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Item 5. Other Information

2026-08-10 compared with 2026-05-11 · 58 added, 41 removed, 13 unchanged (88% of the section changed)

Other Information

Rule 10b5-1 Trading Arrangements and

Non-Rule 10b5-1 Trading Arrangements

During the fiscal quarter ended March

31, 2026, none of our officers or directors, as those terms are defined in Rule 16a-1(f), adopted

or terminated

a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” as those terms are defined

in Item 408 of Regulation S-K.

EXHIBIT INDEX

Articles of Incorporation, filed as an exhibit to the Registration Statement on Form S-1, filed with the Securities and Exchange Commission (the “Commission”) on April 9, 2008 and incorporated herein by reference.

Articles of Merger between Tamandare Explorations Inc.

and Tonix Pharmaceuticals Holding Corp., effective October 11, 2011, filed as an exhibit to the Current Report on Form 8-K, filed with the Commission on October 17, 2011 and incorporated herein by reference.

Third Amended and Restated Bylaws, filed as an exhibit to the Current Report on Form 8-K, filed with the Commission on June 3, 2016 and incorporated herein by reference.

Certificate of Change of Tonix Pharmaceuticals Holding Corp., dated March 13, 2017 and effective March 17, 2017, filed as an exhibit to the Current Report on Form 8-K, filed with the Commission on March 16, 2017 and incorporated herein by reference.

Certificate of Amendment to Articles of Incorporation, effective June 16, 2017, filed as an exhibit to the Current Report on Form 8-K, filed with the Commission on June 16, 2017 and incorporated herein by reference.

Certificate of Amendment to Tonix Pharmaceuticals Holding Corp.’s Articles of Incorporation, as amended, filed with the Secretary of State of the State of Nevada on May 3, 2019.

Form of Certificate of Designation of Series A Convertible Preferred Stock, filed as an exhibit to the Current Report on Form 8-K, filed with the Commission on October 25, 2022 and incorporated herein by reference.

Form of Certificate of Designation of Series B Convertible Preferred Stock, filed as an exhibit to the Current Report on Form 8-K, filed with the Commission on October 25, 2022 and incorporated herein by reference.

Certificate of Amendment to Tonix Pharmaceuticals Holding Corp.’s Articles of Incorporation, filed as an exhibit to the Current Report on Form 8-K, filed with the Commission on May 16, 2022 and incorporated herein by reference.

directors or officers adopted, modified or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement

(as defined in Item 408(c) of Regulation S-K) during the quarter ended June 30, 2026.

Articles of Incorporation,

filed as an exhibit to the Registration Statement on Form S-1, filed with the Securities and Exchange Commission (the “Commission”)

on April 9, 2008 and incorporated herein by reference.

Articles of Merger

between Tamandare Explorations Inc.

and Tonix Pharmaceuticals Holding Corp., effective October 11, 2011, filed as an exhibit

to the Current Report on Form 8-K, filed with the Commission on October 17, 2011 and incorporated herein by reference.

Third Amended and

Restated Bylaws, filed as an exhibit to the Current Report on Form 8-K, filed with the Commission on June 3, 2016 and incorporated

herein by reference.

Certificate of Change

of Tonix Pharmaceuticals Holding Corp., dated March 13, 2017 and effective March 17, 2017, filed as an exhibit to the Current

Report on Form 8-K, filed with the Commission on March 16, 2017 and incorporated herein by reference.

Certificate of Amendment

to Articles of Incorporation, effective June 16, 2017, filed as an exhibit to the Current Report on Form 8-K, filed with the

Commission on June 16, 2017 and incorporated herein by reference.

Certificate of Amendment

to Tonix Pharmaceuticals Holding Corp.’s Articles of Incorporation, as amended, filed with the Secretary of State of

the State of Nevada on May 3, 2019.

Form of Certificate of Designation of Series

A Convertible Preferred Stock, filed as an exhibit to the Current Report on Form 8-K, filed with the Commission on October

25, 2022 and incorporated herein by reference.

Form of Certificate

of Designation of Series B Convertible Preferred Stock, filed as an exhibit to the Current Report on Form 8-K, filed with

the Commission on October 25, 2022 and incorporated herein by reference.

Certificate of Amendment

to Tonix Pharmaceuticals Holding Corp.’s Articles of Incorporation, filed as an exhibit to the Current Report on Form

8-K, filed with the Commission on May 16, 2022 and incorporated herein by reference.

Certificate of Amendment

to Tonix Pharmaceuticals Holding Corp.’s Articles of Incorporation, filed as an exhibit to the Current Report on Form

8-K, filed with the Commission on January 25, 2024 and incorporated herein by reference

Specimen Common Stock Certificate of the Registrant, filed as an exhibit to the Current Report on Form 8-K, filed with the Commission on May 24, 2018 and incorporated herein by reference.

Description of Registrant’s Securities, filed as an exhibit to the

Annual Report on Form 10-K, filed with the Commission on March 12, 2026 and incorporated herein by reference.

Description of Registrant’s Securities, filed as an exhibit to the Annual Report on Form 10-K, filed with the Commission on March 12, 2026 and incorporated herein by reference.

Form of Common Warrant, filed as an exhibit to the Current Report on Form 8-K, filed with the Commission on July 28, 2023 and incorporated herein by reference.

6 unchanged sentences

Form of Pre-Funded Warrant, filed as an exhibit to the Current Report on Form 8-K, filed with the Commission on December 29, 2025 and incorporated herein by reference.

Pharmaceuticals Holding Corp.

2026 Stock Incentive Plan, incorporated herein by reference to Appendix

A to our Definitive Proxy Statement on Schedule 14A (File No.

001-36019), filed with the Commission

on March 30, 2026.

Certification of Chief Executive Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, filed herewith.

Certification of Chief Financial Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant

to Section 302 of the Sarbanes-Oxley Act of 2002, filed herewith.

Certifications of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C.

Section 1350, as

adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, filed herewith.

† Denotes a management compensatory agreement or arrangement.

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.

Tonix Pharmaceuticals Holding Corp.

/s/ SETH LEDERMAN

2026 Stock Incentive Plan, filed as an exhibit to the Company’s Proxy Statement on Form DEF

14A on Form 8-K, filed with the Commission on March 30, 2026, and incorporated herein by reference.

Certification of

Chief Executive Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the

Sarbanes-Oxley Act of 2002, furnished herewith.

Certification of

Chief Financial Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the

Sarbanes-Oxley Act of 2002, furnished herewith.

Certifications of

Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C.

Section 1350, as adopted pursuant to Section

906 of the Sarbanes-Oxley Act of 2002, furnished herewith.

* Denotes a management compensatory agreement or arrangement.

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.

PHARMACEUTICALS HOLDING CORP.

August 10, 2026

SETH LEDERMAN

Chief Executive Officer (Principal Executive Officer)

/s/ BRADLEY SAENGER

Seth Lederman

Chief Executive

Officer (Principal Executive Officer)

August 10, 2026

BRADLEY SAENGER

Chief Financial Officer (Principal Financial Officer

and Principal Accounting Officer)

Bradley Saenger

Financial Officer (Principal Financial Officer

Principal Accounting Officer)

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 5. Other Information