Overview
- TickerCDT on Nasdaq1
- IndustryPharmaceutical Preparations1
- HeadquartersNaples, Florida1
- Incorporated inDE2
- Business address4851 Tamiami Trail North, Suite 200, Naples, Fl 341032
- Filer category, Emerging growth company2
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Sarborg’s insights have directly informed two new combination patent filings, strengthening our intellectual property portfolio.3 From its latest annual report
Financials
From the company’s reports to the SEC. Every number links to the filing it came from.
Financial statements
Every line of the income statement as filed: the last 2 fiscal years, latest first.6
| Period ending | 2025-12-31 | 2024-12-31 |
|---|---|---|
| Research and development expenses | $5.1M | $3.4M |
| General and administrative expenses | $31.7M | $12.0M |
| Total operating costs and expenses | $36.8M | $15.4M |
| Operating loss | -$36.8M | -$15.4M |
| Other expense, net | -$2.2M | -$890.0K |
| Interest income | $28.0K | $13.0K |
| Interest expense, net | -$319.0K | -$1.5M |
| Total other expense, net | -$2.5M | -$2.4M |
| Net loss | -$39.2M | -$17.8M |
| Basic net loss per share | -$1,177.89 | -$61,598.62 |
| Diluted net loss per share | -$1,177.89 | -$61,598.62 |
| Basic weighted-average common shares outstanding | 33.3K shares | 289 shares |
| Diluted weighted-average common shares outstanding | 33.3K shares | 289 shares |
| Foreign currency translation adjustment | -$430.0K | $3.0K |
| Total comprehensive loss | -$39.7M | -$17.8M |
No quarter-by-quarter statement was filed.
Every line of the balance sheet as filed: the last 4 fiscal years (annual) or 4 quarters (quarterly), latest first.6
| Period ending | 2025-12-31 | 2024-12-31 | 2024-02-29 | 2023-12-31 |
|---|---|---|---|---|
| Cash and cash equivalents | $1.5M | $554.0K | ||
| Prepaid R&D services- related party (see Note 10 and Note 16) | $881.0K | $380.0K | ||
| Prepaid R&D services | $166.0K | |||
| Prepaid expenses and other current assets | $1.8M | $1.8M | ||
| Total current assets | $4.4M | $2.7M | ||
| Operating lease right-of-use assets, net | $142.0K | $263.0K | $400.0K | |
| Equipment and clinical assets, net | $269.0K | $40.0K | ||
| Prepaid expenses and other long-term assets | $860.0K | $1.2M | ||
| Total assets | $5.7M | $4.2M | ||
| Accounts payable | $1.9M | $1.4M | ||
| Accrued expenses and other current liabilities | $538.0K | $2.0M | ||
| Accrued litigation liability | $9.6M | |||
| Operating lease liability, current portion | $115.0K | $119.0K | $200.0K | |
| Convertible promissory note payable | $800.0K | |||
| Total current liabilities | $12.8M | $10.7M | ||
| Operating lease liability, non-current portion | $107.0K | $200.0K | ||
| Derivative warrant liability | $138.0K | |||
| Total liabilities | $12.8M | $11.0M | ||
| Additional paid-in capital | $61.2M | $21.9M | ||
| Accumulated deficit | -$68.3M | -$29.1M | ||
| Accumulated other comprehensive income (loss) | -$16.0K | $414.0K | ||
| Total stockholders equity (deficit) | -$7.2M | -$6.8M | -$457.0K | |
| Total liabilities and stockholders equity (deficit) | $5.7M | $4.2M | ||
| Common stock, par value | $0.00 | $0.00 | ||
| Common stock, shares authorized | 250.0M shares | 250.0M shares | ||
| Common stock, shares issued | 92.1K shares | 461 shares | ||
| Common stock, shares outstanding | 92.1K shares | 461 shares | ||
| Preferred stock, par value | $0.00 | $0.00 | ||
| Preferred stock, shares authorized | 1.0M shares | 1.0M shares |
| Period ending | 2025-12-31 | 2024-12-31 | 2024-02-29 | 2023-12-31 |
|---|---|---|---|---|
| Cash and cash equivalents | $1.5M | $554.0K | ||
| Prepaid R&D services- related party (see Note 10 and Note 16) | $881.0K | $380.0K | ||
| Prepaid R&D services | $166.0K | |||
| Prepaid expenses and other current assets | $1.8M | $1.8M | ||
| Total current assets | $4.4M | $2.7M | ||
| Operating lease right-of-use assets, net | $142.0K | $263.0K | $400.0K | |
| Equipment and clinical assets, net | $269.0K | $40.0K | ||
| Prepaid expenses and other long-term assets | $860.0K | $1.2M | ||
| Total assets | $5.7M | $4.2M | ||
| Accounts payable | $1.9M | $1.4M | ||
| Accrued expenses and other current liabilities | $538.0K | $2.0M | ||
| Accrued litigation liability | $9.6M | |||
| Operating lease liability, current portion | $115.0K | $119.0K | $200.0K | |
| Convertible promissory note payable | $800.0K | |||
| Total current liabilities | $12.8M | $10.7M | ||
| Operating lease liability, non-current portion | $107.0K | $200.0K | ||
| Derivative warrant liability | $138.0K | |||
| Total liabilities | $12.8M | $11.0M | ||
| Additional paid-in capital | $61.2M | $21.9M | ||
| Accumulated deficit | -$68.3M | -$29.1M | ||
| Accumulated other comprehensive income (loss) | -$16.0K | $414.0K | ||
| Total stockholders equity (deficit) | -$7.2M | -$6.8M | -$457.0K | |
| Total liabilities and stockholders equity (deficit) | $5.7M | $4.2M | ||
| Common stock, par value | $0.00 | $0.00 | ||
| Common stock, shares authorized | 250.0M shares | 250.0M shares | ||
| Common stock, shares issued | 92.1K shares | 461 shares | ||
| Common stock, shares outstanding | 92.1K shares | 461 shares | ||
| Preferred stock, par value | $0.00 | $0.00 | ||
| Preferred stock, shares authorized | 1.0M shares | 1.0M shares |
Cash flow is reported year to date, not quarter by quarter, so there are no separate quarterly figures.
Every line of the cash flow as filed: the last 2 fiscal years, latest first.6
| Period ending | 2025-12-31 | 2024-12-31 |
|---|---|---|
| Net loss | -$39.2M | -$17.8M |
| Compensation expense recognized for the issuance of shares and warrants in connection with the sale of a previously controlled subsidiary | $7.0M | |
| Gain on debt extinguishment, net | -$278.0K | |
| Loss on debt extinguishment, net | $707.0K | |
| Realized gain on short-term investments | -$8.0K | |
| Loss on disposal of crypto holdings | $403.0K | |
| Gain on waiver of accrued interest | -$371.0K | |
| Unrealized foreign exchange gain / loss | -$16.0K | $13.0K |
| Loss (gain) on change in fair value of convertible notes payable | $2.7M | -$2.0M |
| Gain on change in fair value of warrants | -$138.0K | -$221.0K |
| Loss on issuance of warrants | $2.7M | |
| Non-cash lease expense | $125.0K | $89.0K |
| Stock-based compensation expense | $2.2M | $1.6M |
| Issuance of common stock for licensing right | $1.6M | |
| Non-cash interest expense | $253.0K | $536.0K |
| Depreciation expense | $21.0K | $10.0K |
| Amortization of prepaid directors and officers insurance | $1.4M | $1.7M |
| Amortization expense | $2.4M | $447.0K |
| Issuance of common stock for services | $1.2M | |
| Issuance of common stock for services - related party | $2.1M | |
| Amortization of debt discount | $929.0K | |
| Gain (loss) on issuance of common stock for services | -$70.0K | $202.0K |
| Prepaid expenses and other current assets | -$4.1M | -$2.3M |
| Accounts payable | $434.0K | $1.2M |
| Accrued expenses and other current liabilities | -$1.1M | $1.0M |
| Accrued litigation liability | $9.6M | |
| Lease liability | -$125.0K | -$124.0K |
| Net cash used in operating activities | -$15.6M | -$9.7M |
| Purchase of digital assets | -$2.0M | |
| Proceeds from disposal of digital assets | $1.6M | |
| Purchase of equipment and clinical assets | -$405.0K | -$51.0K |
| Purchases of short-term investments | -$490.0K | |
| Proceeds from the sale of short-term investments | $498.0K | |
| Net cash flows used in investing activities | -$808.0K | -$43.0K |
| Proceeds from the issuance of notes payable related parties | $3.2M | |
| Proceeds from issuance of common shares related to ATM program | $19.7M | $3.3M |
| Exercise of warrants | $176.0K | |
| Repayment of notes payable | -$158.0K | -$776.0K |
| Proceeds from issuance of warrants | $113.0K | |
| Repayment of notes payable - related parties | -$425.0K | |
| Repayment of convertible notes payable - related parties | -$927.0K | |
| Repayment of convertible notes payable | -$661.0K | |
| Purchases of treasury stock | -$106.0K | |
| Net cash flows provided by financing activities | $17.4M | $6.1M |
| Net change in cash and cash equivalents before effect of exchange rate changes | $1.1M | -$3.7M |
| Effect of exchange rate changes on cash and cash equivalents | -$104.0K | -$16.0K |
| Net change in cash | $955.0K | -$3.7M |
| Right of Use Asset obtained in exchange for Operating Lease Liabilities | $352.0K | |
| Correction of immaterial error related to franchise tax expense | $144.0K | |
| Issuance of Common Stock upon exercise of conversion option | $7.1M | $92.0K |
| Issuance of Common Stock in exchange for debt extension | $489.0K | |
| Shares cancelled | -$106.0K | |
| Conversion of deferred commission payable to convertible promissory note | $5.4M | |
| Cash paid for interest | $80.0K |
No quarter-by-quarter statement was filed.
Corporate structure
CDT Equity Inc. sits at the top of its group. 1 entity, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.
Major holders of CDT Equity Inc.
- Primary Development Fund (Cayman) SPC - E3 Fund SP Filed SCHEDULE 13G/A on CDT Equity Inc., latest Oct 8, 2026 (4 filings since Aug 21, 2026)
- Craig Stuart Wigglesworth Filed SCHEDULE 13G/A on CDT Equity Inc., latest Oct 7, 2026 (2 filings since Sep 9, 2026)
- Mark Andrew Taylor Filed SCHEDULE 13G/A on CDT Equity Inc., latest Oct 7, 2026 (4 filings since Mar 30, 2026)
- Corvus Capital Ltd. Filed SCHEDULE 13D/A on CDT Equity Inc., latest Sep 2, 2026 (7 filings since Sep 29, 2023)
- Ascent Partners Fund LLC Filed SCHEDULE 13G on CDT Equity Inc., latest Jun 5, 2026 (2 filings since Feb 18, 2026)
- Nirland Ltd Filed SCHEDULE 13G on CDT Equity Inc., latest May 20, 2026 (7 filings since Oct 2, 2023)
- Sarborg Ltd Filed SCHEDULE 13G/A on CDT Equity Inc., latest Aug 18, 2025 (2 filings since May 7, 2025)
- A.G.P. / ALLIANCE GLOBAL PARTNERS, LLC Filed SCHEDULE 13G on CDT Equity Inc., latest May 15, 2025
- AstraZeneca Filed SCHEDULE 13G/A on CDT Equity Inc., latest Apr 10, 2025 (2 filings since Oct 11, 2024)
- St George Street Capital Filed SC 13G/A on CDT Equity Inc., latest Nov 6, 2024 (2 filings since Sep 29, 2023)
- Polar Asset Management Partners Inc. Filed SC 13G/A on CDT Equity Inc., latest Feb 12, 2024 (2 filings since Feb 10, 2023)
- Saba Capital Management, L.P. Filed SC 13G/A on CDT Equity Inc., latest Feb 8, 2024 (2 filings since Feb 11, 2022)
- CDT Equity Inc. Naples, Florida
Built from major holders from Schedules 13D and 13G. Each entity in the chart links to its source.
What it owns
What CDT Equity Inc. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.
Property and equipment
| Item | Latest | A year before | Change |
|---|---|---|---|
| Property and equipment, net | $269.0K6 Dec 31, 2025 | $40.0K6 Dec 31, 2024 | +572.5% |
| Operating-lease assets (leased space) | $142.0K6 Dec 31, 2025 | $263.0K6 Dec 31, 2024 | −46.0% |
Investments
| Item | Latest | A year before | Change |
|---|---|---|---|
| Cash and cash equivalents | $1.5M6 Dec 31, 2025 | $554.0K6 Dec 31, 2024 | +172.4% |
| Marketable securities, current | $4.2M5 Dec 31, 2024 | $4.2M5 Dec 31, 2023 | 0% |
Properties, in its own words
We currently operate as a virtual company, but also lease property in the United Kingdom. On March 7, 2024, we entered into a lease for laboratory space at Cambridge Science Park. Rent is £92,925 per annum, the equivalent of approximately $10,000 per month. The lease runs until January of 2027, and the laboratory space is intended to provide us with the ability to extend or develop proprietary solid-form intellectual property for existing and future clinical assets.
Item 2 of the 10-K filed Apr 15, 2026.3
Leadership
Who has led CDT Equity Inc., and when. Pick a name to see everywhere that person has worked.
President
Chief financial officer
- Chief executive officerAndrew Regan Jun 13, 2025 to now10
- Chief executive officerDavid Tapolczay Sep 26, 2023 to Nov 20, 202411
- Chief executive officerJack Kendrick Heilbron Feb 11, 2022 to Feb 11, 202212
- ChairJack Kendrick Heilbron Feb 11, 2022 to Feb 11, 202212
- PresidentJack Kendrick Heilbron Feb 11, 2022 to Feb 11, 202212
- Chief financial officerJames Bligh Jun 11, 2024 to now13
- Chief financial officerAdam Sragovicz Feb 11, 2022 to May 15, 202414
Board members and other officers (13)
- Chief Accounting OfficerEdwin H. Bentzen Iv. Feb 11, 2022 to Feb 11, 202215
- Board memberUlrik K. Olsen Apr 30, 2026 to now16
- Board memberSimon Jeremy Fry Dec 20, 2024 to now17
- Board memberAndrew Regan Sep 26, 2023 to now18
- Board memberDavid Tapolczay Sep 26, 2023 to Nov 20, 202411
- Board memberFaith L. Charles Sep 26, 2023 to now19
- Board memberFreda C. Lewis-Hall Sep 26, 2023 to now20
- Board memberJames Bligh Sep 26, 2023 to now21
- Board memberJennifer Isacoff McNealey Sep 26, 2023 to May 15, 202422
- Board memberAdam Sragovicz Feb 11, 2022 to Feb 11, 202214
- Board memberChele Chiavacci Farley Feb 11, 2022 to now23
- Board memberKnuettel Francis Ii. Feb 11, 2022 to Feb 11, 202224
- Board memberRichard Edward Feinberg Feb 11, 2022 to Feb 11, 202225
Former names
Timeline
- Oct 13, 20268-K Entered a material agreement; New debt or obligation; Unregistered sale of shares26
- Sep 25, 20268-K Change to shareholders' rights; Bylaws or fiscal year changed; Regulation FD disclosure27
- Sep 18, 20268-K Entered a material agreement; New debt or obligation; Unregistered sale of shares28
- Sep 4, 20268-K Entered a material agreement; New debt or obligation; Unregistered sale of shares29
- Sep 1, 20268-K Executive or director change; Shareholder vote30
- Sep 1, 20268-K Other events31
- Aug 21, 20268-K Completed an acquisition or sale32
- Aug 21, 20268-K Financial statements and exhibits33
- Aug 6, 20268-K Entered a material agreement; New debt or obligation; Unregistered sale of shares34
- Aug 3, 20268-K Completed an acquisition or sale35
- Jul 31, 20268-K Entered a material agreement; Unregistered sale of shares36
- Jul 29, 20268-K Unregistered sale of shares37
- Jun 13, 2025New chief executive Andrew Regan becomes CEO10
- Sep 26, 2023New chief executive David Tapolczay becomes CEO11
- Feb 11, 2022New chief executive Jack Kendrick Heilbron becomes CEO12
Calendar
Coming up
- Nov 12, 2026Reports results for the quarter ending Sep/202638
Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar
Filings
357 filings to the SEC since October 2021: 5 annual reports, 18 quarterly reports, 78 major events, 64 insider forms, 47 large holders, 145 other. The latest 20:
- Oct 13, 2026424B3 EDGAR
- Oct 13, 20268-K EDGAR
- Oct 8, 2026SCHEDULE 13G/A EDGAR
- Oct 7, 2026SCHEDULE 13G EDGAR
- Oct 7, 2026SCHEDULE 13G/A EDGAR
- Oct 7, 2026SCHEDULE 13G/A EDGAR
- Oct 2, 2026424B3 EDGAR
- Sep 25, 20268-K EDGAR
- Sep 18, 2026424B3 EDGAR
- Sep 18, 20268-K EDGAR
- Sep 18, 2026424B3 EDGAR
- Sep 17, 2026EFFECT EDGAR
- Sep 9, 2026SCHEDULE 13G EDGAR
- Sep 8, 2026S-1 EDGAR
- Sep 4, 20268-K EDGAR
- Sep 2, 2026SCHEDULE 13G EDGAR
- Sep 2, 20264 EDGAR
- Sep 2, 2026SCHEDULE 13D/A EDGAR
- Sep 1, 20268-K EDGAR
- Sep 1, 20268-K EDGAR
The 357 filings since October 2021 can be filtered by form type and year here when JavaScript is on.
Every filing from the last five years, summarized. The full record is on SEC EDGAR.
Insider trades
17 open-market trades by officers, directors and large owners since October 2021: 0 buys and 17 sales. Grants, option exercises and gifts are left out.
| Date | Who | Trade | Shares | Price | Value | Filing |
|---|---|---|---|---|---|---|
| Aug 28, 2026 | Regan AndrewChief Executive Officer | Sale | 290 | Form 4 | ||
| Jun 18, 2026 | Prospect Capital Securities Ltd10% owner | Sale | 2,068,000 | $1.43 | $2.9M | Form 4 |
| Oct 7, 2024 | Dovet Ltd10% owner | Sale | 939,009 | $0.10 | $93.9K | Form 4 |
| Oct 4, 2024 | Dovet Ltd10% owner | Sale | 1,368,991 | $0.10 | $136.9K | Form 4 |
| Oct 3, 2024 | Dovet Ltd10% owner | Sale | 1,500,000 | $0.10 | $150.0K | Form 4 |
| Oct 2, 2024 | Rowland Master Trust10% owner | Sale | 333,177 | $0.10 | $33.3K | Form 4 |
| Oct 1, 2024 | Rowland Master Trust10% owner | Sale | 1,250,000 | $0.11 | $137.5K | Form 4 |
| Sep 30, 2024 | Rowland Master Trust10% owner | Sale | 1,016,823 | $0.12 | $122.0K | Form 4 |
| Jul 17, 2024 | Corvus Capital Ltd.10% owner | Sale | 1,514,100 | $0.26 | $393.7K | Form 4 |
| Jul 16, 2024 | Corvus Capital Ltd.10% owner | Sale | 10,244,392 | $0.32 | $3.3M | Form 4 |
| Jul 15, 2024 | Corvus Capital Ltd.10% owner | Sale | 1,005,200 | $0.25 | $251.3K | Form 4 |
| Jul 12, 2024 | Corvus Capital Ltd.10% owner | Sale | 1,389,820 | $0.25 | $347.5K | Form 4 |
| Jul 11, 2024 | Corvus Capital Ltd.10% owner | Sale | 882,952 | $0.30 | $261.9K | Form 4 |
| Jul 10, 2024 | Corvus Capital Ltd.10% owner | Sale | 150,000 | $0.33 | $49.5K | Form 4 |
| Jul 9, 2024 | Corvus Capital Ltd.10% owner | Sale | 77,681 | $0.44 | $34.2K | Form 4 |
| Jul 8, 2024 | Corvus Capital Ltd.10% owner | Sale | 35,923 | $0.51 | $18.3K | Form 4 |
| Jul 3, 2024 | Corvus Capital Ltd.10% owner | Sale | 1,000 | $0.64 | $640 | Form 4 |
From Forms 4 filed with the SEC.
Major holders
Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.
- Primary Development Fund (Cayman) SPC - E3 Fund SPSCHEDULE 13G/A, 4 filings Aug 21, 2026 to Oct 8, 202639
- Craig Stuart WigglesworthSCHEDULE 13G/A, 2 filings Sep 9, 2026 to Oct 7, 202640
- Mark Andrew TaylorSCHEDULE 13G/A, 4 filings Mar 30, 2026 to Oct 7, 202641
- Corvus Capital Ltd.SCHEDULE 13D/A, 7 filings Sep 29, 2023 to Sep 2, 202642
- Ascent Partners Fund LLCSCHEDULE 13G, 2 filings Feb 18, 2026 to Jun 5, 202643
- Nirland LtdSCHEDULE 13G, 7 filings Oct 2, 2023 to May 20, 202644
- Sarborg LtdSCHEDULE 13G/A, 2 filings May 7, 2025 to Aug 18, 202545
- A.G.P. / ALLIANCE GLOBAL PARTNERS, LLCSCHEDULE 13G, 1 filing May 15, 202546
- AstraZenecaSCHEDULE 13G/A, 2 filings Oct 11, 2024 to Apr 10, 202547
- St George Street CapitalSC 13G/A, 2 filings Sep 29, 2023 to Nov 6, 202448
- Polar Asset Management Partners Inc.SC 13G/A, 2 filings Feb 10, 2023 to Feb 12, 202449
- Saba Capital Management, L.P.SC 13G/A, 2 filings Feb 11, 2022 to Feb 8, 202450
- Hudson Bay Capital Management LPSC 13G/A, 2 filings Feb 10, 2023 to Feb 2, 202451
- Murphy Canyon Acquisition Sponsor, LLCSC 13D/A, 3 filings Feb 14, 2022 to Sep 29, 202352
- Shaolin Capital Management LLCSC 13D, 1 filing Feb 16, 202353
- MMCAP International Inc. SPCSC 13G/A, 2 filings Feb 10, 2022 to Feb 14, 202354
- Space Summit Capital LLCSC 13G/A, 2 filings Feb 4, 2022 to Feb 8, 202355
Executive pay
What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.
| Year | Executive | Age | Salary | Total pay |
|---|---|---|---|---|
| 2025 | Andrew Regan | $400.1K | $8.2M56 | |
| 2025 | James Bligh, | $528.0K | $1.5M56 | |
| 2025 | David Tapolczay | $391.5K | $518.5K56 | |
| 2024 | Chief Financial Officer | $438.1K | $692.9K56 | |
| 2024 | Former ChiefExecutive Officer and Director and Current Head of Licensing & Strategy | $558.6K | $617.4K56 |
SEC filer profile
How CDT Equity Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.
- Name on EDGARCDT Equity Inc.1
- CIK0001896212
- Employer ID (EIN)87-32725433
- Filer statusNon-accelerated filer an emerging growth company; a smaller reporting company; a shell company3
- Incorporated inDelaware3
- Fiscal year endsDecember 311
- Industry code (SIC)2834 Pharmaceutical Preparations1
- SEC reviewing officeOffice of Life Sciences, Division of Corporation Finance1
- Business address4851 Tamiami Trail North, Suite 200, Naples, FL 341031
- Phone(646) 491 91321
- Shares outstanding786,670 as of Aug 12, 20268
- Public float$55.2K as of Jun 30, 20253
- AuditorCBIZ CPAs P.C., New York, NY PCAOB ID 199; no auditor attestation of internal control over financial reporting3
- On EDGAR sinceDec 9, 20211
- Filings357 in all: 8-K (72), 4 (45), CORRESP (21), 3 (19), 424B3 (18), UPLOAD (15), 10-Q (14), EFFECT (13)1
All 42 form types
SCHEDULE 13G (11), 425 (10), SC 13G/A (9), 424B5 (8), SC 13G (8), DEF 14A (7), S-3 (7), 8-K/A (6), PRE 14A (6), SCHEDULE 13D/A (6), SCHEDULE 13G/A (6), 10-K (5), S-8 (5), 10-Q/A (4), S-1 (4), ARS (3), DEFA14A (3), NT 10-Q (3), S-1/A (3), S-4/A (3), SC 13D (3), SC 13D/A (3), 8-A12B (2), CERT (2), DRS (2), NT 10-K (2), SEC STAFF LETTER (2), 25-NSE (1), POS AM (1), RW (1), RW WD (1), S-4 (1), S-8 POS (1), SCHEDULE 13D (1)
- Latest filingsAnnual report (10-K) Apr 15, 2026
Quarterly report (10-Q) Aug 12, 2026
Proxy statement (DEF 14A) Aug 11, 2026
Latest 8-K (8-K) Oct 13, 2026
Securities registered for trading
| Class | Symbol | Exchange |
|---|---|---|
| Common Stock, par value $0.0001 per share | CDT | Nasdaq |
| Redeemable Warrants, each whole warrant exercisable for one share of Common Stock | CDTTW | Nasdaq |
From the cover page of the 10-K filed Apr 15, 2026 (Section 12(b) of the Exchange Act).3
Risk factors and legal proceedings
The risks CDT Equity Inc. names in Item 1A of its 10-K filed Apr 15, 2026: 46 risks under these headings, as written.3
- Risks Related to Our Business and Industry
- We have incurred significant net losses since our inception and we anticipate future losses and negative cash flow. It is uncertain if or when we will become profitable.
- Our business is dependent on the successful development, regulatory approval, and commercialization of our clinical assets, in particular a glucokinase activator which we believe is active in a range of autoimmune disorders, which we refer to as AZD1656, and a potent, irreversible inhibitor of human Myeloperoxidase that has the potential to treat idiopathic male infertility, which we refer to as AZD5904.
- There is substantial doubt regarding our ability to continue as a going concern. We will need to raise additional funding, which may not be available on acceptable terms, or at all. Failure to obtain this necessary capital when needed may force us to delay, limit or terminate our commercial programs, product development efforts or other operations.
- As a result of our limited operating history, we may not be able to correctly estimate, operating expenses, need for investment capital, or stability of operations, which could lead to cash shortfalls.
- Preclinical drug development for our clinical assets (AZD1656 and AZD5904) is expensive, time-consuming, and uncertain. Our preclinical trials may fail to adequately demonstrate pharmacologic activity in therapeutic areas of interest; cause unintended short- or long-term effects in other bodily systems; or produce unexpected toxicity that may alter or risk benefit assessment.
- We may not be successful in our efforts to use and expand our development platform to build a pipeline of clinical assets.
- Clinical drug development for our clinical assets is very expensive, time-consuming, difficult to design and implement, and uncertain. Our clinical trials may fail to adequately demonstrate the safety and efficacy of our clinical assets, which could prevent or delay regulatory approval and commercialization.
- We may be unable to obtain regulatory approval for our early-stage clinical assets under applicable regulatory requirements. The FDA and foreign regulatory bodies have substantial discretion in the approval process, including the ability to delay, limit, or deny approval of clinical assets. The delay, limitation, or denial of any regulatory approval would adversely impact commercialization, our potential to generate revenue, our business, and our operating results.
- We have identified material weaknesses in our internal control over financial reporting. If we fail to remedy these weaknesses or maintain an effective system of internal controls, then our ability to produce timely and accurate financial statements or comply with applicable regulations could be adversely affected. We may identify additional material weaknesses in our internal controls over financing reporting which we may not be able to remedy in a timely manner.
- There is a risk that we will fail to maintain an effective system of internal controls and our ability to produce timely and accurate financial statements or comply with applicable regulations could be adversely affected. We may identify material weaknesses in our internal controls over financing reporting which we may not be able to remedy in a timely manner.
- If we do not develop and implement all required accounting practices and policies, we may be unable to provide the financial information required of a U.S. publicly traded company in a timely and reliable manner.
The other 35 risks
- We may face product liability exposure, and if successful claims are brought against us, we may incur substantial liability if our insurance coverage for those claims is inadequate.
- We currently rely on, and expect to continue to rely on, third-party CROs and other third parties to conduct and oversee our clinical trials and other aspects of product development. If these third parties do not meet our requirements or otherwise conduct the trials as required, we may not be able to satisfy our contractual obligations or obtain regulatory approval for, or commercialize, our clinical assets when expected or at all.
- We rely completely on third-party contractors to supply, manufacture, and distribute clinical drug supplies for our clinical assets, including certain sole-source suppliers and manufacturers. We intend to rely on third parties for commercial supply, manufacturing, and distribution if any of our clinical assets receive regulatory approval and we expect to rely on third parties for supply, manufacturing, and distribution of preclinical, clinical, and commercial supplies of any future clinical assets.
- We may choose not to continue developing or commercializing any of our clinical assets at any time during development or after approval, which would reduce or eliminate our potential return on investment for those clinical assets.
- If we fail to attract and retain management and other key personnel, we may be unable to continue to successfully develop or commercialize our clinical assets or otherwise implement our business plan.
- We currently have limited marketing capabilities and no sales organization. If we do not establish sales and marketing capabilities on our own or through third parties, we will be limited in our commercialization to license deals with third parties following successful Phase II trials.
- Our failure to successfully in-license, acquire, develop, and market additional clinical assets or approved products would impair our ability to grow our business.
- Manufacturing and supply of the APIs and other substances and materials used in our clinical assets is a complex and technically challenging undertaking, and there is potential for failure at many points in the manufacturing, testing, quality assurance, and distribution supply chain, as well as the potential for latent defects after products have been manufactured and distributed.
- Our operating results may fluctuate significantly, which makes our future operating results difficult to predict and could cause our operating results to fall below expectations.
- Fluctuations in foreign currency could have an effect on our reported results of operations.
- Our operating results and liquidity needs could be negatively affected by market fluctuations and economic downturn.
- We are increasingly dependent on information technology, and our systems and infrastructure face certain risks, including cybersecurity and data leakage risks.
- Our business and operations would suffer in the event of failures in our internal computer systems.
- Risks Related to Intellectual Property
- Failure to adequately protect our intellectual property could adversely affect our business, financial condition, and operating results.
- We may be unable to continue to use the domain name that we use in our business or prevent third parties from acquiring and using domain names that infringe on, are similar to, or otherwise decrease the value of our brand, trademarks, or service marks.
- We may not be able to protect our intellectual property rights throughout the world.
- Obtaining and maintaining our patent protection depends on compliance with various procedural, document submission, fee payment, and other requirements imposed by governmental patent agencies, and our patent protection could be reduced or eliminated for non-compliance with these requirements.
- If we fail to comply with our obligations under our intellectual property license agreements, we could lose license rights that are important to our business.
- If we are sued for infringing intellectual property rights of third parties, it will be costly and time-consuming, and an unfavorable outcome in that litigation could have a material adverse effect on our business.
- We may become involved in lawsuits to protect or enforce our patents or other intellectual property or the patents of our licensors, or other claims may be made against us, which could be expensive and time-consuming.
- Our reliance on third parties requires us to share our trade secrets, which increases the possibility that our trade secrets will be misappropriated or disclosed, and confidentiality agreements with employees and third parties may not adequately prevent disclosure of trade secrets and protect other proprietary information.
- We may be subject to claims that our employees, consultants, or independent contractors have wrongfully used or disclosed to us alleged trade secrets of their former employers or their former or current customers.
- If our trademarks and trade names are not adequately protected, then we may not be able to build name recognition in our markets of interest and our business may be adversely affected.
- Our proprietary information may be lost, or we may suffer security breaches.
- We use artificial intelligence technology in our business, specifically, in relation to our Service Agreement with Sarborg and challenges with properly managing such technology could result in reputational harm, competitive harm and legal liability, and adversely affect our business, financial condition and results of operations.
- Risks Related to Securities Markets and Investment in Our Stock
- If we do not maintain our trading market’s listing requirements, Nasdaq may delist our securities from trading on its exchange.
- We do not anticipate paying any dividends in the foreseeable future.
- Our Second Amended and Restated Certificate of Incorporation (the “Certificate of Incorporation”) provides, subject to limited exceptions, that the Court of Chancery of the State of Delaware will be the sole and exclusive forum for certain stockholder litigation matters, which could limit our stockholders’ ability to obtain a chosen judicial forum for disputes with us or our directors, officers, employees, or stockholders.
- Our charter documents and Delaware law could prevent a takeover that stockholders consider favorable and could also reduce the market price of our common stock.
- If securities or industry analysts do not publish or cease publishing research or reports about us, our business, or our market, or if they adversely change their recommendations or publish negative reports regarding our business or our common stock, our share price and trading volume could decline.
- We are an “emerging growth company” and we cannot be certain if the reduced disclosure requirements applicable to emerging growth companies will make our securities less attractive to investors.
- Claims for indemnification by our directors and officers may reduce our available funds to satisfy successful third-party claims against us and may reduce the amount of money available to us.
- Risks Related to Finances and Capital Requirements
- We will require substantial additional funding in the future, which may not be available to us on acceptable terms, or at all, and, if not so available, may require us to delay, limit, reduce, or cease our operations.
- We will continue to incur significant increased costs as a result of operating as a public company, and our management will be required to devote substantial time to new compliance initiatives.
- We may issue additional shares of common stock or preferred stock, including issuances upon exercise of outstanding pre-funded warrants, in connection with capital raising transactions and under an employee incentive plan or under our existing at the market offering program, which would dilute the interest of our stockholders.
Legal proceedings
In August 2023, prior to the Business Combination, our now wholly-owned subsidiary, Conduit Pharmaceuticals Limited (“CPL”), received a letter from Strand Hanson Limited (“Strand”) claiming it was owed advisory fees pursuant to a previously executed letter. CDT rejected and disputes the substance of the letter in full. Following such rejection, on September 7, 2023, Strand filed a claim in the Business and Property Courts of England and Wales claiming it is entitled to be paid the sum of $2 million and, as a result of the completion of the Business Combination, to be issued 21 shares of common stock. In 2024, the Company offered a $0.4 million settlement to Strand Hanson to avoid expensive litigation, thereby booking an estimated liability of $0.4 million in the accompanying financial statements. On December 8, 2025, the Company and Corvus Capital Limited (“Corvus”) entered into a Sale and Purchase Agreement (the “Agreement”) for the issuance of all of the outstanding shares of CPL held of record by the Company to Corvus. The Company sold CPL, including the potential liability associated with the litigation, to Corvus, a wholly-owned subsidiary of the Company’s Chief Executive Officer for a settlement amount of $7 million that was satisfied through the issuance of shares and pre-funded warrants. On or about January 13, February 20, 2026 and March 4, 2026, CDT received correspondence from Strand, in which, Strand seeks to recover from CDT a judgment it obtained against CPL from the High Court of England and Wales on December 16, 2025 (the “Judgment”), in the amount of approximately $7 million, plus interest and repayment of a fraction of Strand’s costs. CDT denies any and all liability.
The opening of Item 3, Legal Proceedings.3
Sources
The numbers on this page point here. Each one links to the record it came from.
- 1SEC EDGARCDT Equity Inc. filings on SEC EDGAR
- 2SEC EDGARCDT Equity Inc. filings on SEC EDGAR
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- 4SEC EDGARCDT Equity Inc. 10-K for fiscal 2022
- 5SEC EDGARCDT Equity Inc. 10-K for fiscal 2023
- 6SEC EDGARCDT Equity Inc. 10-K for fiscal 2024
- 7SEC EDGARCDT Equity Inc. 10-Q for fiscal 2026
- 8SEC EDGARCDT Equity Inc. 10-Q for fiscal 2026
- 9SEC EDGARCDT Equity Inc. 10-K for fiscal 2021
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- 13SEC EDGARJames Bligh, Chief financial officer
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- 16SEC EDGARUlrik K. Olsen, Board member
- 17SEC EDGARSimon Jeremy Fry, Board member
- 18SEC EDGARAndrew Regan, Board member
- 19SEC EDGARFaith L. Charles, Board member
- 20SEC EDGARFreda C. Lewis-Hall, Board member
- 21SEC EDGARJames Bligh, Board member
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- 23SEC EDGARChele Chiavacci Farley, Board member
- 24SEC EDGARKnuettel Francis Ii., Board member
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- 31SEC EDGAROther events
- 32SEC EDGARCompleted an acquisition or sale
- 33SEC EDGARFinancial statements and exhibits
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- 35SEC EDGARCompleted an acquisition or sale
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- 37SEC EDGARUnregistered sale of shares
- 38NasdaqNasdaq calendar
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