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Onconetix, Inc. 8-K Filings

ONCO NASDAQ

Every 8-K that Onconetix, Inc. (ONCO) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow ONCO and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full ONCO filings page.

Rhea-AI Summary

Onconetix, Inc. (ONCO) entered into a Grid Promissory Note to provide up to $5.0 million in unsecured bridge financing to its acquisition target Realbotix LLC, with $2.5 million funded on September 11, 2026. The loans support Realbotix’s general corporate and working capital needs while the pending share-exchange transaction progresses.

The Note matures on September 11, 2027 and is non‑interest bearing unless the Share Exchange Agreement is terminated, in which case interest accrues at 12% per year until repayment. If the Realbotix acquisition closes, the Note is automatically cancelled and Net Cash at Closing under the Share Exchange Agreement increases by $500,000 plus any outstanding principal. The financing is guaranteed by Realbotix Corp., and Onconetix plans to register the stock to be issued in the all‑stock acquisition via a Form S‑4 Registration Statement that will include a proxy statement/prospectus for shareholder approval.

Rhea-AI Summary

Onconetix, Inc. entered into a PIPE financing with an accredited investor to sell 37,812 shares of Series F convertible preferred stock for an aggregate $30,249,600. Up to 42,000 Series F shares are authorized, each with a $1,000 Stated Value. The Series F ranks senior to common stock, pays Default Dividends at 15.0% per annum on the Stated Value following Triggering Events, and is initially convertible into common stock at $0.9767 per share, with customary anti‑dilution adjustments and conversion ownership limits generally between 4.99% and 9.99%. The company may redeem shares for cash at 125% of the greater of the Conversion Amount or a market-based value and must reserve at least 150% of the shares needed for conversion.

Separately, Onconetix agreed a Common Stock Purchase Agreement for a committed equity facility of up to the lesser of $750,000,000 and 19.99% of shares outstanding, subject to a 4.99% beneficial ownership cap for the ELOC investor. A $30,000,000 commitment fee will be applied to the Series F purchase. Registration Rights Agreements require filing resale registration statements within 45 days and effectiveness within 90 or 120 days, with cash penalties of 1% of each holder’s purchase price every 30 days for certain registration failures. The Series F issuance relies on Section 4(a)(2) and Rule 506 of Regulation D exemptions.

Rhea-AI Summary

Onconetix, Inc. is implementing a 1-for-10 reverse stock split of its common stock, effective at 12:01 a.m. Eastern Time on May 21, 2026. The move is intended to help the company meet Nasdaq’s $1.00 minimum bid price requirement for continued listing.

Every 10 shares of issued and outstanding common stock will automatically convert into one share, reducing outstanding shares from approximately 11.4 million to 1.14 million, with no change to authorized shares or par value. Fractional shares will not be issued; affected holders will receive a cash payment based on the prior-day closing price.

Rhea-AI Summary

Onconetix, Inc. filed an 8-K to highlight Q1 2026 progress at its fully owned Swiss subsidiary Proteomedix AG, developer of the Proclarix® blood test for clinically significant prostate cancer. The company reported two new peer-reviewed publications from a Danish clinical study, including a paper in BMC Cancer showing Proclarix® evaluated in 371 men and outperforming %fPSA and the ERSPC risk calculator in reducing overdiagnosis and unnecessary biopsies. A second paper in Cancers, in 132 men under active surveillance, showed the prognostic value of the Proclarix® risk score for predicting transition to active treatment. Onconetix also announced the PRIME multi-center clinical validation study with Labcorp in the U.S., targeting up to 500 men across various ethnicities, and early commercial traction in Europe, including close to 100 Proclarix® tests performed in a UK real-world screening initiative and progress with a new collaboration partner in Turkey.

Rhea-AI Summary

Onconetix, Inc. held a special meeting of stockholders on April 30, 2026, where stockholders approved a reverse stock split proposal and an adjournment proposal. Voting was based on 3,464,686 shares of common stock outstanding as of March 13, 2026, the record date.

The reverse stock split proposal received 1,301,918 votes for, 253,378 against and 1,393 abstentions. The adjournment proposal received 1,332,088 votes for, 223,071 against and 1,530 abstentions, meaning both items on the agenda were approved.

Rhea-AI Summary

Onconetix, Inc. announced multiple board changes. Effective April 20, 2026, directors Andrew Oakley and Thomas Meier resigned from the board and their committee roles. Their departures were stated as not resulting from any disagreement with management or the board on company matters.

On April 23, 2026, existing director Sammy Dorf was appointed Chairman of the Board and will receive an additional $20,000 per year, paid quarterly, for this role. The board also elected Josh Epstein as a Class II director and member of the Audit Committee and Compensation Committee, and chair of the Nominating and Corporate Governance Committee, with a term running until the 2026 annual meeting of stockholders.

Rhea-AI Summary

Onconetix, Inc. has implemented a 1-for-5 reverse stock split of its common stock, effective at 12:01 a.m. Eastern Time on March 25, 2026. The company’s shares continue to trade on The Nasdaq Capital Market under the symbol ONCO with a new CUSIP number 68237Q 302.

Every five issued and outstanding shares of common stock were automatically converted into one share, with no change to the par value and no reduction in the number of authorized shares. The reverse split reduced the number of issued and outstanding shares from 3,464,686 to 692,927 and is intended to help the company maintain compliance with Nasdaq’s $1.00 minimum bid price requirement.

No fractional shares were issued; instead, stockholders entitled to a fractional share receive cash based on the closing sale price on March 24, 2026, adjusted for the split. Proportional adjustments were also made to equity awards, convertible preferred stock, and warrants.

Rhea-AI Summary

Onconetix, Inc. filed an amended report to add the employment agreement for its new Chief Executive Officer, David White, as an exhibit. The amendment does not change any prior disclosures.

The Board appointed Mr. White as CEO effective March 18, 2026, under an employment agreement providing a monthly base salary of $21,700 and customary non-compete, confidentiality and non-solicitation covenants. In connection with his appointment, monthly compensation was reduced by $5,000 for interim CFO Karina Fedasz and by $26,000 for Lead Independent Director Andrew Oakley.

Separately, director Timothy Ramdeen resigned from the Board and its key committees on March 19, 2026, with the company stating his departure was not due to any disagreement over operations or policies. The Board appointed Sammy Dorf as a new director and member of the Audit Committee, adding capital-markets and governance experience.

Rhea-AI Summary

Onconetix, Inc. appointed David White as Chief Executive Officer effective March 18, 2026, formalizing leadership after an interim period. White brings more than 30 years of executive and board experience across transportation, healthcare, and manufacturing, including prior CEO, CFO, and COO roles and multiple public company directorships.

Under his employment agreement, White will receive a monthly base salary of $21,700 and is subject to non-compete, confidentiality, and non-solicitation covenants. In connection with his appointment, monthly compensation was reduced by $5,000 for Interim CFO Karina Fedasz and by $26,000 for Lead Independent Director Andrew Oakley, effective March 18, 2026.

Separately, director Timothy Ramdeen resigned from the Board and its key committees on March 19, 2026, with the company stating his departure was not due to any disagreement with management or the Board. The Board appointed entrepreneur and investor Sammy Dorf as a new director and Audit Committee member, adding capital markets and governance experience. Both White and Dorf are described as independent, with no family relationships or related-party transactions requiring disclosure.

Rhea-AI Summary

Onconetix, Inc. is entering a definitive all‑stock share exchange to acquire 100% of Realbotix LLC, a U.S.-based AI-powered humanoid robotics company. At closing, Realbotix’s seller is expected to own between 75% and 90% of Onconetix’s fully diluted shares, depending on Onconetix’s Net Cash at closing. Ownership steps down from 90% to 75% as Net Cash increases from $12.5 million to at least $20 million. Closing conditions include a minimum $12.5 million Net Cash balance, an equity line agreement for up to $125 million of common stock purchases, conversion or amendment of Onconetix preferred and other convertible securities, shareholder approval, a fairness opinion, and required regulatory consents. After closing, Realbotix’s management team remains in place and four of five board seats will be designated by Realbotix. The combined company is expected to trade on Nasdaq and shift focus toward Realbotix’s AI-powered humanoid robotics business.

Rhea-AI Summary

Onconetix, Inc. reported results from a special stockholder meeting held on February 3, 2026. Stockholders approved a reverse stock split proposal, with 562,803 votes for, 123,144 against, and 986 abstentions. They also approved an adjournment proposal, with 567,357 votes for, 118,604 against, and 972 abstentions.

The votes were cast based on 1,555,015 shares of common stock outstanding as of December 12, 2025, the record date for the meeting.

Rhea-AI Summary

Onconetix, Inc. (ONCO) set its 2025 annual meeting. The meeting will be held at 10:00 a.m. Eastern Time on December 5, 2025 at Ellenoff Grossman & Schole LLP, 1345 6th Ave, New York, NY 10105.

Stockholder proposals under Rule 14a-8 must be received at 201 E. Fifth Street, Suite 1900, Cincinnati, Ohio by the close of business on November 10, 2025. Nominations for directors for inclusion in the proxy materials are due by the same deadline. To comply with the universal proxy rules, stockholders soliciting proxies for their own director nominees must provide the information required by Rule 14a-19 by November 10, 2025. A public announcement of any adjournment or postponement will not reopen or extend the Rule 14a-8 submission window.

Rhea-AI Summary

Onconetix, Inc. entered into a private investment in public equity (PIPE) financing with institutional investors, raising approximately $6.25 million through Series E convertible preferred stock and warrants. The company issued 7,813 shares of Series E preferred stock and Warrants to purchase 2,025,223 shares of common stock.

The Series E preferred stock has a Conversion Price of $3.8576 per share of common stock, subject to anti-dilution and variable-price adjustments, with a Floor Price of $0.7715. If certain Triggering Events occur, a Default Dividend of 15.0% per year accrues on the stated value and holders gain alternate conversion rights.

The Warrants are immediately exercisable at an initial exercise price of $3.8576 per share, include only downward price adjustments, and have a three-year term. Both the preferred shares and Warrants are subject to an ownership cap, generally limiting a holder’s beneficial ownership to 4.99%, adjustable up to 9.99% with notice.

Rhea-AI Summary

Onconetix, Inc. filed a Form 8-K reporting several material corporate actions disclosed in press releases dated September 26, 2025. The filing references a PIPE Financing and Settlement Agreement and a separate press release announcing the Termination of Merger Agreement. It also lists transaction exhibits including a Certificate of Designations that authorizes Series D Preferred Stock, a Form of Warrant, and the PIPE Financing and Settlement Agreement as exhibits. The filing describes an Alternate Conversion Right that permits holders to convert Preferred Shares into Common Stock after certain triggering events and after the Stockholder Approval Date at specified alternate conversion prices. The document is signed by the company’s Interim Chief Executive Officer and Interim Chief Financial Officer.

Rhea-AI Summary

Onconetix, Inc. filed a Form 8-K reporting a material event: the filing includes a License Agreement dated September 17, 2025 between Immunovia AB and Proteomedix AG, and an attached Press Release dated September 22, 2025. The 8-K cover page shows standard solicitation/communication checkboxes left unchecked and identifies Karina M. Fedasz as Interim Chief Executive Officer and Interim Chief Financial Officer signing the filing.

This filing discloses the existence and filing of the license agreement and press release but does not include the license terms, financial consideration, milestones, or other commercial details. Investors should note the counterparties and dates disclosed; the filing itself provides notice of the agreement rather than substantive commercial or financial metrics.

Rhea-AI Summary

Onconetix, Inc. reported a series of waiver agreements with Veru, Inc. extending payment dates for promissory notes multiple times during 2025. The company and Veru executed waivers on March 31, April 23, June 30, July 31 and August 28, 2025, each extending the due dates for the April Veru Note and related Veru Notes, with the most recent extension moving the April Veru Note to September 19, 2025.

The filing also attaches new promissory notes dated August 28, 2025 with Keystone Capital Partners, LLC and KCP Fund I, LLC, plus a Second Amended and Restated Promissory Note and an August 28, 2025 waiver between Veru and the company as exhibits. The disclosures reference earlier forbearance and note documents filed in 2023 and 2024 for full terms.

Rhea-AI Summary

Onconetix issued a promissory note to Keystone Capital Partners in the aggregate principal amount of $117,647.06 with an original issue discount of $17,647.06. The Keystone note is subordinate to existing obligations to Veru, does not initially bear interest, is payable upon receipt of sufficient proceeds from the Company’s equity line of credit with Keystone or on March 6, 2026, and unpaid amounts incur a 15% per annum late charge.

The Company also amended and restated the September Veru Note, increasing the principal by $100,000 to $5.1 million and amending the maturity to August 14, 2025. The filing documents multiple prior forbearance and waiver agreements with Veru that extended payment dates and increased the Company’s share of proceeds payable to Veru from 20% to 25% through June 30, 2025. Director Ajit Singh resigned effective August 10, 2025.