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Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Checkbox not checked   Rule 13d-1(b)
Checkbox not checked   Rule 13d-1(c)
Checkbox not checked   Rule 13d-1(d)




SCHEDULE 13D/A 0001932843 XXXXXXXX LIVE 1 Common Stock, $0.001 par value 07/30/2025 false 0001130166 23254L801 Cyclacel Pharmaceuticals, Inc. 200 CONNELL DRIVE SUITE 1500 BERKELEY HEIGHTS NJ 07922 DAVID E. LAZAR 646-768-8417 44, Tower 100, The Towers Winston Churchill Panama City R1 07196 0001932843 N Lazar David E. PF N L3 129629.00 0.00 129629.00 0.00 129629.00 N 8.18 IN Common Stock, $0.001 par value Cyclacel Pharmaceuticals, Inc. 200 CONNELL DRIVE SUITE 1500 BERKELEY HEIGHTS NJ 07922 The following constitutes Amendment No. 1 to the Schedule 13D filed by the undersigned ("Amendment No. 1). This Amendment No. 1 amends the Schedule 13D as specifically set forth herein. Item 4 is hereby amended to add the following: The Reporting Person resigned as Chief Executive Officer of the Issuer effective as of April 2, 2025. Item 5(a) is hereby amended and restated as follows: The aggregate percentage of Shares owned by the Reporting Person is based upon 1,583,965 shares of Common Stock outstanding as of July 10, 2025, as reported in the Issuer's Registration Statement on Form S-1, which was filed with the Securities and Exchange Commission on July 30, 2025. As of the close of business on August 1, 2025, the Reporting Person beneficially owned 129,629 Shares. Percentage: Approximately 8.18% Item 5(b) is hereby amended and restated as follows: 1. Sole power to vote or direct vote: 129,629 2. Shared power to vote or direct vote: 0 3. Sole power to dispose or direct the disposition: 129,629 4. Shared power to dispose or direct the disposition: 0 Item 5(c) is hereby amended and restated as follows: The transactions in the Shares by the Reporting Persons during the past sixty days are set forth in more detail in Exhibit 1 and are incorporated herein by reference. Item 6 is hereby amended to add the following: The number Shares owned by the Reporting Person in this Amendment No. 1 is reflective of a 1-for-15 reverse stock split effected by the Issuer on July 7, 2025 (the "Reverse Stock Split"). On February 26, 2025, the Reporting Person (i) converted his shares of Preferred Stock into Shares of common stock of the Issuer pursuant to the conversion terms set forth above and (ii) sold 194,628,820 shares of Common Stock to a third party investor in a private transaction (the "February Sale"). Due to a ministerial error, the original Schedule 13D filed by the Reporting Person on February 28, 2025 inadvertently reported that the Reporting Person retained a total of 354,738 shares of Series D Preferred Stock following the February Sale, which had already been converted into 162,588 shares of Common Stock (after giving effect to the Reverse Stock Split) as of such date. 1 - Transactions in the Securities Lazar David E. /s/ David E. Lazar David E. Lazar 08/04/2025