Enlivex Ltd SEC Filings

Enlivex Therapeutics reported that its primary treasury asset, the RAIN token, has been listed on the Kraken cryptocurrency exchange effective February 9, 2026. Kraken is described as the second-largest U.S.-based crypto exchange, serving 5.7 million users with more than $2 trillion in 2025 trading volume.

The company believes this additional listing should expand access to RAIN and support greater secondary-market liquidity, price discovery, and accessibility for participants in the RAIN ecosystem. RAIN is the governance and utility token of a decentralized predictions and options protocol on the Arbitrum network, while Enlivex continues late-stage clinical development of its Allocetra™ therapy for osteoarthritis.

Enlivex Therapeutics Ltd. reports that shareholders at a February 3, 2026 Extraordinary General Meeting approved all proposals described in its prior notice and proxy materials, including amendments to the Company’s Articles of Association. The updated Articles, now in effect, govern share capital, meetings, board structure, and officer protections.

The Articles provide for a classified board starting with the annual meeting anticipated in 2026, where directors are elected for three-year, staggered terms, and allow issuance of redeemable securities subject to shareholder approval. They also permit reasonable corporate donations and include provisions for advance release, insurance, and indemnification of office holders, all subject to Israeli companies and securities laws.

Enlivex Therapeutics reported that its primary digital treasury asset, the RAIN token, has been listed on the WhiteBIT cryptocurrency exchange effective January 21, 2026. WhiteBIT is described as the largest European cryptocurrency exchange by traffic and part of W Group, serving more than 35 million customers globally.

The company expects RAIN trading on WhiteBIT to expand market access and enhance secondary market liquidity for the token, supporting its digital asset treasury strategy centered on RAIN. Enlivex remains a clinical-stage macrophage reprogramming immunotherapy company focused on late-stage development of Allocetra for osteoarthritis, while also positioning RAIN as its primary treasury reserve asset to give investors exposure to this digital token.

Enlivex Therapeutics plans to have its shares trade exclusively on the Nasdaq Capital Market and is voluntarily delisting its ordinary shares from the Tel Aviv Stock Exchange. In line with Israeli law and TASE rules, the last trading day in Tel Aviv is expected to be April 23, 2026, with delisting around April 26, 2026.

The company’s ordinary shares will continue to trade on Nasdaq under the symbol ENLV, and Enlivex will keep filing public reports with the SEC and Nasdaq. The board approved the move to operate under a single listing regime, reduce duplicative administrative costs, potentially concentrate liquidity on Nasdaq, and focus investor and public relations efforts on the U.S. capital markets.

Enlivex Therapeutics reports that its primary digital treasury asset, the RAIN token, was listed on the KuCoin cryptocurrency exchange effective January 6, 2026. KuCoin is described as a major global platform with more than 40 million users and deep retail liquidity, and the listing is expected to expand market access and secondary liquidity for RAIN.

Management views exchange listings as important milestones for its digital asset treasury strategy, which is centered on holding RAIN as Enlivex’s main treasury reserve asset. Alongside this strategy, Enlivex continues to operate a biopharmaceutical business developing Allocetra™, a late-stage therapy candidate for osteoarthritis, a highly prevalent and disabling joint disease affecting tens of millions of people in the United States and hundreds of millions worldwide.

Enlivex Therapeutics Ltd. reported that it has scheduled an Extraordinary General Meeting of Shareholders. The meeting will take place on February 3, 2026, at 7:00 p.m. Israel time at the company’s offices at 14 Einstein Street, Nes Ziona, Israel.

The company has prepared a notice, proxy statement and proxy card for this meeting, which are included as exhibits to this report and incorporated by reference into several existing registration statements on Forms S-8 and F-3. Shareholders can use the proxy materials to review the matters to be voted on and to submit their voting instructions.

Enlivex Therapeutics Ltd. (ENLV) reported the closing of a significant private placement, issuing 212,000,000 ordinary shares or pre-funded warrants at $1.00 per share or $0.99 per pre-funded warrant, raising $212.0 million in gross proceeds. The company plans to use substantially all net proceeds to purchase RAIN and to establish cryptocurrency treasury operations as part of its digital asset treasury strategy, as well as to cover related transaction fees and expenses.

The securities, including additional Lead Investor Warrants for 1,750,000 shares issued to Sobrinia Ltd., were sold under exemptions from SEC registration. In connection with the deal, director Andrew Singer resigned and was replaced on the Audit Committee by Dr. Roger Pomerantz, who is designated as an audit committee financial expert. Matteo Renzi joined the board as a director, serving until the 2026 annual general meeting.

Enlivex Therapeutics (ENLV) reported a large financing and a major shift in how it will manage its capital. The company entered a private placement for 212,000,000 ordinary shares, or pre-funded warrants, at $1.00 per share or $0.999 per pre-funded warrant, with proceeds earmarked largely to build a digital asset treasury centered on RAIN tokens, plus stablecoins and other short-duration digital assets, to support ongoing operations and the RAIN ecosystem.

Pre-funded warrants are immediately exercisable at $0.001 per share with a 9.99% beneficial ownership cap, and investors receive resale registration rights. A shareholders’ agreement imposes staged lock-ups and provides for a warrant to buy 1,750,000 shares at $1.00 for Sobrinia Ltd. The company also adopted an ATM program of up to $299,553,108 of shares under its F-3 shelf, signed a three-year treasury management agreement for digital assets, obtained an option to buy up to $918.0 million of RAIN tokens (not using private placement proceeds), and accelerated vesting of all outstanding employee and executive equity awards at closing.

Enlivex Therapeutics Ltd. has launched an at-the-market equity program to sell up to $299,553,108 of ordinary shares through BTIG on Nasdaq or other U.S. markets. Net proceeds are intended mainly for acquiring RAIN governance tokens and building a new digital asset treasury business, alongside working capital and ongoing clinical, regulatory, manufacturing and R&D activities.

The company plans to concentrate its treasury in RAIN and use staking and DeFi strategies while relying on third-party custodians, exposing it to significant crypto price, liquidity, regulatory and cybersecurity risks. Enlivex continues its macrophage reprogramming program, reporting positive Phase IIa six‑month data in knee osteoarthritis patients aged 60+ with clinically meaningful pain and function improvements versus placebo. Recent actions also include a large private placement of 212,000,000 shares or pre-funded warrants at about $1.00 and an option to purchase up to $918.0 million of RAIN tokens.