FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
|
|
|
|
|
|
|
(State or other jurisdiction
|
|
(Commission File Number)
|
|
(I.R.S. Employer
|
|
of incorporation)
|
|
|
Identification No.)
|
|
|
|
|
|
(Address of principal executive offices)
|
|
(Zip Code)
|
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
|
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|
|
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
|
|
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
|
|
|
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 Act:
|
Title of each class
|
|
Trading Symbol(s)
|
|
Name of each exchange on which registered
|
|
|
|
|
|
|
|
|
|
|
|
|
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 2.02
|
Results of Operations and Financial Condition.
|
|
Item 9.01
|
Financial Statements and Exhibits
|
| |
|
|
SILEXION THERAPEUTICS CORP
|
|
|
|
|
|
|
Date: August 14, 2026
|
By:
|
/s/ Ilan Hadar
|
|
|
Name:
|
Ilan Hadar
|
|
|
Title:
|
Chief Executive Officer
|

| • |
As of June 30, 2026, the Company had cash and cash equivalents of approximately $2.2 million, compared to approximately $6.0 million as of December 31, 2025.
|
| • |
During the second quarter and subsequent to quarter end, the Company strengthened its capital position through a series of financing transactions, most recently the
closing on August 13, 2026, of a public offering yielding aggregate gross proceeds of approximately $2.5 million. As a result of these transactions and those detailed in the Company’s Quarterly Report on Form 10-Q, the Company estimates that
its shareholders’ equity, as of June 30, 2026 (as adjusted to reflect the foregoing transactions to date), is currently approximately $3.2 million, which
exceeds the Nasdaq Capital Market's $2.5 million minimum shareholders' equity requirement for continued listing. Accordingly, the Company believes that it has restored compliance with the applicable shareolders' equity requirement.
|
|
June 30,
|
December 31,
|
|||||||
|
2026
|
2025
|
|||||||
|
ASSETS
|
||||||||
|
CURRENT ASSETS:
|
||||||||
|
Cash and cash equivalents
|
$
|
2,229
|
$
|
5,991
|
||||
|
Restricted cash
|
29
|
27
|
||||||
|
Prepaid expenses
|
1,372
|
570
|
||||||
|
Other current assets
|
111
|
49
|
||||||
|
TOTAL CURRENT ASSETS
|
3,741
|
6,637
|
||||||
|
NON-CURRENT ASSETS:
|
||||||||
|
Restricted cash
|
62
|
57
|
||||||
|
Long-term deposit and other non-current assets
|
75
|
84
|
||||||
|
Property and equipment, net
|
20
|
25
|
||||||
|
Operating lease right-of-use asset
|
348
|
412
|
||||||
|
TOTAL NON-CURRENT ASSETS
|
505
|
578
|
||||||
|
TOTAL ASSETS
|
$
|
4,246
|
$
|
7,215
|
||||
|
June 30,
|
December 31,
|
|||||||
|
2026
|
2025
|
|||||||
|
LIABILITIES AND SHAREHOLDERS' EQUITY (CAPITAL DEFICIENCY)
|
||||||||
|
CURRENT LIABILITIES:
|
||||||||
|
Trade payables
|
$
|
1,180
|
$
|
787
|
||||
|
Current maturities of operating lease liability
|
199
|
182
|
||||||
|
Employee related obligations
|
628
|
879
|
||||||
|
Other account payable
|
984
|
910
|
||||||
|
Private warrants to purchase ordinary shares (including $* due to related party as of June 30, 2026 and December 31, 2025)
|
*
|
*
|
||||||
|
Related Party Promissory Note
|
985
|
—
|
||||||
|
TOTAL CURRENT LIABILITIES
|
3,976
|
2,758
|
||||||
|
NON-CURRENT LIABILITIES:
|
||||||||
|
Long-term operating lease liability
|
226
|
286
|
||||||
|
Related Party Promissory Note
|
—
|
1,568
|
||||||
|
TOTAL NON-CURRENT LIABILITIES
|
$
|
226
|
$
|
1,854
|
||||
|
TOTAL LIABILITIES
|
$
|
4,202
|
$
|
4,612
|
||||
|
SHAREHOLDERS' EQUITY:
|
||||||||
|
Ordinary shares ($0.135 par value per share, 5,900,000 and 900,000 shares authorized as of June 30, 2026 and December 31, 2025,
respectively; 1,179,844 and 312,665 shares issued and outstanding as of June 30, 2026 and December 31, 2025, respectively)
|
160
|
42
|
||||||
|
Additional paid-in capital
|
61,334
|
57,727
|
||||||
|
Accumulated deficit
|
(61,450
|
)
|
(55,166
|
)
|
||||
|
TOTAL SHAREHOLDERS' EQUITY
|
$
|
44
|
$
|
2,603
|
||||
|
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY
|
$
|
4,246
|
$
|
7,215
|
||||
|
Six months ended June 30,
|
Three months ended June 30,
|
|||||||||||||||
|
2026
|
2025
|
2026
|
2025
|
|||||||||||||
|
OPERATING EXPENSES:
|
||||||||||||||||
|
Research and development (including $176 and $0 from related party for the six-month periods ended June 30, 2026 and 2025,
respectively, and including $46 and $0 from related party for the three months period ended June 30, 2026 and 2025, respectively)
|
$
|
3,582
|
$
|
1,608
|
$
|
2,212
|
$
|
1,018
|
||||||||
|
General and administrative (including $282 and $58 from related party for the six-month periods ended June 30, 2026 and 2025,
respectively, and including $67 and $37 from related party for the three months period ended June 30, 2026 and 2025, respectively)
|
2,847
|
2,326
|
1,468
|
1,266
|
||||||||||||
|
TOTAL OPERATING EXPENSES
|
6,429
|
3,934
|
3,680
|
2,284
|
||||||||||||
|
OPERATING LOSS
|
6,429
|
3,934
|
3,680
|
2,284
|
||||||||||||
|
Financial expense (income), net (including $(169) and $229 from related party for the six months period ended June 30, 2026 and
2025, respectively, and including $(154) and $197 from related party for the three months period ended June 30, 2026 and 2025, respectively)
|
(145
|
)
|
301
|
(129
|
)
|
216
|
||||||||||
|
LOSS BEFORE INCOME TAX
|
$
|
6,284
|
$
|
4,235
|
$
|
3,551
|
$
|
2,500
|
||||||||
|
INCOME TAX
|
*
|
3
|
*
|
3
|
||||||||||||
|
NET LOSS
|
$
|
6,284
|
$
|
4,238
|
$
|
3,551
|
$
|
2,503
|
||||||||
|
LOSS PER SHARE, BASIC AND DILUTED
|
$
|
12.41
|
$
|
82.12
|
$
|
5.17
|
$
|
43.19
|
||||||||
|
WEIGHTED AVERAGE NUMBER OF ORDINARY SHARES OUTSTANDING USED IN COMPUTATION OF BASIC AND DILUTED LOSS PER SHARE
|
506,202
|
51,613
|
**
|
687,353
|
57,952
|
**
|
||||||||||