Fortress Biotech Inc SEC Filings

Fortress Biotech reported a sharp turnaround to profitability driven by a major asset sale. For the quarter ended March 31, 2026, net revenue rose to $16.0 million, mainly from dermatology product sales at Journey Medical.

The key event was Cyprium’s sale of a Rare Pediatric Disease priority review voucher for $205 million, generating a gain of $158.9 million and lifting net income attributable to common stockholders to $108.4 million, or $3.44 basic EPS. Cash and cash equivalents jumped to $255.8 million, and total assets nearly doubled to $356.9 million, while long-term notes payable, net, declined to $39.4 million after prepayments on the Oaktree facility. Management states that Parent Entity cash of $209.9 million is sufficient to fund operations for at least 12 months, although the company still expects operating losses over the next several years and may pursue additional financings.

Fortress Biotech reported a sharp turnaround in the first quarter of 2026, driven by monetizing a Rare Pediatric Disease Priority Review Voucher for $205 million. This generated a gain on sale of $158.9 million and lifted net income attributable to common stockholders to $108.4 million, or $3.44 basic and $2.82 diluted EPS, compared with a loss a year earlier.

Net revenue rose to $16.0 million, up from $13.1 million, while operating loss narrowed as selling, general and administrative and research and development costs declined. Cash and cash equivalents increased to $255.8 million, and total stockholders’ equity grew to $202.4 million. Management highlighted FDA approval of ZYCUBO for Menkes disease, expected future royalties from ZYCUBO and UNLOXCYT, and debt reduction, including lowering Oaktree principal to $15.0 million, as key steps supporting its diversified portfolio strategy.

Fortress Biotech reported a sharp turnaround in the first quarter of 2026, driven by monetizing a Rare Pediatric Disease Priority Review Voucher for $205 million. This generated a gain on sale of $158.9 million and lifted net income attributable to common stockholders to $108.4 million, or $3.44 basic and $2.82 diluted EPS, compared with a loss a year earlier.

Net revenue rose to $16.0 million, up from $13.1 million, while operating loss narrowed as selling, general and administrative and research and development costs declined. Cash and cash equivalents increased to $255.8 million, and total stockholders’ equity grew to $202.4 million. Management highlighted FDA approval of ZYCUBO for Menkes disease, expected future royalties from ZYCUBO and UNLOXCYT, and debt reduction, including lowering Oaktree principal to $15.0 million, as key steps supporting its diversified portfolio strategy.

Fortress Biotech, Inc. is holding its 2026 Annual Meeting of Stockholders as a completely virtual event on June 17, 2026 at 10:00 a.m. ET via webcast at www.virtualshareholdermeeting.com/fbio2026, accessible with a 16-digit control number.

Stockholders will vote on two main items: electing seven directors to one-year terms and ratifying KPMG LLP as independent registered public accounting firm for the year ending December 31, 2026. Only holders of record on April 21, 2026 may vote, and proxies can be submitted by internet, telephone or mail, with the ability to revoke and vote live at the meeting.

The proxy describes a board of seven members, five of whom are independent under Nasdaq rules, and outlines audit, compensation, and nominating committee structures. It details executive pay, including a long-term incentive plan for senior leaders that can grant up to 1% of outstanding shares annually, and reports that the CEO beneficially owns about 19.5% of the common stock, while all directors and officers as a group hold about 28.5%. The filing also discloses 2025 audit fees to KPMG and related-party and management services arrangements with partner companies.

Fortress Biotech, Inc. is holding its 2026 Annual Meeting of Stockholders as a completely virtual event on June 17, 2026 at 10:00 a.m. ET via webcast at www.virtualshareholdermeeting.com/fbio2026, accessible with a 16-digit control number.

Stockholders will vote on two main items: electing seven directors to one-year terms and ratifying KPMG LLP as independent registered public accounting firm for the year ending December 31, 2026. Only holders of record on April 21, 2026 may vote, and proxies can be submitted by internet, telephone or mail, with the ability to revoke and vote live at the meeting.

The proxy describes a board of seven members, five of whom are independent under Nasdaq rules, and outlines audit, compensation, and nominating committee structures. It details executive pay, including a long-term incentive plan for senior leaders that can grant up to 1% of outstanding shares annually, and reports that the CEO beneficially owns about 19.5% of the common stock, while all directors and officers as a group hold about 28.5%. The filing also discloses 2025 audit fees to KPMG and related-party and management services arrangements with partner companies.

Fortress Biotech, Inc. Chief Financial Officer David Jin acquired 2,967 shares of common stock at $2.176 per share through the company’s Employee Stock Purchase Plan. This grant was reported as exempt under Rule 16b-3(d) and Rule 16b-3(c). After the transaction, he holds 1,251,571 shares in total, including 1,230,000 shares underlying deferred restricted stock units, so the new purchase represents a small portion of his overall position.

Fortress Biotech, Inc. Chief Financial Officer David Jin acquired 2,967 shares of common stock at $2.176 per share through the company’s Employee Stock Purchase Plan. This grant was reported as exempt under Rule 16b-3(d) and Rule 16b-3(c). After the transaction, he holds 1,251,571 shares in total, including 1,230,000 shares underlying deferred restricted stock units, so the new purchase represents a small portion of his overall position.

Fortress Biotech, Inc. is a biopharmaceutical holding and operating company that acquires, develops and monetizes drug assets through a network of subsidiaries and partner companies. It focuses on product revenue, equity stakes, dividends and royalties across dermatology, oncology, rare disease and gene therapy.

As of March 25, 2026, Fortress had 32,202,564 common shares and 3,427,138 shares of 9.375% Series A preferred stock outstanding, with non‑affiliate common equity valued at $43,741,728 as of its most recent second fiscal quarter. The company reports 78 full‑time employees across Fortress and its controlled entities.

Recent transactions reshaped the portfolio. Sun Pharma acquired former subsidiary Checkpoint, giving Fortress $28.0 million in cash plus potential royalties and up to $4.8 million tied to EU approval of UNLOXCYT. Cyprium’s Menkes disease therapy ZYCUBO won FDA approval, with up to $128 million in potential sales milestones and tiered royalties, and Cyprium sold its priority review voucher for $205 million. Additional upside comes from Journey’s launch of EMROSI for rosacea, an exclusive license for Avenue’s ATX‑04 in lysosomal storage diseases, Urica’s equity and royalty position in Crystalys’ Phase 3 gout program, and multiple late‑stage and mid‑stage programs in CMV vaccines, GBM CAR‑T, and other rare and neurological diseases.

Fortress Biotech, Inc. is a biopharmaceutical holding and operating company that acquires, develops and monetizes drug assets through a network of subsidiaries and partner companies. It focuses on product revenue, equity stakes, dividends and royalties across dermatology, oncology, rare disease and gene therapy.

As of March 25, 2026, Fortress had 32,202,564 common shares and 3,427,138 shares of 9.375% Series A preferred stock outstanding, with non‑affiliate common equity valued at $43,741,728 as of its most recent second fiscal quarter. The company reports 78 full‑time employees across Fortress and its controlled entities.

Recent transactions reshaped the portfolio. Sun Pharma acquired former subsidiary Checkpoint, giving Fortress $28.0 million in cash plus potential royalties and up to $4.8 million tied to EU approval of UNLOXCYT. Cyprium’s Menkes disease therapy ZYCUBO won FDA approval, with up to $128 million in potential sales milestones and tiered royalties, and Cyprium sold its priority review voucher for $205 million. Additional upside comes from Journey’s launch of EMROSI for rosacea, an exclusive license for Avenue’s ATX‑04 in lysosomal storage diseases, Urica’s equity and royalty position in Crystalys’ Phase 3 gout program, and multiple late‑stage and mid‑stage programs in CMV vaccines, GBM CAR‑T, and other rare and neurological diseases.

Fortress Biotech reported that its majority-owned subsidiary Cyprium Therapeutics has closed the sale of its Rare Pediatric Disease Priority Review Voucher for $205 million in gross proceeds under a previously disclosed asset purchase agreement. In connection with the transaction, Cyprium redeemed all outstanding shares of its 9.375% Perpetual Preferred Stock.

Fortress, which owns 80.4% of Cyprium’s outstanding common stock on an as-converted basis, expects to receive at least $100.0 million from Cyprium through potential future dividends and intercompany agreements, including intercompany debt, interest and accrued expenses. Cyprium must pay 20% of the PRV sale proceeds to an institute of the National Institutes of Health and also remains eligible to receive tiered royalties on net sales of ZYCUBO and up to approximately $128 million in aggregate sales milestones from Sentynl Therapeutics.

Fortress Biotech reported that its majority-owned subsidiary Cyprium Therapeutics has closed the sale of its Rare Pediatric Disease Priority Review Voucher for $205 million in gross proceeds under a previously disclosed asset purchase agreement. In connection with the transaction, Cyprium redeemed all outstanding shares of its 9.375% Perpetual Preferred Stock.

Fortress, which owns 80.4% of Cyprium’s outstanding common stock on an as-converted basis, expects to receive at least $100.0 million from Cyprium through potential future dividends and intercompany agreements, including intercompany debt, interest and accrued expenses. Cyprium must pay 20% of the PRV sale proceeds to an institute of the National Institutes of Health and also remains eligible to receive tiered royalties on net sales of ZYCUBO and up to approximately $128 million in aggregate sales milestones from Sentynl Therapeutics.

Fortress Biotech’s chairman, president and CEO Lindsay A. Rosenwald filed Amendment No. 5 to his Schedule 13D, reporting beneficial ownership of 6,917,715 shares of common stock, or 20.7% of the company, based on 31,037,937 shares outstanding as reported in a December 2025 prospectus supplement.

The position includes 4,050,765 issued shares held directly, 475,424 unvested restricted shares subject to repurchase, 2,330,874 shares underlying currently exercisable warrants, and smaller holdings through Paramount Biosciences, LLC and Capretti Grandi LLC over which he has voting and dispositive control. It excludes 96,919 shares held by family trusts where he lacks such control.

The amendment reflects equity grants of 454,153 shares on January 1, 2025 and 475,424 shares on March 18, 2026 under Fortress Biotech’s Long Term Incentive Plan, awarded after he achieved 100% of goals set by the compensation committee. Rosenwald states he has no present plans for major corporate actions or additional acquisitions or dispositions beyond this compensation-related ownership.

Fortress Biotech’s chairman, president and CEO Lindsay A. Rosenwald filed Amendment No. 5 to his Schedule 13D, reporting beneficial ownership of 6,917,715 shares of common stock, or 20.7% of the company, based on 31,037,937 shares outstanding as reported in a December 2025 prospectus supplement.

The position includes 4,050,765 issued shares held directly, 475,424 unvested restricted shares subject to repurchase, 2,330,874 shares underlying currently exercisable warrants, and smaller holdings through Paramount Biosciences, LLC and Capretti Grandi LLC over which he has voting and dispositive control. It excludes 96,919 shares held by family trusts where he lacks such control.

The amendment reflects equity grants of 454,153 shares on January 1, 2025 and 475,424 shares on March 18, 2026 under Fortress Biotech’s Long Term Incentive Plan, awarded after he achieved 100% of goals set by the compensation committee. Rosenwald states he has no present plans for major corporate actions or additional acquisitions or dispositions beyond this compensation-related ownership.

ROSENWALD LINDSAY A MD reported acquisition or exercise transactions in this Form 4 filing.

Fortress Biotech, Inc. reported that President, CEO & Chairman Lindsay A. Rosenwald received a grant of 475,424 shares of common stock on March 18, 2026. These are restricted shares awarded under the company’s Long-Term Incentive Plan, rather than an open-market purchase.

Following this equity award, Rosenwald directly holds 4,586,841 shares of Fortress Biotech common stock. The transaction reflects stock-based compensation that further ties the executive’s interests to the company’s long-term performance.

ROSENWALD LINDSAY A MD reported acquisition or exercise transactions in this Form 4 filing.

Fortress Biotech, Inc. reported that President, CEO & Chairman Lindsay A. Rosenwald received a grant of 475,424 shares of common stock on March 18, 2026. These are restricted shares awarded under the company’s Long-Term Incentive Plan, rather than an open-market purchase.

Following this equity award, Rosenwald directly holds 4,586,841 shares of Fortress Biotech common stock. The transaction reflects stock-based compensation that further ties the executive’s interests to the company’s long-term performance.

WEISS MICHAEL S reported acquisition or exercise transactions in this Form 4 filing.

Fortress Biotech, Inc. insider Michael S. Weiss, the Executive Vice Chairman, received a grant of 475,424 shares of common stock on March 18, 2026. These restricted shares were awarded under the company’s Long-Term Incentive Plan and increased his direct holdings to 2,276,562 shares. This is a compensation-related equity award rather than an open-market purchase or sale.

WEISS MICHAEL S reported acquisition or exercise transactions in this Form 4 filing.

Fortress Biotech, Inc. insider Michael S. Weiss, the Executive Vice Chairman, received a grant of 475,424 shares of common stock on March 18, 2026. These restricted shares were awarded under the company’s Long-Term Incentive Plan and increased his direct holdings to 2,276,562 shares. This is a compensation-related equity award rather than an open-market purchase or sale.

Fortress Biotech’s majority-owned subsidiary Cyprium Therapeutics agreed to sell its FDA Rare Pediatric Disease Priority Review Voucher for $205 million in cash, payable at closing. The voucher was granted after ZYCUBO was approved to treat Menkes disease in pediatric patients.

Fortress owns 80.4% of Cyprium’s common stock and expects to receive at least $100 million over time from Cyprium through dividends and intercompany arrangements, subject to closing, taxes, required payments to a National Institutes of Health institute, Cyprium’s preferred stock redemption and other obligations. Fortress also amended its Oaktree credit agreement to ease several financial covenants after the PRV sale and to apply $10 million of proceeds, plus interest and a yield protection premium, to mandatory loan prepayment.

Fortress Biotech’s majority-owned subsidiary Cyprium Therapeutics agreed to sell its FDA Rare Pediatric Disease Priority Review Voucher for $205 million in cash, payable at closing. The voucher was granted after ZYCUBO was approved to treat Menkes disease in pediatric patients.

Fortress owns 80.4% of Cyprium’s common stock and expects to receive at least $100 million over time from Cyprium through dividends and intercompany arrangements, subject to closing, taxes, required payments to a National Institutes of Health institute, Cyprium’s preferred stock redemption and other obligations. Fortress also amended its Oaktree credit agreement to ease several financial covenants after the PRV sale and to apply $10 million of proceeds, plus interest and a yield protection premium, to mandatory loan prepayment.