DCOYHIGH SIGNALMANAGEMENT10-K

DCOY completed a merger with Decoy Therapeutics Inc. and executed a 1-for-12 reverse stock split while securing continued Nasdaq listing approval.

The company has undergone a fundamental transformation through the merger, which typically indicates either strategic repositioning or financial distress requiring external capital or expertise. The reverse stock split and need for Nasdaq hearings panel approval suggests the stock price had fallen below listing requirements, a significant red flag for investors.

Comparing 2026-03-31 vs 2025-03-21View on EDGAR →
FINANCIAL ANALYSIS

The financial picture shows a company in significant contraction mode, with both inventory levels and R&D expenses meaningfully reduced year-over-year. This substantial pullback in research and development spending, combined with lower inventory levels, suggests either post-merger cost-cutting initiatives or resource constraints that forced the company to scale back operations significantly.

FINANCIAL STATEMENT CHANGES
Inventory
Balance Sheet
-56.7%
$432K→$187K

Inventory drawn down 56.7% — strong sell-through or deliberate destocking; watch for supply constraints.

R&D Expense
P&L
-52.2%
$770K→$368K

R&D spending cut 52.2% — could signal cost discipline or concerning reduction in innovation investment.

LANGUAGE CHANGES
NEW — 2026-03-31
PRIOR — 2025-03-21
ADDED
As of March 17, 2026, there were 531,968 shares of common stock outstanding.
TABLE O F CONTENTS Page Special Note Regarding Forward Looking Statements 5 Summary of Selected Risks associated with our Business 7 PART I .
All historical share and per share amounts reflected throughout this report have been adjusted to reflect the 2025 Reverse Stock Split (as defined below).
On March 5, 2026, the Company filed a Certificate of Amendment to the Company s amended and restated certificate of incorporation, as amended, with the Secretary of State of the State of Delaware to effect a 1-for-12 reverse stock split of the Company's issued and outstanding shares of Common Stock, par value $0.0001 per share, which became effective as of March 6, 2026.
All historical share and per share amounts reflected throughout this report have been adjusted to reflect the 2026 Reverse Stock Split (as defined below).
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REMOVED
As of March 17, 2025, there were 1,745,730 s hares of common stock outstanding.
These statements include, among others, statements about: our ability to continue as a going concern and support our operations into the later part of the second quarter of 2025; our expectations regarding the timing, likelihood, expected benefits of, and potential value created by, the proposed merger (the Merger ) between us and Decoy Therapeutics Inc.
These risks include, among others, the following: Risks Related to the Merger The Merger may be completed even though certain events occur prior to Merger Closing that materially and adversely affect Salarius.
The Exchange Ratio set forth in the Merger Agreement is adjustable based on the Parent Cash Amount and the Company Cash Amount, each of which will be impacted by, among other things, unexpected expenses that could be experienced by Salarius or Decoy during the pre-Merger Closing period, which could result in Salarius stockholders owning significantly less of the combined company than currently estimated.
Stockholders of the combined company may not realize a benefit from the Merger commensurate with the ownership dilution they will experience in connection with the Merger and the Qualified Financing.
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