Other Events. As previously reported, on May 21, 2026, Ensysce Biosciences Inc. (the “ Company ”) received notice from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“ Nasdaq ”) stating that due to the Company’s non-compliance with the $2.5 million stockholders’ equity requirement set forth in Nasdaq Listing Rule 5550(b)(1) as of March 31, 2026, the Company is subject to delisting unless it submits a plan within 45 days (by July 6, 2026) to regain compliance and, if the…

Other Events. As previously reported, on August 5, 2026, the Company acquired Cy Biopharma, Inc., a Delaware corporation, and entered into a Securities Purchase Agreement (the “ Securities Purchase Agreement ”) with the purchasers thereto. Pursuant to the Securities Purchase Agreement, the Company agreed to issue and sell an aggregate of 120,260 shares of its Series C Preferred Stock for an aggregate purchase price of approximately $43 million (the “ Financing ”) to be purchased in two tranch…

Results of Operations and Financial Condition. On August 13, 2026, Ensysce Biosciences, Inc. (the “Company”) issued a press release announcing its financial results for the fiscal quarter ended June 30, 2026. A copy of the press release is included as Exhibit 99.1 to this Current Report on Form 8-K. The information in this Item 2.02, including Exhibit 99.1 attached hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor will…

Forward-Looking Statements This Current Report contains certain forward-looking statements within the meaning of Section 27A of the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements may be made directly in this report. Some of the forward-looking statements can be identified by the use of forward-looking words. Statements that are not historical in nature, including the words “anticipate,” “expect,” “suggests,” “plan,” “believe,” “intend,” “e…

by reference. Pursuant to the Merger Agreement, the Company has agreed to hold a stockholders’ meeting to submit the following matters to its stockholders for their consideration: (i) the approval of the conversion of shares of Series C Preferred Stock into shares of Common Stock in accordance with the rules of the Nasdaq Stock Market LLC (the “Conversion Proposal”) and (ii) if deemed necessary or appropriate by the Company or as otherwise required by applicable law or contract, the approval…

President — Lynn Kirkpatrick: Lynn Kirkpatrick resigned from her position as President due to the Merger Agreement.

Pursuant to the Merger Agreement and the OATA, the Company issued shares of Common Stock and Series C Preferred Stock. The Company issued the Common Stock and Series C Preferred Stock to 3i pursuant to the OATA as consideration for the transactions contemplated by the Merger Agreement. Separately, to satisfy a contractual obligation the Company issued 2,175.368 shares of Series C Preferred Stock (the “Galephar Transaction”). Such issuances were exempt from the registration requirements of the…

Material Modification to Rights of Security Holders. To the extent required by

paid to Tungsten Partners LLC. This Current Report on Form 8-K/A should be read in conjunction with the Original 8-K. Except as set forth herein, no modifications have been made to information contained in the Original 8-K .

Chief Operating Officer — Jeffrey Millard: Jeffrey Millard resigned as Chief Operating Officer without a named successor.

Notice of Delisting or Failure to Satisfy Continued Listing Rule or Standard; Transfer of Listing On May 21, 2026, Ensysce Biosciences Inc. (the “ Company ”) received notice from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“ Nasdaq ”) stating that due to the Company’s non-compliance with the $2.5 million stockholders’ equity requirement set forth in Nasdaq Listing Rule 5550(b)(1) as of March 31, 2026, the Company is subject to delisting unless it submits a plan withi…

Results of Operations and Financial Condition. On May 15, 2026, Ensysce Biosciences, Inc. (the “Company”) issued a press release announcing its financial results for the fiscal quarter ended March 31, 2026. A copy of the press release is included as Exhibit 99.1 to this Current Report on Form 8-K. The information in this Item 2.02, including Exhibit 99.1 attached hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor will t…

Entry into a Material Definitive Agreement. As previously reported in a Current Report on Form 8-K filed on November 17, 2025, on November 13, 2025, Ensysce Biosciences, Inc. (the “ Company ” or “ we ”) entered into a Securities Purchase Agreement (the “ Purchase Agreement ”) directly with an institutional investor (the “ Purchaser ”). On April 6, 2026 (the “ Closing Date ”), pursuant to the Purchase Agreement and Subsequent Purchase Notice, the Company privately issued and sold (i) 2,000 sha…

Based in part upon the representations of the Purchaser in the Purchase Agreement, the offer and sale of securities in the Offering are exempt from registration under Section 4(a)(2) of the Securities Act, Rule 506 of Regulation D promulgated under the Securities Act, and corresponding provisions of state securities or “blue sky” laws. The offer and sale of the securities in the Offering have not been registered under the Securities Act or any state securities laws and the Securities may not…

Director — Curtis Rosebraugh: Dr. Curtis Rosebraugh resigned from the Board of Directors.

Director — Lee Rauch: Ms. Rauch resigned due to disagreements with the Board of Directors over compensation packages.

Results of Operations and Financial Condition. On March 30, 2026, Ensysce Biosciences, Inc. (the “Company”) issued a press release announcing its financial results for the fiscal quarter and year ended December 31, 2025. A copy of the press release is included as Exhibit 99.1 to this Current Report on Form 8-K. The information in this Item 2.02, including Exhibit 99.1 attached hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amend…

Notice of Delisting or Failure to Satisfy Continued Listing Rule or Standard On February 25, 2026, Ensysce Biosciences Inc. (the “Company”) received a notice (the “Deficiency Letter”) from the listing qualifications department staff of The Nasdaq Stock Market (“Nasdaq”) stating that the Company was not in compliance with Nasdaq Listing Rule 5550(a)(2) because the bid price for the Company’s common stock had closed below $1.00 per share for the previous 30 consecutive business days. Nasdaq req…

Entry into a Material Definitive Agreement. On November 13, 2025, Ensysce Biosciences, Inc. (the “ Company ” or “ we ”) entered into a Securities Purchase Agreement (the “ Purchase Agreement ”) directly with an institutional investor (the “ Purchaser ”), pursuant to which the Company agreed to issue and sell in a registered direct offering (the “ Registered Direct Offering ”), (i) 1,513 shares (the “ Shares ”) of Series B Preferred Stock of the Company, par value $0.0001 per share (the “ Pref…

Other Events. On November 17, 2025, the Company issued a press release announcing the Registered Direct Offering and Private Placement. The full text of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference. Forward-Looking Statements This report contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amende…

Based in part upon the representations of the Purchaser in the Purchase Agreement, the offer and sale of securities in the Private Placement are exempt from registration under Section 4(a)(2) of the Securities Act, Rule 506 of Regulation D promulgated under the Securities Act, and corresponding provisions of state securities or “blue sky” laws. The offer and sale of the securities in the Private Placement have not been registered under the Securities Act or any state securities laws and the S…

Results of Operations and Financial Condition. On November 14, 2025, Ensysce Biosciences, Inc. (the “Company”) issued a press release announcing its financial results for the fiscal quarter ended September 30, 2025. A copy of the press release is included as Exhibit 99.1 to this Current Report on Form 8-K. The information in this Item 2.02, including Exhibit 99.1 attached hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, n…

Results of Operations and Financial Condition. On August 13, 2025, Ensysce Biosciences, Inc. (the “Company”) issued a press release announcing its financial results for the fiscal quarter ended June 30, 2025. A copy of the press release is included as Exhibit 99.1 to this Current Report on Form 8-K. The information in this Item 2.02, including Exhibit 99.1 attached hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor will…

Changes in Registrant’s Certifying Accountant On June 3, 2025, Ensysce Biosciences, Inc., (the “Company”) was notified that Moss Adams LLP (“Moss Adams”), the Company’s independent registered public accounting firm, merged with Baker Tilly US, LLP effective on June 3, 2025. The combined audit practices operate as Baker Tilly US, LLP (“Baker Tilly”). In connection with the notification of the merger, Moss Adams has resigned as the auditors of the Company and the Audit Committee of the Company’…

Results of Operations and Financial Condition. On May 13, 2025, Ensysce Biosciences, Inc. (the “Company”) issued a press release announcing its financial results for the fiscal quarter ended March 31, 2025. A copy of the press release is included as Exhibit 99.1 to this Current Report on Form 8-K. The information in this Item 2.02, including Exhibit 99.1 attached hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor will t…