Source-grounded facts extracted from Ensysce Biosciences, Inc.'s SEC 8-K filings across all families, newest first. Each cites a verbatim SEC excerpt.
Ensysce Biosciences, Inc. received a nasdaq deficiency notice notice regarding stockholders equity (rules 5550(b)(1)).
“May 21, 2026, Ensysce Biosciences Inc. (the “ Company ”) received notice from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“ Nasdaq ”) stating that due to the Company’s non-compliance with the $2”
Ensysce Biosciences, Inc. reported financial results for first quarter ended March 31, 2026.
“On May 15, 2026, Ensysce Biosciences, Inc. (the “Company”) issued a press release announcing its financial results for the fiscal quarter ended March 31, 2026.”
Ensysce Biosciences, Inc. issued 261,818 warrants to purchase shares of Common Stock of warrant to designees of financial advisor for similar terms as warrants issued to designees in November 2025; no additional consideration specified.
“The Company also issued Warrants to purchase up to 261,818 shares of Common Stock to designees of its financial advisor on similar terms as those warrants issued to the designees in November 2025.”
Ensysce Biosciences, Inc. issued 8,727,273 warrants to purchase shares of Common Stock of warrant to institutional investor for part of $2 million gross proceeds.
“On April 6, 2026 (the " Closing Date "), pursuant to the Purchase Agreement and Subsequent Purchase Notice, the Company privately issued and sold (i) 2,000 shares (the " Shares ") of Series B preferred stock of the Company, par value $0.0001 per share (the " Preferred Stock "), (ii) up to 4,363,636 shares of common stock of the Company, par value $0.0001 per share (the " Common Stock ") to be issued upon conversion of the Preferred Stock, and (iii) warrants to purchase up to 8,727,273 shares of Common Stock (the " Warrants "), all subject to adjustment, for gross proceeds of $2 million before the deduction of fees and offering expenses (the " Offering ").”
Ensysce Biosciences, Inc. issued up to 4,363,636 shares of Common Stock issuable upon conversion of Preferred Stock of common stock to institutional investor for part of $2 million gross proceeds; conversion of Preferred Stock.
“On April 6, 2026 (the " Closing Date "), pursuant to the Purchase Agreement and Subsequent Purchase Notice, the Company privately issued and sold (i) 2,000 shares (the " Shares ") of Series B preferred stock of the Company, par value $0.0001 per share (the " Preferred Stock "), (ii) up to 4,363,636 shares of common stock of the Company, par value $0.0001 per share (the " Common Stock ") to be issued upon conversion of the Preferred Stock, and (iii) warrants to purchase up to 8,727,273 shares of Common Stock (the " Warrants "), all subject to adjustment, for gross proceeds of $2 million before the deduction of fees and offering expenses (the " Offering ").”
Ensysce Biosciences, Inc. issued 2,000 shares of Series B Preferred Stock of preferred stock to institutional investor for gross proceeds of $2 million before deduction of fees and offering expenses.
“On April 6, 2026 (the " Closing Date "), pursuant to the Purchase Agreement and Subsequent Purchase Notice, the Company privately issued and sold (i) 2,000 shares (the " Shares ") of Series B preferred stock of the Company, par value $0.0001 per share (the " Preferred Stock "), (ii) up to 4,363,636 shares of common stock of the Company, par value $0.0001 per share (the " Common Stock ") to be issued upon conversion of the Preferred Stock, and (iii) warrants to purchase up to 8,727,273 shares of Common Stock (the " Warrants "), all subject to adjustment, for gross proceeds of $2 million before the deduction of fees and offering expenses (the " Offering ").”
Ensysce Biosciences, Inc. entered into Securities Purchase Agreement with institutional investor valued at $2 million gross proceeds for 2,000 shares of Series B preferred stock, up to 4,363,636 shares of co (effective 2026-04-06).
“As previously reported in a Current Report on Form 8-K filed on November 17, 2025, on November 13, 2025, Ensysce Biosciences, Inc. (the “ Company ” or “ we ”) entered into a Securities Purchase Agreement (the “ Purchase Agreement ”) directly with an institutional investor (the “ Purchaser ”). On April 6, 2026 (the “ Closing Date ”), pursuant to the Purchase Agreement and Subsequent Purchase Notice, the Company privately issued and sold (i) 2,000 shares (the “ Shares ”) of Series B preferred stock of the Company, par value $0.0001 per share (the “ Preferred Stock ”), (ii) up to 4,363,636 shares of common stock of the Company, par value $0.0001 per share (the “ Common Stock ”) to be issued upon conversion of the Preferred Stock, and (iii) warrants to purchase up to 8,727,273 shares of Common Stock (the “ Warrants ”), all subject to adjustment, for gross proceeds of $2 million before the deduction of fees and offering expenses (the “ Offering ”).”
Ensysce Biosciences, Inc. reported financial results for the fourth quarter and full year ended December 31, 2025.
“On March 30, 2026, Ensysce Biosciences, Inc. (the “Company”) issued a press release announcing its financial results for the fiscal quarter and year ended December 31, 2025.”
Ensysce Biosciences, Inc.: Filed Certificate of Correction to Certificate of Designation of Series B Preferred Stock to correct a scrivener's error (effective 2026-03-18).
“On March 18, 2026, Ensysce Biosciences Inc. (the “Company”) filed with the State of Delaware a Certificate of Correction (the “ CoC ”) to our Certificate of Designation of Series B Preferred Stock, which Certificate of Designation is part of our Certificate of Incorporation. The CoC corrects a scrivener’s error as set forth in the full text of the CoC attached hereto as Exhibit 3.1 and that text is incorporated herein by reference.”
Ensysce Biosciences, Inc. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2), 5810(c)(3)(A)).
“February 25, 2026, Ensysce Biosciences Inc. (the “Company”) received a notice (the “Deficiency Letter”) from the listing qualifications department staff of The Nasdaq Stock Market (“Nasdaq”) stating that the Company was not in compliance with Nasdaq Listing Rule 5550(a)(2) because the bid price for the Company’s common stock had closed below $1.00 per share for the previous 30 consecutive business days. Nasdaq requires that Ensysce common stock have a minimum bid price of at least $1 per share (the “Minimum Bid Price”). In accordance with Nasdaq listing rule 5810(c)(3)(A), the Company has 180”
Ensysce Biosciences, Inc. issued 2,487 unregistered shares of Preferred Shares convertible into 1,094,078 shares of Common Stock of preferred stock to institutional investor for per share purchase price of $1,000, stated value $1,100.
“investor held the number of shares of common stock acquirable upon a complete exercise of the Warrant. In the Offerings, the per share purchase price of the Preferred Stock is $1,000 with a stated value of $1100, and the conversion price per share of Common Stock is $2.50, subject to adjustment. In no event will the total cumulative number of shares of common”
Ensysce Biosciences, Inc.: Filed Certificate of Designation of Series B Preferred Stock, fixing designations, preferences, limitations and rights of the preferred stock (effective 2025-11-14).
“On November 14, 2025, the Company filed a Certificate of Designation of Series B Preferred Stock, including a Certificate of Correction (together the “ Certificate of Designation ”) with the Secretary of State of the State of Delaware.”
Moss Adams LLP resigned as auditor of Ensysce Biosciences, Inc..
“Moss Adams has resigned as the auditors of the Company and the Audit Committee of the Company’s Board of Directors approved the appointment of Baker Tilly, as the successor to Moss Adams”
Ensysce Biosciences, Inc.: Amended Certificate of Incorporation to effect a 1-for-15 reverse stock split (effective 2024-12-06).
“On November 27, 2024, Ensysce Biosciences, Inc. (the “Company” or “we” or “our”) filed an amendment to the Company’s Third Amended and Restated Certificate of Incorporation (as amended to date, the “Certificate of Incorporation”), with the Secretary of State of the State of Delaware to effect a one-for-fifteen (1-for-15) reverse stock split (the “Reverse Stock Split”) of our common stock, par value $0.0001 (the “Common Stock”).”
Ensysce Biosciences, Inc.: Reduced stockholder meeting quorum requirement from majority to 1/3 of total votes entitled to be cast (effective 2024-11-01).
“On October 17, 2024, Ensysce Biosciences, Inc. (the “ Company ” or “ we ”) amended its bylaws, effective November 1, 2024, to reduce the number of shares needed to constitute a quorum at meetings of stockholders from a majority of the total votes entitled to be cast to 1/3 rd of the total votes entitled to be cast.”
Ensysce Biosciences, Inc. reported first quarter ended March 31, 2024 results: net income $3.1 million.
“On May 13, 2024, Ensysce Biosciences, Inc. (the “Company”) issued a press release announcing its financial results for the fiscal quarter ended March 31, 2024.”
Ensysce Biosciences, Inc. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2)).
“March 27, 2024, Ensysce Biosciences Inc. (the “Company”) received a notice (the “Deficiency Letter”) from the listing qualifications department staff of The Nasdaq Stock Market (“Nasdaq”) stating that the Company was not in compliance with Nasdaq Listing Rule 5550(a)(2) because the bid price for the Company’s common stock had closed below $1.00 per share for the previous 30 consecutive business days. Nasdaq requires that Ensysce common stock have a minimum bid price of at least $1 per share (the “Minimum Bid Price”). In accordance with Nasdaq listing rule 5810(c)(3)(A), the Company has 180 cal”
Ensysce Biosciences, Inc. reported financial results for the fourth quarter and full year of 2023.
“On March 15, 2024, Ensysce Biosciences, Inc. (the “Company”) issued a press release announcing its financial results for the fiscal quarter and year ended December 31, 2023.”
Ensysce Biosciences, Inc. entered into Inducement Letter with certain holders valued at approximately $4.7 million (effective 2024-02-12).
“On February 12, 2024, Ensysce Biosciences, Inc., a Delaware corporation (the “ Company ”), entered into an inducement offer letter agreement (the “ Inducement Letter ”) with certain holders (the “ Holders ”) of certain of its existing warrants to purchase up to an aggregate of 3,601,752 shares of the Company’s common stock, $0.0001 par value (the “ Common Stock ”), issued to the Holders on May 12, 2023 and having an exercise price of $3.637 per share (the “ Existing Warrants ”).”
Ensysce Biosciences, Inc. incurred convertible notes of aggregate principal amount of $1,224,000 with the investors at 6.0% per annum maturing six months from their respective date of issuance.
“the Company issued to the investors referenced above, (i) Notes in the aggregate principal amount of $1,224,000 for an aggregate purchase price of $1,133,333”
Ensysce Biosciences, Inc. entered into Securities Purchase Agreement with investors valued at $1.7 million (effective 2023-10-23).
“on October 23, 2023, Ensysce Biosciences, Inc. (“Ensysce” or the “Company”) entered into a Securities Purchase Agreement (the “SPA”) for an aggregate financing of $1.7 million with investors.”
Ensysce Biosciences, Inc. received a nasdaq deficiency notice notice regarding stockholders equity (rules 5550(b)(1)).
“November 13, 2023, Ensysce Biosciences, Inc. (the “Company”) received notice from the Listing Qualifications department of The Nasdaq Stock Market LLC (“Nasdaq”) stating that, due to the Company’s non-compliance with the $2.5 million stockholders’ equity requirement set forth in Nasdaq Listing Rule 5550(b)(1) as of September 30, 2023, the Company was subject to delisting unless it timely requests a hearing before the Nasdaq Hearings Panel (the “Panel”). The Company plans to timely request a hearing before the Panel, which request will stay any further action by Nasdaq pending the conclusion of”
Ensysce Biosciences, Inc. incurred senior notes of aggregate principal amount of $612,000 with investors at 6.0% per annum maturing six months from their respective date of issuance.
“the Company will issue to the investors (i) senior secured convertible promissory notes in the aggregate principal amount of $612,000”
Ensysce Biosciences, Inc. entered into Securities Purchase Agreement with investors valued at $1.7 million (effective 2023-10-23).
“On October 23, 2023, Ensysce Biosciences, Inc. (“Ensysce” or the “Company”) entered into a Securities Purchase Agreement (the “SPA”) for an aggregate financing of $1.7 million with investors.”
Ensysce Biosciences, Inc. shareholders approved Ratification of appointment of Moss Adams LLP as independent registered public accounting firm for fiscal year ending December 31, 2023 at the 2023-08-24 meeting.
“Non-Votes 1,631,139.08 16,004 90,875 0 A quorum being present, votes properly cast “FOR” the proposal constituted a majority of votes cast on the matter, with “ABSTENTIONS””
Ensysce Biosciences, Inc. shareholders approved Amendment of the Ensysce Biosciences, Inc. Amended and Restated 2021 Omnibus Incentive Plan to increase the aggregate number of shares that may be issued from 31,296 shares to 617,092 shares at the 2023-08-24 meeting.
“202,246.08 50,153 1,500 1,484,119”
Ensysce Biosciences, Inc. shareholders approved Election of Class II Directors at the 2023-08-24 meeting.
“Bob Gower 222,281.08 20,963 10,655 1,484,119 Curtis Rosebraugh 223,255.08 11,605 9,039 1,484,119”
Ensysce Biosciences, Inc. reported the second quarter of 2023 results: net income Net loss attributable to common stockholders for the second quarter of 2023 was $2.2 million.
“On August 11, 2023, Ensysce Biosciences, Inc. (the “Company”) issued a press release announcing its financial results for the fiscal quarter ended June 30, 2023.”
Ensysce Biosciences, Inc. entered into Purchase Agreement with certain institutional investors valued at approximately $7.0 million (effective 2023-05-10).
“In connection with the offering of the Shares, we entered into a definitive Securities Purchase Agreement (the “ Purchase Agreement ”) with certain institutional investors (the “ Purchasers ”).”
Ensysce Biosciences, Inc. dismissed Mayer Hoffman McCann P.C. as its auditor.
“pon the appointment of Moss Adams our former auditor, Mayer Hoffman McCann P.C. (“ MHM ”) was dismissed as the independent registered public accounting firm for Ensysce Biosciences, Inc.”
Ensysce Biosciences, Inc. engaged Moss Adams LLP as its auditor.
“n April 10, 2023, upon the approval of the Audit Committee of the Company’s Board of Directors, the Company engaged Moss Adams LLP (“ Moss Adams ”) to serve as the Company’s independent registered public accounting firm, effective April 10, 2023 (the “ Engagement Date ”). During the fiscal years ended December 31, 2022 and 2021 and the subsequent interim period through the Engagement Date, neither the Company nor anyone acting on its behalf consulted Moss Adams regarding either: (1) application of accounting principles to any specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company’s consolidated financial statements, and neither a written report nor oral advice was provided to the Company by Moss Adams that Moss Adams concluded was an important factor considered by the Company in reaching a decision as to such accounting, au”
Ensysce Biosciences, Inc. reported the full year of 2022 results: net income $24.2 million.
“For the full year of 2022, net loss was $24.2 million compared to $29.1 million for the full year of 2021.”
Ensysce Biosciences, Inc. reported the fourth quarter of 2022 results: net income $5.5 million.
“Net loss for the fourth quarter of 2022 was $5.5 million compared to $10.0 million for the fourth quarter of 2021.”
Ensysce Biosciences, Inc.: Amended certificate of incorporation to effect a 1-for-12 reverse stock split (effective 2023-03-31).
“On March 28, 2023, Ensysce Biosciences, Inc. (the "Company" or "we" or "our") filed an amendment to the Company’s Third Amended and Restated Certificate of Incorporation (as amended to date, the "Certificate of Incorporation"), with the Secretary of State of the State of Delaware to effect a one-for-twelve (1-for-12) reverse stock split (the "Reverse Stock Split") of our common stock, par value $0.0001 (the "Common Stock").”
Ensysce Biosciences, Inc. shareholders approved Approve an amendment to the Certificate of Incorporation to authorize a Reverse Stock Split at a ratio of not less than one-for-five and not more than one-for-twelve at the 2023-03-23 meeting.
“Proposal to approve an amendment to the Company’s Certificate of Incorporation to authorize the Company’s Board of Directors to combine outstanding shares of the Company’s common stock into a lesser number of outstanding shares, a “Reverse Stock Split,” by a ratio of not less than one-for-five and not more than one-for-twelve, with the exact ratio to be set within this range by the Board in its sole discretion, in the form attached as Annex A to this Proxy Statement (the “Reverse Split Proposal”): For Against Abstentions 2,836,326,468 280,656,829 19,762,315”
Ensysce Biosciences, Inc.: Increased authorized number of shares of Series A Preferred Stock via a Certificate of Amendment to the Certificate of Designation to facilitate a stock dividend (effective 2023-02-13).
“Because of the increase in shares of common outstanding that occurred at the closing of the Offering, the Board has increased the authorized number of shares that may be designated as Series A Preferred Stock. We are filing a Certificate of Amendment (the “ Amendment ”) to the Certificate of Designation previously filed with the State of Delaware to reflect the increase and enable us to pay the dividend to all stockholders of record on February 13, 2023.”
Ensysce Biosciences, Inc. entered into Securities Purchase Agreement with certain institutional investors valued at approximately $3.0 million (effective 2023-02-02).
“On February 2, 2023, Ensysce Biosciences, Inc. (the “ Company ” or “ we ”) entered into a definitive Securities Purchase Agreement (the “ Purchase Agreement ”) with certain institutional investors (the “ Purchasers ”), pursuant to which the Company agreed to issue and sell in a registered direct offering (the “ Offering ”), priced “at-the-market” under the rules of The Nasdaq Stock Market, an aggregate of 3,571,431 shares (the “ Shares ”) of common stock of the Company, par value $0.0001 per share (the “ Common Stock ”), at an offering price of $0.84 per share, for gross proceeds of approximately $3.0 million before the deduction of placement agent fees and offering expenses.”
Ensysce Biosciences, Inc.: Creation of Series A Preferred Stock via a dividend declared on January 31, 2023, effective upon filing of a Certificate of Designation (effective 2023-01-31).
“On January 31, 2023, the Board of Directors (the “Board”) of Ensysce Biosciences Inc. (the “Company”) declared a dividend of 0.001 of a share of Series A Preferred Stock, par value $0.0001 per share (“Series A Preferred Stock”), for each outstanding share of the Company’s common stock, par value $0.0001 per share (the “Common Stock”) to stockholders of record at 5:00 pm Eastern Time on February 13, 2023 (the “Record Date”).”
Ensysce Biosciences, Inc. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2), 5810(c)(3)(A)).
“January 27, 2023, Ensysce Biosciences Inc. (the “Company”) received a notice in the form of a letter (the “Deficiency Letter”) from the listing qualifications department staff of The Nasdaq Stock Market (“Nasdaq”) stating that the Company was not in compliance with Nasdaq Listing Rule 5550(a)(2) because the bid price for the Company’s common stock had closed below $1.00 per share for the previous 30 consecutive business days. In accordance with Nasdaq listing rule 5810(c)(3)(A), the Company has 180 calendar days, or until July 26, 2023, to regain compliance. The Deficiency Letter states that t”
Ensysce Biosciences, Inc. amended senior notes of remaining balance of $3,339,931.
“upon conversion of the Notes if exceeding those shares already registered on a Form S-3 that was declared effective on December 29, 2022. The remaining balance of the Notes was $3,339,931 as of the date of the Letter Agreement. Following the Period, the prior conversion price of $2.006 will apply. In addition, the parties have agreed that to the extent the”
Ensysce Biosciences, Inc. amended Letter Agreement with institutional investors (effective 2023-01-12).
“On January 12, 2023, the parties to the SPA agreed to a Letter Agreement amending the SPA ("Letter Agreement") to take certain actions.”
Ensysce Biosciences, Inc. received a nasdaq delisting notice notice regarding market value (rules 5550(b)(2)).
“(the “ June 16 th Notice ”). The June 16 th Notice stated that the Company’s Minimum Value of Listed Securities (“ MVLS ”) for the preceding 30 consecutive business days was below the minimum of $35 million required for continued listing on The Nasdaq Capital Market pursuant to Nasdaq listing rule 5550(b)(2) and that the Company had until December 13, 2022, to regain compliance. The Notice states that the Company has not regained compliance with the MVLS requirement within the period provided and that the securities of the Company would be subject to delisting unless the Company timely reques”
Ensysce Biosciences, Inc. entered into Underwriting Agreement with Lake Street Capital Management, LLC valued at approximately $4.1 million (effective 2022-12-07).
“On December 7, 2022, Ensysce Biosciences, Inc. (the “ Company ”) entered into an underwriting agreement (the “ Underwriting Agreement ”) with Lake Street Capital Management, LLC (the “ Underwriter ”), pursuant to which the Company agreed to issue and sell (i) 2,280,000 shares (the “ Firm Shares ”) of the Company’s common stock, par value $0.0001 per share (the “ Common Stock ”), (ii) pre-funded warrants (the “ Pre-Funded Warrants ”) to purchase 620,000 shares of Common Stock and (iii) warrants to purchase 5,800,000 shares of Common Stock (the “ Common Warrants ” and, collectively with the Pre-Funded Warrants, the “ Warrants ”) to the Underwriter in a public offering (the “ Offering ”).”
Ensysce Biosciences, Inc.: Filed a Certificate of Amendment to effect a 1-for-20 reverse stock split (effective 2022-10-28).
“On October 27, 2022, Ensysce Biosciences, Inc. (the “Company” or “we” or “our”) filed an amendment to the Company’s Third Amended and Restated Certificate of Incorporation (as amended to date, the “Certificate of Incorporation”), with the Secretary of State of the State of Delaware to effect a one-for-twenty (1-for-20) reverse stock split (the “Reverse Stock Split”) of our common stock, par value $0.0001 (the “Common Stock”). The Reverse Stock Split will be effective as of 12:01 am on October 28, 2022 (the “Effective Time”).”
Dr. William K. Schmidt was appointed as interim Chief Medical Officer at Ensysce Biosciences, Inc..
“The Company has appointed Dr. William K. Schmidt, Ph.D. as the Company's interim Chief Medical Officer, effective as of September 15, 2022.”
Dr. Nily Osman resigned as Chief Medical Officer at Ensysce Biosciences, Inc..
“tender of resignation from its Chief Medical Officer, Dr. Nily Osman, such resignation effective as of September 15, 2022.”
Lee Rauch was appointed as Director at Ensysce Biosciences, Inc..
“On February 8, 2022, the Board of Ensysce Biosciences, Inc. (the “Company”), upon the recommendation of its Nominating and Corporate Governance Committee, appointed Lee Rauch to its Board of Directors (“Board”), effective immediately (the “New Director”).”
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.