false
0001979414
0001979414
2026-10-09
2026-10-09
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported):
October 9, 2026
NEONC TECHNOLOGIES HOLDINGS, INC.
(Exact Name of Registrant as Specified in Its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
| 001-42567 |
|
92-1954864 |
| (Commission File Number) |
|
(IRS Employer Identification No.) |
| 23975 Park Sorrento, Suite 205 Calabasas, CA |
|
91302 |
| (Address of Principal Executive Offices) |
|
(Zip Code) |
(818) 570-6844
(Registrant’s Telephone Number, Including Area Code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class |
|
Trading Symbols |
|
Name of each exchange on which registered |
| Common Stock, par value $0.0001 |
|
NTHI |
|
The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
| Item
5.02. |
Departure
of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
Departure
of Director
On
October 9, 2026, Steven L. Giannotta, M.D., a Class I director, notified NeOnc Technologies Holdings, Inc. (the “Company”)
of his resignation as a member of the Company’s board of directors (the “Board”), effective October 9, 2026. Dr. Giannotta’s
resignation was not the result of a disagreement with the Company on any matter relating to the Company’s operations, policies,
or practices.
Appointment
of Director
Effective
October 9, 2026, the Board appointed Ali Mohammad Ahmad Alabedin as a director of the Company. Mr. Alabedin will serve as a Class
I director until the Company’s annual meeting of stockholders in 2029.
From
August 2022, Mr. Alabedin has been Group Head of Islamic Banking with First Abu Dhabi Bank, Abu Dhabi, UAE. In this capacity, he oversees
strategic direction, governance, financial performance, regulatory compliance and business growth domestic and international markets
for the Group’s end-to-end Islamic Banking franchise. Mr. Alabedin previously held senior positions with Standard Chartered Bank,
Middle East and South Asia as Area Director-Financial Institutions, and Head of Distribution. He has directed institutional banking relationships
across multiple countries, managing banking and non-banking financial institutions and led all customer distribution channels across
the UAE retail bank network. Mr. Alabedin was Head of Personal Banking with Anz Banking Group where he also held several other senior
positions, including Head of Strategic Relations. Appointed by the chairman of Dubai Islamic Bank, in January 2005, Mr. Alabedin established
and was CEO of Dubai Islamic Financial Services, a new brokerage and capital markets company operating across Dubai and Abu Dhabi financial
markets. He served on the executive board of the company for 10 years. Mr. Alabedin holds a Master of International Business (MIB) from
the University of Wollongong, Australia, and completed the Aspiring Directors Programme at INSEAD.
There
is no arrangement or understanding between Mr. Alabedin and any other person pursuant to which he was selected as director, and there
are no family relationships between him and any director, executive officer or person nominated or chosen by the Company to become an
executive officer.
The
Board has not appointed Mr. Alabedin to any committees.
| Item
7.01. |
Regulation
FD Disclosure. |
On
October 14, 2026, the Company issued a press release announcing the appointment of Mr. Alabedin to the Company’s Board of Directors.
A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
On October 15, 2026, the Company issued a press
release announcing that Amir F. Heshmatpour, Executive Chairman, President and Chief Executive Officer, will speak at the Abu Dhabi
Future Health Summit 2026, October 20 to 22 at the ADNEC Centre in Abu Dhabi, United Arab Emirates. A copy of the press release is furnished
as Exhibit 99.2 to this Current Report on Form 8-K.
The information in this Item 7.01, Exhibit
99.1, and Exhibit 99.2 furnished hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange
Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed
incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth
by specific reference in such a filing.
| Item 9.01. |
Financial Statements and Exhibits. |
| Exhibit No. |
|
Description |
| 99.1 |
|
Press Release, dated October 14, 2026 |
| 99.2 |
|
Press Release, dated October 15, 2026 |
| 104 |
|
Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Dated: October 15, 2026 |
NeOnc Technologies Holdings, Inc. |
| |
|
|
| |
By: |
/s/ Amir Heshmatpour |
| |
|
Name: |
Amir Heshmatpour |
| |
|
Title: |
Chief Executive Officer, President and Executive Chairman |
Exhibit 99.1
NeOnc Technologies Appoints Ali Alabedin to Its Board of Directors
Appointment strengthens financial governance and supports NeOnc’s clinical development and expansion in Abu Dhabi
CALABASAS, Calif., October 14, 2026 – NeOnc Technologies Holdings, Inc. (Nasdaq: NTHI) (“NeOnc” or the “Company”), a clinical-stage biopharmaceutical company developing therapies for central nervous system cancers, today announced the appointment of Ali Alabedin to its Board of Directors, effective October 9, 2026. Mr. Alabedin is Head of Islamic Banking Group at First Abu Dhabi Bank (FAB), the UAE’s largest bank and a major Gulf banking institution, with AED 1.41 trillion in total assets as of June 30, 2026.
The appointment brings senior banking and governance expertise to NeOnc’s Board as the Company advances its clinical programs and expands its development activities in Abu Dhabi. The Department of Health – Abu Dhabi has granted IND authorization for NEO212, supporting the Company’s plans for Phase 2 development in the UAE, subject to required ethics approvals and other pre-enrollment conditions.
“Ali’s appointment strengthens our Board as we advance our clinical programs and build our presence in Abu Dhabi,” said Amir Heshmatpour, Executive Chairman, President and Chief Executive Officer of NeOnc. “His experience in financial governance, regulatory engagement and international growth will help guide our next stage of development. We appreciate the Department of Health – Abu Dhabi’s support for our clinical expansion and share a commitment to bringing new treatment options to patients facing devastating brain cancers. I look forward to working with Ali to advance that mission and create long-term value for our shareholders.”
“NeOnc is working to develop treatments for cancers of the brain that remain among the most difficult to treat,” said Mr. Alabedin. “I am honored to join the Board and look forward to contributing my experience in governance and international growth as the Company advances its programs.”
Mr. Alabedin succeeds Dr. Steven L. Giannotta, who has graciously stepped down from the Board and will continue to serve on NeOnc’s Scientific Advisory Board. The Company thanks Dr. Giannotta for his Board service and continued scientific contributions.
About Ali Alabedin
Mr. Alabedin has more than three decades of international banking experience across the Middle East and Asia Pacific. Since 2022, he has served as FAB’s Head of Islamic Banking Group, leading its wholesale, investment, retail and private banking activities and international operations.
Previously, Mr. Alabedin held senior leadership roles at Standard Chartered Bank, ANZ Banking Group and Dubai Islamic Bank, spanning financial institutions, corporate banking, distribution and strategic relationships. He also founded Dubai Islamic Financial Services as Chief Executive Officer and subsequently served as an executive board member.
Mr. Alabedin holds a Master of International Business from the University of Wollongong in Australia and completed the Aspiring Directors Programme at INSEAD.
About NeOnc Technologies Holdings, Inc.
NeOnc Technologies Holdings, Inc. is a clinical-stage life sciences company focused on the development and commercialization of central nervous system therapeutics that are designed to address the persistent challenges in overcoming the blood-brain barrier. The company’s NEO™ drug development platform has produced a portfolio of novel drug candidates and delivery methods with patent protections extending to 2038. These proprietary chemotherapy agents have demonstrated positive effects in laboratory tests on various types of cancers and in clinical trials treating malignant gliomas. NeOnc’s NEO100™ and NEO212™ therapeutics are in clinical development. NEO212 has completed Phase 1 dose escalation and is advancing toward Phase 2 development. The company has exclusively licensed an extensive worldwide patent portfolio from the University of Southern California consisting of issued patents and pending applications related to NEO100, NEO212, and other products from the NeOnc patent family for multiple uses, including oncological and neurological conditions.
For more about NeOnc and its pioneering technology, visit https://neonc.com.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements about the Company’s clinical development plans, activities in the United Arab Emirates and anticipated benefits of the Board appointment. These statements reflect current expectations and are subject to risks and uncertainties that could cause actual results to differ materially, including risks described in the Company’s filings with the Securities and Exchange Commission.
The Company undertakes no obligation to update any forward-looking statement except as required by law.
“NEO100” and “NEO212” are registered trademarks of NeOnc Technologies Holdings, Inc.
Contacts
Company Contact:
info@neonc.com
Investor Contact:
Jon Nugent
Jon Nugent Communications
jon@jonnugent.com
205-566-3026
Exhibit 99.2
NeOnc CEO Amir F. Heshmatpour to Address Global Life
Sciences Investment at Abu Dhabi Future Health Summit 2026
With UAE authorizations for both lead drug candidates, NeOnc brings a clinical development
perspective to discussions on capital, precision medicine and international collaboration
CALABASAS, Calif., October 15, 2026 – NeOnc Technologies Holdings, Inc. (Nasdaq: NTHI) (“NeOnc” or the “Company”), a clinical-stage biopharmaceutical company developing novel therapies for central nervous system (CNS) cancers, today announced that Amir F. Heshmatpour, Executive Chairman, President and Chief Executive Officer, will speak at the Abu Dhabi Future Health Summit 2026, October 20 to 22 at the ADNEC Centre in Abu Dhabi, United Arab Emirates. His participation comes as NeOnc builds its UAE clinical development presence following Department of Health – Abu Dhabi authorizations for both NEO100 and NEO212.
Mr. Heshmatpour will bring the perspective of a biotechnology executive and investor working to connect promising science with the capital and international partnerships needed to advance clinical development. With more than 25 years of experience in finance, corporate development and mergers and acquisitions, he leads NeOnc’s capital formation and international strategy and is Founder and Managing Director of AFH Holding & Advisory, LLC.
On Thursday, October 22, Mr. Heshmatpour will participate in “The Investment Lens: Banking on Prediction,” part of the Summit’s Investment in Life Sciences impact area. He will join Dr. Ola Brown, Founding Partner of HealthCap Africa; Clifford Friedman, Founding Partner and Chairperson of Northwell Health Equity Partners; and Prof. Elias Mossialos, Cheng Yu Tung Chair in Global Health and Director of LSE Health. Rachel Pether, Senior Advisor at the Sovereign Wealth Fund Institute, will moderate the discussion.
The Summit is the annual flagship gathering of Future Health, A Global Initiative by Abu Dhabi, hosted together with the Department of Health – Abu Dhabi. Under the theme “To Sense is to Predict,” it brings together policymakers, clinicians, scientists and investors to examine how early detection, data and personalized medicine can help healthcare systems anticipate and respond to patient needs.
The panel will examine how investment can advance predictive healthcare and support the technologies, reimbursement models and health system integration required to put new insights into practice. Mr. Heshmatpour will address the financing of clinical development, the role of international collaboration and the importance of biomarker-informed drug development, drawing on NeOnc’s NEO100 program in recurrent IDH1-mutant high-grade glioma.
“For patients and families facing devastating brain cancers, the urgency is real. Our responsibility is to match that urgency with rigorous science and the capital needed to move clinical development forward,” said Mr. Heshmatpour. “Abu Dhabi is bringing healthcare leadership, research and investment together to advance that work. We are grateful to the Department of Health – Abu Dhabi for its rigorous and collaborative review of our clinical programs. At NeOnc, we are building international relationships with a clear purpose: to advance investigational therapies and work toward broader patient access. The Summit is an opportunity to discuss how investment can help promising science reach the next stage of development.”
NeOnc’s regional strategy includes the establishment of NuroMENA as a platform for collaboration in the Middle East. Under Mr. Heshmatpour’s leadership, the Company is engaging regional stakeholders to support its UAE clinical development presence and pursue partnerships that can help advance its CNS oncology pipeline.
In June 2026, NeOnc announced that the Department of Health – Abu Dhabi had granted Investigational New Drug (IND) authorization for NEO100, covering the NEO100-01, NEO100-02 and NEO100-03 protocols across adult Phase 1, Phase 1b and Phase 2 studies, together with pediatric studies authorized for Phase 1 and Phase 1b pending further protocol review. The authorized indication is progressive or recurrent Grade III or IV gliomas. This followed the Department’s IND clearance for NEO212, also announced in June 2026, extending NeOnc’s UAE clinical development footprint across both lead programs.
For NeOnc, participation in the Summit brings its regional clinical development work into a broader discussion about how capital and healthcare systems can support innovation. The Company’s focus remains on generating clinical evidence for investigational therapies designed to address the substantial unmet needs of patients with CNS cancers.
About Amir F. Heshmatpour
Amir F. Heshmatpour is Executive Chairman, President and Chief Executive Officer of NeOnc Technologies Holdings, Inc., and Founder and Managing Director of AFH Holding & Advisory, LLC. His background spans more than 25 years in executive leadership, finance and corporate development, including IPO transactions totaling more than $1.5 billion and private funding and M&A transactions exceeding $5 billion. His board service includes UCLA Anderson School of Management and Viewpoint School’s Board of Trustees. He also supports children and families through his involvement with Make-A-Wish. At NeOnc, he leads corporate strategy, capital formation and international business development.
About NeOnc Technologies Holdings, Inc.
NeOnc Technologies Holdings, Inc. is a clinical-stage biopharmaceutical company developing therapies for CNS cancers. Its investigational programs include intranasal NEO100 and oral NEO212. Neither product is approved by the U.S. Food and Drug Administration for commercial use. The Company has licensed intellectual property from the University of Southern California relating to its development programs.
For more information, visit https://neonc.com.
Forward-Looking Statements
This press release contains forward-looking statements, including statements regarding Mr. Heshmatpour’s anticipated participation in the Abu Dhabi Future Health Summit, the Company’s clinical development activities in the United Arab Emirates, regional partnerships and expansion plans, efforts to broaden patient access, and the clinical potential of NEO100 and NEO212. These statements reflect current expectations and involve risks and uncertainties. The session date, time, format or participants may change; future studies may not demonstrate safety or efficacy; and no regulatory pathway or marketing approval is assured. Actual results may differ materially. Readers should consider the risk factors described in the Company’s most recent filings with the Securities and Exchange Commission. These statements speak only as of the date of this release.
The Company undertakes no obligation to update forward-looking statements except as required by law.
“NEO100” and “NEO212” are registered trademarks of NeOnc Technologies Holdings, Inc.
Contacts
Company Contact:
info@neonc.com
Investor Contact:
Jon Nugent
Jon Nugent Communications
jon@jonnugent.com
205-566-3026
