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NewcelX Ltd. (NCEL) SEC Filings, Apr-Jun 2026

NCEL NASDAQ

Welcome to our dedicated page for NewcelX Ltd. SEC filings (Ticker: NCEL), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.

The NewcelX Ltd. (Nasdaq: NCEL) SEC filings page on Stock Titan provides access to the company’s regulatory disclosures as a foreign private issuer. NewcelX reports under the Exchange Act on Form 20-F and furnishes current reports on Form 6-K, offering investors structured insight into its operations as a Swiss clinical-stage biopharmaceutical and biotechnology company focused on neurodegenerative and metabolic diseases.

Through these filings, readers can follow key corporate events connected to the merger between NLS Pharmaceutics Ltd. and Kadimastem Ltd., which established NewcelX as a combined entity integrating cell-therapy platforms with neuroscience and small-molecule expertise. For example, a Form 6-K details the post-merger appointment of Kost Forrer Gabbay & Kasierer, a member of Ernst & Young, as the independent registered public accounting firm for the fiscal year ending December 31, 2025, and describes the prior engagement and dismissal of CBIZ CPAs, P.C., along with references to previously disclosed material weaknesses.

On Stock Titan, NewcelX filings such as annual reports on Form 20-F, interim and event-driven Form 6-K submissions, and related exhibits can be viewed alongside AI-powered summaries. These summaries are designed to highlight essential elements of lengthy documents, helping users quickly identify information on topics like accounting firm changes, internal control disclosures, merger-related details, and other governance matters discussed in the filings.

Investors researching NCEL can use this page to monitor how NewcelX describes its business, risk factors, financial reporting framework, and post-merger integration steps over time. Real-time updates from EDGAR combined with AI-assisted overviews aim to make complex regulatory content more accessible without replacing the need to review the full original filings.

Rhea-AI Summary

NewcelX Ltd. reported that a peer-reviewed study in Stem Cell Reports highlights the therapeutic potential of its AstroRx® stem-cell-derived astrocyte therapy. The work, done with academic collaborators, shows pro‑repair effects in experimental multiple sclerosis models, supporting broader use in chronic demyelinating diseases.

The company frames the results as further validation of its stem cell technology platform, which is intended to generate scalable therapies across multiple indications while it advances lead candidate NCEL‑101 for Type 1 Diabetes. NewcelX also reiterates substantial risks, including going concern doubts, regulatory and clinical uncertainties, and Nasdaq listing and geopolitical risks.

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NewcelX Ltd.: registers an offering to sell up to $75,000,000 of common shares, warrants or units on a shelf, from time to time after effectiveness.

The prospectus states 5,383,871 Common Shares are issued and outstanding as of the date of this prospectus. The document discloses a Nasdaq last reported sale price of $3.17 per share on June 9, 2026. Financial tables show cash and cash equivalents of $2,201 (U.S. dollars in thousands) as of December 31, 2025. The registration contemplates multiple distribution methods (including at-the-market offerings, underwritten offerings and equity lines); exact terms, pricing and proceeds allocation will be provided in prospectus supplements.

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NewcelX Ltd. has called its ordinary shareholders’ meeting for June 30, 2026 in Zurich and circulated the full agenda and proxy card. Shareholders of record as of June 5, 2026 may vote in person, by independent proxy or via electronic instructions.

The Board asks shareholders to approve the 2025 statutory financial statements and compensation report, carry forward a net loss of CHF 38,642,417 to a new accumulated loss of CHF 90,869,091, grant discharge to directors and executives, and re-elect all current board, committee members and the auditor. Proposals also seek approval of maximum fixed, variable and equity compensation totals for the Board and Executive Management for 2027.

A key set of items would authorize up to six ordinary capital increases, each up to CHF 50,000 in nominal share capital, through issuances of up to 1,000,000 new registered shares per tranche with shareholder subscription rights excluded for specified “good cause.” Additional proposals would amend the Company’s capital band and conditional share capital provisions in the articles of association to provide greater flexibility for future equity financings.

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NewcelX Ltd. submitted a Pre-IND briefing package to the U.S. FDA for NCEL-101, its stem-cell-derived islet product candidate for Type 1 Diabetes, in combination with Eledon’s investigational anti-CD40L antibody, tegoprubart. This is intended to support a proposed first-in-human clinical trial.

The planned regimen is calcineurin inhibitor-free and aims to achieve durable graft survival and insulin-producing function, building on a 12-patient University of Chicago islet transplant study where tegoprubart-based immunosuppression preserved transplanted islet function. Tegoprubart has been used in more than 100 transplant recipients across multiple FDA-cleared INDs.

A Type B pre-IND meeting with the FDA is scheduled for the last week of June to discuss NCEL-101 manufacturing, the preclinical safety and toxicology plan, and first-in-human trial design. The company also reiterates that its financial position raises substantial doubt about its ability to continue as a going concern and highlights risks including regulatory uncertainty, Nasdaq listing compliance, clinical development challenges, intellectual property protection, and geopolitical and economic conditions.

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NewcelX Ltd. is registering for resale up to 2,259,217 Common Shares by its selling shareholders, including shares issuable upon conversion of preferred shares and PPCs and upon exercise of warrants and pre-funded warrants. The registration is for resale only; the company will not receive proceeds from these resales.

The prospectus lists 5,383,871 Common Shares outstanding as of May 10, 2026, notes recent private placements (an $1.35M April 2026 PIPE and earlier March 2025 financings) and discloses a Nasdaq last reported sale price of $3.36 (May 8, 2026). The prospectus cautions that substantial resale volume could affect market price and that warrant exercises for cash could provide proceeds to the company.

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NewcelX Ltd. files Post-Effective Amendment No. 2 to its Form F-1 to update and supplement its resale prospectus for the resale of up to 500,000 Common Shares by the selling shareholder.

The prospectus covers resale by Alpha Capital Anstalt of 19,230 Commitment Shares and up to 480,770 additional Common Shares that may be issued to Alpha under a Common Share Purchase Agreement with a $25.0 million total commitment; the company will not receive proceeds from sales by the selling shareholder. The Purchase Agreement permits NewcelX, at its option, to sell Common Shares to the investor at 95% of specified VWAP measures and contains a 9.99% beneficial ownership limitation.

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League Jinn Sarl and Julien Ruggieri report beneficial ownership of 1,316,267 NewcelX Ltd. common shares, representing 25.3% of the class. Their position includes 1,104,568 common shares plus warrants for 20,791 shares at $2.75 and 190,908 shares at $3.025, all exercisable within 60 days of April 27, 2026, subject to a 9.99% beneficial ownership cap.

The stake is based on 5,345,184 common shares outstanding as of April 29, 2026. The holding was built through a 2024 private placement in NLS Pharmaceutics (NewcelX’s predecessor), equity received in the Kadimastem merger, and an April 2026 private placement where the investor bought additional shares and warrants with personal funds.

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NewcelX Ltd. reported a 2025 net loss of $8.3 million, driven largely by $5.7 million of non-cash finance expenses linked to convertible instruments that were converted before completion of its merger. Operating loss was $2.6 million, reflecting research and development and general and administrative spending typical for a clinical-stage company.

Cash and cash equivalents were $2.2 million as of December 31, 2025, and the balance sheet shows total assets of $11.4 million and equity of $7.3 million, with the company describing itself as substantially debt free. In April 2026, NewcelX completed a $1.35 million private placement with up to approximately $2.0 million of additional potential warrant proceeds and retains access to a $25 million equity line of credit. The company is prioritizing development of its NCEL-101 stem-cell-derived therapy for Type 1 Diabetes in collaboration with Eledon Pharmaceuticals and continues to advance its broader cell therapy pipeline, including AstroRx for ALS and DOXA for narcolepsy and other CNS indications.

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FAQ

How many NewcelX Ltd. (NCEL) SEC filings are available on StockTitan?

StockTitan tracks 39 SEC filings for NewcelX Ltd. (NCEL), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for NewcelX Ltd. (NCEL)?

The most recent SEC filing for NewcelX Ltd. (NCEL) was filed on June 15, 2026.