Scilex Holding Co 8-K, filed Sep 29, 2026
Scilex Holding Co (SCLX)
About this 8-K
Scilex Holding Co filed this 8-K on September 29, 2026, reporting on events of September 25, 2026.
Items reported
- Item 1.01: Entered into a material agreement
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Exchange Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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.
Item 1.01. Entry into a Material Definitive Agreement.
As previously disclosed, on August 8, 2026, Scilex Holding Company (the “Company”) entered into a Promissory Note (Revolving Line of Credit) (the “Note”) with Vivasor, Inc. (“Vivasor”), as borrower, pursuant to which the Company established in favor of Vivasor an uncommitted revolving line of credit in a maximum aggregate principal amount of up to $20,000,000 (the “Maximum Credit Amount”). On September 25, 2026, the Company and Vivasor entered into an amendment to the Note (the “Amendment”), pursuant to which the Maximum Credit Amount was increased from $20,000,000 to $30,000,000. No other changes were made to the Note.
Dr. Henry Ji, Ph.D., the Company’s current Chief Executive Officer, President and Chairperson, currently serves as the Chief Executive Officer of Vivasor. The Amendment was approved by the Company’s Board of Directors (the “Board”) and the Audit Committee of the Board.
A copy of the Amendment is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference. The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
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Description |
10.1 |
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104 |
Cover Page Interactive Data File, formatted in Inline Extensible Business Reporting Language (iXBRL). |
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SIGNATURES
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 hereunto duly authorized.
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SCILEX HOLDING COMPANY |
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By: |
/s/ Stephen Ma |
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Name: |
Stephen Ma |
Date: September 29, 2026 |
Title: |
Senior Vice President, Chief Operating Officer and Chief Financial Officer |
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AMENDMENT TO PROMISSORY NOTE
THIS AMENDMENT TO PROMISSORY NOTE (this “Amendment”) is made and entered into as of September 25, 2026, by and between Vivasor, Inc., a Delaware corporation (the “Company”), and Scilex Holding Company, a Delaware corporation (the “Holder”).
RECITALS
Whereas, the Company issued a promissory note to Holder on August 8, 2026 with a maximum credit amount of up to $20,000,000 (the “Note”); and
Whereas, the Company and Holder wish to increase the maximum credit amount of the Note to $30,000,000.
NOW, THEREFORE, in consideration of the mutual covenants contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:
AMENDMENT
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[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
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In Witness Whereof, the parties have executed this Amendment to Promissory Note as of the first date set forth above.
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COMPANY: |
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Vivasor, Inc. |
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By: |
/s/ Henry Ji |
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Name: |
Henry Ji, Ph.D. |
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Title: |
Chief Executive Officer |
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[Vivasor, Inc. – Signature Page to Amendment to Promissory Note]
In Witness Whereof, the parties have executed this Amendment to Promissory Note as of the first date set forth above.
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HOLDER: |
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Scilex Holding Company |
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By: |
/s/ Stephen Ma |
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Name: |
Stephen Ma |
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Title: |
Chief Financial Officer |
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Email: |
SMa@scilexholding.com |
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Address: |
960 San Antonio Road Palo Alto, CA 94303 |
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[Vivasor, Inc. – Signature Page to Amendment to Promissory Note]