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    SEC Form 8-K filed by Scilex Holding Company

    4/11/25 9:00:33 AM ET
    $SCLX
    Biotechnology: Biological Products (No Diagnostic Substances)
    Health Care
    Get the next $SCLX alert in real time by email
    8-K
    Scilex Holding Co false 0001820190 0001820190 2025-04-11 2025-04-11 0001820190 us-gaap:CommonStockMember 2025-04-11 2025-04-11 0001820190 us-gaap:WarrantMember 2025-04-11 2025-04-11
     
     

    UNITED STATES

    SECURITIES AND EXCHANGE COMMISSION

    Washington, D.C. 20549

     

     

    FORM 8-K

     

     

    CURRENT REPORT

    PURSUANT TO SECTION 13 OR 15(d)

    OF THE SECURITIES EXCHANGE ACT OF 1934

    Date of Report (Date of earliest event reported): April 11, 2025

     

     

    SCILEX HOLDING COMPANY

    (Exact name of registrant as specified in its charter)

     

     

     

    Delaware   001-39852   92-1062542
    (State or other jurisdiction
    of incorporation)
      (Commission
    File Number)
      (IRS Employer
    Identification No.)

    960 San Antonio Road, Palo Alto, California 94303

    (Address of principal executive offices, including zip code)

    (650) 516-4310

    Registrant’s telephone number, including area code

    N/A

    (Former Name, or Former Address, if Changed Since Last Report)

     

     

    Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

     

      ☐

    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

     

      ☐

    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

     

      ☐

    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

     

      ☐

    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

    Securities registered pursuant to Section 12(b) of the Exchange Act:

     

    (Title of each class)

     

    (Trading

    Symbol)

     

    (Name of exchange

    on which registered)

    Common Stock, par value $0.0001 per share   SCLX   The Nasdaq Stock Market LLC
    Warrants to purchase one share of common stock, each at an exercise price of $11.50   SCLXW   The Nasdaq Stock Market LLC

    Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

    Emerging growth company ☒

    If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒

     

     
     


    Item 7.01.

    Regulation FD Disclosure.

    On April 11, 2025, Scilex Holding Company issued a press release with respect to a pending reverse split of its common stock. A copy of the press release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K (this “Current Report”).

    The information contained in this Item 7.01 of this Current Report, including Exhibit 99.1 hereto, is being furnished pursuant to Item 7.01 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, and it shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or under the Exchange Act, whether made before or after the date hereof, except as expressly set forth by specific reference in such filing to this Item 7.01 of this Current Report.

     

    Item 9.01.

    Financial Statements and Exhibits.

    (d) Exhibits

     

    Exhibit

    Number

      

    Description

    99.1    Press Release, dated April 11, 2025.
    104    Cover Page Interactive Data File (embedded within the Inline XBRL document).


    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.

     

            SCILEX HOLDING COMPANY
    Date: April 11, 2025     By:  

    /s/ Jaisim Shah

        Name:   Jaisim Shah
        Title:   Chief Executive Officer and President
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