Oncotelic Therapeutics, Inc. 8-K

What Happened

• Oncotelic Therapeutics, Inc. (OTLC) announced amendments to milestone-based equity awards tied to an independent contractor agreement with Jefferson Capital Ventures, LLC and to a restricted stock award granted to CEO Dr. Vuong Trieu.
• The company filed the Form 8-K on January 7, 2026. The amendment to the independent contractor agreement was announced January 6, 2026; the amendment to the CEO restricted stock award was executed January 2, 2026.
• The RSA amendment lowers the first milestone requirement from the company’s market capitalization exceeding $100 million on any single trading-day close to $45 million on any single trading-day close. The amendment to the contractor agreement is described as consistent with this change. No other terms of the milestone awards were amended.

Key Details

• Parties: Jefferson Capital Ventures, LLC (independent contractor); Dr. Vuong Trieu (CEO).
• Dates: ICA originally dated August 6, 2025; RSA originally dated November 17, 2025; RSA amendment dated January 2, 2026; disclosure dated January 6–7, 2026.
• Milestone change: Market-cap threshold reduced from $100 million to $45 million (single trading-day close) for the first milestone in the CEO RSA.
• Purpose noted by company: to support ongoing financing and strategic efforts, including an equity line with Mast Hills, engagement of AGP for future financing, and retaining Sichenzia, Ross & Ferrell for uplisting efforts.

Why It Matters

• For investors, lowering the market-cap milestone makes it easier for the CEO and contractor to earn milestone-based equity awards, which could accelerate vesting of preferred/common shares tied to corporate performance targets.
• The change signals the company is adjusting incentive milestones to reflect current conditions and to align with its planned financing/uplisting activities; however, the amendment does not change the total award terms beyond the first milestone threshold.
• This is a governance and compensation-related development rather than an operational or financial-results disclosure; monitor future filings for any resulting equity issuances or impacts on share count.