Ensysce Biosciences, Inc. filings document the formal disclosures of a clinical-stage pharmaceutical issuer developing abuse-resistant and overdose-protection opioid technologies. Recent 8-K reports cover financial results, material financing agreements, registered direct and private-placement securities transactions, and amendments or corrections tied to Series B preferred stock, common-stock issuance and warrants.
The company’s regulatory record also includes Nasdaq listing-compliance notices, annual-meeting voting results, incentive-plan amendments, auditor ratification, director elections, board resignations, committee roles and retention-related compensation arrangements. These filings describe Ensysce’s capital structure, governance, public-company compliance obligations and risk-related corporate events while its TAAP™ and MPAR® platforms remain the core operating focus.
Ensysce Biosciences filed an amended current report that adds a Certificate of Correction for its Series C non-voting convertible preferred stock, files a corrected press release on its Cy Biopharma acquisition and related financing, and corrects a disclosed fee to Tungsten Partners LLC from $100,000 to $200,000.
The company has completed a stock-for-stock merger acquiring Cy Biopharma, issuing 282,122 shares of Series C Preferred Stock (282,122,000 common shares on an as-converted basis), and arranged a two-tranche private placement of 120,260 Series C Preferred shares for approximately $43 million in gross proceeds, as part of a broader financing of up to $77 million to advance CY200, an FDA Orphan Drug Designation therapy for Complex Regional Pain Syndrome, through Phase 2 proof-of-concept and into registrational development.
Ensysce Biosciences, Inc. completed the stock-for-stock acquisition of Cy Biopharma, Inc., adding a clinical-stage neuroplastogenic therapy for Complex Regional Pain Syndrome with U.S. FDA Orphan Drug Designation. Cy equityholders received 282,122 shares of Series C non-voting convertible preferred stock, each automatically convertible into 1,000 common shares following stockholder approval and subject to beneficial-ownership caps.
Concurrently, Ensysce entered into a private placement for 120,260 Series C preferred shares for approximately $43 million in gross proceeds over two tranches, alongside Cy’s existing cash, to support development of lead candidate CY-200 through Phase 2 proof-of-concept and into preparations for registrational work. After stockholder approval and on a fully diluted basis excluding the milestone tranche, ownership is expected to be about 73.86% for former Cy holders, 7.57% for existing Ensysce holders and 17.49% for new investors, implying a combined equity value of $101.4 million.
Through an Omnibus Amendment and Termination Agreement with 3i, LP, Ensysce is converting all Series B preferred stock into 3,229,276 common shares, exchanging 3i’s warrants for 7,182.517 Series C preferred shares, paying $250,000 in cash and imposing a 4.99–9.99% beneficial-ownership limit, while eliminating the Series B designation. James Morrison, Cy’s founder and CEO, becomes Ensysce’s President and a director, and is expected to assume the CEO role after stockholder approval of the conversion proposals.
Ensysce Biosciences, Inc. reported that on July 10, 2026, Chief Operating Officer Jeffrey Millard resigned, effective the same date. The company received his resignation notice on July 10, 2026.
Ensysce Biosciences’ common stock trades on The Nasdaq Stock Market LLC under the symbol ENSC, and the company is identified as an emerging growth company.
Ensysce Biosciences, Inc. proposes the registration and resale of up to 1,300,000 shares of common stock, consisting largely of shares issuable to a manufacturing counterparty and shares issuable under a separate agreement. The prospectus states the Selling Securityholders will receive all proceeds; the company will pay registration costs.
The company reported 15,365,530 shares outstanding as of June 2, 2026 and disclosed recent financing arrangements that include convertible preferred stock and multiple warrant series. The prospectus notes Nasdaq compliance risks, including a May 21, 2026 notice related to a $2.5 million stockholders’ equity requirement and a bid-price noncompliance notice with a compliance deadline of August 24, 2026. The preliminary prospectus is subject to completion.
Ensysce Biosciences Inc. has received a Nasdaq notice that it no longer meets the exchange’s minimum $2.5 million stockholders’ equity requirement under Nasdaq Listing Rule 5550(b)(1) as of March 31, 2026. The company must submit a compliance plan within 45 days, by July 6, 2026.
If Nasdaq accepts the plan, Ensysce could receive up to 180 days from May 21, 2026 to regain compliance. The company plans to submit a plan and explore options, but there is no assurance Nasdaq or a Nasdaq Hearings Panel will ultimately permit continued listing.
Ensysce Biosciences’ Q1 2026 results highlight rising losses and tight liquidity. Federal grant revenue was $960,999, down from $1,319,772, while operating expenses increased to $4,523,229, driven mainly by higher research and development spending. Net loss widened to $3,556,415 versus $1,945,573 a year earlier.
Cash and cash equivalents fell sharply to $745,482 from $4,310,354 at year-end, and total assets dropped to $2,167,803. Stockholders’ equity turned into a deficit of $669,012, with an accumulated deficit of $143,276,414. Management discloses substantial doubt about the company’s ability to continue as a going concern without additional capital, despite recent preferred stock and warrant financings.
Ensysce Biosciences reported first quarter 2026 results and outlined key pipeline and strategic developments. Federal grant revenue was $960,999, while research and development expenses rose to $3,346,881 and general and administrative expenses were $1,176,348. Net loss attributable to common stockholders widened to $3,556,415, or $(0.52) per share.
Cash and cash equivalents fell to $745,482 as of March 31, 2026, contributing to a stockholders’ equity deficit of $(669,012). Operationally, the company reached 50% of the interim enrollment target in its pivotal PF614-301 Phase 3 pain trial, advanced its PF614-MPAR® overdose-protected opioid program with new clinical data and IRB approval for PF614-MPAR-102 Part 3, and expanded its ADHD and OUD pipelines and patent estate. The board also launched a formal review of strategic alternatives, including potential partnerships and licensing deals.
Ensysce Biosciences, Inc. registers up to 20,335,491 shares of common stock for resale by selling securityholders. The resale pool consists of Conversion Shares issuable on conversion of Series B preferred stock and shares issuable upon exercise of multiple warrant series. The registration covers resale only; the company will not receive proceeds from these resales but will receive proceeds if the Investor Warrants are exercised for cash. The prospectus discloses 9,277,819 shares of common stock outstanding as of April 2, 2026, a reported last sale price of $0.6096 per share on April 2, 2026, a going concern explanatory paragraph in the 2025 audited financials and cash to fund operations into the second quarter of 2026. The filing details conversion-price adjustments, beneficial-ownership limits (4.99%/9.99%), extensive anti-dilution mechanics and resale methods permitted under the Plan of Distribution.