RADX 6-K
Radiopharm Theranostics Ltd (RADX)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the Month of August 2026
Commission File Number: 001-41621
RADIOPHARM THERANOSTICS LIMITED
(Name of Registrant)
Level 3, 62 Lygon Street, Carlton South, Victoria, 3053, Australia
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
RADIOPHARM THERANOSTICS LIMITED
EXPLANATORY NOTE
Radiopharm Theranostics Limited (the “Company”) published one announcement (the “Public Notice”) to the Australian Securities Exchange on August 28, 2026 titled:
“Appendix 4E and Preliminary Final Report”
A copy of the Public Notice is attached as an exhibit to this report on Form 6-K.
This Form 6-K, including the exhibits hereto, is incorporated by reference into the registration statement of the Company on Form F-3 (File No. 333-292178) and forms part thereof to the extent not superseded by documents or reports subsequently filed by the Company under the Securities Act of 1933 or the Securities Exchange Act of 1934.
1
EXHIBITS
| Exhibit<br><br>Number | Description |
|---|---|
| 99.1 | Appendix 4E and Preliminary Final Report |
2
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| RADIOPHARM THERANOSTICS LIMITED | ||
|---|---|---|
| Date: August 28, 2026 | By: | /s/ Amritha Sushil |
| Amritha Sushil | ||
| Company Secretary |
3
Exhibit 99.1
| Radiopharm Theranostics Limited<br><br>Appendix 4E<br><br>Preliminary final report |  |
|---|
- Company details
| Name of entity: | Radiopharm Theranostics Limited |
|---|---|
| ABN: | 57 647 877 889 |
| Reporting period: | For the year ended 30 June 2026 |
| Previous period: | For the year ended 30 June 2025 |
2. Results for announcement to the market
| Revenue from contracts with customers | down | 23.8% to | 2,767,888 | |
| Loss from ordinary activities after tax attributable to the owners of Radiopharm Theranostics Limited | up | 50.3% to | (55,149,150 | ) |
| Loss for the year attributable to the owners of Radiopharm Theranostics Limited | up | 50.3% to | (55,149,150 | ) |
All values are in US Dollars.
No dividends have been paid or declared by the group for the current financial year. No dividends were paid for the previous financial year.
- Explanation of results
The group reported a loss for the year ended 30 June 2026 of $56,950,494 (30 June 2025: $38,342,457). The increase in loss in the current year compared to prior year is mainly attributable to higher research and development expenditures incurred during the year to advance and broaden the developmental phases of ongoing clinical studies.
The group's net assets for the year ended 30 June 2026 decreased to $22,323,683 (30 June 2025: $42,871,904). Net assets decreased primarily due to a decrease in cash balances attributable to higher investment in research and development activities during the financial year. As at 30 June 2026, the group had cash reserves of $4,138,074 (30 June 2025: $29,116,835).
The Appendix 4E financial report follows, with the further details to be included in the audited financial statements is expected to be released by 30 September 2026.
- Net tangible assets per security
| 30 June<br><br>2026<br>Cents | 30 June<br><br>2025<br>Cents | |||||
|---|---|---|---|---|---|---|
| Net tangible assets per ordinary security | (0.45 | ) | (0.16 | ) |
- Changes in controlled entities
During the year ended 30 June 2026, Radiopharm Theranostics increased its ownership in Radiopharm Ventures, LLC, a joint venture created with The University of Texas M.D. Anderson Cancer Center (MDACC) from 75% to 87.5%.
There have been no other changes in controlled entities during the year ended 30 June 2026.
| Radiopharm Theranostics Limited<br><br>Appendix 4E<br><br>Preliminary final report | |
|---|
- Other information required by Listing Rule 4.3A
| a. | Details of individual and total dividends or distributions<br>and dividend or distribution payments: N/A | ||||
|---|---|---|---|---|---|
| b. | Details of any dividend or distribution reinvestment plans: N/A | ||||
| --- | --- | ||||
| c. | Details of associates and joint venture entities: | ||||
| --- | --- | ||||
| Ownership interest<br><br>held by the group | |||||
| --- | --- | --- | --- | --- | --- |
| Name of entity | Place of business / country of<br><br>incorporation | 2026 | 2025 | ||
| % | % | ||||
| Radiopharm Ventures LLC | United States | 87.5 | 75 |
On 9 July 2022, Radiopharm Theranostics (USA) Inc. and The University of Texas MD Anderson Cancer Center formed Radiopharm Ventures, LLC, a joint venture to develop novel radiopharmaceutical therapeutic products for cancer. The joint venture continues to focus on developing products based on MD Anderson intellectual property. On 26 August 2024, Radiopharm announced they had increased their ownership in Radiopharm Ventures from 51% to 75%. During the year ended 30 June 2026, Radiopharm Theranostics increased its ownership in Radiopharm Ventures, LLC, from 75% to 87.5%.
d. Other information: N/A
- Audit
The financial statements are currently in the process of being audited. Audited financial statements along with the independent auditor report for the year ended 30 June 2026 is expected to be released by the end of September 2026 with a material uncertainty in relation to going concern.
Radiopharm Theranostics Limited
ABN 57 647 877 889
Preliminary Final Report - 30 June 2026
Radiopharm Theranostics Limited
Contents
30 June 2026
| Statement of profit or loss and other comprehensive income | 2 |
|---|---|
| Statement of financial position | 3 |
| Statement of changes in equity | 4 |
| Statement of cash flows | 6 |
| Notes to the financial statements | 7 |
General information
The financial statements cover Radiopharm Theranostics Limited as a consolidated entity consisting of Radiopharm Theranostics Limited and the entities it controlled at the end of, or during, the year. The financial statements are presented in Australian dollars, which is Radiopharm Theranostics Limited's functional and presentation currency.
Radiopharm Theranostics Limited is a listed public company limited by shares, incorporated and domiciled in Australia. Its registered office and principal place of business is:
Level 3, 62 Lygon Street, Carlton VIC 3053
1
All values are in US Dollars.
| Cents | Cents | |||||
|---|---|---|---|---|---|---|
| Loss per share for loss attributable to the ordinary equity holders of the group: | ||||||
| Basic and diluted loss per share | (1.79 | ) | (1.76 | ) |
The above statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes
2
All values are in US Dollars.
The above statement of financial position should be read in conjunction with the accompanying notes
3
All values are in US Dollars.
The above statement of changes in equity should be read in conjunction with the accompanying notes
4
| Radiopharm Theranostics Limited<br><br>Statement of changes in equity<br><br>For the year ended 30 June 2026 | |
|||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Attributable<br>to owners of Radiopharm Theranostics Limited | ||||||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Consolidated | Share<br>Capital | Other<br>equity | Other<br>reserves | Accumulated<br>losses | Non-controlling<br>interest | Total<br>equity | ||||||||||||
| Balance at 1 July 2025 | 176,558,493 | 849,544 | 13,116,919 | (145,732,952 | ) | (1,920,100 | ) | 42,871,904 | ||||||||||
| Loss after income tax expense for the year | - | - | - | (55,149,150 | ) | (1,801,344 | ) | (56,950,494 | ) | |||||||||
| Other comprehensive income for the year, net of tax | - | - | 621,440 | - | - | 621,440 | ||||||||||||
| Total comprehensive income for the year | - | - | 621,440 | (55,149,150 | ) | (1,801,344 | ) | (56,329,054 | ) | |||||||||
| Transactions with owners in their capacity as owners: Contributions of equity, net of transaction costs (note 9) | 33,374,878 | - | - | - | - | 33,374,878 | ||||||||||||
| Issue of options | - | - | 2,740,119 | - | - | 2,740,119 | ||||||||||||
| Expiration of options | - | - | (1,730,159 | ) | 1,730,159 | - | - | |||||||||||
| Forfeiture of options | - | - | (334,164 | ) | - | - | (334,164 | ) | ||||||||||
| Increase in ownership in RAD Ventures | - | - | - | (1,357,918 | ) | 1,357,918 | - | |||||||||||
| Derecognition of Pharma15 | - | (849,544 | ) | - | 849,544 | - | - | |||||||||||
| Balance at 30 June 2026 | 209,933,371 | - | 14,414,155 | (199,660,317 | ) | (2,363,526 | ) | 22,323,683 |
All values are in US Dollars.
The above statement of changes in equity should be read in conjunction with the accompanying notes
5
| Radiopharm Theranostics Limited<br><br>Statement of cash flows<br><br>For the year ended 30 June 2026 | |
|---|
ConsolidatedNote30 June 202630 June 2025Cash flows from operating activitiesReceipts from customers (inclusive of GST)536,3845,353,973Payments to suppliers and employees (inclusive of GST)(58,353,869)(42,799,759)Interest received549,213800,309Research and development tax incentive received4,485,434-Net cash used in operating activities(52,782,838)(36,645,477)Cash flows from investing activitiesReceipts for sale of intellectual property-2,997,592Payments of license fee liabilities(5,420,869)(1,226,994)Net cash from/(used in) investing activities (5,420,869 ) 1,770,598 Cash flows from financing activitiesProceeds from issue of shares935,378,00053,977,902Share issue transaction costs(2,003,122)(4,738,000)Repayment of borrowings-(1,900,000)Transaction costs related to loans and borrowings-(218,633)Settlement with Lind-(1,689,721)Net cash from financing activities33,374,87845,431,548Net (decrease)/increase in cash and cash equivalents(24,828,829)10,556,669Cash and cash equivalents at the beginning of the financial year29,116,83518,575,040Effects of exchange rate changes on cash and cash equivalents(149,932)(14,874)Cash and cash equivalents at the end of the financial year54,138,07429,116,835
All values are in US Dollars.
The above statement of cash flows should be read in conjunction with the accompanying notes
6
| Radiopharm Theranostics Limited<br><br>Notes to the financial statements<br>30 June 2026 | |
|---|
Note 1. Segment information
Management has determined based on the reports reviewed by the Chief Operating Decision Maker (CODM) that are used to make strategic decisions, that the group has one reportable segment being the research, development and commercialisation of health technologies. As such, the financial information presented in the body of the financial report represents the results of the Group's sole operating segment. The CODM continues to monitor and review the appropriateness of this segment determination on a regular basis.
Note 2. Revenue from contract with customers
| 30 June | 30 June | |
|---|---|---|
| 2026 | 2025 | |
| Revenue from contract with customers | ||
| Revenue recognised over time | 2,767,888 | 3,633,422 |
| Total revenue from continuing operations | 2,767,888 | 3,633,422 |
All values are in US Dollars.
During the period ended 30 June 2025, the group entered into a strategic development services contract with Lantheus to advance clinical development of innovative radiopharmaceuticals in Australia.
Note 3. General and administrative expenses
| 30 June | 30 June | |
|---|---|---|
| 2026 | 2025 | |
| Accounting and audit | 949,683 | 957,895 |
| Consulting | 406,564 | 286,138 |
| Depreciation | 7,331 | 7,331 |
| Employee benefits | 11,186,055 | 10,120,149 |
| Insurance | 341,658 | 105,762 |
| Investor relations | 472,262 | 313,671 |
| Legal | 631,909 | 656,036 |
| Listing and share registry | 188,341 | 190,795 |
| Patent costs | 244,529 | 205,017 |
| Travel and entertainment | 864,801 | 808,546 |
| Other | 922,569 | 986,673 |
| 16,215,702 | 14,638,013 |
All values are in US Dollars.
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| Radiopharm Theranostics Limited<br><br>Notes to the financial statements<br>30 June 2026 | |
|---|
Note 4. Research and development expenses
| 30 June | 30 June | |
|---|---|---|
| 2026 | 2025 | |
| Amortisation | 2,698,702 | 2,588,306 |
| AVb6 Integrin (TRIMT) | 918,221 | 1,876,983 |
| Consulting Fees R&D | 1,324,355 | 930,292 |
| hu PSA Anti-body (Diaprost) | 7,011,056 | 2,925,445 |
| Impairment losses | 5,266,823 | - |
| R&D Ventures | 11,040,742 | 5,989,964 |
| NanoMab | 15,070,282 | 7,185,000 |
| Neoindicate | 351,529 | 437,400 |
| Pivalate - Imperial | 6,153,044 | 5,184,136 |
| UCLA | - | 226,063 |
| Other | 128,145 | 171,605 |
| 49,962,899 | 27,515,194 |
All values are in US Dollars.
The categories shown here align with the intellectual property held by the group and represents the amount of R&D expended on developing the respective intellectual property.
Note 5. Cash and cash equivalents
| Consolidated | ||
|---|---|---|
| 30 June | 30 June | |
| 2026 | 2025 | |
| Current assets | ||
| Cash at bank | 4,138,074 | 29,116,835 |
| 4,138,074 | 29,116,835 |
All values are in US Dollars.
(i) Reconciliation to cash flow statement
The above figures reconcile to the amount of cash shown in the consolidated statement of cash flows at the end of the financial year and period, respectively, as follows:
30 June30 June20262025Balance as above4,138,07429,116,835Balance per statement of cash flows4,138,07429,116,835
All values are in US Dollars.
(ii) Classification as cash equivalents
Term deposits are presented as cash equivalents if they have a maturity of three months or less from the date of acquisition and are repayable with 24 hours notice with no loss of interest.
(iii) Risk exposure
The maximum exposure to credit risk at the end of the reporting year is the carrying amount of each class of cash and cash equivalents mentioned above.
8
| Radiopharm Theranostics Limited<br><br>Notes to the financial statements<br>30 June 2026 | |
|---|
Note 6. Trade and other receivables
| 30 June | 30 June | |||||
|---|---|---|---|---|---|---|
| 2026 | 2025 | |||||
| Current | Non-current | Total | Current | Non-current | Total | |
| Trade receivables | 1,227,040 | - | 1,227,040 | - | - | - |
| Accrued receivables(i) | 15,877,895 | - | 15,877,895 | 10,171,532 | - | 10,171,532 |
| GST and other receivables | 342,493 | - | 342,493 | 228,528 | - | 228,528 |
| 17,447,428 | - | 17,447,428 | 10,400,060 | - | 10,400,060 |
All values are in US Dollars.
(i) Accrued receivables
Accrued receivables comprise $15,877,895 from the Australian Taxation Office in relation to the R&D tax incentive (30 June 2025: $10,171,532). Subsequent to year-end, Radiopharm received $5,780,657 relating to the accrued income recognised at 30 June 2025. This receipt represents the settlement of the outstanding balance and has been recorded as cash in the following financial year.
Note 7. Trade and other payables
| 30 June<br>2026 | 30 June<br>2025 | |||||
|---|---|---|---|---|---|---|
| Current | Non-current | Total | Current | Non-current | Total | |
| Trade payables | 5,466,476 | - | 5,466,476 | 6,347,397 | - | 6,347,397 |
| Accrued expenses | 4,836,856 | - | 4,836,856 | 2,750,662 | - | 2,750,662 |
| Other payables | 228,468 | - | 228,468 | 242,934 | - | 242,934 |
| 10,531,800 | - | 10,531,800 | 9,340,993 | - | 9,340,993 |
All values are in US Dollars.
Note 8. Other financial liabilities
| 30 June<br>2026 | 30 June<br>2025 | |||||
|---|---|---|---|---|---|---|
| Current | Non-current | Total | Current | Non-current | Total | |
| Diaprost contingent consideration | 1,979,902 | 6,916,482 | 8,896,384 | 1,328,087 | 8,841,829 | 10,169,916 |
| NanoMab contingent consideration* | 4,502,764 | 1,050,443 | 5,553,207 | 1,832,833 | 4,899,858 | 6,732,691 |
| NeoIndicate contingent<br>consideration | - | - | - | - | 1,870,454 | 1,870,454 |
| Pivalate contingent consideration | 378,184 | 1,646,950 | 2,025,134 | 225,245 | 1,933,981 | 2,159,226 |
| Pharma15 contingent consideration | - | - | - | - | 1,134,164 | 1,134,164 |
| TRIMT contingent consideration | - | 7,758,256 | 7,758,256 | - | 8,423,667 | 8,423,667 |
| MD Anderson contingent consideration | - | 1,540,798 | 1,540,798 | 35,172 | 1,573,034 | 1,608,206 |
| 6,860,850 | 18,912,929 | 25,773,779 | 3,421,337 | 28,676,987 | 32,098,324 |
All values are in US Dollars.
| * | Payment to be made in the form of ordinary shares in the<br>company, based on the price of the 7 day volume weighted average price (VWAP) prior to the announcement of the milestone on the ASX. |
|---|
9
| Radiopharm Theranostics Limited<br><br>Notes to the financial statements<br>30 June 2026 | |
|---|
Note 9. Share capital
| 30 June | 30 June | 30 June | 30 June | |||
|---|---|---|---|---|---|---|
| 2026 | 2025 | 2026 | 2025 | |||
| Shares | Shares | |||||
| Ordinary Shares | ||||||
| Ordinary Shares Fully paid | 3,544,216,160 | 2,364,949,502 | 209,933,371 | 176,558,493 |
All values are in US Dollars.
(i) Movements in ordinary shares:
| Number of | Total | |||
|---|---|---|---|---|
| Details | Shares | |||
| Balance at 1 July 2024 | 460,367,051 | 100,681,716 | ||
| Issue of ordinary shares at $0.040 pursuant to issue of securities (2024-07-01) | 597,130,727 | 23,885,229 | ||
| Issue of ordinary shares at $0.040 pursuant to Tranche 2 placement shares (2024-08-21) | 858,056,603 | 34,322,264 | ||
| Issue of ordinary shares at $0.040 pursuant to Tranche 2 placement shares (2024-08-21) | 14,031,195 | 561,248 | ||
| Issue of ordinary shares at $0.050 pursuant to Lantheus investment (2024-08-23) | 149,625,180 | 7,481,259 | ||
| Issue of ordinary shares at $0.040 pursuant to issue of placement shares (2024-09-13) | 93,750,000 | 3,750,000 | ||
| Issue of ordinary shares at $0.036 for the achievement of a milestone (2024-12-13) | 20,594,438 | 741,400 | ||
| Issue of ordinary shares at $0.036 pursuant to forfeiture shares (2024-12-16) | 7,091,615 | 219,840 | ||
| Issue of ordinary shares at $0.060 pursuant to issue of placement shares to Lantheus (2025-01-20) | 133,333,333 | 8,000,000 | ||
| Issue of ordinary shares at $0.025 for the achievement of a milestone (2025-06-12) | 30,969,360 | 774,234 | ||
| Less: Transaction costs arising on share issues | - | (3,858,697 | ) | |
| Balance at 30 June 2025 | 2,364,949,502 | 176,558,493 | ||
| Balance at 1 July 2025 | 2,364,949,502 | 176,558,493 | ||
| Issue of ordinary shares at $0.030 pursuant to issue of securities (2025-10-24) | 415,706,190 | 12,471,186 | ||
| Issue of ordinary shares at $0.030 pursuant to issue of securities (2025-12-05) | 12,599,991 | 378,000 | ||
| Issue of ordinary shares at $0.030 pursuant to issue of securities (2025-12-09) | 750,960,477 | 22,528,814 | ||
| Less: Transaction costs arising on share issues | - | (2,003,122 | ) | |
| Balance at 30 June 2026 | 3,544,216,160 | 209,933,371 |
All values are in US Dollars.
Note 10. Events after the reporting period
On July 24, 2026, the Company announced an A$12.5 million institutional offer and launched A$6 million Share Purchase Plan. The institutional offer comprises of two-tranche placement of approximately 448,839,531 new fully paid ordinary shares at A$0.015 per New Share to an Australian international institutional and sophisticated investors; and 384,493,800 underlying ordinary shares at US$3.16 per ADS to a US Direct Registration Offering. The Share Purchase Plan offer closes on 10 September 2026.
No other matter or circumstance has arisen since 30 June 2026 that has significantly affected, or may significantly affect the consolidated entity's operations, the results of those operations, or the consolidated entity's state of affairs in future financial years.
10
