Salarius Pharmaceuticals Files 8-K with Key Corporate Updates

Ticker: DCOY · Form: 8-K · Filed: Aug 15, 2025 · CIK: 1615219

Sentiment: neutral

Topics: corporate-action, filing, governance

TL;DR

Salarius Pharma filed an 8-K on 8/15/25 detailing corporate changes and amendments.

AI Summary

Salarius Pharmaceuticals, Inc. filed an 8-K on August 15, 2025, reporting material modifications to security holder rights and other events. The filing also includes amendments to its articles of incorporation or bylaws and changes to its fiscal year. The company, formerly known as Flex Pharma, Inc., is based in Houston, TX.

Why It Matters

This 8-K filing indicates significant corporate actions by Salarius Pharmaceuticals, which could impact its structure, governance, and potentially its financial reporting and strategic direction.

Risk Assessment

Risk Level: medium — Filings related to modifications of security holder rights and amendments to governing documents can introduce uncertainty and potential shifts in the company's operational or financial landscape.

Key Numbers

Key Players & Entities

FAQ

What specific material modifications were made to the rights of security holders?

The filing indicates 'Material Modifications to Rights of Security Holders' as an item, but the specific details of these modifications are not provided in the excerpt.

What are the key amendments to the Articles of Incorporation or Bylaws?

The filing lists 'Amendments to Articles of Incorporation or Bylaws' as an item, but the specific changes are not detailed in the provided text.

What is the nature of the 'Other Events' reported in this 8-K?

The filing notes 'Other Events' as a reported item, but the specific events are not described in the excerpt.

When did Salarius Pharmaceuticals change its name from Flex Pharma, Inc.?

The date of the name change from Flex Pharma, Inc. to Salarius Pharmaceuticals, Inc. was July 30, 2014.

What is the company's fiscal year end?

The company's fiscal year ends on December 31st.

Filing Stats: 1,039 words · 4 min read · ~3 pages · Grade level 11.4 · Accepted 2025-08-15 11:03:09

Key Financial Figures

Filing Documents

03 Material Modification to Rights of Security Holders

Item 3.03 Material Modification to Rights of Security Holders. To the extent required by Item 3.03 of Form 8-K, the information contained in Item 5.03 of this report is incorporated herein by reference.

03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. On August 15, 2025, Salarius Pharmaceuticals, Inc. (the "Company") filed a Certificate of Amendment to the Company's amended and restated certificate of incorporation (the "Certificate of Amendment"), with the Secretary of State of the State of Delaware , to effect a 1-for-15 reverse stock split (the "reverse split") of the Company's issued and outstanding shares of common stock, par value $0.0001 per share (the " Common Stock "), effective at 5:00 p.m. Eastern Time on that date (the "Effective Date"). Beginning with the opening of trading on August 18, 2025 , the Company's Common Stock will trade on the Nasdaq Capital Market on a split-adjusted basis under a new CUSIP number 79400X503 . As a result of the reverse split, each fifteen shares of the Company's Common Stock issued and outstanding will be automatically combined and converted into one issued and outstanding share of Common Stock. No fractional shares will be issued in connection with the reverse split. Stockholders who would otherwise be entitled to a fractional share of Common Stock will instead receive cash in lieu of fractional shares based on the closing price per share of the Company's Common Stock as quoted on the Nasdaq Capital Market on the Effective Date (as adjusted to give effect to the reverse split). The reverse split will not reduce the number of authorized shares of Common Stock or preferred stock (the "Preferred Stock"), or change the par values of the Company's Common Stock or Preferred Stock. The reverse split will affect all stockholders uniformly and will not affect any stockholder's ownership percentage of the Company's shares of Common Stock (except to the extent that the reverse split would result in some of the stockholders receiving cash in lieu of fractional shares). All outstanding options and warrants entitling their holders to purchase shares of the Company's Common Stock will be adjusted

Forward-Looking Statements

Forward-Looking Statements This Current Report on Form 8-K contains forward-looking statements that involve estimates, assumptions, risks and uncertainties. Forward-looking statements include, but are not limited to, statements related to the reverse split and the timing thereof. The risks and uncertainties relating to the Company include general market conditions as well as other risks detailed from time to time in the Company's Securities and Exchange Commission filings, including in its Annual Report on Form 10-K for the fiscal year ended December 31, 2024 and its Quarterly Report on Form 10-Q for the quarter ended June 30, 2025. These forward-looking statements speak only as of the date of this Current Report on Form 8-K and the Company undertakes no obligation to publicly update any forward-looking statements to reflect new information, events or circumstances after the date of this Current Report on Form 8-K.

01 Other Events

Item 8.01 Other Events. On August 14, 2025, the Company issued a press release announcing the reverse split. A copy of the press release is filed herewith as Exhibit 99.1 and is incorporated herein by reference.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 3.1 Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Salarius Pharmaceuticals, Inc., effective August 15, 2025 99.1 Press Release of Salarius Pharmaceuticals, Inc., dated August 14 , 2025 104 Cover Page Interactive Data File (embedded within the inline XBRL document)

SIGNATURES

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 hereunto duly authorized. SALARIUS PHARMACEUTICALS, INC. Date: August 15, 2025 By: /s/ Mark J. Rosenblum Mark J. Rosenblum Executive Vice President & Chief Financial Officer

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