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Galectin Therapeutics (NASDAQ: GALT) widens Q2 loss but clears path to Phase 3

(Moderate)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Galectin Therapeutics Inc. reported a larger net loss for the three months ended June 30, 2026 while advancing its lead drug belapectin toward a registrational Phase 3 trial in MASH cirrhosis and portal hypertension. Net loss was $9.1 million versus $7.5 million a year earlier, with total operating expenses of $4.0 million, down from $4.6 million, reflecting lower research and development spending partly offset by higher general and administrative expenses.

Cash and cash equivalents were $13.3 million and total liabilities $151.7 million as of June 30, 2026, resulting in a stockholders’ deficit of $(138.6) million. Management highlighted an agreement with the FDA on key elements of the planned registrational Phase 3 belapectin trial and noted the recent issuance of common stock converting approximately $105.8 million of debt and accrued interest owed to the company’s chairman, which it stated significantly enhanced the capital structure.

Positive

  • FDA alignment on Phase 3 trial: The company reached agreement with the FDA on key elements of its planned registrational Phase 3 belapectin trial in MASH cirrhosis and portal hypertension, clarifying the regulatory path forward.
  • $105.8 million debt-to-equity conversion: Recent issuance of common stock converted approximately $105.8 million of debt and accrued interest owed to the chairman, which management stated significantly strengthened the balance sheet and enhanced the capital structure.
  • Lower operating expenses: Total operating expenses for Q2 2026 declined to $3.98 million from $4.63 million in Q2 2025, primarily due to reduced research and development spending.

Negative

  • Wider quarterly net loss: Net loss for the three months ended June 30, 2026 increased to $9.11 million from $7.52 million a year earlier, and net loss per share grew to $(0.14) from $(0.12).
  • Rising liabilities and deeper deficit: Total liabilities rose to $151.68 million from $145.73 million between December 31, 2025 and June 30, 2026, increasing stockholders’ deficit to $(138.58) million from $(127.92) million.
  • Cash burn: Cash and cash equivalents decreased to $13.27 million at June 30, 2026 from $17.72 million at December 31, 2025, indicating ongoing use of cash to fund operations.
Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Net loss Q2 2026 $9,113 Net loss for the three months ended June 30, 2026
Net loss Q2 2025 $7,521 Net loss for the three months ended June 30, 2025
Total operating expenses Q2 2026 $3,982 Total operating expenses for the three months ended June 30, 2026
Cash and cash equivalents $13,269 Cash and cash equivalents as of June 30, 2026
Total liabilities $151,678 Total liabilities as of June 30, 2026
Stockholders’ deficit $(138,575) Total stockholders’ deficit as of June 30, 2026
Debt converted to equity $105.8 million Approximate debt and accrued interest converted into common stock owed to the chairman
Basic and diluted net loss per share $(0.14) Net loss per share for the three months ended June 30, 2026
registrational Phase 3 trial regulatory
"expect to submit the registrational Phase 3 protocol in the third quarter"
A registrational phase 3 trial is the late-stage clinical study intended to generate the clear safety and effectiveness data that health regulators require to decide whether to approve a new drug or medical device. These studies typically involve larger patient groups and directly compare the new treatment to existing care so regulators can judge real-world benefit and risks. For investors, a successful registrational trial can unlock market access and long-term revenue like passing a final exam, while failure can sharply reduce a company’s valuation and alter its financial outlook.
Metabolic dysfunction-associated steatohepatitis (MASH) medical
"pathogenesis of Metabolic dysfunction-associated steatohepatitis (MASH) and fibrosis"
Metabolic dysfunction-associated steatohepatitis (MASH) is a liver condition characterized by inflammation and fat buildup caused by metabolic issues like obesity and insulin resistance. It can lead to liver damage over time, similar to rust gradually weakening metal. Because it is linked to widespread health problems such as diabetes and heart disease, MASH is becoming an important factor in overall health risks and healthcare costs, which can impact economic and investment considerations.
Fast Track designation regulatory
"for which it has Fast Track designation by the U.S. Food and Drug Administration"
Fast track designation is a status the U.S. Food and Drug Administration grants to drugs intended to treat serious conditions and address an unmet medical need. It gives the developer more frequent communication with the FDA and can allow parts of the application to be reviewed on a rolling basis, and it may pave the way to priority review or accelerated approval. It can shorten development timelines, though it does not guarantee approval.
NAVIGATE trial medical
"the strength of our NAVIGATE trial dataset was further validated"
portal hypertension medical
"Phase 3 trial of belapectin in MASH cirrhosis and portal hypertension"
An increase in blood pressure in the portal venous system — the veins that carry blood from the intestines to the liver — usually caused by scarring or blockage in the liver that acts like a traffic jam in a pipe. It matters to investors because it drives demand for treatments, diagnostics and procedures, influences clinical trial outcomes and regulatory decisions, and can materially affect healthcare costs and a company’s commercial prospects in liver-related therapies.
stockholders’ deficit financial
"Total stockholders’ deficit $(138,575)"
Stockholders’ deficit is the situation where a company’s total liabilities exceed its total assets, so the book value attributed to shareholders is negative. Think of it like a household with more outstanding debts than the value of its house and possessions—this can signal past losses or aggressive payouts and raises the risk that shareholders may be wiped out, diluted, or face difficulty when the company needs new financing. Investors watch it as a warning about solvency and long‑term financial health.
Net loss $9,113 Net loss increased from $7,521 in Q2 2025 to $9,113 in Q2 2026
Total operating expenses $3,982 Total operating expenses decreased from $4,625 in Q2 2025 to $3,982 in Q2 2026
Research and development expenses $2,135 Research and development expenses decreased from $3,261 in Q2 2025 to $2,135 in Q2 2026
General and administrative expenses $1,847 General and administrative expenses increased from $1,364 in Q2 2025 to $1,847 in Q2 2026
Net loss per share $(0.14) Net loss per share widened from $(0.12) in Q2 2025 to $(0.14) in Q2 2026

FAQ

What net loss did Galectin Therapeutics (GALT) report for Q2 2026?

Galectin Therapeutics reported a net loss of $9.1 million for the three months ended June 30, 2026, compared with $7.5 million in the same period of 2025, with net loss per share of $(0.14) versus $(0.12).

How did Galectin Therapeutics’ (GALT) operating expenses change in Q2 2026?

Total operating expenses were $3.98 million in Q2 2026, down from $4.63 million in Q2 2025. Research and development decreased to $2.14 million, while general and administrative expenses rose to $1.85 million.

What is Galectin Therapeutics’ (GALT) cash position and leverage as of June 30, 2026?

As of June 30, 2026, Galectin Therapeutics held $13.27 million in cash and cash equivalents and reported $151.68 million in total liabilities, resulting in a stockholders’ deficit of $(138.58) million.

What key regulatory milestone did Galectin Therapeutics (GALT) reach for belapectin?

Galectin Therapeutics reached an agreement with the FDA on key elements of its planned registrational Phase 3 trial of belapectin in MASH cirrhosis and portal hypertension and expects to submit the Phase 3 protocol in the third quarter of 2026.

How did Galectin Therapeutics (GALT) change its capital structure in 2026?

The company noted a recent issuance of common stock converting approximately $105.8 million of debt and accrued interest from its chairman, which management stated significantly strengthened the balance sheet and enhanced the capital structure.

What recognition does belapectin have from the FDA according to Galectin Therapeutics (GALT)?

Belapectin, Galectin Therapeutics’ lead drug targeting galectin-3, has Fast Track designation from the U.S. Food and Drug Administration for its development program, which focuses on MASH with cirrhosis and portal hypertension.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549



FORM 8-K
 


CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported):  August 14, 2026



GALECTIN THERAPEUTICS INC.
 (Exact name of registrant as specified in its charter)



Nevada
001-31791
04-3562325
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(IRS Employer Identification No.)

4960 PEACHTREE INDUSTRIAL BOULEVARD, STE 240
NORCROSS, GA 30071
(Address of principal executive office) (zip code)

Registrant’s telephone number, including area code: (678) 620-3186

N/A
(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))
 
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. ☐

 Securities registered pursuant to Section 12(b) of the Act:

Title of each class
Trading
Symbol
Name of each exchange on which
registered
Common Stock $0.001par value per share
GALT
The Nasdaq Stock Market



SECTION 2 – FINANCIAL INFORMATION

Item 2.02
Results of Operations and Financial Condition.

On August 14, 2026, Galectin Therapeutics Inc. (“Galectin Therapeutics”) issued a press release announcing its results of operations and financial condition as of and for the six months ended June 30, 2026, and provided a business update. Galectin hereby incorporates by reference herein the information set forth in its press release dated August 14, 2026 (the “Press Release”), a copy of which is attached hereto as Exhibit 99.1.

Except for the historical information contained in this report, the statements made by Galectin Therapeutics are forward-looking statements that involve risks and uncertainties. All such statements are subject to the safe harbor created by the Private Securities Litigation Reform Act of 1995. Galectin Therapeutics’ future financial performance could differ significantly from the expectations of management and from results expressed or implied in the Press Release. Forward-looking statements in the Press Release are subject to certain risks and uncertainties described in the Press Release. For further information on other risk factors, please refer to the “Risk Factors” contained in Galectin Therapeutics’ Annual Report on Form 10-K for the fiscal year ended December 31, 2025, as filed with the Securities and Exchange Commission, and its subsequent filings with the SEC.

The information in this Item 2.02 is being furnished, not filed, pursuant to Item 2.02 of Form 8-K. Accordingly, the information in Item 2.02 of this report, including the Press Release attached hereto as Exhibit 99.1, will not be incorporated by reference into any registration statement filed by Galectin under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference.

SECTION 9 – FINANCIAL STATEMENTS AND EXHIBITS

Item 9.01
Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number
Description
   
99.1
Press Release dated August 14, 2026
   
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)

- 2 -

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, Galectin Therapeutics Inc. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 
Galectin Therapeutics Inc.
     
Date: August 14, 2026
By:
 /s/ Jack W. Callicutt
 
   
Jack W. Callicutt
   
Chief Financial Officer


- 3 -


Exhibit 99.1

 
Galectin Therapeutics Reports June 30, 2026 Financial Results and Provides Business Update
 
NORCROSS, Ga., August 14, 2026 (GLOBE NEWSWIRE)Galectin Therapeutics, Inc. (NASDAQ: GALT), the leading developer of therapeutics that target galectin proteins, today reported financial results and provided a business update for the three months ended June 30, 2026.

“We had a very productive second quarter. Importantly, we reached an agreement with the FDA on the key elements of our planned Phase 3 trial of belapectin in MASH cirrhosis and portal hypertension and aligned on the regulatory path forward. We are working diligently and expect to submit the registrational Phase 3 protocol in the third quarter,” said Joel Lewis, Chief Executive Officer and President of Galectin Therapeutics.
 
Mr. Lewis continued, “the strength of our NAVIGATE trial dataset was further validated and continued to gain momentum within the scientific community. New analyses were presented at EASL and the results of the trial and our novel central endoscopy review process were published in Hepatology and Gastro Hep Advances, respectively.  Also in June 2026, we hosted an advisory committee meeting with several leading key opinion leaders at the inaugural SOLAR conference.
 
Finally, the recent issuance of common stock converting approximately $105.8 million in debt and accrued interest from our chairman, Mr. Uihlein, significantly enhanced our capital structure by strengthening the balance sheet.   We will share additional updates when they become available”.
 
1

Belapectin Program Highlights

Belapectin is a complex carbohydrate drug that targets galectin-3, a critical protein in the pathogenesis of Metabolic dysfunction-associated steatohepatitis (MASH) and fibrosis.

MASH Cirrhosis


Reached agreement with the U.S. Food and Drug Administration (FDA) on the path forward for the potential full approval of belapectin. Alignment was reached with the agency on the key elements of the planned Phase 3 trial design, including the primary endpoint of composite liver outcome, blinded central review process for endoscopic assessment of esophageal varices, and the use of a single, 2 mg/kg LBM dose of belapectin.


Presented oral and poster presentations of new analyses from its global NAVIGATE Phase 2b/3 trial of belapectin at the European Association for the Study of the Liver (EASL) Congress 2026:


The oral presentation, presented by Mazen Noureddin, MD, MHSc, Director of Houston Research Institute and Professor of Medicine at Houston Methodist Hospital, showed belapectin’s impact on fibrosis modulation in patients with high-risk MASH cirrhosis, as reflected by changes in the Pro-C3/CTX-III ratio — a marker of fibrogenesis balance. Favorable shifts in this ratio were associated with reduced varices development and improvements in broad markers of fibrosis including liver stiffness measurement and other markers of fibrosis including Pro-C3, supporting belapectin’s potential to modify disease progression by targeting underlying fibrotic pathology.

2


The poster presentation, presented by Naim Alkhouri, MD, FAASLD, Chief Academic Officer at Summit Clinical Research and Director of the Steatotic Liver Program at North Shore Gastroenterology, included new analyses from the NAVIGATE trial demonstrating risk reduction in clinically significant portal hypertension. Notably, this abstract has been designated a TOP Poster by EASL, recognizing it among the best abstracts in the Portal Hypertension (cirrhosis and non-cirrhosis) session.


Published in AASLD flagship journal Hepatology a manuscript titled “Efficacy and Safety of Belapectin for the Prevention of Esophageal Varices in Patients with MASH Cirrhosis: The Randomized, Placebo-Controlled NAVIGATE Trial. The publication highlights the results from the NAVIGATE Phase 2b clinical trial evaluating belapectin in patients with MASH cirrhosis and portal hypertension.


Published in Gastro Hep Advances a manuscript titled “Assessment of Esophageal and Gastric Varices in Patients With Cirrhosis for Clinical Trials: A Centralized Blinded Evaluation System”. The publication describes Galectin’s novel central endoscopy review process used in the NAVIGATE trial that will also be utilized in the planned registrational Phase 3 study.

3

Q2 2026 and Recent Corporate Highlights
 

Richard E. Uihlein, the Company’s Chairman of the Board and largest stockholder, has converted all outstanding principal and accrued interest under five of the Company’s line of credit facilities into shares of the Company’s common stock, effective July 31, 2026. The transaction simplifies Galectin’s capital structure and strengthens its balance sheet. Terms of the transaction include:

 
Elimination of approximately $105.8 million in total debt, consisting of $91.0 million in principal and $14.8 million in accrued interest


Issuance of 34,376,167 shares of common stock to Mr. Uihlein upon conversion


Conversion covers all notes under five of six credit facilities; the December 2025 facility remains undrawn and available
 
Upcoming Catalysts


Registrational Phase 3 trial protocol submission for belapectin in advanced MASH cirrhosis with portal hypertension is anticipated in 3Q 2026.

Q2 2026 Financial Highlights
 

As of June 30, 2026, the Company had $13.2 million of cash and cash equivalents.  Additionally, the Company has $10 million remaining available under a line of credit provided by its Chairman of the Board to fund operations.  The Company believes it has sufficient cash to fund currently planned operations and research and development activities through June 2027.


Research and development expenses for the quarter ended June 30, 2026 were $2.1 million compared with $3.3 million for the same period in 2025. The decrease was primarily due to timing of incurrence of expenditures related to our NAVIGATE clinical trial.


General and administrative expenses for the quarter ended June 30, 2026 were $1.8 million, compared to $1.4 million for the quarter ended June 30, 2025.  The increase was primarily due to an increase in non-cash, stock-based compensation expense.

4


For the quarter ended June 30, 2026, the Company reported a net loss applicable to common stockholders of $9.2 million, or ($0.14) per share, compared to a net loss applicable to common stockholders of $7.6 million, or ($0.12) per share for the quarter ended June 30, 2025.   The increase in net loss applicable to common stockholders was primarily due to the charge for change in fair value of derivative liabilities of $3.2 million in the quarter ended June 30, 2026.


These results are included in the Company's Quarterly Report on Form 10-Q as of and for the period ended June 30, 2026, which has been filed with the U.S. Securities and Exchange Commission and is available at www.sec.gov.

About Galectin Therapeutics

Galectin Therapeutics is dedicated to developing novel therapies to improve the lives of patients with chronic liver disease and cancer. Galectin’s lead drug belapectin is a carbohydrate-based drug that inhibits the galectin-3 protein, which is directly involved in multiple inflammatory, fibrotic, and malignant diseases, for which it has Fast Track designation by the U.S. Food and Drug Administration. The lead development program is in metabolic dysfunction-associated steatohepatitis (MASH, formerly known as nonalcoholic steatohepatitis, or NASH) with cirrhosis and portal hypertension, the most advanced form of MASH-related fibrosis. Liver cirrhosis is one of the most pressing medical needs and a significant drug development opportunity. Additional development programs are in treatment of combination immunotherapy for advanced head and neck cancers and other malignancies. Advancement of these additional clinical programs is largely dependent on finding a suitable partner. Galectin seeks to leverage extensive scientific and development expertise as well as established relationships with external sources to achieve cost-effective and efficient development. Additional information is available at www.galectintherapeutics.com.

5

Forward Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements relate to future events or future financial performance, and use words such as “may,” “estimate,” “could,” “expect”, “look forward”, “believe”, “hope” and others. They are based on management’s current expectations and are subject to factors and uncertainties that could cause actual results to differ materially from those described in the statements. These statements include those regarding the hope that Galectin’s development program for belapectin will lead to the first therapy for the treatment of MASH, formerly known as NASH, with cirrhosis and those regarding the hope that our lead compounds will be successful in cancer immunotherapy and in other therapeutic indications. Factors that could cause actual performance to differ materially from those discussed in the forward-looking statements include, among others, full analysis of the NAVIGATE trial data may not produce positive data; Galectin may not be successful in developing effective treatments and/or obtaining the requisite approvals for the use of belapectin or any of its other drugs in development; the Company may not be successful in scaling up manufacturing and meeting requirements related to chemistry, manufacturing and control matters; the Company’s current clinical trial and any future clinical studies may not produce positive results in a timely fashion, if at all, and could require larger and longer trials, which would be time consuming and costly; plans regarding development, approval and marketing of any of Galectin’s drugs are subject to change at any time based on the changing needs of the Company as determined by management and regulatory agencies; regardless of the results of any of its development programs, Galectin may be unsuccessful in developing partnerships with other companies or raising additional capital that would allow it to further develop and/or fund any studies or trials. Galectin has incurred operating losses since inception, and its ability to successfully develop and market drugs may be impacted by its ability to manage costs and finance continuing operations. For a discussion of additional factors impacting Galectin’s business, see the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, and subsequent filings with the SEC. You should not place undue reliance on forward-looking statements. Although subsequent events may cause its views to change, management disclaims any obligation to update forward-looking statements.

6

Company Contact:

Jack Callicutt, Chief Financial Officer
(678) 620-3186
ir@galectintherapeutics.com

Investors Relations Contacts:
Kevin Gardner
kgardner@lifesciadvisors.com

Galectin Therapeutics and its associated logo is a registered trademark of Galectin Therapeutics Inc. Belapectin is the USAN assigned name for Galectin Therapeutics’ galectin-3 inhibitor belapectin.

7

Condensed Consolidated Statements of Operations
 
 
 
Three Months Ended
June 30,
 
 
     
 
 
2026
   
2025
 
 
           
Operating expenses:
           
 
           
Research and development
 
$
2,135
   
$
3,261
 
General and administrative
   
1,847
     
1,364
 
Total operating expenses
   
3,982
     
4,625
 
Total operating loss
   
(3,982
)
   
(4,625
)
Other income (expense):
               
Interest income
   
28
     
26
 
Interest expense
   
(2,004
)
   
(1,826
)
Change in fair value of derivatives
   
(3,155
)
   
(1,096
)
Total other income
   
(5,131
)
   
(2,896
)
 
               
Net loss
 
$
(9,113
)
 
$
(7,521
)
Preferred stock dividends
   
(62
)
   
(63
)
 
               
Net loss applicable to common stock
 
$
(9,175
)
 
$
(7,584
)
 
               
Basic and diluted net loss per share
 
$
(0.14
)
 
$
(0.12
)
Shares used in computing basic and diluted net loss per share
   
65,875
     
63,447
 

Condensed Consolidated Balance Sheet Data
 
 
 
June 30, 2026
   
December 31, 2025
 
 
 
(in thousands)
 
Cash and cash equivalents
 
$
13,269
   
$
17,720
 
Total assets
   
14,826
     
19,532
 
Total current liabilities
   
151,619
     
8,030
 
Total liabilities
   
151,678
     
145,727
 
Total redeemable, convertible preferred stock
   
1,723
     
1,723
 
Total stockholders’ deficit
 
$
(138,575
)
 
$
(127,918
)

#   #   #


8

Filing Exhibits & Attachments

4 documents