Marker Therapeutics, Inc. filings document material events, governance actions, capital-structure matters, clinical disclosures, and operating results for a clinical-stage immuno-oncology issuer. Current reports include disclosures on MAR-T cell program updates, Regulation FD materials, quarterly financial results, board appointments, and exhibits tied to company press releases and presentations.
Proxy and annual meeting materials cover director elections, advisory executive-compensation votes, auditor ratification, amendments to the certificate of incorporation, authorized common stock matters, voting-threshold provisions, and shareholder proposal procedures. These filings also record security-holder votes and related charter amendments.
John R. Wilson Revocable Trust reports beneficial ownership of 659,901 shares (5.10%) of Marker Therapeutics, Inc. (MRKR). The trust holds sole voting and dispositive power over these shares. The filing states the trust originally received a large block of securities and warrants in connection with a merger with Marker Cell Therapy, Inc., and the reporting person was granted director options when joining the board. The trust sold shares in recent transactions (see Exhibit A), reducing its stake by more than 1%. Mr. Wilson resigned from the Issuer's board on January 24, 2025. All securities were acquired for investment purposes and may be reviewed or traded in the future.
Marker Therapeutics Schedule 13D Amendment No. 4 reports that a group of New Enterprise Associates entities and named managers collectively beneficially own 1,625,678 shares of Marker Therapeutics common stock, representing 12.6% of the 12,938,910 shares reported outstanding as of August 4, 2025. The Amendment states the reported ownership percentage decreased by more than 1% solely because the number of outstanding shares increased. The reporting persons disclaim beneficial ownership except for shares held of record and say NEA 16 acquired its shares for investment purposes. No transactions were effected by the reporting persons in the last 60 days and they state no present plans to pursue extraordinary corporate actions.
Marker Therapeutics, Inc. reported several financing and grant developments and ongoing clinical spending. The company sold 1,624,075 shares under an ATM between July 17-21, 2025 for net proceeds of $4.5 million at an average $2.87 per share. A private placement closed December 23, 2024 generated approximately $14.9 million of net proceeds. Multiple grants supported R&D: CPRIT AML and pancreatic grants (noted amounts include $11.0 million and $9.5 million grants), an FDA Orphan Products Grant ($2.0 million, $1.1 million received to date), SBIR and NIH awards, and other grants producing recorded grant income and receivables ranging from $0.012 million to $1.3 million. As of June 30, 2025, the company reported $1.9 million in cash (including $1.4 million restricted) and $9.9 million in U.S. government agency securities for aggregate cash, cash equivalents, and restricted cash of $11.8 million, down from $19.2 million as of December 31, 2024. The company granted equity awards (CEO: 50,000 options; non-employee directors: 30,000 options each) at $1.59 strike and disclosed licensing obligations that include royalty payments and up to $64.85 million of potential milestone payments to BCM.
Marker Therapeutics disclosed a change in its independent registered public accounting firm: Marcum LLP resigned and CBIZ CPAs P.C. was engaged to serve as the companys auditor for the year ending December 31, 2025, effective with the review of the condensed consolidated financial statements for the quarter ended June 30, 2025. The engagement was approved by the Board of Directors and CBIZ will perform services previously provided by Marcum.
Marcums audit reports for the years ended December 31, 2024 and 2023 did not contain an adverse opinion or disclaimer and were not qualified, except that they included an explanatory paragraph expressing substantial doubt about the companys ability to continue as a going concern. The filing states there were no disagreements and no reportable events between the company and Marcum during the periods covered. A letter from Marcum is filed as Exhibit 16.1.
Marker Therapeutics, Inc. (Nasdaq: MRKR) filed Prospectus Supplement No. 2 to its November 2018 resale registration statement. The sole purpose is to update the “Selling Stockholders” table after John R. Wilson transferred his holdings to the John R. Wilson Revocable Trust U/A DTD 08/03/2017, for which he is sole trustee. The trust now appears as a substitute selling stockholder.
- Shares affected: 781,200 common shares (post-1:10 reverse split) are beneficially owned; up to 606,078 shares (≈0.54 m) are registered for resale; 175,122 shares would remain if the entire allotment is sold.
- Ownership impact: The trust currently controls 1.5 % of MRKR’s 11,314,835 outstanding shares (as of 30 Jun 2025). Percentage falls to ~0.2 % post-sale.
- Capital effects: These are already-issued shares—no new dilution to existing shareholders. However, resale could increase float and near-term supply.
- Price reference: Last reported price on 4 Aug 2025 was $1.24.
- Governance note: Mr. Wilson, a former director, resigned 24 Jan 2025; disclosure aligns holdings with current status.
All other terms, risk factors and the plan of distribution in the original prospectus remain unchanged.