---
schema_version: "secwatch.filing_event.v1"
accession: "0001079973-26-000077"
form_type: "8-K"
ticker: null
cik: "0001476963"
company_name: "Scorpius Holdings, Inc."
filed_at: "2026-01-13T23:59:59+00:00"
generated_at: "2026-05-16T10:39:07.267734+00:00"
event_type: "debt"
sentiment: "neutral"
materiality_score: 0.5
calibrated_materiality_score: 0.5
confidence: "high"
source: SEC EDGAR
---

# Scorpius Holdings issues $240K in non-convertible promissory notes at 5% with 15% premium

## Summary
- Four notes totaling $239,539.77: Dec 16 ($44,374.85), Dec 17 ($78,350), Dec 30 ($54,514.92), Jan 8 ($62,300).
- Each note matures six months from issuance; all accrue 5% interest and include a 15% premium upon prepayment.
- Holder may require redemption using 100% of proceeds from any subsequent financing while note is outstanding.
- Notes sold in reliance on Section 4(a)(2) and Regulation D; no use of proceeds specified.

## SEC filing metadata
- accession: 0001079973-26-000077
- form_type: 8-K
- cik: 0001476963
- company_name: Scorpius Holdings, Inc.
- filed_at: 2026-01-13T23:59:59+00:00
- event_type: debt
- sentiment: neutral
- materiality_score: 0.5
- calibrated_materiality_score: 0.5
- confidence: high
- sec_items: 1.01, 2.03, 3.02, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1476963/000107997326000077/0001079973-26-000077-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1476963/000107997326000077/scpx_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001079973-26-000077
- JSON: https://secwatch.observer/filing/0001079973-26-000077.json
- Plain text: https://secwatch.observer/filing/0001079973-26-000077.txt

## Key facts
- Debt Financings
  Scorpius Holdings, Inc. incurred loan of $44,374.85 with institutional investor at 5.0% per annum maturing June 16, 2026.
  - Instrument: loan
  - Principal: $44,374.85
  - Counterparty: institutional investor
  - Rate: 5.0% per annum
  - Maturity: June 16, 2026
  - Event: incurrence
  source text: On December 16, 2025, Scorpius Holdings, Inc. (the “Company”) issued a non-convertible promissory note (the “First Note”) in the principal amount of Forty-four Thousand Three Hundred Seventy-four Dollars and Eighty-five Cents ($44,374.85) to an institutional investor (the “Holder”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1476963/000107997326000077/0001079973-26-000077-index.htm
- Debt Financings
  Scorpius Holdings, Inc. incurred loan of $62,300.00 with institutional investor at 5.0% per annum maturing July 8, 2026.
  - Instrument: loan
  - Principal: $62,300.00
  - Counterparty: institutional investor
  - Rate: 5.0% per annum
  - Maturity: July 8, 2026
  - Event: incurrence
  source text: On January 8, 2026, the Company issued a non-convertible promissory note (the “Fourth Note”) in the principal amount of Sixty-two Thousand and Three Hundred Dollars ($62,300.00) to the Holder.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1476963/000107997326000077/0001079973-26-000077-index.htm
- Debt Financings
  Scorpius Holdings, Inc. incurred loan of $78,350.00 with institutional investor at 5.0% per annum maturing June 17, 2026.
  - Instrument: loan
  - Principal: $78,350.00
  - Counterparty: institutional investor
  - Rate: 5.0% per annum
  - Maturity: June 17, 2026
  - Event: incurrence
  source text: On December 17, 2025, the Company issued a non-convertible promissory note (the “Second Note”) in the principal amount of Seventy-eight Thousand and Three Hundred and Fifty Dollars ($78,350.00) to the Holder.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1476963/000107997326000077/0001079973-26-000077-index.htm
- Debt Financings
  Scorpius Holdings, Inc. incurred loan of $54,514.92 with institutional investor at 5.0% per annum maturing June 30, 2026.
  - Instrument: loan
  - Principal: $54,514.92
  - Counterparty: institutional investor
  - Rate: 5.0% per annum
  - Maturity: June 30, 2026
  - Event: incurrence
  source text: On December 30, 2025, the Company issued a non-convertible promissory note (the “Third Note”) in the principal amount of Fifty-four Thousand Five Hundred and Fourteen Dollars and Ninety-two Cents ($54,514.92) to the Holder.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1476963/000107997326000077/0001079973-26-000077-index.htm
- Material Agreements
  Scorpius Holdings, Inc. entered into Second Note with Holder valued at Principal $78,350.00, interest 5.0% per annum, premium 15% (effective 2025-12-17).
  - Action: entry
  - Agreement: notes offering
  - Counterparty: Holder
  - Value: Principal $78,350.00, interest 5.0% per annum, premium 15%
  - Effective: 2025-12-17
  source text: On December 17, 2025, the Company issued a non-convertible promissory note (the “Second Note”) in the principal amount of Seventy-eight Thousand and Three Hundred and Fifty Dollars ($78,350.00) to the Holder.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1476963/000107997326000077/0001079973-26-000077-index.htm
- Material Agreements
  Scorpius Holdings, Inc. entered into First Note with Holder valued at Principal $44,374.85, interest 5.0% per annum, premium 15% (effective 2025-12-16).
  - Action: entry
  - Agreement: notes offering
  - Counterparty: Holder
  - Value: Principal $44,374.85, interest 5.0% per annum, premium 15%
  - Effective: 2025-12-16
  source text: On December 16, 2025, Scorpius Holdings, Inc. (the “Company”) issued a non-convertible promissory note (the “First Note”) in the principal amount of Forty-four Thousand Three Hundred Seventy-four Dollars and Eighty-five Cents ($44,374.85) to an institutional investor (the “Holder”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1476963/000107997326000077/0001079973-26-000077-index.htm
- Material Agreements
  Scorpius Holdings, Inc. entered into Third Note with Holder valued at Principal $54,514.92, interest 5.0% per annum, premium 15% (effective 2025-12-30).
  - Action: entry
  - Agreement: notes offering
  - Counterparty: Holder
  - Value: Principal $54,514.92, interest 5.0% per annum, premium 15%
  - Effective: 2025-12-30
  source text: On December 30, 2025, the Company issued a non-convertible promissory note (the “Third Note”) in the principal amount of Fifty-four Thousand Five Hundred and Fourteen Dollars and Ninety-two Cents ($54,514.92) to the Holder.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1476963/000107997326000077/0001079973-26-000077-index.htm
- Material Agreements
  Scorpius Holdings, Inc. entered into Fourth Note with Holder valued at Principal $62,300.00, interest 5.0% per annum, premium 15% (effective 2026-01-08).
  - Action: entry
  - Agreement: notes offering
  - Counterparty: Holder
  - Value: Principal $62,300.00, interest 5.0% per annum, premium 15%
  - Effective: 2026-01-08
  source text: On January 8, 2026, the Company issued a non-convertible promissory note (the “Fourth Note”) in the principal amount of Sixty-two Thousand and Three Hundred Dollars ($62,300.00) to the Holder.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1476963/000107997326000077/0001079973-26-000077-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.
