Source-grounded facts extracted from Semnur Pharmaceuticals, Inc.'s SEC 8-K filings across all families, newest first. Each cites a verbatim SEC excerpt.
Semnur Pharmaceuticals, Inc. terminated Securities Purchase Agreement with Biconomy PTE. Ltd (effective 2026-04-20).
“the Company delivered a notice of termination to Biconomy pursuant to Section 8 of the Semnur/Biconomy SPA upon which the Semnur/Biconomy SPA was terminated, effective as of April 20, 2026”
Semnur Pharmaceuticals, Inc. terminated Securities Purchase Agreement with JW Capital Securities Limited (effective 2026-04-20).
“the Company and the Subsidiary delivered a notice of termination to JW Capital Securities Limited pursuant to Section 8 of the PIPE SPA, upon which the PIPE SPA was terminated, effective as of April 20, 2026”
Semnur Pharmaceuticals, Inc.: Company ceased to be a shell company upon closing of business combination (effective 2025-09-22).
“As a result of the Business Combination, the Company ceased to be a shell company upon the Closing of the Business Combination.”
Semnur Pharmaceuticals, Inc.: Adopted a new Code of Business Conduct and Ethics (effective 2025-09-22).
“on September 22, 2025, the Board approved and adopted a new Code of Business Conduct and Ethics applicable to all employees, officers and directors of the Company.”
Semnur Pharmaceuticals, Inc.: Bylaws of Denali became the bylaws of New Semnur (effective 2025-09-22).
“The bylaws of Denali became the bylaws of New Semnur (the “Bylaws”).”
Semnur Pharmaceuticals, Inc.: Restated certificate of incorporation upon closing of business combination (effective 2025-09-22).
“In connection with the Closing, Denali changed its corporate name of “Denali Capital Acquisition Corp.” to “Semnur Pharmaceuticals, Inc.” and restated its certificate of incorporation (the “Restated Charter”) to remove provisions relating to the incorporator and initial board of directors following the Domestication and prior to the Effective Time.”
Semnur Pharmaceuticals, Inc. incurred loan of $1,325,000 with US Tiger Securities, Inc. at 10% per annum maturing nine monthly installments of $150,000 beginning on October 1, 2025.
“On September 22, 2025, prior to the Closing, Denali and US Tiger also entered a Satisfaction and Discharge of Indebtedness Agreement (the “US Tiger Agreement”), pursuant to which, in lieu of the Common Stock Consideration and Deferred discount owed to US Tiger under the Deferred Discount Agreement, US Tiger received $175,000 in cash and 50,000 shares of New Semnur Common Stock (the “US Tiger Shares”) and Denali issued to US Tiger a promissory note in the amount of $1,325,000 (the “US Tiger Promissory Note”).”
Semnur Pharmaceuticals, Inc. incurred loan of $1,325,000 with D. Boral Capital LLC at 10% per annum maturing nine monthly installments of $150,000 beginning on October 1, 2025.
“On September 22, 2025, prior to the Closing, Denali and D. Boral entered a Satisfaction and Discharge of Indebtedness Agreement (the “D. Boral Agreement”), pursuant to which, in lieu of the Common Stock Consideration and Deferred discount owed to D. Boral under the Deferred Discount Agreement, D. Boral received $175,000 in cash and 50,000 shares of New Semnur Common Stock (the “D. Boral Shares”) and Denali issued to D. Boral a promissory note in the amount of $1,325,000 (the “D. Boral Promissory Note”).”
Semnur Pharmaceuticals, Inc. completed an acquisition involving Legacy Semnur (Semnur Pharmaceuticals, Inc.) (closed 2025-09-22).
“On September 22, 2025 (the "Closing Date"), as contemplated by the Merger Agreement and described in the section of the Proxy Statement/Prospectus titled " Proposal 1—The Business Combination Proposal, " New Semnur consummated the merger transaction contemplated by the Merger Agreement (the "Closing"), whereby Merger Sub merged with and into Legacy Semnur, the separate corporate existence of Merger Sub ceased and Legacy Semnur became the surviving corporation and a wholly owned subsidiary of New Semnur (the "Merger" and, together with the Domestication, the "Business Combination").”
Semnur Pharmaceuticals, Inc. underwent a change of control involving Legacy Semnur (Semnur Pharmaceuticals, Inc.) (closed 2025-09-22).
“On September 22, 2025 (the "Closing Date"), as contemplated by the Merger Agreement and described in the section of the Proxy Statement/Prospectus titled " Proposal 1—The Business Combination Proposal, " New Semnur consummated the merger transaction contemplated by the Merger Agreement (the "Closing"), whereby Merger Sub merged with and into Legacy Semnur, the separate corporate existence of Merger Sub ceased and Legacy Semnur became the surviving corporation and a wholly owned subsidiary of New Semnur (the "Merger" and, together with the Domestication, the "Business Combination").”
Semnur Pharmaceuticals, Inc. received a nasdaq delisting notice notice regarding market value (rules 5450(b)(2)(A), 5450(b)(3)(A), 5450(b)(2)(B)).
“April 2, 2025, the Company received a written letter from the Staff (the “ Staff’s Determination ”) stating that the Company has not regained compliance with the Listing Rules, and also that the Company is not in compliance with Nasdaq Listing Rule 5450(b)(2)(B) (the “ Public Float Rule ”), which requires the Company to maintain a minimum of 1,100,000 publicly held shares for continued listing. Consequently, the Staff determined that the Company’s securities will be delisted from The Nasdaq Global Market unless the Company requests an appeal of this determination by April 9, 2025. If the Compa”
Semnur Pharmaceuticals, Inc. received a nasdaq deficiency notice notice regarding market value (rules 5450(b)(2)(A), 5450(b)(3)(A)).
“February 22, 2024, Denali Capital Acquisition Corp. (the “ Company ”) received a letter (the “ Letter ”) from the staff at Nasdaq notifying the Company that, for the 30 consecutive business days prior to the date of the Letter, the Company ’ s Minimum Value of Listed Securities (“ MVLS ”) was below the minimum of $50 million required for continued listing on The Nasdaq Global Market pursuant to Nasdaq Listing Rule 5450(b)(2)(A). The staff at Nasdaq also noted in the Letter that the Company is not in compliance with Nasdaq Listing Rule 5450(b)(3)(A), which requires listed companies to have tota”
Semnur Pharmaceuticals, Inc.: Amended the amended and restated memorandum and articles of association to extend the date to consummate an initial business combination from October 11, 2023 to July 11, 2024, with monthly extension options (effective 2023-10-11).
“Effective upon the approval of the Article Amendment Proposals, on October 11, 2023, the amended and restated memorandum and articles of association of the Company were amended pursuant to the resolutions set forth as Annex A, Annex B and Annex C to the definitive proxy statement relating to the Shareholder Meeting filed by the Company with the Securities and Exchange Commission on September 25, 2023, as amended on September 28, 2023.”
Semnur Pharmaceuticals, Inc. shareholders approved Redemption Limitation Amendment Proposal to eliminate the limitation that the Company may not redeem Public Shares in an amount that would cause net tangible assets to be less than $5,000,001 at the 2023-10-11 meeting.
“Redemption Limitation Amendment Proposal For Against Abstain Broker Non-Votes 8,934,390 573,143 0 0 Accordingly, the Redemption Limitation Amendment Proposal was approved.”
Semnur Pharmaceuticals, Inc. shareholders approved Founder Share Amendment Proposal to permit conversion of Class B ordinary shares into Class A ordinary shares on a one-for-one basis prior to initial business combination at the 2023-10-11 meeting.
“Founder Share Amendment Proposal For Against Abstain Broker Non-Votes 8,934,389 573,144 0 0 Accordingly, the Founder Share Amendment Proposal was approved.”
Semnur Pharmaceuticals, Inc. shareholders approved Extension Amendment Proposal to extend the date to consummate an initial business combination from October 11, 2023 to July 11, 2024 at the 2023-10-11 meeting.
“Extension Amendment Proposal For Against Abstain Broker Non-Votes 8,934,390 573,143 0 0 Accordingly, the Extension Amendment Proposal was approved.”
Semnur Pharmaceuticals, Inc. incurred convertible notes of up to $450,000 with FutureTech Capital LLC maturing upon the earlier of (i) the closing of the Company’s initial business combination and (ii) the date of the liquidation of the Company.
“issued a convertible promissory note (the “Convertible Promissory Note”) in the total principal amount of up to $450,000 to FutureTech Capital LLC”
Semnur Pharmaceuticals, Inc. entered into Convertible Promissory Note with FutureTech Capital LLC valued at total principal amount of up to $450,000 (effective 2023-10-11).
“On October 11, 2023, Denali Capital Acquisition Corp. (the “Company”) issued a convertible promissory note (the “Convertible Promissory Note”) in the total principal amount of up to $450,000 to FutureTech Capital LLC, a Delaware limited liability company (“FutureTech”).”
Semnur Pharmaceuticals, Inc. entered into Subscription Agreement with FutureTech Capital LLC valued at 1,800,000 shares of Series A Convertible Preferred Stock at $10.00 per share (effective 2023-08-23).
“On August 23, 2023, Denali SPAC Holdco, Inc., (the “Company”), a subsidiary of Denali Capital Acquisition Corp. (“Denali”), entered into a Subscription Agreement (the “Subscription Agreement”) with FutureTech Capital LLC (the “Investor”), pursuant to which, among other things, the Investor agreed to subscribe for and purchase, and the Company agreed to issue and sell to the Investor, 1,800,000 shares of the Company’s Series A Convertible Preferred Stock, par value $0.0001 per share (the “Preferred Stock”), at a purchase price equal to $10.00 per share (the “Private Placement”) in connection with a financing effort related to the proposed business combination (the “Business Combination”)”
Semnur Pharmaceuticals, Inc. incurred convertible notes of $825,000 with FutureTech Capital LLC at interest equivalent to the lowest short-term Applicable Federal Rate maturing upon the earlier of (i) the closing of Denali's initial business combination and (ii) the date of the liquidation of Denali.
“On July 11, 2023, Denali Capital Acquisition Corp. (“Denali”) issued a convertible promissory note (the “Convertible Promissory Note”) in the total principal amount of $825,000 to FutureTech Capital LLC, a Delaware Limited Liability Company (“FutureTech’).”
Semnur Pharmaceuticals, Inc. incurred convertible notes of up to $825,000 with Denali Capital Global Investments LLC at interest equivalent to the lowest short-term Applicable Federal Rate maturing upon the earlier of (i) the closing of Denali's initial business combination and (ii) the date of the liquidation of Denali.
“On April 11, 2023, Denali issued a convertible promissory note (the "Convertible Promissory Note") in the total principal amount of up to $825,000 to the Sponsor.”
Semnur Pharmaceuticals, Inc. amended Amendment to and Consent under the Merger Agreement with Denali Capital Acquisition Corp., Longevity Biomedical, Inc., Denali SPAC Holdco, Inc., Denali SPAC Merger Sub, Inc., Longevity Merger Sub, Inc., Bradford A. Zakes, and Denali Capital Global Investments LLC (effective 2023-04-11).
“On April 11, 2023, the parties to the Merger Agreement and Denali Capital Global Investments LLC, a Cayman Islands limited liability company (the “Sponsor”) entered into an Amendment to and Consent under the Merger Agreement (the “Amendment”).”
Semnur Pharmaceuticals, Inc. entered into Agreement and Plan of Merger with Longevity Biomedical, Inc., Denali SPAC Holdco, Inc., Denali SPAC Merger Sub, Inc., Longevity Merger Sub, Inc., and Bradford A. Zakes, solely in the capacity as seller representative valued at $128,000,000 (effective 2023-01-25).
“On January 25, 2023, Denali entered into an Agreement and Plan of Merger (the “ Merger Agreement ”), by and among Denali, Longevity Biomedical, Inc., a Delaware corporation (“ Company ”), Denali SPAC Holdco, Inc., a Delaware corporation and direct, wholly owned subsidiary of Denali (“ New PubCo ”), Denali SPAC Merger Sub, Inc., a Delaware corporation and direct, wholly owned subsidiary of New PubCo (“ Denali Merger Sub ”), Longevity Merger Sub, Inc., a Delaware corporation and direct, wholly owned subsidiary of New PubCo (“ Longevity Merger Sub ”), and Bradford A. Zakes, solely in the capacity as seller representative.”
Semnur Pharmaceuticals, Inc. entered into Agreement and Plan of Merger with Longevity Biomedical, Inc., Denali SPAC Holdco, Inc., Denali SPAC Merger Sub, Inc., Longevity Merger Sub, Inc., and Bradford A. Zakes as seller representative (effective 2023-01-25).
“On January 25, 2023, Denali Capital Acquisition Corp., a Cayman Islands exempted company with limited liability (“ Denali ”), entered into an Agreement and Plan of Merger (the “ Merger Agreement ”), by and among Denali, Longevity Biomedical, Inc., a Delaware corporation (“ Company ”), Denali SPAC Holdco, Inc., a Delaware corporation and direct, wholly owned subsidiary of Denali (“ New PubCo ”), Denali SPAC Merger Sub, Inc., a Delaware corporation and direct, wholly owned subsidiary of New PubCo (“ Denali Merger Sub ”), Longevity Merger Sub, Inc., a Delaware corporation and direct, wholly owned subsidiary of New PubCo (“ Longevity Merger Sub ”), and Bradford A. Zakes, solely in the capacity as seller representative.”
Kevin D. Vassily was appointed as Director at Semnur Pharmaceuticals, Inc..
“Effective April 6, 2022, in connection with the IPO, Huifeng Chang, Jim Mao and Kevin D. Vassily were appointed directors of the Company.”
Jim Mao was appointed as Director at Semnur Pharmaceuticals, Inc..
“Effective April 6, 2022, in connection with the IPO, Huifeng Chang, Jim Mao and Kevin D. Vassily were appointed directors of the Company.”
Huifeng Chang was appointed as Director at Semnur Pharmaceuticals, Inc..
“Effective April 6, 2022, in connection with the IPO, Huifeng Chang, Jim Mao and Kevin D. Vassily were appointed 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.