Tonix Pharmaceuticals Holding Corp. filed SEC Form 8-K: Results of Operations and Financial Condition, Other Events
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of report (date of earliest event reported):
(Exact name of registrant as specified in its charter)
|
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area
code:
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| The |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
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. ☐
| Item 2.02 | Results of Operations and Financial Condition. |
Tonix Pharmaceuticals Holding Corp. (the “Company”) is disclosing selected preliminary operating results for the quarter ended June 30, 2025, and certain preliminary financial condition information as of July 25, 2025, as set forth below:
| · | The Company ended the quarter with approximately $125.3 million in cash and cash equivalents. As of July 25, 2025, the Company had 8,745,174 shares of common stock outstanding. |
| · | The Company’s net cash used in operating activities for the quarter ended June 30, 2025 was approximately $16.3 million compared to $9.9 million for the quarter ended June 30, 2024. |
| · | The Company’s capital expenditures for the quarter ended June 30, 2025, was approximately $1.1 million compared to $0 for the quarter ended June 30, 2024. |
| · | The Company’s net operating loss for the quarter ended June 30, 2025, was approximately $26.3 million compared to $78.8 million for the quarter ended June 30, 2024. |
| · | The Company’s net revenue from the sale of its marketed products for the quarter ended June 30, 2025, was approximately $2.0 million compared to $2.2 million for the quarter ended June 30, 2024. |
The Company believes that, based on its current operating plan, its cash resources at June 30, 2025, and the net proceeds of $50.6 million that it raised from equity offerings in the third quarter of 2025, will meet its planned operating and capital expenditure requirements into the third quarter of 2026.
The above information is preliminary financial information for the quarter ended June 30, 2025 and subject to completion. The unaudited, estimated results for the quarter ended June 30, 2025 are preliminary and were prepared by the Company’s management, based upon its estimates, a number of assumptions and currently available information, and are subject to revision based upon, among other things, quarter and year-end closing procedures and/or adjustments, the completion of the Company’s consolidated financial statements and other operational procedures. This preliminary financial information is the responsibility of management and has been prepared in good faith on a consistent basis with prior periods. However, the Company has not completed its financial closing procedures for the quarter ended June 30, 2025, and its actual results could be materially different from this preliminary financial information, which preliminary information should not be regarded as a representation by the Company or its management as to its actual results for the quarter ended June 30, 2025. In addition, EisnerAmper LLP, the Company’s independent registered public accounting firm, has not audited, reviewed, compiled, or performed any procedures with respect to this preliminary financial information and does not express an opinion or any other form of assurance with respect to this preliminary financial information. During the course of the preparation of the Company’s financial statements and related notes as of and for the quarter ended June 30, 2025, the Company may identify items that would require it to make material adjustments to this preliminary financial information. As a result, prospective investors should exercise caution in relying on this information and should not draw any inferences from this information. This preliminary financial information should not be viewed as a substitute for full financial statements prepared in accordance with United States generally accepted accounting principles and reviewed by the Company’s auditors.
The Company currently expects to file its Quarterly Report on Form 10-Q, including its financial statements for the quarter ended June 30, 2025, on or about August 11, 2025.
| Item 8.01 | Financial Statements and Exhibits. |
The information included in Item 2.02 is incorporated herein by reference.
SIGNATURE
Pursuant to the requirement 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. | |||
| Date: July 25, 2025 | By: | /s/ Bradley Saenger | |
| Bradley Saenger | |||
| Chief Financial Officer | |||