[SCHEDULE 13G] Cellectar Biosciences INC NEW SEC Filing

Rhea-AI Filing Summary

AZZ Inc. (AZZ) – Form 4 insider transaction

Chief Strategy Officer Kurt L. Russell voluntarily reported the purchase of 305 AZZ common shares on 30 June 2025 through the company’s 2018 Employee Stock Purchase Plan (ESPP). The stock was acquired at $69.63 per share, a price reflecting the ESPP’s 15% discount to the closing market price on the participant’s enrollment date. Following the purchase, Russell’s direct beneficial ownership rose to 27,125 shares. No derivative securities were transacted, and the transaction is exempt under Rule 16b-3(c). The filing was signed by an attorney-in-fact on 8 July 2025.

The event represents a routine, programmatic acquisition rather than an open-market buy. While insider purchases can signal confidence, the modest size (≈US$21k) limits its standalone materiality for most investors.

Positive

• Insider alignment: Chief Strategy Officer increased direct ownership by 305 shares, suggesting continued personal investment in AZZ equity.

Negative

• Limited materiality: Purchase value (~US$21k) and plan-based nature reduce its significance as a standalone bullish indicator.

Insights

Financial Analyst

TL;DR: Small ESPP insider buy; mildly positive signal, limited financial impact.

The 305-share purchase enlarges the officer’s stake by roughly 1.1% yet equates to only about US$21,000. Because the shares were obtained via an ESPP at a preset 15% discount, it does not reflect discretionary open-market conviction. Nevertheless, continued insider accumulation—especially by a C-suite leader—tends to be viewed slightly favorably, indicating ongoing alignment with shareholder interests. The transaction is unlikely to influence valuation or liquidity.

Corporate Governance Specialist

TL;DR: Routine plan-based purchase; governance-neutral, transparency upheld.

Russell’s filing demonstrates compliance with Section 16 reporting timelines and clarifies the Rule 10b5-1/ESPP framework, underscoring governance rigor. Because the transaction is plan-based and exempt, it carries minimal risk of signaling information asymmetry. Impact on governance assessments is neutral; however, consistent disclosure of even small purchases supports transparency.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

Cellectar Biosciences, Inc.

(Name of Issuer)

Common stock, par value $0.00001 per share

(Title of Class of Securities)

15117F880

(CUSIP Number)

07/01/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 15117F880

1

Names of Reporting Persons

Mitchell P. Kopin

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 140,101.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 130,701.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

140,101.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

4.99 %

12

Type of Reporting Person (See Instructions)

HC, IN

SCHEDULE 13G

CUSIP No. 15117F880

1

Names of Reporting Persons

Daniel B. Asher

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 140,101.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 130,701.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

140,101.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

4.99 %

12

Type of Reporting Person (See Instructions)

HC, IN

SCHEDULE 13G

CUSIP No. 15117F880

1

Names of Reporting Persons

Intracoastal Capital LLC

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 140,101.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 130,701.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

140,101.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

4.99 %

12

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Cellectar Biosciences, Inc.
(b)	Address of issuer's principal executive offices: 100 Campus Drive, Florham Park, NJ, 07932
Item 2.
(a)	Name of person filing: This Schedule 13G is being filed on behalf of (i) Mitchell P. Kopin, an individual ("Mr. Kopin"), (ii) Daniel B. Asher, an individual ("Mr. Asher") and (iii) Intracoastal Capital LLC, a Delaware limited liability company ("Intracoastal" and together with Mr. Kopin and Mr. Asher, collectively the "Reporting Persons").
(b)	Address or principal business office or, if none, residence: The principal business office of Mr. Kopin and Intracoastal is 245 Palm Trail, Delray Beach, Florida 33483. The principal business office of Mr. Asher is 1011 Lake Street, Suite 311, Oak Park, Illinois 60301.
(c)	Citizenship: Mr. Kopin is a citizen of the United States of America. Mr. Asher is a citizen of the United States of America. Intracoastal is a Delaware limited liability company.
(d)	Title of class of securities: Common stock, par value $0.00001 per share
(e)	CUSIP No.: 15117F880
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: (i) Immediately following the consummation of the underwritten public offering by the Issuer on July 1, 2025 (the "Offering") (as disclosed in the Form 424B4 prospectus filed by the Issuer with the Securities and Exchange Commission on July 2, 2025), each of the Reporting Persons may have been deemed to have beneficial ownership of 150,000 shares of Common Stock held by Intracoastal, and all such shares of Common Stock represent beneficial ownership of approximately 5.6% of the Common Stock, based on 2,677,039 shares of Common Stock outstanding following the consummation of the Offering, as reported by the Issuer. The foregoing excludes 150,000 shares of Common Stock issuable upon exercise of a warrant held by Intracoastal (the "Intracoastal Warrant") because the Intracoastal Warrant contains a blocker provision under which the holder thereof does not have the right to exercise the Intracoastal Warrant to the extent (but only to the extent) that such exercise would result in beneficial ownership by the holder thereof, together with the holder's affiliates, and any other persons acting as a group together with the holder or any of the holder's affiliates, of more than 4.99% of the Common Stock. Without such blocker provision, each of the Reporting Persons may have been deemed to have beneficial ownership of 300,000 shares of Common Stock. (ii) As of the close of business on July 8, 2025, each of the Reporting Persons may have been deemed to have beneficial ownership of 140,101 shares of Common Stock, which consisted of (i) 9,500 shares of Common Stock held by Intracoastal and (ii) 130,601 shares of Common Stock issuable upon exercise of the Intracoastal Warrant, and all such shares of Common Stock represent beneficial ownership of approximately 4.99% of the Common Stock, based on (1) 2,677,039 shares of Common Stock outstanding following the consummation of the Offering, as reported by the Issuer, plus (2) 130,601 shares of Common Stock issuable upon exercise of the Intracoastal Warrant. The foregoing excludes 19,399 shares of Common Stock issuable upon exercise of the Intracoastal Warrant because the Intracoastal Warrant contains a blocker provision under which the holder thereof does not have the right to exercise the Intracoastal Warrant to the extent (but only to the extent) that such exercise would result in beneficial ownership by the holder thereof, together with the holder's affiliates, and any other persons acting as a group together with the holder or any of the holder's affiliates, of more than 4.99% of the Common Stock. Without such blocker provision, each of the Reporting Persons may have been deemed to have beneficial ownership of 159,500 shares of Common Stock.
(b)	Percent of class: 4.99%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 0
	(ii) Shared power to vote or to direct the vote: 140,101
	(iii) Sole power to dispose or to direct the disposition of: 0
	(iv) Shared power to dispose or to direct the disposition of: 130,701
Item 5.	Ownership of 5 Percent or Less of a Class.
	Ownership of 5 percent or less of a class
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Mitchell P. Kopin

Signature:	/s/ Mitchell P. Kopin
Name/Title:	Mitchell P. Kopin
Date:	07/08/2025

Daniel B. Asher

Signature:	/s/ Daniel B. Asher
Name/Title:	Daniel B. Asher
Date:	07/08/2025

Intracoastal Capital LLC

Signature:	/s/ Mitchell P. Kopin
Name/Title:	Mitchell P. Kopin, Manager
Date:	07/08/2025

Exhibit Information

Exhibit 1 - Joint Filing Agreement

FAQ

How many AZZ shares did the insider purchase?

The filing shows a purchase of 305 common shares.

At what price were the AZZ shares acquired?

Shares were acquired at $69.63 under the ESPP’s 15% discount mechanism.

What is the insider's new total shareholding in AZZ?

After the transaction, Kurt L. Russell beneficially owns 27,125 shares.

Was this an open-market transaction?

No. The shares were bought through the 2018 Employee Stock Purchase Plan, a programmatic purchase exempt from Rule 16b-3(c).

Does this transaction affect derivative holdings?

No derivative securities were acquired or disposed of in this Form 4.