الإحصائيات الأساسية
| LEI | 549300UCYUY1KG3FO613 |
| CIK | 1782107 |
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 Onconetix, 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.
| September 4, 2025 |
Exhibit 10.1 THE ISSUANCE AND SALE OF THE SECURITY REPRESENTED BY THIS PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITY MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (i) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITY UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR (B) AN |
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| September 4, 2025 |
Exhibit 10.4 WAIVER This LIMITED WAIVER, dated as of August 28, 2025 (“Limited Waiver”), is made by ONCONETIX, INC (the “Company”) and VERU INC. (the “Holder”). WHEREAS, reference is hereby made to a certain Promissory Note, dated as of April 19, 2023, and which was originally due on April 19, 2024 (the “April 2024 Promissory Note”); WHEREAS, reference is hereby made to a certain Promissory Note, |
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| September 4, 2025 |
Exhibit 10.2 THE ISSUANCE AND SALE OF THE SECURITY REPRESENTED BY THIS PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITY MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (i) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITY UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR (B) AN |
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| September 4, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 4, 2025 (August 28, 2025) Onconetix, Inc. |
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| September 4, 2025 |
AMENDED AND RESTATED PROMISSORY NOTE Exhibit 10.3 THE SECURITY REPRESENTED HEREBY HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY APPLICABLE STATE SECURITIES LAWS (THE “SECURITIES ACTS”), AND IS NOT TRANSFERABLE, EXCEPT IN ACCORDANCE WITH THE SECURITIES ACTS OR AS SET FORTH HEREIN. $5,200,000 August 28, 2025 AMENDED AND RESTATED PROMISSORY NOTE WHEREAS, ONCONETIX, INC. (F/K/A BLUE WATER VACCINES, INC.), a |
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| August 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 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: 001-41294 Onconetix, |
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| August 12, 2025 |
Exhibit 10.2 THE SECURITY REPRESENTED HEREBY HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY APPLICABLE STATE SECURITIES LAWS (THE “SECURITIES ACTS"), AND IS NOT TRANSFERABLE, EXCEPT IN ACCORDANCE WITH THE SECURITIES ACTS OR AS SET FORTH HEREIN. $5,100,000 August 7, 2025 AMENDED AND RESTATED PROMISSORY NOTE WHEREAS, ONCONETIX, INC. (F/K/A BLUE WATER VACCINES, INC.), a |
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| August 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 12, 2025 (August 6, 2025) Onconetix, Inc. |
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| August 12, 2025 |
Promissory Note, dated August 6, 2025, by and between Keystone Capital Partners, LLC and the Company Exhibit 10.1 THE ISSUANCE AND SALE OF THE SECURITY REPRESENTED BY THIS PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITY MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (i) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITY UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR (B) AN |
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| July 16, 2025 |
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and among ONCONETIX, INC., ONCONETIX MERGER SUB INC., Andrew Oakley, as Parent Representative, and OCUVEX THERAPEUTICS, INC. Dated as of July 16, 2025 TABLE OF CONTENTS Article I THE MERGER; CLOSING; EFFECTIVE TIME Section 1.01 The Merger. 2 Section 1.02 Organizational Documents of the Surviving Corporation. 3 Section 1.03 Directors and Officers of the S |
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| July 16, 2025 |
Form of Conversion Price Reduction Consent Exhibit 10.3 July 16, 2025 Onconetix Series C Convertible Preferred Stockholders Re: Conversion Price Reduction Dear Sirs: Reference is hereby made to that certain Securities Purchase Agreement, dated October 2, 2024, by and among Onconetix, Inc., a Delaware corporation, with headquarters located at (the “Company”), the investor signatory hereto (“you” or the “Investor”) and certain other buyers s |
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| July 16, 2025 |
Exhibit 99.1 JULY 16, 2025 Onconetix and Ocuvex Therapeutics announce execution of definitive merger agreement CINCINNATI, July 16, 2025 (GLOBE NEWSWIRE) — Onconetix, Inc. (Nasdaq: ONCO) (“Onconetix” or the “Company”) and Ocuvex Therapeutics, Inc. (“Ocuvex”), a privately held biopharmaceutical company focused on the development and commercialization of ophthalmic therapeutic candidates, today anno |
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| July 16, 2025 |
Exhibit 10.1 LOCK-UP AGREEMENT THIS LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of July 16, 2025 by and between (i) Onconetix, Inc., a Delaware corporation (together with its successors, “Parent”), (ii) Andrew Oakley, in the capacity as the representative from and after the Effective Time for the Parent (as defined in the Merger Agreement) (the “Parent Representative”), and (i |
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| July 16, 2025 |
Exhibit 10.2 STOCKHOLDER SUPPORT AGREEMENT This STOCKHOLDER SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of July 16, 2025, by and among, Onconetix, Inc., a Delaware corporation (“Parent”), Ocuvex Therapeutics, Inc., a Delaware corporation (the “Company”), and the stockholders of the Company whose names appear on the signature pages of this Agreement (each, a “Company Stockholde |
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| July 16, 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 Date of Report (Date of earliest event reported): July 16, 2025 Onconetix, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation) (Commission File Numb |
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| June 16, 2025 |
Onconetix, Inc. Announces Positive Decision by Nasdaq Hearings Panel Exhibit 99.1 Onconetix, Inc. Announces Positive Decision by Nasdaq Hearings Panel CINCINNATI, Ohio, June 16, 2025 (GLOBE NEWSWIRE) - Onconetix, Inc. (Nasdaq: ONCO) (“Onconetix” or the “Company”), a commercial-stage biotechnology company focused on the research, development, and commercialization of innovative solutions for men’s health and oncology, today reported that on June 11, 2025, the Compan |
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| June 16, 2025 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 16, 2025 Onconetix, Inc. |
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| June 12, 2025 |
Exhibit 3.7 STATE OF DELAWARE CERTIFICATE of CORRECTION TO THE CERTIFICATE OF DESIGNATION OF SERIES C CONVERTIBLE PERFERRED STOCK OF ONCONETIX, INC. Onconetix, Inc. (the “Corporation”), a corporation organized and existing under the General Corporation Law of the State of Delaware (the “DGCL”), DOES HEREBY CERTIFY: 1. The name of the corporation is Onconetix, Inc. 2. A Certificate of Designation, |
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| June 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 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: 001-41294 Onconetix |
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| June 11, 2025 |
Exhibit 10.1 THE ISSUANCE AND SALE OF THE SECURITY REPRESENTED BY THIS PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITY MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (i) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITY UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR (B) AN |
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| June 11, 2025 |
Exhibit 99.1 Onconetix, Inc. Announces 1-for-85 Reverse Stock Split and Results of the Special Meeting of Stockholders CINCINNATI, Ohio, June 11, 2025 (GLOBE NEWSWIRE) - Onconetix, Inc. (NASDAQ: ONCO) (“Onconetix” or the “Company”), a commercial-stage biotechnology company focused on the research, development, and commercialization of innovative solutions for men’s health and oncology, today annou |
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| June 11, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 11, 2025 Onconetix, Inc. |
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| June 11, 2025 |
Certificate of Amendment, dated June 11, 2025 Exhibit 3.1 CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION OF ONCONETIX, INC. Onconetix, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), does hereby certify as follows: 1. The name of the Corporation is Onconetix, Inc. 2. The Certificate of Incorporation of the Corporation is amended by amending and restating Section D of Article IV |
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| June 5, 2025 |
Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 30, 2025 Onconetix, Inc. |
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| June 2, 2025 |
Policy Related to Recovery of Erroneously Awarded Compensation, adopted January 17, 2024.* Exhibit 97 onconetix, Inc. EXECUTIVE COMPENSATION CLAWBACK POLICY Adopted as of January 17, 2024 The Board of Directors (the “Board”) of Onconetix, Inc. (the “Company”) has adopted the following executive compensation clawback policy (this “Policy”). This Policy shall supplement any other clawback or compensation recovery policy or policies adopted by the Company or included in any agreement betwe |
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| June 2, 2025 |
Description of Registered Securities* Exhibit 4.2 DESCRIPTION OF REGISTRANT’S SECURITIES Pursuant to our Amended and Restated Certificate of Incorporation, our authorized capital stock consists of 250,000,000 shares of common stock, and 10,000,000 shares of preferred stock, $0.00001 par value per share. Common Stock Our common stock is listed on the Nasdaq Capital Market under the symbol “ONCO.” Under the terms of our Amended and Rest |
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| June 2, 2025 |
Insider Trading Policy, adopted August 7, 2023* Exhibit 19 Revised Insider Trading Compliance Manual BLUE WATER BIOTECH, INC. Adopted: August 7, 2023 In order to take an active role in the prevention of insider trading violations by its officers, directors, employees, consultants, attorneys, advisors and other related individuals, the Board of Directors (the “Board”) of Blue Water Biotech, Inc., a Delaware corporation (the “Company”), has adopt |
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| June 2, 2025 |
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, 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: 001-41294 Onconetix, Inc |
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| June 2, 2025 |
Exhibit 21 ONCONETIX, INC. EXHIBIT 21 — SUBSIDIARY OF THE REGISTRANT The following is the sole subsidiary of Onconetix, Inc. as of December 31, 2023. Percentage of Name of Company Incorporated Ownership Proteomedix AG Switzerland 100 |
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| May 22, 2025 |
Exhibit 10.1 THE ISSUANCE AND SALE OF THE SECURITY REPRESENTED BY THIS PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITY MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (i) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITY UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR (B) AN |
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| May 22, 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 Date of Report (Date of earliest event reported): May 16, 2025 Onconetix, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation) (Commission File Numbe |
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| May 22, 2025 |
Onconetix, Inc. Announces Receipt of Additional Notice from Nasdaq Exhibit 99.1 Onconetix, Inc. Announces Receipt of Additional Notice from Nasdaq Cincinnati, OH, May 22, 2025 (GLOBE NEWSWIRE) - Onconetix, Inc. (Nasdaq: ONCO) (the “Company”) announced that it received a Staff delisting letter from The Nasdaq Capital Market (“Nasdaq”) on May 20, 2025 indicating that the Company’s failure to file its Quarterly Report on Form 10-Q for the three months ended March 31 |
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| April 30, 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 Date of Report (Date of earliest event reported): April 24, 2025 Onconetix, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation) (Commission File Num |
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| April 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A 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 Proxy State |
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| April 30, 2025 |
Onconetix, Inc. Announces Receipt of Additional Notice from Nasdaq Exhibit 99.1 Onconetix, Inc. Announces Receipt of Additional Notice from Nasdaq Cincinnati, OH, April 30, 2025 (GLOBE NEWSWIRE) - Onconetix, Inc. (Nasdaq: ONCO) (the “Company”) announced that it received a Staff delisting letter from The Nasdaq Capital Market (“Nasdaq”) on April 24, 2025 indicating that the Company’s failure to file its Annual Report on Form 10-K for the fiscal year ended December |
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| April 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) 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)) ☐ Defi |
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| April 18, 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 Date of Report (Date of earliest event reported): April 14, 2025 Onconetix, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation) (Commission File Num |
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| April 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A 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 Proxy State |
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| April 8, 2025 |
Onconetix Signs Letter of Intent for Potential Business Combination with Ocuvex Therapeutics, Inc. Exhibit 99.1 Onconetix Signs Letter of Intent for Potential Business Combination with Ocuvex Therapeutics, Inc. CINCINNATI, April 08, 2025 (GLOBE NEWSWIRE) - Onconetix, Inc. (Nasdaq: ONCO) (“Onconetix” or the “Company”) (formerly Blue Water Biotech Inc.) and Ocuvex Therapeutics, Inc. (“Ocuvex”), a privately held biopharmaceutical company focused on the development and commercialization of ophthalm |
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| April 8, 2025 |
Financial Statements and Exhibits, Other Events 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 8, 2025 Onconetix, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation) (Commission File Numb |
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| April 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 Date of Report (Date of earliest event reported): March 28, 2025 Onconetix, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation) (Commission File Num |
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| April 1, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Pe |
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| March 24, 2025 |
Exhibit 99.1 Onconetix Announces Successful Clinical Validation of its Innovative Prostate Cancer Test Proclarix in a Danish cohort CINCINNATI, March 24, 2025 (GLOBE NEWSWIRE) - Onconetix, Inc., (Nasdaq: ONCO) (“Onconetix” or the “Company”), (formerly Blue Water Biotech, Inc. (BWV)), a cancer diagnostics company focused on the research, development and commercialization of innovative solutions for |
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| March 24, 2025 |
Exhibit 99.2 Event: EAU25 40th Annual EAU Congress Submission: EAU25 Abstract Submission Abstract ID: AM25-0746 Submitter: Mrs. M.M.E. (Madlen Marie Elisabeth) Kasten Clinical Performance of Proclarix in Ruling Out Clinically Insignificant or No Prostate Cancer: Evaluation in a Danish Cohort Topic Prostate Cancer Sub topic Localised Clinical step Screening Presentation mode Poster Author list Kast |
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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 Date of Report (Date of earliest event reported): March 24, 2025 Onconetix, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation) (Commission File Num |
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| March 19, 2025 |
Exhibit 99.1 Onconetix Announces New Clinical Data for its Innovative Prostate Cancer Test Proclarix Accepted for Presentation at 2025 European Association of Urology Congress CINCINNATI, March, 19, 2025 - Onconetix, Inc., (Nasdaq: ONCO) (“Onconetix” or the “Company”), (formerly Blue Water Biotech, Inc. (BWV)), a cancer diagnostics company focused on the research, development and commercialization |
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| March 19, 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 Date of Report (Date of earliest event reported): March 19, 2025 Onconetix, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation) (Commission File Num |
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| February 28, 2025 |
Onconetix, Inc. Consulting Agreement Exhibit 99.1 Onconetix, Inc. Consulting Agreement This Consulting Agreement (the “Agreement”), shall be effective as of February 28, 2025 (the “Effective Date”), and is entered into by Onconetix, Inc., with a business address at 201 E. Fifth Street, Suite 1900, Cincinnati, Ohio 45202 (the “Company”), and James Sapirstein (the “Consultant”). Witnesseth: WHEREAS, the Consultant has extensive knowled |
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| February 28, 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 Date of Report (Date of earliest event reported): February 24, 2025 Onconetix, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation) (Commission File |
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| February 18, 2025 |
Exhibit 10.1 THE ISSUANCE AND SALE OF THE SECURITY REPRESENTED BY THIS PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITY MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (i) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITY UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR (B) AN |
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| February 18, 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 Date of Report (Date of earliest event reported): February 12, 2025 Onconetix, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation) (Commission File |
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| February 12, 2025 |
50,000,000 Shares of Common Stock Filed Pursuant to Rule 424(b)(3) Registration No. 333-284507 PROSPECTUS 50,000,000 Shares of Common Stock This prospectus relates to the offer and sale from time to time by Keystone Capital Partners, LLC (“Keystone” or the “Selling Stockholder”) of up to 50,000,000 shares of common stock of Onconetix, Inc. (“we,” “us,” “our,” the “Company,” or “Onconetix”), par value $0.00001 per share (the “Commo |
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| February 10, 2025 |
Onconetix, Inc. 201 E. Fifth Street, Suite 1900 Cincinnati, OH 45202 Onconetix, Inc. 201 E. Fifth Street, Suite 1900 Cincinnati, OH 45202 VIA EDGAR February 10, 2025 U.S. Securities and Exchange Commission Office of Life Sciences Washington, D.C. 20549 Attn: Jessica Dickerson Re: Onconetix, Inc. Registration Statement on Form S-1 Filed January 27, 2025 File No. 333-284507 Ladies and Gentleman, Pursuant to Rule 461 under the Securities Act of 1933, as amended, Oncon |
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| February 7, 2025 |
As filed with the Securities and Exchange Commission on February 7, 2025 As filed with the Securities and Exchange Commission on February 7, 2025 Registration No. |
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| January 27, 2025 |
As filed with the Securities and Exchange Commission on January 24, 2025 As filed with the Securities and Exchange Commission on January 24, 2025 Registration No. |
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| January 27, 2025 |
Exhibit 107 Calculation of Filing Fee Table Form S-1 (Form Type) Onconetix, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered(1) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carr |
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| January 24, 2025 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing 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): January 23, 2025 Onconetix, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation) (Commission File N |
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| January 22, 2025 |
Financial Statements and Exhibits, Other Events 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): January 15, 2025 Onconetix, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation) (Commission File N |
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| January 22, 2025 |
Linkedin Posting, dated January 22, 2025 Exhibit 99.2 |
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| January 22, 2025 |
Exhibit 99.1 SETTLEMENT AGREEMENT This Settlement Agreement (the “Settlement Agreement”) is entered into as of January 15, 2025 (the “Effective Date”) by and between IQVIA Inc. (“IQVIA”), on the one hand, and Onconetix, Inc. f/k/a Blue Water Vaccines and Blue Water Biotech Inc. (“Onconetix”), on the other hand (collectively referred to as the “Parties” and each a “Party”): WHEREAS, IQVIA asserts t |
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| December 17, 2024 |
6,250,000 Shares of Common Stock Filed Pursuant to Rule 424(b)(3) Registration No. 333-282958 PROSPECTUS 6,250,000 Shares of Common Stock This prospectus relates to the offer and sale from time to time by Keystone Capital Partners, LLC (“Keystone” or the “Selling Stockholder”) of up to 6,250,000 shares of common stock of Onconetix, Inc. (“we,” “us,” “our,” the “Company,” or “Onconetix”), par value $0.00001 per share (the “Common |
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| December 12, 2024 |
Exhibit 99.1 Onconetix, Inc. Announces Receipt of Notice from Nasdaq Regarding Late Filing of Quarterly Report on Form 10-Q and Subsequent Filing Cincinnati, OH, Dec. 12, 2024 (GLOBE NEWSWIRE) - Onconetix, Inc. (NASDAQ: ONCO) (the “Company”) announced that it received a letter from The Nasdaq Capital Market (“Nasdaq”) on December 6, 2024 indicating that the Company’s failure to file its Quarterly |
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| December 12, 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): December 6, 2024 Onconetix, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation) (Commission File N |
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| December 11, 2024 |
ELOC Registration Rights Agreement dated October 2, 2024 Exhibit 10.46 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October 2, 2024, is by and between Keystone Capital Partners, LLC (the “Investor”), and Onconetix, Inc., a Delaware corporation (the “Company”). RECITALS A. The Company and the Investor have entered into that certain Common Stock Purchase Agreement, dated as of the date hereof (the “Purch |
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| December 11, 2024 |
As filed with the Securities and Exchange Commission on December 11, 2024 As filed with the Securities and Exchange Commission on December 11, 2024 Registration No. |
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| December 11, 2024 |
As filed with the Securities and Exchange Commission on December 10, 2024 As filed with the Securities and Exchange Commission on December 10, 2024 Registration No. |
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| December 11, 2024 |
Exhibit 107 Calculation of Filing Fee Table Form S-1 (Form Type) Onconetix, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered(1) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carr |
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| December 11, 2024 |
ONCONETIX, INC. 201 E. Fifth Street, Suite 1900 Cincinnati, OH December 11, 2024 ONCONETIX, INC. 201 E. Fifth Street, Suite 1900 Cincinnati, OH December 11, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.E. Washington, DC 20549 Re: Onconetix, Inc. Registration Statement on Form S-1 File No. 333-282958 Ladies and Gentlemen: Pursuant to Rule 461 under the Securities Act of 1933, as amended, Onconetix |
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| December 11, 2024 |
ELOC Purchase Agreement dated October 2, 2024 Exhibit 10.45 COMMON STOCK PURCHASE AGREEMENT Dated as of October 2, 2024 by and among ONCONETIX, INC., and KEYSTONE CAPITAL PARTNERS, LLC Table of Contents Page Article I PURCHASE AND SALE OF COMMON STOCK 1 Section 1.1. Purchase and Sale of Stock 1 Section 1.2. Closing Date; Settlement Dates 2 Section 1.3. Initial Public Announcements and Required Filings 2 Article II PURCHASE TERMS 3 Section 2.1 |
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| December 10, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 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: 001-41294 Oncon |
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| December 10, 2024 |
As filed with the Securities and Exchange Commission on December 10, 2024 As filed with the Securities and Exchange Commission on December 10, 2024 Registration No. |
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| December 10, 2024 |
Exhibit 107 Calculation of Filing Fee Table Form S-1 (Form Type) Onconetix, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered(1) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carr |
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| December 3, 2024 |
Exhibit 10.1 WAIVER AND AMENDMENT NO. 1 TO FORBEARANCE AGREEMENT This LIMITED WAIVER AND AMENDMENT NO. 1, dated as of November 26, 2024 (“Limited Waiver”), is made by ONCONETIX, INC (the “Company”) and VERU INC. (the “Holder”). WHEREAS, reference is hereby made to a certain Promissory Note, dated as of April 19, 2023, and which was originally due on April 19, 2024 (the “April 2024 Promissory Note” |
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| December 3, 2024 |
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 26, 2024 Onconetix, Inc. (Exact name of registrant as specified in charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation or Organization) (Comm |
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| November 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: September 30, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition P |
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| November 15, 2024 |
10,586,556 Shares of Common Stock Filed Pursuant to Rule 424(b)(4) Registration No. 333-282959 PROSPECTUS 10,586,556 Shares of Common Stock This prospectus relates to the resale by Selling Stockholders of 10,586,556 shares of common stock of Onconetix, Inc. (“we,” “us,” “our,” the “Company,” or “Onconetix”), par value $0.00001 per share (the “Common Stock”), by the Selling Stockholders listed in this prospectus or their permitted |
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| November 14, 2024 |
SC 13G 1 ss4101599sc13g.htm SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Onconetix, Inc. (Name of Issuer) Common stock, par value $0.00001 per share (Title of Class of Securities) 68237Q104 (CUSIP Number) September 24, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box t |
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| November 12, 2024 |
November 12, 2024 VIA EDGAR U.S. Securities and Exchange Commission Office of Life Sciences Washington, D.C. 20549 Attn: Joshua Gorsky, Tim Buchmiller Re: Onconetix, Inc. Registration Statement on Form S-1 Filed November 1, 2024 File No. 333-282958 Ladies and Gentleman, Reference is made to our letter, filed as correspondence via EDGAR on November 12, 2024, in which we requested the acceleration o |
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| November 12, 2024 |
ELOC Purchase Agreement dated October 2, 2024 Exhibit 10.66 COMMON STOCK PURCHASE AGREEMENT Dated as of October 2, 2024 by and among ONCONETIX, INC., and KEYSTONE CAPITAL PARTNERS, LLC Table of Contents Page Article I PURCHASE AND SALE OF COMMON STOCK 1 Section 1.1. Purchase and Sale of Stock 1 Section 1.2. Closing Date; Settlement Dates 2 Section 1.3. Initial Public Announcements and Required Filings 2 Article II PURCHASE TERMS 3 Section 2.1 |
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| November 12, 2024 |
Onconetix, Inc. 201 E. Fifth Street, Suite 1900 Cincinnati, OH 45202 Onconetix, Inc. 201 E. Fifth Street, Suite 1900 Cincinnati, OH 45202 VIA EDGAR November 12, 2024 U.S. Securities and Exchange Commission Office of Life Sciences Washington, D.C. 20549 Attn: Joshua Gorsky, Tim Buchmiller Re: Onconetix, Inc. Registration Statement on Form S-1 Filed November 1, 2024 File No. 333-282959 Ladies and Gentleman, Pursuant to Rule 461 under the Securities Act of 1933, as am |
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| November 12, 2024 |
As filed with the Securities and Exchange Commission on November 12, 2024 As filed with the Securities and Exchange Commission on November 12, 2024 Registration No. |
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| November 12, 2024 |
Onconetix, Inc. 201 E. Fifth Street, Suite 1900 Cincinnati, OH 45202 Onconetix, Inc. 201 E. Fifth Street, Suite 1900 Cincinnati, OH 45202 VIA EDGAR November 12, 2024 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences Washington, D.C. 20549 Attention: Joshua Gorsky Tim Buchmiller Re: Onconetix, Inc. Registration Statement on Form S-1 Filed November 1, 2024 File No. 333-282958 Ladies and Gentlemen: Onconetix, Inc. (the “Co |
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| November 12, 2024 |
Onconetix, Inc. 201 E. Fifth Street, Suite 1900 Cincinnati, OH 45202 Onconetix, Inc. 201 E. Fifth Street, Suite 1900 Cincinnati, OH 45202 VIA EDGAR November 12, 2024 U.S. Securities and Exchange Commission Office of Life Sciences Washington, D.C. 20549 Attn: Joshua Gorsky, Tim Buchmiller Re: Onconetix, Inc. Registration Statement on Form S-1 Filed November 1, 2024 File No. 333-282958 Ladies and Gentleman, Pursuant to Rule 461 under the Securities Act of 1933, as am |
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| November 12, 2024 |
As filed with the Securities and Exchange Commission on November 12, 2024 As filed with the Securities and Exchange Commission on November 12, 2024 Registration No. |
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| November 1, 2024 |
Exhibit 107 Calculation of Filing Fee Table Form S-1 (Form Type) Onconetix, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered(1) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carr |
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| November 1, 2024 |
As filed with the Securities and Exchange Commission on November 1, 2024 As filed with the Securities and Exchange Commission on November 1, 2024 Registration No. |
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| November 1, 2024 |
As filed with the Securities and Exchange Commission on November 1, 2024 As filed with the Securities and Exchange Commission on November 1, 2024 Registration No. |
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| November 1, 2024 |
Exhibit 107 Calculation of Filing Fee Table Form S-1 (Form Type) Onconetix, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered(1) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carr |
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| October 31, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☒ Definitive Information Statement ONCONETIX, INC. (Name of Regist |
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| October 21, 2024 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant 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 15, 2024 Onconetix, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation) (Commission File N |
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| October 21, 2024 |
Letter from EisnerAmper LLP, dated October 21, 2024. Exhibit 16.1 October 21, 2024 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Ladies and Gentlemen: We have read Item 4.01 of Form 8-K dated October 21, 2024 of Onconetix, Inc. and are in agreement with the statements contained therein as it pertains to our firm. We have no basis to agree or disagree with other statements of the registrant contained in Item 4.01. Sincere |
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| October 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☐ Definitive Information Statement ONCONETIX, INC. (Name of Regist |
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| October 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K/A Amendment No. |
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| October 3, 2024 |
Exhibit 4.1 Final Form [FORM OF WARRANT] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE |
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| October 3, 2024 |
Form of ELOC Registration Rights Agreement dated October 2, 2024 Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October 2, 2024, is by and between [ ] (the “Investor”), and Onconetix, Inc., a Delaware corporation (the “Company”). RECITALS A. The Company and the Investor have entered into that certain Common Stock Purchase Agreement, dated as of the date hereof (the “Purchase Agreement”), pursuant to |
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| October 3, 2024 |
Form of ELOC Purchase Agreement dated October 2, 2024 Exhibit 10.3 COMMON STOCK PURCHASE AGREEMENT Dated as of October 2, 2024 by and among ONCONETIX, INC., and [INVESTOR] Table of Contents Page Article I PURCHASE AND SALE OF COMMON STOCK 1 Section 1.1. Purchase and Sale of Stock 1 Section 1.2. Closing Date; Settlement Dates 2 Section 1.3. Initial Public Announcements and Required Filings 2 Article II PURCHASE TERMS 3 Section 2.1. Fixed Purchases 3 S |
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| October 3, 2024 |
Certification of Designation of Series C Preferred Stock. Exhibit 3.1 Final Form CERTIFICATE OF DESIGNATIONS OF RIGHTS AND PREFERENCES OF SERIES C CONVERTIBLE PREFERRED STOCK OF ONCONETIX, INC. I, Ralph Scheiss, hereby certify that I am the Interim Chief Executive Officer of Onconetix, Inc. (the “Company”), a corporation organized and existing under the Delaware General Corporation Law (the “DGCL”), and further do hereby certify: That pursuant to the aut |
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| October 3, 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): October 2, 2024 Onconetix, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation) (Commission File Nu |
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| October 3, 2024 |
Exhibit 10.2 Final Form REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October 2, 2024, is by and among Onconetix, Inc., a Delaware corporation with offices located at 201 E. Fifth Street, Suite 1900 Cincinnati, OH 45202 (the “Company”), and the undersigned buyers (each, a “Buyer,” and collectively, the “Buyers”). RECITALS A. In connection with the |
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| October 3, 2024 |
Exhibit 99.1 Onconetix Announces Financing Through a $2.0 Million Private Placement of Series C Preferred Stock and Warrants, Establishes a $25 Million Equity Line of Credit CINCINATTI, Oh., Oct. 03, 2024 (GLOBE NEWSWIRE) - Onconetix, Inc. (Nasdaq: ONCO) (“Onconetix” or “the Company”) (formerly Blue Water Biotech, Inc. (BWV)), a cancer diagnostics company focused on the research, development and c |
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| October 3, 2024 |
Exhibit 10.1 Execution Version SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of October 2, 2024, is by and among Onconetix, Inc., a Delaware corporation with offices located at 201 E. Fifth Street, Suite 1900 Cincinnati, OH 45202 (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and co |
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| October 1, 2024 |
ONCO / Onconetix, Inc. / Schiess Ralph - SCHEDULE 13D Activist Investment SC 13D 1 ea0216136-13dschiessonco.htm SCHEDULE 13D SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No. )* Onconetix, Inc. (Name of Issuer) Common Stock, $0.00001 par value per share ( |
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| October 1, 2024 |
ONCO / Onconetix, Inc. / Bruhlmann Christian - SCHEDULE 13D Activist Investment SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No. |
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| September 26, 2024 |
ONCO / Onconetix, Inc. / New Horizon Health Ltd - FORM SC 13G Passive Investment SC 13G 1 dp218394sc13g.htm FORM SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* Onconetix, Inc. (Name of Issuer) Common stock, par value $0.00001 per share (Title of Class of Securities) 68237Q104 (CUSIP Number) September 24, 2024 (Date of Event which Requires Filing of this Statement) Check the |
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| September 26, 2024 |
ONCO / Onconetix, Inc. / Altos Venture AG - SC 13D Activist Investment SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Onconetix, Inc. (Name of Issuer) Common Stock, par value $0.00001 per share (Title of Class of Securities) 68237Q104 (CUSIP Number) Tobias Fischli 25616 Moody Road Los Altos Hills, CA 94022 (415) 515-8417 (Name, Address and Telephone Number of Pers |
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| September 24, 2024 |
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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| September 24, 2024 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION OF ONCONETIX, INC. Onconetix, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), does hereby certify as follows: 1. The name of the Corporation is Onconetix, Inc. 2. The Certificate of Incorporation of the Corporation is amended by adding the following new Section D to the end |
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| September 24, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 18, 2024 Onconetix, Inc. |
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| September 20, 2024 |
Exhibit 99.1 Onconetix, Inc. Announces 1-for-40 Reverse Stock Split and Results of the Annual Meeting of Stockholders CINCINNATI, Ohio, Sept. 20, 2024 (GLOBE NEWSWIRE) - Onconetix, Inc. (NASDAQ: ONCO) (“Onconetix” or the “Company”), a commercial-stage biotechnology company focused on the research, development, and commercialization of innovative solutions for men’s health and oncology, today annou |
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| September 20, 2024 |
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): September 20, 2024 (September 19, 2024) Onconetix, Inc. (Exact name of registrant as specified in charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation |
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| September 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 20, 2024 Onconetix, Inc. |
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| September 20, 2024 |
Amended and Restated Forbearance Agreement between the Company and Veru, dated September 19, 2024 Exhibit 10.1 AMENDED AND RESTATED FORBEARANCE AGREEMENT AND AMENDMENT TO SEPTEMBER 2024 NOTE THIS AMENDED AND RESTATED FORBEARANCE AGREEMENT AND AMENDMENT TO SEPTEMBER 2024 NOTE (this “Agreement”) is entered into as of this 19th day of SEPTEMBER, 2024 (the “Effective Date”), by and among Onconetix, Inc., a Delaware corporation (“Borrower”), and Veru Inc., a Wisconsin corporation (“Holder”). Capita |
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| September 20, 2024 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION OF ONCONETIX, INC. Onconetix, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), does hereby certify as follows: 1. The name of the Corporation is Onconetix, Inc. 2. The Certificate of Incorporation of the Corporation is amended by adding the following new Section D to the end |
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| September 11, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 5, 2024 Onconetix, Inc. |
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| September 5, 2024 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 4, 2024 Onconetix, Inc. |
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| September 5, 2024 |
ONCONETIX, INC. Pro Forma Condensed Consolidated Balance Sheet 2024 Exhibit 99.1 Onconetix, Inc. (formerly known as Blue Water Biotech, Inc. and Blue Water Vaccines Inc.) (the “Company” or “Onconetix”) was formed on October 26, 2018, and is a commercial stage biotechnology company focused on the research, development, and commercialization of innovative solutions for men’s health and oncology On December 15, 2023, Onconetix, entered into a Share Exchange Agreement |
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| September 3, 2024 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 3, 2024 Onconetix, Inc. |
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| September 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 3, 2024 Onconetix, Inc. |
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| August 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended 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: 001-41294 Onconetix, |
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| August 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: June 30, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Period |
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| August 7, 2024 |
Shareholder Director Nominations 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 6, 2024 Onconetix, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation) (Commission File Num |
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| August 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A 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 Proxy State |
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| July 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 3) 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)) ☐ Defi |
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| July 15, 2024 |
Onconetix Announces Closing of Warrant Exercise for $1.11 Million Gross Proceeds Exhibit 99.1 Onconetix Announces Closing of Warrant Exercise for $1.11 Million Gross Proceeds CINCINNATI, July 15, 2024 (GLOBE NEWSWIRE) - Onconetix, Inc. (“Onconetix” or the “Company”) (Nasdaq: ONCO), today announced the closing of the previously announced exercise of certain existing warrants to purchase 7,458,642 shares of its common stock having exercise prices ranging from $1.09 to $2.546 per |
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| July 15, 2024 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 15, 2024 Onconetix, Inc. |
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| July 11, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 11, 2024 Onconetix, Inc. |
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| July 11, 2024 |
Onconetix Announces Exercise of Warrants for $1.11 Million Gross Proceeds Exhibit 99.1 Onconetix Announces Exercise of Warrants for $1.11 Million Gross Proceeds CINCINNATI, Ohio, July 11, 2024 (GLOBE NEWSWIRE) - Onconetix, Inc. (“Onconetix” or the “Company”) (Nasdaq: ONCO), today announced it has entered into definitive agreements for the immediate exercise of certain existing warrants to purchase 7,458,642 shares of its common stock originally issued in August 2022 and |
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| July 11, 2024 |
Exhibit 10.1 ONCONETIX, INC. July 11, 2024 Holder of Preferred Investment Options Re: Inducement Offer to Exercise Preferred Investment Options Dear Holder: Onconetix, Inc. (the “Company”) is pleased to offer to you (“Holder”, “you” or similar terminology) the opportunity to receive (i) new preferred investment options to purchase shares of the Company’s common stock, par value $0.00001 per share |
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| July 11, 2024 |
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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| July 3, 2024 |
7,828,812 Shares of Common Stock PROSPECTUS Filed Pursuant to Rule 424(b)(4) Registration No. 333-277066 7,828,812 Shares of Common Stock This prospectus relates to the resale by Selling Stockholders of 7,828,812 shares of common stock of Onconetix, Inc. (“we,” “us,” “our,” the “Company,” or “Onconetix”), par value $0.00001 per share (the “Common Stock”), by the Selling Stockholders listed in this prospectus or their permitted tr |
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| June 28, 2024 |
ONCONETIX, INC. 201 E. Fifth Street, Suite 1900 Cincinnati, OH June 28, 2024 ONCONETIX, INC. 201 E. Fifth Street, Suite 1900 Cincinnati, OH June 28, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.E. Washington, DC 20549 Re: Onconetix, Inc. Registration Statement on Form S-1 File No. 333-277066 Ladies and Gentlemen: Pursuant to Rule 461 under the Securities Act of 1933, as amended, Onconetix, In |
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| June 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 2) 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)) ☐ Defi |
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| June 25, 2024 |
As filed with the Securities and Exchange Commission on June 24, 2024 As filed with the Securities and Exchange Commission on June 24, 2024 Registration No. |
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| June 24, 2024 |
Onconetix, Inc. 201 E. Fifth Street, Suite 1900 Cincinnati, OH 45202 Onconetix, Inc. 201 E. Fifth Street, Suite 1900 Cincinnati, OH 45202 VIA EDGAR June 24, 2024 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences Washington, D.C. 20549 Attention: Tara Harkins Angela Connell Jimmy McNamara Jason Drory Re: Onconetix, Inc. Amendment No. 2 to Registration Statement on Form S-1 Filed June 5, 2024 File No. 333-277066 Ladies an |
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| June 14, 2024 |
Consulting Agreement, dated June 10, 2024, between the Company and Karina Fedasz. Exhibit 10.1 CFO CONSULTING AGREEMENT CFO CONSULTING AGREEMENT dated as of June 10, 2024 (this “Agreement”), between Onconetix Inc. (a Delaware Corporation), (the “Company”), and Karina M. Fedasz (the “Consultant”). WHEREAS, the Board of Directors of the Company has elected the Consultant to serve as the Interim Chief Financial Officer of the Company, , upon the terms and subject to the conditions |
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| June 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A 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 10, 2024 Onconetix, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation) (Commission File Nu |
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| June 13, 2024 |
Onconetix, Inc. 201 E. Fifth Street, Suite 1900 Cincinnati, OH 45202 Onconetix, Inc. 201 E. Fifth Street, Suite 1900 Cincinnati, OH 45202 VIA EDGAR June 13, 2024 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences Washington, D.C. 20549 Attention: Tara Harkins Angela Connell Jimmy McNamara Jason Drory Re: Onconetix, Inc. Amendment No. 1 Registration Statement on Form S-1 Filed February 14, 2024 File No. 333-277066 Ladies |
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| June 13, 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): June 8, 2024 Onconetix, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation) (Commission File Numbe |
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| June 13, 2024 |
Exhibit 99.1 RELEASE OF CLAIMS As used in this Release of Claims (this “Release”), the term “claims” will include all claims, covenants, warranties, promises, undertakings, actions, suits, causes of action, obligations, debts, accounts, attorneys’ fees, judgments, losses, and liabilities, of whatsoever kind or nature, in law, in equity, or otherwise. For and in consideration of the Severance Payme |
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| June 10, 2024 |
ONCO / Onconetix, Inc. / Hernandez Joseph - AMENDMENT NO. 1 TO SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. 1)* Under the Securities Exchange Act of 1934 Onconetix, Inc. (Name of Issuer) Common Stock, par value $0.00001 per share (Titles of Class of Securities) 09610B 108 (CUSIP Number) June 6, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pur |
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| June 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) 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)) ☐ Defi |
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| June 5, 2024 |
Exhibit 10.61 COLLABORATION AGREEMENT This Collaboration Agreement (this “Agreement”) effective as of the July 19, 2021 (“Effective Date”) is made by and among: Proteomedix AG, a diagnostic company having its registered office at Wagistrasse 23, CH-8952 Schlieren, Switzerland (hereinafter referred to as “PMX” or a “Party”) and New Horizon Health Limited 諾輝健康, whose registered address is Cricket Sq |
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| June 5, 2024 |
As filed with the Securities and Exchange Commission on June 4, 2024 As filed with the Securities and Exchange Commission on June 4, 2024 Registration No. |
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| June 5, 2024 |
Exhibit 10.60 MASTER RESEARCH SERVICE AGREEMENT This MASTER SERVICE AGREEMENT (this “Agreement”), effective as of October 1, 2022 (the “Effective Date”), is made by and between Immunovia, AB, a Swedish company having its principal place of business at Medicon Village, SE-223, 63, Lund Sweden (“Immunovia”) and Proteomedix AG., a Swiss Company having its principal place of business at Wagistrasse 23 |
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| June 5, 2024 |
Exhibit 10.62 AMENDMENT NO 1 dated June 26, 2023 to the COLLABORATION AGREEMENT dated July 19, 2021 This amendment no 1 (this “Amendment”) effective as of June 26, 2023 (“Effective Date”) is made by and among: Proteomedix AG, a diagnostic company having its registered office at Wagistrasse 23, CH-8952 Schlieren, Switzerland (hereinafter referred to as “PMX” or a “Party”) and New Horizon Health Lim |
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| May 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended 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: 001-41294 Onconetix |
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| May 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: March 31, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Perio |
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| May 13, 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): May 8, 2024 Onconetix, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation) (Commission File Number |
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| April 26, 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): April 24, 2024 Onconetix, Inc. (Exact name of registrant as specified in charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation or Organization) (Commiss |
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| April 26, 2024 |
Amendment to Debenture, dated April 24, 2024, issued to the PMX Investor. Exhibit 10.2 EXECUTION VERSION ONCONETIX, INC. 201 E. Fifth Street, Suite 1900 Cincinnati, OH 45202 April 24, 2024 Altos Venture AG Obertorweg 64, CH-4123 Allschwil/Switzerland Re: Amendment to Non-Convertible Debenture Ladies and Gentlemen: Reference is hereby made to that certain Non-Convertible Debenture, dated as of January 23, 2024, in the original principal amount of US$5,000,000 (the “Deben |
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| April 26, 2024 |
Forbearance Agreement, dated April 24, 2024, by and between the Company and Veru Inc. Exhibit 10.1 FORBEARANCE AGREEMENT THIS FORBEARANCE AGREEMENT (this “Agreement”) is entered into as of this 24th day of April, 2024 (the “Effective Date”), by and among Onconetix, Inc., a Delaware corporation (“Borrower”), and Veru Inc., a Wisconsin corporation (“Holder”). Capitalized terms not otherwise defined herein shall have the meanings given to such terms in the Promissory Notes (as defined |
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| April 26, 2024 |
Onconetix, Inc. 201 E. Fifth Street, Suite 1900 Cincinnati, OH 45202 Onconetix, Inc. 201 E. Fifth Street, Suite 1900 Cincinnati, OH 45202 VIA EDGAR April 26, 2024 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences Washington, D.C. 20549 Attention: Tara Harkins Angela Connell Jimmy McNamara Jason Drory Re: Onconetix, Inc. Registration Statement on Form S-1 Filed February 14, 2024 File No. 333-277066 Ladies and Gentlemen: |
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| April 26, 2024 |
As filed with the Securities and Exchange Commission on April 26, 2024 As filed with the Securities and Exchange Commission on April 26, 2024 Registration No. |
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| April 11, 2024 |
Form of Employment Agreement with Christian Brühlmann. Exhibit 10.24 EMPLOYMENT AGREEMENT between PROTEOMEDIX AG, Schafmattstr. 18, 8093 Zurich, Switzerland (the “Employer”) and CHRISTIAN BRÜHLMANN, Pfirsichstr. 9, 8006 Zurich, Switzerland (the “Employee”) 1. POSITION AND RESPONSIBILITIES 1.1 The Employer hereby employs the Employee and the Employee accepts employment as Chief Financial Officer with a working quota of 100%. 1.2 The Employee’s responsi |
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| April 11, 2024 |
Description of Registered Securities. Exhibit 4.2 DESCRIPTION OF REGISTRANT’S SECURITIES Pursuant to our Amended and Restated Certificate of Incorporation, our authorized capital stock consists of 250,000,000 shares of common stock, and 10,000,000 shares of preferred stock, $0.00001 par value per share. Common Stock Our common stock is listed on the Nasdaq Capital Market under the symbol “ONCO.” Under the terms of our Amended and Rest |
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| April 11, 2024 |
Policy Related to Recovery of Erroneously Awarded Compensation, adopted January 17, 2024.(30) Exhibit 97 onconetix, Inc. EXECUTIVE COMPENSATION CLAWBACK POLICY Adopted as of January 17, 2024 The Board of Directors (the “Board”) of Onconetix, Inc. (the “Company”) has adopted the following executive compensation clawback policy (this “Policy”). This Policy shall supplement any other clawback or compensation recovery policy or policies adopted by the Company or included in any agreement betwe |
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| April 11, 2024 |
Amendment to Employment Agreement by and between Proteomedix and Christian Brühlmann. Exhibit 10.26 AMENDMENT TO EMPLOYMENT AGREEMENT between proteomedix AG, Wagistrasse 21, 8952 Schlieren, Switzerland (the “Employer”) and CHRISTIAN BRÜHLMANN, Weinbergstr. 62, 8006 Zurich; Switzerland (the “Employee”) PREAMBLE The parties have entered into an employment agreement dated November 23, 2011 (the “Employment Agreement”) and a corresponding Confidentiality and Assignment Agreement dated |
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| April 11, 2024 |
Insider Trading Policy, adopted August 7, 2023(30) Exhibit 19 Revised Insider Trading Compliance Manual BLUE WATER BIOTECH, INC. Adopted: August 7, 2023 In order to take an active role in the prevention of insider trading violations by its officers, directors, employees, consultants, attorneys, advisors and other related individuals, the Board of Directors (the “Board”) of Blue Water Biotech, Inc., a Delaware corporation (the “Company”), has adopt |
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| April 11, 2024 |
Exhibit 10.22 AMENDMENT TO EMPLOYMENT AGREEMENT between PROTEOMEDIX AG, Wagistrasse 21, 8952 Schlieren, Switzerland (the “Employer”) and RALPH SCHIESS, Landenbergstrasse 11, 8037 Zurich, Switzerland (the “Employee”) PREAMBLE The parties have entered into an employment agreement dated November 23, 2011 (the “Employment Agreement”) and a corresponding Confidentiality and Assignment Agreement dated N |
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| April 11, 2024 |
Exhibit 10.25 AMENDMENT TO EMPLOYMENT AGREEMENT between PROTEOMEDIX AG, Wagistrasse 21, 8952 Schlieren, Switzerland (the “Employer”) and CHRISTIAN BRÜHLMANN, Weinbergstr. 62, 8006 Zurich, Switzerland (the “Employee”) PREAMBLE The parties have entered into an employment agreement dated November 23, 2011 (the “Employment Agreement”) and a corresponding Confidentiality and Assignment Agreement dated |
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| April 11, 2024 |
Form of Employment Agreement with Ralph Schiess. Exhibit 10.21 EMPLOYMENT AGREEMENT between PROTEOMEDIXAG, Schafmattstr. 18, 8093 Zurich, Switzerland (the “Employer”) and RALPH SCHIESS, Geibelstr. 4, 8037 Zurich, Switzerland (the “Employee”) 1. POSITION AND RESPONSIBILITIES 1.1 The Employer hereby employs the Employee and the Employee accepts employment as Chief Executive Officer with a working quota of 100%. 1.2 The Employee’s responsibilities |
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| April 11, 2024 |
Exhibit 21 ONCONETIX, INC. EXHIBIT 21 — SUBSIDIARY OF THE REGISTRANT The following is the sole subsidiary of Onconetix, Inc. as of December 31, 2023. Percentage of Name of Company Incorporated Ownership Proteomedix AG Switzerland 100 |
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| April 11, 2024 |
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 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: 001-41294 Onconetix, Inc |
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| April 11, 2024 |
Amendment to Employment Agreement by and between Proteomedix and Ralph Schiess. Exhibit 10.23 AMENDMENT TO EMPLOYMENT AGREEMENT between PROTEOMEDIX AG, Wagistrasse 21 8952 Schlieren, Switzerland (the “Employer”) and RALPH SCHIESS, Landenbergstrasse 11, 8037 Zurich, Switzerland (the “Employee”) PREAMBLE The parties have entered into an employment agreement dated November 23, 2011 (the “Employment Agreement”) and a corresponding Confidentiality and Assignment Agreement dated No |
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| April 11, 2024 |
Exhibit 10.55 [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed. LICENSE AGREEMENT This License Agreement (“Agreement”) is made effective upon the date this Agreement is signed by both parties (the “Effective Date”), by an |
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| April 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 Date of Report (Date of earliest event reported): March 27, 2024 Onconetix, Inc. (Exact name of registrant as specified in charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation or Organization) (Commiss |
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| April 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Pe |
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| March 13, 2024 |
Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 3) 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 15, 2023 Onconetix, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporatio |
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| February 27, 2024 |
UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL INFORMATION Exhibit 99.3 UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL INFORMATION Transaction summary On December 15, 2023, Onconetix, Inc, a Delaware corporation f/k/a Blue Water Biotech, Inc. (“Onconetix”), entered into a Share Exchange Agreement (the “Share Exchange Agreement”), by and among (i) Onconetix, (ii) Proteomedix AG, a Swiss Company (“Proteomedix”), (iii) each of the holders of outstanding capital |
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| February 27, 2024 |
Exhibit 99.1 Proteomedix AG Financial Statements and Independent Auditors’ Report For the Years Ended December 31, 2022 and 2021 TABLE OF CONTENTS Independent Auditors’ Report 1 Balance Sheets 2 Statements of Comprehensive Loss 3 Statement of Stockholders’ Deficit 4 Statements of Cash Flows 5 Notes to Financial Statements 6 Report of Independent Registered Public Accounting Firm Shareholders and B |
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| February 27, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 2) 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 15, 2023 Onconetix, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporatio |
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| February 27, 2024 |
Proteomedix AG Condensed Balance Sheets Exhibit 99.2 Proteomedix AG Condensed Balance Sheets (unaudited) September 30, December 31, ASSETS 2023 2022 Current assets Cash and cash equivalents $ 1,037,425 $ 470,156 Accounts receivable 116,374 236,683 Inventory 83,183 95,810 Prepaid expenses and other current assets 7,304 26,280 Total current assets 1,244,286 828,929 Property and equipment 39,163 40,130 Right of use asset 140,588 202,739 To |
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| February 14, 2024 |
Exhibit 107 Calculation of Filing Fee Tables S-1 (Form Type) Onconetix, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Fees to |
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| February 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A 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)(2)) ☐ Defin |
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| February 14, 2024 |
As filed with the Securities and Exchange Commission on February 14, 2024 As filed with the Securities and Exchange Commission on February 14, 2024 Registration No. |
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| February 13, 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): February 8, 2024 Onconetix, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation) (Commission File N |
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| February 13, 2024 |
Exhibit 99.1 Onconetix Announces Appointment of Seasoned Biotech Executives Dr. Ajit Singh and Dr. Thomas Meier to Its Board of Directors CINCINNATI, February 13, 2024 – Onconetix, Inc., (Nasdaq: ONCO) (“Onconetix” or the “Company”), a commercial stage biotechnology company focused on developing and commercializing therapeutics, diagnostics, and services for clinicians and patients in oncology, to |
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| February 12, 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): February 6, 2024 Onconetix, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation) (Commission File N |
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| February 12, 2024 |
Consulting Agreement, dated January 4, 2024, by and between the Company and Thomas Meier. Exhibit 10.1 Thomas Meier, PhD Viopas Venture Consulting GmbH (VVC) Poststrasse 20 8610 Uster, Schweiz VVC Office Basel: Thiersteinerallee 17, 4053 Basel [email protected] Proteomedix AG Wagistrasse 23, 8952 Schlieren, Schweiz 18. December 2023 Dear Ralph, Dear Christian Dear Harry Re.: Mandate Offer As you know, with the signing and closing of the Share Exchange Agreement my mandate with AL |
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| February 1, 2024 |
Filing Fee Table. (Filed herewith) Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Onconetix, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock Other 1,435,796 (2 |
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| February 1, 2024 |
As filed with the Securities and Exchange Commission on February 1, 2024 As filed with the Securities and Exchange Commission on February 1, 2024 Registration No. |
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| January 29, 2024 |
Debenture, dated January 23, 2024 issued to the PMX Investor Exhibit 10.1 THIS DEBENTURE (THE “DEBENTURE”) HAS NOT 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 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR |
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| January 29, 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): January 23, 2024 Onconetix, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation) (Commission File N |
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| January 26, 2024 |
US09610B1089 / BLUE WATER VACCINES INC / AMERICAN FINANCIAL GROUP INC - SC 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO §240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO §240.13d-2(b) (Amendment No. 1)* ONCONETIX, INC. (Name of Issuer) Common, $0.00001 par value (Title of Class of Securities) 09610B108 (CUSIP Number) December 31, 2023 (Date of Event Which |
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| January 19, 2024 |
Separation Agreement, dated January 17, 2024, between the Company and Erin Henderson. Exhibit 10.1 SEPARATION AGREEMENT AND GENERAL RELEASE THIS SEPARATION AGREEMENT AND GENERAL RELEASE (this “Agreement”) is entered into by and between ERIN HENDERSON (“Employee”) and ONCONETIX, INC. f/k/a BLUE WATER BIOTECH, INC., a Delaware corporation (the “Company”), (collectively, the “Parties” and each a “Party”), as follows: Recitals WHEREAS, Employee voluntarily resigned from Employee’s empl |
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| January 19, 2024 |
Consulting Agreement, dated January 17, 2024, between the Company and The Aetos Group. Exhibit 10.2 CONSULTING AGREEMENT THIS CONSULTING AGREEMENT (the “Consulting Agreement”) is entered into as of January 17, 2024 by and between THE AETOS GROUP, a Florida limited liability corporation, with its primary place of business at 3501 S. Main Street, Suite 1, Gainesville, FL 32601 (“Aetos”), and ONCONETIX, INC. f/k/a BLUE WATER BIOTECH, INC., an Ohio for profit organization with its princ |
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| January 19, 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): January 17, 2024 Onconetix, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation) (Commission File N |
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| January 12, 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): January 10, 2024 Onconetix, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation) (Commission File N |
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| January 12, 2024 |
Exhibit 99.1 RELEASE OF CLAIMS I, Dr. Neil J. Campbell, understand, and of my own free will, enter into this Release of Claims (“Release”) with Onconetix, Inc. (the “Company”), its parent(s) and any of its affiliates, subsidiaries, or related entities and each of their successors and assigns and agree as follows: 1. As used in this Release of Claims (this “Release”), the term “claims” will include |
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| December 28, 2023 |
US09610B1089 / BLUE WATER VACCINES INC / Altos Venture AG - SC 13G Passive Investment SC 13G 1 d615343dsc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Onconetix, Inc. (Name of Issuer) Common Stock, par value $0.00001 per share (Title of Class of Securities) 09610B 108 (CUSIP Number) December 15, 2023 (Date of Event Which Requires Filing of this Statement) Check the appr |
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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 Date of Report (Date of earliest event reported): December 21, 2023 Onconetix, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation) (Commission File |
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| December 27, 2023 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A 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 27, 2023 (December 15, 2023) Onconetix, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporat |
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| December 21, 2023 |
Certificate of Designation of Series B Convertible Preferred Stock. Exhibit 4.1 CERTIFICATE OF DESIGNATION, PREFERENCES AND RIGHTS OF SERIES B CONVERTIBLE PREFERRED STOCK OF BLUE WATER BIOTECH, INC. Pursuant to Section 151 of the General Corporation Law of the State of Delaware The undersigned officer of Blue Water Biotech, Inc., a corporation organization and existing under and by virtue of the General Corporation Law of the State of Delaware (the “Corporation”), |
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| December 21, 2023 |
Exhibit 10.4 SUBSCRIPTION AGREEMENT December 15, 2023 Blue Water Biotech Inc. 201 E. Fifth Street, Suite 1900 Cincinnati, OH 45202 Attn: Neil Campbell, Chief Executive Officer Proteomedix AG Wagistrasse 23 8952 Schlieren Switzerland Attn: Ralph Schiess, Chief Executive Officer Ladies and Gentlemen: In connection with the proposed acquisition (the “Transaction”) by Blue Water Biotech, Inc., a Delaw |
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| December 21, 2023 |
Exhibit 2.1 EXECUTION VERSION PRIVATE & CONFIDENTIAL SHARE EXCHANGE AGREEMENT by and among BLUE WATER BIOTECH, INC., PROTEOMEDIX AG, THOMAS MEIER as the sellers’ representative, and THE SHAREHOLDERS OF PROTEOMEDIX AG NAMED HEREIN, Dated as of December 15, 2023 TABLE OF CONTENTS Page ARTICLE I. SHARE EXCHANGE 2 1.1. Exchange of the Company Shares. 2 1.2. Exchange Consideration 2 1.3. Surrender of C |
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| December 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): December 15, 2023 Onconetix, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation) (Commission File |
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| December 21, 2023 |
Certificate of Amendment to the Company’s Second Amended and Restated Certificate of Incorporation. Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF Blue Water Biotech, Inc. a Delaware Corporation The undersigned, for the purposes of amending the Amended and Restated Articles of Incorporation of Blue Water Biotech, Inc. (the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaw |
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| December 21, 2023 |
Exhibit 10.2 EXECUTION VERSION FORM OF NON-COMPETITION AND NON-SOLICITATION AGREEMENT THIS NON-COMPETITION AND NON-SOLICITATION AGREEMENT (this “Agreement”) is being executed and delivered as of December 15, 2023, by [] (the “Subject Party”) in favor of and for the benefit of Blue Water Biotech, Inc., a Delaware corporation (the “Buyer”). Any capitalized term used but not defined in this Agreement |
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| December 21, 2023 |
Exhibit 10.3 EXECUTION VERSION STOCKHOLDER SUPPORT AGREEMENT This STOCKHOLDER SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of December 15, 2023, by and among Blue Water Biotech, Inc., a Delaware corporation (“Buyer”), Proteomedix AG, a Swiss Company (the “Company”), and the stockholders of the Company whose names appear on the signature pages of this Agreement (each, a “Company |
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| December 21, 2023 |
Fourth Amended and Restated Bylaws of the Company. Exhibit 3.2 FOURTH AMENDED AND RESTATED BYLAWS OF ONCONETIX, INC. Effective December 15, 2023 ARTICLE I Meeting of Stockholders Section 1.1. Annual Meetings. If required by applicable law, an annual meeting of stockholders shall be held for the election of directors at such date, time and place, if any, either within or without the State of Delaware, as may be designated by resolution of the Board |
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| December 21, 2023 |
Exhibit 10.1 EXECUTION VERSION FORM OF LOCK-UP AGREEMENT THIS LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of December 15, 2023 by and between (i) Blue Water Biotech, Inc., a Delaware corporation (together with its successors, the “Buyer”), and (ii) the undersigned (“Holder”). Any capitalized term used but not defined in this Agreement will have the meaning ascribed to such ter |
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| December 19, 2023 |
Onconetix Chief Executive Officer Dr. Neil J. Campbell Issues Letter to Shareholders Exhibit 99.1 Onconetix Chief Executive Officer Dr. Neil J. Campbell Issues Letter to Shareholders CINCINNATI, December 19, 2023 – Onconetix, Inc., (Nasdaq: BWV) (“Onconetix” or the “Company”) today issued the following shareholder letter from the Company’s Chief Executive Officer, Dr. Neil Campbell. To Our Valued Shareholders, As 2023 draws to a close, I am eager to share with you the significant |
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| December 19, 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 19, 2023 Onconetix, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation) (Commission File |
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| December 18, 2023 |
Other Events, 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): December 18, 2023 Onconetix, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation) (Commission File |
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| December 18, 2023 |
Exhibit 99.1 Blue Water Biotech Acquires Proteomedix as Part of Transformation to Commercial Stage Oncology Company; Announces Name Change to Onconetix™ Transaction strengthens commercial business with addition of diagnostics product and initial focus on prostate cancer CINCINNATI, Dec. 18, 2023 (GLOBE NEWSWIRE) - Blue Water Biotech Inc. (Nasdaq: BWV) (“BWB” or the “Company”) today announced the a |
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| November 17, 2023 |
Exhibit 10.6 CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) THE TYPE THAT THE COMPANY TREATS AS PRIVATE OR CONFIDENTIAL. THE REDACTED TERMS HAVE BEEN MARKED WITH THREE ASTERISKS [***]. Exclusive Distribution Agreement This Exclusive Distribution Agreement (the “Agreement”) is made as of September 20, 2023 (the “Effective Date”), betw |
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| November 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 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: 001-41294 Blue |
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| November 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: September 30, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition P |
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| November 2, 2023 |
Exhibit 99.1 Blue Water Biotech Signs Non-Binding Term Sheet to Acquire a Commercial Stage Oncology Company Transaction will Advance Company’s Shift in Business Strategy Aligned with Life Sciences Industry Expertise of New Leadership Team CINCINNATI, November 2, 2023 – Blue Water Biotech, Inc. (Nasdaq: BWV) ("BWB" or the “Company”), today announced the execution of a non-binding term sheet regardi |
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| November 2, 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): November 2, 2023 Blue Water Biotech, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation) (Commissi |
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| October 30, 2023 |
Blue Water Biotech Issues Letter to Shareholders Exhibit 99.1 Blue Water Biotech Issues Letter to Shareholders Blue Water Biotech Issues Letter to Shareholders October 30, 2023 at 7:00 AM EDT CINCINNATI, Oct. 30, 2023 (GLOBE NEWSWIRE) - Blue Water Biotech, Inc. (Nasdaq: BWV) (“BWB” or the “Company”) today issued the following shareholder letter from the Company’s Chief Executive Officer Dr. Neil Campbell. Dear Shareholders, As we close out Octob |
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| October 30, 2023 |
Regulation FD Disclosure, 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): October 30, 2023 Blue Water Biotech, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation) (Commissi |
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| October 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended 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: 001-41294 Blue Water |
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| October 20, 2023 |
Exhibit 10.14 FORM OF AMENDMENT TO ASSET purchase agreement This Amendment to Asset Purchase Agreement (the “Amendment”) is made effective as of October 4, 2023 by and between WraSer, LLC, a Mississippi limited liability company and Xspire Pharma, LLC, a Mississippi limited liability company (collectively, the “Seller”), Legacy-Xspire Holdings, LLC, a Delaware limited liability company and the par |
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| October 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): October 12, 2023 Blue Water Biotech, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation) (Commissi |
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| October 10, 2023 |
Blue Water Biotech Appoints Dr. Neil J. Campbell as President and CEO and Bruce Harmon as CFO Exhibit 99.2 Blue Water Biotech Appoints Dr. Neil J. Campbell as President and CEO and Bruce Harmon as CFO Veteran Life Sciences Executives Bring Extensive Public Company Operating Experience to Leadership Team CINCINNATI, Oct. 10, 2023 – Blue Water Biotech Inc. (Nasdaq: BWV), which is focused on developing and commercializing transformational therapies to address significant global health challen |
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| October 10, 2023 |
Exhibit 99.1 GENERAL RELEASE OF CLAIMS I, Jon Garfield, hereby grant this General Release of Claims (“Release”) to Blue Water Biotech, Inc. (the “Company)” and each of its direct and indirect subsidiaries and affiliates (collectively, the “Group”) together with their respective officers, directors, partners, shareholders, employees, agents, attorneys, insurers, and their respective successors (wit |
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| October 10, 2023 |
Form of Employment Agreement with Neil Campbell.(15) Exhibit 10.1 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into as of October 4, 2023 by and between Blue Water Biotech, Inc., a Delaware corporation (the “Company”) and Dr. Neil J. Campbell (“Executive”). WHEREAS, the Company desires to employ Executive and to enter into this Agreement embodying the terms of such employment, and Executive desires to enter in |
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| October 10, 2023 |
Form of Employment Agreement with Bruce Harmon.(15) Exhibit 10.2 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into as of October 4, 2023 (the “Effective Date”) by and between Blue Water Biotech, Inc., a Delaware corporation (the “Company”) and Bruce Harmon (“Executive”). WHEREAS, the Company desires to employ Executive and to enter into this Agreement embodying the terms of such employment, and Executive desi |
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| October 10, 2023 |
Form of Indemnification Agreement for Directors and Officers. Exhibit 10.3 INDEMNIFICATION AGREEMENT This Indemnification Agreement (“Agreement”) is entered into as of the [] day of [] by and between Blue Water Biotech, Inc., (the “Company”), and [] (“Indemnitee”). RECITALS A. The Company and Indemnitee recognize the challenges in obtaining liability insurance at the necessary level required for coverage of a NASDAQ Company for the Company’s directors and of |
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| October 10, 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 4, 2023 Blue Water Biotech, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other jurisdiction of incorporation or organiza |
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| October 3, 2023 |
Amendment to Asset Purchase Agreement, dated September 29, 2023, between the Company and Veru Inc. Exhibit 10.1 AMENDMENT TO ASSET purchase agreement This Amendment to Asset Purchase Agreement (the “Amendment”) is made effective as of September 29, 2023 by and between Veru Inc., a Wisconsin corporation (the “Seller”), and Blue Water Biotech, Inc., a Delaware corporation (“Buyer”). Seller and Buyer are sometimes referred to herein individually as a “Party” and collectively as the “Parties.” Capi |
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| October 3, 2023 |
Certificate of Designation of Series A Preferred Stock. Exhibit 3.1 CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF SERIES A CONVERTIBLE PREFERRED STOCK OF BLUE WATER BIOTECH, INC. Pursuant to Section 151 of the General Corporation Law of the State of Delaware The undersigned officer of Blue Water Biotech, Inc., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “Corporation”), d |
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| October 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): September 21, 2023 Blue Water Biotech, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation) (Commis |
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| September 22, 2023 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing 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 18, 2023 Blue Water Biotech, Inc. (Exact name of registrant as specified in charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation or Organizati |
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| September 8, 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 2, 2023 Blue Water Biotech, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other jurisdiction of incorporation or organi |
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| August 28, 2023 |
Exhibit 99.1 Blue Water Biotech, Inc. ANNOUNCES Notification From Nasdaq Related To Delayed QUARTERLY Report on Form 10-Q CINCINNATI, OH, August 28, 2023 – Blue Water Biotech, Inc. (“Blue Water” or the “Company”), a biotechnology and pharmaceutical company spanning multiple sectors, today announced that it received a delinquency notification letter (“Notice”) from the Listing Qualifications staff |
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| August 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 Date of Report (Date of earliest event reported): August 22, 2023 Blue Water Biotech, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation) (Commissio |
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| August 22, 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 16, 2023 Blue Water Biotech, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation) (Commissio |
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| August 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: June 30, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Period |
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| August 10, 2023 |
Financial Statements and Exhibits, Other Events 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 10, 2023 Blue Water Biotech, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation) (Commissio |
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| August 10, 2023 |
Exhibit 99.1 Blue Water Biotech and Copay Consultants Collaborate to Build Copay Assistance Programs for Blue Water’s Commercial Products CINCINNATI, OH, August 10, 2023 – Blue Water Biotech, Inc. (“Blue Water” or the “Company”), a biotechnology and pharmaceutical company spanning multiple sectors, today announced the signing of an agreement with Copay Consultants, LLC (“Copay Consultants”) to bui |
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| August 3, 2023 |
Exhibit 99.1 Blue Water Biotech Announces Closing of Warrant Exercise and Issuance of New Warrants in A Private Placement For $2.7 Million Gross Proceeds CINCINNATI, Ohio, August 3, 2023 – Blue Water Biotech, Inc. (“Blue Water” or the “Company”) (Nasdaq: BWV), today announced the closing of its previously announced exercise of certain existing warrants to purchase 2,486,214 shares of its common st |
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| August 3, 2023 |
Exhibit 10.1 BLUE WATER BIOTECH, INC. August 1, 2023 Holder of Common Stock Preferred Investment Options Re: Inducement Offer to Exercise Common Stock Preferred Investment Options, dated July 31, 2023 Dear Holder: Reference is made to the Inducement Offer to Exercise Common Stock Preferred Investment Options, dated July 31, 2023, by and between Blue Water Biotech, Inc. (the “Company”) and the hold |
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| August 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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| August 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 Blue Water Biotech, Inc. |
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| August 1, 2023 |
Exhibit 10.1 BLUE WATER BIOTECH, INC. July 31, 2023 Holder of Common Stock Preferred Investment Options Re: Inducement Offer to Exercise Common Stock Preferred Investment Options Dear Holder: Blue Water Biotech, Inc. (the “Company”) is pleased to offer to you (“Holder”, “you” or similar terminology) the opportunity to receive (i) new preferred investment options to purchase shares of the Company’s |
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| August 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 Blue Water Biotech, Inc. |
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| August 1, 2023 |
Exhibit 99.1 Blue Water Biotech Announces Exercise of Warrants and Issuance of New Warrants in A Private Placement For $2.7 Million Gross Proceeds CINCINNATI, Ohio, August 1, 2023 – Blue Water Biotech, Inc. ("Blue Water" or the “Company”) (Nasdaq: BWV), today announced it has entered into a definitive agreement for the exercise of certain existing warrants to purchase 2,486,214 shares of its commo |
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| August 1, 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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| July 31, 2023 |
Exhibit 99.1 Blue Water Biotech and Knipper Health Join Forces to Distribute Samples for ENTADFI® and ZONTIVITY® to Physicians CINCINNATI, OH, July 31, 2023 – Blue Water Biotech, Inc. (“Blue Water” or the “Company”) (Nasdaq: BWV), a biotechnology and pharmaceutical company focused on developing and commercializing transformational therapies to address significant health challenges globally, today |
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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 Blue Water Biotech, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation) (Commission |
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| July 25, 2023 |
Financial Statements and Exhibits, Other Events 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 25, 2023 Blue Water Biotech, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation) (Commission |
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| July 25, 2023 |
Exhibit 99.1 Blue Water Biotech Teams with UpScriptHealth to Launch Telemedicine Platform for Benign Prostatic Hyperplasia Asset, ENTADFI® CINCINNATI, OH, July 25, 2023 - Blue Water Biotech, Inc. (“Blue Water” or the “Company”) (Nasdaq: BWV), a biotechnology and pharmaceutical company focused on developing and commercializing transformational therapies to address significant health challenges glob |
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| July 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): July 21, 2023 Blue Water Biotech, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation) (Commission |
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| July 17, 2023 |
Blue Water Biotech Issues CEO Shareholder Letter Providing Update on Commercial Launch Activities Exhibit 99.1 Blue Water Biotech Issues CEO Shareholder Letter Providing Update on Commercial Launch Activities CINCINNATI, OH, July 17, 2023 - Blue Water Biotech, Inc. (“Blue Water” or the “Company”) (Nasdaq: BWV), a biotechnology and pharmaceutical company focused on developing and commercializing transformational therapies to address significant health challenges globally, today issued the follo |
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| July 17, 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 17, 2023 Blue Water Biotech, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation) (Commission |
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| July 11, 2023 |
Exhibit 99.1 Blue Water Biotech Teams with Advantage Point Solutions to Provide Healthcare Payer Coverage Support Pharmaceutical consulting firm to provide Blue Water with access to healthcare payers and PBMs CINCINNATI, OH, July 11, 2023 - Blue Water Biotech, Inc. (“Blue Water” or the “Company”) (Nasdaq: BWV), a biotechnology and pharmaceutical company focused on developing and commercializing tr |
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| July 11, 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 11, 2023 Blue Water Biotech, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation) (Commission |
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| July 6, 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 6, 2023 Blue Water Biotech, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41294 83-2262816 (State or other Jurisdiction of Incorporation) (Commission F |
