Welcome to our dedicated page for Scilex Holding Co SEC filings (Ticker: SCLX), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Scilex Holding Company filings document the regulatory record for an operating biopharmaceutical company with Nasdaq-listed common stock and warrants. Its disclosures cover material-event reports, material agreements, capital-structure matters, security-holder rights, clinical or regulatory updates, operating and financial results and risk-related information connected to its non-opioid pain management products and development activities.
Scilex proxy materials address annual meeting votes, director elections, auditor ratification and amendments to the company’s equity incentive plan. Other filings include Regulation FD and 8-K disclosures, preferred-stock and warrant-related security structure matters, legal-proceeding disclosures and reporting-status items such as notifications tied to annual-report timing and financial-statement preparation.
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.
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 called a virtual special meeting for December 11, 2025 at 9:00 a.m. PT to seek stockholder approval to reprice certain stock options granted under the 2022 Equity Incentive Plan and to approve a potential adjournment to solicit additional proxies if needed.
The repricing would reset the exercise price of eligible options to the closing price on the approval date. As context, on October 17, 2025, the Common Stock closed at $12.78 per share, while certain options carry a $282.80 exercise price. The company reports 1,511,113 options outstanding across plans, of which approximately 289,405 under the 2022 Plan are eligible (about 19% of outstanding options). Directors and executive officers as a group hold about 271,839 of these eligible options.
Approval of the option repricing requires a majority of votes cast. The adjournment proposal requires a majority of voting power present. Abstentions have no effect on the option repricing outcome but count against the adjournment proposal. Brokers may not vote uninstructed shares on the option repricing but may do so on adjournment. Only holders as of November 3, 2025 may vote.
Scilex Holding Co (SCLX) director Wu Yue Alexander received a grant of 20,000 nonstatutory stock options on 10/08/2025 with an exercise price of $17.58. The options vest in equal monthly installments of 1/48th of the total each month, conditional on continued service, and have an expiration tied to 10/08/2035. The filing was submitted on 10/09/2025 by an attorney-in-fact. This transaction increases the reporting person’s direct potential to acquire 20,000 shares if the options are exercised, and establishes a multi-year incentive linked to continued board service.
Scilex Holding Co. reported a grant of an incentive stock option to Stephen Ma, who serves as CFO, COO and a director. The option, dated 10/08/2025, covers 60,000 shares of common stock with an exercise price of $17.58. Vesting occurs monthly at 1/48th of the option each month following the grant, subject to continued service.
The option cannot be exercised until the issuer's outstanding indebtedness under a Senior Secured Promissory Note to Oramed Pharmaceuticals and the Tranche B Senior Secured Convertible Notes to several holders has been repaid in full. The option shows an exercisable date of 10/08/2035 and the reporting person beneficially owns 60,000 shares subject to the option.
Director Chun Jay received a grant of a nonstatutory stock option to purchase 20,000 shares of common stock with an exercise price of $17.58. The option was granted on 10/08/2025, vests at 1/48th per month following the grant subject to continued service, and expires on 10/08/2035. The filing was reported on Form 4 by an attorney-in-fact on 10/09/2025. The option is held directly and the reported exercise price for the underlying shares is shown as $0 in the table for the resulting common stock record (the derivative itself lists $17.58 as the conversion/exercise price).
Insider option grant and vesting conditions. The CEO and President, Ji Henry, received an incentive stock option to buy 120,000 shares of Scilex Holding Co common stock at $17.58 per share on 10/08/2025. The option vests monthly at a rate of 1/48th of the shares following the grant, subject to continued service, and expires on 10/08/2035. The option cannot be exercised until the company’s outstanding indebtedness under a Senior Secured Promissory Note and certain Tranche B Senior Secured Convertible Notes has been repaid in full. The filing was signed by an attorney‑in‑fact on 10/09/2025.
Reporting person: Followwill Dorman, a director of Scilex Holding Co (SCLX), received a nonstatutory stock option grant. The option gives the right to buy 20,000 shares of common stock at an exercise price of $17.58 per share. The grant date and transaction date are 10/08/2025 and the option expires on 10/08/2035.
The option vests monthly at a rate of 1/48 of the total shares subject to the option, conditioned on the reporting persons continued service. After the grant, the reporting person directly beneficially owns 20,000 shares subject to the option. The form was signed by an attorney-in-fact on 10/09/2025.
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.