CNTX on Nasdaq
Context Therapeutics Inc.
In its 2026 annual report the company says: “We are a clinical-stage biopharmaceutical company advancing T cell engaging bispecific antibodies for solid tumors.”4 It is headquartered in Philadelphia, United States.2 Its shares trade on Nasdaq under the symbol CNTX.2
Price unavailable
Last updated Oct 21, 2026.
Overview
- TickerCNTX on Nasdaq2
- IndustryPharmaceutical Preparations2
- HeadquartersPhiladelphia, United States2
- Incorporated inDE3
- Business address2001 Market Street, Suite 3915 Unit #15, Philadelphia, Pa 191033
- Filer category, Emerging growth company3
- Legal formCorporation2
- LEI549300U5ISIWCBXD6W772
- StatusActive2
- LEI statusLapsed (not renewed)2
- Registered addressC/O THE CORPORATION TRUST COMPANY, 19801 Wilmington, United States2
- Registered withDivision of Corporations, Department of State, 57007522
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We are a clinical-stage biopharmaceutical company advancing T cell engaging (“TCE”) bispecific antibodies (“bsAb”) for solid tumors. Our goal is to build an innovative portfolio of TCE bispecific therapeutics, including CTIM-76, a Claudin 6 (“CLDN6”) x CD3 TCE, CT-95, a Mesothelin (“MSLN”) x CD3 TCE, and CT-202, a Nectin cell adhesion protein 4 (“Nectin-4”) x CD3 TCE.4 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
| Fiscal year | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 | 2026 |
|---|---|---|---|---|---|---|---|---|
| Operating income | -$2.6M5 | -$10.5M6 | -$15.4M7 | -$25.1M8 | -$29.9M9 | -$39.7M9 | ||
| Interest | $661.2K5 | $64.2K5 | ||||||
| Income tax | $05 | $06 | $07 | $08 | $09 | $09 | ||
| Net income | $6.6M5 | -$10.5M6 | -$14.8M7 | -$24.0M8 | -$26.7M9 | -$36.1M9 | ||
| Earnings per share | $3.075 | -$3.696 | -$0.937 | -$1.508 | -$0.469 | -$0.389 | ||
| Earnings per share (diluted) | -$3.965 | -$3.696 | -$0.937 | -$1.508 | -$0.469 | -$0.389 | ||
| Shares (weighted, basic) | 2.8M shares6 | 16.0M shares7 | 16.0M shares8 | 58.4M shares9 | 95.2M shares9 | |||
| Shares (weighted, diluted) | 2.8M shares6 | 16.0M shares7 | 16.0M shares8 | 58.4M shares9 | 95.2M shares9 |
| Fiscal year | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 | 2026 |
|---|---|---|---|---|---|---|---|---|
| Cash | $226.6K5 | $290.7K5 | $49.6M6 | $35.5M7 | $14.4M8 | $94.4M9 | $66.0M9 | |
| Current assets | $299.3K5 | $51.3M6 | $37.9M7 | $16.0M8 | $97.9M9 | $68.4M9 | ||
| Property, plant and equipment | $06 | $27.6K7 | $15.5K8 | $12.0K9 | $29.7K9 | |||
| Total assets | $467.3K5 | $51.3M6 | $38.0M7 | $16.1M8 | $98.1M9 | $68.5M9 | ||
| Accounts payable | $1.8M6 | $936.3K7 | $2.4M8 | $1.5M9 | $2.5M9 | |||
| Current liabilities | $9.5M5 | $3.0M6 | $3.2M7 | $4.2M8 | $2.7M9 | $8.0M9 | ||
| Total liabilities | $9.6M5 | $3.0M6 | $3.2M7 | $4.2M8 | $2.9M9 | $8.0M9 | ||
| Retained earnings | -$29.3M6 | -$44.1M7 | -$68.1M8 | -$94.8M9 | -$130.9M9 | |||
| Shareholders’ equity | -$24.0M5 | -$16.9M6 | $48.3M7 | $34.8M8 | $11.9M9 | $95.3M9 | $60.5M9 | |
| Shares outstanding | 331.8K shares5 | 16.0M shares6 | 16.0M shares7 | 16.0M shares8 | 89.7M shares9 | 91.9M shares9 | 91.9M shares9 |
Cash flow is reported year to date, not quarter by quarter, so there are no separate quarterly figures.
| Fiscal year | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 | 2026 |
|---|---|---|---|---|---|---|---|---|
| Cash from operations | -$1.0M5 | -$8.8M6 | -$13.5M7 | -$21.0M8 | -$14.6M9 | -$26.4M9 | ||
| Depreciation and amortization | $06 | $9.3K7 | $12.0K8 | $10.9K9 | $16.3K9 | |||
| Stock-based compensation | $511.1K6 | $976.4K7 | $1.1M8 | $841.9K9 | $1.3M9 | |||
| Capital spending | $06 | $36.8K7 | $08 | $7.3K9 | $33.9K9 | |||
| Free cash flow | -$8.8M | -$13.6M | -$21.0M | -$14.6M | -$26.4M | |||
| Cash from investing | -$250.0K6 | -$536.8K7 | $08 | -$14.8M9 | -$2.0M9 | |||
| Cash from financing | $58.4M6 | -$102.1K7 | $08 | $109.3M9 | -$15.3K9 |
Corporate structure
Context Therapeutics 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 Context Therapeutics Inc.
- MPM BioImpact LLC Filed SCHEDULE 13G/A on Context Therapeutics Inc., latest Aug 14, 2026 (3 filings since Jan 8, 2025)
- Blue Owl Capital Filed SCHEDULE 13G/A on Context Therapeutics Inc., latest Aug 12, 2026 (4 filings since Nov 14, 2024)
- Octagon Capital Advisors LP Filed SCHEDULE 13G/A on Context Therapeutics Inc., latest Jul 31, 2026 (2 filings since May 14, 2026)
- BlackRock Filed SCHEDULE 13G on Context Therapeutics Inc., latest Jul 27, 2026
- GREAT POINT PARTNERS LLC Filed SCHEDULE 13G/A on Context Therapeutics Inc., latest May 15, 2026 (8 filings since Jun 5, 2024)
- Avidity Partners Management LP Filed SCHEDULE 13G/A on Context Therapeutics Inc., latest May 12, 2026 (6 filings since May 13, 2024)
- Soleus Capital Master Fund, L.P. Filed SCHEDULE 13G/A on Context Therapeutics Inc., latest May 8, 2026 (2 filings since Feb 3, 2026)
- Deep Track Capital, LP Filed SCHEDULE 13G/A on Context Therapeutics Inc., latest May 15, 2025 (2 filings since May 10, 2024)
- Franklin Templeton Investments Filed SCHEDULE 13G/A on Context Therapeutics Inc., latest May 9, 2025 (2 filings since Jan 27, 2025)
- Opaleye Management Inc. Filed SCHEDULE 13G/A on Context Therapeutics Inc., latest Feb 14, 2025 (2 filings since Jan 5, 2024)
- Martin A. Lehr Filed SCHEDULE 13G/A on Context Therapeutics Inc., latest Feb 12, 2025 (2 filings since Feb 7, 2024)
- Hudson Bay Capital Management LP Filed SC 13G/A on Context Therapeutics Inc., latest Nov 6, 2024 (2 filings since Feb 2, 2022)
- Context Therapeutics Inc. Philadelphia, Pennsylvania, United States
Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); major holders from Schedules 13D and 13G. Each entity in the chart links to its source.
What it owns
What Context Therapeutics 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 | $29.7K9 Dec 31, 2025 | $12.0K9 Dec 31, 2024 | +148.0% |
| Operating-lease assets (leased space) | $110.4K9 Dec 31, 2025 | $218.8K9 Dec 31, 2024 | −49.5% |
Investments
| Item | Latest | A year before | Change |
|---|---|---|---|
| Cash and cash equivalents | $66.0M9 Dec 31, 2025 | $94.4M9 Dec 31, 2024 | −30.1% |
Properties, in its own words
Our corporate headquarters are located at 2001 Market Street, Suite 3915, Unit #15, Philadelphia, PA 19103, where we occupy approximately 6,200 square feet of office space pursuant to a lease most recently amended in January 2026 that expires on November 30, 2027. This amended lease included additional office space and allows us to renew the lease at our option for one additional successive one-year period. We believe our facility is adequate to meet our current needs, although we may seek to negotiate new leases or evaluate additional or alternate space for our operations. If needed, we believe appropriate alternative space will be readily available on commercially reasonable terms.
Item 2 of the 10-K filed Mar 23, 2026.4
Leadership
Who has led Context Therapeutics Inc., and when. Pick a name to see everywhere that person has worked.
- Chief executive officerMartin A. Lehr Oct 19, 2021 to now12
- Chief financial officerJennifer Lynn Minai-Azary Nov 1, 2021 to now13
Board members and other officers (13)
- Chief Medical OfficerKaren Deborah Chagin Jun 9, 2025 to now14
- Chief Medical OfficerUllmann Claudio Dansky Aug 1, 2024 to now15
- SVP of R&DEvan G. Dick Oct 19, 2021 to Dec 17, 202116
- Chief Medical OfficerTarek Sahmoud Oct 19, 2021 to Aug 17, 202217
- Head of CMC and RegulatoryWilliam F. Rencher Oct 19, 2021 to Dec 17, 202118
- Board memberAndy Pasternak Jan 14, 2025 to now19
- Board memberKaren L. Smith Sep 5, 2024 to now20
- Board memberLuke Nathaniel Walker Sep 5, 2024 to now21
- Board memberJennifer Evans Stacey Oct 19, 2021 to now22
- Board memberLinda West Oct 19, 2021 to now23
- Board memberMartin A. Lehr Oct 19, 2021 to now12
- Board memberPhilip W. Kantoff Oct 19, 2021 to now24
- General counselAlex C. Levit Oct 19, 2021 to now25
Named in SEC Form D filings
People the company listed in its private-offering notices.
- DirectorRichard Jay Berman named May 16, 202426
Former names
- Context Therapeutics LLCMar 19, 2021 to May 3, 20213
Timeline
- Aug 5, 20268-K Regulation FD disclosure27
- Jul 31, 20268-K Listing notice or transfer28
- Jun 26, 20268-K Bylaws or fiscal year changed; Shareholder vote29
- Jun 15, 20268-K Regulation FD disclosure; Other events30
- May 18, 20268-K Entered a material agreement; Regulation FD disclosure31
- May 1, 20268-K Other events32
- Apr 2, 20268-K Regulation FD disclosure; Other events33
- Mar 23, 20268-K Regulation FD disclosure; Other events34
- Mar 13, 20268-K Bylaws or fiscal year changed; Other events35
- Feb 27, 20268-K Other events36
- Jan 8, 20268-K Regulation FD disclosure37
- Nov 5, 20258-K Regulation FD disclosure; Other events38
- Oct 19, 2021New chief executive Martin A. Lehr becomes CEO12
Calendar
Coming up
- Nov 4, 2026Reports results for the quarter ending Sep/2026 A year earlier it reported ($0.10) a share, on Nov 5, 2025.39
When it reported results
- Mar 22, 2023Reported quarterly or annual results40
- Mar 23, 2022Reported quarterly or annual results41
- Dec 2, 2021Reported quarterly or annual results42
Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar
Filings
273 filings to the SEC since October 2021: 5 annual reports, 15 quarterly reports, 53 major events, 88 insider forms, 45 large holders, 1 private raises, 66 other. The latest 20:
- Aug 14, 2026SCHEDULE 13G/A EDGAR
- Aug 12, 2026SCHEDULE 13G/A EDGAR
- Aug 5, 20268-K EDGAR
- Aug 5, 202610-Q EDGAR
- Jul 31, 20268-K EDGAR
- Jul 31, 2026SCHEDULE 13G/A EDGAR
- Jul 27, 2026SCHEDULE 13G EDGAR
- Jun 26, 20264 EDGAR
- Jun 26, 20264 EDGAR
- Jun 26, 20264 EDGAR
- Jun 26, 20264 EDGAR
- Jun 26, 20264 EDGAR
- Jun 26, 20264 EDGAR
- Jun 26, 20268-K EDGAR
- Jun 15, 20268-K EDGAR
- May 18, 20268-K EDGAR
- May 15, 2026SCHEDULE 13G/A EDGAR
- May 14, 2026SCHEDULE 13G EDGAR
- May 14, 2026SCHEDULE 13G/A EDGAR
- May 12, 2026SCHEDULE 13G/A EDGAR
The 273 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
19 open-market trades by officers, directors and large owners since October 2021: 19 buys and 0 sales. Grants, option exercises and gifts are left out.
| Date | Who | Trade | Shares | Price | Value | Filing |
|---|---|---|---|---|---|---|
| Jun 9, 2025 | Lehr Martin A.Chief Executive Officer | Buy | 100,000 | $0.70 | $70.0K | Form 4 |
| Jun 6, 2025 | Levit Alex C.Chief Legal Officer, Corp. Sec | Buy | 20,000 | $0.58 | $11.6K | Form 4 |
| Jun 6, 2025 | Minai-Azary Jennifer LynnChief Financial Officer | Buy | 40,010 | $0.64 | $25.6K | Form 4 |
| Feb 21, 2023 | Lehr Martin A.Chief Executive Officer | Buy | 5,823 | $0.84 | $4.9K | Form 4 |
| Feb 13, 2023 | Lehr Martin A.Chief Executive Officer | Buy | 5,606 | $0.87 | $4.9K | Form 4 |
| Feb 6, 2023 | Lehr Martin A.Chief Executive Officer | Buy | 5,040 | $0.97 | $4.9K | Form 4 |
| Jan 30, 2023 | Lehr Martin A.Chief Executive Officer | Buy | 7,027 | $0.70 | $4.9K | Form 4 |
| Jan 23, 2023 | Lehr Martin A.Chief Executive Officer | Buy | 6,839 | $0.72 | $4.9K | Form 4 |
| Jan 17, 2023 | Lehr Martin A.Chief Executive Officer | Buy | 6,783 | $0.74 | $5.0K | Form 4 |
| Dec 16, 2022 | Minai-Azary Jennifer LynnChief Financial Officer | Buy | 25,000 | $0.74 | $18.5K | Form 4 |
| Dec 16, 2022 | Lehr Martin A.Chief Executive Officer | Buy | 20,000 | $0.74 | $14.8K | Form 4 |
| Dec 9, 2022 | Levit Alex C.Chief Legal Officer, Corp. Sec | Buy | 6,000 | $0.85 | $5.1K | Form 4 |
| Aug 19, 2022 | Lehr Martin A.Chief Executive Officer | Buy | 13,000 | $1.85 | $24.1K | Form 4 |
| Aug 17, 2022 | Minai-Azary Jennifer LynnChief Financial Officer | Buy | 15,000 | $1.80 | $27.0K | Form 4 |
| Aug 16, 2022 | Sahmoud TarekChief Medical Officer | Buy | 10,000 | $1.95 | $19.5K | Form 4 |
| Dec 16, 2021 | Lehr Martin A.Chief Executive Officer | Buy | 13,000 | $3.22 | $41.9K | Form 4 |
| Oct 22, 2021 | Lehr Martin A.Chief Executive Officer | Buy | 10,000 | $5.00 | $50.0K | Form 4 |
| Oct 22, 2021 | Levit Alex C.Chief Legal Officer, Corp. Sec | Buy | 3,000 | $5.00 | $15.0K | Form 4 |
| Oct 22, 2021 | Lehr Martin A.Chief Executive Officer | Buy | 10,000 | $5.00 | $50.0K | 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.
- MPM BioImpact LLCSCHEDULE 13G/A, 3 filings Jan 8, 2025 to Aug 14, 202643
- Blue Owl CapitalSCHEDULE 13G/A, 4 filings Nov 14, 2024 to Aug 12, 202644
- Octagon Capital Advisors LPSCHEDULE 13G/A, 2 filings May 14, 2026 to Jul 31, 202645
- BlackRockSCHEDULE 13G, 1 filing Jul 27, 202646
- GREAT POINT PARTNERS LLCSCHEDULE 13G/A, 8 filings Jun 5, 2024 to May 15, 202647
- Avidity Partners Management LPSCHEDULE 13G/A, 6 filings May 13, 2024 to May 12, 202648
- Soleus Capital Master Fund, L.P.SCHEDULE 13G/A, 2 filings Feb 3, 2026 to May 8, 202649
- Deep Track Capital, LPSCHEDULE 13G/A, 2 filings May 10, 2024 to May 15, 202550
- Franklin Templeton InvestmentsSCHEDULE 13G/A, 2 filings Jan 27, 2025 to May 9, 202551
- Opaleye Management Inc.SCHEDULE 13G/A, 2 filings Jan 5, 2024 to Feb 14, 202552
- Martin A. LehrSCHEDULE 13G/A, 2 filings Feb 7, 2024 to Feb 12, 202553
- Hudson Bay Capital Management LPSC 13G/A, 2 filings Feb 2, 2022 to Nov 6, 202454
- Crossover I. Gp S.a R.l. NextechSC 13G, 1 filing May 24, 202455
- Affinity Asset Advisors, LLCSC 13G/A, 2 filings May 9, 2022 to Feb 13, 202456
- SABBY MANAGEMENT, LLCSC 13G/A, 3 filings Dec 6, 2021 to Jan 10, 202357
- Orin HirschmanSC 13G/A, 2 filings Oct 27, 2022 to Jan 9, 202358
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 | Martin LehrChief Executive Officer | 42 | $588.5K | $1.5M59 |
| 2025 | Jennifer Minai-AzaryChief Financial Officer and Treasurer | 48 | $421.7K | $866.1K59 |
| 2025 | Alex LevitChief Legal Officer and Corporate Secretary | 47 | $397.8K | $816.7K59 |
| 2024 | Martin LehrChief Executive Officer | 42 | $506.3K | $1.0M59 |
| 2024 | Jennifer Minai-AzaryChief Financial Officer and Treasurer | 48 | $397.4K | $699.0K59 |
| 2024 | Alex LevitChief Legal Officer and Corporate Secretary | 47 | $381.1K | $670.7K59 |
Funding
Where the company's money came from, by calendar year: private offerings filed with the SEC, federal grants, loans, contracts and other assistance from USAspending.gov, and PPP loans from the SBA. Each bar links to the records below.
- Private raises (Form D) $100.0M
Figures by year
| Year | Private raises (Form D) | Total |
|---|---|---|
| 2024 | $100.0M | $100.0M |
Private raises
Private offerings the company reported to the SEC on Form D. The amount is what the latest filing says was sold so far, charted in the year of the first sale. Covers filings since Oct 1, 2021.
Held by these funds
The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 78. Change is in shares since the quarter before.
| Fund | Shares | Value | Share of the fund | Change |
|---|---|---|---|---|
| Nextech Invest Ltd. | 7,419,355 | $4.1M | 0.2% | No change |
| Deep Track Capital, LP | 7,419,355 | $4.1M | 0.1% | No change |
| Soleus Capital Management, L.P. | 7,063,141 | $3.9M | 0.1% | +100,000 |
| BlackRock, Inc. | 6,169,250 | $3.4M | 0.0% | +5,322,554 |
| Avidity Partners Management LP | 4,998,267 | $2.8M | 0.4% | −4,998,267 |
| Franklin Resources Inc | 3,803,338 | $2.1M | 0.0% | No change |
| Vanguard Capital Management LLC | 3,432,052 | $1.9M | 0.0% | +99 |
| Octagon Capital Advisors LP | 3,050,000 | $1.7M | 0.2% | −2,200,000 |
| Blue Owl Capital Holdings LP | 2,934,015 | $1.6M | 0.2% | −2,155,000 |
| TCG Crossover Management, LLC | 2,682,696 | $1.5M | 0.0% | No change |
| Geode Capital Management, LLC | 1,830,309 | $1.0M | 0.0% | +1,226,542 |
| State Street Corp | 1,413,428 | $782.9K | 0.0% | +1,179,921 |
| Mpm Bioimpact LLC | 1,299,046 | $719.5K | 0.0% | −9,380,345 |
| Renaissance Technologies LLC | 1,041,399 | $576.8K | 0.0% | +858,400 |
| ADAR1 Capital Management, LLC | 750,969 | $416.0K | 0.0% | +399,875 |
| Jane Street Group, LLC | 645,209 | $357.4K | 0.0% | +208,278 |
| Vanguard Portfolio Management LLC | 638,878 | $353.9K | 0.0% | New |
| Northern Trust Corp | 615,576 | $341.0K | 0.0% | +512,320 |
| Vanguard Fiduciary Trust Co | 433,888 | $240.4K | 0.0% | +92,544 |
| Marshall Wace, Llp | 384,528 | $211.5K | 0.0% | −2,563,913 |
| XTX Topco Ltd | 294,301 | $163.0K | 0.0% | New |
| Qube Research & Technologies Ltd | 257,068 | $142.4K | 0.0% | +245,670 |
| Charles Schwab Investment Management Inc | 227,850 | $126.2K | 0.0% | New |
| Pathstone Holdings, LLC | 214,875 | $119.0K | 0.0% | +104,631 |
| Timothy G. Youngquist 2020 Irrevocable Trust | 198,384 | $109.9K | 0.0% | New |
13F reports cover disclosed long positions in U.S. stocks only.
SEC filer profile
How Context Therapeutics Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.
- Name on EDGARContext Therapeutics Inc.1
- CIK0001842952
- Employer ID (EIN)86-37387874
- Filer statusNon-accelerated filer an emerging growth company; a smaller reporting company; not a shell company4
- Incorporated inDelaware4
- Fiscal year endsDecember 311
- Industry code (SIC)2834 Pharmaceutical Preparations1
- SEC reviewing officeOffice of Life Sciences, Division of Corporation Finance1
- Business address2001 Market Street, Suite 3915 Unit #15, Philadelphia, PA 191031
- Phone267-225-74161
- Shares outstanding91,879,177 as of Aug 3, 202611
- Public float$57.9M as of Jun 30, 20254
- AuditorCohnReznick LLP, Parsippany, New Jersey PCAOB ID 5964
- On EDGAR sinceMar 19, 20211
- Filings307 in all: 4 (69), 8-K (53), SCHEDULE 13G/A (21), 10-Q (15), 3 (15), CORRESP (15), 424B3 (11), SC 13G (11)1
All 34 form types
UPLOAD (9), SC 13G/A (8), EFFECT (7), FWP (7), S-1/A (7), DEF 14A (6), DEFA14A (6), S-8 (6), 10-K (5), SCHEDULE 13G (5), PRE 14A (4), ARS (3), S-3 (3), 3/A (2), 4/A (2), 424B4 (2), 424B5 (2), DRSLTR (2), POS AM (2), S-1 (2), SEC STAFF LETTER (2), 8-A12B (1), CERT (1), D (1), DRS (1), DRS/A (1)
- Latest filingsAnnual report (10-K) Mar 23, 2026
Quarterly report (10-Q) Aug 5, 2026
Proxy statement (DEF 14A) Apr 28, 2026
Latest 8-K (8-K) Aug 5, 2026
Securities registered for trading
| Class | Symbol | Exchange |
|---|---|---|
| Common Stock, par value $0.001 per share | CNTX | The Nasdaq Stock Market LLC |
From the cover page of the 10-K filed Mar 23, 2026 (Section 12(b) of the Exchange Act).4
Risk factors and legal proceedings
The risks Context Therapeutics Inc. names in Item 1A of its 10-K filed Mar 23, 2026: 61 risks under these headings, as written.4
- Risks Related to Our Business and Industry
- We have never been profitable and may never achieve or maintain profitability.
- 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 product development efforts or other operations.
- If we are unable to raise substantial additional capital on acceptable terms, or at all, we may be forced to delay, reduce or eliminate some or all of our research programs, product development activities and commercialization efforts.
- If we are not able to successfully integrate recent and future acquisitions, our management’s attention could be diverted, and efforts to integrate future acquisitions could consume significant resources.
- We have a limited operating history, which makes it difficult to evaluate our current business and future prospects and may increase the risk of your investment.
- We may expend our limited resources pursuing particular research programs or product candidates that may be less successful or profitable than other programs or product candidates.
- Fluctuating foreign exchange rates could increase our operating expenses and adversely affect our results of operations.
- Inflation, geopolitical developments, global supply chain disruptions and public health concerns could adversely affect our business and results of operations.
- Changes in U.S. trade policy, including the imposition of tariffs and the resulting consequences, may have a material adverse impact on our business, financial condition, and results of operations.
- Our governing documents designate the Court of Chancery of the State of Delaware as the sole and exclusive forum for certain types of state law actions and proceedings that may be initiated by our stockholders, which could limit our stockholders’ ability to obtain a favorable judicial forum for disputes with us or our directors, officers, employees or agents.
- Risks Related to our Product Candidates
The other 51 risks
- Our business is dependent on the successful development, regulatory approval and commercialization of our therapeutic product candidates, CTIM-76, CT-95 and CT-202, which are in the early stages of development.
- Results of preclinical studies, early clinical trials or analyses may not be indicative of results obtained in later trials.
- Interim “top-line” and preliminary data from our clinical trials that we announce or publish from time to time may change as more patient data becomes available and are subject to audit and verification procedures that could result in material changes in the final data.
- Any product candidate, whether used alone or in combination with other approved products or product candidates, may cause serious adverse events or undesirable side effects, which may delay or prevent marketing approval, or, if approved, require it to be taken off the market, require it to include safety warnings or otherwise limit its sales.
- We may find it difficult to enroll patients in our clinical trials. If we encounter difficulties or delays enrolling patients in our clinical trials, our clinical development activities could be delayed or otherwise adversely affected.
- The success of our business depends primarily upon our ability to identify, develop and commercialize products using our proprietary technologies.
- Our innovative therapy approach is based on novel ideas and technologies that are unproven and may not result in marketable products, which exposes us to unforeseen risks and makes it difficult for us to predict the time and cost of product development and potential for regulatory approval.
- If a product candidate does not achieve projected development milestones or commercialization in the announced or expected timeframes, the further development or commercialization of such product candidate may be delayed, and our business will be harmed.
- Product liability lawsuits against us could cause us to incur substantial liabilities and could limit commercialization of any products that we develop alone or with collaborators.
- We may be required by the FDA to obtain approval of a companion diagnostic in connection with approval of our current product candidates, and if we do not obtain, or face delays in obtaining, FDA approval of such companion diagnostic, we will not be able to commercialize such product candidate and our ability to generate revenue will be materially impaired.
- Fast track designation from the FDA may not actually lead to a faster development or regulatory review or approval process.
- We may not be able to obtain or maintain orphan drug designation or exclusivity for our product candidates.
- Risks Related to Our Organization, Structure and Operations
- Our reliance on a central team consisting of a limited number of employees and consultants who provide various administrative, research and development, and other services across our organization presents operational challenges that may adversely affect our business.
- Our future success depends on our ability to retain our Chief Executive Officer, Chief Medical Officer, Chief Financial Officer, Chief Legal Officer, and other key executives and to attract, retain and motivate qualified personnel.
- We will need to expand our organization, and we may experience difficulties in managing this growth, which could disrupt our operations.
- Our insurance policies are expensive and protect us only from some business risks, which leaves us exposed to significant uninsured liabilities.
- Adverse developments affecting the financial services industry, such as actual events or concerns involving liquidity, defaults, or non-performance by financial institutions, could adversely affect our current and projected business operations, financial condition and results of operations.
- Risks Related to Our Reliance on Third Parties
- We expect to, and do, depend on collaborations with third parties for certain research, development and commercialization activities, and if any such collaborations are not successful, it may harm our business and prospects.
- We may become involved in disagreements or disputes with our licensees, licensors and other counterparties relating to the development and/or commercialization of our current or past product candidates, which may be time consuming, costly and could harm our efforts to develop our current or future product candidates.
- We have relied on and we expect to continue to rely on third parties to conduct, supervise and monitor our clinical trials and some aspects of our research and preclinical testing, and if those third parties do not successfully carry out their contractual duties, comply with regulatory requirements, or otherwise perform in a satisfactory manner, we may not be able to obtain regulatory approval or commercialize product candidates, or such approval or commercialization may be delayed, and our business may be substantially harmed.
- If we are unable to obtain sufficient quantities of raw materials and supplies, at acceptable prices and on a timely basis, it could harm our business.
- We do, and may further, rely on third parties for the manufacturing process of our current and any future product candidates, and failure by those parties to adequately perform their obligations could harm our business.
- If we are not able to establish collaborations on commercially reasonable terms, we may have to alter our research, development and commercialization plans.
- Risks Related to Government Regulation
- The FDA regulatory approval process is lengthy and time-consuming, and we may experience significant delays in the clinical development and regulatory approval of our current and any future product candidates.
- We expect that CTIM-76, CT-95 and CT-202 will be regulated as biological products, or biologics, and therefore they may be subject to competition from biosimilar applicants.
- The FDA may disagree with our regulatory plan and we may fail to obtain regulatory approval of any product candidate.
- Obtaining and maintaining regulatory approval of a product candidate in one jurisdiction does not mean that we will be successful in obtaining regulatory approval of such product candidate in other jurisdictions.
- Even if we obtain regulatory approval of a product candidate, the product may not gain market acceptance among physicians, patients, hospitals, cancer treatment centers and others in the medical community.
- Coverage and reimbursement may be limited or unavailable in certain market segments for a product candidate, which could make it difficult for us to sell such product candidate, if approved, profitably.
- We will be subject to ongoing regulatory obligations and continued regulatory review, which may result in significant additional expense, and we may be subject to penalties if we fail to comply with regulatory requirements or experience unanticipated problems with a product candidate.
- The advancement of healthcare reform may negatively impact our ability to sell our current and any future product candidates, if approved, profitably.
- Changes to United States federal regulatory agencies may cause disruptions and delays in government approval processes and regulations relating to our product candidates.
- Risks Related to Intellectual Property
- Patents and patent applications involve highly complex legal and factual questions, which, if determined adversely to us, could negatively impact our business position.
- Third parties may assert claims against us alleging infringement of their patents and proprietary rights, or we may need to become involved in lawsuits to defend or enforce our patents, either of which could result in substantial costs or loss of productivity, delay or prevent the development and commercialization of our current and any future product candidates, prohibit our use of proprietary technology or sale of potential products or put our patents and other proprietary rights at risk.
- Our ability to compete effectively in our markets may decline if we do not adequately protect our proprietary rights, and our proprietary rights do not necessarily address all potential threats to our competitive advantages.
- If we fail to comply with our obligations in the agreements under which we license intellectual property rights from third parties or otherwise experience disruptions to our business relationships with our licensors, we could lose license rights that are important to our business.
- We may not be able to protect our intellectual property rights throughout the world.
- If we do not obtain patent term extension in the United States under the Hatch-Waxman Act and in foreign countries under similar legislation with respect to our current and any future product candidates, thereby potentially extending the term of marketing exclusivity for such product candidates, our business may be harmed.
- Changes in U.S. patent law, and the laws of other countries, could diminish the value of patents in general, thereby impairing our ability to protect our products.
- Risks Related to the Market for Our Common Stock
- Our common stock may be volatile or may decline regardless of our operating performance.
- We may not be able to maintain compliance with the continued listing requirements of The Nasdaq Stock Market.
- Raising additional capital may cause dilution to our stockholders, restrict our operations or require us to relinquish rights to our technologies or product candidates.
- FINRA sales practice requirements may limit a stockholder’s ability to buy and sell our common stock.
- We are subject to ongoing public reporting requirements that are less rigorous than Exchange Act rules for companies that are not emerging growth companies and our stockholders could receive less information than they might expect to receive from more mature public companies.
- If we fail to maintain effective internal control over financial reporting and effective disclosure controls and procedures, we may not be able to accurately report our financial results in a timely manner or prevent fraud, which may adversely affect investor confidence in our company.
- General Risk Factors
- We incur increased costs as a result of being a public company and in the administration of our organizational structure.
- We are subject to complex tax rules relating to our business, and any audits, investigations or tax proceedings could have a material adverse effect on our business, results of operations and financial condition.
- Our business and operations would suffer in the event of system failures or security breaches.
- We or third parties with whom we have relationships may be adversely affected by natural or manmade disasters, and our business continuity and disaster recovery plans may not adequately protect us from a serious disaster.
- We may be subject to claims that our employees, consultants or independent contractors have wrongfully used or disclosed confidential information of third parties or that our employees have wrongfully used or disclosed alleged trade secrets of their former employers.
- We could be subject to securities class action litigation or litigation challenging the validity of provisions in our amended and restated certificate of incorporation or amended and restated bylaws.
Legal proceedings
From time to time, we may become involved in legal proceedings arising in the ordinary course of our business. Except as disclosed below, we are not presently a party to any material legal proceedings.
On February 4, 2026, the Vladimir Gusinsky Revocable Trust filed a stockholder class action complaint (the “Action”) against us and our directors in the Court of Chancery of the State of Delaware (the “Court”) asserting that (i) Article V, Section 2 of our Amended and Restated Certificate of Incorporation, as amended (the “Certificate of Incorporation”), provides for a full term of three years for directors in violation of Section 211(b) of the General Corporation Law of the State of Delaware (the “DGCL”) and (ii) Article VI, Section 1 of the Certificate of Incorporation limits removal of directors only for cause in violation of Section 141(k) of the DGCL.
On February 24, 2026, a stipulation and proposed consent judgment (the “Stipulated Judgment”) was filed with the Court regarding the Action, and on March 11, 2026, the Court approved the Stipulated Judgment, pursuant to which Article V, Section 2 and Article VI, Section 1 of the Certificate of Incorporation were determined to be invalid and unenforceable. On March 11, 2026, we filed a Certificate of Correction with the Delaware Secretary of State reflecting such provisions as invalid, unenforceable and no longer part of the Certificate of Incorporation. Accordingly, the term of office of our current members of the Board of Directors will expire at our 2026 annual meeting of stockholders, with each serving until his or her successor is duly elected and qualified or until his or her earlier death, resignation or removal. In addition, directors may be removed, with or without cause, by the holders of a majority of the shares then entitled to vote at an election of directors.
The opening of Item 3, Legal Proceedings.4
Sources
The numbers on this page point here. Each one links to the record it came from.
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- 16SEC EDGAREvan G. Dick, SVP of R&D
- 17SEC EDGARTarek Sahmoud, Chief Medical Officer
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- 19SEC EDGARAndy Pasternak, Board member
- 20SEC EDGARKaren L. Smith, Board member
- 21SEC EDGARLuke Nathaniel Walker, Board member
- 22SEC EDGARJennifer Evans Stacey, Board member
- 23SEC EDGARLinda West, Board member
- 24SEC EDGARPhilip W. Kantoff, Board member
- 25SEC EDGARAlex C. Levit, General counsel
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- 27SEC EDGARRegulation FD disclosure
- 28SEC EDGARListing notice or transfer
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- 37SEC EDGARRegulation FD disclosure
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- 39NasdaqNasdaq calendar
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