8-K
filed February 27, 2026, 6:59 PM ET
ticker INDP
CIK 0001857044
other material
confidence high
sentiment negative
materiality 1.00
Indaptus Therapeutics, Inc. (INDP): M&A transaction — Indaptus stockholders approve proposals enabling David Lazar to obtain 96.4% control; board changes
Indaptus Therapeutics, Inc.
- Lazar purchased $6.0M of preferred stock; upon conversion, 111M common shares issuable, representing ~96.4% of fully diluted outstanding.
- Authorized common stock increased from 200M to 1B shares; reverse stock split authorized at ratio 1:2 to 1:199.
- Jerome Jabbour and Matthew McMurdo elected as directors; Mark Gilbert and Michael Newman resigned immediately after meeting.
- Stockholders approved stockholder action by written consent and issuance of common stock upon conversion of preferred stock.
- Lazar's nominees now constitute majority of nine-member board; company plans to pursue strategic transaction with target company.
Key facts
Extracted from this filing and checked against the source text.
Equity Issuances
SEC 8-K Item 3.02/3.03
confidence 0.7
Indaptus Therapeutics, Inc. issued common stock.
- Security
- common stock
Exact text from the filing
the Reverse Stock Split, once implemented, will result in a reduction in the number of shares of common stock outstanding and may affect certain rights of security holders, including voting rights and the number of shares available for future issuance.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
Indaptus Therapeutics, Inc.: Approved amendments to the Charter to increase authorized common stock to 1,000,000,000 shares and permit stockholder action by written consent (effective 2026-02-27).
- Change
- charter amendment
- Effective
- 2026-02-27
Exact text from the filing
stockholders of the Company approved amendments to the Company’s Charter to (i) increase the number of authorized shares of our common stock to 1,000,000,000 (one billion) shares, and (ii) permit stockholder approval by written consent in lieu of a meeting.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
Indaptus Therapeutics, Inc.: Amended Section 2.13 of the Bylaws to provide that stockholder action must be at a meeting and not by written consent, unless the Certificate of Incorporation provides otherwise (effective 2026-02-27).
- Change
- bylaw amendment
- Effective
- 2026-02-27
Exact text from the filing
upon filing of the Certificate of Amendment with the Secretary of State of Delaware, Section 2.13 of the Company’s Amended and Restated Bylaws shall be deemed to be amended as follows: “Unless otherwise provided in the Certificate of Incorporation, any action required or permitted to be taken by the stockholders of the Corporation must be effected at a duly called annual or special meeting of stockholders of the Corporation and may not be effected by any consent in writing by such stockholders.”
View on SEC.gov
M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.9
Indaptus Therapeutics, Inc. underwent a change of control involving David E. Lazar (closed 2026-02-26).
- Action
- change of control
- Counterparty
- David E. Lazar
- Closing
- 2026-02-26
Exact text from the filing
greement (the “Purchase Agreement”) with David E. Lazar (“Mr. Lazar”) pursuant to which he purchased from the Company 300,000 shares of Series AA Convertible Preferred Stock (the “Series AA Preferred Stock”) and 700,000 shares of Series
View on SEC.gov
This headline and bullets were generated automatically by deepseek-v4-flash:cloud@v2 from the public filing. Read the source on SEC.gov before relying on any specific claim. Not investment advice.
See methodology for how this pipeline works.