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Phio Pharmaceuticals (NASDAQ: PHIO) extends cash runway into 2027 after 2025 raise

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Phio Pharmaceuticals reported 2025 results showing progress in its lead cancer candidate PH-762 and a much stronger balance sheet. The Phase 1b dose-escalation trial of PH-762 completed enrollment with favorable safety, tolerability and pathology data, and the company plans an FDA submission on next-step study design in the second quarter of 2026.

During 2025, equity financings and warrant exercises generated approximately $23.7 million in net proceeds, lifting cash and cash equivalents to about $21.0 million at December 31, 2025, up from $5.4 million a year earlier and extending the cash runway into the first half of 2027. Research and development expenses rose 27% to $4.6 million and general and administrative expenses increased 23% to $4.6 million, reflecting expanded clinical activity and higher professional and compensation costs. Net loss widened to roughly $8.7 million, or $1.45 per share, compared with $7.2 million, or $9.08 per share, in 2024.

Positive

  • Balance sheet significantly strengthened: 2025 equity financings and warrant exercises generated approximately $23.7 million in net proceeds, lifting year-end cash to about $21.0 million and extending the stated cash runway into the first half of 2027.

Negative

  • None.

Insights

Phio strengthens cash runway while advancing PH-762 into later-stage planning.

Phio Pharmaceuticals completed the treatment phase of its Phase 1b PH-762 trial with favorable safety, tolerability and pathology data. This positions PH-762, an INTASYL siRNA targeting PD-1 in skin cancers, for an FDA submission on future clinical design targeted for Q2 2026.

On the financial side, 2025 equity financings and warrant exercises brought in approximately $23.7 million in net proceeds, increasing year-end cash and cash equivalents to about $21.0 million from $5.4 million a year earlier. Management states this extends the cash runway into the first half of 2027, which is important for funding pivotal-enabling work.

Operating expenses rose as research and development spending increased 27% to $4.6 million and general and administrative costs grew 23% to $4.6 million, leading to a net loss of $8.7 million. Subsequent disclosures may clarify how the strengthened balance sheet supports upcoming toxicology studies, manufacturing scale-up and potential pivotal trial preparation for PH-762.

false 0001533040 0001533040 2026-03-05 2026-03-05
 
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): March 5, 2026
 
PHIO PHARMACEUTICALS CORP.
(Exact name of registrant as specified in its charter)
 
Delaware
 
001-36304
 
45-3215903
(State or other jurisdiction of incorporation)
 
(Commission File Number)
 
(I.R.S. Employer Identification No.)
 
 
411 Swedeland Road, Suite 23-1080
 
King of Prussia, PA
19406
(Address of principal executive offices)
(Zip Code)
 
Registrant’s telephone number, including area code: (610) 947-0251
 
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 Symbol(s):
 
Name of each exchange on which registered:
Common Stock, par value $0.0001 per share
 
PHIO
 
The Nasdaq Capital Market
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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 2.02. Results of Operations and Financial Condition.
 
On March 5, 2026, Phio Pharmaceuticals Corp. (the “Company”) reported its financial results for the year ended December 31, 2025. A copy of the press release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K (the “Report”).
 
The information in this Item 2.02 and attached as Exhibit 99.1 to this Report will not be treated as “filed” for the 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. This information will not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or into another filing under the Exchange Act, unless that filing expressly incorporates this information by reference.
 
Item 9.01. Financial Statements and Exhibits.
 
(d) Exhibits.
 
Number
 
Description
99.1
 
Press release issued by the Company on March 5, 2026
104
 
Cover Page Interactive Data File (embedded within the Inline XBRL document).
 
2

 
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.
 
     
PHIO PHARMACEUTICALS CORP.
       
Date: March 5, 2026
   
By:
/s/ Robert Bitterman
     
Name:
Title:
Robert Bitterman
President & Chief Executive Officer
 
 
3

Exhibit 99.1

 

a01.jpg

 

Phio Pharmaceuticals Reports 2025 Year-End Financial Results and Business Update

 

Treatment Phase for Lead Clinical Candidate PH-762 Dose Escalation Trial is Complete with Favorable Safety, Tolerability and Pathology Data

 

2025 Financings and Warrant Exercises Strengthen Balance Sheet with $23.7 Million in Net Proceeds, Extending Cash Runway into the First Half of 2027

 

KING OF PRUSSIA, PA, March 5, 2026 (NEWSFILE) —Phio Pharmaceuticals Corp. (NASDAQ: PHIO) is a clinical-stage siRNA biopharmaceutical company developing therapeutics using its proprietary INTASYL® gene silencing technology to eliminate cancer.  Phio today reported its financial results for the year ended December 31, 2025, and provided a business update.

 

“Final cohort results mark the culmination of a productive 2025 fiscal year for Phio,” said Robert Bitterman, Present and CEO. “Concluding the Phase 1b study with favorable safety, tolerability and pathology data, advancing the CMC and toxicology initiatives while extending our cash runway into 2027 are noteworthy milestones on our continuing pathway to potential approval.”

 

Recent Corporate Updates

 

PH-762 Clinical Progress

 

PH-762 is currently being evaluated in a U.S. multi-center Phase 1b dose-escalating clinical trial through the intratumoral injection of PH-762 for the treatment of patients with cutaneous squamous cell carcinoma, melanoma and Merkel cell carcinoma. The trial (NCT 06014086) is designed to evaluate the safety and tolerability of neoadjuvant use of intratumorally injected PH-762, assess the tumor response, and determine the dose or dose range for continued study of PH-762. The study was fully enrolled in November 2025 with a total of 22 patients, 20 with cutaneous squamous cell carcinoma, one with melanoma and one with Merkel cell carcinoma. While final study data is pending formal analysis, an FDA submission intended to propose and seek guidance for next steps in clinical study design for PH-762 is targeted for the second quarter of 2026.

 

In July 2025, Phio entered into a comprehensive drug substance development services agreement with a US manufacturer. The manufacturer will provide analytical and process development and cGMP manufacture of Phio’s lead development compound PH-762. The cGMP material will support future pivotal clinical development of PH-762.

 

In December 2025, Phio entered into a development services agreement with a US laboratory to conduct a non-clinical toxicology study, which is required by the FDA prior to commencing a pivotal human clinical trial for registration purposes.

 

Capital Sourcing

 

During 2025, Phio strengthened its balance sheet through a series of equity financings and warrant exercises that generated approximately $23.7 million in net proceeds. These transactions extended the Company’s cash runway into the first half of 2027 and will support ongoing clinical development, operational requirements and strategic initiatives.

 

Patent Portfolio Enhancement and Rationalization

 

Phio’s patent portfolio includes 54 issued patents, 49 of which cover our INTASYL platform, and of those 27 cover immuno-oncology compounds and therapeutic uses.  There are 20 pending patent applications, encompassing what we believe to be important new RNAi compounds and their use as therapeutics, chemical modifications of RNAi compounds that improve the compounds suitability for therapeutic uses and compounds directed to specific targets. The patents that may issue from these pending applications will, if issued, be set to expire between 2029 and 2038.

 

Scientific News

 

During 2025, Phio presented new data on PH-762 at several conferences including American Academy of Cancer Research (AACR), Society for Immunotherapy of Cancer (SITC), American Society of Gene and Cell Therapy (ASGCT) and at the Annual Oligonucleotide Therapeutics Society (OTS). The Company was  also invited to present its Phase 1b clinical trial data for PH-762 at the American Academy of Dermatology (AAD) in the Late-Breaking Research Session.

 

Financial Results

 

Cash Position

 

At December 31, 2025, the Company had cash and cash equivalents of approximately $21.0 million as compared with approximately $5.4 million at December 31, 2024.

 

During the year ended December 31, 2025, we completed multiple financings generating total net proceeds of approximately $20.6 million after deducting placement agent fees and offering expenses.

 

Research and Development Expenses

 

Research and development expenses for the year ended December 31, 2025 increased  27% as compared with the year ended December 31, 2024. The increase was due to the advancement of our PH-762 clinical program, planning for an upcoming PH-762 toxicology study and higher employee compensation costs.

 

General and Administrative Expenses

 

General and administrative expenses for the year ended December 31, 2025 increased 23% as compared to the year ended December 31, 2024. The increase was due to higher outsourced professional accounting and legal services and stock-based compensation costs.

 

Net Loss

 

Net loss was approximately $8.7 million, or ($1.45) per share, for the year ended December 31, 2025 as compared with a net loss of approximately $7.2 million, or ($9.08) per share, for the year ended December 31, 2024. The increase in net loss was primarily due to the changes in research and development and general and administrative expenses, as described above.

 

About Phio Pharmaceuticals Corp.

 

Phio Pharmaceuticals Corp. (Nasdaq: PHIO) is a clinical-stage biopharmaceutical company advancing its proprietary INTASYL® siRNA gene silencing technology to eliminate cancer. Phio’s INTASYL compounds are designed to enhance the body’s immune cells to more effectively kill cancer cells. Phio’s lead clinical development program is an INTASYL compound, PH-762, that silences the PD-1 gene implicated in various forms of skin cancer. The Phase 1b trial (NCT# 06014086) is evaluating PH-762 for the treatment of cutaneous squamous cell carcinoma, melanoma and Merkel cell carcinoma. PH-762 is a potential non-surgical treatment for skin cancers.

 

For additional information, visit the Company’s website, www.phiopharma.com.  

 

 

 

Forward Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by words such as "intends," "believes," "anticipates," "indicates," "plans," "expects," "suggests," "may," "would," "should," "potential," "designed to," "will," "ongoing," "estimate," "forecast," "target," "predict," "could" and similar references, although not all forward-looking statements contain these words. These statements, which include statements regarding the anticipated benefits of our INTASYL RNAi platform, the results from our ongoing clinical trials, our expectations that our cash runway will extend into the first half of 2027, our expectations regarding timing of FDA submissions intended to propose and seek guidance for next steps in clinical study design for PH-762, details regarding our planned non-clinical toxicology study, and our ability to support ongoing clinical development, operational requirements and strategic initiatives with the capital we currently have on hand, are based only on our current beliefs, expectations and assumptions and are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Our actual results may differ materially from those indicated in the forward-looking statements as a result of a number of important factors, including, but not limited to, the impact to our business and operations by inflationary pressures, rising interest rates, recession fears, the development of our product candidates, results from our preclinical and clinical activities, our ability to execute on business strategies, our ability to develop our product candidates with collaboration partners, and the success of any such collaborations, the timeline and duration for advancing our product candidates into clinical development, the timing or likelihood of regulatory filings and approvals, the success of our efforts to commercialize our product candidates if approved, our ability to manufacture and supply our product candidates for clinical activities, and for commercial use if approved, the scope of protection we are able to establish and maintain for intellectual property rights covering our technology platform, our ability to obtain future financing, market and other conditions and those risks identified in our Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q under the caption "Risk Factors" and in other filings the Company periodically makes with the SEC. Readers are urged to review these risk factors and to not act in reliance on any forward-looking statements, as actual results may differ from those contemplated by our forward-looking statements. Phio does not undertake to update forward-looking statements to reflect a change in its views, events or circumstances that occur after the date of this release, except as required by law.

 

 

Contact:

Phio Pharmaceuticals Corp.

Jennifer Phillips: jphillips@phiopharma.com 

Corporate Affairs

 

 

 

PHIO PHARMACEUTICALS CORP.

CONSOLIDATED STATEMENTS OF OPERATIONS

(Amounts in thousands, except share and per share data)

(Unaudited)

 

    Year Ended December 31,  
   

2025

   

2024

 
                 

Operating expenses:

               

Research and development

  $ 4,618     $ 3,643  

General and administrative

    4,602       3,744  

Total operating expenses

    9,220       7,387  

Operating loss

    (9,220 )     (7,387 )

Interest income, net

    520       231  

Other income, net

    2       6  

Net loss

  $ (8,698 )   $ (7,150 )

Net loss per common share:

               

Basic and diluted

  $ (1.45 )   $ (9.08 )

Weighted average number of common shares outstanding

               

Basic and diluted

    5,984,017       787,466  

 

 

 

PHIO PHARMACEUTICALS CORP.

CONSOLIDATED BALANCE SHEETS

(Amounts in thousands, except share data)

(Unaudited)

 

   

December 31,

   

December 31,

 
   

2025

   

2024

 

ASSETS

               

Cash

  $ 21,031     $ 5,382  

Prepaid expenses and other current assets

    445       354  

Total current assets

    21,476       5,736  

Property and equipment, net

    11       2  

Total assets

  $ 21,487     $ 5,738  

LIABILITIES, PREFERRED STOCK AND STOCKHOLDERS’ EQUITY

               

Accounts payable

  $ 435     $ 253  

Accrued expenses

    905       762  

Total current liabilities

    1,340       1,015  

Total stockholders’ equity

    20,147       4,723  

Total liabilities, preferred stock and stockholders’ equity

  $ 21,487     $ 5,738  

 

 

FAQ

How did PHIO Pharmaceuticals (PHIO) advance its PH-762 program in 2025?

Phio completed the treatment phase of a U.S. multi-center Phase 1b dose-escalation trial of PH-762 with favorable safety, tolerability and pathology data. An FDA submission to seek guidance on next-step clinical study design for PH-762 is targeted for the second quarter of 2026.

What were PHIO Pharmaceuticals’ 2025 net loss and loss per share?

For 2025, Phio reported a net loss of approximately $8.7 million, or $1.45 per share. This compares with a net loss of about $7.2 million, or $9.08 per share, in 2024, reflecting higher research, development, and general and administrative expenses.

What was PHIO Pharmaceuticals’ cash position at December 31, 2025?

At December 31, 2025, Phio held approximately $21.0 million in cash and cash equivalents, up from about $5.4 million a year earlier. Management states that 2025 financings and warrant exercises extended the company’s cash runway into the first half of 2027.

How much capital did PHIO Pharmaceuticals raise in 2025?

During 2025, Phio completed a series of equity financings and warrant exercises that generated approximately $23.7 million in net proceeds. These funds are intended to support ongoing clinical development of PH-762, operational requirements, and broader strategic initiatives.

How did PHIO Pharmaceuticals’ operating expenses change in 2025?

In 2025, research and development expenses increased 27% to about $4.6 million, driven by PH-762 clinical progress and toxicology planning. General and administrative expenses rose 23% to roughly $4.6 million, mainly due to higher outsourced professional services and stock-based compensation costs.

What intellectual property position does PHIO Pharmaceuticals report for its INTASYL platform?

Phio reports 54 issued patents, including 49 covering the INTASYL platform, with 27 focused on immuno-oncology compounds and uses. It also has 20 pending applications, with any resulting patents expected to expire between 2029 and 2038, supporting long-term protection of its RNAi therapeutics.

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