Moleculin Biotech Q1 2026 10-Q：AML試驗初步複合完全緩解率

mbrx20260331_10q.htm
 
 
 
0001659617
Moleculin Biotech, Inc.
false
--12-31
Q1
2026

0.001
0.001
5,000,000
5,000,000
0
0
0
0
0.001
0.001
500,000,000
500,000,000
5,336,350
5,336,350
3,199,228
3,199,228
3
1
45
5
5
12
1
0
0
0
12,000
false
false
false
false

00016596172026-01-012026-03-31
xbrli:shares
00016596172026-05-07
thunderdome:item
iso4217:USD
00016596172026-03-31
00016596172025-12-31
iso4217:USDxbrli:shares
00016596172025-01-012025-03-31
00016596172024-12-31
00016596172025-03-31
0001659617mbrx:CommonStockOutstandingMember2025-12-31
0001659617us-gaap:AdditionalPaidInCapitalMember2025-12-31
0001659617us-gaap:RetainedEarningsMember2025-12-31
0001659617us-gaap:AccumulatedOtherComprehensiveIncomeMember2025-12-31
0001659617mbrx:CommonStockOutstandingMember2026-01-012026-03-31
0001659617us-gaap:AdditionalPaidInCapitalMember2026-01-012026-03-31
0001659617us-gaap:RetainedEarningsMember2026-01-012026-03-31
0001659617us-gaap:AccumulatedOtherComprehensiveIncomeMember2026-01-012026-03-31
0001659617mbrx:CommonStockOutstandingMember2026-03-31
0001659617us-gaap:AdditionalPaidInCapitalMember2026-03-31
0001659617us-gaap:RetainedEarningsMember2026-03-31
0001659617us-gaap:AccumulatedOtherComprehensiveIncomeMember2026-03-31
0001659617mbrx:CommonStockOutstandingMember2024-12-31
0001659617us-gaap:AdditionalPaidInCapitalMember2024-12-31
0001659617us-gaap:RetainedEarningsMember2024-12-31
0001659617us-gaap:AccumulatedOtherComprehensiveIncomeMember2024-12-31
0001659617mbrx:CommonStockOutstandingMember2025-01-012025-03-31
0001659617us-gaap:AdditionalPaidInCapitalMember2025-01-012025-03-31
0001659617us-gaap:RetainedEarningsMember2025-01-012025-03-31
0001659617us-gaap:AccumulatedOtherComprehensiveIncomeMember2025-01-012025-03-31
0001659617mbrx:CommonStockOutstandingMember2025-03-31
0001659617us-gaap:AdditionalPaidInCapitalMember2025-03-31
0001659617us-gaap:RetainedEarningsMember2025-03-31
0001659617us-gaap:AccumulatedOtherComprehensiveIncomeMember2025-03-31
xbrli:pure
0001659617mbrx:AnimalLifeSciencesIncMember2019-12-31
utr:Y
00016596172025-05-232025-05-23
00016596172025-06-27
00016596172025-12-15
0001659617mbrx:ReverseStockSplitMember2025-12-012025-12-01
0001659617mbrx:WarrantLiabilityMemberus-gaap:FairValueMeasurementsRecurringMember2026-03-31
0001659617us-gaap:FairValueInputsLevel1Membermbrx:WarrantLiabilityMemberus-gaap:FairValueMeasurementsRecurringMember2026-03-31
0001659617us-gaap:FairValueInputsLevel2Membermbrx:WarrantLiabilityMemberus-gaap:FairValueMeasurementsRecurringMember2026-03-31
0001659617us-gaap:FairValueInputsLevel3Membermbrx:WarrantLiabilityMemberus-gaap:FairValueMeasurementsRecurringMember2026-03-31
0001659617mbrx:WarrantLiabilityMemberus-gaap:FairValueMeasurementsRecurringMember2025-12-31
0001659617us-gaap:FairValueInputsLevel1Membermbrx:WarrantLiabilityMemberus-gaap:FairValueMeasurementsRecurringMember2025-12-31
0001659617us-gaap:FairValueInputsLevel2Membermbrx:WarrantLiabilityMemberus-gaap:FairValueMeasurementsRecurringMember2025-12-31
0001659617us-gaap:FairValueInputsLevel3Membermbrx:WarrantLiabilityMemberus-gaap:FairValueMeasurementsRecurringMember2025-12-31
0001659617mbrx:WarrantLiabilityLongTermMember2025-12-31
0001659617mbrx:WarrantLiabilityLongTermMember2026-01-012026-03-31
0001659617mbrx:WarrantLiabilityLongTermMember2026-03-31
0001659617srt:ScenarioPreviouslyReportedMember2024-01-01
00016596172024-01-01
0001659617srt:ScenarioPreviouslyReportedMember2025-01-012025-03-31
0001659617srt:RevisionOfPriorPeriodChangeInAccountingPrincipleAdjustmentMember2025-01-012025-03-31
0001659617mbrx:SeriesEAndFWarrantsMember2026-02-19
0001659617mbrx:SeriesEAndFWarrantsMember2026-02-192026-02-19
0001659617mbrx:SeriesHWarrantsMember2026-02-19
0001659617mbrx:SeriesEWarrantsMember2026-02-19
0001659617mbrx:SeriesFWarrantsMember2026-02-19
0001659617mbrx:SeriesGWarrantsMember2026-02-19
0001659617mbrx:SeriesEFHAndGWarrantsMember2026-02-192026-02-19
0001659617us-gaap:MeasurementInputRiskFreeInterestRateMember2026-03-31
0001659617us-gaap:MeasurementInputRiskFreeInterestRateMember2025-12-31
0001659617us-gaap:MeasurementInputPriceVolatilityMember2026-03-31
0001659617us-gaap:MeasurementInputPriceVolatilityMember2025-12-31
0001659617us-gaap:MeasurementInputExpectedTermMember2026-03-31
0001659617us-gaap:MeasurementInputExpectedTermMember2025-12-31
0001659617us-gaap:MeasurementInputExpectedDividendRateMember2026-03-31
0001659617us-gaap:MeasurementInputExpectedDividendRateMember2025-12-31
0001659617mbrx:LiabilityClassifiedWarrantsMember2025-12-31
0001659617mbrx:LiabilityClassifiedWarrantsMembersrt:WeightedAverageMember2025-12-31
0001659617mbrx:LiabilityClassifiedWarrantsMember2026-01-012026-03-31
0001659617mbrx:LiabilityClassifiedWarrantsMembersrt:WeightedAverageMember2026-01-012026-03-31
0001659617mbrx:LiabilityClassifiedWarrantsMember2026-03-31
0001659617mbrx:LiabilityClassifiedWarrantsMembersrt:WeightedAverageMember2026-03-31
0001659617mbrx:The2025AtmAgreementMember2025-07-31
0001659617mbrx:The2025AtmAgreementMember2025-12-23
0001659617mbrx:The2025AtmAgreementMember2026-01-012026-03-31
0001659617us-gaap:SubsequentEventMembermbrx:The2025AtmAgreementMember2026-05-012026-05-14
0001659617srt:MinimumMemberus-gaap:SubsequentEventMembermbrx:The2025AtmAgreementMember2026-05-14
0001659617mbrx:SeriesGAndHWarrantsMemberus-gaap:SubsequentEventMember2026-04-30
0001659617mbrx:SeriesGAndHWarrantsMemberus-gaap:SubsequentEventMember2026-05-14
0001659617mbrx:GeneralAndAdministrativeExpensesMember2026-01-012026-03-31
0001659617mbrx:GeneralAndAdministrativeExpensesMember2025-01-012025-03-31
0001659617mbrx:ResearchAndDevelopmentExpensesMember2026-01-012026-03-31
0001659617mbrx:ResearchAndDevelopmentExpensesMember2025-01-012025-03-31
0001659617mbrx:EquityClassifiedWarrantsMember2026-01-012026-03-31
0001659617mbrx:EquityClassifiedWarrantsMember2025-01-012025-03-31
0001659617mbrx:EquityClassifiedWarrantsMember2026-03-31
0001659617mbrx:EquityClassifiedWarrantsMember2025-03-31
0001659617mbrx:The2024StockPlanMember2026-03-31
0001659617mbrx:ConsultingAgreementWarrantsMemberus-gaap:SubsequentEventMember2026-05-06
0001659617mbrx:ConsultingAgreementWarrantsMemberus-gaap:SubsequentEventMember2026-05-062026-05-06
00016596172023-09-30
0001659617mbrx:MDAndersonMember2026-01-012026-03-31
0001659617mbrx:MDAndersonMember2025-01-012025-03-31

 
  
 

 Table of Contents

 

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q 

 

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2026

or

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                  to                 

Commission File Number: 001-37758

 
 
 

 MOLECULIN BIOTECH, INC.
 

 (Exact name of registrant as specified in its charter)
 

 Delaware
   2834
   47-4671997
 

 (State or Other Jurisdiction of
 Incorporation or Organization)
   (Primary Standard Industrial
 Classification Code Number)
   (IRS Employer
 Identification Number)
 

 

 5300 Memorial Drive, Suite 950
  

 Houston, TX
 77007
 

 (Address of principal executive offices)
 (Zip Code)
 

 

713-300-5160

(Registrant’s telephone number, including area code)

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

 

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Registration S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.:

 

 Large accelerated filer ☐
   Smaller reporting company ☒
 

 Non-accelerated filer ☒
 Emerging growth company ☐ 
 

 Accelerated filer ☐
   

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act.): Yes ☐ No ☒

 

Securities registered pursuant to Section 12(b) of the Act:

 Title of each class
 Trading Symbol (s)
 Name of each exchange on which registered
 

 Common Stock, par value $0.001 per share
 MBRX
 The NASDAQ Stock Market LLC
 

 

The registrant had 5,336,350 shares of common stock outstanding at May 7, 2026.

 

 
 
 
  
 

 

 

 
 
 
 
 Table of Contents
 

 

 

   

 
  
 

 
  
 

 
 Moleculin Biotech, Inc.

 Form 10-Q

 Table of Contents

  

 
 
 
  
  
 Page
 
 

 
  
 PART I – FINANCIAL INFORMATION 
 
 3
 
 

 
  
  
  
 

 
 Item 1.
 
 Financial Statements (Unaudited)
 
 3
 
 

 
  
 Condensed Consolidated Balance Sheets as of March 31, 2026 and December 31, 2025
 
 3
 
 

 
  
 Condensed Consolidated Statements of Operations and Comprehensive Loss for the Three Months ended March 31, 2026 and 2025
 
 4
 
 

 
  
 Condensed Consolidated Statements of Cash Flows for the Three Months ended March 31, 2026 and 2025
 
 5
 
 

 
  
 Condensed Consolidated Statements of Stockholders' Equity for the Three Months Ended March 31, 2026 and 2025
 
 6
 
 

 
  
 Notes to Condensed Consolidated Financial Statements
 
 7
 
 

 
  
  
  
 

 
 Item 2.
 
 Management's Discussion and Analysis of Financial Condition and Results of Operations
 
 13
 
 

 
  
  
  
 

 
 Item 3.
 
 Quantitative and Qualitative Disclosures About Market Risk
 
 17
 
 

 
  
  
  
 

 
 Item 4.
 
 Controls and Procedures
 
 17
 
 

 
  
  
  
 

 
  
 PART II – OTHER INFORMATION
 
 17
 
 

 
  
  
  
 

 
 Item 1.
 
 Legal Proceedings
 
 17
 
 

 
  
  
  
 

 
 Item 1A.
 
 Risk Factors
 
 17
 
 

 
  
  
  
 

 
 Item 2.
 
 Unregistered sales of Equity Securities and Uses of Proceeds
 
 18
 
 

 
  
  
  
 

 
 Item 3.
 
 Defaults Upon Senior Securities
 
 18
 
 

 
  
  
  
 

 
 Item 4.
 
 Mine Safety Disclosures
 
 18
 
 

 
  
  
  
 

 
 Item 5.
 
 Other Information
 
 18
 
 

 
  
  
  
 

 
 Item 6.
 
 Exhibits
 
 19
 
 

 
  
  
  
 

 
  
 Signatures
 
 20
 
 

 
 
  

 
 
 
 
 2
 

 

 

 
 
 
 
 Table of Contents
 

 

 

 

    

 

 
  
 

 PART 1 FINANCIAL INFORMATION

  

 Item 1. Financial Statements

 Moleculin Biotech, Inc.

 Condensed Consolidated Balance Sheets

 (in thousands, except for share and per share data)

 (Unaudited)

  

 
    March 31,
    December 31,
  

   2026
    2025
  

 Assets
         

 Current assets:
         

 Cash and cash equivalents
  $10,317  $8,878 

 Prepaid expenses and other current assets
   644   808 

 Total current assets
   10,961   9,686 

 Intangible assets
   11,148   11,148 

 Other non-current assets
   900   900 

 Operating lease right-of-use asset
   284   314 

 Furniture and equipment, net
   70   78 

 Total assets
  $23,363  $22,126 

         

 Liabilities and Stockholders’ Equity
         

 Current liabilities:
         

 Accounts payable
  $4,574  $3,508 

 Accrued expenses and other current liabilities
   3,388   3,346 

 Total current liabilities
   7,962   6,854 

 Operating lease liability - long-term, net of current portion
   185   222 

 Warrant liability
   33   44 

 Total liabilities
   8,180   7,120 

 Commitments and contingencies (Note 7)
           

 Stockholders' equity
         

 Preferred stock, $0.001 par value; 5,000,000 shares authorized, no shares issued or outstanding
   —   — 

 Common stock, $0.001 par value; 500,000,000 shares authorized; 5,336,350 and 3,199,228 shares issued and outstanding at March 31, 2026 and December 31, 2025, respectively
   5   3 

 Additional paid-in capital
   234,079   220,997 

 Accumulated other comprehensive income (loss)
   (52)  10 

 Accumulated deficit
   (218,849)  (206,004)

 Total stockholders’ equity
   15,183   15,006 

 Total liabilities and stockholders’ equity
  $23,363  $22,126 

 

  

 See accompanying notes to these condensed consolidated financial statements.

  

 
 
 
 
 3
 

 

 

 
 
 
 
 Table of Contents
 

 

 

 

    

 
  
 

 Moleculin Biotech, Inc.

 Condensed Consolidated Statements of Operations and Comprehensive Loss

 (in thousands, except share and per share data)

 (Unaudited)

  

 
 
 
 
  
  
 Three Months Ended March 31,
 
  
 

 
  
  
 2026
 
  
  
 2025
 
  
 

 
 Revenues
 
  
 $
 —
  
  
 $
 —
  
 

 
  
  
  
  
  
  
  
  
  
 

 
 Operating expenses:
 
  
  
  
  
  
  
  
  
 

 
 Research and development
 
  
  
 5,378
  
  
  
 3,435
  
 

 
 General and administrative
 
  
  
 2,488
  
  
  
 2,477
  
 

 
 Depreciation and amortization
 
  
  
 8
  
  
  
 31
  
 

 
 Total operating expenses
 
  
  
 7,874
  
  
  
 5,943
  
 

 
 Loss from operations
 
  
  
 (7,874
 )
  
  
 (5,943
 )
 

 
 Other income (loss):
 
  
  
  
  
  
  
  
  
 

 
 Gain from change in fair value of warrant liability
 
  
  
 10,770
  
  
  
 —
  
 

 
 Transaction costs allocated to warrant liabilities
 
  
  
 (693
 )
  
  
 —
  
 

 
 Loss on issuance of warrant liabilities
 
  
  
 (15,158
 )
  
  
 —
  
 

 
 Other income, net
 
  
  
 76
  
  
  
 9
  
 

 
 Interest income, net
 
  
  
 34
  
  
  
 30
  
 

 
 Net loss
 
  
 $
 (12,845
 )
  
 $
 (5,904
 )
 

 
  
  
  
  
  
  
  
  
  
 

 
 Warrant deemed dividend
 
  
  
 (1,765
 )
  
  
 —
  
 

 
  
  
  
  
  
  
  
  
  
 

 
 Net loss available to common stockholders
 
  
 $
 (14,610
 )
  
 $
 (5,904
 )
 

 
  
  
  
  
  
  
  
  
  
 

 
 Net loss per common share - basic and diluted
 
  
 $
 (3.54
 )
  
 $
 (15.80
 )
 

 
 Weighted average common shares outstanding, basic and diluted
 
  
  
 4,124,482
  
  
  
 373,751
  
 

 
  
  
  
  
  
  
  
  
  
 

 
 Net loss
 
  
 $
 (12,845
 )
  
 $
 (5,904
 )
 

 
 Other comprehensive income (loss):
 
  
  
  
  
  
  
  
  
 

 
 Foreign currency translation
 
  
  
 (62
 )
  
  
 3
  
 

 
 Comprehensive loss
 
  
 $
 (12,907
 )
  
 $
 (5,901
 )
 

 
 
 

  

 See accompanying notes to these condensed consolidated financial statements.

  

 
 
 
 
 4
 

 

 

 
 
 
 
 Table of Contents
 

 

 

 

    

 
  
 

 Moleculin Biotech, Inc.

 Condensed Consolidated Statements of Cash Flows

 (in thousands)

  

  

  

 
 
 
 
  
  
 Three Months Ended March 31,
 
  
 

 
  
  
 2026
 
  
  
 2025
 
  
 

 
 Cash flows from operating activities:
 
  
  
  
  
  
  
  
  
 

 
 Net loss
 
  
 $
 (12,845
 )
  
 $
 (5,904
 )
 

 
 Adjustments to reconcile net loss to net cash used in operating activities:
 
  
  
  
  
  
  
  
  
 

 
 Depreciation and amortization
 
  
  
 8
  
  
  
 31
  
 

 
 Stock-based compensation
 
  
  
 380
  
  
  
 485
  
 

 
 Change in fair value of warrant liability
 
  
  
 (10,770
 )
  
  
 —
  
 

 
 Loss on issuance of warrant liabilities
 
  
  
 15,158
  
  
  
 —
  
 

 
 Operating lease, net
 
  
  
 134
  
  
  
 118
  
 

 
 Transaction costs allocated to warrant liabilities
 
  
  
 693
  
  
  
 —
  
 

 
 Changes in operating assets and liabilities:
 
  
  
  
  
  
  
  
  
 

 
 Prepaid expenses and other assets
 
  
  
 163
  
  
  
 (708
 )
 

 
 Accounts payable
 
  
  
 1,067
  
  
  
 676
  
 

 
 Accrued expenses and other current liabilities
 
  
  
 (99
 )
  
  
 738
  
 

 
 Net cash used in operating activities
 
  
  
 (6,111
 )
  
  
 (4,564
 )
 

 
 Cash flows from investing activities:
 
  
  
  
  
  
  
  
  
 

 
 Net cash used in investing activities
 
  
  
 —
  
  
  
 —
  
 

 
 Cash flows from financing activities:
 
  
  
  
  
  
  
  
  
 

 
 Proceeds from sale of common stock, pre-funded and common warrants and warrant inducement, net of issuance and transaction costs
 
  
  
 7,612
  
  
  
 7,995
  
 

 
 Proceeds from exercise of warrants
 
  
  
 —
  
  
  
 4
  
 

 
 Net cash provided by financing activities
 
  
  
 7,612
  
  
  
 7,999
  
 

 
 Effect of exchange rate changes on cash and cash equivalents
 
  
  
 (62
 )
  
  
 3
  
 

 
 Net increase in cash and cash equivalents
 
  
  
 1,439
  
  
  
 3,438
  
 

 
 Cash and cash equivalents - beginning of period
 
  
  
 8,878
  
  
  
 4,278
  
 

 
 Cash and cash equivalents - end of period
 
  
 $
 10,317
  
  
 $
 7,716
  
 

 
  
  
  
  
  
  
  
  
  
 

 
 Non-cash investing and financing activities:
 
  
  
  
  
  
  
  
  
 

 
 Equity warrants issued in relation to liability classified warrant inducements
 
  
 $
 23,435
  
  
 $
 —
  
 

 
 Reclassification of warrant liabilities to equity upon contractual reset of exercise price
 
  
 $
 12,675
  
  
 $
 —
  
 

 
 Deemed dividend in connection with warrant amendment
 
  
 $
 1,765
  
  
 $
 —
  
 

 
 Offering costs included in accounts payable and accrued liabilities
 
  
 $
 59
  
  
 $
 22
  
 

 
 Transaction costs related to the sale of common stock, pre-funded and common warrants, and warrant inducements
 
  
 $
 —
  
  
 $
 457
  
 

 
 
 

  

 See accompanying notes to these condensed consolidated financial statements.

  

 
 
 
 
 5
 

 

 

 
 
 
 
 Table of Contents
 

 

 

 

    

 
  
 

 Moleculin Biotech, Inc.

 Condensed Consolidated Statements of Stockholders’ Equity

 (in thousands, except for shares)

 (Unaudited)

  

 
 
 
 
  
  
 Three Months Ended March 31, 2026
 
  
 

 
  
  
 Common stock - shares
 
  
  
 Common stock - Par Value Amount
 
  
  
 Additional Paid-In Capital
 
  
  
 Accumulated Deficit
 
  
  
 Accumulated Other Comprehensive Income (Loss)
 
  
  
 Total
 Stockholders' Equity
 
  
 

 
 Balance, December 31, 2025
 
  
  
 3,199,228
  
  
 $
 3
  
  
 $
 220,997
  
  
 $
 (206,004
 )
  
 $
 10
  
  
 $
 15,006
  
 

 
 Warrant inducement and exercise of common stock warrants
 
  
  
 2,122,652
  
  
  
 2
  
  
  
 —
  
  
  
 —
  
  
  
 —
  
  
  
 2
  
 

 
 Issuance of common stock in connection with Consulting Agreements
 
  
  
 6,409
  
  
  
 —
  
  
  
 —
  
  
  
 —
  
  
  
 —
  
  
  
 —
  
 

 
 Issuance of common stock under at-the-market equity program, net of transaction costs
 
  
  
 3,785
  
  
  
 —
  
  
  
 18
  
  
  
 —
  
  
  
 —
  
  
  
 18
  
 

 
 Warrants exercised
 
  
  
 2,279
  
  
  
 —
  
  
  
 9
  
  
  
 —
  
  
  
 —
  
  
  
 9
  
 

 
 Common stock issued upon vesting of restricted stock units (net of taxes)
 
  
  
 1,997
  
  
  
 —
  
  
  
 —
  
  
  
 —
  
  
  
 —
  
  
  
 —
  
 

 
 Reclassification of warrant liabilities to equity upon contractual reset of exercise price
 
  
  
 —
  
  
  
 —
  
  
  
 12,675
  
  
  
 —
  
  
  
 —
  
  
  
 12,675
  
 

 
 Warrant deemed dividend
 
  
  
 —
  
  
  
 —
  
  
  
 1,765
  
  
  
 —
  
  
  
 —
  
  
  
 1,765
  
 

 
 Deemed dividend in connection with warrant amendment
 
  
  
 —
  
  
  
 —
  
  
  
 (1,765
 )
  
  
 —
  
  
  
 —
  
  
  
 (1,765
 )
 

 
 Stock-based compensation
 
  
  
 —
  
  
  
 —
  
  
  
 380
  
  
  
 —
  
  
  
 —
  
  
  
 380
  
 

 
 Consolidated net loss
 
  
  
 —
  
  
  
 —
  
  
  
 —
  
  
  
 (12,845
 )
  
  
 —
  
  
  
 (12,845
 )
 

 
 Cumulative translation adjustment
 
  
  
 —
  
  
  
 —
  
  
  
 —
  
  
  
 —
  
  
  
 (62
 )
  
  
 (62
 )
 

 
 Balance, March 31, 2026
 
  
  
 5,336,350
  
  
 $
 5
  
  
 $
 234,079
  
  
 $
 (218,849
 )
  
 $
 (52
 )
  
 $
 15,183
  
 

 
 
 

  

 
 
 
 
  
  
 Three Months Ended March 31, 2025
 
  
 

 
  
  
 Common stock - shares
 
  
  
 Common stock - Par Value Amount
 
  
  
 Additional Paid-In Capital
 
  
  
 Accumulated Deficit
 
  
  
 Accumulated Other Comprehensive Income (Loss)
 
  
  
 Total
 Stockholders' Equity
 
  
 

 
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
 

 
 Balance, December 31, 2024
 
  
  
 135,155
  
  
 $
 —
  
  
 $
 183,693
  
  
 $
 (172,444
 )
  
 $
 (41
 )
  
 $
 11,208
  
 

 
 Warrant inducement and exercise of repriced common stock warrants at $1.00 per share
 
  
  
 233,143
  
  
  
 1
  
  
  
 5
  
  
  
 —
  
  
  
 —
  
  
  
 6
  
 

 
 Warrants exercised
 
  
  
 150,801
  
  
  
 —
  
  
  
 4
  
  
  
 —
  
  
  
 —
  
  
  
 4
  
 

 
 Issued for cash - sale of common stock, pre-funded and common warrants
 
  
  
 46,000
  
  
  
 —
  
  
  
 1
  
  
  
 —
  
  
  
 —
  
  
  
 1
  
 

 
 Stock-based compensation
 
  
  
 —
  
  
  
 —
  
  
  
 485
  
  
  
 —
  
  
  
 —
  
  
  
 485
  
 

 
 Consolidated net loss
 
  
  
 —
  
  
  
 —
  
  
  
 —
  
  
  
 (5,904
 )
  
  
 —
  
  
  
 (5,904
 )
 

 
 Equity warrants issued
 
  
  
 —
  
  
  
 —
  
  
  
 7,988
  
  
  
 —
  
  
  
 —
  
  
  
 7,988
  
 

 
 Cumulative translation adjustment
 
  
  
 —
  
  
  
 —
  
  
  
 —
  
  
  
 —
  
  
  
 3
  
  
  
 3
  
 

 
 Balance, March 31, 2025
 
  
  
 565,099
  
  
 $
 1
  
  
 $
 192,176
  
  
 $
 (178,348
 )
  
 $
 (38
 )
  
 $
 13,791
  
 

 
 
 

  

  

 See accompanying notes to these condensed consolidated financial statements.

  

 
 
 
 
 6
 

 

 

 
 
 
 
 Table of Contents
 

 

 

 

    

 Moleculin Biotech, Inc.

 Notes to the Condensed Consolidated Financial Statements

 (Unaudited)

 
  
 

 
 1. Nature of Business 

  

 The terms “MBI” or “the Company”, “we”, “our” and “us” are used herein to refer to Moleculin Biotech, Inc. MBI is a clinical-stage pharmaceutical company, organized as a Delaware corporation in July 2015. MBI is a late-stage pharmaceutical development company currently conducting a pivotal Phase 2B/3 trial evaluating Annamycin, also known by its non-proprietary name "naxtarubicin", in combination with cytarabine for the treatment of subjects with relapsed/refractory (R/R) acute myeloid leukemia (AML). The Company has two additional portfolios of technologies for hard-to-treat cancers and viruses with clinical and preclinical research funded primarily by investigators at academic institutions. In June 2018, we formed Moleculin Australia Pty. Ltd., a wholly owned subsidiary to oversee pre-clinical development in Australia. In April 2026, the board of directors of both MBI and the Australian subsidiary approved the closing of this subsidiary to reduce corporate overhead costs. With the MIRACLE trial focused in the US, Europe, and, possibly, the Middle East future activities are not anticipated to include Australia.

  

 Each of its three core technologies is based substantially on discoveries at, or in conjunction with and with rights originating from the University of Texas MD Anderson Cancer Center (MD Anderson) in Houston, Texas, and features one or more drugs that have successfully completed a Phase 1 clinical trial. Three of its drug candidates have shown human activity in clinical trials and are currently or have been in Phase 1B/2 or Phase 2 clinical trials. Since MBI’s inception, its drugs have completed, are in planning, are currently in, or have been permitted to proceed in, eighteen clinical trials. Annamycin, in a unique multilamellar lipid formulation, is the Company’s lead molecule, has completed several clinical trials in AML and soft tissue sarcoma and in March 2025 began treating subjects in its Phase 2B/3 clinical trial for the treatment of R/R AML. The latter is the main focus the Company’s management and resources. Annamycin was in two concluded Phase 1B/2 clinical trials for treating Soft Tissue Sarcoma metastasized to the lungs (STS lung metastases, STS lung mets, or Advanced STS), with one physician-sponsored. The Company announced in 2025 a physician-sponsored trial for Annamycin for the treatment of pancreatic cancer intended to begin in the second half of 2026. Additionally, there is another phase 1B/2 clinical trial that is physician sponsored which is investigating using WP1066 in combination with radiation for the treatment of glioblastoma, a form of brain cancer and there is another pediatric brain tumor trial also in the planning states for late 2026.

  

 The physician-sponsored trials utilize primarily external funds, such as grant funds, which are not presented in these financial statements. The Company does not have manufacturing facilities, and all manufacturing activities are contracted out to third parties. Additionally, the Company does not have a sales organization. The Company’s overall strategy is to seek potential out-licensing or outsourcing opportunities with development/commercialization strategic partners who are better suited for the marketing, sales and distribution of its drugs, if approved.

  

 In 2019, the Company sublicensed its technologies to Animal Life Sciences, Inc. (ALI), to enable research and commercialization for non-human use and share development data. As part of this agreement, ALI issued to the Company a 10% equity interest in ALI. 

  

 On May 23, 2025, the Company received a letter from Nasdaq Stock Market LLC notifying the Company that it was not in compliance with Nasdaq Listing Rule 5550(b)(1) (the “Equity Rule”), which requires a minimum of $2.5 million in stockholders’ equity. The letter also noted that the Company did not meet the alternative compliance standards of market value of listed securities or net income from continuing operations under the Equity Rule. The notification had no immediate effect on the listing of the Company’s common stock on the Nasdaq Capital Market, and the Company was provided 45 calendar days to submit a plan to regain compliance. The Company’s compliance plan was subsequently accepted, and the Nasdaq staff granted an extension of up to 180 calendar days, through November 19, 2025, to demonstrate compliance.

  

 On June 27, 2025, the Company received an additional deficiency letter from the staff of Nasdaq indicating that, for the previous 30 consecutive business days, the closing bid price of the Company’s common stock had been below the minimum $1.00 per share requirement for continued listing on the Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(a)(2) (the “Bid Price Rule”).

  

 On November 20, 2025, the Company received a delisting determination letter from Nasdaq stating that the Company had not regained compliance with the Equity Rule within the permitted timeframe. The Company subsequently requested a hearing before a Nasdaq hearing panel (the “Panel”) to appeal the delisting determination.

  

 On December 15, 2025, the Company received a letter from Nasdaq confirming that the Company had regained compliance with the Bid Price Rule because the closing bid price of the Company’s common stock was $1.00 per share or greater for the 10 consecutive business days from December 1, 2025 through December 12, 2025. Accordingly, this matter was closed.

  

 On January 6, 2026, Nasdaq informed the Panel that the Company had regained compliance with the Equity Rule and that the Company was in compliance with all applicable continued listing standards. As a result, the hearing before the Panel was cancelled.

 
 
  
 

 
 2. Basis of presentation, principles of consolidation, and significant accounting policies and liquidity 

  

 
Reverse Stock Split - On December 1, 2025, pursuant to authority granted by our stockholders, the Company effected a 1-for-25 reverse stock split of our common stock and the filing of an amendment to our amended and restated certificate of incorporation to effectuate the reverse stock split. The amendment provides that, every twenty-five shares of our issued and outstanding common stock will automatically be combined into one issued and outstanding share of common stock, without any change in par value per share, which will remain at $0.001. The accompanying consolidated financial statements and notes to the consolidated financial statements give retroactive effect to the reverse stock split for all periods presented. Certain amounts in the financial statements, the notes thereto, and elsewhere in the Form 10-Q may be slightly different than previously reported due to rounding up of fractional shares as a result of the reverse stock split.

  

 
Basis of Presentation – Condensed Consolidated Financial Information - The accompanying condensed consolidated financial statements and related notes have been prepared in accordance with accounting principles generally accepted in the US (US GAAP) for financial information, and in accordance with the rules and regulations of the US Securities and Exchange Commission (SEC) with respect to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by US GAAP for complete financial statements. The condensed consolidated financial statements furnished reflect all normal adjustments, which are, in the opinion of management, necessary for a fair statement of results for the interim periods presented. Interim results are not necessarily indicative of the results for the full year. These condensed consolidated financial statements should be read in conjunction with the audited financial statements of the Company as of  December 31, 2025, and for the year then ended, including the notes thereto contained in the Form 10-K filed with the SEC on March 18, 2026.

  

 
 
 
 
 7
 

 

 

 
 
 
 
 Table of Contents
 

 

 

 
  
 
Principles of Consolidation - The accompanying condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. The Company views its operations and manages its business in one operating segment. All material long-lived assets of the Company reside in the United States. In accordance with FASB ASC Topic 280, Segment Reporting, the Company views its operations and manages its business as one segment. As a result, the financial information disclosed herein represents all of the material financial information related to its principal operating segment.

  

 
Segment Information - Management has determined that the Company operates in one reportable segment, which is the development and commercialization of drug products. The Company's chief operating decision maker (CODM) is its Chief Executive Officer and Chairman, who reviews financial information presented on a consolidated basis. The CODM primarily uses consolidated net loss, which is also reported on the Consolidated Statements of Operations and Comprehensive Loss as net loss, to assess financial performance and allocate resources. These financial metrics are used by the CODM to make key operating decisions, such as the assessment of segment performance and allocation of resources. The significant expense categories within net loss from operations that the CODM regularly reviews are research and development expenses and general and administrative expenses. The significant expense categories and subcategories are reported on the Consolidated Statements of Operations and Comprehensive Loss. Other expenses included in the Company’s net loss include change in fair value of warrant liabilities, other income (expense), interest income, net, and any additional non-operating expenses that are reported on the Consolidated Statements of Operations and Comprehensive Loss. 

  

 
Significant Accounting Policies - The Company's significant accounting policies are described in Note 2, Basis of Presentation, principles of consolidation and significant accounting policies, to the consolidated financial statements included in the Company's Annual Report on Form 10-K for the year ended December 31, 2025. There have been no material changes to the significant accounting policies during the three months ended March 31, 2026, except as discussed further below under Changes in Accounting Policy.

  

 
Use of Estimates - The preparation of these condensed consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates. Management considers many factors in selecting appropriate financial accounting policies and controls, and in developing the estimates and assumptions that are used in the preparation of these financial statements. Management must apply significant judgment in this process. In addition, other factors may affect estimates, including expected business and operational changes, sensitivity and volatility associated with the assumptions used in developing estimates, and whether historical trends are expected to be representative of future trends. The estimation process often may yield a range of potentially reasonable estimates of the ultimate future outcomes and management must select an amount that falls within that range of reasonable estimates. This process may result in actual results differing materially from those estimated amounts used in the preparation of financial statements. Estimates are used in the following areas, among others: fair value estimates on intangible assets, warrants, and stock-based compensation expense, as well as accrued expenses and taxes. 

  

 
Going Concern and Liquidity - These condensed consolidated financial statements have been prepared on a going concern basis, which assumes the Company will continue to realize its assets and discharge its liabilities in the normal course of business. The continuation of the Company as a going concern is dependent upon the ability of the Company to obtain necessary financing to continue operations and the attainment of profitable operations. As of  March 31, 2026, the Company had an accumulated deficit of $218.8 million since inception and had not yet generated any revenues from operations. Additionally, management anticipates that its cash on hand of $10.3 million as of March 31, 2026, is not sufficient to fund its planned operations for a period of at least one year from when these condensed consolidated financial statements are issued. These factors raise substantial doubt regarding the Company's ability to continue as a going concern. These unaudited condensed consolidated financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. The Company intends to seek additional funding through one or more of the following: a combination of equity offerings, debt financings, government or other third-party funding, commercialization, marketing and distribution arrangements, other collaborations, strategic alliances and licensing arrangements and delay planned cash outlays or a combination thereof. There can be no assurance that such events or a combination thereof can be achieved.

  

 
Cash and Cash Equivalents - Financial instruments that potentially subject the Company to a concentration of credit risk consist of cash and cash equivalents. The Company maintains cash accounts principally at one financial institution in the US, which at times, may exceed the Federal Deposit Insurance Corporation’s limit. The Company has not experienced any losses from cash balances in excess of the insurance limit. The Company’s management does not believe the Company is exposed to significant credit risk at this time due to the financial condition of the financial institution where its cash is held. 

  

 
Intangible Assets – Intangible assets with finite lives are amortized using the straight-line method over their estimated period of benefit. Acquired intangible assets identified as in-process research and development (IPR&D) assets, are considered indefinite lived until the completion or abandonment of the associated research and development efforts. If the associated research and development effort is abandoned, the related IPR&D assets will be written-off and the Company will record a noncash impairment loss on its statements of operations. For those compounds that reach commercialization, the IPR&D assets will be amortized over their estimated useful lives. Intangible assets are tested for impairment on an annual basis, which was completed as of September 30, 2025, and between annual tests if indicators of potential impairment exist, using a fair-value-based approach. The Company evaluates the recoverability of intangible assets periodically and takes into account events or circumstances that warrant revised estimates of useful lives or that indicate that impairment exists. No impairments of intangible assets have been identified during any of the periods presented.

  

 
Prepaid Expenses and Other Current Assets - Prepaid expenses and other current assets consist of the following (in thousands):

  

 
    March 31, 2026
    December 31, 2025
  

 Prepaid insurance
  $254  $512 

 Vendor prepayments and deposits
   336   278 

 Prepaid sponsored research
   45   11 

 Non-trade receivables
   9   7 

 Total prepaid expenses and other current assets
  $644  $808 

 
  

 
Other Non-Current Assets - The Company provided a cash deposit on the MB-108 trial that is expected to be held as a prepayment until the end of the study in 2029.

  

 
 
 
 
 8
 

 

 

 
 
 
 
 Table of Contents
 

 

 

 
  
 
Fair Value of Financial Instruments - The Company's financial instruments consist primarily of non-trade receivables, accounts payable, accrued expenses and its warrant liability. The carrying amount of non-trade receivables, accounts payable, and accrued expenses approximates their fair value because of the short-term maturity of such.

  

 The Company has categorized its assets and liabilities that are valued at fair value on a recurring basis into a three-level fair value hierarchy in accordance with US GAAP. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The fair value hierarchy gives the highest priority to quoted prices in active markets for identical assets and liabilities (Level 1) and lowest priority to unobservable inputs (Level 3).

  

 Assets and liabilities recorded in the condensed consolidated balance sheets at fair value are categorized based on a hierarchy of inputs as follows:

  

 Level 1 – Unadjusted quoted prices in active markets of identical assets or liabilities.

 Level 2 – Quoted prices for similar assets or liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly through market corroboration, for substantially the full term of the financial instrument.

 Level 3 – Unobservable inputs for the asset or liability.

  

 The Company’s financial assets and liabilities recorded at fair value on a recurring basis include the fair value of warrant liability discussed in Note 4.

  

 The following table provides the financial liabilities reported at fair value and measured on a recurring basis at March 31, 2026 and December 31, 2025 (table in thousands): 

  

 
 Description
   Fair Value
    Level 1
    Level 2
    Level 3
  

 Fair value of warrant liability as of March 31, 2026:
  $33  $—  $—  $33 

 Fair value of warrant liability as of December 31, 2025:
  $44  $—  $—  $44 

 
  

  

 The table below of Level 3 liabilities (table in thousands) begins with the valuation as of the beginning of the first quarter and then is adjusted for changes in fair value that occurred during the first quarter. The ending balance of the Level 3 financial instrument presented above represents the Company's best estimates and may not be substantiated by comparison to independent markets and, in many cases, could not be realized in immediate settlement of the instruments. 

  

 
 Three Months Ended March 31, 2026
   Warrant Liability Long-Term
  

 Balance, December 31, 2025
  $44 

 Warrants issued
   23,435 

 Warrants exercised
   (1)

 Warrants reclassification
   (12,675)

 Change in fair value - net
   (10,770)

 Balance, March 31, 2026
  $33 

 
  

 
Loss Per Common Share - Basic net loss per common share is computed by dividing net loss available to common shareholders by the weighted-average number of common shares outstanding during the period. For purposes of this calculation, options to purchase common stock, restricted stock units subject to vesting and warrants to purchase common stock are considered to be common stock equivalents. Diluted net loss per common share is determined using the weighted-average number of common shares outstanding during the period, adjusted for the dilutive effect of common stock equivalents. In periods when losses are reported, the weighted-average number of common shares outstanding excludes common stock equivalents, because their inclusion would be anti-dilutive. For the three months ended March 31, 2026 and 2025, approximately 10.0 million and 0.6 million, respectively, of potentially dilutive shares were excluded from the computation of diluted earnings per share due to their anti-dilutive effect.

  

 
Subsequent Events - The Company’s management reviewed all material events through the date of these unaudited condensed consolidated financial statements. See Note 8. Subsequent Events included in these unaudited condensed financial statements.

  

 
Recent Accounting Pronouncements - In December 2025, the Financial Accounting Standards Board, or FASB, issued Accounting Standards Update, or ASU, 2025-12, Codification Improvements, which clarifies various topics in the Accounting Standards Codification to improve consistency and address technical corrections. Key improvements include (clarifying the calculation of diluted earnings per share (EPS) when a loss from continuing operations exists. The amendments in this update are effective for the Company beginning January 1, 2027, with early adoption permitted. Currently, the Company is assessing the potential impact of this guidance on its condensed consolidated financial statement disclosures.

  

 In December 2025, the Financial Accounting Standards Board, or FASB, issued Accounting Standards Update, or ASU, 2025-11, Interim Reporting (Topic 270): Narrow-Scope Improvements. This standard clarifies current interim reporting requirements on topic 270 and introduces a disclosure principle requiring entities to disclose events since the end of the last annual reporting period that have a material impact on the entity. This standard will be effective for fiscal years beginning after December 15, 2027, with the option to apply it retrospectively. Early adoption is allowed. Currently, the Company is assessing. the potential impact of this guidance on its condensed consolidated financial statement disclosures.

  

 In November 2024 and January 2025, FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, which requires disclosure in the notes to the financial statements of specified information about certain costs and expenses. The amendments are effective for fiscal years beginning after December 15, 2026, and for interim periods within fiscal years beginning after December 15, 2027. Early adoption is permitted. The amendments should be applied either prospectively to financial statements issued for reporting periods after the effective date of this ASU or retrospectively to any or all prior periods presented in the financial statements. The Company is currently evaluating the new guidance to determine the impact it may have on its consolidated financial statements and related disclosures but expects additional disclosures upon adoption.

  

 There are no other effective pronouncements, or pronouncements issued but not yet effective, if adopted, that would have a material effect on the accompanying financial statements.

  

 
 
 
 
 9
 

 

 

 
 
 
 
 Table of Contents
 

 

 

 
  
 
Change in Accounting Policy - During the quarter ended September 30, 2025, the Company changed its accounting policy related to the classification of certain outstanding warrants. Prior to the change in accounting policy, the Company's policy was to account for warrants with a certain contingent settlement provision as liability warrants, initially measuring them at fair value on the date of issuance. The warrants were previously remeasured at fair value at the end of each reporting period, with the related liability reflected on the Company's balance sheet. The changes in fair value during each previous reporting period were recognized as a gain (loss) from change in fair value of warrant liability in the Company's condensed consolidated statement of operations. The Company has changed its policy and warrants that contain this certain contingent settlement provision will now be accounted as equity under ASC 815-40-15-7C through 15-7F and ASC 505. The Company concluded that accounting for its warrants as equity instruments is preferable under ASC 250, as equity classification better reflects the economic substance of the arrangement and enhances the clarity and consistency of the Company's financial reporting. As a result of this change in accounting policy, all warrants issued prior to 2025, and certain warrants issued in 2025, that were previously accounted for as liability awards due to the certain contingent settlement provision will now meet the equity classification criteria under ASC 815-40 and will be classified as equity instruments. The effects of the change in accounting policy from warrant liabilities to equity have been retrospectively applied to all periods presented in these condensed consolidated financial statements. Certain warrants issued in 2025 will continue to be classified as a liability as these warrants contain features other than the contingent settlement provision that cause liability classification. See also Note 4 - Warrants and Equity. 

  

 As a result of the change in accounting policy, the Company adjusted accumulated deficit, and additional paid-in capital to reverse previously recorded mark-to-market fair value changes of the liability-classified warrants. Warrants classified as liability warrants were adjusted retrospectively from January 2017 to June 2025, and the beginning balances have been adjusted for the policy change to equity warrant classifications. Accumulated deficit as of January 1, 2024, changed from $131.6 million, as reported under the liability classification, to $146.4 million under the equity classification.

  

 The following financial statement line items were impacted by the change in accounting policy, as shown in the tables below (in thousands, except per common share data):

  

 
    Three Months Ended
  

   March 31, 2025
  

   As Reported
    As Adjusted
    Effect of
  

   Under Old Policy
    Under New Policy
    Change
  

 Condensed Consolidated Statement of Operations
             

 Gain (loss) from change in fair value of warrant liability
  $9,054  $—  $(9,054)

 Transaction costs allocated to warrant liabilities
   (1,788)  —   1,788 

 Loss on issuance of warrant liabilities
   (7,798)  —   7,798 

 Net loss
   (6,436)  (5,904)  532 

 Net loss per common share - basic and diluted
   (17.22)  (15.80)  1.42 

 Other comprehensive income (loss)
   (6,433)  (5,901)  532 

 
  

 The change in accounting policy did not have a material effect on the statement of cashflows for any current or prior period presented.

 
 
  
 

 
 3. Accrued expenses and other current liabilities

  

 Accrued expenses and other current liabilities consist of the following components (in thousands):

  

 
    March 31, 2026
    December 31, 2025
  

 Payroll and bonuses
  $2,166  $1,821 

 Research and development
   727   1,117 

 Legal, regulatory, professional and other
   354   271 

 Operating lease liability - current
   141   137 

 Total accrued expenses and other current liabilities
  $3,388  $3,346 

 
  

 
 
  
 

 
 4. Warrants and Equity

  

 Warrant and Stock Issuances

  

 On February 19, 2026, the Company entered into warrant inducement agreements with certain holders of our existing equity-classified Series E and Series F warrants. Pursuant to the agreements, the holders exercised warrants to purchase an aggregate of 2,122,652 shares of the Company’s common stock at an exercise price of $3.90 per share, resulting in aggregate gross proceeds of approximately $8.3 million. In consideration for such exercises, the Company issued new Series H warrants to purchase up to 6,367,956 shares of common stock. The Series H warrants have a five-year term and an exercise price of $2.3976 per share. The warrants contain customary anti-dilution adjustments and beneficial ownership limitations and became exercisable upon stockholder approval in April 2026. As a result of the completion of this transaction, the exercise price of the Company’s outstanding Series E warrants was adjusted to $3.00 per share, and the number of shares underlying the remaining outstanding Series E warrants increased, in each case pursuant to the anti-dilution provisions contained in such warrants. In addition, the exercise price of the Company’s outstanding Series F warrants was adjus