Form 8-K

8-K — Imunon, Inc.

Accession: 0001493152-26-022401

Filed: 2026-05-12

Period: 2026-05-12

CIK: 0000749647

SIC: 2834 (PHARMACEUTICAL PREPARATIONS)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

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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): May 12, 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.

May 12, 2026, Imunon, Inc. issued a press release reporting its financial results for the quarter ended March 31, 2026. A copy of the

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

May 5, 2026, Imunon, Inc. announced it would hold a conference call on May 12, 2026 to discuss its financial results for the quarter

ended March 31, 2026 and provide a business update. The conference call will also be broadcast live on the internet at https://edge.media-server.com/mmc/p/9n9b48gb/.

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 May 12, 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: May 12, 2026

By:

/s/

Jeffrey Church

Chief Financial Officer

EX-99.1

Filename: ex99-1.htm · Sequence: 2

Exhibit

99.1

IMUNON

Reports First Quarter 2026 Financial Results

and

Provides Business Update

IMNN-001

is the First and Only 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 Q1 2029, supported by remarkable Phase 2 data showing significant

overall survival improvement

FDA

has reviewed and is aligned with Phase 3 protocol, confirms path to BLA Filing

Company

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

LAWRENCEVILLE,

N.J., May 12, 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 ended March 31, 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.

“Enrollment

in our pivotal Phase 3 OVATION 3 trial continues ahead of plan, reflecting patient interest and strong conviction among principal investigators

and the broader medical community in IMNN-001’s therapeutic potential,” said Stacy Lindborg, Ph.D., President and Chief Executive

Officer of IMUNON. “Coupled with the unprecedented overall survival benefit observed in our Phase 2 (OVATION 2) study and an aligned

path to BLA filing, IMNN-001 is well positioned to potentially transform the standard of care in advanced ovarian cancer.”

RECENT

DEVELOPMENTS

Final

Phase 2 OVATION 2 Study Data Show Continued Overall Survival Improvement with IMNN-001 in Women with Newly Diagnosed Advanced Ovarian

Cancer – On March 25, 2026, the Company announced final data from the completed Phase 2 OVATION 2 clinical trial evaluating

IMNN-001 in combination with standard of care (SoC) neoadjuvant and adjuvant chemotherapy (N/ACT) in 112 women with newly diagnosed advanced

ovarian cancer. IMUNON previously reported a median 11.1-month increase in overall survival (40.5 vs. 29.4 months) in the IMNN-001 treatment

arm compared to SoC chemotherapy alone. Following the most recent and final data assessment, the Company reported a median 14.7-month

increase in overall survival (45.1 vs. 30.4 months) in women in the IMNN-001 treatment arm compared to SoC alone, demonstrating continuous

improvement in overall survival (3.6 months delta). In addition, the new IMNN-001 data showed that women treated with IMNN-001 and SoC

chemotherapy plus poly ADP-ribose polymerase (PARP) inhibitors as part of maintenance therapy achieved a median increase in overall survival

of 24.2 months (65.6 vs. 41.4 months) compared to SoC chemotherapy alone. Importantly, with these new efficacy results, IMNN-001 continues

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.

IMUNON

Sharpens Focus on its Promising Pivotal Phase 3 Ovarian Cancer Study – On February 5, 2026, the Company announced a strategic

reorganization, the goal of which was to reduce operating expenses while supporting the Company’s focused strategy to rapidly advance

the pivotal Phase 3 OVATION 3 clinical trial.

FIRST

QUARTER 2026 FINANCIAL RESULTS

Net

loss for the first quarter of 2026 was $4.3 million, or $0.84 per share, compared with a net loss of $4.1 million, or $3.15 per share,

for the first quarter of 2025. Operating expenses were $4.3 million for the first quarter of 2026, compared to $4.1 million for the first

quarter of 2025.

Research

and development expenses increased to $2.3 million in the first quarter of 2026 from $2.2 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 remained unchanged at $2.0 million in each of the first quarters of 2026 and 2025.

Net

cash used for operating activities was $4.0 million for the first quarter of 2026, compared with $2.8 million for the same period last

year. This increase was primarily due to trial-related expenses associated with the OVATION 3 trial.

of March 31, 2026, cash and cash equivalents were $4.8 million.

Conference

Call and Webcast

The

Company will be hosting a conference call to review first quarter 2026 financial results and provide a business update today, May 12,

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 First Quarter 2026 Financial Results Call (Conference ID 8083343). 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), 609-800-9909

(U.S./Toll) or 647-362-9199 (Canada/Toll) using replay access code 8083343#.

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 dosing in 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 expected reduction of operating expenses related to the strategic reorganization, 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.

Contacts:

Media

Investors

Life

ICR

Healthcare

Jenna

Urban

Peter

Vozzo

212-253-8881

443-213-0505

jurban@cglife.com

peter.vozzo@icrhealthcare.com

(Tables

to Follow)

IMUNON,

Inc.

Condensed

Consolidated Statements of Operations

(in

thousands except per share amounts)

Three Months Ended March 31,

2026

2025

Operating expenses:

Research and development

$ 2,337

$ 2,165

General and administrative

1,970

1,980

Total operating expenses

4,307

4,145

Loss from operations

(4,307 )

(4,145 )

Other income (expense):

Investment and other income

Net loss

$ (4,249 )

$ (4,102 )

Net loss per common share

Basic and diluted

$ (0.84 )

$ (3.15 )

Weighted average shares outstanding

Basic and diluted

5,029

1.301

IMUNON,

Inc.

Selected

Balance Sheet Information

(in

thousands)

March 31, 2026

December 31, 2025

ASSETS

Current assets

Cash and cash equivalents

$ 4,794

$ 8,781

Advances, deposits on clinical programs and other current assets

1,827

1,943

Total current assets

6,621

10,724

Property and equipment

460

530

Other assets

Operating lease right-of-use assets

888

984

Deposits and other assets

Total other assets

938

1,034

Total assets

$ 8,019

$ 12,288

LIABILITIES AND STOCKHOLDERS’ EQUITY

Current liabilities

Accounts payable and accrued liabilities

$ 3,747

$ 4,218

Operating lease liability – current portion

419

406

Total current liabilities

4,166

4,624

Operating lease liability – noncurrent portion

493

602

Total liabilities

4,659

5,226

Stockholders’ equity

Common stock

Additional paid-in capital

428,953

428,411

Accumulated deficit

(425,547 )

(421,298 )

3,445

7,147

Less: Treasury stock

(85 )

Total stockholders’ equity

3,360

7,062

Total liabilities and stockholders’ equity

$ 8,019

$ 12,288

# #

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