Incannex Healthcare Inc. filed SEC Form 8-K: Regulation FD Disclosure, Other Events, Financial Statements and Exhibits
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Item 1.02. Termination of a Material Definitive Agreement
As previously disclosed, on May 27, 2025, Incannex Healthcare Inc. (the “Company”) entered into an Amended and Restated Sales Agreement (the “Amended and Restated Sales Agreement”) by and among the Company, Curvature Securities, LLC (“Curvature”) and A.G.P./Alliance Global Partners (“A.G.P.” and together with Curvature, the “Sales Agents”), which amended that certain Sales Agreement, dated April 7, 2025, by and between the Company and A.G.P. (the “Original Sales Agreement” and collectively, with the Amended and Restated Sales Agreement, the “Sales Agreement”), pursuant to which the Company could offer and sell shares of its common stock from time to time through the Sales Agents, acting as the sales agents.
On March 11, 2026, the Company and the Sales Agents mutually agreed to terminate the Sales Agreement, effective immediately. During the term of the Sales Agreement, the Company sold shares of its common stock for aggregate gross proceeds to the Company of approximately $108.4 million. The Sales Agreement was terminable at will by the Company with no penalty.
Item 7.01 Regulation FD Disclosure.
From time to time, the Company presents and/or distributes slides and presentations to the investment community to provide updates and summaries of its business. On March 12, 2026, the Company updated its corporate presentation, which is available on the Investor Relations section of the Company’s website at http://ir.incannex.com. This presentation is also furnished as Exhibit 99.1 to this Current Report on Form 8-K. Information contained on the Company’s website is not incorporated by reference into and should not be considered to be part of this Current Report on Form 8-K.
The information in Item 7.01, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference into any registration statement or other filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 8.01. Other Events
On March 12, 2026, the Company issued a press release announcing its enhanced Phase 2 dose-optimisation study. A copy of the press release is attached hereto as Exhibit 99.2 and is incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
| Exhibit No. | Description | |
| 99.1 | Corporate Presentation, dated March 12, 2026. | |
| 99.2 | Press Release of Incannex Healthcare Inc., dated March 12, 2026. | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Incannex Healthcare Inc. | |||
| Date: March 12, 2026 | By: | /s/ Joel Latham | |
| Name: | Joel Latham | ||
| Title: | Chief Executive Officer and President | ||
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