|8-KFeb 11, 5:14 PM ET

ENZON PHARMACEUTICALS, INC. 8-K

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Enzon Pharmaceuticals Approves 1-for-100 Reverse Split and Merger

What Happened
Enzon Pharmaceuticals, Inc. announced that stockholder consents were received to approve two proposals: (1) an amendment to its charter to effect a 1-for-100 reverse stock split of its common stock, and (2) adoption of the merger agreement with Viskase Companies, Inc. (original agreement dated June 20, 2025, amended October 24, 2025). The consent solicitation concluded at 8:00 a.m. Eastern Time on February 11, 2026.

Key Details

  • Reverse stock split approved by holders of 40,993,338 shares — 55.2% of outstanding Enzon common stock.
  • Merger proposal approved by holders of 42,350,448 shares — 57.1% of outstanding Enzon common stock.
  • Record Date for voting: January 29, 2026; shares outstanding as of that date: 74,214,603.
  • Closing of the merger remains subject to satisfaction or waiver of remaining conditions in the merger agreement. Enzon filed a Form S-4 (registration statement/prospectus/consent solicitation/offer to exchange) with financial information for the combined company; documents are available on SEC.gov and Enzon’s website.

Why It Matters
The reverse split will consolidate every 100 existing Enzon shares into one share, reducing the number of outstanding shares and changing per‑share metrics. Stockholder approval of the merger clears a key shareholder vote needed to proceed, but the transaction has not closed — it remains subject to the remaining contractual closing conditions described in Enzon’s filings. The S-4 contains financial details and risk factors; investors should review the registration statement and prospectus for timing, potential impacts, and the specific risks called out by the companies (including statements about listing on the OTCQB and other forward‑looking items).