Acurx Pharmaceuticals, Inc.
For the period ended Sep 30, 2025. Filed Nov 12, 2025.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2025 · Filed Nov 12, 2025
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-06-30; filed 2025-08-11.
0001558370-25-011045
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-09-30; filed 2025-11-12.
0001104659-25-109698
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 96 previous paragraphs and 97 current paragraphs.
75 unchanged; 17 reworded; 4 added; 4 removed; 0 previous and 1 current paragraphs rearranged.
Tables are not compared: 20 previous and 20 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (4)
Current report
On August 4, 2025, we effected a 1-for-20 reverse stock split of our issued and outstanding shares of common stock, and as a result of the reverse-stock-split, on August 26, 2025, we regained compliance with the minimum bid price requirement of $1.00 per share under Nasdaq Listing Rule 5550(a)(2). In addition, we met the minimum stockholders’ equity threshold of $2.5 million under Listing Rule 5550(b)(1). We are now in full compliance with all Nasdaq continued listing requirements and our common stock will remain listed and traded on the Nasdaq Stock Market.
Current report
At our special meeting of stockholders, held on September 16, 2025, our stockholders approved an amendment (the “Amendment”) to our Certificate of Incorporation, as amended, to increase the total number of authorized shares of our common stock from 200,000,000 to 250,000,000. On September 22, 2025, we filed the Amendment with the Secretary of State of the State of Delaware with immediate effect.
Current report
On August 26, 2025, we received a letter from Nasdaq notifying us that we regained compliance with Nasdaq Listing Rule 5550(b)(1).
Current report
On August 26, 2025, we received a letter from the Nasdaq notifying us that we regained compliance with Nasdaq Listing Rule 5550(a)(2).
Removed paragraphs (4)
Previous report
On July 31, 2025, we filed a Certificate of Amendment to our Certificate of Incorporation (the “Charter Amendment”), with the Secretary of State of the State of Delaware to effect a 1-for-20 reverse stock split (the “Reverse Stock Split”) of our common stock, effective August 4, 2025 at :4:01 p.m., Eastern Time (the “Effective Time”) and our shares of common stock began trading on a split-adjusted basis on The Nasdaq Capital Market at the commencement of trading on August 5, 2025, under our existing trading symbol “ACXP”.
Previous report
As previously reported, the Reverse Stock Split was approved by our stockholders at our annual meeting of stockholders held on July 17, 2025, at a ratio ranging from any whole number between 1-for-10 and 1-for-30, as determined by our board of directors in its discretion. On July 17, 2025, the board of directors approved a ratio of 1-for-20 for the Reverse Stock Split.
Previous report
The Charter Amendment provides that at the Effective Time, every 20 shares of our issued and outstanding shares of common stock immediately prior to the Effective Time, were automatically converted, without any action on the part of the holder thereof, into one share of common stock. The number of authorized shares of common stock and the par value of each share of common stock remained unchanged. No fractional shares were issued as a result of the Reverse Stock Split. Stockholders who otherwise would have been entitled to receive a fractional share in connection with the Reverse Stock Split received a cash payment in lieu thereof.
Previous report
The Company has adjusted the presentation of all periods covered by the condensed interim financial statements contained herein to give retroactive effect to the Reverse Stock Split, including adjustments to net loss per share and other per share of common stock amounts. On August 4, 2025, the Company effected a 1-for-20 reverse stock split of its issued and outstanding shares of common stock. The Company accounted for the reverse stock split on a retrospective basis pursuant to ASC 260,Earnings Per Share. All issued and outstanding common stock, common stock warrants, stock option awards, exercise prices and per share data have been adjusted in these condensed interim financial statements, on a retrospective basis, to reflect the reverse stock split for all periods presented. Authorized common stock was not adjusted as result of the reverse stock split.
Reworded paragraphs (17)
Previous wording
Under the terms and subject to the conditions of the Purchase Agreement, we have the right, but not the obligation, to sell to Lincoln Park, and Lincoln Park is obligated to purchase, up to $12.0 million in shares of our common stock. Such sales of our common stock, if any, will be subject to certain limitations, and may occur from time to time, at our sole discretion, over the 24-month period commencing on the date that a registration statement covering the resale by Lincoln Park of shares that have been and may be issued under the Purchase Agreement is declared effective by the Securities and Exchange Commission (the “SEC”) and a final prospectus, if necessary, in connection therewith is filed and the other conditions in the Purchase Agreement are satisfied (the date on which all such conditions are satisfied, the “Commencement Date”).
Current wording
Under the terms and subject to the conditions of the Purchase Agreement, we have the right, but not the obligation, to sell to Lincoln Park, and Lincoln Park is obligated to purchase, up to $12.0 million in shares of our common stock. Such sales of our common stock, if any, will be subject to certain limitations, and may occur from time to time, at our sole discretion, over the 24-month period commencing on May 29, 2025, which was the date the conditions set forth in the Purchase Agreement were satisfied (the “Commencement Date”).
Previous wording
Sales of shares of our common stock to Lincoln Park under the Purchase Agreement will depend on a variety of factors to be determined by us from time to time, including, among others, market conditions, the trading price of our common stock and our determination as to the appropriate sources of funding for our operations. We expect that any proceeds we receive from such sales will be used for working capital and general corporate purposes.
Current wording
Sales of shares of our common stock to Lincoln Park under the Purchase Agreement will depend on a variety of factors to be determined by us from time to time, including, among others, market conditions, the trading price of our common stock and our
Previous wording
As of the period ended June 30, 2025, we sold 72,000 shares of our common stock under the Purchase Agreement at a weighted-average price of $9.85 per share, raising $0.7 million of gross proceeds and net proceeds of $0.6 million after deducting related fees and expenses. As of August 8, 2025, total sales under the Purchase agreement is approximately $1.6 million out of $12 million.
Current wording
As of the period ended September 30, 2025, we sold 393,532 shares of our common stock under the Purchase Agreement at a weighted-average price of $6.18 per share, raising $2.4 million of gross proceeds and net proceeds of $2.3 million after deducting related fees and expenses. As of November 11, 2025, total sales under the Purchase agreement is approximately $3.0 million out of $12 million.
Previous wording
Research and development expenses were $0.5 million for the three months ended June 30, 2025 and $1.8 million for the three months ended June 30, 2024, a decrease of $1.3 million due to $0.3 million decrease in manufacturing related costs and $1.0 million decrease in consulting fees as the prior year had higher expenses related to Phase 2b and Phase 3 preparation costs.
Current wording
Research and development expenses were $0.4 million for the three months ended September 30, 2025 and $1.2 million for the three months ended September 30, 2024, a decrease of $0.8 million due to $0.1 million decrease in manufacturing related costs and $0.7 million decrease in consulting fees as the prior year had higher expenses related to Phase 2b and Phase 3 preparation costs.
Previous wording
General and administrative expenses were $1.7 million for the three months ended June 30, 2025 and $2.3 million for the three months ended June 30, 2024, a decrease of $0.6 million. The decrease was primarily due to $0.7 million decrease in share-based compensation related costs offset by $0.1 million increase in professional fees.
Current wording
General and administrative expenses were $1.6 million for the three months ended September 30, 2025 and $1.6 million for the three months ended September 30, 2024. The expenses remained consistent as $0.2 million decrease in compensation related costs were offset by $0.1 million increase in legal fees.
Previous wording
Net loss was $2.2 million for the three months ended June 30, 2025, and $4.1 million for the three months ended June 30, 2024, a decrease of $1.9 million, due to the reasons stated above.
Current wording
Net loss was $2.0 million for the three months ended September 30, 2025, and $2.8 million for the three months ended September 30, 2024, a decrease of $0.8 million, due to the reasons stated above.
Previous wording
Six Months Ended June 30, 2025 Compared to the Six Months Ended June 30, 2024
Current wording
Nine Months Ended September 30, 2025 Compared to the Nine Months Ended September 30, 2024
Previous wording
Research and development expenses were $1.1 million for the six months ended June 30, 2025 and $3.4 million for the six months ended June 30, 2024, a decrease of $2.3 million due to $0.6 million decrease in manufacturing related costs and $1.7 million decrease in consulting fees as the prior year had higher expenses related to Phase 2b and Phase 3 preparation costs.
Current wording
Research and development expenses were $1.6 million for the nine months ended September 30, 2025 and $4.6 million for the nine months ended September 30, 2024, a decrease of $3.0 million due to $0.7 million decrease in manufacturing related costs and $2.3 million decrease in consulting fees as the prior year had higher expenses related to Phase 2b and Phase 3 preparation costs.
Previous wording
General and administrative expenses were $3.3 million for the six months ended June 30, 2025 and $5.1 million for the six months ended June 30, 2024, a decrease of $1.8 million. The decrease was primarily due to $0.6 million decrease in professional fees and $1.2 million decrease in share-based compensation related costs.
Current wording
General and administrative expenses were $4.9 million for the nine months ended September 30, 2025 and $6.8 million for the nine months ended September 30, 2024, a decrease of $1.9 million. The decrease was primarily due to $0.6 million decrease in professional fees and $1.3 million decrease in share-based compensation related costs.
Previous wording
Net loss was $4.4 million for the six months ended June 30, 2025, and $8.5 million for the six months ended June 30, 2024, a decrease of $4.1 million, due to the reasons stated above.
Current wording
Net loss was $6.4 million for the nine months ended September 30, 2025, and $11.3 million for the nine months ended September 30, 2024, a decrease of $4.9 million, due to the reasons stated above.
Previous wording
Since inception, we have generated no revenue from operations and we have incurred cumulative losses of approximately $71.7 million as of June 30, 2025. We have funded our operations primarily from equity issuances. We received net proceeds of approximately $12.9 million from equity financings closed between March 2018 and October 2020. On June 29, 2021, we completed our IPO resulting in net proceeds of approximately $14.8 million after deducting underwriter discounts of $1.4 million and offering costs of approximately $1.1 million. On July 27, 2022, we completed a registered direct offering and concurrent private placement resulting in net proceeds of approximately $3.7 million after deducting placement agents fees of $0.3 million and offering costs of $0.2 million. On May 18, 2023, we completed a registered direct offering and a concurrent private placement resulting in net proceeds of approximately $3.5 million after deducting placement agents fee of $0.2 million and offering costs of $0.2 million. On November 15, 2023, we entered into a Sales Agreement and established the ATM Program, pursuant to which we may offer and sell, from time to time, through A.G.P./Alliance Global Partners, as sales agent, shares of our common stock having an aggregate offering price of up to $17.0 million. Under the ATM Program, we raised net proceeds of approximately $8.8 million after deducting sales agent commissions and other related expenses of $0.4 million. As of January 6, 2025, we suspended the ATM Program. In January 2025, we completed a registered direct offering and concurrent private placement for net proceeds of $2.1 million after deducting placement agent fees and offering expenses. In March 2025, we completed a registered direct offering and concurrent private placement for net proceeds of $0.9 million after deducting placement agent fees and offering expenses. On May 8, 2025, we entered
Current wording
Since inception, we have generated no revenue from operations and we have incurred cumulative losses of approximately $73.7 million as of September 30, 2025. We have funded our operations primarily from equity issuances. We received net proceeds of approximately $12.9 million from equity financings closed between March 2018 and October 2020. On June 29, 2021, we completed our IPO resulting in net proceeds of approximately $14.8 million after deducting underwriter discounts of $1.4 million and offering costs of approximately $1.1 million. On July 27, 2022, we completed a registered direct offering and concurrent private placement resulting in net proceeds of approximately $3.7 million after deducting placement agents fees of $0.3 million and offering costs of $0.2 million. On May 18, 2023, we completed a registered direct offering and a concurrent private placement resulting in net proceeds of approximately $3.5 million after deducting placement agents fee of $0.2 million and offering costs of $0.2 million. On November 15, 2023, we entered into a Sales Agreement and established the ATM Program, pursuant to which we may offer and sell, from time to time, through A.G.P./Alliance Global Partners, as sales agent, shares of our common stock having an aggregate offering price of up to $17.0 million. Under the ATM Program, we raised net proceeds of approximately $8.8 million after deducting sales agent commissions and other related expenses of $0.4 million. As of January 6, 2025, we suspended the ATM Program. In January 2025, we completed a registered direct offering and concurrent private placement for net proceeds of $2.1 million after deducting placement agent fees and offering expenses. In March 2025, we completed a registered direct offering and concurrent private placement for net proceeds of $0.9 million after deducting placement agent fees and offering expenses. On May 8, 2025, we entered
Previous wording
into the ELOC with Lincoln Park, pursuant to which Lincoln Park committed to purchase up to $12.0 million in shares of our common stock. Under the ELOC, we raised net proceeds of approximately $0.6 million after deducting related fees and expenses. On June 17, 2025, we entered into a warrant inducement agreement with existing warrant holders, receiving net proceeds of approximately $2.5 million after deducting fees and transaction expenses.
Current wording
into the ELOC with Lincoln Park, pursuant to which Lincoln Park committed to purchase up to $12.0 million in shares of our common stock. Under the ELOC, we raised net proceeds of approximately $2.3 million after deducting related fees and expenses as of September 30, 2025. On June 17, 2025, we entered into a warrant inducement agreement with existing warrant holders, receiving net proceeds of approximately $2.5 million after deducting fees and transaction expenses.
Previous wording
As of June 30, 2025, we had working capital of $3.6 million, consisting primarily of $6.1 million of cash and $0.1 million of prepaid expenses and other receivable, offset by approximately $2.6 million of accounts payable and accrued expenses.
Current wording
As of September 30, 2025, we had working capital of $3.6 million, consisting primarily of $5.9 million of cash and $0.2 million of prepaid expenses and other receivable, offset by approximately $2.5 million of accounts payable and accrued expenses.
Previous wording
Net cash used in operating activities was $3.7 million for the six months ended June 30, 2025. The net loss was greater than the net cash used in operating activities by $0.7 million, primarily attributable to share-based compensation and share-based vendor payments of $0.9 million offset by decrease in accounts payable and accrued expenses of $0.2 million.
Current wording
Net cash used in operating activities was $5.6 million for the nine months ended September 30, 2025. The net loss was greater than the net cash used in operating activities by $0.8 million, primarily attributable to share-based compensation and share-based vendor payments of $1.2 million offset by decrease in accounts payable and accrued expenses of $0.4 million.
Previous wording
Net cash used in operating activities was $5.9 million for the six months ended June 30, 2024. The net loss was greater than the net cash used in operating activities by $2.6 million, primarily attributable to share-based compensation and share-based vendor payments of $2.4 million.
Current wording
Net cash used in operating activities was $8.1 million for the nine months ended September 30, 2024. The net loss was greater than the net cash used in operating activities by $3.2 million, primarily attributable to share-based compensation and share-based vendor payments of $2.9 million and increase in accounts payable and accrued expenses of $0.3 million.
Previous wording
Net cash provided from financing activities was $6.1 million for the six months ended June 30, 2025, which was attributable to the net proceeds from the January and March Registered Direct Offerings, 2025 warrant exercise and sales related to the equity line of credit purchase agreement.
Current wording
Net cash provided from financing activities was $7.8 million for the nine months ended September 30, 2025, which was attributable to the net proceeds from the January and March Registered Direct Offerings, 2025 warrant exercise and sales related to the equity line of credit purchase agreement.
Previous wording
Net cash provided from financing activities was $4.8 million for the six months ended June 30, 2024, which was primarily attributable to the ATM Program.
Current wording
Net cash provided from financing activities was $6.4 million for the nine months ended September 30, 2024, which was primarily attributable to the ATM Program.
Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
determination as to the appropriate sources of funding for our operations. We expect that any proceeds we receive from such sales will be used for working capital and general corporate purposes.