Salarius Pharmaceuticals Inc SEC Filings

Decoy Therapeutics Inc. reported a pre-revenue first quarter with a net loss of $2.22M and cash, cash equivalents and restricted cash of $7.82M as of March 31, 2026. Research and development spending rose to $0.75M, mainly driven by the new IMP3ACT peptide conjugate program, while general and administrative costs were $1.53M.

Management states there is substantial doubt about the company’s ability to continue as a going concern, noting existing cash is only expected to fund operations into late 2026. The company plans to seek additional financing and strategic partnerships while advancing its IMP3ACT platform and legacy oncology assets SP-3164 and seclidemstat.

Decoy Therapeutics Inc. filed Amendment No. 1 to its annual report for the year ended December 31, 2025 to add Part III information on directors, executive officers, compensation, ownership and auditor fees because it will not file a proxy within 120 days of year‑end.

The filing details a seven‑member classified board with independent committee structures, recent leadership changes following the merger with Legacy Decoy, and 2025 pay for named executives, including a transaction bonus for the CFO and a 2024 severance package for the former CEO. It also describes equity incentive plans, director retainers, related‑party notes, and audit fees paid to Ernst & Young LLP.

Decoy Therapeutics Inc. filed Amendment No. 1 to its annual report for the year ended December 31, 2025 to add Part III information on directors, executive officers, compensation, ownership and auditor fees because it will not file a proxy within 120 days of year‑end.

The filing details a seven‑member classified board with independent committee structures, recent leadership changes following the merger with Legacy Decoy, and 2025 pay for named executives, including a transaction bonus for the CFO and a 2024 severance package for the former CEO. It also describes equity incentive plans, director retainers, related‑party notes, and audit fees paid to Ernst & Young LLP.

Decoy Therapeutics, Inc. has regained compliance with Nasdaq’s Listing Rule 5550(a)(2), known as the Minimum Bid Price Requirement. After receiving a Nasdaq notice in December 2025 for trading below $1.00, the company implemented a reverse stock split effective March 6, 2026.

The shares began trading on a split-adjusted basis on March 9, 2026, and the common stock then maintained a bid price of at least $1.00 for 10 consecutive business days, closing at $7.47 on March 20, 2026. On March 31, 2026, a Nasdaq Hearings Panel confirmed Decoy is in compliance with all applicable continued listing requirements.

The company will remain under a Mandatory Panel Monitor until March 31, 2027, meaning Nasdaq will closely review any future bid-price noncompliance and could initiate delisting proceedings if the minimum bid price standard is again breached.

Decoy Therapeutics, Inc. has regained compliance with Nasdaq’s Listing Rule 5550(a)(2), known as the Minimum Bid Price Requirement. After receiving a Nasdaq notice in December 2025 for trading below $1.00, the company implemented a reverse stock split effective March 6, 2026.

The shares began trading on a split-adjusted basis on March 9, 2026, and the common stock then maintained a bid price of at least $1.00 for 10 consecutive business days, closing at $7.47 on March 20, 2026. On March 31, 2026, a Nasdaq Hearings Panel confirmed Decoy is in compliance with all applicable continued listing requirements.

The company will remain under a Mandatory Panel Monitor until March 31, 2027, meaning Nasdaq will closely review any future bid-price noncompliance and could initiate delisting proceedings if the minimum bid price standard is again breached.

Decoy Therapeutics Inc. files its annual report describing a preclinical-stage biotechnology business built around the AI- and machine-learning–enabled IMP3ACT™ peptide conjugate platform. The company is developing Designable Multi-Antivirals targeting conserved viral fusion mechanisms, led by a nasally inhaled pan-coronavirus prophylactic for immunocompromised patients and a planned broad respiratory antiviral for flu, COVID-19, and RSV.

The report details the November 2025 merger with Legacy Decoy, a subsequent name and ticker change, and two reverse stock splits (1-for-15 in 2025 and 1-for-12 in 2026) used alongside capital raises to maintain Nasdaq listing compliance. Management highlights substantial doubt about the company’s ability to continue as a going concern, ongoing operating losses, reliance on future financings and non‑dilutive grants, and early-stage programs that have not yet generated product revenue.

Decoy Therapeutics Inc. files its annual report describing a preclinical-stage biotechnology business built around the AI- and machine-learning–enabled IMP3ACT™ peptide conjugate platform. The company is developing Designable Multi-Antivirals targeting conserved viral fusion mechanisms, led by a nasally inhaled pan-coronavirus prophylactic for immunocompromised patients and a planned broad respiratory antiviral for flu, COVID-19, and RSV.

The report details the November 2025 merger with Legacy Decoy, a subsequent name and ticker change, and two reverse stock splits (1-for-15 in 2025 and 1-for-12 in 2026) used alongside capital raises to maintain Nasdaq listing compliance. Management highlights substantial doubt about the company’s ability to continue as a going concern, ongoing operating losses, reliance on future financings and non‑dilutive grants, and early-stage programs that have not yet generated product revenue.

Decoy Therapeutics Inc. is implementing a 1-for-12 reverse stock split of its common stock to help regain compliance with Nasdaq’s minimum $1.00 bid price requirement. The split becomes effective at 5:00 p.m. Eastern Time on March 6, 2026.

Every 12 issued and outstanding shares will be combined into one share, reducing outstanding common stock from approximately 6.38 million shares to approximately 532,000 shares, while authorized common shares remain at 100 million and par value stays $0.0001 per share. Trading on a split-adjusted basis on the Nasdaq Capital Market under the symbol DCOY and new CUSIP 79400X602 is expected to begin March 9, 2026.

All outstanding options, warrants, restricted stock units and shares reserved under equity plans will be adjusted proportionately. Fractional shares will be rounded down and paid in cash based on the March 6, 2026 closing price.

Decoy Therapeutics Inc. is implementing a 1-for-12 reverse stock split of its common stock to help regain compliance with Nasdaq’s minimum $1.00 bid price requirement. The split becomes effective at 5:00 p.m. Eastern Time on March 6, 2026.

Every 12 issued and outstanding shares will be combined into one share, reducing outstanding common stock from approximately 6.38 million shares to approximately 532,000 shares, while authorized common shares remain at 100 million and par value stays $0.0001 per share. Trading on a split-adjusted basis on the Nasdaq Capital Market under the symbol DCOY and new CUSIP 79400X602 is expected to begin March 9, 2026.

All outstanding options, warrants, restricted stock units and shares reserved under equity plans will be adjusted proportionately. Fractional shares will be rounded down and paid in cash based on the March 6, 2026 closing price.

Decoy Therapeutics Inc. reported that stockholders approved all matters presented at a virtual special meeting held on February 24, 2026. The meeting had a quorum with 2,696,758 common shares represented. Stockholders approved the 2026 Equity Incentive Plan, providing a new framework for equity-based compensation.

They also approved a reverse stock split of outstanding common stock at a ratio between 1-for-4 and 1-for-15, with the exact ratio to be set at the board’s discretion. An adjournment proposal was approved as well, but the meeting did not need to be adjourned because sufficient votes were obtained for the main proposals.

Decoy Therapeutics Inc. reported that stockholders approved all matters presented at a virtual special meeting held on February 24, 2026. The meeting had a quorum with 2,696,758 common shares represented. Stockholders approved the 2026 Equity Incentive Plan, providing a new framework for equity-based compensation.

They also approved a reverse stock split of outstanding common stock at a ratio between 1-for-4 and 1-for-15, with the exact ratio to be set at the board’s discretion. An adjournment proposal was approved as well, but the meeting did not need to be adjourned because sufficient votes were obtained for the main proposals.

Decoy Therapeutics Inc. investor reports a 9.9% passive stake. CVI Investments, Inc. and Heights Capital Management, Inc. jointly report beneficial ownership of 708,565 shares of Decoy Therapeutics common stock, all issuable upon exercise of warrants.

Their ownership represents 9.9% of the common stock, based on 6,384,177 shares outstanding as of December 26, 2025, as cited from the company’s definitive proxy statement. The warrants are subject to a 9.99% beneficial ownership cap, limiting exercise if it would push total holdings above that level. The filers certify the securities were not acquired to change or influence control of the company.

Decoy Therapeutics Inc. investor reports a 9.9% passive stake. CVI Investments, Inc. and Heights Capital Management, Inc. jointly report beneficial ownership of 708,565 shares of Decoy Therapeutics common stock, all issuable upon exercise of warrants.

Their ownership represents 9.9% of the common stock, based on 6,384,177 shares outstanding as of December 26, 2025, as cited from the company’s definitive proxy statement. The warrants are subject to a 9.99% beneficial ownership cap, limiting exercise if it would push total holdings above that level. The filers certify the securities were not acquired to change or influence control of the company.

Salarius Pharmaceuticals reports that Nasdaq has notified the company it is not in compliance with the exchange’s minimum bid price rule because the closing bid for its common stock was below $1.00 per share for the last 30 consecutive business days. Due to a prior reverse stock split within the last year and the company’s status under a Mandatory Panel Monitor, Salarius is not eligible for the standard 180‑day grace period normally allowed to regain compliance.

Nasdaq has determined that the company’s securities will be scheduled for delisting from The Nasdaq Capital Market and suspended at the opening of business on January 9, 2026, with a Form 25‑NSE to remove them from listing and registration, unless Salarius appeals by January 7, 2026. The company intends to request a hearing before a Nasdaq Hearings Panel and present plans to regain compliance, but it states there is no assurance of a favorable outcome or that its securities will remain listed.

Salarius Pharmaceuticals, Inc. (SLRX) director reports stock purchase. A trust associated with director Arnold C. Hanish bought 5,000 shares of Salarius common stock on 11/20/2025 at a weighted average price of $0.7481 per share. These shares were acquired in multiple trades at prices ranging from $0.7437 to $0.75. After this transaction, the trust beneficially owned 5,015 shares of Salarius common stock, reported as indirect ownership on the Form 4.

Salarius Pharmaceuticals, Inc. (SLRX) filed an initial Form 3 reporting the equity holdings of its Chief Business Officer. The filing shows derivative securities rather than direct common stock ownership. The officer holds stock options to buy 5,061 shares of common stock at an exercise price of $4.9369 per share, expiring on 03/31/2032, and options to buy 8,318 shares at $50.2579 per share, expiring on 07/15/2030. The officer also holds Series A Preferred Shares that are convertible into common stock after stockholder approval and satisfaction of specified Nasdaq listing standards, and the preferred shares have no expiration date.