SCYNEXIS INC 8-K

What Happened

• On June 26, 2026 SCYNEXIS, Inc. filed a Certificate of Amendment with the Delaware Secretary of State increasing its total authorized shares from 23,750,000 to 65,000,000, which raises authorized common stock from 18,750,000 to 60,000,000 shares (par value $0.001).
• The company previously filed a Registration Statement on Form S-3 (No. 333-295493) that was declared effective May 8, 2026, registering the resale by selling stockholders of up to 87,000,000 shares of common stock. All share counts and exercise prices disclosed in the filing are stated prior to a 1-for-8 reverse stock split that took effect May 29, 2026.

Key Details

• Certificate of Amendment filed: June 26, 2026; authorized common stock increased to 60,000,000 shares.
• S-3 registration effective: May 8, 2026; registers up to 87,000,000 shares for resale (34,750,000 outstanding; 8,750,000 issuable on pre-funded warrants at $0.0001; 43,500,000 issuable on common warrants at $1.20).
• Common Warrants became exercisable once the authorized-share increase approved at the Annual Meeting became effective.
• Company filed legal opinion of counsel (Exhibit 5.1) relating to the registered shares.

Why It Matters

• The amendment increases the number of shares SCYNEXIS can issue, which enables the company to issue additional equity for financings, option/warrant exercises or other corporate purposes.
• The effective S-3 registration and the now-exercisable warrants mean a large number of shares (as registered) could be resold into the market by selling stockholders, increasing the potential supply of freely tradable shares.
• Investors should note the timing relative to the May 29, 2026 1-for-8 reverse split (the filing’s numeric share counts and exercise prices are stated pre-split).