Monopar Therapeutics (MNPR) SEC Filings, Aug-Oct 2025

Monopar Therapeutics (MNPR) insiders reported a significant sale of common stock by an affiliated investor group on 09/24/2025. Tactic Pharma LLC sold 550,229 shares at a reported price of $63.6098 per share, leaving beneficial ownership of 272,026 shares following the transaction. The Form 4 is filed on behalf of Tactic and its managers—Andrew P. Mazar, Chandler D. Robinson, Michael J. Brown, and Thomas V. O'Halloran—who collectively have voting control over the disclosed shares but disclaim ownership except for any pecuniary interest. Chandler D. Robinson remains subject to Section 16 reporting as CEO.

Amendment No. 2 to a Schedule 13D reports ownership changes by Tactic Pharma LLC and certain related persons in Monopar Therapeutics (MNPR) common stock. The filing states there are 6,611,661 shares outstanding after an Offering. Tactic Pharma agreed to sell 550,229 shares back to the issuer at $63.6098 per share, the same price as the Offering (net of underwriting fees), conditioned on the Offering closing. After giving effect to this transaction, several reporting persons (other than Chandler Robinson and Michael Brown) ceased to beneficially own more than 5% of the outstanding common stock. The filing also discloses a prior pro rata distribution of shares by TacticGem LLC and a mutual lock-up among Tactic Pharma and Gem Pharmecuticals until December 31, 2025, with a one-time waiver to permit the transaction described above.

Monopar Therapeutics entered into an underwriting agreement to sell 1,034,433 shares of common stock at $67.67 per share and pre-funded warrants to purchase 960,542 shares at $67.669 per pre-funded warrant, with immediate exercisability and ownership caps tied to a 9.99% threshold (adjustable to 19.99% with notice). The offering is being made from a shelf registration declared effective September 9, 2025, and is expected to close on September 25, 2025. The company also agreed to repurchase 550,229 shares from existing significant stockholder Tactic Pharma at $63.6098 per share; Chandler D. Robinson, the CEO, is a managing member of Tactic Pharma. After giving effect to the repurchase, net proceeds are expected to be approximately $91.9 million, before estimated offering expenses. A peer-reviewed letter about the company’s investigational therapy ALXN1840 was published in the Journal of Hepatology and disclosed via press release.

Monopar Therapeutics is offering 1,034,433 shares of common stock and Pre-Funded Warrants to purchase 960,542 shares of common stock, together with the shares issuable upon warrant exercise, under this prospectus supplement. The public offering price is $67.67 per share of common stock and $67.669 per Pre-Funded Warrant, generating an aggregate offering size of $134,998,998 and estimated net proceeds of about $126,899,000 after underwriting discounts and commissions. Monopar plans to use up to $35 million of the net proceeds to repurchase 550,229 shares of common stock from existing stockholder Tactic Pharma, LLC at $63.6098 per share, with the balance funding operations, including research and development, clinical trials, manufacturing and working capital. After the offering, assumed warrant exercises and the stock repurchase, Monopar estimates 6,611,661 shares of common stock and 1,843,303 Pre-Funded Warrants outstanding and projects that, combined with existing cash of $53.3 million as of June 30, 2025, this capital will fund its business plan at least through December 31, 2027.

Monopar Therapeutics reported that it presented new long-term neurological efficacy and safety data for its investigational therapy ALXN1840 (tiomolybdate choline) for Wilson disease at the 150th American Neurological Association Annual Meeting held on September 14-15, 2025. The company furnished a press release, a poster presentation, and an oral presentation as Exhibits 99.1, 99.2, and 99.3 to the report and incorporated them by reference. The filing announces the dissemination of these materials but does not include detailed efficacy or safety results within the 8-K text itself. The disclosure is intended to satisfy Regulation FD requirements by making the presentations and release publicly available.

Monopar Therapeutics Inc. has filed a shelf registration statement on Form S-3 that allows it to offer and sell from time to time up to a maximum aggregate offering price of $300,000,000 of securities. Under this base prospectus, the company may issue common stock, warrants to purchase common stock, subscription rights, and units composed of these securities in one or more offerings. Monopar plans to use any net proceeds from future sales primarily for general corporate purposes, with specific terms and uses of proceeds to be detailed in accompanying prospectus supplements. As of August 25, 2025, the company had 6,169,961 shares of common stock outstanding, and its shares are listed on the Nasdaq Capital Market under the symbol MNPR.

Janus Henderson Group plc reports a substantial disclosed holding in Monopar Therapeutics Inc. The filing shows the group beneficially owns 1,172,368 shares of Monopar common stock, representing 19.2% of the class, held with shared voting and shared dispositive power and no sole voting or dispositive power. A related vehicle, Janus Henderson Biotech Innovation Master Fund Ltd, holds 1,006,928 shares ( 16.5%). The filing states these securities are held in the ordinary course of business and were not acquired to change or influence control. The filing also includes a power of attorney authorizing named compliance officers to execute required ownership reports.

Monopar Therapeutics Inc. (MNPR) filed an 8-K reporting that on August 12, 2025 the company issued a press release announcing its financial results for the quarter ended June 30, 2025. The press release is attached to the report as Exhibit 99.1. The filing also lists an Inline XBRL cover page as Exhibit 104, and provides the company headquarters in Wilmette, Illinois and Nasdaq listing information.

The 8-K explicitly states the Item 2.02 disclosure and the exhibit are being furnished, not filed, and therefore are not subject to Section 18 liability or incorporation by reference except as expressly stated in another filing. The report is signed by Quan Vu, Chief Financial Officer, dated August 12, 2025. The filing text does not include the press release content or numeric financial results.

Monopar Therapeutics Inc. is a clinical-stage biopharmaceutical company developing ALXN1840 for Wilson disease and MNPR-101 radiopharmaceutical programs. At June 30, 2025, the company held $39,501,936 in cash and $13,748,473 in investments (about $53.3 million combined), and management estimates these funds are sufficient to fund operations at least through December 31, 2026. The balance sheet shows low total liabilities of $1.66 million and stockholders' equity of $52.2 million, with an accumulated deficit of approximately $80.9 million.

For the six months ended June 30, 2025, Monopar reported a net loss of $5,078,498 (basic and diluted net loss per share $0.73 driven by research and development of $3.37 million and general and administrative expense of $3.08 million year-to-date. Corporate developments include a transfer of IND sponsorship for ALXN1840 to Monopar effective June 6, 2025 with FDA acknowledgement on July 29, 2025. The company remains dependent on additional financing, faces milestone and royalty obligations under the Alexion license, and discloses execution risks related to regulatory review, radioisotope supply, and commercial adoption.