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Indaptus Therapeutics Q3 loss narrows to $1.05M

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Form Type
8-K

Rhea-AI Filing Summary

Indaptus Therapeutics, Inc. (INDP) reported third-quarter and nine-month 2026 results and a corporate update. Net loss was $1,048,778 in the quarter versus $2,975,117 in 2025, and $5,384,709 for nine months versus $12,736,466. Research and development expense fell 82% to $271,204 in the quarter and 83% to $1,125,465 for nine months; general and administrative expense fell 24% to $864,663 and 23% to $3,978,854, respectively. The company attributed lower expenses mainly to reduced Decoy20 Phase 1 clinical costs, headcount and base salaries, and management-transition costs.

On September 8, 2026, Indaptus entered a private placement for 20,338,974 shares and approximately $24.0 million in aggregate gross proceeds; it closed October 16, 2026, with the remaining approximately $3.5 million received in October. As of September 30, 2026, cash and cash equivalents were $26,604,443 and short-term investments were $4,000,000; nine-month operating cash use was $10,374,463. Management believes these resources are sufficient for anticipated expenses, capital requirements and planned research and development under its current operating plan. The company may conduct early-stage research and preclinical evaluation of a potential neural-network-based device for certain sleep-related conditions, with a view toward a possible future FDA submission.

1 point · 0 major

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Rhea-AI Sentiment measures something else, the tone of the wording.

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How the balance works

Positive

  • Moderate pointNine-month net loss: $5,384,709 versus $12,736,466 in 2025.

Negative

  • None.

Filing Explained

At September 30, 2026, 133,242,324 common shares were outstanding, up from 2,167,324 at year-end 2025; that increase reduces existing holders’ percentage ownership absent offsetting changes.

The September private placement closed on October 16, 2026; as of September 30, 2026, $20,549,933 received was recorded as a current liability labeled “Proceeds received pending share issuance,” so the quarter-end balance sheet recorded the cash before the related share issuance.

Common shares outstanding were 2,167,324 at December 31, 2025 and 133,242,324 at September 30, 2026; both counts were retroactively adjusted for the 1-for-28 reverse split.

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, or exhibit attachments filed with this report.
Private-placement shares 20,338,974 shares Private placement entered into September 8, 2026 and closed October 16, 2026
Aggregate gross proceeds Approximately $24.0 million September 2026 private placement
Proceeds received pending share issuance $20,549,933 Recorded under current liabilities as of September 30, 2026
Cash and cash equivalents $26,604,443 As of September 30, 2026
Short-term investments $4,000,000 Certificates of deposit redeemable on demand, as of September 30, 2026
Net loss, third quarter $1,048,778 Three months ended September 30, 2026, versus $2,975,117 in 2025
Net loss, nine months $5,384,709 Nine months ended September 30, 2026, versus $12,736,466 in 2025
Net cash used in operating activities $10,374,463 Nine months ended September 30, 2026, versus $11,632,743 in 2025
Decoy technology technical
"patented Decoy technology uses attenuated and killed"
Gram-negative bacteria technical
"attenuated and killed, non-pathogenic Gram-negative bacteria"
innate and adaptive immunity medical
"activate multiple components of innate and adaptive immunity"
preclinical evaluation medical
"early-stage research and preclinical evaluation"
Studies and tests done in the lab and in animals to learn how a drug or medical product behaves before it is tried in people. It checks basic safety, how the body absorbs and clears the product, likely effective dose ranges, and early signs of benefit—like crash‑testing and test-driving a prototype before mass production. Investors watch preclinical results because they determine whether a candidate can progress to human trials, shaping timelines, costs, and technical risk.
Proceeds received pending share issuance financial
"recorded as “Proceeds received pending share issuance”"
Net loss, third quarter $1,048,778 Compared with $2,975,117 for the three months ended September 30, 2025
Research and development expense, third quarter $271,204 Decreased 82% from $1,517,723 for the three months ended September 30, 2025
General and administrative expense, third quarter $864,663 Decreased 24% from $1,130,764 for the three months ended September 30, 2025
Net loss, nine months $5,384,709 Compared with $12,736,466 for the nine months ended September 30, 2025
Research and development expense, nine months $1,125,465 Decreased 83% from $6,495,677 for the nine months ended September 30, 2025
General and administrative expense, nine months $3,978,854 Decreased 23% from $5,182,132 for the nine months ended September 30, 2025

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How much did INDP raise in its September 2026 private placement?

Indaptus agreed to issue 20,338,974 shares for approximately $24.0 million in aggregate gross proceeds. The placement was entered into on September 8, 2026 and closed on October 16, 2026; approximately $3.5 million in remaining proceeds was received in October.

What does Indaptus plan to use its private-placement proceeds for?

Indaptus currently intends to use the net proceeds for working capital, research and development, and other general corporate purposes. These purposes may include early-stage research and preclinical evaluation of a potential neurotechnology- and neural-network-based device for certain sleep-related conditions, with a view toward a potential future FDA submission.

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false 0001857044 0001857044 2026-11-13 2026-11-13 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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) November 13, 2026

 

INDAPTUS THERAPEUTICS, INC.

(Exact name of registrant as specified in its charter)

 

Delaware   001-40652   86-3158720

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

3 Columbus Circle 15th Floor

New York, New York

  10019
(Address of principal executive offices)   (Zip Code)

 

(646) 427-2727

(Registrant’s telephone number, including area code)

 

 

(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))

 

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, $0.01 par value   INDP   Nasdaq Capital Market

 

Indicate by check mark whether the registrant is an emerging growth company as defined in 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. ☐

 

 

 

 

 

 

Item 2.02. Results of Operations and Financial Condition.

 

On November 13, 2026, Indaptus Therapeutics, Inc. (the “Company”) issued a press release (the “Press Release”) announcing its financial results for the quarter ended September 30, 2026. A copy of the Press Release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

 

The Press Release contains certain business updates and forward-looking statements regarding the Company’s expectations, plans and prospects. The information in this Current Report on Form 8-K (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 it be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.   Description
99.1   Press Release of Indaptus Therapeutics, Inc., dated November 13, 2026.
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 

 

SIGNATURES

 

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.

 

Date: November 13, 2026

 

  INDAPTUS THERAPEUTICS, INC.
     
  By: /s/ Yu Ding
  Name: Yu Ding
  Title: Chief Financial Officer

 

 

 

 

Exhibit 99.1

 

 

Indaptus Therapeutics Reports Third Quarter 2026 Financial Results and Provides Corporate Update

 

NEW YORK (November 13, 2026) – Indaptus Therapeutics, Inc. (Nasdaq: INDP) (“Indaptus” or the “Company”), a biotechnology company dedicated to immunotherapy research, today announced financial results for the third quarter and nine months ended September 30, 2026, and provided a corporate update.

Junyi Dai, Indaptus Therapeutics’ Chief Executive Officer and Chairman of the Board, commented, “Our strategic objective is to position Indaptus for its next phase of growth by actively pursuing innovative opportunities with significant long-term potential and expanding the Company’s strategic focus into promising areas of medical innovation. We believe the successful completion of our approximately $24.0 million private placement provides an important foundation to advance this vision, giving us the financial resources and strategic flexibility to explore new opportunities and build long-term shareholder value.

 

“We are particularly excited about the opportunity to explore the potential of an innovative neurotechnology- and neural-network-based device for certain sleep-related conditions. We believe this area represents an intriguing opportunity to investigate novel approaches to addressing unmet needs in sleep-related health. Through early-stage research and preclinical evaluation, we hope to further assess its scientific potential and explore a possible development pathway toward a future FDA submission.

 

“Our ambition is to position Indaptus for its next phase of growth by pursuing innovative opportunities with meaningful potential. We intend to move forward with energy and conviction, while maintaining a disciplined approach to capital allocation and focusing our resources on opportunities that we believe can create meaningful long-term value for our shareholders.”

 

Key Highlights

 

● September 2026 private placement. On September 8, 2026, the Company entered into a private placement for 20,338,974 shares of common stock and aggregate gross proceeds of approximately $24.0 million. The transaction closed on October 16, 2026; approximately $20.5 million had been received by September 30, 2026, and the remaining approximately $3.5 million was received in October. The Company currently intends to use the net proceeds from the Private Placement for working capital, research and development and other general corporate purposes, which may include early-stage research and preclinical evaluation of a potential neurotechnology and neural-network-based device for certain sleep-related conditions, with a view toward a potential future FDA submission. 
   
● Liquidity position. As of September 30, 2026, the Company had approximately $26.6 million in cash and cash equivalents and $4.0 million in short-term investments, consisting of certificates of deposit that are redeemable on demand. In addition, the Company received approximately $3.5 million in remaining proceeds from the September 2026 Private Placement in October 2026. Based on its current operating plan, management believes that these resources provide sufficient liquidity to fund the Company’s anticipated operating expenses and capital expenditure requirements and support its planned research and development activities.

 

Financial Highlights for the Third Quarter and Nine Months Ended September 30, 2026

 

Research and development expenses decreased 82% to approximately $0.3 million for the third quarter of 2026, compared with approximately $1.5 million for the same period in 2025. For the first nine months of 2026, research and development expenses decreased 83% to approximately $1.1 million, compared with approximately $6.5 million in 2025. The decreases were primarily attributable to lower clinical costs related to the Decoy20 Phase 1 study and lower payroll and related expenses following reductions in headcount and base salaries.

 

 

 

 

General and administrative expenses decreased 24% to approximately $0.9 million for the third quarter of 2026, compared with approximately $1.1 million for the same period in 2025. For the first nine months of 2026, general and administrative expenses decreased 23% to approximately $4.0 million, compared with approximately $5.2 million in 2025. The decreases were primarily attributable to lower expenses related to the transition of management and lower payroll and related expenses following reductions in headcount and base salaries. For the nine months ended September 30, 2026, these decreases were partially offset by a $0.5 million termination fee incurred in connection with the termination of the ATM Agreement.

 

Net loss decreased to approximately $1.0 million for the third quarter of 2026, compared with approximately $3.0 million for the same period in 2025. For the first nine months of 2026, net loss decreased to approximately $5.4 million, compared with approximately $12.7 million in 2025. Basic and diluted net loss per share was approximately $0.01 for the third quarter of 2026 and $0.06 for the first nine months of 2026, compared with $2.98 and $18.48, respectively, for the corresponding periods in 2025.

 

As of September 30, 2026, the Company had approximately $30.6 million in cash, cash equivalents and short-term investments. Net cash used in operating activities was approximately $10.4 million for the nine months ended September 30, 2026. The Company received approximately $20.5 million in proceeds from the September 2026 private placement during the third quarter. As the transaction closed on October 16, 2026, these proceeds were recorded as “Proceeds received pending share issuance” under current liabilities on the September 30, 2026 condensed consolidated balance sheet.

 

About Indaptus Therapeutics

 

Indaptus Therapeutics is a biotechnology company dedicated to immunotherapy research. The Company’s patented Decoy technology uses attenuated and killed, non-pathogenic Gram-negative bacteria designed to activate multiple components of innate and adaptive immunity while reducing systemic toxicity. The Company is evaluating the Decoy platform and existing therapeutic assets, including potential licensing, partnership and other strategic opportunities.

 

The Company seeks to better understand the relationship among sleep, physical recovery, neurological function and immune status, which could potentially support future immunotherapy evaluation, patient recovery monitoring and biomarker research. The Company is also evaluating complementary research initiatives, including early-stage research and preclinical evaluation of a potential neurotechnology and neural-network-based device for certain sleep-related conditions. The scope and timing of any such activities will depend on scientific validation, strategic fit, market opportunities, available resources, regulatory considerations and other business factors.

Forward-Looking Statements

 

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These include statements regarding management’s expectations, beliefs and intentions concerning, among other things, the Company’s ability to use the proceeds from the September 2026 private placement for working capital, research and development and other general corporate purposes; the potential scope and progress of early-stage research and preclinical evaluation of a potential neurotechnology and neural-network-based device for certain sleep-related conditions and any potential future FDA submission; the Company’s review of the Decoy platform and Decoy20; potential licensing, partnership and other strategic opportunities; research collaborations and complementary research initiatives; the Company’s strategic review and potential investments in or acquisitions of operating businesses; the sufficiency of the Company’s cash, cash equivalents and short-term investments to fund its activities; the Company’s cash runway and ability to raise additional capital; and the Company’s future results of operations and financial condition.

 

Forward-looking statements can be identified by words such as “believe,” “expect,” “intend,” “plan,” “may,” “should,” “could,” “might,” “seek,” “target,” “will,” “project,” “forecast,” “continue” or “anticipate,” or their negatives or variations, or by the fact that the statements do not relate strictly to historical matters. Forward-looking statements are inherently subject to risks and uncertainties that could cause actual results to differ materially, including: the Company’s limited operating history and history of losses; the need for, and ability to raise, additional capital; dilution from future financings; the Company’s ability to identify, negotiate and complete strategic transactions and realize anticipated benefits; risks associated with investments, acquisitions and expansion into new research or business areas; the absence of active clinical development programs and the discontinuation and wind-down of Decoy20 clinical activities; uncertain outcomes and costs of research, preclinical and clinical development; the possibility that any research initiative or potential product candidate may not demonstrate sufficient scientific merit or obtain regulatory approval; reliance on third parties; competition; protection of proprietary or licensed technology; compliance with healthcare, securities and other laws; information technology failures, cyberattacks and cybersecurity deficiencies; Nasdaq continued-listing risks; stock-price volatility; and unfavorable global economic conditions.

 

These and other important factors discussed under “Risk Factors” in the Company’s most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q, and in the Company’s other filings with the Securities and Exchange Commission, could cause actual results to differ materially from those indicated by the forward-looking statements. All forward-looking statements speak only as of the date of this press release and are expressly qualified in their entirety by the cautionary statements included herein. Except as required by applicable law, the Company undertakes no obligation to update or revise any forward-looking statement to reflect subsequent events or circumstances.

 

Contact: investors@indaptusrx.com

 

Indaptus Therapeutics | Third Quarter 2026 Financial Results and Corporate Update

 

 

INDAPTUS THERAPEUTICS, INC.

Unaudited Condensed Consolidated Balance Sheets

 

   As of September 30,   As of December 31, 
   2026   2025 
Assets          
Current assets:          
Cash and cash equivalents  $26,604,443   $8,507,628 
Short-term investments   4,000,000    - 
Prepaid expenses and other current assets   607,542    802,540 
           
Total assets  $31,211,985   $9,310,168 
           
Liabilities and stockholders’ equity          
Current liabilities:          
Accounts payable and other current liabilities  $329,926   $6,158,575 
Proceeds received pending share issuance (Note 6h)   20,549,933    - 
Total liabilities   20,879,859    6,158,575 
           
Commitments and contingencies (Note 7)   -      
           
Stockholders’ equity:          
Common stock: $0.01 par value, 1,000,000,000 and 200,000,000 shares authorized as of September 30, 2026 and December 31, 2025; 133,242,324 shares issued and outstanding as of September 30, 2026 and 2,167,324 shares issued and outstanding as of December 31, 2025   1,332,424    21,674 
Preferred stock: $0.01 par value, 5,000,000 shares authorized as of September 30, 2026 and December 31, 2025; no shares issued and outstanding as of September 30, 2026 and 1,000,000 shares issued and outstanding as of December 31, 2025   -    10,000 
Additional paid-in capital   95,672,510    84,408,018 
Accumulated deficit   (86,672,808)   (81,288,099)
           
Total stockholders’ equity   10,332,126    3,151,593 
           
Total liabilities and stockholders’ equity  $31,211,985   $9,310,168 

 

* Share and per-share amounts have been retroactively adjusted for the one-for-28 reverse stock split effected in June 2025.

 

Indaptus Therapeutics | Third Quarter 2026 Financial Results and Corporate Update

 

 

INDAPTUS THERAPEUTICS, INC.

Unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss

 

  

For the Three Months Ended

September 30,

  

For the Nine Months Ended

September 30,

 
   2026   2025   2026   2025 
                 
Operating expenses:                    
Research and development  $271,204   $1,517,723   $1,125,465   $6,495,677 
General and administrative   864,663    1,130,764    3,978,854    5,182,132 
                     
Total operating expenses   1,135,867    2,648,487    5,104,319    11,677,809 
                     
Loss from operations   (1,135,867)   (2,648,487)   (5,104,319)   (11,677,809)
                     
Other income (expense):                    
Warrant repricing   -    -    (410,154)   - 
Change in fair value of convertible promissory notes   -    (365,718)   -    (1,153,421)
Other income, net   87,089    39,088    129,764    94,764 
                     
Total other income (expense), net   87,089    (326,630)   (280,390)   (1,058,657)
                     
Net loss  $(1,048,778)  $(2,975,117)  $(5,384,709)  $(12,736,466)
                     
Net loss per share, basic and diluted  $(0.01)  $(2.98)  $(0.06)  $(18.48)
                     
Weighted average number of shares basic and diluted   133,242,324    997,038    87,494,438    689,174 

 

* Share and per-share amounts have been retroactively adjusted for the one-for-28 reverse stock split effected in June 2025.

 

Indaptus Therapeutics | Third Quarter 2026 Financial Results and Corporate Update

 

 

INDAPTUS THERAPEUTICS, INC.

Unaudited Condensed Consolidated Statements of Cash Flows

 

  

For the Nine Months Ended

September 30,

 
   2026   2025 
Cash flows from operating activities:          
Net loss  $(5,384,709)  $(12,736,466)
Adjustments to reconcile net loss to net cash (used in) operating activities:          
Stock-based compensation   171,269    572,268 
Change in fair value of convertible promissory note   -    1,153,421 
Warrant repricing   410,154    - 
Changes in operating assets and liabilities:          
Prepaid expenses and other current assets   257,472    463,902 
Accounts payable and other current liabilities   (5,828,649)   (1,084,078)
Operating lease right-of-use asset and liability, net   -    (1,790)
           
Net cash (used in) operating activities   (10,374,463)   (11,632,743)
           
Cash flows from investing activities:          
Certificates of deposit   (4,000,000)   - 
           
Net cash (used in) investing activities   (4,000,000)   - 
           
Cash flows from financing activities:          
Proceeds from issuance of convertible promissory notes   -    5,714,800 
Proceeds from issuance of shares of common stock and warrants   12,000,000    6,397,042 
Proceeds from advance related to future financing   20,549,933    - 
Issuance costs   (78,655)   (440,213)
           
Net cash provided by financing activities   32,471,278    11,671,629 
           
Net increase in cash and cash equivalents   18,096,815    38,886 
           
Cash and cash equivalents, beginning of period   8,507,628    5,786,753 
           
Cash and cash equivalents, end of period  $26,604,443   $5,825,639 
           
Noncash investing and financing activities:          
Settlement of convertible debt  $-   $6,868,221 
Issuance of commitment shares  $-   $109 
Conversion of Series AA and Series AAA preferred stock  $1,110,000   $- 

 

Indaptus Therapeutics | Third Quarter 2026 Financial Results and Corporate Update

 

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