Lantern Pharma Inc. — Form 8-K Summary
Filing and event: Filed for an event dated September 28, 2026; the offering closed September 30, 2026. This is a transaction filing, not a periodic financial report.
Financing terms and financial impact
- Lantern Pharma sold 1,469,725 common shares at $1.09 per share and pre-funded warrants for up to 2,200,000 shares at $1.0899 per share, generating approximately $4.0 million in gross proceeds before fees and expenses.
- The pre-funded warrants are immediately exercisable for $0.0001 per share and remain exercisable until exercised in full.
- In a concurrent private placement, the investor received warrants for up to 3,669,725 shares at an exercise price of $1.09. These warrants become exercisable only after stockholder approval and expire five years after the initial exercise date. Beneficial-ownership exercise limits are 4.99%, or 9.99% if elected, subject to the warrant terms.
- The placement agent received a cash fee equal to 7% of gross offering proceeds, reimbursement of certain expenses and legal fees, and warrants covering 5% of the shares or pre-funded warrants sold, with a $1.3625 exercise price. The company also agreed to pay a 3% cash fee on gross cash exercise proceeds from the investor’s purchase warrants.
- Net proceeds are intended for working capital and general corporate purposes. The filing provides no revenue, profit, cash-flow, margin, debt, or liquidity figures, and no comparable-period financial results.
Material changes, outlook, and risks
- The financing adds cash but also creates potential dilution from the pre-funded warrants, investor warrants, and placement-agent warrants. The amount of any proceeds from future warrant exercises is uncertain.
- The company agreed to seek stockholder approval within 90 days after September 28, 2026. If approval is not obtained at the first meeting, it must continue calling meetings every 90 days until approval or the investor warrants are no longer outstanding.
- The filing states the proceeds’ intended use but gives no operating or financial guidance, cash runway estimate, or further management outlook.
Key facts for investors to verify
- Net proceeds after placement-agent fees, reimbursed expenses, and other offering costs.
- Stockholder-approval timing and outcome, and the resulting exercisability of the investor warrants.
- Actual warrant exercises, cash proceeds, and share-count dilution.
- The filing gives inconsistent common-stock par values: $0.001 in the securities-registered table and $0.0001 in the offering description. Verify the correct value in the company’s governing and offering documents.