GANX furnishes Q2 2025 press release; Exhibit 99.1 provided

Rhea-AI Filing Summary

Gain Therapeutics, Inc. furnished a press release announcing its financial results for the quarter ended June 30, 2025 and provided a business update; that press release is included as Exhibit 99.1 to this Current Report. The filing also references an Interactive Data File as Exhibit 104.

The registrant indicates it is an emerging growth company and its common stock trades under GANX on The NASDAQ Stock Market. The company states the press release and related information are furnished and therefore are not deemed filed for purposes of Section 18 of the Exchange Act and are not incorporated by reference into other filings except by specific reference. This 8-K does not include the financial statements or numeric results within its text.

Insights

Financial Analyst

TL;DR: Routine earnings press release furnished to the SEC; no financial figures in the 8-K itself limits immediate investor assessment.

The filing notifies investors that a press release with second-quarter results and a business update was furnished as Exhibit 99.1, which signals timely disclosure of corporate results. Because the release is furnished and not filed under Section 18, the 8-K explicitly limits legal incorporation into other filings. Without numeric results or metrics included in this document, users must consult the furnished press release to evaluate performance or revisions to guidance.

Corporate Governance Expert

TL;DR: Procedural 8-K confirming disclosure of Q2 results and business update; governance implications are routine and non-material on the face of the filing.

The document follows standard disclosure practice by furnishing the press release and identifying exhibits, and it confirms the company’s emerging growth company status. The specific statement that the exhibit is furnished and not deemed filed is a common legal carve-out to limit Section 18 liability. There are no governance changes, officer departures, or material agreements disclosed in this filing.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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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 12, 2025

Gain Therapeutics, Inc.

(Exact Name of the Registrant as Specified in Charter)

Delaware		001-40237		85-1726310
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

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4800 Montgomery Lane, Suite 220

Bethesda, Maryland 20814

(Address of principal executive offices) (Zip Code)

(301) 500-1556

(Registrant’s telephone number, including area code)

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:

☐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 exchange on which registered
Common Stock, $0.0001 par value	GANX	The NASDAQ Stock Market LLC

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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §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. ☐

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Item 2.02 Results of Operations and Financial Condition.

On August 12, 2025, Gain Therapeutics, Inc. (the “Company”) issued a press release announcing its financial results for the second quarter ended June 30, 2025, and a business update. A copy of the press release is being furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information included or incorporated in this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information and exhibit be deemed incorporated by reference into any of the Company’s filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

The exhibits listed below are furnished as part of this Current Report on Form 8-K.

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Exhibit No.		Description
99.1	​	Gain Therapeutics, Inc. Press Release dated August 12, 2025
104	​	Cover Page Interactive Data File (embedded within the Inline XBRL document).

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SIGNATURE

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 hereunto duly authorized.

	GAIN THERAPEUTICS, INC.
Date: August 12, 2025	By:	/s/ Gene Mack
	Name:		Gene Mack
	Title:		Chief Executive Officer ​

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FAQ

What did Gain Therapeutics (GANX) report in this 8-K?

The 8-K states that Gain Therapeutics furnished a press release announcing financial results for the quarter ended June 30, 2025 and a business update; the press release is attached as Exhibit 99.1.

Is the press release in the 8-K considered filed with the SEC?

No. The filing explicitly says the press release and related information are furnished and not deemed filed for purposes of Section 18 of the Exchange Act.

Does this 8-K include the company’s financial statements or numeric results?

No. The 8-K furnishes a press release but does not include or reproduce the financial figures or detailed financial statements within the filing text.

What exhibits are listed in the filing?

The filing lists Exhibit 99.1 (the press release dated August 12, 2025) and Exhibit 104 (the Interactive Data File cover page).

Is Gain Therapeutics an emerging growth company and where is its stock traded?

Yes, the filing indicates the company is an emerging growth company, and its common stock trades under ticker GANX on The NASDAQ Stock Market.