الإحصائيات الأساسية
| CIK | 922247 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Cyclo Therapeutics, Inc.
SEC Filings (Chronological Order)
توفر هذه الصفحة قائمة كاملة ومرتبة ترتيبًا زمنيًا لتصريحات هيئة الأوراق المالية والبورصات، باستثناء تصريحات الملكية التي نقدمها في مكان آخر.
| April 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-39780 CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified i |
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| March 26, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 25, 2025 Date of Report (Date of earliest event reported) CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Nevada 001-39780 59-3029743 (State or other jurisdiction of incorporation) (Commission Fi |
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| March 26, 2025 |
EX-99.1 2 ex794033.htm EXHIBIT 99.1 Exhibit 99.1 Rafael Holdings Completes Merger with Cyclo Therapeutics Following Shareholder Approvals Cyclo Therapeutics’ TransportNPC™ Phase 3 clinical trial for Trappsol® Cyclo™ for the treatment of Niemann-Pick Disease Type C1, a rare and fatal genetic disease, is fully enrolled and results from the 48-week interim analysis are expected in the middle of 2025 |
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| March 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 20, 2025 Date of Report (Date of earliest event reported) CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Nevada 001-39780 59-3029743 (State or other jurisdiction of incorporation) (Commission Fi |
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| March 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 6, 2025 Date of Report (Date of earliest event reported) CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Nevada 001-39780 59-3029743 (State or other jurisdiction of incorporation) (Commission Fil |
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| March 6, 2025 |
Exhibit 10.2 THIS CONVERTIBLE PROMISSORY NOTE AND THE UNDERLYING SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER SAID ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL FOR THE HOLDER SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UN |
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| March 6, 2025 |
NINTH AMENDED AND RESTATED NOTE PURCHASE AGREEMENT Exhibit 10.1 NINTH AMENDED AND RESTATED NOTE PURCHASE AGREEMENT THIS NINTH AMENDED AND RESTATED NOTE PURCHASE AGREEMENT (this “Agreement”), dated as of March 6, 2025 (the “Amendment Effective Date”), is entered into by and among CYCLO THERAPEUTICS, INC., a Nevada corporation (the “Company”), and RAFAEL HOLDINGS, INC., a Delaware corporation (the “Investor”). RECITALS WHEREAS, the Company and the I |
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| February 4, 2025 |
Exhibit 10.2 THIS CONVERTIBLE PROMISSORY NOTE AND THE UNDERLYING SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER SAID ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL FOR THE HOLDER SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UN |
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| February 4, 2025 |
AMENDMENT NO. 2 TO CONVERTIBLE PROMISSORY NOTES Exhibit 10.3 AMENDMENT NO. 2 TO CONVERTIBLE PROMISSORY NOTES THIS AMENDMENT NO. 2 TO CONVERTIBLE PROMISSORY NOTES (this “Amendment”), dated as of February 4, 2025, is entered into by and among CYCLO THERAPEUTICS, INC., a Nevada corporation (the “Company”), and RAFAEL HOLDINGS, INC., a Delaware corporation (the “Holder”). RECITALS WHEREAS, the Holder is the holder of: (i) that certain Convertible P |
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| February 4, 2025 |
EIGHTH AMENDED AND RESTATED NOTE PURCHASE AGREEMENT Exhibit 10.1 EIGHTH AMENDED AND RESTATED NOTE PURCHASE AGREEMENT THIS EIGHTH AMENDED AND RESTATED NOTE PURCHASE AGREEMENT (this “Agreement”), dated as of February 4, 2025 (the “Amendment Effective Date”), is entered into by and among CYCLO THERAPEUTICS, INC., a Nevada corporation (the “Company”), and RAFAEL HOLDINGS, INC., a Delaware corporation (the “Investor”). RECITALS WHEREAS, the Company and |
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| February 4, 2025 |
AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGER Exhibit 2.1 AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGER THIS AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGER (this “Amendment”), dated as of February 4, 2025, is entered into by and among, RAFAEL HOLDINGS, INC., a Delaware corporation (“Parent”), TANDEM THERAPEUTICS, INC., a Nevada corporation and a wholly-owned subsidiary of Parent (“First Merger Sub”), TANDEM THERAPEUTICS, LLC, a Nevada limi |
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| February 4, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 4, 2025 Date of Report (Date of earliest event reported) CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Nevada 001-39780 59-3029743 (State or other jurisdiction of incorporation) (Commission |
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| January 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 January 10, 2025 Date of Report (Date of earliest event reported) CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Nevada 001-39780 59-3029743 (State or other jurisdiction of incorporation) (Commission |
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| January 3, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 January 3, 2025 Date of Report (Date of earliest event reported) CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Nevada 001-39780 59-3029743 (State or other jurisdiction of incorporation) (Commission F |
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| January 3, 2025 |
Exhibit 10.2 THIS CONVERTIBLE PROMISSORY NOTE AND THE UNDERLYING SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER SAID ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL FOR THE HOLDER SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UN |
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| January 3, 2025 |
SEVENTH AMENDED AND RESTATED NOTE PURCHASE AGREEMENT Exhibit 10.1 SEVENTH AMENDED AND RESTATED NOTE PURCHASE AGREEMENT THIS SEVENTH AMENDED AND RESTATED NOTE PURCHASE AGREEMENT (this “Agreement”), dated as of January 3, 2025 (the “Amendment Effective Date”), is entered into by and among CYCLO THERAPEUTICS, INC., a Nevada corporation (the “Company”), and RAFAEL HOLDINGS, INC., a Delaware corporation (the “Investor”). RECITALS WHEREAS, the Company and |
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| December 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 December 18, 2024 Date of Report (Date of earliest event reported) CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Nevada 001-39780 59-3029743 (State or other jurisdiction of incorporation) (Commission |
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| December 23, 2024 |
AMENDMENT TO CONVERTIBLE PROMISSORY NOTES Exhibit 10.1 AMENDMENT TO CONVERTIBLE PROMISSORY NOTES THIS AMENDMENT TO CONVERTIBLE PROMISSORY NOTES (this “Amendment”), dated as of December 21, 2024, is entered into by and among CYCLO THERAPEUTICS, INC., a Nevada corporation (the “Company”), and RAFAEL HOLDINGS, INC., a Delaware corporation (the “Holder”). RECITALS WHEREAS, the Holder is the holder of: (i) that certain Convertible Promissory N |
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| December 23, 2024 |
AMENDMENT TO AGREEMENT AND PLAN OF MERGER Exhibit 2.1 AMENDMENT TO AGREEMENT AND PLAN OF MERGER THIS AMENDMENT TO AGREEMENT AND PLAN OF MERGER (this “Amendment”), dated as of December 18, 2024, is entered into by and among, RAFAEL HOLDINGS, INC., a Delaware corporation (“Parent”), TANDEM THERAPEUTICS, INC., a Nevada corporation and a wholly-owned subsidiary of Parent (“First Merger Sub”), TANDEM THERAPEUTICS, LLC, a Nevada limited liabili |
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| December 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 3 (Mark one) ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2023 ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the period from to Commission file number 0-25466 CYCLO THERAPE |
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| December 18, 2024 |
Cyclo Therapeutics, Inc. 6714 NW 16th Street, Suite B Gainesville, Florida 32653 Cyclo Therapeutics, Inc. 6714 NW 16th Street, Suite B Gainesville, Florida 32653 December 18, 2024 Division of Corporation Finance Office of Life Sciences U.S. Securities and Exchange Commission Washington, D.C. 20549 Re: Cyclo Therapeutics, Inc. Amendment No. 2 to Form 10-K for Fiscal Year Ended December 31, 2023 File No. 001-39780 Ladies and Gentlemen: We are in receipt of the Securities and Exc |
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| December 5, 2024 |
Convertible Promissory Note dated December 5, 2024 payable to Rafael Holdings, Inc.+ Exhibit 10.2 THIS CONVERTIBLE PROMISSORY NOTE AND THE UNDERLYING SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER SAID ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL FOR THE HOLDER SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UN |
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| December 5, 2024 |
EX-10.1 2 ex754295.htm EXHIBIT 10.1 Exhibit 10.1 SIXTH AMENDED AND RESTATED NOTE PURCHASE AGREEMENT THIS SIXTH AMENDED AND RESTATED NOTE PURCHASE AGREEMENT (this “Agreement”), dated as of December 5, 2024 (the “Amendment Effective Date”), is entered into by and among CYCLO THERAPEUTICS, INC., a Nevada corporation (the “Company”), and RAFAEL HOLDINGS, INC., a Delaware corporation (the “Investor”). |
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| December 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 December 5, 2024 Date of Report (Date of earliest event reported) CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Nevada 001-39780 59-3029743 (State or other jurisdiction of incorporation) (Commission |
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| November 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 2 (Mark one) ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2023 ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the period from to Commission file number 0-25466 CYCLO THERAPE |
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| November 26, 2024 |
Cyclo Therapeutics, Inc. 6714 NW 16th Street, Suite B Gainesville, Florida 32653 Cyclo Therapeutics, Inc. 6714 NW 16th Street, Suite B Gainesville, Florida 32653 November 26, 2024 Division of Corporation Finance Office of Life Sciences U.S. Securities and Exchange Commission Washington, D.C. 20549 Re: Cyclo Therapeutics, Inc. Form 10-K for Fiscal Year Ended December 31, 2023 Response Dated November 7, 2024 File No. 001-39780 Ladies and Gentlemen: We are in receipt of the Secur |
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| November 14, 2024 |
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: September 30, 2024 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: 0-25466 CYCLO THERAPEUTICS |
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| November 8, 2024 |
Exhibit 10.1 FIFTH AMENDED AND RESTATED NOTE PURCHASE AGREEMENT THIS FIFTH AMENDED AND RESTATED NOTE PURCHASE AGREEMENT (this “Agreement”), dated as of November 7, 2024 (the “Amendment Effective Date”), is entered into by and among CYCLO THERAPEUTICS, INC., a Nevada corporation (the “Company”), and RAFAEL HOLDINGS, INC., a Delaware corporation (the “Investor”). RECITALS WHEREAS, the Company and th |
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| November 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 7, 2024 Date of Report (Date of earliest event reported) CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Nevada 001-39780 59-3029743 (State or other jurisdiction of incorporation) (Commission |
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| November 8, 2024 |
Convertible Promissory Note dated November 7, 2024 payable to Rafael Exhibit 10.2 THIS CONVERTIBLE PROMISSORY NOTE AND THE UNDERLYING SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER SAID ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL FOR THE HOLDER SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UN |
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| November 7, 2024 |
Cyclo Therapeutics, Inc. 6714 NW 16th Street, Suite B Gainesville, Florida 32653 November 7, 2024 Cyclo Therapeutics, Inc. 6714 NW 16th Street, Suite B Gainesville, Florida 32653 November 7, 2024 Division of Corporation Finance Office of Life Sciences U.S. Securities and Exchange Commission Washington, D.C. 20549 Re: Cyclo Therapeutics, Inc. Form 10-K for Fiscal Year Ended December 31, 2023 File No. 001-39780 Ladies and Gentlemen: We are in receipt of the Securities and Exchange Commission’s ( |
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| October 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 4, 2024 Date of Report (Date of earliest event reported) CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Nevada 001-39780 59-3029743 (State or other jurisdiction of incorporation) (Commission F |
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| October 8, 2024 |
Convertible Promissory Note dated October 8, 2024 payable to Rafael Exhibit 10.2 THIS CONVERTIBLE PROMISSORY NOTE AND THE UNDERLYING SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER SAID ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL FOR THE HOLDER SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UN |
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| October 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 8, 2024 Date of Report (Date of earliest event reported) CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Nevada 001-39780 59-3029743 (State or other jurisdiction of incorporation) (Commission F |
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| October 8, 2024 |
Exhibit 10.3 AMENDMENT TO CONVERTIBLE PROMISSORY NOTES THIS AMENDMENT TO CONVERTIBLE PROMISSORY NOTES (this “Amendment”), dated as of October 8, 2024, is entered into by and among CYCLO THERAPEUTICS, INC., a Nevada corporation (the “Company”), and RAFAEL HOLDINGS, INC., a Delaware corporation (the “Holder”). RECITALS WHEREAS, the Holder is the holder of: (i) that certain Convertible Promissory Not |
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| October 8, 2024 |
Exhibit 10.1 FOURTH AMENDED AND RESTATED NOTE PURCHASE AGREEMENT THIS FOURTH AMENDED AND RESTATED NOTE PURCHASE AGREEMENT (this “Agreement”), dated as of October 8, 2024 (the “Amendment Effective Date”), is entered into by and among CYCLO THERAPEUTICS, INC., a Nevada corporation (the “Company”), and RAFAEL HOLDINGS, INC., a Delaware corporation (the “Investor”). RECITALS WHEREAS, the Company and t |
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| September 9, 2024 |
Convertible Promissory Note dated September 9, 2024 payable to Rafael Exhibit 10.2 THIS CONVERTIBLE PROMISSORY NOTE AND THE UNDERLYING SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER SAID ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL FOR THE HOLDER SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UN |
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| September 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 9, 2024 Date of Report (Date of earliest event reported) CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Nevada 001-39780 59-3029743 (State or other jurisdiction of incorporation) (Commission |
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| September 9, 2024 |
Exhibit 10.1 THIRD AMENDED AND RESTATED NOTE PURCHASE AGREEMENT THIS THIRD AMENDED AND RESTATED NOTE PURCHASE AGREEMENT (this “Agreement”), dated as of September 9, 2024 (the “Amendment Effective Date”), is entered into by and among CYCLO THERAPEUTICS, INC., a Nevada corporation (the “Company”), and RAFAEL HOLDINGS, INC., a Delaware corporation (the “Investor”). RECITALS WHEREAS, the Company and t |
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| August 22, 2024 |
Exhibit 99.1 Rafael Holdings and Cyclo Therapeutics Enter into a Definitive Merger Agreement Cyclo Therapeutics’ TransportNPC™ Phase 3 clinical trial for Trappsol® Cyclo™ for the treatment of Niemann-Pick Disease Type C1, a rare and fatal genetic disease, is fully enrolled and results from the 48-week interim analysis are expected in the middle of 2025 NEWARK, NJ and GAINESVILLE, FL – August 22, 2 |
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| August 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 21, 2024 CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Nevada 000-25466 59-3029743 (State or other jurisdiction of incorporation) (Commission F |
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| August 22, 2024 |
Exhibit 10.2 FORM OF VOTING AGREEMENT THIS VOTING AGREEMENT, dated as of [ ], 2024 (this “Agreement”), is between Rafael Holdings, Inc., a Delaware corporation (“Rafael”), and the undersigned (the “Stockholder”). WHEREAS, concurrently with the execution of this Agreement, Rafael, Cyclo Therapeutics, Inc., a Nevada corporation (the “Company”), Tandem Therapeutics, Inc., a Nevada corporation and a d |
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| August 22, 2024 |
Exhibit 10.3 FORM OF SUPPORT AGREEMENT This SUPPORT AGREEMENT (this “Agreement”), dated as of [ ], 2024, is made and entered into by and among Howard Jonas, and individual (“Holder”), Rafael Holdings, Inc., a Delaware corporation (“Rafael”) and Cyclo Therapeutics, Inc., a Nevada corporation (“Cyclo”). Capitalized terms used and not otherwise defined herein shall have the meanings ascribed to such |
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| August 22, 2024 |
Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER THIS AGREEMENT AND PLAN OF MERGER (as may be amended from time to time, this “Agreement”) is made and entered into as of August 21, 2024, by and among: Rafael Holdings, Inc., a Delaware corporation (“Parent”); Tandem Therapeutics, Inc., a Nevada corporation and a wholly-owned subsidiary of Parent (“First Merger Sub”); Tandem Therapeutics, |
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| August 22, 2024 |
Exhibit 10.1 FORM OF LOCK-UP AGREEMENT THIS LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of [ ], 2024 by and among RAFAEL HOLDINGS, INC., a Delaware corporation (the “Parent”) and CYCLO THERAPEUTICS, INC., a Nevada corporation (the “Company”), and the undersigned (the “Holder”). The Parent the Company and the Holder are sometimes referred to herein individually as a “Party” and |
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| August 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 21, 2024 CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Nevada 000-25466 59-3029743 (State or other jurisdiction of incorporation) (Commission F |
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| August 22, 2024 |
Exhibit 99.1 Rafael Holdings and Cyclo Therapeutics Enter into a Definitive Merger Agreement Cyclo Therapeutics’ TransportNPC™ Phase 3 clinical trial for Trappsol® Cyclo™ for the treatment of Niemann-Pick Disease Type C1, a rare and fatal genetic disease, is fully enrolled and results from the 48-week interim analysis are expected in the middle of 2025 NEWARK, NJ and GAINESVILLE, FL – August 22, 2 |
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| August 22, 2024 |
Exhibit 10.4 SECOND AMENDED AND RESTATED NOTE PURCHASE AGREEMENT THIS SECOND AMENDED AND RESTATED NOTE PURCHASE AGREEMENT (this “Agreement”), dated as of August 21, 2024 (the “Amendment Effective Date”), is entered into by and among CYCLO THERAPEUTICS, INC., a Nevada corporation (the “Company”), and RAFAEL HOLDINGS, INC., a Delaware corporation (the “Investor”). RECITALS WHEREAS, the Company and t |
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| August 22, 2024 |
Exhibit 10.4 SECOND AMENDED AND RESTATED NOTE PURCHASE AGREEMENT THIS SECOND AMENDED AND RESTATED NOTE PURCHASE AGREEMENT (this “Agreement”), dated as of August 21, 2024 (the “Amendment Effective Date”), is entered into by and among CYCLO THERAPEUTICS, INC., a Nevada corporation (the “Company”), and RAFAEL HOLDINGS, INC., a Delaware corporation (the “Investor”). RECITALS WHEREAS, the Company and t |
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| August 22, 2024 |
Convertible Promissory Note dated August 21, 2024 payable to Rafael Exhibit 10.5 THIS CONVERTIBLE PROMISSORY NOTE AND THE UNDERLYING SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER SAID ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL FOR THE HOLDER SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UN |
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| August 22, 2024 |
Exhibit 10.3 FORM OF SUPPORT AGREEMENT This SUPPORT AGREEMENT (this “Agreement”), dated as of [ ], 2024, is made and entered into by and among Howard Jonas, and individual (“Holder”), Rafael Holdings, Inc., a Delaware corporation (“Rafael”) and Cyclo Therapeutics, Inc., a Nevada corporation (“Cyclo”). Capitalized terms used and not otherwise defined herein shall have the meanings ascribed to such |
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| August 22, 2024 |
Convertible Promissory Note dated August 21, 2024 payable to Rafael Exhibit 10.5 THIS CONVERTIBLE PROMISSORY NOTE AND THE UNDERLYING SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER SAID ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL FOR THE HOLDER SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UN |
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| August 22, 2024 |
Exhibit 10.1 FORM OF LOCK-UP AGREEMENT THIS LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of [ ], 2024 by and among RAFAEL HOLDINGS, INC., a Delaware corporation (the “Parent”) and CYCLO THERAPEUTICS, INC., a Nevada corporation (the “Company”), and the undersigned (the “Holder”). The Parent the Company and the Holder are sometimes referred to herein individually as a “Party” and |
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| August 22, 2024 |
Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER THIS AGREEMENT AND PLAN OF MERGER (as may be amended from time to time, this “Agreement”) is made and entered into as of August 21, 2024, by and among: Rafael Holdings, Inc., a Delaware corporation (“Parent”); Tandem Therapeutics, Inc., a Nevada corporation and a wholly-owned subsidiary of Parent (“First Merger Sub”); Tandem Therapeutics, |
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| August 22, 2024 |
Exhibit 10.2 FORM OF VOTING AGREEMENT THIS VOTING AGREEMENT, dated as of [ ], 2024 (this “Agreement”), is between Rafael Holdings, Inc., a Delaware corporation (“Rafael”), and the undersigned (the “Stockholder”). WHEREAS, concurrently with the execution of this Agreement, Rafael, Cyclo Therapeutics, Inc., a Nevada corporation (the “Company”), Tandem Therapeutics, Inc., a Nevada corporation and a d |
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| August 14, 2024 |
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: June 30, 2024 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: 0-25466 CYCLO THERAPEUTICS, IN |
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| July 17, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 July 16, 2024 Date of Report (Date of earliest event reported) CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Nevada 001-39780 59-3029743 (State or other jurisdiction of incorporation) (Commission Fil |
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| July 17, 2024 |
Convertible Promissory Note dated July 16, 2024 payable to Rafael Exhibit 10.2 THIS CONVERTIBLE PROMISSORY NOTE AND THE UNDERLYING SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER SAID ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL FOR THE HOLDER SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UN |
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| July 17, 2024 |
Exhibit 10.1 AMENDED AND RESTATED NOTE PURCHASE AGREEMENT THIS AMENDED AND RESTATED NOTE PURCHASE AGREEMENT (this “Agreement”), dated as of July 16, 2024 (the “Amendment Effective Date”), is entered into by and among CYCLO THERAPEUTICS, INC., a Nevada corporation (the “Company”), and RAFAEL HOLDINGS, INC., a Delaware corporation (the “Investor”). RECITALS WHEREAS, the Company and the Investor ente |
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| June 28, 2024 |
As filed with the Securities and Exchange Commission on June 28, 2024 As filed with the Securities and Exchange Commission on June 28, 2024 Registration No. |
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| June 28, 2024 |
Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) Cyclo Therapeutics, Inc. |
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| June 28, 2024 |
As filed with the Securities and Exchange Commission on June 28, 2024 As filed with the Securities and Exchange Commission on June 28, 2024 Registration No. |
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| June 11, 2024 |
Exhibit 10.1 NOTE PURCHASE AGREEMENT THIS NOTE PURCHASE AGREEMENT (this “Agreement”), dated as of June 11, 2024 (the “Effective Date”), is entered into by and among CYCLO THERAPEUTICS, INC., a Nevada corporation (the “Company”), and RAFAEL HOLDINGS, INC., a Delaware corporation (the “Investor”). RECITALS WHEREAS, the Company has agreed to issue and sell, and the Investor has agreed to purchase, a |
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| June 11, 2024 |
Exhibit 10.1 NOTE PURCHASE AGREEMENT THIS NOTE PURCHASE AGREEMENT (this “Agreement”), dated as of June 11, 2024 (the “Effective Date”), is entered into by and among CYCLO THERAPEUTICS, INC., a Nevada corporation (the “Company”), and RAFAEL HOLDINGS, INC., a Delaware corporation (the “Investor”). RECITALS WHEREAS, the Company has agreed to issue and sell, and the Investor has agreed to purchase, a |
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| June 11, 2024 |
Convertible Promissory Note dated June 11, 2024 payable to Rafael Holdings, Inc.+ Exhibit 10.2 THIS CONVERTIBLE PROMISSORY NOTE AND THE UNDERLYING SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER SAID ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL FOR THE HOLDER SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UN |
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| June 11, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 11, 2024 Date of Report (Date of earliest event reported) CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Nevada 001-39780 59-3029743 (State or other jurisdiction of incorporation) (Commission Fil |
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| June 11, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 11, 2024 Date of Report (Date of earliest event reported) CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Nevada 001-39780 59-3029743 (State or other jurisdiction of incorporation) (Commission Fil |
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| June 11, 2024 |
Convertible Promissory Note dated June 11, 2024 payable to Rafael Holdings, Inc.+ Exhibit 10.2 THIS CONVERTIBLE PROMISSORY NOTE AND THE UNDERLYING SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER SAID ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL FOR THE HOLDER SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UN |
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| June 3, 2024 |
6714 NW 16th Street, Suite B Gainesville, FL 32653 6714 NW 16th Street, Suite B Gainesville, FL 32653 June 3, 2024 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, NE Washington, DC 20549 Attention: Doris Stacey Gama Re: Cyclo Therapeutics, Inc. |
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| May 24, 2024 |
As filed with the Securities and Exchange Commission on May 24, 2024 As filed with the Securities and Exchange Commission on May 24, 2024 Registration Statement No. |
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| May 24, 2024 |
Filing Fee Table (filed herewith). Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Cyclo Therapeutics, Inc. |
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| May 15, 2024 |
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, 2024 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: 0-25466 CYCLO THERAPEUTICS, I |
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| April 29, 2024 |
-12-31FY2023 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark one) ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2023 ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the period from to Commission file number 0-2546 |
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| March 18, 2024 |
Description of Registrant’s Securities* EXHIBIT 4.11 CYCLO THERAPEUTICS, INC. DESCRIPTION OF SECURITIES REGISTERED UNDER SECTION 12 OF THE EXCHANGE ACT The following is a brief description of the securities of Cyclo Therapeutics, Inc., a Nevada corporation (“Cyclo,” “we,” or “the Company”) which are registered pursuant to Section 12 of the Securities Exchange Act of 1934, as amended, which are (i) shares of the Company’s common stock (“ |
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| March 18, 2024 |
Articles of Incorporation of Cyclo Therapeutics, Inc., a Nevada corporation, as amended* Exhibit 3.1 |
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| March 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark one) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark one) ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2023 ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the period from to Commission file number 0-25466 CYCLO THERAPEUTICS, INC. (Exact |
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| March 18, 2024 |
Cyclo Therapeutics Inc. Clawback Policy* Exhibit 97.1 CYCLO THERAPEUTICS, INC. CLAWBACK POLICY This Cyclo Therapeutics, Inc. Clawback Policy (this “Policy”) was approved effective as of November 28, 2023 (the “Effective Date”) by the Compensation Committee (the “Committee”) of the Board of Directors (the “Board”) of Cyclo Therapeutics, Inc. (the “Company”). This Policy is adopted pursuant to and intended to comply with Rule 5608 (Recover |
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| March 18, 2024 |
SUBSIDIARIES OF CYCLO THERAPEUTICS, INC. EXHIBIT 21.1 SUBSIDIARIES OF CYCLO THERAPEUTICS, INC. The following are the subsidiaries of Cyclo Therapeutics, Inc.: Name Ownership State of Incorporation Cyclodextrin Technologies Development, Inc. 100.00 % Florida Cameo Merger Sub, Inc. 100.00 % Delaware |
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| March 4, 2024 |
Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 December 27, 2023 Date of Report (Date of earliest event reported) CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Nevada 001-39780 59-3029743 (State or other jurisdiction of incorp |
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| February 14, 2024 |
CYTH / Cyclo Therapeutics, Inc. / ARMISTICE CAPITAL, LLC Passive Investment SC 13G/A 1 armistice-cyth123123a2.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* CYCLO THERAPEUTICS, INC. (Name of Issuer) Common Stock, par value $.0001 per share (Title of Class of Securities) 23254X201 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Che |
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| January 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 January 17, 2024 Date of Report (Date of earliest event reported) CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Nevada 001-39780 59-3029743 (State or other jurisdiction of incorporation) (Commission |
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| December 28, 2023 |
Exhibit 99.1 Cyclo Therapeutics, Inc. Completes Merger with Applied Molecular Transport Inc. Combined company operating as Cyclo Therapeutics with primary focus on advancing Trappsol® Cyclo™ for the treatment of Niemann-Pick Disease Type C1 (NPC1) Cash runway extended into 2H 2024 with approximately $11.0 million cash on hand to fund operations GAINESVILLE, FL – (Businesswire) – December 27, 2023 |
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| December 28, 2023 |
Certificate of Amendment to the Articles of Incorporation of Cyclo. Exhibit 3.1 |
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| December 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 -12-31 December 26, 2023 Date of Report (Date of earliest event reported) CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Nevada 001-39780 59-3029743 (State or other jurisdiction of incorporation) (Com |
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| December 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 December 27, 2023 Date of Report (Date of earliest event reported) CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Nevada 001-39780 59-3029743 (State or other jurisdiction of incorporation) (Commission |
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| December 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 December 26, 2023 Date of Report (Date of earliest event reported) CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Nevada 001-39780 59-3029743 (State or other jurisdiction of incorporation) (Commission |
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| December 18, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 December 15, 2023 Date of Report (Date of earliest event reported) CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Nevada 001-39780 59-3029743 (State or other jurisdiction of incorporation) (Commission |
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| December 18, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 December 15, 2023 Date of Report (Date of earliest event reported) CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Nevada 001-39780 59-3029743 (State or other jurisdiction of incorporation) (Commission |
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| November 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 27, 2023 Date of Report (Date of earliest event reported) CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Nevada 001-39780 59-3029743 (State or other jurisdiction of incorporation) (Commission |
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| November 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 27, 2023 Date of Report (Date of earliest event reported) CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Nevada 001-39780 59-3029743 (State or other jurisdiction of incorporation) (Commission |
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| November 21, 2023 |
PROXY STATEMENT OF APPLIED MOLECULAR TRANSPORT INC. Filed Pursuant to Rule 424(b)(3) Registration No. 333-275371 PROXY STATEMENT OF APPLIED MOLECULAR TRANSPORT INC. PROXY STATEMENT OF CYCLO THERAPEUTICS, INC. MERGER PROPOSED—YOUR VOTE IS VERY IMPORTANT Dear Applied Molecular Transport Inc. Stockholders: As previously announced, the board of directors of Applied Molecular Transport Inc. (“AMTI”) has approved an acquisition of AMTI by Cyclo Therapeut |
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| November 20, 2023 |
Exhibit 99.2 VOTE ON INTERNET Go to http://www.Vstocktransfer.com/proxy Click on Proxy Voter Login and log-on using the below control number. Voting will be open until 11:59 p.m. Eastern Time on December 25, 2023. CONTROL # VOTE BY EMAIL Mark, sign and date your proxy card and return it to [email protected] * SPECIMEN * 1 MAIN STREET VOTE BY MAIL ANYWHERE PA 99999-9999 Mark, sign and date yo |
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| November 20, 2023 |
6714 NW 16th Street, Suite B Gainesville, FL 32653 November 20, 2023 6714 NW 16th Street, Suite B Gainesville, FL 32653 November 20, 2023 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.E. Washington, DC 20549 Attn: Jimmy McNamara, Attorney-Advisor Re: Cyclo Therapeutics, Inc. Registration Statement on Form S-4 Filed November 7, 2023, as amended File No. 333-275371 Dear Mr. McNamara: Pursuant |
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| November 20, 2023 |
As filed with the Securities and Exchange Commission on November 20, 2023 Registration No. |
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| November 20, 2023 |
Exhibit 99.3 |
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| November 14, 2023 |
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: September 30, 2023 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: 0-25466 CYCLO THERAPEUTI |
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| November 7, 2023 |
Consent of MTS Securities, LLC Exhibit 99.1 Consent of MTS Securities, LLC November 7, 2023 Board of Directors Applied Molecular Transport Inc. c/o The Corporation Trust Company Corporation Trust Center 1209 Orange Street Wilmington, DE 19801 Re: Registration Statement on Form S-4 of Cyclo Therapeutics, Inc. Members of the Board: We hereby consent to the inclusion of our opinion letter, dated September 20, 2023, to the Board of |
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| November 7, 2023 |
Exhibit 99.3 |
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| November 7, 2023 |
As filed with the Securities and Exchange Commission on November 7, 2023 Registration No. |
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| November 7, 2023 |
Exhibit 107 Calculation of Filing Fee Table Form S-4 (Form Type) CYCLO THERAPEUTICS, INC. |
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| November 7, 2023 |
Exhibit 99.2 VOTE ON INTERNET Go to http://www.Vstocktransfer.com/proxy Click on Proxy Voter Login and log-on using the below control number. Voting will be open until 11:59 p.m. Eastern Daylight Time on [●], 2023. CONTROL # VOTE BY EMAIL Mark, sign and date your proxy card and return it to [email protected] * SPECIMEN * 1 MAIN STREET VOTE BY MAIL ANYWHERE PA 99999-9999 Mark, sign and date y |
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| October 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Cyclo Therapeutics, Inc. (Name of Issuer) Common Stock, par value $.0001 per share (Title of Class of Securities) 23254X201 (CUSIP Number) William Conkling, c/o Rafael Holdings, Inc., 520 Broad Street, Newark N.J. 07102 (Name, Address and Telephone Numbe |
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| October 20, 2023 |
Exhibit 10.1 CYCLO THERAPEUTICS, INC. SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is made and entered into as of October 20, 2023, by and among Cyclo Therapeutics, Inc., a Nevada corporation (the “Company”), and the investors identified on the signature pages hereto (each a “Purchaser”, and collectively, the “Purchasers”). RECITALS WHEREAS, the Company has i |
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| October 20, 2023 |
Exhibit 4.1 THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE BEEN ACQUIRED FOR INVESTMENT AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY STATE SECURITIES LAW. SUCH SECURITIES MAY NOT BE SOLD OR TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR UNLESS SUCH SALE OR TRANSFER IS EXEMPT FROM THE REGISTRATION AND PROSPECTUS DELIVERY REQUIREMENTS OF THE |
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| October 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 20, 2023 CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Nevada 000-25466 59-3029743 (State or other Jurisdiction of Incorporation) (Commission |
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| September 27, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 27, 2023 CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Nevada 000-25466 59-3029743 (State or other Jurisdiction of Incorporation) (Commissio |
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| September 27, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 27, 2023 CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Nevada 000-25466 59-3029743 (State or other Jurisdiction of Incorporation) (Commissio |
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| September 21, 2023 |
Exhibit 10.1 VOTING AGREEMENT This Voting Agreement (this “Voting Agreement”) is being delivered on September [•], 2023 by the person or persons named on the signature pages hereto (collectively, the “Holder”), as the holder of Company Shares (as defined below) of Applied Molecular Transport Inc., a Delaware corporation (the “Company”), to Cyclo Therapeutics, Inc., a Nevada corporation (“Parent”). |
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| September 21, 2023 |
Exhibit 99.1 Cyclo Therapeutics, Inc. and Applied Molecular Transport Inc. Enter into a Definitive Merger Agreement Combined company will operate as Cyclo Therapeutics with primary focus on advancing Trappsol® Cyclo™ for the treatment of Niemann-Pick Disease Type C1 (NPC1) At closing combined Company will have approximately $13.7 million cash on hand to fund operations into 2H 2024 Upcoming milest |
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| September 21, 2023 |
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER Among Cyclo Therapeutics, Inc. Cameo Merger Sub, Inc. And Applied Molecular Transport Inc. Dated as of September 21, 2023 Table of Contents Page ARTICLE I The Merger 1 Section 1.01 The Merger 1 Section 1.02 Closing 1 Section 1.03 Effective Time 2 Section 1.04 Effects 2 Section 1.05 Certificate of Incorporation and Bylaws 2 Section 1.06 Directors 2 Section 1 |
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| September 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 21, 2023 CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Nevada 000-25466 59-3029743 (State or other Jurisdiction of Incorporation) (Commissio |
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| September 21, 2023 |
Exhibit 10.1 VOTING AGREEMENT This Voting Agreement (this “Voting Agreement”) is being delivered on September [•], 2023 by the person or persons named on the signature pages hereto (collectively, the “Holder”), as the holder of Company Shares (as defined below) of Applied Molecular Transport Inc., a Delaware corporation (the “Company”), to Cyclo Therapeutics, Inc., a Nevada corporation (“Parent”). |
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| September 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 21, 2023 CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Nevada 000-25466 59-3029743 (State or other Jurisdiction of Incorporation) (Commissio |
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| September 21, 2023 |
Exhibit 99.1 Cyclo Therapeutics, Inc. and Applied Molecular Transport Inc. Enter into a Definitive Merger Agreement Combined company will operate as Cyclo Therapeutics with primary focus on advancing Trappsol® Cyclo™ for the treatment of Niemann-Pick Disease Type C1 (NPC1) At closing combined Company will have approximately $13.7 million cash on hand to fund operations into 2H 2024 Upcoming milest |
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| September 21, 2023 |
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER Among Cyclo Therapeutics, Inc. Cameo Merger Sub, Inc. And Applied Molecular Transport Inc. Dated as of September 21, 2023 Table of Contents Page ARTICLE I The Merger 1 Section 1.01 The Merger 1 Section 1.02 Closing 1 Section 1.03 Effective Time 2 Section 1.04 Effects 2 Section 1.05 Certificate of Incorporation and Bylaws 2 Section 1.06 Directors 2 Section 1 |
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| August 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 17, 2023 CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in charter) Nevada 000-25466 59-3029743 (State or other Jurisdiction of Incorporation or Organization) ( |
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| August 14, 2023 |
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: June 30, 2023 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: 0-25466 CYCLO THERAPEUTICS, I |
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| August 7, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION, Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Cyclo Therapeutics, Inc. (Name of Issuer) Common Stock, par value $.0001 per share (Title of Class of Securities) 23254X201 (CUSIP Number) William Conkling, c/o Rafael Holdings, Inc., 520 Broad Street, Newark N.J. 07102 (Name, Address and Telephone Numb |
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| August 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 1, 2023 CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in charter) Nevada 000-25466 59-3029743 (State or other Jurisdiction of Incorporation or Organization) (C |
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| August 3, 2023 |
Warrant issued to Rafael Holdings, Inc., dated August 1, 2023 Exhibit 4.1 THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE BEEN ACQUIRED FOR INVESTMENT AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY STATE SECURITIES LAW. SUCH SECURITIES MAY NOT BE SOLD OR TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR UNLESS SUCH SALE OR TRANSFER IS EXEMPT FROM THE REGISTRATION AND PROSPECTUS DELIVERY REQUIREMENTS OF THE |
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| July 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 31, 2023 CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in charter) Nevada 000-25466 59-3029743 (State or other Jurisdiction of Incorporation or Organization) (Co |
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| June 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive |
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| June 5, 2023 |
Exhibit 4.1 THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE BEEN ACQUIRED FOR INVESTMENT AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY STATE SECURITIES LAW. SUCH SECURITIES MAY NOT BE SOLD OR TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR UNLESS SUCH SALE OR TRANSFER IS EXEMPT FROM THE REGISTRATION AND PROSPECTUS DELIVERY REQUIREMENTS OF THE |
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| June 5, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 1, 2023 CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in charter) Nevada 000-25466 59-3029743 (State or other Jurisdiction of Incorporation or Organization) (Com |
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| June 5, 2023 |
Exhibit 10.1 CYCLO THERAPEUTICS, INC. SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is made and entered into as of June 1, 2023, by and among Cyclo Therapeutics, Inc., a Nevada corporation (the “Company”), and Rafael Holdings, Inc., a Delaware corporation (“Purchaser”). RECITALS WHEREAS, the Company desires to issue, and Purchaser desires to purchase, 4,000,00 |
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| June 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive |
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| May 18, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 15, 2023 CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in charter) Nevada 000-25466 59-3029743 (State or other Jurisdiction of Incorporation or Organization) (Com |
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| May 12, 2023 |
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, 2023 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: 0-25466 CYCLO THERAPEUTICS, |
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| May 11, 2023 |
CYTH / Cyclo Therapeutics Inc - Class A / Rafael Holdings, Inc. - SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION, Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No.)* Cyclo Therapeutics, Inc. (Name of Issuer) Common Stock, par value $.0001 per share (Title of Class of Securities) 23254X201 (CUSIP Number) William Conkling, c/o Rafael Holdings, Inc., 520 Broad Street, Newark N.J. 07102 (Name, Address and Telephone Number |
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| May 4, 2023 |
Exhibit 10.1 CYCLO THERAPEUTICS, INC. SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is made and entered into as of May 2, 2023, by and among Cyclo Therapeutics, Inc., a Nevada corporation (the “Company”), and Rafael Holdings, Inc., a Delaware corporation (“Purchaser”). RECITALS WHEREAS, the Company desires to issue, and Purchaser desires to purchase, 2,514,970 |
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| May 4, 2023 |
Exhibit 4.1 THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE BEEN ACQUIRED FOR INVESTMENT AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY STATE SECURITIES LAW. SUCH SECURITIES MAY NOT BE SOLD OR TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR UNLESS SUCH SALE OR TRANSFER IS EXEMPT FROM THE REGISTRATION AND PROSPECTUS DELIVERY REQUIREMENTS OF THE |
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| May 4, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 2, 2023 CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in charter) Nevada 000-25466 59-3029743 (State or other Jurisdiction of Incorporation or Organization) (Comm |
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| May 4, 2023 |
Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of May 2, 2023, by and among Cyclo Therapeutics, Inc., a Nevada corporation (the “Company”), and Rafael Holdings, Inc., a Delaware corporation (“Purchaser”). This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof, between the Compan |
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| May 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark one) ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 -12-31FY2022 For the fiscal year ended December 31, 2022 ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the period from to Commission file number 0-2546 |
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| April 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 20, 2023 CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in charter) Nevada 000-25466 59-3029743 (State or other Jurisdiction of Incorporation or Organization) (C |
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| April 24, 2023 |
Form of Warrant, dated April 20, 2023, issued by Cyclo Therapeutics, Inc. Exhibit 4.1 THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE BEEN ACQUIRED FOR INVESTMENT AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY STATE SECURITIES LAW. SUCH SECURITIES MAY NOT BE SOLD OR TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR UNLESS SUCH SALE OR TRANSFER IS EXEMPT FROM THE REGISTRATION AND PROSPECTUS DELIVERY REQUIREMENTS OF THE |
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| April 24, 2023 |
Exhibit 10.1 CYCLO THERAPEUTICS, INC. SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is made and entered into as of April 20, 2023, by and among Cyclo Therapeutics, Inc., a Nevada corporation (the “Company”), and the investors identified on the signature pages hereto (each a “Purchaser”, and collectively, the “Purchasers”). RECITALS WHEREAS, the Company desires |
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| March 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 21, 2023 CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in charter) Nevada 000-25466 59-3029743 (State or other Jurisdiction of Incorporation or Organization) (C |
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| March 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 20, 2023 CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in charter) Nevada 000-25466 59-3029743 (State or other Jurisdiction of Incorporation or Organization) (C |
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| March 17, 2023 |
EXHIBIT 21.1 SUBSIDIARIES OF CYCLO THERAPEUTICS, INC. The following is the sole subsidiary of Cyclo Therapeutics, Inc.: Name Ownership State of Incorporation Cyclodextrin Technologies Development, Inc. 100.00 % Florida |
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| March 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark one) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark one) ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2022 ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the period from to Commission file number 0-25466 CYCLO THERAPEUTICS, INC. (Exact |
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| March 8, 2023 |
Exhibit 3.1 |
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| March 8, 2023 |
-12-31 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 3, 2023 CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in charter) Nevada 000-25466 59-3029743 (State or other Jurisdiction of Incorporation or Organizati |
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| February 14, 2023 |
CYTH / Cyclo Therapeutics Inc / ARMISTICE CAPITAL, LLC Passive Investment SC 13G/A 1 armistice-cyth123122a1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* CYCLO THERAPEUTICS, INC. (Name of Issuer) Common Stock, par value $.0001 per share (Title of Class of Securities) 23254X201 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Che |
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| February 10, 2023 |
CYTH / Cyclo Therapeutics Inc / ARMISTICE CAPITAL, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 10, 2023 |
6714 NW 16th Street, Suite B Gainesville, FL 32653 February 10, 2023 CORRESP 1 filename1.htm 6714 NW 16th Street, Suite B Gainesville, FL 32653 February 10, 2023 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.E. Washington, DC 20549 Attn: Alan Campbell Re: Cyclo Therapeutics, Inc. Registration Statement on Form S-1 Filed January 27, 2023, as amended File No. 333-269437 Dear Mr. Campbell: Pur |
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| February 10, 2023 |
As filed with the Securities and Exchange Commission on February __, 2023 As filed with the Securities and Exchange Commission on February , 2023 Registration No. |
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| January 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive |
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| January 27, 2023 |
As filed with the Securities and Exchange Commission on January 27, 2023 As filed with the Securities and Exchange Commission on January 27, 2023 Registration No. |
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| January 27, 2023 |
Exhibit 107 Calculation of Filing Fee Tables FORM S-1 (Form Type) Cyclo Therapeutics, Inc. |
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| January 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive |
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| January 3, 2023 |
Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| January 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 29, 2022 CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in charter) Nevada 001-39780 59-3029743 (State or other Jurisdiction of Incorporation or Organization) |
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| January 3, 2023 |
Exhibit 4.3 PRE-FUNDED COMMON STOCK PURCHASE WARRANT CYCLO THERAPEUTICS, INC. Warrant Shares: 1,678,696 Initial Exercise Date: January 3, 2023 THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the ?Warrant?) certifies that, for value received, . or its assigns (the ?Holder?) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on |
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| January 3, 2023 |
Filed Pursuant to Rule 424(b)(5) Registration No. 333-254496 PROSPECTUS SUPPLEMENT (To Prospectus Dated May 28, 2021) 930,000 Shares of Common Stock Pre-Funded Warrants to Purchase up to 1,678,696 Shares of Common Stock Up to 1,678,696 Shares of Common Stock Underlying the Pre-Funded Warrants We are offering 930,000 shares of our common stock, and pre-funded warrants to purchase up to 1,678,696 sh |
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| January 3, 2023 |
EX-99.1 8 ex460042.htm EXHIBIT 99.1 Exhibit 99.1 Cyclo Therapeutics Announces $4.2 Million Registered Direct Offering Priced At-The-Market under Nasdaq Rules GAINESVILLE, Fla., December 30, 2022-(BUSINESS WIRE)-Cyclo Therapeutics, Inc. (Nasdaq: CYTH) ("Cyclo Therapeutics" or the "Company"), a clinical stage biotechnology company dedicated to developing life-changing medicines through science and i |
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| January 3, 2023 |
Exhibit 4.4 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| January 3, 2023 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this ?Agreement?) is dated as of December 29, 2022, between Cyclo Therapeutics, Inc., a Nevada corporation (the ?Company?), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a ?Purchaser? and collectively the ?Purchasers?). WHEREAS, subject to the terms and conditio |
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| January 3, 2023 |
Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| November 23, 2022 |
6714 NW 16th Street, Suite B Gainesville, FL 32653 November 23, 2021 6714 NW 16th Street, Suite B Gainesville, FL 32653 November 23, 2021 Via Edgar U.S. Securities and Exchange Commission Division of Corporation Finance Office of Industrial Applications and Services Life Sciences 100 F Street, N.E. Washington, DC 20549 Attn: Conlon Danberg Jane Park Re: Cyclo Therapeutics, Inc. Registration Statement on Form S-1 Filed October 31, 2022, as amended File No. 333-26807 |
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| November 21, 2022 |
Exhibit 4.2 PRE-FUNDED COMMON STOCK PURCHASE WARRANT CYCLO THERAPEUTICS, INC. Warrant Shares: Issue Date: [•], 2022 Initial Exercise Date: [•], 2022 THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received , or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any ti |
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| November 21, 2022 |
As filed with the Securities and Exchange Commission on November 21, 2022 S-1/A 1 ctdh20221119s1a.htm FORM S-1/A As filed with the Securities and Exchange Commission on November 21, 2022 Registration No. 333-268075 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Nevada 2860 59-3029743 |
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| November 21, 2022 |
Exhibit 4.1 COMMON STOCK PURCHASE WARRANT CYCLO THERAPEUTICS, INC. Warrant Shares: Issue Date: [•], 2022 THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received , or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Charter Amendment Date (as defined b |
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| November 21, 2022 |
Form of Underwriting Agreement Exhibit 1.1 CYCLO THERAPEUTICS, INC. [●] Shares of Common Stock Pre-Funded Warrants to Purchase up to [●] Shares of Common Stock Warrants to Purchase up to [●] Shares of Common Stock UNDERWRITING AGREEMENT [●], 2022 EF Hutton, division of Benchmark Investments, LLC 590 Madison Avenue, 39th Floor New York, New York 10022 Ladies and Gentlemen: Cyclo Therapeutics, Inc., a Nevada corporation (the “Com |
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| November 10, 2022 |
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: September 30, 2022 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: 0-25466 CYCLO THERAPEUTIC |
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| October 31, 2022 |
As filed with the Securities and Exchange Commission on October 31, 2022 As filed with the Securities and Exchange Commission on October 31, 2022 Registration No. |
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| October 31, 2022 |
Exhibit 107 Calculation of Filing Fee Tables FORM S-1 (Form Type) Cyclo Therapeutics, Inc. |
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| August 15, 2022 |
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: June 30, 2022 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: 0-25466 CYCLO THERAPEUTICS, IN |
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| June 24, 2022 |
Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 24, 2022 CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in charter) Nevada 000-25466 59-3029743 (State or other Jurisdiction of Incorporation or Organization) (Co |
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| May 12, 2022 |
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, 2022 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: 0-25466 CYCLO THERAPEUTICS, |
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| April 29, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive |
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| March 11, 2022 |
Exhibit 10.13 EXECUTIVE EMPLOYMENT AGREEMENT THIS EXECUTIVE EMPLOYMENT AGREEMENT (this ?Agreement?), is made as of the 27th day of September, 2021 (the ?Effective Date?), by and between Cyclo Therapeutics Inc., a Nevada corporation with its principal place of business at 6714 NW 16th Street, Suite B, Gainesville, FL 32653 (together with its subsidiaries, the ?Company") and Lise Lund Kjems, M.D., P |
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| March 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark one) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark one) ? Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2021 ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the period from to Commission file number 0-25466 CYCLO THERAPEUTICS, INC. (Exact |
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| March 2, 2022 |
EX-10.2 3 ex342161.htm EXHIBIT 10.2 Exhibit 10.2 EXECUTIVE EMPLOYMENT AGREEMENT THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”), is made as of the 28th day of February, 2022 (the “Effective Date”), by and between Cyclo Therapeutics Inc., a Nevada corporation with its principal place of business at 6714 NW 16th Street, Suite B, Gainesville, FL 32653 (together with its subsidiaries, the “Comp |
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| March 2, 2022 |
Exhibit 10.4 EXECUTIVE EMPLOYMENT AGREEMENT THIS EXECUTIVE EMPLOYMENT AGREEMENT (this ?Agreement?), is made as of the 28th day of February, 2022 (the ?Effective Date?), by and between Cyclo Therapeutics Inc., a Nevada corporation with its principal place of business at 6714 NW 16th Street, Suite B, Gainesville, FL 32653 (together with its subsidiaries, the ?Company") and Jeffrey Tate (the ?Executi |
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| March 2, 2022 |
Exhibit 10.3 EXECUTIVE EMPLOYMENT AGREEMENT THIS EXECUTIVE EMPLOYMENT AGREEMENT (this ?Agreement?), is made as of the 28th day of February, 2022 (the ?Effective Date?), by and between Cyclo Therapeutics Inc., a Nevada corporation with its principal place of business at 6714 NW 16th Street, Suite B, Gainesville, FL 32653 (together with its subsidiaries, the ?Company") and Joshua Fine (the ?Executiv |
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| March 2, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 28, 2022 CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in charter) Nevada 001-39780 59-3029743 (State or other Jurisdiction of Incorporation or Organization) |
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| March 2, 2022 |
Exhibit 10.1 EXECUTIVE EMPLOYMENT AGREEMENT THIS EXECUTIVE EMPLOYMENT AGREEMENT (this ?Agreement?), is made as of the 28th day of February, 2022 (the ?Effective Date?), by and between Cyclo Therapeutics Inc., a Nevada corporation with its principal place of business at 6714 NW 16th Street, Suite B, Gainesville, FL 32653 (together with its subsidiaries, the ?Company") and N. Scott Fine (the ?Execut |
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| November 19, 2021 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 16, 2021 CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in charter) Nevada 001-39780 59-3029743 (State or other Jurisdiction of Incorporation or Organization) |
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| November 19, 2021 |
Cyclo Therapeutics Announces Pricing of $11.7 Million Underwritten Public Offering of Common stock Exhibit 99.1 Cyclo Therapeutics Announces Pricing of $11.7 Million Underwritten Public Offering of Common stock GAINESVILLE, Fla., November 16, 2021 - Cyclo Therapeutics, Inc. (Nasdaq: CYTH, CYTHW) (?Cyclo Therapeutics? of the ?Company?), a clinical stage biotechnology company dedicated to developing life-changing medicines through science and innovation for patients and families living with disea |
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| November 19, 2021 |
Exhibit 1.1 1,950,000 SHARES OF COMMON STOCK OF CYCLO THERAPEUTICS, INC. UNDERWRITING AGREEMENT November 16, 2021 Maxim Group LLC As Representative of the Several underwriters, if any, named in Schedule I hereto 405 Lexington Avenue, 2nd Floor New York, NY 10174 Ladies and Gentlemen: The undersigned, Cyclo Therapeutics, Inc., a company incorporated under the laws of Nevada (collectively with its s |
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| November 18, 2021 |
1,950,000 Shares of Common Stock Filed Pursuant to Rule 424(b)(5) Registration No. 333-254496 PRELIMINARY PROSPECTUS SUPPLEMENT (To Prospectus Dated May 28, 2021) 1,950,000 Shares of Common Stock We are offering 1,950,000 shares of our common stock, par value $0.0001 per share, at a price of $6.00 per share. Our common stock is listed on The NASDAQ Capital Market under the symbol ?CYTH.? On November 16, 2021, the last reported sa |
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| November 16, 2021 |
Termination of a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 16, 2021 CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in charter) Nevada 001-39780 59-3029743 (State or other Jurisdiction of Incorporation or Organization) |
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| November 16, 2021 |
SUBJECT TO COMPLETION, DATED NOVEMBER __, 2021 Filed Pursuant to Rule 424(b)(5) Registration No. 333-254496 The information in this preliminary prospectus supplement is not complete and may be changed. A registration statement relating to the securities has become effective under the Securities Act of 1933. This preliminary prospectus supplement and the accompanying prospectus are not offers to sell these securities and are not soliciting an o |
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| November 15, 2021 |
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: September 30, 2021 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: 0-25466 CYCLO THERAPEUTI |
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| September 1, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 27, 2021 CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in charter) Nevada 001-39780 59-3029743 (State or other Jurisdiction of Incorporation or Organization) ( |
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| August 16, 2021 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 16, 2021 CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in charter) Nevada 001-39780 59-3029743 (State or other Jurisdiction of Incorporation or Organization) ( |
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| August 16, 2021 |
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: June 30, 2021 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: 0-25466 CYCLO THERAPEUTICS, I |
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| August 16, 2021 |
Exhibit 10.1 CYCLO THERAPEUTICS, INC. $20,000,000 COMMON STOCK EQUITY DISTRIBUTION AGREEMENT August 16, 2021 Oppenheimer & Co. Inc. 85 Broad Street, 26th Floor New York, New York 10004 Ladies and Gentlemen: Cyclo Therapeutics, Inc., a Nevada corporation (the ?Company?), confirms its agreement (this ?Agreement?) with Oppenheimer & Co. Inc., as follows: 1. Issuance and Sale of Shares. The Company ag |
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| August 16, 2021 |
Filed Pursuant to Rule 424(b)(5) Registration No. 333-254496 PROSPECTUS SUPPLEMENT (To Prospectus Dated May 28, 2021) Up to $20,000,000 of Common Stock We have entered into an Equity Distribution Agreement (the ?Equity Distribution Agreement?) with Oppenheimer & Co. Inc. (?Oppenheimer? or the ?Sales Agent?), relating to shares of our common stock offered by this prospectus supplement and the accom |
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| June 25, 2021 |
EX-3.1 2 ex259667.htm EXHIBIT 3.1 Exhibit 3.1 |
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| June 25, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 24, 2021 CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in charter) Nevada 001-39780 59-3029743 (State or other Jurisdiction of Incorporation or Organization) (Co |
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| June 25, 2021 |
Exhibit 10.1 CYCLO THERAPEUTICS, INC. 2021 EQUITY INCENTIVE PLAN (Effective June 24, 2021) Table of Contents 1. Purpose of Plan 1 2. Definitions 1 3. Plan Administration 6 4. Shares Available for Issuance 8 5. Participation 10 6. Options 10 7. Stock Appreciation Rights 11 8. Restricted Stock Awards, Restricted Stock Units and Deferred Stock Units 12 9. Performance Awards 14 10. Non-Employee Direct |
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| May 26, 2021 |
6714 NW 16th Street, Suite B Gainesville, FL 32653 May 26, 2021 6714 NW 16th Street, Suite B Gainesville, FL 32653 May 26, 2021 VIA EDGAR U.S. Securities and Exchange Commission 100 F Street, N.E. Mail Stop 4628 Washington, DC 20549 Division of Corporation Finance, Office of Life Sciences Attn: Jane Park Re: Cyclo Therapeutics, Inc. Registration Statement on Form S-3 Filed March 19, 2021, as amended File No. 333-254496 Dear Ms. Park: Pursuant to Rule 461 under |
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| May 21, 2021 |
As filed with the Securities and Exchange Commission on May 21, 2021 As filed with the Securities and Exchange Commission on May 21, 2021 Registration No. |
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| May 14, 2021 |
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, 2021 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: 0-25466 CYCLO THERAPEUTICS, I |
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| April 29, 2021 |
Our Definitive Proxy Statement on Schedule 14A filed with the SEC on April 30, 2021; UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive |
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| April 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive |
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| March 19, 2021 |
As filed with the Securities and Exchange Commission on March 19, 2021 Registration No. |
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| March 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark one) ? Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2020 ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the period from to Commission file number 0-25466 CYCLO THERAPEUTICS, INC. (Exact |
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| March 12, 2021 |
EXHIBIT 4.3 CYCLO THERAPEUTICS, INC. DESCRIPTION OF SECURITIES REGISTERED UNDER SECTION 12 OF THE EXCHANGE ACT The following is a brief description of shares of capital stock of Cyclo Therapeutics, Inc. (the ?Company,? ?we,? ?us,? or ?our?). The brief description is based upon our Articles of Incorporation (as amended, our ?Articles of Incorporation?), our Bylaws (our ?Bylaws?), and provisions of |
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| February 12, 2021 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Amendment No. 1 Under the Securities Exchange Act of 1934 Cyclo Therapeutics, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 23254X201 (CUSIP Number) February 9, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant |
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| December 22, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 22, 2020 CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in charter) Nevada 000-25466 59-3029743 (State or other Jurisdiction of Incorporation or Organization) |
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| December 17, 2020 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Cyclo Therapeutics, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 23254X201 (CUSIP Number) December 8, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sch |
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| December 11, 2020 |
Exhibit 4.1 REPRESENTATIVE COMMON STOCK PURCHASE WARRANT CYCLO THERAPEUTICS, INC. Warrant Shares: 50,000 Initial Exercise Date: June 8, 2020 THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Maxim Partners LLC or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any tim |
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| December 11, 2020 |
424B4 1 ctdh20201211424b4.htm FORM 424B4 Filed Pursuant to Rule 424(b)(4) Registration File Nos. 333-249136 333-251218 2,500,000 Units Each Unit Consisting of One Share of Common Stock and One Warrant to Purchase One Share of Common Stock This is a firm commitment public offering of 2,500,000 Units at an offering price of $5.00 per unit, each Unit consisting of one share of common stock, $0.0001 p |
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| December 11, 2020 |
Exhibit 1.1 2,500,000 SHARES of Common Stock and 2,500,000 Warrants TO PURCHASE 2,500,000 SHARES OF COMMON STOCK of CYCLO THERAPEUTICS, INC. UNDERWRITING AGREEMENT December 9, 2020 Maxim Group LLC As Representative of the Several underwriters, if any, named in Schedule I hereto 405 Lexington Avenue, 2nd Floor New York, NY 10174 Ladies and Gentlemen: The undersigned, Cyclo Therapeutics, Inc., a com |
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| December 11, 2020 |
CTDH / CTD Holdings, Inc. / ARMISTICE CAPITAL, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| December 11, 2020 |
Exhibit 3.1 |
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| December 11, 2020 |
Filed Pursuant to Rule 424(b)(4) Registration File Nos. 333-249136 333-25128 2,500,000 Units Each Unit Consisting of One Share of Common Stock and One Warrant to Purchase One Share of Common Stock This is a firm commitment public offering of 2,500,000 Units at an offering price of $5.00 per unit, each Unit consisting of one share of common stock, $0.0001 par value per share, and one warrant to pur |
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| December 11, 2020 |
Exhibit 10.1 CYCLO THERAPEUTICS, INC. and vStock Transfer LLC, as Warrant Agent Warrant Agency Agreement Dated as of December 11, 2020 WARRANT AGENCY AGREEMENT WARRANT AGENCY AGREEMENT, dated as of December 11, 2020 (“Agreement”), between Cyclo Therapeutics, Inc., a corporation organized under the laws of the State of Nevada (the “Company”), and VStock Transfer LLC (the “Warrant Agent”). W I T N E |
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| December 11, 2020 |
Exhibit 99.1 Cyclo Therapeutics Announces Pricing of $12.5 Million Public Offering Transaction Includes Uplisting to Nasdaq and Reverse Stock Split Gainesville, FL – (Businesswire) –December 9, 2020 – Cyclo Therapeutics, Inc. (“Cyclo Therapeutics” or the “Company”) (NasdaqCM:CYTH, CYTHW), a clinical stage biotechnology company developing a cyclodextrin platform for the treatment of Neurodegenerati |
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| December 11, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 8, 2020 CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in charter) Nevada 000-25466 59-3029743 (State or other Jurisdiction of Incorporation or Organization) |
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| December 9, 2020 |
As filed with the Securities and Exchange Commission on December 9, 2020 Registration No. |
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| December 8, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Nevada 59-3029743 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification Nu |
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| December 4, 2020 |
As filed with the Securities and Exchange Commission on December 4, 2020 Registration No. |
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| December 4, 2020 |
December 4, 2020 VIA EDGAR Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Re: Cyclo Therapeutics, Inc. Registration Statement on Form S-1, as amended (File No. 333-249136) Ladies and Gentlemen: As the underwriter of the proposed offering of Cyclo Therapeutics, Inc. (the “Company”), we hereby join the Company’s request for acceleration of the above-referenced Registratio |
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| December 4, 2020 |
Cyclo Therapeutics, Inc. 6714 NW 16th Street, Suite B Gainesville, FL 32653 December 4, 2020 VIA EDGAR U.S. Securities and Exchange Commission 100 F Street, N.E. Mail Stop 4628 Washington, DC 20549 Division of Corporation Finance, Office of Life Sciences Attn: Chris Edwards Re: Cyclo Therapeutics, Inc. Registration Statement on Form S-1 Filed September 29, 2020, as amended File No. 333-249136 Dear |
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| November 17, 2020 |
As filed with the Securities and Exchange Commission on November 17, 2020 As filed with the Securities and Exchange Commission on November 17, 2020 Registration No. |
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| November 16, 2020 |
As filed with the Securities and Exchange Commission on November 16, 2020 Registration No. |
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| November 16, 2020 |
Form of Underwriting Agreement Exhibit 1.1 SHARES of Common Stock and Warrants TO PURCHASE SHARES OF COMMON STOCK of CYCLO THERAPEUTICS, INC. UNDERWRITING AGREEMENT , 2020 Maxim Group LLC As Representative of the Several underwriters, if any, named in Schedule I hereto 405 Lexington Avenue, 2nd Floor New York, NY 10174 Ladies and Gentlemen: The undersigned, Cyclo Therapeutics, Inc., a company incorporated under the laws of Neva |
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| November 16, 2020 |
Exhibit 4.7 REPRESENTATIVE COMMON STOCK PURCHASE WARRANT CYCLO THERAPEUTICS, INC. Warrant Shares: 1 Initial Exercise Date: , 20202 THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof |
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| November 16, 2020 |
Exhibit 4.6 CYCLO THERAPEUTICS, INC. and vStock Transfer LLC, as Warrant Agent Warrant Agency Agreement Dated as of , 2020 WARRANT AGENCY AGREEMENT WARRANT AGENCY AGREEMENT, dated as of , 2020 (“Agreement”), between Cyclo Therapeutics, Inc., a corporation organized under the laws of the State of Nevada (the “Company”), and VStock Transfer LLC (the “Warrant Agent”). W I T N E S S E T H WHEREAS, pur |
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| November 16, 2020 |
Exhibit 4.5 COMMON STOCK PURCHASE WARRANT CYCLO THERAPEUTICS, INC. Warrant Shares: Initial Exercise Date: , 2020 THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exe |
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| November 12, 2020 |
10-Q 1 ctdh2020093010q.htm FORM 10-Q 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: September 30, 2020 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission |
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| November 10, 2020 |
Exhibit 3.2 BYLAWS OF CYCLO THERAPEUTICS, INC. 1.1. REGISTERED AGENT AND OFFICE. The registered agent of the Corporation (the ?Corporation?) shall be as set forth in the Corporation?s articles of incorporation, as may be amended and/or restated from time to time (the ?Articles of Incorporation?) and the registered office of the Corporation shall be the street office of that agent. The Board of Dir |
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| November 10, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 6, 2020 CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in charter) Nevada 000-25466 59-3029743 (State or other Jurisdiction of Incorporation or Organization) |
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| November 10, 2020 |
Exhibit 3.1 |
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| November 10, 2020 |
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER This AGREEMENT AND PLAN OF MERGER (this ?Agreement?) dated this 4th day of November, 2020, by and between CYCLO THERAPEUTICS, INC., a Florida corporation (?Cyclo Florida?), and CYCLO THERAPEUTICS, INC., a Nevada corporation and a wholly-owned subsidiary of Cyclo Florida (?Cyclo Nevada?), is made with respect to the following facts. RECITALS WHEREAS, Cyclo F |
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| October 23, 2020 |
Submission of Matters to a Vote of Security Holders 8-K 1 ctdh202010228k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 22, 2020 CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in charter) Florida 000-25466 59-3029743 (State or other Jurisdiction |
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| September 29, 2020 |
Registration Statement - FORM S-1 As filed with the Securities and Exchange Commission on September 29, 2020 Registration No. |
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| September 15, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| September 3, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| September 2, 2020 |
Exhibit 4.1 THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE BEEN ACQUIRED FOR INVESTMENT AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY STATE SECURITIES LAW. SUCH SECURITIES MAY NOT BE SOLD OR TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR UNLESS SUCH SALE OR TRANSFER IS EXEMPT FROM THE REGISTRATION AND PROSPECTUS DELIVERY REQUIREMENTS OF THE |
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| September 2, 2020 |
Unregistered Sales of Equity Securities, Financial Statements and Exhibits 8-K 1 ctdh202009028k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 27, 2020 CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in charter) Florida 000-25466 59-3029743 (State or other Jurisdiction |
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| September 2, 2020 |
CTDH / CTD Holdings, Inc. / NOVIT, L.P. - SCHEDULE 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* CYCLO THERAPEUTICS, INC. (Name of Issuer) Common Stock, par value $.0001 per share (Title of Class of Securities) 23254X102 (CUSIP Number) Zev M. Bomrind Fox Rothschild LLP 101 Park Avenue New York, New York 10017 (212) 878-7951 (Name, Address and Teleph |
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| August 31, 2020 |
CTDH / CTD Holdings, Inc. / ARMISTICE CAPITAL, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| August 14, 2020 |
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: June 30, 2020 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: 0-25466 CYCLO THERAPEUTICS, I |
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| May 15, 2020 |
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, 2020 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: 0-25466 CYCLO THERAPEUTICS, |
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| May 6, 2020 |
Exhibit 10.1 |
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| May 6, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 4, 2020 CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in charter) Florida 000-25466 59-3029743 (State or other Jurisdiction of Incorporation or Organization) (Com |
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| April 27, 2020 |
Unregistered Sales of Equity Securities UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 24, 2020 CYCLO THERAPEUTICS, INC. (Exact name of registrant as specified in charter) Florida 000-25466 59-3029743 (State or other Jurisdiction of Incorporation or Organization) ( |
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| March 30, 2020 |
Description of Registrant’s Securities* EXHIBIT 4.3 CYCLO THERAPEUTICS, INC. DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following summary of the common stock of Cyclo Therapeutics, Inc. is qualified by our certificate of incorporation and bylaws and is subject to the applicable provisions of the Florida Business Corporation, as amended (the “Florida Act”). Common Stock We are a |
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| March 30, 2020 |
CTDH / CTD Holdings, Inc. 10-K - Annual Report - FORM 10-K 10-K 1 ctdh2019123110k.htm FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark one) ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2019 ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the period from to Commission file number 0- |
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| February 14, 2020 |
CTDH / CTD Holdings, Inc. / ARMISTICE CAPITAL, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| November 14, 2019 |
CTDH / CTD Holdings, Inc. 10-Q - Quarterly Report - FORM 10-Q 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: September 30, 2019 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: 0-25466 CYCLO THERAPEUTI |
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| November 14, 2019 |
Exhibit 3.2 ARTICLES OF AMENDMENT TO THE ARTICLES OF INCORPORATION OF CTD HOLDINGS, INC. The Amended and Restated Articles of Incorporation, as amended, of CTD HOLDINGS, INC., a Florida corporation (the “Corporation”), are hereby amended pursuant to the provisions of Section 607.1003 of the Florida Business Corporation Act, and such amendments are set forth below: FIRST: The name of the Corporatio |
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| August 27, 2019 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 27, 2019 CTD HOLDINGS, INC. (Exact name of registrant as specified in charter) Florida 000-25466 59-3029743 (State or other Jurisdiction of Incorporation or Organization) (Commi |
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| August 13, 2019 |
CTDH / CTD Holdings, Inc. 10-Q - Quarterly Report - FORM 10-Q 10-Q 1 ctdh2019063010q.htm FORM 10-Q 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: June 30, 2019 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 |
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| July 19, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
