PLUS THERAPEUTICS, INC.
For the period ended Sep 30, 2025. Filed Oct 30, 2025.
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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 Oct 30, 2025
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Unregistered Sales of Equity Securities and Use of Proceeds
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
2(a): Unregistered Sales of Equity Securities and Use of Proceeds
Information required by Item 701 of Regulation S-K as to all unregistered sales of equity securities of the Company during the period covered by this Quarterly Report has previously been included in Current Reports on Form 8-K filed with the SEC.
2(b): Use of Proceeds from Registered Securities
None.
2(c): Purchases of Equity Securities
The following table provides certain information with respect to the Company's purchases of its common stock for the three months ended September 30, 2025.
| Company Purchases of Common Stock | |||||
|---|---|---|---|---|---|
| Period · Total Number of Shares Purchased · Average Price Paid per Share · Total Number of Shares Purchased As Part of Publicly Announced Plans or Programs · Approximate Dollar Value of Shares That May Yet Be Purchased Under Plans or Programs(1) | |||||
| July 1 - 31, 2025 · - · $ · - · - · $ · - | |||||
| August 1 - 31, 2025 | 955,150 | $0.66 | 955,150 | $ | - |
| September 1 - 30, 2025 | 2,517,590 | $0.66 | 2,517,590 | $ | - |
| Total | 3,472,740 | $0.66 | 3,472,740 | $ | - |
(1)
On March 4, 2025, the Company entered into a securities purchase agreement with various purchasers (the “Purchasers”), pursuant to which the Company issued to such Purchasers in a private placement (“March 2025 Private Placement”) common stock of the Company. On June 17, 2025, the Company and the Purchasers entered into a letter agreement (the “Letter Agreement”) with each of the Purchasers in an effort to, among other items, minimize the dilutive impact of the March 2025 Private Placement. The Letter Agreement provided for the return and cancellation of Private Placement Shares and Pre-Funded Warrants. Refer to Note 13. Stockholders’ Equity in Part I, Item 1 of this Quarterly Report on Form 10-Q for more information on the Letter Agreement.
Item 5. Other Information
On October 28, 2025, the Company entered into an amendment to the Letter Agreement and the Support Letters with certain March 2025 Private Placement Purchasers (the “Amendment Agreement”), pursuant to which (a) the Support Letters were terminated other than with respect to the participation rights granted therein, and (b) the repayment mechanism under the Letter Agreement was modified. As modified, the Company is no longer required to use 90% of the proceeds from any subsequent financing to repay the March 2025 Private Placement Purchasers. Instead, the Company is only required to retain sufficient funds in an interest bearing account to cover such repayment obligations and make such repayments upon request by any March 2025 Private Placement Purchaser who executed the Amendment Agreement until each such purchaser has received cash either from the Company or from reselling securities acquired in the March 2025 Private Placement in an amount equal to 115% of the purchase price such purchaser paid in the March 2025 Private Placement. If such requests are made, the requesting purchaser must return shares acquired in the March 2025 Private Placement at a value of $0.66 per share. The foregoing summary does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment Agreement, which is filed as Exhibit 10.3 to this Quarterly Report on Form 10-Q.
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