NeOnc Technologies Holdings Inc SEC Filings

NeOnc Technologies Holdings, Inc. has filed a registration statement to allow the potential resale of 111,732 shares of common stock previously issued in a $1.0 million private placement. The shares were sold at $8.95 per share and may be offered from time to time by the selling stockholder; the company will not receive any proceeds from these resales.

NeOnc is a clinical-stage biopharmaceutical company developing intranasal and oral treatments for aggressive brain cancers, led by NEO100 and NEO212. None of its product candidates are approved, and it has generated only $39,990 of revenue from January 1, 2023 to September 30, 2025. The company reported a net loss of $46,622,106 for the nine months ended September 30, 2025 and an accumulated deficit of $97,230,551, driven in part by $25,964,096 of share-based compensation and advisory fees.

As of September 30, 2025, NeOnc held $1,513,224 in cash and had stockholders’ deficit of $11,814,270, and its auditors have raised substantial doubt about its ability to continue as a going concern. NeOnc expects to rely on additional equity and debt financing to fund ongoing clinical trials and operations.

Neonc Technologies Holdings, Inc. (NTHI) insider Amir F. Heshmatpour, a director, president and 10% owner, reported open-market purchases of the company’s common stock. On 11/21/2025 he bought 20,000 shares at $5.98 per share and another 4,000 shares at $6.50 per share, and on 11/24/2025 he bought 6,000 shares at $6.51 per share. Following these transactions, the form shows 2,992,000 shares held directly, which includes 275,000 shares held by certain immediate family members. It also reports indirect interests in 256,120 shares through HCWG LLC, 550,000 shares through KIG LLC, and 3,714,020 shares through AFH Holdings & Advisory, LLC, subject to the stated beneficial ownership disclaimers.

Neonc Technologies Holdings, Inc. director Ming-Fu (Alan) Chiang filed a Form 3 reporting his beneficial ownership of NTHI common stock. He directly holds 400,216 shares of common stock. He also reports indirect ownership of 29,309 shares through Orion Biomed Inc., 888,148 shares through NeuCen Biomedical Co. Ltd., 384,180 shares through HCWG LLC, and 488,196 shares held by certain family members. For the Orion, NeuCen, and family-held shares, he disclaims beneficial ownership except to the extent of any pecuniary interest, and the HCWG LLC position reflects only his 37.5% interest.

Neonc Technologies Holdings, Inc. (NTHI)1,100 shares of common stock at a price of $6.69 per share in an open-market transaction coded as a purchase ("P"). After this transaction, the officer beneficially owned 134,260 shares of Neonc Technologies common stock, held directly.

NeOnc Technologies Holdings (NTHI) filed its Q3 2025 10‑Q, reporting a net loss of $8.6 million for the quarter and $46.6 million year‑to‑date. Operating expenses rose on non‑cash items, including $5.0 million in Q3 share‑based compensation and $25.96 million year‑to‑date. Cash and cash equivalents were $1.51 million at September 30, 2025, with a shareholders’ deficit of $11.81 million and accumulated deficit of $97.23 million. The company stated that these conditions raise substantial doubt about its ability to continue as a going concern.

NeOnc completed its Nasdaq listing in March and received $11.64 million from a private placement after effectiveness. It also drew net proceeds of $3.20 million from an equity purchase agreement (447,527 shares) and issued $4.0 million of convertible notes with a 20% original issue discount, later extended once. Current liabilities include an accrued related‑party advisory fee of $3.68 million and a litigation settlement payable of $4.75 million. NIH grants of $400,000 and about $1.01 million were awarded late in the quarter; no related revenue was recognized.

NeOnc Technologies Holdings (NTHI) filed a Rule 424(b)(4) prospectus supplement to its S-1, updating the base prospectus by attaching recent Quarterly and Current Reports. Its common stock trades on Nasdaq as NTHI.

For the quarter ended March 31, 2025, NeOnc reported a net loss of $38,001,987 on revenue of $39,990, driven by $23,073,745 in share-based compensation and an $11,328,565 advisory fee tied to its Nasdaq listing. Cash and cash equivalents were $5,439,210 at quarter-end. The company completed a private placement totaling $11,644,005, released to the company after its registration statement became effective.

Management disclosed substantial doubt about continuing as a going concern. Liquidity tools include a $10.0 million related-party line of credit (with warrants) and a $50.0 million equity purchase agreement; no borrowings or puts were utilized as of March 31, 2025. Shares outstanding were 19,026,776 as of May 9, 2025. The filing references material weaknesses in internal control over financial reporting.

NeOnc Technologies Holdings (NTHI) furnished a Reg FD update announcing updated clinical results from ongoing Phase 1/2a and compassionate care studies of its investigational intranasal agent NEO100 in a 24-patient cohort with recurrent WHO Grade III/IV IDH1‑mutant astrocytoma.

The company also hosted an investor call to discuss the results and provided supporting materials. The press release, investor presentation, and call transcript are furnished as Exhibits 99.1, 99.2, and 99.3. The information under Item 7.01 is furnished, not filed, and is not subject to Section 18 liabilities or incorporation by reference except as specifically stated.

NEONC Technologies Holdings (NTHI): insider equity grant reported. President, Director, and 10% Owner Amir F. Heshmatpour reported acquiring 1,200,000 shares of restricted common stock on 11/06/2025 under the 2023 Equity Incentive Plan. Of these, 600,000 vest on January 2, 2026, with the remaining 600,000 vesting in twelve monthly tranches of 50,000 beginning February 1, 2026.

Following the grant, directly beneficially owned common stock was 2,962,000 shares. Indirect holdings were reported as 256,120 shares by HCWG LLC, 550,000 shares by KIG LLC, and 3,714,020 shares by AFH Holding & Advisory, LLC, with applicable ownership disclaimers noted.