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Lantern Pharma Inc.

For the period ended Dec 31, 2025. Filed Mar 30, 2026.

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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.

FY2025 · Filed Mar 30, 2026

LTRN$0.57+6.7%Stored close · as of Nov 6, 2026
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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 31,2025

OR

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

Lantern Pharma Inc.

(Exact name of registrant as specified in its charter)

Delaware001-3931846-3973463
(State or Other Jurisdiction of Incorporation)(Commission File Number)(IRS Employer Identification No.)
1920 McKinney Avenue, 7th Floor Dallas, Texas75201
(Address of Principal Executive Offices)(Zip Code)

(972) 277-1136

(Registrant’s telephone number, including area code)

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

Title of each classTrading SymbolName of each exchange on which registered
Common Stock, $0.0001 par valueLTRNThe Nasdaq Stock Market

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 (§232.405 of this chapter) 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 whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions 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 required 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☒

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recently completed second fiscal quarter: $33,935,133.

As of March 13, 2026, the registrant had 11,254,697 shares of common stock, $0.0001 par value per share outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the registrant’s definitive proxy statement for the registrant’s 2026 Annual Meeting of Stockholders to be filed pursuant to Regulation 14A within 120 days of the registrant’s year ended December 31, 2025 are incorporated herein by reference into Part III of this Annual Report on Form 10-K.

Table of Contents

Page
Forward Looking Statementsii
PART I.
Item 1.Business1
Item 1A.Risk Factors58
Item 1B.Unresolved Staff Comments.104
Item 1C.Cybersecurity104
Item 2.Properties.104
Item 3.Legal Proceedings.104
Item 4.Mine Safety Disclosures.104
PART II
Item 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.105
Item 6.Reserved.106
Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations.106
Item 7A.Quantitative and Qualitative Disclosures About Market Risk.114
Item 8.Financial Statements and Supplementary Data.F-1
Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.115
Item 9A.Controls and Procedures.115
Item 9B.Other Information.116
Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.116
PART III
Item 10.Directors, Executive Officers and Corporate Governance.116
Item 11.Executive Compensation.116
Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.116
Item 13.Certain Relationships and Related Transactions, and Director Independence.116
Item 14.Principal Accountant Fees and Services.116
PART IV
Item 15.Exhibit and Financial Statement Schedules.117
Item 16.Form 10–K Summary.118

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