Scilex Holding Co 8-K Filing

FAQ

Key Financial Figures

• $0.0001 — h registered) Common Stock, par value $0.0001 per share SCLX The Nasdaq Stock Mar
• $402.50 — mon stock, each at an exercise price of $402.50 SCLXW The Nasdaq Stock Market LLC
• $282.80 — e "Plan"), that have exercise prices of $282.80 per share, covering up to an aggregate
• $16.80 — pplicable, was automatically reduced to $16.80 per share, which was the closing tradin

Filing Documents

• sclx-20251211.htm (8-K) — 61KB
• 0001193125-25-316239.txt ( ) — 221KB
• sclx-20251211.xsd (EX-101.SCH) — 62KB
• sclx-20251211_htm.xml (XML) — 6KB

07. Submission of Matters to a Vote of Security Holders

Item 5.07. Submission of Matters to a Vote of Security Holders. The Special Meeting was held on December 11, 2025. At the Special Meeting, a total of (i) 29,057,097 shares of the Company's Series A preferred stock, $0.0001 par value per share (the "Series A Preferred Stock"), or 100% of the 29,057,097 shares of Series A Preferred Stock, issued and outstanding, and (ii) 3,668,001 shares of Common Stock, or approximately 48.4% of the 7,585,446 shares of Common Stock, issued and outstanding, both as of the close of business on November 3, 2025, the record date for the Special Meeting, were represented virtually or by proxy. The holder of Series A Preferred Stock was entitled to vote, together with the holders of Common Stock and not separately as a class, on an as converted to Common Stock basis for an aggregate of 848,106 votes as a result of the adjustments to the deemed conversion price of such preferred stock in accordance with the Certificate of Designations of Series A Preferred Stock, filed with the Delaware Secretary of State on November 10, 2022. Approximately 53% of the voting power (or 4,516,107 votes) of the issued and outstanding shares of the Company's Common Stock and Series A Preferred Stock entitled to vote were represented at the Special Meeting, which was sufficient to constitute a quorum for the purpose of transacting business at such meeting. At the Special Meeting, the Company's stockholders considered two proposals, each of which is described in more detail in the Company's definitive proxy statement filed with the Securities and Exchange Commission on November 7, 2025. Set forth below is a brief description of each matter voted upon at the Special Meeting and the voting results with respect to each matter. Proposal No. 1: To approve the repricing of certain outstanding stock options issued under the Scilex Holding Company 2022 Equity Incentive Plan, as amended, that are held by eligible service providers of the Company (the "Option Rep

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. SCILEX HOLDING COMPANY By: /s/ Henry Ji Name: Henry Ji Date: December 11, 2025 Title: Chief Executive Officer & President 4

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