Sellas Life Sciences Group Inc SEC Filings

SELLAS Life Sciences Group, Inc. director reports open-market stock purchase. Director Katherine Bach Kalin bought 63,400 shares of SELLAS common stock on 11/19/2025 in an open-market transaction coded as a purchase. The filing shows a weighted average purchase price of $1.59 per share, with individual trades executed between $1.555 and $1.625 per share. Following this transaction, she beneficially owns 104,400 shares of SELLAS common stock in direct ownership.

SELLAS Life Sciences Group, Inc. furnished an 8-K announcing it issued a press release with financial results for the quarter ended September 30, 2025 and a corporate update. The press release is attached as Exhibit 99.1, dated November 12, 2025. The company states the information in Item 2.02 and Exhibit 99.1 is furnished and shall not be deemed filed under the Exchange Act or incorporated by reference into other SEC filings.

SELLAS Life Sciences Group (SLS) reported Q3 2025 results. The company posted a net loss of $6.8 million (basic and diluted $0.06 per share) as operating expenses eased slightly to $7.1 million, with research and development at $4.2 million and general and administrative at $2.9 million. For the nine months, net loss was $19.2 million and operating cash use was $23.5 million.

Cash and cash equivalents were $44.3 million as of September 30, 2025. Subsequent financing included an October 2025 warrant inducement for net proceeds of about $29.1 million, which, together with quarter-end cash, is expected to fund current planned operations for at least the next twelve months. Earlier in 2025, the company raised $23.1 million net via a registered direct offering and $22.0 million net via a September warrant inducement, with additional warrant exercises contributing $8.7 million.

Pipeline updates highlight the Phase 3 REGAL study for GPS continuing per independent monitoring recommendations toward a final analysis at 80 events, and SLS009 Phase 2a data meeting primary endpoints with FDA guidance to initiate a randomized first-line AML study. As of November 11, 2025, shares outstanding were 142,442,239.

SELLAS Life Sciences Group (SLS) is offering New Warrants to purchase up to 22,363,714 shares of common stock, and registering up to 22,363,714 underlying shares. The New Warrants are immediately exercisable at $2.00 per share and expire five years from issuance. This inducement transaction is offered to holders of March and August 2024 warrants who agree to exercise those existing warrants.

The company estimates net proceeds of approximately $29.1 million from the cash exercise of the Existing Warrants, after fees and expenses, excluding any future proceeds from New Warrant exercises. A fee of 5.75% of gross proceeds is payable to financial advisors A.G.P. and Maxim. The New Warrants will not be listed, and no public trading market is expected. The common stock last closed at $1.99 on October 24, 2025.

Common stock outstanding is expected to be 122,730,827 shares immediately after the offering, assuming no exercise of New Warrants. Warrant exercises are subject to a beneficial ownership cap of 4.99% or 9.99% at the holder’s election. The company may also receive up to approximately $44.7 million in gross proceeds if all New Warrants are later exercised for cash.

SELLAS Life Sciences Group entered a warrant inducement agreement, leading holders to cash exercise previously issued March and August warrants, subject to beneficial ownership limits. The company stated it will receive aggregate gross proceeds of approximately $31.0 million from these exercises before fees and expenses. In return, SELLAS agreed to issue new Inducement Warrants to purchase up to 22,363,714 shares of common stock.

The Inducement Warrants have a $2.00 per share exercise price, are exercisable immediately, and expire five years from issuance. The exercised March and August warrants were exercised at their original exercise prices plus $0.125 per share. SELLAS engaged A.G.P./Alliance Global Partners and Maxim Group LLC as financial advisors and will pay an aggregate fee equal to 5.75% of gross proceeds and reimburse legal expenses up to $60,000.

For 75 days, SELLAS agreed not to issue or register additional equity, with limited exceptions, and for 12 months it is prohibited from entering into any Variable Rate Transaction, including equity lines or at-the-market offerings.

SELLAS Life Sciences Group, Inc. (SLS) has filed a shelf registration on Form S-3 to register multiple blocks of its common stock for resale. The filing discloses 15,354,331 shares being registered in this offering plus existing holdings and warrant-convertible shares that could increase supply: 4,680,000 shares currently held and 17,443,696 shares issuable upon exercise of previously held warrants for one selling holder, and a separate holder position showing 4,330,709 shares being registered with 1,320,000 held and 4,920,018 issuable on warrant exercise.

The filing lists permitted resale methods (exchange trades, OTC sales, block trades, short sales, Rule 144 sales, privately negotiated transactions, derivatives and combinations). It incorporates prior SEC filings by reference, and shows legal and accounting fees estimated at $35,000 and $9,000 respectively. Company officers and directors signed the prospectus on October 10, 2025.

SELLAS Life Sciences Group, Inc. reported a material event on Form 8-K disclosing the company has entered into a Letter Agreement with Times Square Tower Associates LLC. The filing lists Item 1.01 (Entry into a Material Definitive Agreement) and Item 9.01 (Financial Statements and Exhibits) and identifies Exhibit 10.1 as the Letter Agreement. The document record includes an embedded Inline XBRL cover page and is signed by the company’s Senior Vice President, Chief Financial Officer with a reference date in early October 2025. The filing text provided does not specify the Letter Agreement’s commercial terms, purpose, or financial impact.