---
schema_version: "secwatch.filing_event.v1"
accession: "0001829126-25-002284"
form_type: "8-K"
ticker: null
cik: "0000910267"
company_name: "TITAN PHARMACEUTICALS INC"
filed_at: "2025-04-01T23:59:59+00:00"
generated_at: "2026-05-24T01:21:21.309387+00:00"
event_type: "other_material"
sentiment: "negative"
materiality_score: 0.75
calibrated_materiality_score: 0.75
confidence: "high"
source: SEC EDGAR
---

# Titan Pharmaceuticals raises $1M via Series B preferred, receives Nasdaq deficiency notice for equity shortfall

## Summary
- Private placement of 100,000 Series B Preferred shares at $10 each for $1M aggregate; conversion price $3.00, convertible into ~333,333 common shares.
- Nasdaq notified Titan on March 26, 2025, that stockholders' equity of $2.44M falls short of the $2.5M minimum requirement; company has 45 days to submit compliance plan.
- Board appointed Gabriel Loh as independent director and Audit Committee member effective March 27, 2025.
- Closing of the placement expected week of April 7, 2025; investor is Blue Harbour Asset Management L.L.C-FZ.
- Registration rights granted to investor; securities issued under Regulation S without registration.

## SEC filing metadata
- accession: 0001829126-25-002284
- form_type: 8-K
- cik: 0000910267
- company_name: TITAN PHARMACEUTICALS INC
- filed_at: 2025-04-01T23:59:59+00:00
- event_type: other_material
- sentiment: negative
- materiality_score: 0.75
- calibrated_materiality_score: 0.75
- confidence: high
- sec_items: 1.01, 3.01, 3.02, 5.02, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/910267/000182912625002284/0001829126-25-002284-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/910267/000182912625002284/titanpharma_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001829126-25-002284
- JSON: https://secwatch.observer/filing/0001829126-25-002284.json
- Plain text: https://secwatch.observer/filing/0001829126-25-002284.txt

## Key facts
- Listing & Compliance Notices
  TITAN PHARMACEUTICALS INC received a nasdaq deficiency notice notice regarding stockholders equity (rules 5550(b)(1)).
  - Exchange: nasdaq
  - Notice: deficiency notice
  - Deficiency: stockholders equity
  - Rules: 5550(b)(1)
  source text: March 26, 2025, the Company received a notice (the “Notice”) from the Listing Qualifications staff of Nasdaq notifying the Company that the Company’s stockholders’ equity as reported in its Annual Report on Form 10-K for the period ended December 31, 2024 (“2024 10-K”), did not satisfy the continued listing requirement under Nasdaq Listing Rule 5550(b)(1) for the Nasdaq Capital Market, which requires that a listed company’s stockholders’ equity be at least $2,500,000. In its 2024 10-K, the Company reported stockholders’ equity of $2,440,000, and, as a result, does not currently satisfy Nasdaq
  evidence_url: https://www.sec.gov/Archives/edgar/data/910267/000182912625002284/0001829126-25-002284-index.htm
- Executive change
  Gabriel Loh was appointed as Independent Director at TITAN PHARMACEUTICALS INC.
  - Action: appointed
  - Role: Independent Director
  source text: On March 27, 2025, the board of directors of the Company (the “Board”) appointed Gabriel Loh as an independent director of the Company.
  evidence_url: https://www.sec.gov/Archives/edgar/data/910267/000182912625002284/0001829126-25-002284-index.htm

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