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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): January 7, 2026

 

SELLAS Life Sciences Group, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware   001-33958   20-8099512
(State or other jurisdiction of
incorporation or organization)
  (Commission
File Number)
  (I.R.S. Employer
Identification No.)
         
    7 Times Square, Suite 2503
New York, NY 10036
   
    (Address of Principal Executive
Offices) (Zip Code)
   
         
Registrant’s telephone number, including area code: (646) 200-5278

  

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations 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 Act:

 

Title of each class Trading
symbol(s)
Name of each exchange on which
registered
Common Stock, $0.0001 par value per share SLS 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 2.02.Results of Operations and Financial Condition.

 

As of December 31, 2025, SELLAS Life Sciences Group, Inc. (the “Company”) estimates that its unaudited cash and cash equivalents position was $71.8 million. This amount is unaudited and preliminary and is subject to the completion of financial closing procedures, including management’s reviews. As a result, this amount may differ materially from the amount that will be reflected in the Company’s financial statements as of and for the year ended December 31, 2025.

 

Item 8.01Other Events

 

Subsequent to December 31, 2025, the Company received approximately $26.5 million in proceeds from the exercise of common stock warrants.

 

As of January 7, 2026, the Company had 170,282,026 shares of common stock outstanding.

 

2 

 

 

Item 9.01.Financial Statements and Exhibits.

 

(d)       Exhibits

 

Exhibit Number   Description
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

3 

 

 

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.

 

  SELLAS Life Sciences Group, Inc.
       
Date: January 8, 2026 By: /s/ John T. Burns
      Name: John T. Burns
      Title: Senior Vice President, Chief Financial Officer