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Salarius Pharmaceuticals Inc SEC Filings

SLRX Nasdaq

Welcome to our dedicated page for Salarius Pharmaceuticals SEC filings (Ticker: SLRX), 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.

The Salarius Pharmaceuticals, Inc. (NASDAQ: SLRX) SEC filings page aggregates the company’s official submissions to the U.S. Securities and Exchange Commission, providing structured access to the regulatory record behind its transformation and financing activities. These documents include current reports on Form 8‑K, registration statements on Form S‑1, and proxy materials on Schedule 14A, among others.

For this issuer, Form 8‑K filings are particularly important. They detail key events such as the completion of the strategic merger with Decoy Therapeutics, the issuance of Series A and Series B Non‑Voting Convertible Preferred Stock, underwritten public offerings of common stock and warrants, reverse stock split implementation, Nasdaq listing compliance updates and notices related to minimum bid price and equity standards. One 8‑K filed in early 2026 describes a Nasdaq notice regarding non-compliance with the minimum bid price requirement and the company’s stated intention to appeal a delisting determination to a Nasdaq Hearings Panel.

Registration statements on Form S‑1 and their amendments outline the terms of public offerings, including the number of shares, pre-funded warrants, Series A and Series B warrants and representative warrants, as well as intended use of proceeds such as advancing research and development programs and addressing Decoy promissory notes. The DEF 14A definitive proxy statement provides insight into corporate governance, board elections, executive compensation proposals and the conduct of the 2025 Annual Meeting of Stockholders.

On Stock Titan, these filings are paired with AI-powered summaries that explain complex structures in accessible language, highlighting elements such as the preferred stock conversion mechanics tied to the Decoy merger, conditions for Nasdaq initial listing standards, and the implications of reverse stock splits and listing notices. Users can quickly locate quarterly and annual reports when available, review historical and current 8‑Ks, and examine equity and warrant terms without reading every page of the original documents.

Because insider transaction information for SLRX, when filed on Form 4 or related ownership forms, also appears in the SEC’s EDGAR system, this page serves as a starting point for tracking changes in beneficial ownership alongside the broader corporate actions disclosed by Salarius and its successor branding as Decoy Therapeutics.

Rhea-AI Summary

Salarius Pharmaceuticals (SLRX) launched a primary offering of 2,514,335 shares of common stock at $1.50 per share, together with Series A and Series B warrants to purchase up to 4,666,666 shares each, pre-funded warrants for up to 2,152,331 shares, representative warrants for up to 233,333 shares, and up to 11,718,996 underlying shares issuable upon warrant exercise.

The deal is priced at a combined $1.50 per share and accompanying common warrants, for gross proceeds of $6,999,783.77 and proceeds before expenses of $6,369,803.23. Underwriters have a 45‑day option to purchase up to 699,999 additional shares and/or common warrants; representative warrants equal to 5% of shares/pre-funded warrants sold carry a $2.325 exercise price.

Concurrently, Salarius and Decoy plan to close step one of their merger, with Preferred Stock structured to convert only after Nasdaq initial listing approval and stockholder approval. Based on the $1.50 offering price and anti-dilution terms (Initial Issuance Price $10.50; Floor Price $3.75), Decoy holders are expected to own approximately 82.1% and legacy Salarius holders about 17.9% before this offering’s dilution, with 4,814,106 shares underlying the Preferred Stock.

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Salarius Pharmaceuticals, Inc. filed its definitive proxy for the 2025 Annual Meeting, to be held virtually at 10:00 AM CST on December 19, 2025 at www.virtualshareholdermeeting.com/SLRX2025.

Stockholders will vote on: (1) electing two Class I directors to serve until the 2028 meeting, (2) a non‑binding advisory vote on executive compensation, and (3) ratification of Ernst & Young LLP as independent auditor for fiscal 2025. The Board recommends voting FOR all nominees and FOR Proposals 2 and 3.

The record date is October 24, 2025, with 1,051,782 shares outstanding and entitled to vote. Internet and telephone proxies are accepted until 11:59 PM ET on December 18, 2025. A quorum requires at least 34% of outstanding shares. Broker non‑votes apply only to the routine auditor ratification proposal.

All share figures in the proxy reflect the Company’s 1‑for‑15 reverse stock split effected on August 15, 2025. The Board comprises seven directors across three staggered classes, with independence determined under Nasdaq rules.

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Rhea-AI Summary

Salarius Pharmaceuticals (SLRX) filed Amendment No. 7 to its S-1 for a primary offering of 1,960,784 shares of common stock (or pre-funded warrants in lieu of shares) together with Series A warrants for up to 1,960,784 shares and Series B warrants for up to 1,960,784 shares. The filing also covers representative warrants for up to 98,039 shares and up to 5,980,391 shares issuable upon exercise of the pre-funded and common warrants. The assumed combined public offering price is $4.08 per share and accompanying warrants.

The common warrants are exercisable upon issuance; Series A expire in five years and Series B in one year. Pre-funded warrants carry a $0.0001 exercise price and are offered to maintain 4.99% (or 9.99%) ownership limits. Underwriters have a 45‑day option to purchase up to 294,118 additional shares and/or warrants.

The offering is tied to Salarius’ planned merger with Decoy Therapeutics. Based on an assumed price of $4.08 and the merger exchange mechanics, legacy Salarius holders would own ~14.8% and Decoy holders ~85.2% of the company before this offering’s dilution. Preferred stock issued at closing includes price protection down to a $3.75 floor, with an initial reference price of $10.50. As of October 14, 2025, Salarius estimated $4.3 million in cash and cash equivalents, and it has regained Nasdaq compliance with bid price and equity standards.

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Salarius Pharmaceuticals (SLRX) approved a transaction bonus for its Acting CEO, EVP & CFO, Mark J. Rosenblum. The Board authorized a $225,000 cash bonus, payable following the closing of the transactions contemplated by the Merger Agreement with Decoy Therapeutics.

Payment requires Mr. Rosenblum’s continued employment through the Closing Date and will be paid at or before the next payroll date after closing.

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Salarius Pharmaceuticals (SLRX) announced it has regained compliance with Nasdaq’s minimum stockholders’ equity requirement under Listing Rule 5550(b)(1), as confirmed by a Nasdaq Hearings Panel on October 10, 2025.

Nasdaq placed the company under a one-year Mandatory Panel Monitor starting October 10, 2025. If Salarius falls out of compliance with the equity standard during this monitoring period, Nasdaq staff will issue a delisting determination without allowing a compliance plan or cure period; Salarius would retain the right to request a hearing.

On October 13, 2025, the company issued a press release reiterating its compliance status.

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Salarius Pharmaceuticals, Inc. reports that since June 30, 2025 it sold 434,882 shares of common stock for aggregate gross proceeds of $2.4M under its ATM agreement and 367,887 shares for aggregate gross proceeds of $3.8M under a private purchase agreement with C/M Capital Master Fund, LP. The company states these transactions increase its preliminary, unaudited stockholders' equity to exceed $2.5M, and it expects its quarterly report for the period ended September 30, 2025 to reflect equity above that threshold.

The company is awaiting Nasdaq's confirmation of compliance with the Exchange's Equity Standard. The equity estimate is preliminary, unaudited and subject to change as quarter-end closing procedures are completed. The filing includes standard forward-looking cautionary language about risks, including the company's prior Nasdaq noncompliance.

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Salarius Pharmaceuticals (SLRX) amended its S-1 to register a financing tied to a two-step merger with Decoy Therapeutics. The transaction contemplates issuance of newly designated Series A and Series B preferred stock to Decoy stockholders and certain Decoy noteholders, with conversion economics tied to an assumed offering price of $5.27 per share and a Qualified Financing minimum of $6.0 million. Amendment No. 1 fixed a prior exchange ratio such that Salarius legacy stockholders would retain approximately 14.1% and Decoy legacy stockholders 85.9% on a fully diluted basis, before additional financing dilution.

The filing discloses significant near-term risks: Nasdaq has sent delisting notices and a Hearings Panel granted extensions subject to milestones; investors would face immediate dilution (pro forma adjusted net tangible book value would be $1.45 per share versus the offering price of $5.27), there is no public market for the offered warrants, and conversion of the Preferred Stock is conditioned on Nasdaq initial listing approval and stockholder votes. The combined company will depend on additional financings and faces customary merger and clinical-development risks.

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Salarius Pharmaceuticals amended its merger-related preferred stock terms on September 17, 2025 to change how conversion adjustments are calculated. The Fifth Amendment sets an Initial Issuance Price of $10.50 per share as the baseline for computing proportional conversion adjustments triggered by any dilutive subsequent financing, and it establishes a floor price of $3.75 per share as the lowest per-share price used in those price-protection calculations. The amendment also revises the Series B Preferred Stock redemption price to be the Initial Issuance Price multiplied by 1,000. Except for these modifications, the Merger Agreement remains in effect. The filing incorporates the full Fifth Amendment and the Certificates of Designations as exhibits.

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Salarius Pharmaceuticals, Inc. reports that Nasdaq has notified the company it has regained compliance with the minimum bid price requirement under Nasdaq Listing Rule 5550(a)(2). To meet this rule, Salarius’ common stock was required to maintain a closing bid price of at least $1.00 per share for 10 consecutive business days.

Nasdaq has placed Salarius under a one-year Mandatory Panel Monitor starting on September 4, 2025, during which any new bid price violation could trigger a delisting determination and another hearing process. The company remains out of compliance with Nasdaq Listing Rule 5550(b)(1), the equity standard, and has until October 20, 2025 to regain compliance with that requirement.

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Salarius Pharmaceuticals (SLRX) reported Nasdaq noncompliance and actions taken to avoid delisting. The company effected a 1-for-15 reverse stock split on August 15, 2025 to address a sub-$1.00 closing bid price and expects to regain compliance with Nasdaq's Minimum Bid Price Requirement by the August 29, 2025 deadline. Nasdaq previously issued a Delisting Notice for failure to meet the $1.00 minimum bid and separately for failure to meet the Equity Standard based on its 2024 results. Salarius appealed and the Hearings Panel granted extensions contingent on scheduled milestones, with Nasdaq later extending the equity-compliance and minimum-bid deadlines. The filing contains forward-looking statements about regaining compliance and associated risks.

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FAQ

What is the current stock price of Salarius Pharmaceuticals (SLRX)?

The current stock price of Salarius Pharmaceuticals (SLRX) is $0.84 as of January 8, 2026.

What is the market cap of Salarius Pharmaceuticals (SLRX)?

The market cap of Salarius Pharmaceuticals (SLRX) is approximately 4.9M.

SLRX Rankings

SLRX Stock Data

4.92M
104.95k
Biotechnology
Pharmaceutical Preparations
Link
United States
HOUSTON

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