secwatch / observer

CDT Equity Inc. — fact timeline

Source-grounded facts extracted from CDT Equity Inc.'s SEC 8-K filings across all families, newest first. Each cites a verbatim SEC excerpt.

CDT CDT Equity Inc. JSON
Debt Financings

CDT Equity Inc. incurred convertible notes of $1,971,000 with J.J. Astor & Co. maturing twenty-four equal weekly installments of $82,125 starting on June 18, 2026.

“On June 11, 2026, CDT Equity Inc. (the “Company”), issued a senior secured convertible promissory note (the “Note”) to J.J. Astor & Co. (the “Lender”), in the principal amount of $1,971,000 (the “Principal Amount”), in connection with a Loan Agreement entered into by and between the Company and the Lender (the “Agreement”).”
Material Agreements

CDT Equity Inc. entered into Warrants with J.J. Astor & Co. (effective 2026-06-11).

“Additionally, the Company has issued the Lender, Common Stock Purchase Warrants (the “Warrants”) to purchase 912,500 shares of the Company’s Common Stock (the “Warrant Shares”) at an exercise price of $0.72 per share.”
Material Agreements

CDT Equity Inc. entered into Security Agreement with J.J. Astor & Co. (effective 2026-06-11).

“the Company and its Subsidiary granted a first priority lien in all of their right, title, and interest in their Collateral (as defined in the Security and Pledge Agreement entered into on June 11, 2026 by and between the Company, Subsidiary and Lender (the “Security Agreement”).”
Material Agreements

CDT Equity Inc. entered into Guaranty Agreement with J.J. Astor & Co. (effective 2026-06-11).

“CDT Equity Ltd., a United Kingdom company (the “Subsidiary”), entered into a Guaranty Agreement in favor of the Lender (the “Guaranty Agreement”),”
Material Agreements

CDT Equity Inc. entered into Note with J.J. Astor & Co. valued at $1,971,000 (effective 2026-06-11).

“On June 11, 2026, CDT Equity Inc. (the “Company”), issued a senior secured convertible promissory note (the “Note”) to J.J. Astor & Co. (the “Lender”), in the principal amount of $1,971,000 (the “Principal Amount”), in connection with a Loan Agreement entered into by and between the Company and the Lender (the “Agreement”).”
Material Agreements

CDT Equity Inc. entered into Agreement with J.J. Astor & Co. valued at $1,971,000 (effective 2026-06-11).

“On June 11, 2026, CDT Equity Inc. (the “Company”), issued a senior secured convertible promissory note (the “Note”) to J.J. Astor & Co. (the “Lender”), in the principal amount of $1,971,000 (the “Principal Amount”), in connection with a Loan Agreement entered into by and between the Company and the Lender (the “Agreement”).”
Listing & Compliance Notices

CDT Equity Inc. received a nasdaq deficiency notice notice regarding late filing (rules 5250(c)(1)).

“May 21, 2026, CDT Equity Inc. (the “Company”) received a deficiency letter (the “Notice”) from the Nasdaq Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that it was not in compliance with Nasdaq Listing Rule 5250(c)(1) (the “Periodic Filing Requirement”) because the Company did not file its Quarterly Report on Form 10-Q for the three-month period ended March 31, 2026 (the “Form 10-Q”) in a timely manner, as required for continued listing on The Nasdaq Capital Market. The Notice has no immediate effect on the listing or trading of the Company’s”
Material Agreements

CDT Equity Inc. entered into second amendment to directed stock purchase agreement with an institutional investor valued at gross purchase price $510,000; 90% of proceeds retained by Company; effective through May 31, 2026 (effective 2026-05-15).

“On May 15, 2026, CDT Equity Inc. (the “Company”) entered into the second amendment (the “Amendment No. 2”) to that certain directed stock purchase agreement, dated January 16, 2026 (as amended, the “Purchase Agreement”), with an institutional investor (the “Purchaser”) relating to an equity line of credit facility (the “ELOC”).”
Governance Changes

CDT Equity Inc.: filed amendment to effectuate 1-for-25 reverse stock split of common stock (effective 2026-03-26).

“On March 24, 2026, CDT Equity Inc. (the “Company”) filed a certificate of amendment to the Company’s Second Amended and Restated Certificate of Incorporation (the “Amendment”) with the Secretary of State of the State of Delaware to effectuate a 1-for-25 reverse stock split (the “Reverse Stock Split”) of the outstanding shares of the Company’s common stock”
Debt Financings

CDT Equity Inc. incurred convertible notes of $555,556 with an institutional investor at 10% maturing July 3, 2026.

“the Company issued a Senior Secured Convertible Promissory Note with a total principal amount of up to $555,556 (the “Note”). The Note bears interest at an annual rate of 10% and matures on July 3, 2026”
Material Agreements

CDT Equity Inc. entered into Securities Purchase Agreement with the Purchaser valued at total principal amount of up to $555,556 (effective 2026-03-03).

“arch 3, 2026, the Company entered into a Securities Purchase Agreement (the “Note Purchase Agreement”) with the Purchaser.”
Material Agreements

CDT Equity Inc. amended Purchase Agreement with an institutional investor (the "Purchaser") (effective 2026-03-03).

“the Company and Purchaser entered into an amendment to the Purchase Agreement (the "Amendment") in which the parties mutually agreed to lower the Floor Price (as defined in the Purchase Agreement) to $0.60.”
Equity Issuances

CDT Equity Inc. issued 130,000 shares of Common Stock of common stock to Maxim Partners LLC for partial consideration for investment banking services.

“the Company previously issued to Maxim Partners LLC, 130,000 shares of Common Stock (the “ Maxim Shares ”), as partial consideration for investment banking services”
Equity Issuances

CDT Equity Inc. issued 341,702 shares of Common Stock of common stock to Thesprogen, PC for $245,000 in the form of 341,702 shares of Common Stock.

“the Company paid an additional one-time fixed retainer of $245,000 (the “ Thesprogen Extension Retainer ”) in the form of 341,702 shares of Common Stock”
Equity Issuances

CDT Equity Inc. issued 199,734 shares of Common Stock of common stock to NJS Foresight Bio-Advisory, LLC for $150,000 in the form of 199,734 shares of Common Stock valued at $0.751 per share.

“the Company paid an additional one-time fixed retainer of $150,000 (the “ NJS Extension Retainer ”) in the form of 199,734 shares of Common Stock”
Equity Issuances

CDT Equity Inc. issued pre-funded warrants to purchase up to 109,978,918 shares of Common Stock of warrant to Investors for cash consideration of $8 million.

“Shares ” and, together with the Shares and the Pre-Funded Warrants, the “ Securities ”). In addition, the Company has agreed to pay Sarborg cash consideration of $8 million, which cash payment shall be deferred until such time as the Company raises no less than $20 million through the use of an at-the-market facility program. The Pre-Funded Warrants”
Equity Issuances

CDT Equity Inc. issued 598,006 shares of common stock to Investors for cash consideration of $8 million.

“Shares ” and, together with the Shares and the Pre-Funded Warrants, the “ Securities ”). In addition, the Company has agreed to pay Sarborg cash consideration of $8 million, which cash payment shall be deferred until such time as the Company raises no less than $20 million through the use of an at-the-market facility program. The Pre-Funded Warrants”
Material Agreements

CDT Equity Inc. amended Thesprogen Addendum with Thesprogen, PC valued at $245,000 (effective 2026-02-24).

“On February 24, 2026 (the “ Thesprogen Effective Date ”), the Company and Thesprogen entered into Addendum No. 1 to the Thesprogen Agreement (the “ Thesprogen Addendum ”) to extend the term of the Thesprogen Agreement an additional twelve months from its initial termination date, June 28, 2026, to June 28, 2027, unless terminated in accordance with its terms.”
Material Agreements

CDT Equity Inc. amended NJS Addendum with NJS Foresight Bio Advisory, LLC valued at $150,000 (effective 2026-02-23).

“On February 23, 2026 (the “ NJS Effective Date ”), the Company and NJS entered into Addendum No. 1 to the NJS Agreement (the “ NJS Addendum ”) to extend the term of the NJS Agreement an additional twelve months from its initial termination date, December 29, 2026, to December 29, 2027, unless terminated earlier in accordance with its terms.”
Material Agreements

CDT Equity Inc. entered into Securities Purchase Agreement with all of the stockholders of Sarborg Limited (effective 2026-02-19).

“On February 19, 2026, CDT Equity Inc., a Delaware corporation (the “ Company ”), entered into a Securities Purchase Agreement (the “ Purchase Agreement ”) with all of the stockholders (collectively, the “ Investors ”) of Sarborg Limited, a Cayman Islands Company (“ Sarborg ”).”
Equity Issuances

CDT Equity Inc. issued 204,031 shares of common stock to an institutional investor.

“the Company agreed to issue 204,031 shares of Common Stock to the Purchaser (the “Commitment Shares”).”
Material Agreements

CDT Equity Inc. entered into Purchase Agreement with an institutional investor valued at up to $25 million (effective 2026-01-16).

“On January 16, 2026, CDT Equity Inc. (the “Company”), entered into a directed stock purchase agreement (the “Purchase Agreement”) with an institutional investor (the “Purchaser”) relating to an equity line of credit facility (the “ELOC”).”
Material Agreements

CDT Equity Inc. entered into NJS Agreement with NJS Foresight Bio-Advisory, LLC valued at one-time fixed retainer of $150,000 (effective 2025-12-29).

“On December 29, 2025 (the “Effective Date”) the Company and NJS Foresight Bio-Advisory, LLC (“NJS”) entered into a Consulting Agreement (the “NJS Agreement,” together with the Thesprogen Agreement, the “Agreements”)”
Material Agreements

CDT Equity Inc. entered into Thesprogen Agreement with Thesprogen, PC valued at $155,000 of consideration (effective 2025-12-28).

“On December 28, 2025, CDT Equity, Inc. (the “Company” or “CDT”) and Thesprogen, PC (“Thesprogen”) entered into a Consulting Agreement (the “Thesprogen Agreement”)”
Material Agreements

CDT Equity Inc. entered into Sale and Purchase Agreement with Corvus Capital Limited valued at settlement amount of $7,000,000 (effective 2025-12-08).

“On December 8, 2025, CDT Equity Inc. (the “Company”) and Corvus Capital Limited (“Corvus”) entered into a Sale and Purchase Agreement (the “Agreement”) for the issuance of all of the outstanding shares of Conduit Pharmaceuticals Limited (“CPL”) held of record by the Company”
Equity Issuances

CDT Equity Inc. issued 3,685,815 pre-funded warrants of warrant to Corvus Capital Limited.

“3,685,815 pre-funded warrants (the “Pre-Funded Warrants”) to purchase shares of Common Stock”
Equity Issuances

CDT Equity Inc. issued 224,800 shares of common stock of common stock to Corvus Capital Limited for $7,000,000 that was satisfied through the issuance.

“CPL, including the potential liability associated with the litigation, to Corvus, a wholly-owned subsidiary of the Company’s Chief Executive Officer for a settlement amount of $7,000,000 that was satisfied through the issuance of the CDT Shares and Pre-Funded Warrants. Prior to the execution of the Agreement, CPL transferred its shareholding in its wholly-owned”
Governance Changes

CDT Equity Inc.: Filed amendment to effect a 1-for-8 reverse stock split of common stock (effective 2025-10-10).

“On October 8, 2025, CDT Equity Inc. (the “Company”) filed a certificate of amendment to the Company’s Second Amended and Restated Certificate of Incorporation (the “Amendment”) with the Secretary of State of the State of Delaware to effectuate a 1-for-8 reverse stock split (the “Reverse Stock Split”) of the outstanding shares of the Company’s common stock, par value $0.0001 per share (“Common Stock”).”
Auditor Changes

CDT Equity Inc. reported that prior financial statements should not be relied upon.

“On August 8, 2025, CDT Equity Inc. (the “Company”) determined, after discussions with its advisors and CBIZ CPAs P.C., the Company’s independent registered public accounting firm, that the Company’s previously issued unaudited financial statements, and notes related thereto, for the Subject Period (as defined below) should no longer be relied upon due to the restatement described below”
Governance Changes

CDT Equity Inc.: Amended and restated bylaws to reflect name change and update quorum description per a prior amendment (effective 2025-08-05).

“In connection with the Name Change, the Company also amended and restated its Amended and Restated Bylaws (as amended, the “ Second Amended and Restated Bylaws ”) on August 5, 2025 to reflect the Name Change.”
Governance Changes

CDT Equity Inc.: Amended certificate of incorporation to change company name from Conduit Pharmaceuticals Inc. to CDT Equity Inc (effective 2025-08-05).

“On August 5, 2025, the Company filed an amendment to its Second Amended and Restated Certificate of Incorporation (the “ Certificate of Incorporation ”), to effect a change of the Company’s name from “Conduit Pharmaceuticals Inc.” to “CDT Equity Inc.” (the “ Name Change ”), which became effective at 5 p.m. Eastern Time on August 5, 2025.”
Governance Changes

CDT Equity Inc.: Filed certificate of amendment to Second Amended and Restated Certificate of Incorporation to effect a 1-for-15 reverse stock split (effective 2025-05-19).

“On May 15, 2025, Conduit Pharmaceuticals Inc. (the “Company”) filed a certificate of amendment to the Company’s Second Amended and Restated Certificate of Incorporation (the “Amendment”) with the Secretary of State of the State of Delaware to effectuate a 1-for-15 reverse stock split (the “Reverse Stock Split”) of the outstanding shares of the Company’s common stock (“Common Stock”).”
Auditor Changes

CDT Equity Inc. engaged CBIZ CPAs P.C. as its auditor.

“On April 25, 2025, with the approval of the Audit Committee of the Company’s Board of Directors (the “Board”), CBIZ CPAs was engaged as the Company’s independent registered public accounting firm.”
Auditor Changes

Marcum LLP resigned as auditor of CDT Equity Inc..

“On April 24, 2025, Conduit Pharmaceuticals Inc. (the “Company”) was notified by Marcum LLP (“Marcum”) that Marcum resigned as the Company’s independent registered public accounting firm.”

Andrew Regan was appointed as Chief Executive Officer at CDT Equity Inc..

“On April 15, 2025, the Company appointed Andrew Regan as Chief Executive Officer, effective immediately.”
Listing & Compliance Notices

CDT Equity Inc. received a nasdaq deficiency notice notice regarding market value (rules 5810(d)(2)).

“February 12, 2025, Nasdaq informed the Company that the Staff had determined that the Company had not regained compliance with such requirements and as a result, pursuant to Nasdaq Listing Rule 5810(d)(2), these deficiencies now become additional bases for delisting the Company’s securities from the Nasdaq Global Market. The Company has already addressed these concerns before the Nasdaq Hearings Panel, although there can no assurance it will be permitted to implement its plan of compliance and ultimately regain compliance and remain listed on any Nasdaq Market.”
Governance Changes

CDT Equity Inc.: Amendment to Second Amended and Restated Certificate of Incorporation to effectuate a 1-for-100 reverse stock split (effective 2025-01-24).

“On January 22, 2025, Conduit Pharmaceuticals Inc. (the “Company”) filed a certificate of amendment to the Company’s Second Amended and Restated Certificate of Incorporation (the “Amendment”) with the Secretary of State of the State of Delaware to effectuate a 1-for-100 reverse stock split”
Listing & Compliance Notices

CDT Equity Inc. received a nasdaq delisting notice notice regarding minimum bid price (rules 5450(a)(1), 5810(c)(3)(A)(iii)).

“December 17, 2024, Nasdaq issued a letter to the Company that as of December 17, 2024, it determined that the Company’s securities had a closing bid price of $0.10 or less for ten consecutive trading days. Accordingly, the Company is subject to the provisions contemplated under Listing Rule 5810(c)(3)(A)(iii) (the “Low Priced Stocks Rule” together with the Rule, the “Rules”). As a result, unless the Company timely requests a hearing before the Nasdaq Hearings Panel (the “Panel”), Nasdaq has determined to delist the Company’s securities from The Nasdaq Stock Market on December 27, 2024. Accordi”
Governance Changes

CDT Equity Inc.: Amended Section 2.4 of the Bylaws to reduce the quorum requirement for stockholder meetings from a majority to at least one-third of voting power outstanding and entitled to vote.

“The Amendment amends Section 2.4 of the Bylaws, dealing with a quorum at meetings of stockholders, to generally provide that a quorum is at least one-third of the voting power of the stock outstanding and entitled to vote at the meeting, present in person or represented by proxy.”

Simon Fry was appointed as director at CDT Equity Inc..

“the Board of Directors (the “Board”) of Conduit Pharmaceuticals Inc. (the “Company”) appointed Simon Fry as a director, and a member of the Audit Committee and the Compensation Committee, to become effective on December 18, 2024”
Auditor Changes

CDT Equity Inc. reported that prior financial statements should not be relied upon.

“the Company’s previously issued unaudited financial statements, and notes related thereto, for the Subject Periods (as defined below) should no longer be relied upon”
Auditor Changes

CDT Equity Inc. reported that prior financial statements should not be relied upon.

“the Company’s previously issued unaudited financial statements, and notes related thereto, for the Subject Periods (as defined below) should no longer be relied upon due to the advised restatements described below pertaining to the accounting treatment of certain legal expenses previously incurred.”
Governance Changes

CDT Equity Inc.: Company ceased to be a shell company as a result of the business combination.

“As a result of the Business Combination, the Company ceased to be a shell company.”
Governance Changes

CDT Equity Inc.: Adopted a new code of conduct effective upon Closing Date.

“Effective upon the Closing Date, in connection with the completion of the Business Combination, the Board adopted a new code of conduct”
Governance Changes

CDT Equity Inc.: Adopted amended and restated bylaws.

“the Company adopted amended restated bylaws pursuant to an Amended and Restated Bylaws (the “A&R Bylaws”)”
Governance Changes

CDT Equity Inc.: Amended and restated certificate of incorporation in connection with business combination.

“In connection with the completion of the Business Combination, the Company amended and restated its certificate of incorporation, effective as of the Closing Date, pursuant to the Second A&R Certificate of Incorporation”
M&A Transactions

CDT Equity Inc. underwent a change of control involving Conduit Pharmaceuticals Limited (Old Conduit) (closed 2023-09-22).

“On September 22, 2023 (the "Closing Date"), the parties completed the Business Combination.”

Andrew Regan was appointed as Director at CDT Equity Inc..

“David Tapolczay, Freda Lewis-Hall, James Bligh, Faith L. Charles, Jennifer I. McNealey, and Andrew Regan were appointed as directors of the Company.”

Jennifer I. McNealey was appointed as Director at CDT Equity Inc..

“David Tapolczay, Freda Lewis-Hall, James Bligh, Faith L. Charles, Jennifer I. McNealey, and Andrew Regan were appointed as directors of the Company.”

Faith L. Charles was appointed as Director at CDT Equity Inc..

“David Tapolczay, Freda Lewis-Hall, James Bligh, Faith L. Charles, Jennifer I. McNealey, and Andrew Regan were appointed as directors of the Company.”

Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.