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Inhibitor Therapeutics Inc

For the period ended Dec 31, 2023. Filed Mar 29, 2024.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2023 · Filed Mar 29, 2024

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-K

For the fiscal year ended December 31,2023

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number 001-13467

Inhibitor Therapeutics, Inc.

(Exact name of registrant as specified in its charter)

Delaware30-0793665
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
4905 South West Shore Blvd Tampa, FL33611-3329
(Address of principal executive offices)(Zip Code)

Issuer’s telephone number:813-864-2562

Securities registered pursuant to Section 12(b) of the Act:

Title of each className of exchange on which registered
Nonen/a

Securities registered pursuant to Section 12(g) of the Act: Common stock, par value $.0001

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐No ☒

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐No ☒

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files)Yes ☒ No ☐

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. Yes ☐ No ☒

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer, a smaller reporting company or an emerging growth company. See definition of “large accelerated filer”, “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act:

Large accelerated filer☐Accelerated filer☐
Non-accelerated filer☒Smaller reporting company☒
Emerging growth company☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report☐

If Securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.☐

Indicate by check mark whether any of those error corrections are restatements that require a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No☒

The aggregate market value of the voting and non-voting common equity held by non-affiliates as of June 30, 2023 was approximately $3.2 million based on the closing sale price of the company’s common stock on such date of $0.04 per share, as reported by the OTC Markets Group, Inc.

As of March 29, 2024, there were 172,023,545 shares of company common stock issued and outstanding.

Inhibitor Therapeutics, Inc.

Annual Report on Form 10-K

For the fiscal year ended December 31, 2023

TABLE OF CONTENTS

Cautionary Note on Forward-Looking Statements1
Summary of Material Risks Associated With Our Business1
PART I
Item 1.Description of Business2
Item 1A.Risk Factors18
Item 1B.Unresolved Staff Comments34
Item 1C.Cybersecurity35
Item 2.Description of Property35
Item 3.Legal Proceedings35
Item 4.Mine Safety Disclosure35
PART II
Item 5.Market for Common Equity and Related Stockholder Matters36
Item 6.Reserved37
Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations37
Item 7A.Quantitative and Qualitative Disclosures About Market Risk39
Item 8.Financial Statements39
Item 9.Changes In and Disagreements with Accountants on Accounting and Financial Disclosure39
Item 9A.Controls and Procedures39
Item 9B.Other Information40
PART III
Item 10.Directors, Executive Officers and Corporate Governance40
Item 11.Executive Compensation46
Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters50
Item 13.Certain Relationships and Related Transactions, and Director Independence50
Item 14.Principal Accountant Fees and Services51
PART IV
Item 15.Exhibits, Financial Statement Schedules51

Unless we have indicated otherwise, or the context otherwise requires, references in this Report to “INTI,” the “Company,” “we,” “us” and “our” or similar terms refer to Inhibitor Therapeutics, Inc., a Delaware corporation.

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