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Lixte Biotechnology Holdings, Inc. updated its executive compensation by amending the employment agreement of Chief Executive Officer Geordan Pursglove. Effective January 1, 2026, his annual base salary increased from $240,000 to $360,000, as approved by the Compensation Committee and Board of Directors. The salary Amendment, dated March 18, 2026, is filed as Exhibit 10.1 and incorporated by reference into this report.
Lixte Biotechnology Holdings entered into an Amended and Restated Share Exchange Agreement with its subsidiary Liora Technologies Europe and Orbit Capital, dated March 6, 2026 and effective as of November 21, 2025. This agreement consolidates prior arrangements into a single structure.
Under earlier agreements, Lixte had acquired 100% of Liora, issued 2,700 shares of Series C Preferred Stock to Orbit and entered a royalty agreement, which was later terminated. Orbit then exchanged those preferred shares for 700,000 shares of Lixte common stock and reacquired a 20% ownership interest in Liora. The new agreement is intended to reflect these combined transactions and the parties’ agreed ownership structure.
LIXTE Biotechnology Holdings, Inc. entered into an Allocation Deed and a Consultancy Agreement with its subsidiary Liora Technologies Europe Ltd. and consultant Sidney Braun. Braun becomes CEO and a director of Liora, with a GBP 50,000 signing bonus and a GBP 25,000 monthly retainer, both exclusive of VAT.
Under the Allocation Deed, Braun is entitled to 20% of the net purchase price if there is a sale of Liora or any Liora successor. LIXTE also issued a press release highlighting Braun’s healthcare background and Liora’s LiGHT System proton therapy technology for cancer treatment.
Lixte Biotechnology Holdings (LIXT) completed a share exchange to acquire all shares of Liora Technologies Europe Ltd., which owns the LIGHT proton-based radiotherapy assets previously acquired from Advanced Oncotherapy. As consideration, Lixte will issue 2,700 shares of Series C Preferred Stock, convertible into 2,700,000 common shares (subject to a 19.99% cap until shareholder approval), pay 10.56 Bitcoin, 300 Ethereum, and $440,000 in cash, and enter a royalty agreement. The royalty entitles the seller to 10% of Net Revenue from the LIGHT equipment, up to a $45,000,000 cap, with quarterly calculations and audit rights. The new Series C Preferred Stock is non‑voting, non‑dividend bearing, convertible at a 1,000:1 ratio into common stock, and carries ownership limits tied to Nasdaq shareholder approval requirements.
Lixte Biotechnology Holdings (LIXT) filed its Q3 2025 10‑Q, reporting a net loss of $1,980,398 for the quarter and $3,465,626 for the nine months. The quarter reflected $50,696 in research and development and $1,750,658 in general and administrative costs, with a basic and diluted net loss per share of $0.33.
As of September 30, 2025, cash was $2,887,874. The company held digital assets (Bitcoin and Ethereum) of $2,454,473 at fair value and recorded an unrealized loss of $182,887. Lixte completed equity financings in July 2025, including a $5.05 million private placement and a $1.5 million registered direct offering, and subsequently regained Nasdaq stockholders’ equity compliance on July 15, 2025.
Management disclosed substantial doubt about the company’s ability to continue as a going concern, while estimating existing cash supports operations for at least 12 months from quarter-end. Shares outstanding were 5,704,200 as of November 5, 2025.
Lixte Biotechnology Holdings, Inc. called its 2025 Annual Meeting to vote on three items: elect five directors, ratify Weinberg & Company, P.A. as auditor, and amend the 2020 Stock Incentive Plan to increase shares issuable by 2,750,000 to a total of 3,500,000 shares.
The virtual meeting is on December 8, 2025 at 1:00 p.m. ET. The record date is October 14, 2025, when 5,704,200 common shares were outstanding and entitled to vote. Director nominees are Geordan Pursglove, Jason Sawyer, Dr. Michael Holloway, Lourdes Felix and Guy Primus. The board recommends voting “FOR” all proposals.
As context, under the 2020 Plan, unexpired stock options for 694,309 shares were outstanding and 55,691 shares remained available as of September 30, 2025. The company reports a three‑year average net burn rate of 6.1%. For audit services, fees billed to Weinberg totaled $143,618 in 2024.