limitation that blocks exercise if it would increase beneficial ownership above that threshold. Mr. O'Neil is the managing member of Hexstone and may be deemed to beneficially own the shares held by Hexstone; he does not directly own the shares. The filing includes a certification that the securities were not acquired to change or influence control of the issuer.