Shuttle Pharmaceuticals Files 10-K Amendment

TL;DR

Shuttle Pharma filed a 10-K amendment for 2023, check for updated financials.

AI Summary

Shuttle Pharmaceuticals Holdings, Inc. filed an amendment to its 2023 10-K on September 4, 2024, detailing its financial performance for the fiscal year ending December 31, 2023. The company, based in Gaithersburg, MD, operates in the pharmaceutical preparations sector. This amendment likely provides updated or corrected information regarding its financial statements and disclosures for the reporting period.

Why It Matters

This filing provides updated financial information for Shuttle Pharmaceuticals, which is crucial for investors and stakeholders to assess the company's performance and financial health.

Risk Assessment

Risk Level: medium — As a pharmaceutical company filing an amendment to its annual report, there may be significant financial or operational details being clarified or updated, warranting a medium risk assessment.

Key Numbers

• 2023-12-31 — Fiscal Year End (Reporting period for the 10-K filing.)
• 20240904 — Filing Date (Date the 10-K/A amendment was filed.)

Key Players & Entities

• Shuttle Pharmaceuticals Holdings, Inc. (company) — Filer
• 2023-12-31 (date) — Fiscal Year End
• 20240904 (date) — Filing Date
• Gaithersburg, MD (location) — Company Business Address

FAQ

Key Financial Figures

• $0.00001 — he registrant's common stock, par value $0.00001 per share, held by non-affiliates of th

Filing Documents

• form10-ka.htm (10-K/A) — 2822KB
• ex21.htm (EX-21) — 2KB
• ex23-1.htm (EX-23.1) — 4KB
• ex31-1.htm (EX-31.1) — 11KB
• ex31-2.htm (EX-31.2) — 12KB
• ex32-1.htm (EX-32.1) — 7KB
• ex32-2.htm (EX-32.2) — 7KB
• form10-k_001.jpg (GRAPHIC) — 26KB
• form10-k_002.jpg (GRAPHIC) — 104KB
• form10-k_003.jpg (GRAPHIC) — 20KB
• form10-k_004.jpg (GRAPHIC) — 20KB
• form10-k_005.jpg (GRAPHIC) — 152KB
• 0001493152-24-034898.txt ( ) — 12814KB
• shph-20231231.xsd (EX-101.SCH) — 74KB
• shph-20231231_cal.xml (EX-101.CAL) — 77KB
• shph-20231231_def.xml (EX-101.DEF) — 410KB
• shph-20231231_lab.xml (EX-101.LAB) — 600KB
• shph-20231231_pre.xml (EX-101.PRE) — 508KB
• form10-ka_htm.xml (XML) — 1994KB

financial statements for the year ended December 31, 2022, our audited financial

financial statements for the year ended December 31, 2022, our audited financial Quarterly Report on Form 10-Q for the period ended March 31, 2024 require restatement and are not reliable. As a result, the following items have been amended to reflect the amendments: Part I, Item 1A. Risk Factors; Part II, Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations; Part II, Item 8. Financial Statements and Supplementary Data; Part II, Item 9A. Controls and Procedures; and Part III, Item 14. Principal Accountant Fees and Services. The Company's Principal Executive Officer and Principal Financial Officer have also provided new certifications dated as of the date of this filing in connection with this Amendment No.1 (Exhibits 31.1, 31.2, 32.1 and 32.2). Except as described above, no other portion of the Form 10-K is being amended and this Amendment No.1 does not reflect any events occurring after the filing of the Form 10-K. In addition, prior to our completion of this Form 10-K/A, on August 13, 2024, the Company effected a 1-for-8 reverse split of our issued and outstanding common stock in order to regain compliance with Nasdaq Listing Rule 5550(a)(2), the minimum bid price requirement. As a result, all issued share numbers and per share prices reflected in this 10-K/A are on a post-reverse split basis, unless otherwise indicated. Shuttle Pharmaceuticals Holdings, Inc. TABLE OF CONTENTS Page No. PART I Item 1.

Business

Business 4 Item 1A.

Risk Factors

Risk Factors 24 Item 1B. Unresolved Staff Comments 52 Item 1C. Cybersecurity 52 Item 2.

Properties

Properties 53 Item 3.

Legal Proceedings

Legal Proceedings 53 Item 4. Mine Safety Disclosures 53 PART II Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 54 Item 6. [Reserved] 55 Item 7.

Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations 55 Item 7A.

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk 61 Item 8.

Financial Statements and Supplementary Data

Financial Statements and Supplementary Data 62 Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure 63 Item 9A.

Controls and Procedures

Controls and Procedures 63 Item 9B. Other Information 63 Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections 63 PART III Item 10. Directors, Executive Officers and Corporate Governance 64 Item 11.

Executive Compensation

Executive Compensation 73 Item 12.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 76 Item 13. Certain Relationships and Related Transactions, and Director Independence 77 Item 14. Principal Accountant Fees and Services 78 PART IV Item 15. Exhibit and Financial Statement Schedules 79 Item 16. Form 10–K Summary 81

SIGNATURES

SIGNATURES 82 2 FORWARD LOOKING STATEMENTS This Annual Report on Form 10-K/A (including the section regarding Management's Discussion and Analysis and Results of Operations, the "Annual Report") contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, or the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act. These statements are based on our management's beliefs and assumptions and on information currently available to our management. Although we believe that the expectations reflected in these forward-looking statements are reasonable, these statements relate to future events or our future financial performance, and involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. All statements other than statements of historical facts contained in this Form 10-K/A are forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as "may," "could," "will," "would," "should," "expect," "plan," "anticipate," "believe," "estimate," "intend," "predict," "seek," "contemplate," "project," "continue," "potential," "ongoing" or the negative of these terms or other comparable terminology. These forward-looking statements include, but are not limited to, statements about: the initiation, timing, progress and results of our research and development programs, preclinical studies, any clinical trials and INDs, NDAs other regulatory submissions; our expected dependence on third party collaborators for developing, obtaining regulatory approval for and commercializing product candidates; our receipt and timing of any milestone payments or royalties under any research collaborati

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View this 10-K/A filing on SEC EDGAR