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Scilex Holding Company’s Schedule 13G/A Amendment No. 4 reports that Oramed Pharmaceuticals Inc. beneficially owns 437,510 shares of Scilex common stock, representing 4.9% of the outstanding class. These shares are issuable upon exercise of warrants and conversion of convertible notes that are exercisable within 60 days.
The ownership percentage is calculated using 8,491,267 Scilex common shares outstanding as of December 5, 2025, plus the 437,510 shares underlying Oramed’s instruments. Oramed states the securities were not acquired and are not held for the purpose of changing or influencing control of Scilex.
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 disclosed changes in executive status and debtor-in-possession (DIP) financing arrangements. Dr. Ji is referenced in connection with a decision to resign as Chief Executive Officer and President to focus on Semnur, while the filing also states his compensation was not changed upon appointment as CEO and President and that he entered an indemnification agreement. The filing compares terms of a Junior DIP Loan (higher interest and fees: 14.0% vs 12.0%, maturity 5 vs 3 months, commitment/funding fees 2.5% vs 1.0%, exit fee 7.0% vs 2.0%). It describes a $100,000,000 Replacement DIP Facility provided by Oramed Pharmaceuticals, which refinanced the Senior DIP and included milestones and a lender credit-bid right for collateral (including equity interests). The Purchase Price for certain assets included a cash payment of $10,000,000 and assumption of approximately $12.25 million in legal fees; Sorrento retained 54,777 common shares in abeyance. A Pay-Off Letter would terminate the Junior DIP Loan Agreement and related security agreements upon Closing.
Oramed Pharmaceuticals Inc. filed an amendment to Schedule 13G disclosing beneficial ownership of 764,277 shares of Scilex Holding Co. common stock, representing 9.9% of the class. The filing clarifies that 762,277 of these shares are issuable upon exercise of warrants exercisable within 60 days of the filing date and that the total percent calculation used 6,955,697 outstanding shares reported by the issuer. Oramed reports sole voting and dispositive power over all 764,277 shares. The filing states the holdings were not acquired to change or influence control.
Scilex Holding Company is a revenue-generating, non-opioid pain-management company that commercializes ZTlido, ELYXYB and GLOPERBA and is developing SP-102, SP-103 and SP-104. For the quarter ended June 30, 2025 the Company reported net revenue of $9.9 million and for the six months a net loss of $70.1 million, driven by an operating loss of $48.4 million and large non-cash fair value and derivative losses.
Balance sheet highlights show $4.1 million in cash, total assets of $83.8 million, total liabilities of $332.7 million and total stockholders' deficit of $(249.0) million. Management disclosed substantial doubt about the Company’s ability to continue as a going concern for one year and identified a negative working capital position of $272.3 million. Material items include a $43.8 million deemed dividend from a 1-for-35 reverse split that increased loss attributable to common shareholders, $20.3 million of derivative warrant liabilities, significant accrued rebates and fees of $192.9 million, and concentrated customer exposure (four customers represented 99% of revenue).