Every 424B that Scilex Holding Company (SCLX) has filed with the SEC in the last 12 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 424B covers the supplement that carries the terms of a priced offering, so if you follow SCLX 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 SCLX filings page.
Scilex Holding Company filed a prospectus supplement registering up to 6,685,714 shares of Common Stock (aggregate of multiple tranches, including warrants and shares issuable upon exercise) as an update to prospectuses dated May 13, 2025.
The supplement attaches Current Reports on Form 8-K that disclose several corporate actions: a $20.0 million convertible note to Q Scan that converted into 140,379,226 Q Scan shares and a related agreement to purchase 193,021,436 Q Scan shares for approximately $27.5 million; elimination of the previously designated 5,000,000 Series 1 Mandatory Exchangeable Preferred Stock; and a Warrant Agreement with Oramed issuing a 100,000-warrant issuance (the "February 2026 Warrant") exercisable at an initial price of $20.00, subject to adjustment, with a 4.99% beneficial ownership cap (adjustable to 9.99% with notice) and an expiration of December 13, 2029. The supplement notes a 1-for-35 reverse stock split effective April 15, 2025 and reports last reported share and warrant prices as of February 19, 2026 of $8.01 and $0.15, respectively.
Scilex Holding Company files a prospectus supplement updating prior prospectuses and registering up to 6,685,714 shares of Common Stock and related instruments.
The supplement incorporates three Current Reports on Form 8-K dated January 29, 2026, February 2, 2026 and February 19, 2026, and attaches them to the prospectus. It discloses a $20.0 million convertible loan to Q Scan that converted into 140,379,226 Q Scan shares and a related stock purchase agreement to buy 193,021,436 Q Scan shares for approximately $27.5 million. It also describes a Warrant Agreement with Oramed that issued 100,000 warrants at an initial exercise price of $20.00 per share (floor price $8.22), exercisable through December 13, 2029, with a 4.99% beneficial ownership exercise cap (adjustable up to 9.99% with notice).
Scilex Holding Company files a prospectus supplement that updates multiple registration statements to register up to 6,685,714 shares of common stock and related instruments.
The supplement incorporates three prospectuses and attaches Current Reports on Form 8-K dated February 2, 2026 and February 19, 2026. It discloses a $20.0 million convertible note to Q Scan that converted into Q Scan common stock, a pending Stock Purchase of 193,021,436 Q Scan shares for approximately $27.5 million, revocation and elimination of a previously designated 5,000,000 share Series 1 preferred designation, and a Warrant Agreement with Oramed issuing a 100,000-warrant instrument exercisable at $20.00 (floor adjustment $8.22) expiring December 13, 2029.
Scilex Holding Company is updating three existing resale and offering prospectuses with new information from a recent current report. The update centers on a non-recourse loan facility of up to $100 million entered into by its wholly owned subsidiary, SCLX Stock Acquisition JV LLC, with The St. James Bank & Trust Company Ltd. The loan is secured by pledged shares of Scilex common stock held by the subsidiary, with the number of pledged shares tied to 70% of the loan’s principal value.
The loan bears interest at the 12‑month SOFR rate and matures on the eighth anniversary of the first tranche, with a possible extension of up to 12 months for a fee of at least 1.25% of the pledged shares’ market value. Each tranche carries a structuring fee of 0.25% of its principal. If Scilex’s share price or trading volume declines beyond specified thresholds, or if the stock is delisted, the lender can declare a default, increase the interest rate by 5% per year and foreclose on the pledged shares.
Scilex Holding Company filed a prospectus supplement that updates three existing resale and primary offering prospectuses by adding information from a new current report. The attached report describes a non-recourse loan facility of up to $100 million that subsidiary SCLX Stock Acquisition JV LLC entered into with The St. James Bank & Trust Company Ltd.
Under the agreement, the lender may fund the loan in multiple tranches at its sole discretion. Each tranche bears interest at the 12‑month Secured Overnight Financing Rate, plus a 0.25% up-front fee on its principal. The loan matures eight years after the first tranche closing and may be extended by up to 12 months at the borrower’s request and lender’s discretion.
To secure the loan, SCLX JV pledges shares of Scilex common stock equal to 70% of the aggregate principal amount, held in a securities account with the lender. The agreement includes share-price, trading-volume and listing‑status triggers that can constitute events of default and allow the lender to foreclose on the pledged shares. The supplement also notes Scilex’s 1‑for‑35 reverse stock split and current Nasdaq listings for its common stock and warrants.
Scilex Holding Company has filed a prospectus supplement that updates several existing resale and primary offering prospectuses by adding the details of a new financing arrangement. A wholly owned subsidiary, SCLX Stock Acquisition JV LLC, has entered into a non-recourse loan and securities pledge agreement with The St. James Bank & Trust Company Ltd., under which the lender may provide up to $100 million in loan advances in multiple tranches at the lender’s discretion. The loan bears interest at the 12‑month Secured Overnight Financing Rate and currently has an eight‑year maturity, with a potential extension of up to 12 months.
As security, the subsidiary will pledge shares of Scilex common stock it holds, in an amount equal to 70% of the aggregate principal amount of the loan, calculated under the agreement. The arrangement includes margin‑style default triggers tied to Scilex’s share price, trading volume, and listing status; an uncured default allows the lender to foreclose on the pledged shares and increases the loan’s interest rate by 5 percentage points. The loan is contractually non‑recourse, limiting the lender’s claim to the pledged securities rather than other subsidiary assets.
Scilex Holding Company filed a prospectus supplement that updates three existing S-1 registration statements, which together cover multiple securities offerings, including up to 1,594,207 shares of common stock, up to 198,810 shares of common stock issuable upon exercise of warrants, up to 1,402,955 warrants, and several additional blocks of common stock offered for sale, including by a selling securityholder. The supplement incorporates a new Form 8-K into these prospectuses.
The attached Form 8-K reports that, on December 11, 2025, stockholders approved a one-time repricing of certain stock options under the 2022 Equity Incentive Plan. Options covering up to 289,405 shares of common stock, previously priced at $282.80 per share, were repriced to $16.80 per share, the closing trading price on the repricing date, for eligible employees, executive officers, and directors. All other terms of these options remain unchanged. Stockholders also approved, but did not need to use, an adjournment authority for the special meeting.
Scilex Holding Company has existing registration statements covering up to 1,594,207 shares of common stock, up to 198,810 shares of common stock issuable upon the exercise of warrants, up to 1,402,955 warrants, up to 3,593,288 additional shares of common stock, up to 3,250,000 shares of common stock offered by a selling securityholder, and up to 6,685,714 shares of common stock, and this prospectus supplement updates those offerings by incorporating a new current report.
The attached report describes a one-time repricing of stock options covering up to 289,405 shares under the 2022 Equity Incentive Plan, reducing the exercise price from $282.80 to $16.80 per share as of December 11, 2025, while keeping all other terms the same. The change applies to certain employees, executive officers, and directors, and was approved by stockholders at a special meeting where about 53% of combined common and Series A preferred voting power was represented and the repricing proposal received 3,341,659 votes in favor versus 1,130,308 against.
Scilex Holding Company filed a prospectus supplement updating three existing prospectuses that together cover multiple offerings, including up to 1,594,207 shares of common stock, additional common shares issuable upon warrant exercise, and related warrants. The supplement incorporates information from a new Current Report on Form 8-K.
The 8-K discloses that Scilex entered a Non-Recourse Loan and Securities Pledge Agreement with The St. James Bank & Trust Company Ltd., under which the lender may provide up to $50 million in one or more tranches. The loan bears interest at the 12‑month Secured Overnight Financing Rate plus 2.0% per annum, includes a 0.25% fee on each tranche, and matures four years after the first tranche, with a possible extension of up to 12 months for an additional fee. Scilex pledges 39,202,800 Datavault AI Inc. shares as collateral; if specified price, volume, trading halt, delisting, or insolvency events occur and are not cured, the lender can foreclose on the pledged shares and the interest rate increases by 5.0% per annum.
Scilex Holding Company has filed a prospectus supplement that incorporates a new Form 8‑K describing a warrant inducement financing with an institutional investor. The investor agreed to fully exercise 904,396 existing warrants after Scilex reduced their exercise price to $22.51 per share, providing aggregate cash proceeds of $20,357,953.96 to the company.
As additional consideration, Scilex is issuing a new unregistered November 2025 warrant to purchase 1,356,594 shares of common stock at an exercise price of $29.00 per share, expiring five years from issuance, along with 72,352 similar placement agent warrants. The new warrant includes a beneficial ownership cap of 4.99%, adjustable up to 9.99% with notice, and Black‑Scholes cash‑out protection in certain change‑of‑control events. Scilex has agreed to file a resale registration statement covering the new warrant and its underlying shares.
Scilex Holding Company filed a prospectus supplement tied to several existing S-1 registration statements to incorporate a new Form 8-K describing a warrant inducement transaction. The company entered a Warrant Inducement Agreement with an institutional investor under which the investor agreed to exercise a total of 904,396 existing warrants at a reduced exercise price of $22.51 per share, for an aggregate cash exercise price of $20,357,953.96.
In exchange, Scilex will issue a new unregistered November 2025 Warrant to purchase up to 1,356,594 shares of common stock at an exercise price of $29.00 per share, immediately exercisable for five years, subject to a 4.99% (optionally 9.99%) beneficial ownership cap and standard anti-dilution and fundamental transaction protections, including a cash repurchase right at Black Scholes value upon certain changes of control. Placement agents will receive cash fees equal to 8.0% of the gross proceeds from the exercise and warrants to purchase up to 72,352 additional shares on substantially the same terms.
Scilex Holding Company entered a warrant inducement deal with an institutional investor to secure cash exercises of previously issued common stock warrants. The company reduced the exercise price of Existing Warrants covering 904,396 shares of common stock to $22.51 per share and, in return, the investor agreed to fully exercise them for an aggregate exercise price of $20,357,953.96. As additional consideration, Scilex will issue a new unregistered November 2025 Warrant to purchase up to 1,356,594 shares of common stock at an exercise price of $29.00 per share, plus placement agent warrants to purchase up to 72,352 shares on similar terms. The new warrant is immediately exercisable, has a five‑year term, includes a beneficial ownership cap of 4.99% (adjustable up to 9.99% with notice), and provides Black‑Scholes cash repurchase rights upon certain change‑of‑control transactions. Scilex also agreed to file a resale registration statement within 45 days covering the November 2025 Warrant and its underlying shares.
Scilex Holding Company filed a prospectus supplement to update three previously effective S‑1 prospectuses by incorporating its Quarterly Report on Form 10‑Q for the period ended September 30, 2025. The supplement does not introduce new securities; it attaches the 10‑Q and updates disclosures.
Nasdaq listings remain SCLX and SCLXW; on November 13, 2025, Common Stock last traded at $17.87 and Public Warrants at $0.22. Shares outstanding were 7,585,446 as of November 10, 2025.
Q3 2025 net revenue was $10.56 million, with a loss from operations of $186.5 million and a net loss of $257.8 million. For the nine months, net loss totaled $327.9 million. Cash and cash equivalents were $878 thousand, while total assets were $275.9 million, including digital assets of $196.6 million. Total liabilities were $455.6 million, resulting in a stockholders’ deficit of $176.9 million. Management disclosed conditions that raise substantial doubt about the company’s ability to continue as a going concern.
Scilex Holding Company filed Prospectus Supplement No. 11 under Rule 424(b)(3), updating three prior S-1 prospectuses by incorporating its Form 10-Q for the quarter ended September 30, 2025. The supplement lists Nasdaq symbols SCLX and SCLXW; on November 13, 2025, common stock last traded at $17.87 and public warrants at $0.22. A 1‑for‑35 reverse stock split was effected on April 15, 2025.
In the attached 10‑Q, quarterly net revenue was $10.56 million versus $14.44 million a year ago. Selling, general and administrative expenses were $188.82 million, driving a loss from operations of $186.51 million and a net loss of $257.82 million for the quarter. As of September 30, 2025, cash and cash equivalents were $878 thousand, total liabilities were $455.60 million, and the company reported digital assets of $196.63 million. Management disclosed conditions that “raise substantial doubt” about the company’s ability to continue as a going concern. Shares outstanding were 7,585,446 as of November 10, 2025.
Scilex Holding Company entered a worldwide, exclusive license with Datavault AI covering patents and know‑how for biotech data platforms, including tokenization and exchange of genomic, diagnostic, and therapeutic data. A prospectus supplement updates prior S‑1 prospectuses and attaches the related Form 8‑K.
Financial terms include a non‑refundable $10,000,000 license fee payable in four $2,500,000 installments beginning on December 31, 2025, potential sales milestone payments of up to $2,550,000,000, and a 5% royalty on net sales. The agreement can be terminated if Scilex does not achieve and maintain $1,000,000 in annual royalty payments after 24 months, for uncured payment defaults, material breach, or insolvency. The license runs through the life of the underlying patents, after which it becomes perpetual, irrevocable, non‑exclusive, and royalty‑free.
Scilex’s common stock trades on Nasdaq as SCLX; public warrants trade as SCLXW.
Scilex Holding Company filed a prospectus supplement to update three existing S-1 prospectuses by incorporating its latest Form 8-K. The 8-K discloses a worldwide, exclusive license agreement with Datavault AI Inc. covering patents and know‑how for tokenization and monetization of biotech data and related assets across biotechnology, biopharmaceutical, genetic, diagnostic and data-related industries.
Under the agreement, Scilex will pay a non‑refundable license fee of $10,000,000 in four equal installments of $2,500,000 each on or before December 31, 2025, March 31, 2026, June 30, 2026, and September 30, 2026, plus sales milestone payments of up to an aggregate $2,550,000,000 and a 5% royalty on net sales. The license converts to perpetual, irrevocable, non‑exclusive and royalty‑free upon expiry of the underlying patents and may be terminated earlier for specified events, including failure to achieve and maintain $1,000,000 in annual royalty payments after 24 months.
Scilex Holding Company filed a prospectus supplement to update three previously effective S‑1 prospectuses and attached a Form 8‑K detailing a new, worldwide exclusive license with Datavault AI Inc. The license covers Datavault’s patents and know‑how for tokenizing and monetizing biotech and pharmaceutical data and products, with rights to research, develop, market, and sublicense across biotech, diagnostic, and data‑related industries.
Scilex agreed to a non‑refundable license fee of $10,000,000, payable in four equal $2,500,000 installments on December 31, 2025; March 31, 2026; June 30, 2026; and September 30, 2026, sales milestones of up to $2,550,000,000, and a 5% royalty on net sales. The license runs through the life of the underlying patents, after which it becomes perpetual, non‑exclusive, and royalty‑free. It may terminate earlier, including if minimum annual royalty payments of $1,000,000 are not achieved after 24 months or for uncured payment defaults.
Scilex’s common stock trades on Nasdaq as SCLX and public warrants as SCLXW.
Scilex Holding Company filed a prospectus supplement to update prior S-1 prospectuses by attaching a new Form 8-K. The 8-K discloses termination of its July 22, 2025 equity line of credit with Tumim Stone Capital.
Under a Termination Agreement dated October 30, 2025, Scilex will pay $2.7 million in cash to Tumim in lieu of issuing 150,000 commitment shares. Payments are scheduled as $500,000 on or before October 31, 2025, $500,000 on or before November 14, 2025, and $1.7 million on or before December 15, 2025. The original agreements terminate once the cash is paid in full.
If Scilex does not pay the full amount by December 15, 2025, it must issue the 150,000 commitment shares within two business days and amend the related registration statement. The company states the termination reflects that it no longer needs to raise additional capital under the equity line at this time.
Scilex Holding Company terminated its July 22, 2025 equity line of credit with Tumim Stone Capital. Instead of issuing 150,000 commitment shares, Scilex agreed to pay $2.7 million in cash: $500,000 on or before October 31, 2025, $500,000 on or before November 14, 2025, and $1.7 million on or before December 15, 2025. The termination becomes effective after full payment.
If Scilex does not pay the full amount by December 15, 2025, it must issue the 150,000 commitment shares within two business days and file an amendment to the registration statement. The company stated it no longer needs to raise additional capital under the original agreements at this time.
This prospectus supplement updates prior prospectuses by attaching the related Form 8‑K.
Scilex Holding Company terminated its equity line of credit with Tumim Stone Capital and agreed to pay $2.7 million in cash instead of issuing 150,000 commitment shares.
The payment schedule is $500,000 on or before October 31, 2025, $500,000 on or before November 14, 2025, and $1,700,000 on or before December 15, 2025. If the total is not paid by December 15, 2025, Scilex must issue the 150,000 shares within two business days and file a related registration amendment. The company stated it no longer needs to raise additional capital under these agreements at this time.
This prospectus supplement updates three existing S‑1 prospectuses by attaching the Current Report on Form 8‑K that describes the termination.