THERIVA BIOLOGICS INC SEC Filings

Theriva Biologics (TOVX) entered a warrant inducement agreement leading certain holders to exercise 8,092,280 existing warrants at $0.54 per share. The company received approximately $4.4 million in gross proceeds on the October 17, 2025 closing.

In return, Theriva issued 16,184,560 new common stock purchase warrants at $0.54, which become exercisable only after Stockholder Approval and NYSE American approval, and expire five years from that approval date. The new warrants and underlying shares were issued in a private placement under Section 4(a)(2) and Rule 506(b). The company will file a resale registration statement as soon as practicable and seek effectiveness within stated SEC review timelines.

Terms include beneficial ownership caps of 4.99% (or 9.99% upon election), a 45‑day restriction on new issuances/registrations (with exceptions), and a 90‑day prohibition on Variable Rate Transactions, with ATM sales permitted five days after closing. Net proceeds are earmarked for working capital. AGP advised and earns a 7.0% cash fee on gross proceeds plus expenses.

Theriva Biologics (TOVX) amended certain existing warrants, reducing the exercise price from $2.00 to $0.54 per share for warrants held by certain holders covering up to 1,345,000 shares of common stock. The change was executed on October 16, 2025 and disclosed via this amendment to a prior prospectus supplement tied to the company’s effective S-1.

The filing updates the earlier prospectus to reflect the revised pricing terms for these “Existing Warrants.” This adjustment affects only the warrant exercise price mechanics and does not alter the previously described securities from the earlier offering materials. Theriva’s common stock closed at $0.84 on October 15, 2025 on the NYSE Capital Market, providing context for the new exercise price.

Theriva Biologics (TOVX) amended certain outstanding warrants, lowering the exercise price from $1.10 to $0.54 per share for warrants to purchase up to 6,747,280 shares of common stock. The change was agreed with the relevant warrant holders on October 16, 2025, and updates the prior prospectus supplement disclosure.

The company’s common stock trades on the NYSE Capital Market under “TOVX.” On October 15, 2025, shares closed at $0.84. This amendment pertains to previously issued warrants tied to a prior best efforts offering; it does not describe a new sale of shares.

Theriva Biologics filed a prospectus supplement disclosing an amendment to certain existing warrants. On October 16, 2025, the company reduced the exercise price on warrants to purchase up to 1,385,000 shares of common stock from $2.00 to $0.54 per share.

This supplement updates the company’s previously effective S-1 prospectus. The change applies only to specified “Existing Warrants” held by certain holders. Theriva’s common stock trades on the NYSE Capital Market under the symbol TOVX, and the closing price was $0.84 per share on October 15, 2025.

Theriva Biologics (TOVX) filed a prospectus supplement to disclose an amendment to certain outstanding common warrants. On October 16, 2025, the company and certain holders agreed to reduce the exercise price on Existing Warrants covering up to 6,727,280 shares of common stock from $1.10 to $0.54 per share. The supplement updates the previously effective S-1 prospectus tied to the May 2025 best efforts offering. Theriva’s common stock closed at $0.84 on October 15, 2025 on the NYSE Capital Market under the symbol TOVX.

Theriva Biologics (TOVX) furnished an update on clinical data to be presented on October 20, 2025 at ESMO 2025 from the VIRAGE Phase 2b trial in metastatic pancreatic ductal adenocarcinoma. The study compared standard gemcitabine/nab‑paclitaxel (GA; Arm I) to VCN‑01 plus GA (Arm II).

In the full analysis set, median overall survival was 10.8 months for Arm II vs 8.6 months for Arm I (HR 0.57; 95% CI 0.34–0.96; P=0.055). Progression‑free survival was 7.0 vs 4.6 months (HR 0.55; 95% CI 0.34–0.88; P=0.011), and duration of response was 11.2 vs 5.4 months (HR 0.22; 95% CI 0.08–0.62; P=0.004). In a subgroup receiving two doses of VCN‑01 and starting GA cycle 4, overall survival was 14.8 vs 11.6 months (HR 0.44; 95% CI 0.21–0.92; P=0.046), and PFS was 11.2 vs 7.4 months (HR 0.48; 95% CI 0.25–0.91; P=0.017).

The company reports the study met its primary endpoints and VCN‑01 was well tolerated; all VCN‑01‑related serious adverse events (n=13) resolved, with flu‑like symptoms (13.2%), transaminase increases (5.7%), and drug‑induced liver injury (3.8%) most common. A separate poster on previously reported SYN‑004 data will appear at IDWeek 2025.

Theriva Biologics, Inc. (TOVX) filed a Form S-8 to register shares for its employee benefit plan and related amendments. After prior registrations and two reverse stock splits (a 1-for-10 in 2022 and a 1-for-25 in 2024), the aggregate number of common shares available under the amended 2020 Stock Incentive Plan is 2,500,000 shares. The filing lists prior S-8 registrations, plan amendments, grant agreement forms, and certificates of amendment incorporated by reference.