Unregistered Sales of Equity Securities. The disclosure set forth above in

Entry into a Material Definitive Agreement. On November 2, 2026, Liminatus Pharma, Inc. (the “Company”) entered into a subscription agreement (the “Subscription Agreement”) with a non-U.S. investor, pursuant to which such investor agreed to subscribe for, and the Company agreed to issue to such investor, an aggregate of 260,001 shares of the Company’s common stock (collectively, the “Shares”) in a private placement, at a purchase price of $2.50 per share for aggregate gross proceeds of $650,0…

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. As previously disclosed, on January 15, 2026 Liminatus Pharma, Inc. (the “Company”) received a notice from the Nasdaq Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) indicating that the closing bid price of the Company’s common stock had been below $1.00 for 30 consecutive business days, and, consequently, the Company was not in compliance with Nasdaq Listing Rule 5…

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. As previously reported, on November 19, 2025, Liminatus Pharma, Inc., a Delaware corporation (the “Company”), received notices from The Nasdaq Stock Market (“Nasdaq”) indicating that the Company was no longer in compliance with the following continued listing requirements of The Nasdaq Global Market: (i) Listing Rule 5450(b)(2)(A), which requires a listed company to maintain a minimum Market V…

Material Modification to Rights of Security Holders. On August 18, 2026, the Company filed an amendment to its Certificate of Incorporation (the “Amendment”) with the Secretary of State of the State of Delaware to effect a 1-for-50 reverse stock split (the “Reverse Stock Split”) of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), with an effective time of 4:01 p.m., Eastern Time, on August 20, 2026. At its annual meeting of stockholders held on August 3, 2026, the…

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. As previously reported, on January 15, 2026, Liminatus Pharma, Inc. (the “Company”) received a notice from the Nasdaq Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) indicating that, based upon the closing bid price for the last 30 consecutive business days, the Company was no longer in compliance with Nasdaq Listing Rule 5450(a)(1) (the “Bid Price Rule”) which requ…

Completion of Acquisition or Disposition of Assets. On July 2, 2026, the Company, InnocsAI, and Merger Sub consummated the Merger described in

Entry into a Material Definitive Agreement. Amended and Restated Merger Agreement On June 29, 2026, Liminatus Pharma, Inc. (the “Company”), InnocsAI LLC, a Delaware limited liability company (“InnocsAI”), and NamChul Jung, an individual, as the representative of the members of InnocsAI, entered into an Amended and Restated Merger Agreement (the “Amended and Restated Merger Agreement”), which amends and restates in its entirety the Merger Agreement, dated as of May 17, 1026, by and among the C…

Unregistered Sales of Equity Securities. In connection with the closing of the Merger, the Company issued to the former members of InnocsAI an aggregate of 11,188,729 shares of common stock and an aggregate of 158,881.1271 shares of Series A Preferred Stock. The information set forth in

Material Modification to Rights of Security Holders. To the extent required, the information included in

Unregistered Sales of Equity Securities. The Company issued the Inducement Warrants pursuant to the exemption from the registration requirements of the Securities Act available under Section 4(a)(2) and Rule 506(b) of Regulation D promulgated thereunder and such securities may not be re-offered in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act and any applicable state securities laws.…

Entry into a Material Definitive Agreement. On June 3, 2026, Liminatus Pharma, Inc. (the “Company”) entered into a warrant exercise inducement offer letter (the “Inducement Letter Agreement”) with a holder (the “Holder”) of its existing common stock warrants exercisable for an aggregate of 10,344,000 shares of its common stock (collectively, the “Existing Warrants”), to exercise its Existing Warrants at a reduced exercise price of $0.18 per share, in exchange for the Company’s agreement to is…

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. As previously disclosed in the Current Report on Form 8-K filed on November 25, 2025 with the Securities and Exchange Commission (the “SEC”), on November 19, 2025, Liminatus Pharma, Inc. (the “Company”) received notices from The Nasdaq Stock Market LLC (“Nasdaq”), indicating that the Company’s listed securities failed to comply with the $50,000,000 market value of listed securities (MVLS) requ…

Entry into Material Definitive Agreement. On May 17, 2026, Liminatus Pharma, Inc. (the “Company”) entered into a Merger Agreement (as it may be amended, supplemented or otherwise modified from time to time, the “Merger Agreement”) with InnocsAI LLC, Delaware limited liability company (“InnocsAI”), and NamChul Jung, an individual, as the representative of the members of InnocsAI. Capitalized terms used in this Current Report on Form 8-K but not otherwise defined herein have the meanings given…

Entry into a Material Definitive Agreement. On February 17, 2026, Liminatus Pharma, Inc. (the “Company”) announced the pricing of a “best efforts” public offering of (i) 8,270,000 shares of its common stock, par value $0.0001 per share (“common stock”), (ii) 5,543,000 pre-funded warrants to purchase up to 5,543,000 shares of common stock (the “Pre-Funded Warrants”) and (ii) 13,813,000 common stock purchase warrants to purchase up to 20,719,500 shares of common stock (the “Warrants”), at a com…

Entry into a Material Definitive Agreement. On February 6, 2026, Liminatus Pharma, Inc. (the “Company”) entered into a settlement and release agreement (the “Settlement Agreement”) with Clear Street LLC (the “Holder”), pursuant to which the Company agreed to issue 4,000,000 shares (the “Shares”) of its common stock, par value $0.0001 per share (“Common Stock”), to the Holder in exchange for the surrender and cancellation of 805,377 warrants (the “Warrants”) to purchase shares of Common Stock…

Unregistered Sales of Equity Securities. The information set forth under

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On January 15, 2026, Liminatus Pharma, Inc. (the “Company”) received a notice from the Nasdaq Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) indicating that, based upon the closing bid price for the last 30 consecutive business days, the Company was no longer in compliance with Nasdaq Listing Rule 5450(a)(1) (the “Bid Price Rule”) which requires listed securities t…

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On November 19, 2025, Liminatus Pharma, Inc. (the “Company”) received notices from the Nasdaq Listing Qualifications Department of The Nasdaq Stock Market LLC indicating that the Company was no longer in compliance with (i) Nasdaq Listing Rule 5450(b)(2)(A) due to its failure to maintain a minimum Market Value of Listed Securities (MVLS) of $50,000,000 (the “MVLS Rule”), based upon a review of…

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On August 22, 2025, Liminatus Pharma, Inc. (the “Company”) received a notice from the Nasdaq Listing Qualifications Department of The Nasdaq Stock Market LLC indicating that the Company was no longer in compliance with Nasdaq Listing Rule 5250(c)(1) due to the delay in filing its Quarterly Report on Form 10-Q for the period ended June 30, 2025 (the “Form 10-Q”). The deficiency letter has no im…

Entry into a Material Definitive Agreement. On July 16, 2025, Liminatus Pharma, Inc. (the “Company”) entered into a settlement and release agreement (the “Settlement Agreement”) with Alta Partners, LLC (the “Holder”), pursuant to which the Company agreed to issue 350,000 shares (the “Shares”) of its common stock, par value $0.0001 per share (“Common Stock”), to the Holder in exchange for the surrender and cancellation of 1,000,000 warrants (the “Warrants”) to purchase shares of Common Stock h…

Unregistered Sales of Equity Securities. The information set forth under

Director — Philip Lemons, Richard Baek: The board of directors appointed two new directors with extensive expertise in clinical research and financial oversight.

Other Events Liminatus Pharma, Inc. has entered into a Memorandum of Understanding (MOU) to form a research and development consortium with Samda Biolab Co., Ltd. and INNOCS AI, aimed at advancing a novel blood-based diagnostic kit for early detection of pancreatic cancer. Liminatus Pharma recognizes the groundbreaking potential of the CA19-9-combined INNOCS diagnostic platform jointly developed by Samda and INNOCS AI, and has resolved to actively participate in the R&D consortium with a view…

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On May 29, 2025, Liminatus Pharma, Inc. (the “Company”) received a notice from the Nasdaq Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC indicating that the Company was no longer in compliance with Nasdaq Listing Rule 5250(c)(1) (the “Listing Rule”) due to the delay in filing its Quarterly Report on Form 10-Q for the period ended March 31, 2025 (the “Form 10-Q”)…