Tiziana Life Sciences (TLSA) pulls proposed public common share offering

Rhea-AI Filing Summary

Tiziana Life Sciences LTD filed a Form 6-K stating that it has withdrawn its proposed public offering of common shares due to market conditions.

The company furnished a press release dated December 15, 2025 as Exhibit 99.1, and specified that this material is being furnished, not deemed filed or automatically incorporated into other securities law filings.

Insights

Equity capital markets analyst

Tiziana withdrew a planned common share offering, citing market conditions.

Tiziana Life Sciences LTD reports that it has withdrawn a previously proposed public offering of common shares due to market conditions. This means the company is not proceeding with that specific equity raise as outlined earlier.

The report also clarifies that the related press release is being furnished as Exhibit 99.1 and is not deemed filed or automatically incorporated into other U.S. securities law documents, except where specifically referenced. This keeps the disclosure focused on announcing the withdrawal rather than changing other existing filings.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

December 2025

Commission File Number:  001-38723

Tiziana Life Sciences LTD

(Exact Name of Registrant as Specified in Its Charter)

9^th Floor

107 Cheapside

London

EC2V 6DN

(Address of registrant’s principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☒     Form 40-F ☐

INFORMATION CONTAINED IN THIS REPORT ON FORM 6-K

On December 15, 2025, Tiziana Life Sciences LTD (the “Company”) issued this 6K announcing, the withdrawal of the proposed public offering of common shares due to market conditions.

The Announcement is furnished herewith as Exhibit 99.1 to this Report on Form 6-K. The information in the attached Exhibits 99.1 is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any filing made by the Company under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, except as otherwise set forth herein or as shall be expressly set forth by specific reference in such a filing.

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SIGNATURES

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, thereunto duly authorized.

	TIZIANA LIFE SCIENCES LTD
Date: December 15, 2025	By:	/s/ Keeren Shah
		Name:	Keeren Shah
		Title:	Chief Financial Officer

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EXHIBIT INDEX

Exhibit No.		Description
99.1		Tiziana Life Sciences LTD Press Release, dated December 15, 2025

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FAQ

What did Tiziana Life Sciences (TLSA) disclose in this Form 6-K?

Tiziana Life Sciences LTD disclosed that it has withdrawn its proposed public offering of common shares, stating that the decision was due to market conditions.

What type of offering did Tiziana Life Sciences (TLSA) withdraw?

The company withdrew a proposed public offering of its common shares, meaning it is not moving forward with that planned sale of equity securities as previously contemplated.

Why did Tiziana Life Sciences (TLSA) withdraw its proposed public offering?

The withdrawal of the proposed public offering of common shares was attributed to market conditions, according to the company’s Form 6-K disclosure.

What is included as Exhibit 99.1 in the Tiziana Life Sciences (TLSA) Form 6-K?

Exhibit 99.1 is a Tiziana Life Sciences LTD press release dated December 15, 2025, which provides the announcement related to the withdrawal of the proposed public offering.

Is the Tiziana Life Sciences (TLSA) press release considered filed under U.S. securities laws?

The company states that the information in Exhibit 99.1 is being furnished and is not deemed filed or subject to Section 18 liability, nor incorporated by reference into other filings, unless specifically referenced.

Who signed the Tiziana Life Sciences (TLSA) Form 6-K related to the withdrawn offering?

The Form 6-K was signed on behalf of Tiziana Life Sciences LTD by Keeren Shah, who is identified as the company’s Chief Financial Officer.