Welcome to our dedicated page for Citius Oncology SEC filings (Ticker: CTOR), 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.
Citius Oncology, Inc. filings document material-event disclosures for an oncology-focused biopharmaceutical company commercializing LYMPHIR™. Recent Form 8-K reports cover operating and financial results following the LYMPHIR launch, international shipment and distribution updates, clinical-study disclosures involving denileukin diftitox-cxdl, and press-release exhibits related to commercial and medical developments.
The filing record also includes emerging growth company disclosures, Nasdaq continued-listing notice reporting, and categories such as material agreements, shareholder voting matters, capital-structure disclosure, governance matters, and security-structure information. These documents frame CTOR’s public reporting around product commercialization, clinical development, corporate governance, listing compliance, and financing-related matters.
Citius Oncology reported that Armistice Capital, LLC and Steven Boyd beneficially own 8,078,404 shares, representing 9.79% of the common stock. The position is held through Armistice Capital Master Fund Ltd., for which Armistice Capital acts as investment manager; the Master Fund disclaims beneficial ownership arising from its lack of voting or dispositive power under the Investment Management Agreement.
The filing is a joint Schedule 13G/A signed by Steven Boyd on February 17, 2026 reporting shared voting and dispositive power over the 8,078,404 shares.
Citius Oncology reported its first fiscal 2026 quarter, highlighted by the initial U.S. launch of LYMPHIR and the Company’s first commercial revenue. Revenue reached $3,944,111, all from initial LYMPHIR sales in December 2025, generating gross profit of $3,154,903.
Total operating expenses were $8,407,179, driven by general and administrative costs and $3,956,050 of stock-based compensation. Citius Oncology posted a net loss of $5,534,069, or $0.06 per share, improving from a $6,659,205 loss, or $0.09 per share, a year earlier. Cash and cash equivalents were $7,295,451, and stockholders’ equity was $58,413,701 as of December 31, 2025. Management emphasized the strategic shift to a commercial oncology business centered on LYMPHIR in a market they estimate currently exceeds $400,000,000.
Citius Oncology reported its first product revenue after launching LYMPHIR for cutaneous T‑cell lymphoma, generating $3.94M in the quarter ended December 31, 2025. Gross profit was about 80%, reflecting high-margin oncology sales.
The company still posted a net loss of $5.53M, narrower than a year earlier, and ended the quarter with $7.30M in cash and a working capital deficit of about $7.6M. A December equity financing raised net proceeds of $15.1M, but management only expects funding to last through May 2026 and discloses substantial doubt about its ability to continue as a going concern without additional capital. Citius also faces significant milestone and manufacturing payment obligations alongside ongoing stock-based compensation expenses.
Citius Oncology, Inc. obtained stockholder approval by written consent to allow the issuance of common stock upon exercise of several warrant series tied to its December 2025 financing and prior offerings. The approval was granted on January 20, 2026 by majority holder Citius Pharmaceuticals, Inc., which owned 66,049,615 of 88,275,204 shares of common stock as of the record date.
The action permits the company to issue up to 16,513,762 shares on exercise of a December 2025 common warrant, up to 1,155,963 shares under December HCW warrants, and 660,550 shares under December Maxim warrants, all at exercise prices between $1.09 and $1.3625 per share. It also permits up to 6,818,182 shares under a July 2025 warrant and 5,142,858 shares under a September 2025 warrant, both repriced to $1.09 and having extended five‑year terms from stockholder approval.
The approval satisfies Nasdaq Listing Rule 5635(d), which requires stockholder consent for certain discounted issuances of 20% or more of outstanding stock. The written consent becomes effective on February 18, 2026; no meeting, proxy, or appraisal rights are provided to other stockholders.
Citius Oncology, Inc. obtained stockholder approval by written consent to issue shares of common stock upon exercise of several warrant series tied to a December 2025 financing and prior offerings. A majority holder, Citius Pharmaceuticals, Inc., which owned 66,049,615 shares, or about 74.8% of the 88,275,204 shares outstanding as of January 20, 2026, approved the issuances without a meeting. The actions cover up to 16,513,762 December Common Warrant shares, 1,155,963 placement agent warrant shares, and shares underlying amended July and September warrants for 6,818,182 and 5,142,858 shares, all at a $1.09 exercise price for the investor warrants. The company explains that potential exercises would significantly increase shares outstanding and dilute existing ownership, and that approval was required to comply with Nasdaq Listing Rule 5635(d). No vote or proxy is sought from other stockholders, and there are no appraisal rights.
Citius Oncology, Inc. is conducting a primary offering of 1,284,404 shares of common stock at $1.09 per share to a single institutional investor, raising gross proceeds of about $1.4 million. After placement agent fees and expenses, the company expects net proceeds of approximately $1.04 million, which it plans to use to support the commercial launch of its FDA‑approved CTCL therapy LYMPHIR and for general working capital needs.
Concurrently, Citius Oncology is issuing in private placements pre‑funded warrants to purchase up to 15,229,358 shares of common stock and an equal number of common warrants, plus additional warrants to buy up to 1,284,404 shares, all outside this prospectus. Following the stock sale, common shares outstanding are expected to be about 84.8 million, assuming no exercise of the new or existing warrants.
Citius Oncology, Inc. reported results from its 2025 annual meeting. Stockholders approved an amendment to the 2024 Omnibus Stock Incentive Plan, increasing common shares authorized for issuance under the plan from 15,000,000 to 30,000,000 shares.
Votes on the plan amendment were 74,220,840 for, 106,247 against, 14,688 abstaining, and 3,462,017 broker non-votes. Class I directors Myron Holubiak (74,305,221 for; 36,554 withheld; 3,462,017 broker non-votes) and Joel Mayersohn (74,312,668 for; 29,107 withheld; 3,462,017 broker non-votes) were elected for terms expiring in 2028. Stockholders also ratified Wolf & Company, P.C. as independent auditor with 77,690,844 for, 36,459 against, and 76,489 abstaining.
Citius Oncology furnished an updated Corporate Presentation under Regulation FD. The company posted the presentation on October 23, 2025 and attached it as Exhibit 99.1 to a Form 8-K. The company states that the information in Item 7.01, including Exhibit 99.1, is not deemed “filed” for purposes of Section 18 of the Exchange Act and is not incorporated by reference into other filings except as specifically referenced.
Citius Oncology’s common stock trades on the Nasdaq Capital Market under the symbol CTOR.
Citius Oncology, Inc. (CTOR) is asking shareholders to elect two Class I directors, approve an amendment to its 2024 Omnibus Stock Incentive Plan to increase the share reserve from 15,000,000 to 30,000,000 shares, and to ratify Wolf & Company, P.C. as independent auditor for the fiscal year ending September 30, 2025. The proxy describes voting methods (internet, telephone, mail, or in person), procedures to revoke proxies, and vote thresholds: plurality for director elections and a majority of votes cast for the plan amendment and auditor ratification. The filing discloses director and officer names and ages, option awards and exercise terms (example: options exercisable at $2.15 expiring 07/05/2033), beneficial ownership data based on 83,513,442 shares outstanding as of September 10, 2025, and that certain directors and officers hold options exercisable within 60 days aggregating specific amounts (e.g., Mr. Mazur: 2,466,667 option shares). Compensation tables show selected salary and option grant values for 2023 and 2024 (examples: total reported for one executive was $661,875 in 2023 and $1,275,000 in 2024). The filing also lists committee responsibilities, nomination and shareholder proposal requirements, and corporate governance documents availability on the Company website.
Myron Z. Holubiak, a director and the company secretary of Citius Oncology, Inc. (CTOR), reported equity awards and option holdings. On 09/19/2025 he received 850,000 restricted shares that vest in three substantially equal installments on the first, second and third anniversaries of the grant, subject to continued service. The filing also reports 100,000 restricted shares granted the same day to his daughter, for which he disclaims beneficial ownership. Previously granted options include 300,000 options (exercise price $1.07) held directly and 50,000 options held indirectly by his daughter, both from a 12/12/2024 grant with 3-year vesting, plus 1,500,000 options (exercise price $2.15) from a 07/05/2023 grant that vest over three years.
Myron Z. Holubiak, a director and the company secretary of Citius Oncology, Inc. (CTOR), reported equity awards and option holdings. On 09/19/2025 he received 850,000 restricted shares that vest in three substantially equal installments on the first, second and third anniversaries of the grant, subject to continued service. The filing also reports 100,000 restricted shares granted the same day to his daughter, for which he disclaims beneficial ownership. Previously granted options include 300,000 options (exercise price $1.07) held directly and 50,000 options held indirectly by his daughter, both from a 12/12/2024 grant with 3-year vesting, plus 1,500,000 options (exercise price $2.15) from a 07/05/2023 grant that vest over three years.