UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q


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

For the quarterly period ended September 30, 2024


☐	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: 001-39811

Dogwood Therapeutics, Inc.

(Exact name of registrant as specified in its charter)

Delaware

85-4314201

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer

Identification Number)

44 Milton Avenue

Alpharetta, GA 30009

(Address of Principal Executive Offices)

(866) 620-8655

(Registrant’s telephone number)

Not applicable

(Former name, former address and former fiscal year, if changed since last report)

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

Title of Each Class	Trading symbol	Name of Exchange on which registered
Common Stock, par value $0.0001 per share	DWTX	Nasdaq Capital Market

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 Regulation S-T (§232.405 of this chapter) 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 the 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	◻	Accelerated filer	◻
Non-accelerated filer	☒	Smaller reporting company	☒	Emerging growth company	☒

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 ⌧

As of November 6, 2024, there were 1,332,178 shares of the registrant’s common stock outstanding.

Table of Contents

TABLE OF CONTENTS

		Page

Part I	Financial Information

Item 1.	Financial Statements	3

	Condensed Balance Sheets as of September 30, 2024 (Unaudited) and December 31, 2023	3

	Condensed Statements of Operations for the three and nine months ended September 30, 2024 and 2023 (Unaudited)	4

	Condensed Statements of Stockholders’ Equity for the three and nine months ended September 30, 2024 and 2023 (Unaudited)	5

	Condensed Statements of Cash Flows for the nine months ended September 30, 2024 and 2023 (Unaudited)	6

	Notes to Condensed Financial Statements (Unaudited)	7

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	19

Item 3.	Quantitative and Qualitative Disclosures about Market Risk	31

Item 4.	Controls and Procedures	31

Part II	Other Information

Item 1.	Legal Proceedings	32

Item 1A.	Risk Factors	32

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	34

Item 3.	Defaults Upon Senior Securities	34

Item 4.	Mine Safety Disclosures	34

Item 5.	Other Information	34

Item 6.	Exhibits	34

Exhibit Index

Signatures

Table of Contents

PART I —FINANCIAL INFORMATION

Item 1. Financial Statements

DOGWOOD THERAPEUTICS, INC.

Condensed Balance Sheets

(Unaudited)


	September 30,		December 31,
	2024		2023
		(Unaudited)		(As Adjusted)
Assets
Current assets:
Cash	$	2,039,819	$	3,316,946
Prepaid expenses and other current assets		243,430		848,496
Total current assets		2,283,249		4,165,442
Total assets	$	2,283,249	$	4,165,442
Liabilities and stockholders' equity
Current liabilities:
Accounts payable	$	454,962	$	111,913
Accrued expenses		878,856		246,635
Total current liabilities		1,333,818		358,548
Total liabilities		1,333,818		358,548
Commitments and contingencies (Note 8)
Stockholders' equity:
Common stock, $0.0001 par value; 43,000,000 shares authorized; 1,118,035 and 1,110,317 shares issued and outstanding at September 30, 2024, respectively; and 778,035 and 770,317 shares issued and outstanding at December 31, 2023, respectively		111		77
Preferred stock, $0.0001 par value; 2,000,000 shares authorized, no shares issued and outstanding at September 30, 2024 and December 31, 2023		—		—
Additional paid-in capital		67,339,522		65,575,167
Accumulated deficit		(66,091,074)		(61,469,222)
		1,248,559		4,106,022
Less: Treasury stock, 7,718 shares of common stock at cost		(299,128)		(299,128)
Total stockholders' equity		949,431		3,806,894
Total liabilities and stockholders' equity	$	2,283,249	$	4,165,442

The accompanying notes are an integral part of these condensed financial statements.

Table of Contents

DOGWOOD THERAPEUTICS, INC.

Condensed Statements of Operations

(Unaudited)


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2024		2023		2024		2023
Revenue	$	—	$	—	$	—	$	—

Operating expenses:
Research and development		535,162		374,200		1,214,964		1,429,757
General and administrative expenses		1,766,010		900,089		3,470,133		2,879,036
Total operating expenses		2,301,172		1,274,289		4,685,097		4,308,793

Loss from operations		(2,301,172)		(1,274,289)		(4,685,097)		(4,308,793)

Other income:
Interest income		20,488		39,215		63,245		115,951
Total other income		20,488		39,215		63,245		115,951

Loss before income taxes		(2,280,684)		(1,235,074)		(4,621,852)		(4,192,842)
Income tax provision		—		—		—		—

Net loss	$	(2,280,684)	$	(1,235,074)	$	(4,621,852)	$	(4,192,842)
Basic and diluted net loss per share, as adjusted	$	(2.05)	$	(1.62)	$	(4.95)	$	(5.63)
Weighted average number of shares outstanding – basic and diluted, as adjusted		1,110,317		763,750		932,872		744,586

The accompanying notes are an integral part of these condensed financial statements.

Table of Contents

DOGWOOD THERAPEUTICS, INC.

Condensed Statements of Changes of Stockholders’ Equity, as Adjusted

(Unaudited)


										Total
	Common Stock			Additional		Accumulated		Treasury		Stockholders’
	Shares	Par		Paid-In Capital		Deficit		Stock		Equity
Balance, December 31, 2023	770,317	$	77	$	65,575,167	$	(61,469,222)	$	(299,128)	$	3,806,894
Share-based compensation expense	—		—		138,969		—		—		138,969
Net loss	—		—		—		(1,291,335)		—		(1,291,335)
Balance, March 31, 2024	770,317	$	77	$	65,714,136	$	(62,760,557)	$	(299,128)	$	2,654,528
Proceeds from public offering of common stock, net of offering costs	340,000		34		1,382,136		—		—		1,382,170
Share-based compensation expense	—		—		148,948		—		—		148,948
Net loss	—		—		—		(1,049,833)		—		(1,049,833)
Balance, June 30, 2024	1,110,317	$	111	$	67,245,220	$	(63,810,390)	$	(299,128)	$	3,135,813
Share-based compensation expense	—		—		94,302		—		—		94,302
Net loss	—		—		—		(2,280,684)		—		(2,280,684)
Balance, September 30, 2024	1,110,317	$	111	$	67,339,522	$	(66,091,074)	$	(299,128)	$	949,431


										Total
	Common Stock			Additional		Accumulated		Treasury		Stockholders’
	Shares	Par		Paid-In Capital		Deficit		Stock		Equity
Balance, December 31, 2022	733,215	$	73	$	63,499,628	$	(56,173,207)	$	—	$	7,326,494
Share-based compensation expense	—		—		161,697		—		—		161,697
Net loss	—		—		—		(1,516,864)		—		(1,516,864)
Balance, March 31, 2023	733,215	$	73	$	63,661,325	$	(57,690,071)	$	—	$	5,971,327
Exercise of warrants	18,705		2		292,253		—		—		292,255
Shares surrendered in cashless warrant exercises	(7,582)		(1)		—		—		(292,254)		(292,255)
Share-based compensation expense	—		—		161,664		—		—		161,664
Net loss	—		—		—		(1,440,904)		—		(1,440,904)
Balance, June 30, 2023	744,338	$	74	$	64,115,242	$	(59,130,975)

SEC Form 10-Q filed by Dogwood Therapeutics Inc.