Form 8-K

8-K — Imunon, Inc.

Accession: 0001493152-26-036985

Filed: 2026-08-11

Period: 2026-08-11

CIK: 0000749647

SIC: 2834 (PHARMACEUTICAL PREPARATIONS)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

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2026-08-11

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UNITED

STATES

SECURITIES

AND EXCHANGE COMMISSION

Washington,

DC 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): August 11, 2026

Imunon,

Inc.

(Exact

name of registrant as specified in its Charter)

Delaware

001-15911

52-1256615

(State

or other jurisdiction

incorporation)

(Commission

File

Number)

(IRS

Employer

Identification

No.)

997

Lenox Drive, Suite 100, Lawrenceville, NJ

08648-2311

(Address

of principal executive offices)

(Zip

Code)

(609)

896-9100

(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 (see General Instruction A.2. below):

☐

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, par value $0.01 per share

IMNN

Nasdaq

Capital Market

Indicate

by check mark whether the registrant is an emerging growth company as defined in 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 ☐

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.

August 11, 2026, Imunon, Inc. issued a press release reporting its financial results for the quarter ended June 30, 2026. A copy of the

press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

August 4, 2026, Imunon, Inc. announced it would hold a conference call on August 11, 2026 to discuss its financial results for the quarter

ended June 30, 2026 and provide a business update. A live webcast of the call will also be available

here.

The

information in this report, including the exhibit hereto, is being furnished and shall not be deemed “filed” for purposes

of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section or Sections

11 and 12(a)(2) of the Securities Act of 1933, as amended. Such information shall not be incorporated by reference into any filing with

the Securities and Exchange Commission made by Imunon, Inc., whether made before or after the date hereof, regardless of any general

incorporation language in such filing.

The

press release contains forward-looking statements which involve certain risks and uncertainties that could cause actual results to differ

materially from those expressed or implied by such statements. Please refer to the cautionary note in the press release regarding these

forward-looking statements.

Item

9.01 Financial Statements and Exhibits.

(d)

Exhibits.

Exhibit

No.

Description

99.1

Press Release dated August 11, 2026

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.

IMUNON

INC.

Dated:

August 11, 2026

By:

/s/

Josh Blacher

Josh

Blacher

Interim

Chief Financial Officer

EX-99.1

Filename: ex99-1.htm · Sequence: 2

Exhibit

99.1

IMUNON

Reports Second Quarter 2026 Financial Results and Provides Business Update

IMNN-001

is the first frontline treatment candidate to demonstrate the potential for a clinically meaningful overall survival benefit in women

newly diagnosed with ovarian cancer

Enrollment

in the Phase 3 OVATION 3 Study of IMNN-001 is expected to be completed by the first half of 2029, supported by strong Phase 2 clinical

data showing significant overall survival benefit

Company

to hold conference call today at 11:00 a.m. EDT

LAWRENCEVILLE,

N.J., August 11, 2026 – IMUNON, Inc. (NASDAQ: IMNN), a clinical-stage company in late-stage development with its DNA-mediated

immunotherapy, today reported financial results for the three months and six months ended June 30, 2026, and highlighted recent business

updates including progress in advancing Phase 3 clinical development of its lead candidate IMNN-001 in newly diagnosed advanced ovarian

cancer.

“The

second quarter brought continued momentum for IMNN-001,” said Stacy Lindborg, Ph.D., President and Chief Executive Officer of IMUNON.

“Enrollment in our pivotal Phase 3 OVATION 3 study continues to exceed our planning assumptions, reflecting the compelling survival

data generated in OVATION 2, our highly favorable safety profile, and growing confidence among investigators in IMNN-001’s potential

to improve outcomes for women with newly diagnosed advanced ovarian cancer.”

“We

were also encouraged by new preliminary data from our ongoing Phase 2 minimal residual disease (MRD) study, which showed a deeper

antitumor response in patients treated with IMNN-001, including higher rates of circulating tumor DNA clearance and no evidence of disease

following frontline therapy. We believe these findings provide further independent evidence of IMNN-001’s biological activity and

reinforce the mechanism underlying the survival benefit observed in the OVATION 2 study, while we remain fully focused

on our highest priority of efficiently advancing OVATION 3. Based on the data generated to date, we believe IMNN-001 has the potential

to become the first frontline immunotherapy to meaningfully improve overall survival in advanced ovarian cancer and establish a new standard

of care for women facing this disease.”

RECENT

DEVELOPMENTS

IMNN-001

● On

March 25, 2026, the Company announced final data from the completed Phase 2 OVATION 2 clinical

trial with a median 14.7-month increase in overall survival (45.1 vs. 30.4 months) in the

IMNN-001 treatment arm compared to SoC chemotherapy alone. Importantly, with these new efficacy

results, IMNN-001 continued to show a highly favorable safety and tolerability profile across

all clinical trials, further reinforcing the potential of this IL-12 immunotherapy to represent

a landmark advance in treatment of this disease.

● On

June 23, 2026, the Company announced that the independent Data Monitoring Committee recommended

continuation of the pivotal Phase 3 OVATION 3 clinical trial evaluating IMNN-001 in combination

with standard of care (SoC) neoadjuvant and adjuvant chemotherapy (N/ACT).

● On

July 21, 2026, the Company announced new positive preliminary data from its ongoing Phase

2 minimal residual disease (MRD) clinical trial. Nine patients in each of the control and

experimental arms have reached second-look laparoscopy (SLL), the study’s primary assessment

point for surgical MRD. Compared to control, preliminary results show a deeper antitumor

response, as demonstrated by a lower MRD-positive rate, in patients treated with IMNN-001

(44% vs. 67%), a higher rate of circulating tumor DNA (ctDNA) clearance (87.5% vs. 62.5%),

and a numerically higher rate of patients achieving no evidence of disease (NED) following

frontline therapy (100% vs. 56%).

● On

July 30, 2026, the Company provided a progress update on its pivotal Phase 3 OVATION 3 trial.

Since initiating the trial, the Company has observed rapid site activation and an enrollment

rate that is exceeding its forecast. The trial advanced from protocol submission to site

activation in approximately 6 months and from protocol approval to first patient randomized

in approximately 2 months, a third of the time of the external industry benchmark.

Corporate

Development:

● On

June 4, 2026, the Company entered into definitive agreements with aggregate

gross proceeds to the Company in the amount of $10 million. The transaction includes 250

shares of non-redeemable, non-convertible preferred stock for $2.5 million and two secured

promissory notes in the principal amounts of $2.72 million and $5.0 million. The promissory

notes accumulate interest at a rate of 8% and 5%, respectively, per annum and mature 18 months

after the issuance date. Interest will be partially offset with interest earned via bank

deposit.

Upcoming

Events:

● The

Company will host an R&D Day on September 23, 2026, in New York, featuring presentations

from leading clinical investigators on IMNN-001 and the Company’s DNA-mediated immunotherapy

platform. Additional details, including the full agenda and registration information, will

be provided in a subsequent announcement.

FINANCIAL

RESULTS FOR THE SECOND QUARTER 2026

Net

loss for the second quarter of 2026 was $2.8 million, or $0.54 per share, compared with a net loss of $2.7 million, or $2.15 per share,

for the second quarter of 2025. Operating expenses were $2.8 million for each of the second quarters of 2026 and 2025.

Research

and development expenses increased to $1.5 million in the second quarter of 2026 compared to $1.2 million in the same period of 2025.

During 2025, the Company initiated enrollment in the OVATION 3 Study and in 2026 closed out the OVATION 2 Study.

General

and administrative expenses decreased to $1.3 million in the second quarter of 2026 compared to $1.5 million in the same period of 2025.

FINANCIAL

RESULTS FOR THE SIX MONTHS ENDED JUNE 30, 2026

Net

loss for the first half of 2026 was $7.1 million, or $1.38 per share, compared with a net loss of $6.8 million, or $6.08 per share, for

the same period of 2025. Operating expenses were $7.1 million for the first half of 2026 compared to $6.9 million for the same period

of 2025.

Research

and development expenses increased to $3.8 million in the first half of 2026 compared to $3.4 million in the same period of 2025. During

2025, the Company initiated enrollment in the OVATION 3 Study and in 2026 closed out the OVATION 2 Study.

General

and administrative expenses decreased to $3.3 million in the first half of 2026 compared to $3.5 million in the same period of 2025.

Net

cash used for operating activities was $7.0 million for the first half of 2026, compared with $5.8 million for the same period last year.

This increase was primarily due to trial-related expenses associated with the OVATION 3 trial. As of June 30, 2026, cash

and cash equivalents were $6.9 million.

Conference

Call and Webcast

The

Company will be hosting a conference call to review second quarter 2026 financial results and provide a business update today, August

11, 2026, at 11:00 a.m. EDT. To participate in the call, please dial (800) 715-9871 (U.S. and Canada/Toll Free) or (646) 307-1963 (U.S./Toll)

and ask for the IMUNON Second Quarter 2026 Financial Results Call (Conference ID 8021948). A live webcast of the call will also be available

here.

audio replay of the call will be available for 90 days and can be accessed at (800) 770-2030 (U.S. and Canada/Toll Free) or (609) 800-9909

(U.S./Toll) using replay access code 8021948#.

About

IMUNON

is a clinical-stage biotechnology company focused on advancing a portfolio of innovative treatments that harness the body’s natural

mechanisms to generate safe, effective and durable responses across a broad array of human diseases, constituting a differentiating approach

from conventional therapies. IMUNON is developing its non-viral DNA technology across its modalities. The first modality, TheraPlas®,

is developed for the gene-based delivery of cytokines and other therapeutic proteins in the treatment of solid tumors where an immunological

approach is deemed promising. The second modality, PlaCCine®, is developed for the gene delivery of viral antigens that can elicit

a strong immunological response.

The

Company’s lead clinical program, IMNN-001, is a DNA-based immunotherapy for the localized treatment of advanced ovarian cancer

that has completed multiple clinical trials including one Phase 2 clinical trial (OVATION 2) and is currently conducting a Phase 3 clinical

trial (OVATION 3). The first patient was dosed in the Company’s Phase 3 pivotal study in the third quarter of 2025. IMNN-001 works

by instructing the body to produce safe and durable levels of powerful cancer-fighting molecules, such as interleukin-12 and interferon

gamma, at the tumor site. Additionally, the Company has completed a first-in-human study of its COVID-19 booster vaccine (IMNN-101).

The Company will continue to leverage these modalities and to advance, either directly or through partnership, the technological frontier

of plasmid DNA to better serve patients with difficult-to-treat conditions. For more information, please visit www.imunon.com.

Forward-Looking

Statements

IMUNON

wishes to inform readers that forward-looking statements in this news release are made pursuant to the “safe harbor” provisions

of the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical fact, including, but not

limited to, statements regarding the timing of enrollment of the Company’s clinical trials, the potential of any therapies developed

by the Company to fulfill unmet medical needs, the market potential for the Company’s products, if approved, the potential efficacy

and safety profile of our product candidates, and the Company’s plans and expectations with respect to its development programs

more generally, are forward-looking statements. We generally identify forward-looking statements by using words such as “may,”

“will,” “expect,” “plan,” “anticipate,” “estimate,” “intend”

and similar expressions (as well as other words or expressions referencing future events, conditions or circumstances), and include statements

regarding our planned stock split. Readers are cautioned that such forward-looking statements involve risks and uncertainties including,

without limitation, risks and uncertainties related to unforeseen changes in the course of research and development activities and in

clinical trials, including the fact that interim results are not necessarily indicative of final results; the uncertainties of and difficulties

in analyzing interim clinical data; the significant expense, time and risk of failure in conducting clinical trials; the need for IMUNON

to evaluate its future development plans; possible actions by customers, suppliers, competitors or regulatory authorities; and other

risks detailed from time to time in IMUNON’s filings with the Securities and Exchange Commission. IMUNON assumes no obligation,

except to the extent required by law, to update or supplement forward-looking statements that become untrue because of subsequent events,

new information or otherwise.

Investor

Contact:

Valter

Pinto

KCSA

Strategic Communications

212-896-1254

imunon@kcsa.com

(Tables

to Follow)

IMUNON,

Inc.

Condensed

Consolidated Statements of Operations

(in

thousands except per share amounts)

Three Months Ended

June

30,

Six

Months Ended

June

30,

2025

2026

2025

Operating expenses:

Research and development

$ 1,465

$ 1,227

$ 3,802

$ 3,392

General and administrative

1,327

1,541

3,296

3,521

Total operating expenses

2,792

2,768

7,098

6,913

Loss from operations

(2,792 )

(2,768 )

(7,098 )

(6,913 )

Other (expense) income:

Other income(loss), net

(22 )

Net loss

$ (2,814 )

$ (2,741 )

$ (7,063 )

$ (6,843 )

Net loss per common share

Basic and diluted

$ (0.54 )

$ (2.15 )

$ (1.38 )

$ (6.08 )

Weighted average shares outstanding

Basic and diluted

5,233

1,277

5,134

1,124

IMUNON, Inc.

Selected Balance Sheet Information

(in

thousands)

June 30, 2026

December 31, 2025

ASSETS

Current assets

Cash and cash equivalents

$ 6,864

$ 8,781

Advances, deposits on clinical programs and other current assets

1,827

1,943

Total current assets

8,691

10,724

Property and equipment

459

530

Other assets

Restricted Cash

5,000

Operating lease right-of-use assets

789

984

Deposits and other assets

Total other assets

5,839

1,034

Total assets

$ 14,989

$ 12,288

LIABILITIES

AND STOCKHOLDERS’ EQUITY

Current liabilities

Accounts payable and accrued liabilities

$ 2,847

$ 4,218

Note payable – current portion Note A

1,500

Operating lease liability – current portion

432

406

Total current liabilities

4,779

4,624

Note Payable – Note A

673

Note Payable – Note B

4,861

Operating lease liability – noncurrent portion

379

602

Derivative liability

108

Total liabilities

10,800

5,226

Stockholders’ equity

Preferred stock, including additional paid-in capital

2,252

Common stock

Additional paid-in capital

430,336

428,411

Accumulated deficit

(428,631 )

(421,298 )

4,274

7,147

Less: Treasury stock

(85 )

Total stockholders’ equity

4,189

7,062

Total liabilities and stockholders’ equity

$ 14,989

$ 12,288

# #

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