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[8-K] Cyclacel Pharmaceuticals, Inc. 6% Cnvrtbl. Prfrd. Stock Reports Material Event

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
8-K
Rhea-AI Filing Summary

Cyclacel Pharmaceuticals disclosed that it is presenting audited consolidated financial statements for the quarter ended March 31, 2025 to satisfy the eligibility requirements of a registration statement on Form S-3. The filing indicates the company is providing its audited quarter-end financials and related notes so it meets the stated Form S-3 condition for shelf or registered offerings.

The report lists two exhibits: Exhibit 99.1 (the audited financial statements for the quarter) and Exhibit 104 (the cover page interactive XBRL data). The filing itself does not include income statement, balance sheet, or management discussion figures within the report text provided.

Positive
  • None.
Negative
  • None.

Insights

TL;DR: Routine procedural filing supplying audited Q1 2025 statements to maintain Form S-3 eligibility; no operating metrics disclosed here.

The submission is primarily administrative: Cyclacel is furnishing audited consolidated financials for the quarter ended March 31, 2025 and including XBRL cover page data. That action addresses a technical requirement under Form S-3 instructions and preserves the company’s ability to rely on that registration form for future offerings. Because the filing contains no revenue, profit, cash balance, or reserve figures in the disclosed text, there is no immediate financial information to revalue the business or change forecasts. Impact on investors is therefore neutral absent the underlying exhibits.

TL;DR: Compliance-focused disclosure; providing audited quarter-end statements and XBRL data is standard governance practice to satisfy S-3 criteria.

Delivering audited consolidated financial statements and an interactive data cover page reflects adherence to disclosure and filing standards tied to Form S-3 eligibility. This supports regulatory compliance and investor transparency from a procedural perspective. The filing text does not include management commentary or specific financial metrics, so governance implications are limited to confirming the company met the stated submission requirement. Overall governance impact is neutral.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

 

August 12, 2025

Date of Report (date of earliest event reported)

 

 

Cyclacel Pharmaceuticals, Inc.

(Exact name of Registrant as specified in its charter)

 

Delaware   0-50626   91-1707622

(State or other jurisdiction of

incorporation or organization)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification Number)

 

Level 10, Tower 11, Avenue 5, No. 8

Jalan Kerinchi, Kuala Lumpur, Malaysia 592000

(Address of principal executive offices) (Zip code)

 

(908) 517-7330

(Registrant’s telephone number, including area code)

 

Not Applicable

(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 $0.001 per share   CYCC   The Nasdaq Capital Market
Preferred Stock, $0.001 par value   CYCCP   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 9.01. Financial Statements and Exhibits.

 

In reference to meeting the eligibility requirements under General Instructions I.A.4 of the registration statement on Form S-3, Cyclacel Pharmaceuticals, Inc., a Delaware corporation is presenting its audited consolidated financial statements for the quarter ended March 31, 2025, including the notes to such financial statements.

 

(d) Exhibits.

 

Exhibit No.   Exhibit
99.1   Audited Financial Statements for the quarter ended March 31, 2025
104   Cover Page Interactive Data File (embedded within the XBRL document)

 

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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, thereunto duly authorized.

 

Date: August 12, 2025 Cyclacel Pharmaceuticals, Inc.
     
  By: /s/ Datuk Dr. Doris Wong Sing Ee
  Name: Datuk Dr. Doris Wong Sing Ee
  Title: Chief Executive Officer and Executive Director

 

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