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[8-K] TenX Keane Acquisition Unit Reports Material Event

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
8-K
Rhea-AI Filing Summary

Citius Oncology, Inc. filed a Form 8-K dated August 12, 2025, reporting that it issued a press release announcing its results of operations for the third quarter of fiscal 2025. The press release is furnished as Exhibit 99.1 and is incorporated by reference into the report.

The company clarifies that the Item 2.02 disclosure (including Exhibit 99.1) is furnished and therefore is not deemed "filed" for purposes of Section 18 of the Exchange Act. Item 9.01 lists Exhibits 99.1 and 104 (cover page interactive data), and the filing is signed by Leonard Mazur, Chairman and Chief Executive Officer.

Positive
  • Press release furnished: The company furnished a press release announcing third-quarter fiscal 2025 results (Exhibit 99.1).
  • Filing completeness: Exhibits are listed (99.1 and 104) and the report is signed by Leonard Mazur, Chairman and CEO, indicating proper execution.
Negative
  • No financial figures provided: The 8-K does not include any revenue, earnings, or other quantitative results—those details are only in the referenced press release.
  • Furnished, not filed: Item 2.02 explicitly states the information is furnished and not "filed" under Section 18, which limits certain liabilities related to the disclosure.

Insights

TL;DR: The 8-K notifies investors that a Q3 fiscal 2025 results press release was issued, but provides no financial figures within the filing.

The filing confirms timely disclosure: a press release announcing third-quarter fiscal 2025 results was furnished as Exhibit 99.1. Because no revenue, earnings, guidance, or metrics are included in the 8-K itself, the filing offers limited direct analytical value until the press release content is reviewed. The furnished-not-filed status reduces Section 18 liability for the disclosed text, a common procedural detail but one that affects legal recourse for reliance on the statement within this filing.

TL;DR: Corporate disclosure procedures appear standard: exhibit included and signed by CEO, but substantive detail is only in the press release.

The 8-K properly lists Exhibit 99.1 and the Inline XBRL cover page (Exhibit 104) and is duly executed by the CEO, indicating procedural compliance. The Item 2.02 reservation that the material is furnished, not filed, is explicit and standard practice. From a governance and compliance standpoint, the report meets filing formalities; however, material assessment requires reviewing the attached press release because the 8-K itself contains no financial metrics or operational detail.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported) August 12, 2025

 

Citius Oncology, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware

(State or other jurisdiction of incorporation)

 

001-41534   99-4362660
(Commission File Number)   (IRS Employer
Identification No.)

 

11 Commerce Drive, 1st Floor, Cranford, NJ   07016
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code (908) 967-6677

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock   CTOR   The Nasdaq Capital Market

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 

 

 

 

 

Item 2.02. Results of Operations and Financial Condition.

 

On August 12, 2025, we issued a press release announcing our results of operations for the third quarter of fiscal 2025. A copy of the press release is furnished as Exhibit 99.1 to this report and is incorporated herein by reference.

 

The information in this Item 2.02 (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit No.   Description
99.1   Press release, dated August 12, 2025.
104   Cover Page Interactive Date File (embedded within the Inline XBRL document).

 

1

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  CITIUS ONCOLOGY, INC.
   
Date: August 12, 2025 /s/ Leonard Mazur
  Leonard Mazur
  Chairman and Chief Executive Officer

 

 

2

 

FAQ

What did Citius Oncology (CTOR) disclose in this 8-K?

The company disclosed that it issued a press release announcing its results of operations for the third quarter of fiscal 2025, furnished as Exhibit 99.1.

Is the press release in the 8-K considered "filed" or "furnished"?

The 8-K states the Item 2.02 disclosure (including Exhibit 99.1) is furnished and therefore is not deemed "filed" for purposes of Section 18 of the Exchange Act.

Which exhibits are attached to this Form 8-K?

The filing lists Exhibit 99.1 (press release dated August 12, 2025) and Exhibit 104 (cover page interactive data file).

Who signed the Form 8-K for Citius Oncology?

The report is signed by Leonard Mazur, Chairman and Chief Executive Officer.

Is Citius Oncology identified as an emerging growth company in this filing?

Yes. The filing indicates the registrant is an emerging growth company (the corresponding box is checked).
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