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CITIUS ONCOLOGY (CTOR) SEC Filings, Mar-May 2026

CTOR NASDAQ

Ticker history: TENK became CTOR (Citius Oncology, Inc.) on . Earlier news and filings retain their original names and dates. View TENK history.

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.

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Citius Oncology, Inc. is notifying holders that a written consent by a majority of shares approved authorizations to issue common stock upon exercise of lender warrants, May 2026 warrants, amended December 2025 warrants and a lender conversion option.

The company entered a loan package providing up to $25.0 million (with $10.0 million funded on May 6, 2026) and issued related warrants. The Warrant Inducement includes warrants to purchase 25,555,556 shares (May Common Warrants), plus 894,444 placement-agent warrants and amended December warrants covering 15,697,024 shares. The conversion option covers up to $4.0 million of loan principal convertible at $1.08 per share. The filing states there are 92,981,204 shares outstanding as of the record date and that majority holder Citius Pharmaceuticals, Inc. holds 66,049,615 shares (~71.0%).

The approvals were obtained by written consent and will become effective twenty (20) calendar days after mailing. The issuances are subject to Nasdaq Listing Rule 5635(d) and other terms described in the agreements.

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Form 8-K
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Citius Oncology reported fiscal second quarter 2026 results that reflect the early launch of LYMPHIR and heavy one-time costs. Net product revenue was $1.7 million for the quarter and $5.6 million for the first half of fiscal 2026, with gross margins of about 80%. LYMPHIR’s rollout shows strong market access, with payer coverage near 100% of covered commercial lives and 83% of target accounts either on formulary or in review, plus an initial shipment to Europe.

The company remains deeply loss-making. Net loss was $26.6 million for the quarter and $32.1 million for the first half, driven largely by a $19.7 million one-time contract cancellation charge tied to a CMO termination and rising stock-based compensation. Cash and cash equivalents were $2.6 million as of March 31, 2026. Subsequent warrant exercises and a new senior secured term loan provided about $21.5 million in gross proceeds and access to up to $25 million total, and management expects combined resources at Citius Oncology and Citius Pharma to fund operations through November 2026.

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Rhea-AI Summary

Citius Oncology reported its first meaningful commercial results for LYMPHIR while remaining deeply loss-making and liquidity‑constrained. For the six months ended March 31, 2026, net revenue reached $5,611,409, all from LYMPHIR, with gross margin of about 80%. However, the company posted a six‑month net loss of $32,143,764, including a $19,733,307 contract cancellation fee after its bulk drug‑substance CMO terminated production and the agreement. Quarterly net loss was $26,609,695.

At March 31, 2026, Citius Oncology held $2,632,634 in cash, inventory of $22,659,590, total liabilities of $65,430,399, and negative working capital of about $29.4 million, prompting a going concern warning. Subsequent events included roughly $11.5 million in warrant‑exercise proceeds and a Loan and Security Agreement providing up to $25.0 million of secured term loans maturing in 2029, but management still expects to need additional capital beyond November 2026.

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Citius Oncology, Inc. Schedule 13G/A: Armistice Capital, LLC and Steven Boyd report beneficial ownership of 9,299,917 shares of common stock, representing 9.99% of the class as of 03/31/2026. The filing is Amendment No. 3.

The disclosure states Armistice Capital is the investment manager of Armistice Capital Master Fund Ltd., which is the direct holder; Armistice Capital and Mr. Boyd report shared voting and dispositive power over the 9,299,917 shares, while the Master Fund disclaims beneficial ownership by reason of its inability to vote or dispose under the Investment Management Agreement.

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Citius Oncology filed a prospectus supplement registering 6,818,182 shares of common stock underlying existing warrants and 272,727 shares underlying the placement agent’s warrants. The company also disclosed a warrant inducement agreement, a Loan and Security Agreement providing up to $25.0 million of term loans and related lender warrants, and a Third Amendment to a promissory note that permits conversion at $0.90 per share. The New Warrants and related lender and placement agent warrants are exercisable only after Stockholder Approval and the filing and effectiveness of a resale registration statement; exercises are subject to beneficial ownership limits and customary adjustment provisions. The company reported aggregate gross proceeds of approximately $11.5 million from the warrant inducement transaction and expects the debt financing to fund operations per the Loan Agreement.

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Rhea-AI Summary

Citius Oncology, Inc. entered into a warrant inducement transaction and a new senior secured loan to raise capital for LYMPHIR commercialization and general corporate purposes. A healthcare-focused investor agreed to immediately exercise warrants for 12,777,778 shares at $0.90 per share, providing approximately $11.5 million in gross proceeds, and received 25,555,556 new warrants at a $0.90 exercise price.

The company also entered into a Loan and Security Agreement providing up to $25.0 million in term loans, with $10.0 million funded at closing and additional tranches tied to revenue and liquidity milestones. The loans mature on November 1, 2029, carry a minimum annual interest rate of 12.75%, and are secured by substantially all assets. Lenders and agents receive fees, warrants and a conversion option, and a related-party promissory note was amended and subordinated to the new senior debt.

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Citius Oncology, Inc. files a prospectus supplement registering 6,818,182 shares of Common Stock underlying the Warrants and 272,727 shares underlying the Placement Agent’s Warrants as part of its Post-Effective Amendment to Registration Statement No. 333-288656. The supplement incorporates Form 8-K disclosures describing positive investigator-initiated Phase 1 topline data for LYMPHIR™ across multiple tumor settings, early U.S. commercial launch traction, and the initial shipment of LYMPHIR to Europe.

The prospectus supplement notes the company’s Common Stock last reported close at $0.92 per share as of May 4, 2026 and includes a Nasdaq notice that the company is below the $1.00 bid-price requirement with a compliance period through October 19, 2026.

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Rhea-AI Summary

Citius Oncology, Inc. announced the initial shipment of its lymphoma therapy LYMPHIR (denileukin diftitox-cxdl) to Europe through a regional distribution partner, expanding access beyond the United States. Eligible patients will obtain the drug via country-specific Named Patient Programs under local regulations.

LYMPHIR is an IL‑2 receptor–directed cytotoxin approved by the FDA for adults with relapsed or refractory Stage I–III cutaneous T‑cell lymphoma after at least one prior systemic therapy and was launched in the U.S. in December 2025. Management estimates the initial market for LYMPHIR exceeds $400 million and is underserved by existing options. The product carries a boxed warning for capillary leak syndrome and other significant risks, including hepatotoxicity and serious infusion-related reactions, underscoring the need for careful monitoring in clinical use.

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Citius Oncology, Inc. received a notice from Nasdaq that its common stock has failed to meet the minimum $1.00 per share bid price requirement for the last 30 consecutive business days under Nasdaq Listing Rule 5550(a)(2).

The company has 180 calendar days, until October 19, 2026, to regain compliance. If the stock trades at or above $1.00 for at least ten consecutive business days during this period, Nasdaq will confirm compliance. If compliance is not regained, Citius Oncology may qualify for an additional 180-day period, potentially using a reverse stock split to cure the deficiency.

The Nasdaq notice does not immediately affect trading, and the shares continue to trade on the Nasdaq Capital Market under the symbol CTOR. The company is evaluating options, but there is no assurance it will regain or maintain compliance, and failure could ultimately lead to delisting, subject to appeal rights.

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Citius Oncology, Inc. reported an early commercial update on the U.S. launch of LYMPHIR for relapsed or refractory Stage I–III cutaneous T‑cell lymphoma. The company highlighted increasing formulary adoption at leading oncology centers, broad payer coverage progress, and growing repeat orders that support early prescribing momentum.

Citius is also expanding LYMPHIR’s clinical development through investigator-led studies, including use prior to CAR‑T therapy in diffuse large B‑cell lymphoma and in combination with pembrolizumab in solid tumors, both with positive topline data. Management estimates the initial LYMPHIR market currently exceeds $400 million and is underserved by existing therapies.

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FAQ

How many CITIUS ONCOLOGY (CTOR) SEC filings are available on StockTitan?

StockTitan tracks 55 SEC filings for CITIUS ONCOLOGY (CTOR). Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for CITIUS ONCOLOGY (CTOR)?

The most recent SEC filing for CITIUS ONCOLOGY (CTOR) was filed on May 19, 2026.