Business Context and Reporting Period
This Form 8-K was filed by Shuttle Pharmaceuticals Holdings, Inc. on February 2, 2026, reporting events occurring on January 29, 2026. The company is an emerging growth company incorporated in Delaware, with its principal executive offices in Gaithersburg, MD. The filing primarily addresses corporate governance and executive compensation matters.
Key Financial Metrics
This filing does not contain comprehensive financial statements, revenue, profit, cash flow, or debt metrics. The only specific financial data disclosed relates to executive compensation:
- Consulting Compensation: $20,000 per month.
- Work Commitment: 40 hours per week.
Material Changes
The material change reported is the execution of Amendment No. 1 to a Consulting Agreement with Number 2 Capital Corp., an entity owned by Mr. Christopher Cooper, the Interim Chief Executive Officer.
- Term Extension: The agreement term has been extended to August 1, 2026.
- Effective Date: The amendment is effective retroactively to September 11, 2025.
- Termination Rights: Either party may terminate the agreement with 30 days' notice, or immediately for cause.
Guidance, Outlook, and Risks
The filing contains no forward-looking guidance, revenue outlook, or discussion of general business risks. The primary contingency noted is the termination clause within the consulting agreement, which allows for immediate termination for cause. The text explicitly states that the discussion of the amendment is qualified by reference to the full agreement filed as Exhibit 10.1.
Investor Verification Checklist
- Verify the full text of Exhibit 10.1 (Amendment No. 1 to Consulting Agreement) for additional terms not summarized in the 8-K.
- Confirm the status of Mr. Christopher Cooper's role as Interim CEO and the timeline for a permanent appointment.
- Review prior filings (specifically the March 12, 2025, 8-K) to understand the original terms of the consulting relationship.
- Assess the impact of the $20,000 monthly consulting fee on the company's current cash burn rate, given the lack of revenue disclosure in this report.