Soligenix, Inc. Files 8-K for Material Definitive Agreement

TL;DR

Soligenix just signed a big deal, filing an 8-K. Details to follow.

AI Summary

On September 25, 2025, Soligenix, Inc. entered into a Material Definitive Agreement. The filing also includes other events and financial statements and exhibits. The company was formerly known as Dor Biopharma Inc, Endorex Corp, and Immunotherapeutics Inc.

Why It Matters

This 8-K filing indicates a significant new agreement for Soligenix, Inc., which could impact its future operations and financial performance.

Risk Assessment

Risk Level: medium — Material definitive agreements can introduce new risks or opportunities, and the specifics of this agreement are not detailed in the provided text.

Key Players & Entities

• Soligenix, Inc. (company) — Filer
• Dor Biopharma Inc (company) — Former Company Name
• Endorex Corp (company) — Former Company Name
• Immunotherapeutics Inc (company) — Former Company Name
• September 25, 2025 (date) — Date of Earliest Event Reported

FAQ

Key Financial Figures

• $1.35 — arrants was sold at a per unit price of $1.35. Each unit comprised of pre-funded warr
• $1 — arrants was sold at a per unit price of $1.349, which represents the same per unit
• $0.001 — esents the same per unit price less the $0.001 per share exercise price of the pre-fun
• $7.5 million — eds from the Offering are approximately $7.5 million before deducting placement agent fees a
• $75,000 — tion with the Offering in the amount of $75,000, and non-accountable expenses equal to
• $15,000 — , and non-accountable expenses equal to $15,000. The shares of common stock, the pre-f

Filing Documents

• sngx-20250925x8k.htm (8-K) — 52KB
• sngx-20250925xex4d1.htm (EX-4.1) — 146KB
• sngx-20250925xex4d2.htm (EX-4.2) — 144KB
• sngx-20250925xex10d1.htm (EX-10.1) — 74KB
• sngx-20250925xex10d2.htm (EX-10.2) — 369KB
• sngx-20250925xex99d1.htm (EX-99.1) — 24KB
• sngx-20250925xex99d2.htm (EX-99.2) — 25KB
• sngx-20250925xex99d1001.jpg (GRAPHIC) — 14KB
• sngx-20250925xex99d2001.jpg (GRAPHIC) — 14KB
• 0001104659-25-094507.txt ( ) — 1129KB
• sngx-20250925.xsd (EX-101.SCH) — 3KB
• sngx-20250925_def.xml (EX-101.DEF) — 3KB
• sngx-20250925_lab.xml (EX-101.LAB) — 17KB
• sngx-20250925_pre.xml (EX-101.PRE) — 10KB
• sngx-20250925x8k_htm.xml (XML) — 5KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement On September 25, 2025, Soligenix, Inc., a Delaware corporation (the "Company") entered into a Securities Purchase Agreement with certain investors (the "Investors"), pursuant to which the Company agreed to issue and sell to the Investors in a public offering (the "Offering") (i) 4,064,080 shares of the Company's common stock, (ii) pre-funded warrants to purchase 1,491,480 shares of the Company's common stock and (iii) common warrants to purchase 5,555,560 shares of the Company's common stock. The shares of common stock, or pre-funded warrants in lieu thereof, and the common warrants, were sold in units, with each unit consisting of one share of common stock or one pre-funded warrant in lieu thereof and one common warrant. Each unit comprised of common stock and common warrants was sold at a per unit price of $1.35. Each unit comprised of pre-funded warrants and common warrants was sold at a per unit price of $1.349, which represents the same per unit price less the $0.001 per share exercise price of the pre-funded warrants. The common warrants are exercisable at a price of $1.35 per share and have a five-year term. The Securities Purchase Agreement contains customary conditions to closing, representations and warranties of the Company, and termination rights of the parties, as well as certain indemnification obligations of the Company and ongoing covenants of the Company. Pursuant to the Securities Purchase Agreement, the Company has also agreed not to offer, issue, sell, contract to sell, or grant any option for the sale of or otherwise dispose of the Company's securities for a period of 60 days following the closing of the Offering. The Company has further agreed not to enter into any variable rate transaction for a period of one year following the closing of the Offering; provided, however, that this restriction does not apply with respect to an at-the-market offering from the 60 th day following the closing

01

Item 8.01. Other Events. On September 26, 2025, the Company issued a press release announcing the Offering, and, on September 29, 2025, the Company issued a press release announcing the closing of the Offering. A copy of these press releases are attached to this Current Report on Form 8-K as Exhibit 99.1 and Exhibit 99.2 and are incorporated herein by reference.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 4.1 Form of Pre-Funded Warrant. 4.2 Form of Common Warrant. 10.1 Placement Agency Agreement dated September 25, 2025. 10.2 Securities Purchase Agreement dated September 25, 2025. 99.1 Press Release dated September 26, 2025. 99.2 Press Release dated September 29, 2025. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 3 SIGNATURE 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. Soligenix, Inc. September 29, 2025 By: /s/ Christopher J. Schaber Christopher J. Schaber, Ph.D. President and Chief Executive Officer (Principal Executive Officer) 4

View Full Filing

View this 8-K filing on SEC EDGAR