What changed in this filing

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Item 1. Legal Proceedings

2025-08-14 compared with 2025-05-15 · 24 added, 25 removed, 8 unchanged (86% of the section changed)

Legal Proceedings.

than as set forth below, we are not currently party to or aware of being subject to any material legal proceedings.

However, we may from

time to time become a party to various legal proceedings arising in the ordinary course of our business, which could have a material

adverse effect on our business, financial condition, or results of operations.

Regardless of outcome, litigation could impact our business

due to defense and settlement costs, diversion of management resources and other factors.

August 2023, prior to the Business Combination, our now wholly-owned subsidiary, Conduit Pharmaceuticals Limited, received a letter from

Strand Hanson Limited (“Strand”) claiming it was owed advisory fees pursuant to a previously executed letter.

Conduit rejected

the claim from Strand and disputed the substance of the letter in full.

Following such rejection, on September 7, 2023, Strand filed

a claim in the Business and Property Courts of England and Wales claiming it is entitled to be paid the sum of $2 million and, as a result

of the completion of the Business Combination, to be issued 65,000 shares of common stock.

As of March 31, 2025, the potential contingency

is considered probable and reasonably estimable and as such, the Company accrued an estimated liability of $0.4 million in the accompanying

financial statements.

Company is subject to certain claims and contingent liabilities that arise in the normal course of business.

While we do not expect that

the ultimate resolution of any of these pending actions will have a material effect on our consolidated results of operations, financial

position or cash flows, litigation is subject to inherent uncertainties.

As such, there can be no assurance that any pending legal action,

does not become material in the future.

As of June 30, 2025, a contingency of $0.4 million is considered probable and reasonably estimable

in relation to the Company’s legal proceedings.

As such, the Company accrued an estimated liability in the accompanying financial

In August 2023, prior to the Business Combination, our now wholly-owned

subsidiary, Conduit Pharmaceuticals Limited, received a letter from Strand Hanson Limited (“Strand”) claiming it was owed

advisory fees pursuant to a previously executed letter.

CDT rejected the claim from Strand and disputed the substance of the letter in

Following such rejection, on September 7, 2023, Strand filed a claim in the Business and Property Courts of England and Wales claiming

it is entitled to be paid the sum of $2 million and, as a result of the completion of the Business Combination, to be issued 4,333 shares

of Common Stock.

The trial in this matter remains scheduled for October 20, 2025.

4 unchanged sentences

Property Office claiming the Company was assigned the US Application, and was not the sole owner, of the AZD 1656 co-crystal patent.

In January 2025, Conduit issued a counter statement to the Intellectual Property Office disputing the claim filed by St George Street

As of March 31, 2025, the damages sought by St George Street Capital are unknown and the potential contingency is not considered

As such, the Company has not accrued a loss contingency in the accompanying financial statements.

We intend to vigorously defend

against these claims.

Regardless of its outcome, the litigation may impact our business due to, among other things, legal costs and the

diversion of the attention of our management.

In January 2025, CDT issued a counter statement to the Intellectual Property Office disputing the claim filed by St George Street

As of June 30, 2025, the range of possible loss cannot be estimated and is not considered probable.

As such, the Company has

not accrued a loss contingency in the accompanying financial statements.

We intend to vigorously defend against these claims.

of its outcome, the litigation may impact our business due to, among other things, legal costs and the diversion of the attention of

our management.

Risk Factors.

As a smaller reporting company, we are not required to provide information

required by this item.

a smaller reporting company, we are not required to provide disclosure regarding material changes to our previously disclosed risk factors.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Legal Proceedings