Cellectar Biosciences, Inc.
For the period ended Sep 30, 2026. Filed Nov 10, 2026.
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, 2026 · Filed Nov 10, 2026
What changed in Risk Factors?
Read the current filingPrevious report: 10-Q
Period ended 2026-06-30; filed 2026-08-13.
0001104659-26-095426
Item 1A. Risk FactorsCurrent report: 10-Q
Period ended 2026-09-30; filed 2026-11-10.
0001104659-26-124765
Item 1A. Risk FactorsThe 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 10 previous paragraphs and 11 current paragraphs.
5 unchanged; 2 reworded; 4 added; 3 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 0 previous and 0 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
In addition to the other information set forth in this report, you should carefully review and consider the information regarding certain risks and uncertainties facing the Company that could have a material adverse effect on our business prospects, financial condition, results of operations, liquidity and available capital resources provided in Part I, Item 1A. Risk Factors in our Annual Report on Form 10-K filed with the SEC on March 4, 2026.
Current report
We may not receive any proceeds from the milestone-based warrants issued in our May 2026 financing, and the exercise of those warrants would substantially dilute our stockholders.
Current report
In May 2026, we issued the 2026 Common Warrants to purchase up to an aggregate of 39,618,078 shares of our common stock at an exercise price of $2.65 per share, which, if exercised in full, would provide gross proceeds of up to approximately $105 million. The holders are not obligated to exercise these warrants, and we may require their exercise only if (i) the applicable milestone is achieved (enrollment of the first patient in our Phase 3 confirmatory trial, acceptance by the FDA of an NDA for review and FDA approval of an NDA, for the 2026 Common Warrants, respectively), (ii) the VWAP of our common stock equals or exceeds $3.45 for 20 consecutive trading days and (iii) the average daily trading volume of our common stock exceeds $500,000 over the same 20 consecutive trading days. The Tranche A, Tranche B and Tranche C Warrants expire on July 7, 2027, July 7, 2028 and July 7, 2031, respectively. We may not achieve the milestones on the anticipated timeline or at all, and the trading price and volume of our common stock may not satisfy the applicable thresholds before the warrants expire, in which case we would not receive any proceeds from these warrants and would be required to seek alternative financing, which may not be available on acceptable terms or at all. If the warrants are exercised, our existing stockholders would experience substantial dilution, and sales of the underlying shares could adversely affect the market price of our common stock.
Removed paragraphs (3)
Reworded paragraphs (2)
Previous wording
We are including the following additional risk factors, which should be read in conjunction with our description of risk factors provided in Part I, Item 1A. Risk Factors in our Annual Report on Form 10-K filed with the SEC on March 4, 2026. The risk factor below and the risk factors in our Annual Report on Form 10-K filed with the SEC on March 4, 2026, should be considered carefully, together with other information in this report and other reports and materials we file with the SEC.
Current wording
Except as set forth below, there have been no material changes to the risk factors described in Part I, Item 1A. Risk Factors in our Annual Report on Form 10-K filed with the SEC on March 4, 2026. We are including the following additional risk factors, which should be read in conjunction with our description of risk factors provided in Part I, Item 1A. Risk Factors in our Annual Report on Form 10-K filed with the SEC on March 4, 2026. The risk factors below and the risk factors in our Annual Report on Form 10-K filed with the SEC on March 4, 2026, should be considered carefully, together with other information in this report and other reports and materials we file with the SEC.
Previous wording
Our existing cash and cash equivalents are not sufficient to execute our regulatory strategy. We view raising additional funds as a precursor to submission of an NDA and initiation of our proposed confirmatory study. Additional funds will also be required to continue our potential EMA approval process.
Current wording
Although we received net proceeds of approximately $31.7 million from our May 2026 financing and have initiated activities relating to our Phase 3 confirmatory trial, our existing cash and cash equivalents are not sufficient to complete the Phase 3 confirmatory trial or otherwise to fully execute our regulatory strategy, and we will need to raise additional funds, whether through the exercise of the warrants, the sale of equity or debt securities, a strategic transaction or otherwise. Additional funds will also be required to continue our potential EMA approval process.