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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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 10, 2026
Cellectar Biosciences, Inc.
(Exact name of Registrant as Specified in its
Charter)
| Delaware | |
1-36598 | |
04-3321804 |
(State or other jurisdiction
of incorporation) | |
(Commission
File Number) | |
(IRS Employer
Identification No.) |
100
Campus Drive, Florham Park, NJ, 07932
(Address of principal executive offices) (Zip
Code)
Registrant’s telephone number, including
area code: (608) 441-8120
N/A
(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 (see
General Instruction A.2. below):
| ¨ | 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(s) |
|
Name
of each exchange
on which registered |
| Common
Stock, par value $0.00001 per share |
|
CLRB |
|
The Nasdaq
Capital Market |
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. ¨
| Item 2.02. |
Results of Operations and Financial Condition. |
On November 10, 2026, we
issued a press release announcing our financial results for the quarter ended September 30, 2026, and provided a corporate update.
A copy of the press release is furnished as Exhibit 99.1 and is incorporated by reference herein.
| Item 9.01. |
Financial Statements and Exhibits |
(d) Exhibits
| Number |
|
Title |
| 99.1 |
|
Press release dated November 10, 2026, titled “Cellectar Biosciences Reports Third Quarter 2026 Financial Results and Provides Corporate Updates” |
| 104 |
|
Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) |
SIGNATURES
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 hereunto duly authorized.
| |
CELLECTAR BIOSCIENCES, INC. |
| |
|
|
| Date: November 10, 2026 |
By: |
/s/ Chad J. Kolean |
| |
Name: |
Chad J. Kolean |
| |
Title: |
Chief Financial Officer |
Exhibit 99.1

Cellectar Biosciences
Reports Third Quarter 2026 Financial Results and Provides Corporate Updates
Presented updated
data at the International Workshop for Waldenström Macroglobulinemia (IWWM) supporting the planned accelerated approval strategy
for iopofosine I 131 in
Waldenström macroglobulinemia (WM)
On track to dose
first patients in the confirmatory Phase 3 trial of iopofosine I 131 in first quarter 2027 and to file for accelerated approval with
the FDA in 1H 2027
Published case
study of iopofosine I 131 highlighting a complete response lasting more than eight years in heavily pretreated diffuse large B-cell lymphoma
patient
Company to host
webcast and conference call at 8:30 AM ET today
FLORHAM PARK, N.J., November 10,
2026 (GLOBE NEWSWIRE) -- Cellectar Biosciences, Inc. (NASDAQ: CLRB), a late-stage clinical biopharmaceutical company focused
on the discovery and development of cancer therapies, today announced financial results for the quarter ended September 30, 2026,
and provided a corporate update.
“We remain focused on executing
the clinical, regulatory and operational activities necessary to position iopofosine I 131 for potential registration and commercialization
in Waldenström macroglobulinemia, and we believe our third quarter progress represents a significant step toward that goal,”
said James Caruso, president and chief executive officer of Cellectar Biosciences. “The new sub-analysis efficacy data presented
at the International Workshop for Waldenström Macroglobulinemia (IWWM) further strengthen our confidence in the clinical profile
of iopofosine I 131, demonstrating high response rates, durable outcomes and a favorable safety profile in a difficult-to-treat post-BTK
inhibitor patient population, which is the same patient population being evaluated in our Phase 3 confirmatory clinical trial.”
“To further maximize the long-term
value of the program, we have initiated our Phase 1b dosimetry trial, which we believe offers an important opportunity to further characterize
iopofosine I 131 across WM treatment settings, including first and second line. With these trials underway, a planned NDA submission
in the first half of 2027, and continued advancement of our broader PDC pipeline, we believe Cellectar is entering a period of significant
value creation with multiple meaningful milestones in 2027,” continued Mr. Caruso.
Third Quarter 2026 and Recent Corporate
Highlights
| · | Iopofosine
I 131, the company’s Phospholipid Drug Conjugate (PDC) designed to provide targeted
delivery of iodine-131 (radioisotope) |
| o | Presented additional Phase 2b CLOVER-WaM
data supporting the clinical profile of iopofosine I 131 in patients with relapsed/refractory
Waldenström macroglobulinemia (r/r WM) following Bruton Tyrosine Kinase inhibitor (BTKi)
therapy at the International Workshop for Waldenström Macroglobulinemia (IWWM). The
poster presentation highlighted efficacy results from a subset of patients treated with iopofosine
I 131 immediately following BTKi therapy. Patients in the analysis received a median of three
prior lines of therapy (range: 2-7), including patients with TP53 mutations (17%) and MYD88
wild-type disease (29%), both of which have demonstrated lower response rates and shorter
duration of response when it occurs. |

| § | Key
findings from the immediately post-BTKi evaluable patients (n=24) include: |
| · | Overall
Response Rate (ORR): 87.5% |
| · | Major
Response Rate (MRR): 79.2% |
| · | Median
Duration of Response (DoR): 16.0 months |
| · | Treatment
Free Survival (TFS): 19.1 months |
| · | Clinical
Benefit Rate (CBR): 100% |
| · | Safety:
Treatment emergent adverse events (TEAE) occurred in less than 10% of patients, with the
only Grade 3 or higher TEAE being cytopenias. |
| o | Reported plans to present three posters
highlighting the durable clinical activity of iopofosine I 131 in WM at the American Society
of Hematology Annual Meeting and Exposition (ASH 2026). |
| § | The
presentations will feature updated 12-month follow-up data from the Phase 2b CLOVER WaM clinical
trial, including a new analysis demonstrating significantly longer duration of response among
patients treated after only two prior lines of therapy compared with more heavily pretreated
patients. |
| § | These
findings further support the potential of iopofosine I 131 to address a substantial unmet
need in relapsed or refractory WM and may support future evaluation in earlier treatment
settings. |
| § | The
Company will also present, for the first time, the detailed design of its confirmatory Phase
3 trial in WM patients previously treated with BTKi. |
| o | Advanced preparations for the planned
Phase 3 confirmatory trial of iopofosine I 131, including activation of initial clinical
trial sites. |
| § | The
Phase 3 confirmatory clinical trial will be a comparator, randomized controlled trial in
post-first line, post-BTKi patients (100 WM patients per arm) evaluating progression-free
survival as the primary endpoint. |
| § | Remains
on track to dose the first patient in the first quarter of 2027 and to submit in 1H27 a New
Drug Application (NDA) with the U.S. Food and Drug Administration (FDA) seeking accelerated
approval. |
| o | Initiated preparations for Phase
1b dosimetry clinical trial of iopofosine I 131 in all treatment lines in WM patients as
requested by the FDA. |
| § | Supports
uptake of iopofosine I 131 into cancer cells while sparing healthy tissue and organs. |
| § | The
Phase 1b trial will also measure clinical activity, which is expected to provide data from
20-30 newly diagnosed and relapsed WM patients, potentially validating its potential to treat
earlier lines of disease. |
| o | Reported a case study highlighting
a complete response lasting more than eight years following treatment with iopofosine I 131
in a heavily pretreated patient with diffuse large B-cell lymphoma (DLBCL). |

| § | The
case study described a 53-year-old patient with high-grade, double-hit DLBCL who had received
four prior lines of therapy. Treatment with iopofosine I 131 resulted in a complete
response by Day 85 that has been maintained for more than eight years without disease progression
or additional anticancer therapy. |
| § | The
Company plans to submit these findings for journal publication or presentation at a future
medical meeting. |
| · | CLR
121125 (CLR 125), an iodine-125 Auger-emitting program targeted for solid tumor |
| o | The dose-finding Phase 1b trial evaluating
CLR 125 in refractory triple-negative breast cancer (TNBC) continues to enroll. Initial
dosimetry, and safety data from the dose-escalation Phase 1b trial are expected to be shared
in the fourth quarter of 2026 at a medical meeting. |
| · | Phospholipid
Drug Conjugate (PDC) Platform |
| o | Hosted a virtual educational webinar
highlighting Cellectar’s validated PDC platform. The webinar, titled “The
Platform Behind the Pipeline: Unlocking the Full Potential of Cellectar’s Phospholipid
Drug Conjugate Technology” focused on the broader potential of the phospholipid ether
(PLE) platform and its combinability with a wide variety of therapeutic molecules, including
small-molecule chemotherapeutics, radiotherapeutics, and other molecules that utilize alternative
therapeutic approaches. |
| o | A replay of the webinar can be accessed
in the “News & Events” section of Cellectar’s website or accessible
here. |
2026 Financial Highlights
| · | Cash
and Cash Equivalents: As of September 30, 2026, the company had cash and cash
equivalents of $24.6 million, compared to $13.2 million as of December 31, 2025, which
reflects net proceeds of approximately $31.7 million from the May 2026 offering. The
company believes its cash balance as of September 30, 2026, is adequate to fund its
budgeted operations into the second quarter of 2027. |
| · | Research
and Development Expenses: R&D expenses for the three months ended September 30,
2026, were approximately $5.4 million, compared to approximately $2.5 million for the three
months ended September 30, 2025. The initiation of our Phase 3 confirmatory trial of
iopofosine I 131 in WM and increased activity in our ongoing Phase 1b trial of CLR 125 in
TNBC were the primary drivers of the increase. |
| · | General
and Administrative Expenses: G&A expenses for the three months ended September 30,
2026, were approximately $2.7 million, compared to approximately $2.3 million for the same
period in 2025. The modest increase was primarily a result of increased professional fees
and personnel costs. |
| · | Net
Loss: The net loss attributable to common stockholders for the three months ended September 30,
2026, was $8.0 million, or $0.46 per share, compared to $4.4 million, or $1.41 per share,
in the three months ended September 30, 2025. |

Conference Call & Webcast
Details
Cellectar management will host a conference
call and webcast today, November 10, 2026, at 8:30 AM Eastern Time to discuss these results and answer questions. Stockholders and
other interested parties may participate in the conference call by dialing 1-800-717-1738. A live webcast of the conference call can
be accessed in the “Events & Presentations” section of Cellectar’s website at www.cellectar.com. A
recording of the webcast will be available and archived on the Company’s website for approximately 90 days.
About Cellectar Biosciences, Inc.
Cellectar Biosciences is a late-stage
clinical biopharmaceutical company focused on the discovery and development of proprietary drugs for the treatment of cancer, independently
and through research and development collaborations. The company’s core objective is to leverage its proprietary Phospholipid Drug
Conjugate™ (PDC) delivery platform to develop the next-generation of cancer cell-targeting treatments, delivering improved efficacy
and better safety as a result of fewer off-target effects.
The company’s product pipeline
includes iopofosine I 131, which is a PDC designed to provide targeted delivery of iodine-131 (radioisotope). Iopofosine I 131 has been
tested in Phase 2b trials as a treatment for relapsed or refractory Waldenström Macroglobulinemia (WM), in relapsed or refractory
multiple myeloma (MM) and central nervous system (CNS) lymphoma. The CLOVER-2 Phase 1b trial is evaluating iopofosine I 131 in pediatric
patients with high-grade gliomas. The FDA has granted iopofosine I 131 Breakthrough, six Orphan Drug, four Rare Pediatric Drug and two
Fast Track Designations for various cancer indications, and the EMA has granted iopofosine I 131 PRIority MEdicines (PRIME) designation.
Cellectar is also developing CLR 121125
(CLR 125), an iodine-125 Auger-emitting program targeted for solid tumors, such as triple negative breast (TNBC), lung, and colorectal
cancer, and is currently being evaluated in a Phase 1b trial for TNBC, which will determine the recommended dose for the subsequent Phase
2 trial. CLR 125 has been well tolerated in vivo and has demonstrated strong preclinical data showing reduction or inhibition of solid
tumor growth.
In addition to these assets, the Cellectar
team is developing CLR 121225 (CLR 225), an actinium-225 based program targeting solid tumors in indications with significant unmet need,
such as pancreatic cancer, as well as proprietary preclinical PDC chemotherapeutic programs and multiple partnered PDC assets.
For more information, please visit https://www.cellectar.com/or
join the conversation by liking and following us on the company’s social media channels: X, LinkedIn, and Facebook.
Forward Looking Statements Disclaimer
This news release contains forward-looking statements. You can identify these statements by our use of words such as "may,"
"expect," "believe," "anticipate," "intend," "could," "estimate," "continue,"
"plans," or their negatives or cognates. These statements are only estimates and predictions and are subject to known and unknown
risks and uncertainties that may cause actual future experience and results to differ materially from the statements made. These statements
are based on our current beliefs and expectations as to such future outcomes. Drug discovery and development involve a high degree of
risk. Factors that might cause such a material difference include, among others, uncertainties related to the ability to identify suitable
collaborators, partners, licensees or purchasers for our product candidates and, if we are able to do so, to enter into binding agreements
with regard to any of the foregoing, or to raise additional capital to support our operations, or our ability to fund our operations
if we are unsuccessful with any of the foregoing. A complete description of risks and uncertainties related to our business is contained
in our periodic reports filed with the Securities and Exchange Commission including our Form 10-K for the year ended December 31,
2025, and our Form 10-Q for the quarterly period ended September 30, 2026. These forward-looking statements are made only as
of the date hereof, and we disclaim any obligation to update any such forward-looking statements.
INVESTORS:
Anne Marie Fields
Precision AQ
212-362-1200
annemarie.fields@precisionaq.com
+++ TABLES FOLLOW
+++

CELLECTAR BIOSCIENCES, INC.
CONDENSED CONSOLIDATED
BALANCE SHEETS
(Unaudited)
| | |
September 30, | | |
December 31, | |
| | |
2026 | | |
2025 | |
| ASSETS | |
| | | |
| | |
| CURRENT ASSETS: | |
| | | |
| | |
| Cash and cash equivalents | |
$ | 24,582,115 | | |
$ | 13,196,033 | |
| Prepaid expenses and other current assets | |
| 1,130,854 | | |
| 842,432 | |
| Total current assets | |
| 25,712,969 | | |
| 14,038,465 | |
| Property, plant & equipment, net | |
| 268,905 | | |
| 549,405 | |
| Operating lease right-of-use asset | |
| 1,384,274 | | |
| 360,671 | |
| Contracted research organization deposit | |
| 2,282,595 | | |
| — | |
| Other long-term assets | |
| 94,520 | | |
| 29,780 | |
| TOTAL ASSETS | |
$ | 29,743,263 | | |
$ | 14,978,321 | |
| | |
| | | |
| | |
| LIABILITIES AND STOCKHOLDERS’ EQUITY | |
| | | |
| | |
| CURRENT LIABILITIES: | |
| | | |
| | |
| Accounts payable and accrued liabilities | |
$ | 5,729,302 | | |
$ | 4,423,548 | |
| Warrant liability | |
| 67,000 | | |
| 226,000 | |
| Lease liability, current | |
| 1,318 | | |
| 100,189 | |
| Total current liabilities | |
| 5,797,620 | | |
| 4,749,737 | |
| Lease liability, net of current portion | |
| 1,530,277 | | |
| 309,397 | |
| TOTAL LIABILITIES | |
| 7,327,897 | | |
| 5,059,134 | |
| COMMITMENTS AND CONTINGENCIES (Note 7) | |
| | | |
| | |
| MEZZANINE EQUITY: | |
| | | |
| | |
| Series D preferred stock, 111.11 shares authorized, 0.00 and 111.11 issued and outstanding as of September 30, 2026 and December 31, 2025, respectively | |
| — | | |
| 1,382,023 | |
| STOCKHOLDERS’ EQUITY: | |
| | | |
| | |
| Series E-2 preferred stock, 1,225 shares authorized; 0.00 and 35.60 shares issued and outstanding as of September 30, 2026 and December 31, 2025, respectively | |
| — | | |
| 520,778 | |
| Common stock, $0.00001 par value; 170,000,000 shares authorized; 10,039,183 and 4,240,129 shares issued and outstanding as of September 30, 2026 and December 31, 2025, respectively | |
| 100 | | |
| 42 | |
| Additional paid-in capital | |
| 312,108,109 | | |
| 277,149,844 | |
| Accumulated deficit | |
| (289,692,843 | ) | |
| (269,133,500 | ) |
| Total stockholders’ equity | |
| 22,415,366 | | |
| 8,537,164 | |
| TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | |
$ | 29,743,263 | | |
$ | 14,978,321 | |

CELLECTAR BIOSCIENCES, INC.
CONDENSED CONSOLIDATED
STATEMENTS OF OPERATIONS
(Unaudited)
| | |
Three Months Ended September 30, | | |
Nine Months Ended September 30, | |
| | |
2026 | | |
2025 | | |
2026 | | |
2025 | |
| OPERATING EXPENSES: | |
| | | |
| | | |
| | | |
| | |
| Research and development | |
$ | 5,435,796 | | |
$ | 2,523,305 | | |
$ | 13,000,408 | | |
$ | 8,340,200 | |
| General and administrative | |
| 2,668,219 | | |
| 2,327,391 | | |
| 8,093,560 | | |
| 8,949,015 | |
| Total operating expenses | |
| 8,104,015 | | |
| 4,850,696 | | |
| 21,093,968 | | |
| 17,289,215 | |
| | |
| | | |
| | | |
| | | |
| | |
| LOSS FROM OPERATIONS | |
| (8,104,015 | ) | |
| (4,850,696 | ) | |
| (21,093,968 | ) | |
| (17,289,215 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| OTHER INCOME (EXPENSE): | |
| | | |
| | | |
| | | |
| | |
| Gain (loss) on valuation of warrants | |
| (50,000 | ) | |
| 294,276 | | |
| 159,000 | | |
| 455,874 | |
| Interest income | |
| 179,272 | | |
| 112,543 | | |
| 375,627 | | |
| 337,525 | |
| Total other income | |
| 129,272 | | |
| 406,819 | | |
| 534,627 | | |
| 793,399 | |
| NET LOSS | |
$ | (7,974,743 | ) | |
$ | (4,443,877 | ) | |
$ | (20,559,341 | ) | |
$ | (16,495,816 | ) |
| NET LOSS PER SHARE — BASIC & DILUTED | |
$ | (0.46 | ) | |
$ | (1.41 | ) | |
$ | (1.81 | ) | |
$ | (7.82 | ) |
| WEIGHTED-AVERAGE COMMON SHARES OUTSTANDING — BASIC & DILUTED | |
| 17,462,898 | | |
| 3,162,040 | | |
| 11,360,054 | | |
| 2,108,234 | |