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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 18, 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 8.01 Other Events.
Citius Oncology, Inc. today
filed a prospectus supplement to its registration statement on Form S-1 that was declared effective on July 15, 2025, pursuant to which
it sold common stock and warrants in a public offering on July 17, 2025. The prospectus supplement is necessary to keep the registration
statement current with Citius Oncology’s recently filed Quarterly Report on Form 10-Q because Citius Oncology is not yet eligible
to incorporate by reference into the Form S-1 registration statement.
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 18, 2025 |
/s/ Leonard Mazur |
|
Leonard Mazur |
|
Chairman and Chief Executive Officer |