Traws Pharma, Inc 10-Q for FY2025 Q1

Traws Pharma, Inc. (TRAW)

10-Q 2025-05-15 For: 2025-03-31

Added on April 10, 2026

About this 10-Q

Traws Pharma, Inc filed this 10-Q on May 15, 2025, covering the quarter ended March 31, 2025 (FY2025 Q1).

Headline figures

Quarter ended March 31, 2025, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $57K; up 1.8% from $56K a year earlier
Net income: $21.49M; compared with a net loss of $4.98M a year earlier
Diluted EPS: $2.09; compared with -$5.92 a year earlier

Search and read filings like this one from Claude or ChatGPT with the SEC filings MCP server →


Delaware		22-3627252
(State or other jurisdiction of		(I.R.S. Employer
incorporation or organization)		Identification No.)

12 Penns Trail, Newtown, PA		18940
(Address of principal executive offices)		(Zip Code)


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $.01 per share	TRAW	The Nasdaq Stock Market LLC

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


	Page
PART I — FINANCIAL INFORMATION

Item 1. Financial Statements (Unaudited)	3
Condensed Consolidated Balance Sheets	3
Condensed Consolidated Statements of Operations	4
Condensed Consolidated Statements of Comprehensive Loss	5
Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders’ Equity (Deficit)	6
Condensed Consolidated Statements of Cash Flows	7
Notes to Condensed Consolidated Financial Statements	8
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	25
Item 3. Quantitative and Qualitative Disclosures About Market Risk	34
Item 4. Controls and Procedures	35

PART II — OTHER INFORMATION

Item 1. Legal Proceedings	36
Item 1A. Risk Factors	36
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	36
Item 3. Defaults Upon Senior Securities	36
Item 4. Mine Safety Disclosures	36
Item 5. Other Information	37
Item 6. Exhibits	38
SIGNATURES	39


	March 31,		December 31,
	2025		2024
Assets
Current assets:
Cash and cash equivalents	$	15,937,000	$	21,338,000
Tax incentive and other receivables		1,654,000		1,765,000
Prepaid expenses and other assets		1,265,000		1,848,000
Total current assets		18,856,000		24,951,000
Property and equipment, net		9,000		10,000
Other assets		198,000		1,000
Total assets	$	19,063,000	$	24,962,000
Liabilities and stockholders’ equity (deficit)
Current liabilities:
Accounts payable	$	7,656,000	$	8,186,000
Accrued expenses and other liabilities		2,519,000		3,121,000
Deferred revenue		226,000		226,000
Total current liabilities		10,401,000		11,533,000
Deferred revenue, non-current		2,508,000		2,565,000
Warrant liabilities		154,000		42,494,000
Total liabilities		13,063,000		56,592,000

Commitments and contingencies (Note 5)

Stockholders’ equity (deficit):
Series C Preferred stock, $0.01 par value, 5,000,000 shares authorized, 7,440 shares issued and 7,398 shares outstanding at March 31, 2025 and December 31, 2024		—		—
Common stock, $0.01 par value, 250,000,000 shares authorized, 5,075,390 and 3,650,731 shares issued and outstanding at March 31, 2025 and December 31, 2024, respectively		50,000		36,000
Additional paid in capital		633,633,000		617,530,000
Accumulated deficit		(627,664,000)		(649,154,000)
Accumulated other comprehensive loss		(19,000)		(42,000)
Total stockholders’ equity (deficit)		6,000,000		(31,630,000)
Total liabilities and stockholders’ equity (deficit)	$	19,063,000	$	24,962,000


	Three Months Ended March 31,
	2025		2024
Revenue	$	57,000	$	56,000
Operating expenses:
Research and development		2,506,000		1,912,000
General and administrative		2,754,000		3,356,000
Total operating expenses		5,260,000		5,268,000
Loss from operations		(5,203,000)		(5,212,000)
Change in fair value of warrant liability		26,513,000		—
Other income, net		180,000		229,000
Net income (loss)	$	21,490,000	$	(4,983,000)
Net income (loss) attributable to common stockholders, basic and diluted	$	15,083,000	$	(4,983,000)
Weighted-average shares of common stock outstanding, basic		6,965,927		841,738
Net income (loss) per share of common stock, basic	$	2.17	$	(5.92)
Weighted-average shares of common stock outstanding, diluted		7,215,125		841,738
Net income (loss) per share of common stock, diluted	$	2.09	$	(5.92)
Net income (loss) attributable to Series C Preferred stockholders, basic and diluted	$	6,407,000	$	—
Weighted-average shares of Series C Preferred outstanding, basic and diluted		7,398		—
Net income (loss) per share of Series C Preferred, basic and diluted	$	866.04	$	—


											Accumulated
							Additional				other
	Preferred Stock			Common Stock			Paid in		Accumulated		comprehensive
	Shares	Amount		Shares	Amount		Capital		deficit		income (loss)		Total
Balance at December 31, 2024	7,398	$	—	3,650,731	$	36,000	$	617,530,000	$	(649,154,000)	$	(42,000)	$	(31,630,000)
Stock-based compensation	—		—	—		—		161,000		—		—		161,000
Stock issued for vested restricted stock units	—		—	1,208		—		—		—		—		—
Issuance of common stock, net of offering costs	—		—	42,100		—		115,000		—		—		115,000
Reclassification of warrant liability upon exercise of prefunded warrants and amended warrant agreements	—		—	—		—		15,827,000		—		—		15,827,000
Exercise of prefunded warrants	—		—	1,382,559		14,000		—		—		—		14,000
Other comprehensive income	—		—	—		—		—		—		23,000		23,000
Net income	—		—	—		—		—		21,490,000		—		21,490,000
Balance at March 31, 2025	7,398	$	—	5,076,598	$	50,000	$	633,633,000	$	(627,664,000)	$	(19,000)	$	6,000,000

Balance at December 31, 2023	—	$	—	840,251	$	9,000	$	493,317,000	$	(482,631,000)	$	(23,000)	$	10,672,000
Stock-based compensation	—		—	—		—		333,000		—		—		333,000
Shares issued for vested restricted stock units	—		—	3,302		—		—		—		—		—
Other comprehensive loss	—		—	—		—		—		—		(7,000)		(7,000)
Net loss	—		—	—		—		—		(4,983,000)		—		(4,983,000)
Balance at March 31, 2024	—	$	—	843,553	$	9,000	$	493,650,000	$	(487,614,000)	$	(30,000)	$	6,015,000


	Fair value measurement at reporting date using
March 31, 2025	(Level 1)		(Level 2)		(Level 3)
Assets:
Cash equivalents - money market funds	$	14,281,000	$	-	$	-
Liabilities:
Warrant liabilities - Series A Warrants	$	-	$	-	$	154,000

December 31, 2024
Assets:
Cash equivalents - money market funds	$	20,508,000	$	-	$	-
Liabilities:
Warrant liabilities - Series A Warrants	$	-	$	-	$	13,125,000
Warrant liabilities - Pre-funded Warrants	$	-	$	29,369,000	$	-


	March 31, 2025	December 31, 2024 (Issuance date)
Expected term of warrants (years)	0.8 year	1 year
Risk-free interest rate	4.1%	4.2%
Expected volatility	153.3%	126.9%
Dividend yield	$ -	$ -


Balance, December 31, 2024	$	42,494,000
Change in fair value		(26,513,000)
Reclassification of warrant liability upon exercise of prefunded warrants and amended warrant agreements		(15,827,000)
Balance, March 31, 2025	$	154,000


	Symbio
	Upfront Payment
Deferred balance at December 31, 2024	$	2,791,000
Recognition of revenue		(57,000)
Deferred balance at March 31, 2025	$	2,734,000


	Three Months Ended March 31,
(in thousands except per share amounts)	2025		2024
Numerator:
Net income (loss)	$	21,490,000	$	(4,983,000)

Net income (loss) attributable to common stockholders	$	15,083,000	$	(4,983,000)
Net income (loss) attributable to Series C Preferred stockholders	$	6,407,000	$	-

Denominator:
Weighted-average shares of common stock outstanding, basic		6,965,927		841,738
Restricted stock units		878		-
Stock options		248,320		-
Weighted-average shares of common stock outstanding, diluted		7,215,125		841,738

Net income (loss) per share of common stock, basic	$	2.17	$	(5.92)
Net income (loss) per share of common stock, diluted	$	2.09	$	(5.92)

Weighted-average shares of Series C Preferred outstanding, basic and diluted		7,398		-
Net income (loss) per share of Series C Preferred, basic and diluted	$	866.04	$	-


Consideration transferred:
Common stock	$	3,550,000
Series C Preferred		93,232,000
Assumed options		7,085,000
Company transaction costs settled in equity		4,984,000
Company transaction costs paid in cash		3,692,000
Total consideration transferred	$	112,543,000

Assets acquired:
Cash and cash equivalents	$	44,000
Total assets acquired	$	44,000

Liabilities assumed:
Accrued expenses and other current liabilities	$	4,965,000
Total liabilities assumed		4,965,000
Net assets acquired		(4,921,000)
In-process research and development		117,464,000
Net assets acquired	$	112,543,000


					Balance		Balance
		Exercise		Expiration	December 31,	Warrants	March 31,
Description	Classification	Price		Date	2024	Exercised	2025
Non-tradable pre-funded warrants	Equity	$	56.25	none	141	—	141
Non-tradable pre-funded warrants	Equity	$	56.25	none	199	—	199
Non-tradable pre-funded warrants	Equity	$	0.01	none	3,311,052	(1,382,559)	1,928,493
Series A Warrants	Liability	$	13.42	Variable	543,792	—	543,792
Series A Warrants	Equity	$	13.42	Variable	3,375,457	—	3,375,457
					7,230,641	(1,382,559)	5,848,082


	Options Outstanding
				Weighted
		Weighted-		Average
		Average		Remaining	Aggregate
	Number	Exercise		Contractual	Intrinsic
	of Shares	Price		Term (in years)	Value
Balance, December 31, 2024	423,107	$	11.89	8.75	$	2,698,000
Granted	60,742	$	4.46	—		—
Forfeitures	(1,333)	$	17.67	—		—
Expired	(23,056)	$	109.73	—		—
Balance, March 31, 2025	459,460	$	6.12	8.46	$	231,000
Exercisable at March 31, 2025	406,320	$	6.14	8.34	$	231,000


	March 31,		December 31,
	2025		2024
Computer and office equipment	$	84,000	$	84,000
Less accumulated depreciation		(75,000)		(74,000)
	$	9,000	$	10,000


	Number of Units	Weighted average grant date fair value
Outstanding and unvested December 31, 2024	22,421	25.12
Granted	9,603	7.81
Vested	(1,208)	27.34
Outstanding and unvested March 31, 2025	30,816	19.64

Exhibit Number		Description
4.1		Form of Amendment to Series A Common Stock Purchase Warrant, by and between Traws Pharma, Inc. and certain holders, dated February 18, 2025 (Incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on February 18, 2025).
4.2		Form of Amendment to Pre-Funded Warrant, by and between Traws Pharma, Inc. and certain holders, dated March 27, 2025 (Incorporated by reference to Exhibit 4.7 to the Company’s Annual Report on Form 10-K filed on March 31, 2025).
10.1		Separation Agreement and Release of all Claims, by and between Traws Pharma, Inc. and Mark Guerin, dated February 5, 2025 (Incorporated by reference of Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on February 7, 2025).
10.2		Offer Letter, by and between Traws Pharma, Inc. and Nora Brennan, dated February 5, 2025 (Incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed on February 7, 2025).
10.3		At the Market Offering Agreement, by and between Traws Pharma, Inc. and Citizens JMP Securities, LLC (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on March 10, 2025).
10.4		Separation Agreement and Release of all Claims, by and between Traws Pharma, Inc. and Werner Cautreels, dated March 31, 2025 (Incorporated by reference to Exhibit 10.46 to the Company’s Annual Report on Form 10-K filed on March 31, 2025).
10.5		Consulting Services Agreement, by and between Traws Pharma, Inc. and Werner Cautreels, dated March 31, 2025 (Incorporated by reference to Exhibit 10.47 to the Company’s Annual Report on Form 10-K filed on March 31, 2025).
10.6		Employment Agreement, effective April 1, 2025, by and between Traws Pharma, Inc. and Iain Dukes (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on April 18, 2025).
31.1	*	Rule 13a-14(a)/15d-14(a) Certifications of Principal Executive Officer
31.2	*	Rule 13a-14(a)/15d-14(a) Certifications of Principal Financial Officer
32.1	**	Section 1350 Certifications of Principal Executive Officer
32.2	**	Section 1350 Certifications of Principal Financial Officer
101.INS	†	Inline XBRL Instance Document – The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
101.SCH	†	Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents
104	†	Cover Page Interactive Data File -The cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document


	TRAWS PHARMA, INC.

Dated: May 15, 2025

	/s/ Iain Dukes, D. Phil
	Iain Dukes, D. Phil
	Interim Chief Executive Officer
	(Principal Executive Officer)

Dated: May 15, 2025

	/s/ Nora Brennan
	Nora Brennan
	Interim Chief Financial Officer
	(Principal Financial Officer and Principal Accounting Officer)