8-K
filed April 18, 2025, 7:59 PM ET
ticker CTXR
CIK 0001506251
other material
confidence high
sentiment neutral
materiality 0.55
Citius issues CEO super-voting stock to push 16M-to-250M share increase; quorum cut to 1/3
Citius Pharmaceuticals, Inc.
- One share of Series A Preferred sold to CEO Leonard Mazur for $100 with 1B votes, valid only on proposed authorized share increase from 16M to 250M common shares.
- Board amended bylaws reducing stockholder meeting quorum from majority to one-third to avoid adjournment risk.
- Series A has no conversion, dividend, or liquidation rights; redeemed for $100 automatically after vote results announced.
- Special meeting called; preliminary proxy filed for shareholder vote on the authorized share increase.
Key facts
Extracted from this filing and checked against the source text.
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
Citius Pharmaceuticals, Inc.: Filed Certificate of Designation for Series A Preferred Stock with specific voting, redemption, and non-economic terms (effective 2025-04-17).
- Change
- charter amendment
- Effective
- 2025-04-17
Exact text from the filing
On April 17, 2025, the Company filed a certificate of designation (the “Certificate of Designation”) with the Nevada Secretary of State, effective as of the time of filing, designating the powers, rights, privileges and restrictions of the shares of Series A Preferred Stock.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
Citius Pharmaceuticals, Inc.: Reduced quorum requirement for stockholder meetings from majority to at least one-third of voting power (effective 2025-04-16).
- Change
- bylaw amendment
- Effective
- 2025-04-16
Exact text from the filing
As of April 16, 2025, the Board approved the amendment of the Company’s Amended and Restated Bylaws, effective as of April 16, 2025 (the “Bylaws Amendment”), to reduce the quorum required for the transaction of business at stockholder meetings from the holders of at least a majority of the voting power of the Company’s outstanding shares of capital stock to the holders of at least one-third (1/3) of the voting power of the Company’s outstanding shares of capital stock.
View on SEC.gov
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