Item 1. Legal Proceedings
Item 1. Legal Proceedings
On October 31, 2022, a civil action was commenced
against the Company and its Board of Directors in the Court of Chancery for the State of Delaware captioned Concord IP2 Ltd., et al. v.
Pasithea Therapeutics Corp., et al., C.A. No. 2022-0980-NAC. The action seeks, among other things, a judgment declaring that the director
defendants breached their fiduciary duties in connection with two acquisitions made by the Company in 2022, as well as temporary, preliminary
and permanent injunctive relief enjoining the Company from counting the shares issued in connection with those two acquisitions at an
upcoming special meeting and the Company’s next annual meeting with respect to the election of directors. A hearing on Plaintiffs’
motion to expedite and motion for a temporary restraining order has been scheduled for November 16, 2022. The Company and the director
defendants will vigorously contest this action.
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