Every 8-K that Scilex Holding Company (SCLX) 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 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 entered into a Promissory Note (Revolving Line of Credit) with Vivasor, Inc. effective August 8, 2026, establishing an uncommitted revolving credit facility with a maximum aggregate principal amount of up to $20,000,000. The facility has a stated maturity of 120 months from the effective date, with interest on borrowings at 5% per annum, accruing on each funded drawdown until repayment.
Vivasor may request multiple drawdowns before maturity, and repaid amounts may be reborrowed, but Scilex has no obligation to fund any request and may decide in its sole discretion. Any funded drawdown may be provided in cash, freely tradable Scilex securities, shares of Datavault AI, Inc. common stock currently held by Scilex or its subsidiaries, or a combination of these. All outstanding principal and accrued interest are due at maturity, and Vivasor may prepay at any time without penalty. The note becomes immediately due upon certain customary events of default. Dr. Henry Ji, Ph.D., Scilex’s Chief Executive Officer, President and Chairperson, also serves as Vivasor’s Chief Executive Officer, and the arrangement was approved by Scilex’s Board of Directors and Audit Committee.
Scilex Holding Company entered into a stock repurchase agreement with Vivasor Holding Company on July 18, 2026, under which Scilex agreed to sell 6,101,468 shares of Vivasor Series A-1 Preferred Stock and 355,919 shares of Vivasor Series A-2 Preferred Stock that Scilex had acquired in January 2026.
Vivasor will purchase these shares for an aggregate purchase price of $11,999,762.28, payable in cash by wire transfer, by assignment of Datavault AI, Inc. common stock held by a Vivasor subsidiary, or a combination of both. The price will be paid in five tranches between July 18, 2026 and June 30, 2027. The agreement includes customary representations, warranties, covenants and indemnification provisions. Scilex’s Chief Executive Officer, President and Chairperson, Dr. Henry Ji, Ph.D., also serves as Chief Executive Officer of Vivasor.
Scilex Holding Company entered into a binding term sheet with iHolding Group LLP for a proposed $100,000,000 equity investment in newly issued common shares. The parties expect a purchase price of $15.00 per share, which would represent approximately 6,666,667 shares if completed.
The proposal is subject to customary due diligence, negotiation and execution of definitive agreements, board and stockholder approvals, regulatory clearances and other closing conditions, and it may be modified or terminated. Scilex currently expects that, if structured as a private placement, the issuance would rely on exemptions under Section 4(a)(2) and Rule 506 of Regulation D. A press release describing the term sheet and intended use of proceeds for strategic growth, product development, acquisitions, working capital and other corporate purposes was furnished as an exhibit.
Scilex Holding Company has signed a binding term sheet to buy 837 Bitcoin from Datavault AI Inc. for $50 million. The assets are currently held in a Biconomy digital wallet, and the deal is structured as a proposed purchase rather than a completed acquisition.
Scilex plans an initial payment of $30 million, with the remaining $20 million in quarterly installments from the fourth quarter of 2026 through December 31, 2028. The company may pay in cash, common stock, publicly traded securities of its subsidiaries, or a mix, at its discretion. The transaction depends on negotiating a definitive agreement, securing approvals, and satisfying customary closing conditions, and may ultimately not be completed.
Scilex Holding Company reported voting results from its 2026 annual stockholder meeting. All Series A preferred shares, totaling 29,057,097, and 5,389,081 common shares were represented, based on 8,491,267 common shares outstanding as of April 28, 2026.
Stockholders elected Dorman Followwill as a Class I director, ratified BPM LLP as independent registered public accounting firm for the year ending December 31, 2026, and approved an amendment to the 2022 Equity Incentive Plan. The plan’s share reserve was increased by 1,300,000 shares to 2,765,789 shares, including the same total available for incentive stock options.
Scilex Holding Company is moving ahead with a previously declared special dividend of Dream Bowl Meme Coin I digital tokens to certain equity holders. Eligible record holders of common stock, specified warrants, Tranche B convertible notes, and Series A preferred stock as of April 30, 2026 will receive five Dream Bowl Tokens for each share of common stock held or underlying their securities.
The dividend is scheduled to begin paying on May 26, 2026, but the board may change the record or payment dates or revoke the dividend entirely. Holders must open a Datavault AI digital wallet and submit an Opt-In Agreement via the company’s dividend website to receive tokens. Scilex describes the Dream Bowl Token as a digital collectible with no equity, voting, or payment rights, initially valued at $0 per token as of May 8, 2026, and plans a future listing on the Biconomy cryptocurrency exchange.
Scilex Holding Company disclosed that indirect subsidiary ACEA Therapeutics agreed to sell 100% of ACEA Pharma to Phoenix Asia Holdings in a stock acquisition valued at $1,000,000,000.
ACEA Therapeutics will receive 100,000,000 newly issued Phoenix shares at $10.00 per share and is expected to own about 82% of Phoenix after closing. The transaction, unanimously approved by the boards, is expected to close by the end of the second quarter of 2026, subject to Hart-Scott-Rodino antitrust clearance, Nasdaq-related approvals and other customary conditions.
Scilex Holding Company entered into a binding term sheet with Datavault AI Inc. for a proposed cash contribution and revenue participation arrangement tied to Datavault’s planned Quantum-Ready Edge Network in about 100 U.S. cities.
Scilex expects to make an upfront cash contribution of $120,000,000, paid in multiple closings with the final closing no later than December 31, 2026. In return, Datavault would pay Scilex 30% of Network Revenues until payments total $250,000,000, then 15% until combined payments reach $1,200,000,000, and 5% of Network Revenues for the remaining lifetime of the GPUs purchased with the upfront funds. The arrangement remains subject to negotiation and execution of definitive agreements, satisfaction of customary closing conditions, and achievement of specified operational and financial milestones, and may ultimately not be completed.
Scilex Holding Company entered into a Warrant Agreement with Oramed Pharmaceuticals under which Oramed deferred an amortization payment on Scilex’s Tranche B senior secured convertible note that had been scheduled for October 1, 2025. In exchange, Scilex agreed to issue Oramed a new warrant to purchase 100,000 shares of common stock at an initial exercise price of $20.00 per share, called the February 2026 Warrant. The deferred amortization payment was ultimately made in November 2025, and the warrant is immediately exercisable and expires on December 13, 2029.
Scilex committed to file a registration statement to register the resale by Oramed of the shares issuable upon exercise, or to include them in another Form S-3. The warrant includes price-adjustment mechanisms, subject to a floor of $8.22 per share, a beneficial ownership cap initially at 4.99% (optionally adjustable up to 9.99% with notice), cashless exercise if no effective registration is available, and change-of-control protections allowing Oramed to require cash repurchase based on Black Scholes value.
Scilex Holding Company announced that its board of directors has revoked a previously declared stock dividend of 5,000,000 shares of Series 1 Mandatory Exchangeable Preferred Stock. This preferred stock had been authorized but no shares were ever issued.
In connection with the revocation, Scilex filed a Certificate of Elimination in Delaware, which became effective upon filing. This action eliminated the Series 1 designation and returned the 5,000,000 preferred shares to the company’s pool of undesignated preferred stock, effectively ending the special series that had been created for the contemplated dividend.
Scilex Holding Company entered into a financing and equity transaction with Quantum Scan Holdings, Inc. (Q Scan). Scilex loaned Q Scan $20 million under a convertible promissory note dated January 29, 2026, which fully converted that same day into 140,379,226 shares of Q Scan common stock.
Separately, Scilex agreed in a common stock purchase agreement to buy an additional 193,021,436 Q Scan shares for an aggregate price of approximately $27.5 million, with closing to occur within five business days after Q Scan delivers written notice. Scilex’s Chief Financial Officer, Stephen Ma, has served as Q Scan’s interim CFO since January 16, 2026 and, as of this report, has not received compensation from Q Scan in that role.
Scilex Holding Company, through its wholly owned subsidiary SCLX Stock Acquisition JV LLC, entered into a non-recourse loan agreement for up to $100 million, secured by its common stock. The lender, The St. James Bank & Trust Company Ltd., may fund the loan in multiple tranches at its sole discretion. The loan bears interest at the 12‑month Secured Overnight Financing Rate, and SCLX JV must also pay a 0.25% fee on the principal amount of each tranche.
The loan matures on the eighth anniversary of the closing date of the first tranche and may be extended by up to 12 months at SCLX JV’s request. As collateral, SCLX JV pledges shares of Scilex common stock equal to 70% of the aggregate principal amount of the loan, held in a securities account with the lender. Default triggers include a drop of more than 20% in the closing price of the pledged shares that is not cured within three days with additional collateral or cash, a more than 20% decline in three-day average trading volume versus the prior 30‑day average, or delisting of the shares. Upon an uncured default, the interest rate increases by 5.0% per year and the lender may foreclose on or dispose of the pledged shares.
Scilex Holding Company amended its non-recourse Loan and Securities Pledge Agreement with The St. James Bank & Trust Company Ltd., increasing the total principal available from $50 million to $100 million.
To support the larger facility, the company increased the pledged collateral in Datavault AI Inc. from approximately 39.2 million to 85.8 million shares of Datavault common stock. All other terms of the original loan agreement remain in effect, so this change primarily expands the amount Scilex can borrow against its Datavault stake.
Scilex Holding Company entered into a Non-Recourse Loan and Securities Pledge Agreement with The St. James Bank & Trust Company Ltd. Under this agreement, the lender may provide the company with up to $50 million in loan proceeds in one or more tranches, at the lender’s sole discretion. The loan carries interest at the 12‑month Secured Overnight Financing Rate plus 2.0% per year, a fee of 0.25% of each tranche, and a maturity on the fourth anniversary of the first tranche, with an option to extend by up to 12 months.
To secure its obligations, Scilex agreed to pledge approximately 39.2 million shares of Datavault AI Inc. common stock into a securities account with the lender. The agreement includes default triggers tied to a more than 20% drop in the closing price or trading volume of the pledged shares, or a delisting of those shares. If uncured, the lender may increase the interest rate by an additional 5.0% per year and foreclose on or dispose of the pledged securities.
Scilex Holding Company entered a warrant inducement agreement with an institutional investor under which the investor agreed to exercise two existing warrants for common stock. These existing warrants cover 428,572 shares at an exercise price of $38.50 per share and 475,824 shares at $22.72 per share, with both exercise prices reduced to $22.51 per share as part of the deal.
In return, 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 and expiring five years from issuance, along with placement agent warrants for up to 72,352 shares on similar terms. The company agreed to file a resale registration statement for the November 2025 Warrant and its underlying shares and included a beneficial ownership cap starting at 4.99%, adjustable up to 9.99% with notice. The warrants carry protections for holders in change-of-control and other corporate events, including a cash repurchase right based on Black Scholes value.
Scilex Holding Company entered a material License Agreement with Datavault AI Inc. on November 3, 2025. Datavault granted Scilex a worldwide, exclusive, non-transferable license, with sublicense rights, to use specified patents and know‑how to research, develop, and commercialize Proprietary Materials across a defined Target Market spanning biotechnology, biopharmaceutical, genetic, diagnostic, and data‑related industries.
Scilex will pay a non‑refundable license fee of $10,000,000, in four equal installments of $2,500,000 each due on or before the last day of each fiscal quarter beginning December 31, 2025. Additional consideration includes payments subject to achievement of certain net sales for the Licensed Product of up to an aggregate of $2,550,000,000, plus a 5% royalty on net sales during the royalty term.
The agreement may terminate earlier upon insolvency, uncured material breach, failure to make required payments within 15 days, or if Scilex does not achieve and maintain annual royalty payments of at least $1,000,000 after 24 months. Upon patent expiry, the license becomes perpetual, irrevocable, non‑exclusive, and royalty‑free.
Scilex Holding Company terminated its equity line of credit with Tumim Stone Capital. The parties signed a Termination Agreement on October 30, 2025 under which the agreements will end upon Scilex’s payment of $2.7 million to Tumim in lieu of issuing 150,000 commitment shares.
The cash payments are scheduled as $500,000 on or before October 31, 2025, $500,000 on or before November 14, 2025, and the remaining $1.7 million on or before December 15, 2025. The company stated the termination is because it no longer needs to raise additional capital under these agreements at this time.
Scilex Holding Company reported a leadership change, appointing Stephen Ma as Chief Operating Officer, effective October 1, 2025. Ma, age 53, has been the Company’s Chief Financial Officer and Senior Vice President since September 2023 and Corporate Secretary since March 2024, and he joined the board of directors in September 2025.
His background includes more than 15 years of finance and operational experience at multiple pharmaceutical and biotechnology companies, including prior roles at Semnur Pharmaceuticals, Anwita Biosciences, Semnur Inc., Globavir, Ardelyx, PDL BioPharma and Hyperion Therapeutics. Scilex states there are no family relationships or related-party transactions requiring disclosure, no special arrangements for his selection, and his compensation remains unchanged in connection with his appointment as Chief Operating Officer.
Scilex Holding Company entered into a Securities Purchase Agreement with Datavault AI Inc. under which Datavault will issue 15.0 million shares of its common stock and a pre-funded warrant to buy 263,914,094 additional shares for an aggregate purchase price of $150 million.
On September 26, 2025, Datavault issued the initial 15.0 million shares to Scilex at a per share price of $0.5378, paid in Bitcoin based on the Coinbase.com spot rate the prior trading day. After Datavault obtains required stockholder approval, including an increase in authorized common stock up to 1.5 billion shares, it will issue Scilex a pre-funded warrant for 263,914,094 shares with an exercise price of $0.0001 per share in exchange for approximately $141.9 million.
The warrant will be immediately exercisable upon issuance, carry anti-dilution adjustments for stock splits and dividends, and entitle Scilex to participate in rights offerings and dividends as if the warrant were exercised. The Datavault securities are being offered under Datavault’s effective shelf registration statement on Form S-3.
Scilex Holding Company entered into a Securities Purchase Agreement with Biconomy PTE.LTD to sell 12,500,000 shares of Semnur Pharmaceuticals common stock, a majority-owned subsidiary, at $16.00 per share, with the purchase price payable in Bitcoin based on a Coinbase spot rate. The shares consist of 554,849 Semnur shares held by Scilex Holding Company and 11,945,151 shares held by Scilex, Inc., and the transaction closed on September 25, 2025. Under the agreement, Semnur must file a registration statement within 90 days to register Biconomy’s resale of these shares. The company also furnished a press release about the deal and filed supplemental risk factor disclosures to update prior public filings.
Scilex Holding Company reported board changes tied to a previously announced business combination involving its subsidiary Semnur Pharmaceuticals and Denali Capital Acquisition Corp. Directors Annu Navani and Jaisim Shah resigned on September 22, 2025, and the company stated their resignations were not due to disagreements over operations, policies or practices.
At the same time, Scilex entered into a Consulting Agreement with Inform LLC, an entity affiliated with Mr. Shah. Inform LLC will provide consulting services for five years for a $50,000 monthly fee. Following the resignations, the board size decreased from six to five directors, and Chief Financial Officer and Senior Vice President Stephen Ma was appointed to fill the resulting vacancy. The company noted Mr. Ma has no family relationships with other leaders and no related party transactions requiring disclosure.