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During the period covered by this Quarterly Report, none of the Company’s directors or executive officers has adopted or terminated a Rule 10b5 - 1 trading arrangement or a non-Rule 10b5 - 1 trading arrangement (each as defined in Item 408 of Regulation S-K under the Securities Exchange Act of 1934, as amended).
−Removed: During the quarter ended March 31, 2025, we terminated certain licenses related to WP1122 with MD Anderson and are in discussions to execute an option or options on these technologies along with additional technologies where the term of such options will be tied to the term of our Sponsored Research Agreement with MD Anderson.
−Removed: Such actions are in line with our efforts to focus our resources on the development of Annamycin.
−Removed: The terminated license agreements consist of:
−Removed: (i) the Patent and Technology License Agreement dated April 2, 2012 by and between The Board of Regents of the University of Texas System and IntertechBio Corporation, as amended;
−Removed: (ii) the Patent And Technology License Agreement dated December 3, 2021 by and between The Board of Regents of The University Of Texas System on behalf of The University Of Texas M.
−Removed: Anderson Cancer Center and Moleculin Biotech, Inc.;
−Removed: and (iii) Patent and Technology License Agreement dated October 21, 2022 by and between The Board of The University Of Texas System on behalf of The University Of Texas M.D.
−Removed: Anderson Cancer Center and Moleculin Biotech, Inc.
−Removed: On November 4, 2024, the Compensation Committee of the Board of Directors took the following actions in connection with the executive compensation for the 2023/2024 compensation year ( June 1, 2023 to May 31, 2024) with its named executive officers (Walter Klemp, President and Chief Executive Officer;
−Removed: Foster, Executive Vice President and Chief Financial Officer;
−Removed: Donald Picker, Chief Scientific Officer):
−Removed: (i) cash bonuses in the aggregate amount of $735,000 were granted based on the full achievement of the goals and objectives for the compensation year, however the payment of the bonuses was accrued and will be paid the earlier of a) 364 days or b) approval by the CEO after consultation with the Board of Directors;
−Removed: and (ii) the Compensation Committee agreed that the accrued bonuses will earn interest at a rate of 8% per annum.
−Removed: In April 2025, the Company paid 50% of the executive bonuses and accrued interest from the 2023/2024 compensation year ( June 1, 2023 to May 31, 2024).
−Removed: Form of Inducement Warrant (incorporated by reference to Exhibit 4.1 of the Form 8-K filed February 13, 2025)
−Removed: Form of Pre-Funded Warrant in February 2025 offering (incorporated by reference to Exhibit 4.1 of the Form 8-K filed February 26, 2025)
−Removed: Form of Common Warrant in February 2025 offering (incorporated by reference to Exhibit 4.2 of the Form 8-K filed February 26, 2025)
−Removed: Form of Waiver agreement dated February 9, 2025 (incorporated by reference to Exhibit 10.35 of the Form S-1 file number 333-283820)
−Removed: Form of Inducement Letter (incorporated by reference to Exhibit 10.1 of the 8-K filed February 13, 2025)
−Removed: Form of Securities Purchase Agreement (incorporated by reference to Exhibit 10.1 of the 8-K filed February 26, 2025)
−Removed: Placement Agency Agreement between Moleculin Biotech, Inc.
−Removed: and Roth Capital Partners, LLC (incorporated by reference to Exhibit 10.2 of the 8-K filed February 26, 2025)
+Added: Form of Series E Warrant issued in June 2025 offering (incorporated by reference to Exhibit 4.1 of the Form 8-K filed June 23, 2025)
+Added: Form of Pre-Funded Warrant in June 2025 offering (incorporated by reference to Exhibit 4.13 of the Form S-1 filed June 2, 2025)
+Added: At The Market Offering Agreement, dated July 11, 2025, by and between Moleculin Biotech, Inc., and Roth Capital Partners, LLC (incorporated by reference to Exhibit 1.1 of the Form 8-K filed July 11, 2025)
+Added: Form Placement Agency Agreement between Moleculin Biotech, Inc.
+Added: and Roth Capital Partners, LLC (incorporated by reference to Exhibit 1.1 of the 8-K filed June 23, 2025)
+Added: Form of Securities Purchase Agreement in June 2025 offering (incorporated by reference to Exhibit 10.1 of the 8-K filed June 23, 2025)
Certification of Principal Executive Officer Pursuant to Section 302 of Sarbanes-Oxley Act of 2002
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Such certifications will not be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act.
−Removed: Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
+Added: 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, thereunto duly authorized.
MOLECULIN BIOTECH, INC.
−Removed: May 13 , 2025
+Added: August 12, 2025
/s/ Walter V.
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(Principal Executive Officer)
−Removed: May 13 , 2025
+Added: August 12, 2025
/s/ Jonathan P.
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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.