Entry into a Material Definitive Agreement. Merger Agreement On October 30, 2026, Pelthos Therapeutics Inc., a Nevada corporation (“ Pelthos ” or “ Public Company ”), Credit Card Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Pelthos (“ Merger Sub ”), Credit Card Merger Sub II, LLC, a Delaware limited liability company and wholly owned subsidiary of Pelthos (“ Merger Sub II ”), Castle Creek Biosciences, Inc., a Delaware corporation (“ Castle Creek ” or “ Merger Partne…

Unregistered Sales of Equity Securities. The securities to be sold to the PIPE Investors, the Option Buyer and any Other Bridge Buyers will not be registered under the Securities Act, and will be issued and sold in reliance on the exemption from registration requirements thereof provided by Section 4(a)(2) of the Securities Act and Rule 506(b) of Regulation D promulgated thereunder as a transaction by an issuer not involving a public offering. The shares of Pelthos Common Stock to be issued i…

Material Modification to Rights of Security Holders. The information set forth in

CEO — Scott Plesha: The filing discloses an amendment to the CEO's employment agreement and a salary increase, which are compensatory arrangements rather than a change in management status or departure.

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth in

The provided text is only the standard Item 5.02 header and does not contain the specific details of the event.

of this Current Report on Form 8-K with CBIZ CPAs P.C., the Company's predecessor independent registered accounting firm, as well as with Grant Thornton LLP, the Company's current independent registered public accounting firm appointed on May 16, 2026, subsequent to the filing of the Form 10-Q for the Affected Period. Controls and Procedures In connection with this restatement, the Company has concluded that the misapplication of ASC 820 resulted from a material weakness in its internal contr…

Results of Operations and Financial Condition. On August 13, 2026, Pelthos Therapeutics Inc. (the “Company”) issued a press release summarizing its financial results for the second quarter 2026, as well as providing an update on the Company’s operations. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference. Readers are encouraged to review the Company's Current Report on Form 8-K filed under Item 4.02 (Non-Reliance on Pre…

and Exhibit 99.2 attached hereto shall not be deemed an admission as to the materiality of any information in this Current Report on Form 8-K that is required to be disclosed solely to satisfy the requirements of Regulation FD. Forward-Looking Statements Exhibit 99.2 attached hereto contains, and may indicate, forward-looking statements within the meaning of Section 27A of the Securities Act, Section 21E of the Exchange Act and as defined in the U.S. Private Securities Litigation Reform Act o…

and Exhibit 99.1 and Exhibit 99.2 attached hereto shall not be deemed an admission as to the materiality of any information in this Current Report on Form 8-K that is required to be disclosed solely to satisfy the requirements of Regulation FD. Forward-Looking Statements Exhibit 99.2 attached hereto contains, and may indicate, forward-looking statements within the meaning of Section 27A of the Securities Act, Section 21E of the Exchange Act and as defined in the U.S. Private Securities Litiga…

Chief Financial Officer, Treasurer and Secretary — Francis Knuettel II: The CFO was terminated from his positions with the company.

Changes in Registrant’s Certifying Accountant. On May 16, 2026, the Audit Committee (the “Audit Committee”) of the Board of Directors (the “Board”) of Pelthos Therapeutics Inc. (the “Company”) approved the dismissal of CBIZ CPAs P.C. (“CBIZ”), as the Company’s independent registered public accounting firm. The Company informed CBIZ of their dismissal on May 18, 2026. Effective November 1, 2024, CBIZ acquired the attest business of Marcum LLP, who was the Company's independent registered publi…

and Exhibit 99.2 attached hereto shall not be deemed an admission as to the materiality of any information in this Current Report on Form 8-K that is required to be disclosed solely to satisfy the requirements of Regulation FD. Forward-Looking Statements Exhibit 99.2 attached hereto contains, and may indicate, forward-looking statements within the meaning of Section 27A of the Securities Act, Section 21E of the Exchange Act and as defined in the U.S. Private Securities Litigation Reform Act o…

Results of Operations and Financial Condition. On May 14, 2026, Pelthos Therapeutics Inc. (the “Company”) issued a press release summarizing its financial results for the three months ended March 31, 2026, as well as providing an update on the Company’s operations. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference. The information in this

and Exhibit 99.1 and Exhibit 99.2 attached hereto shall not be deemed an admission as to the materiality of any information in this Current Report on Form 8-K that is required to be disclosed solely to satisfy the requirements of Regulation FD. Forward-Looking Statements Exhibit 99.2 attached hereto contains, and may indicate, forward-looking statements within the meaning of Section 27A of the Securities Act, Section 21E of the Exchange Act and as defined in the U.S. Private Securities Litiga…

Regulation FD Disclosure. On April 10, 2026, the Company issued a press release announcing the appointment of Mr. Gay as the Company’s Chief Financial Officer, a copy of which is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information in such exhibit shall not be deemed filed for purposes of Section 18 of the Securities Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall such informa…

Chief Financial Officer, Treasurer, Secretary — John M. Gay: John M. Gay was promoted to Chief Financial Officer, Treasurer, and Secretary of the Company.

Results of Operations and Financial Condition. On March 19, 2026, Pelthos Therapeutics Inc. (the “Company”) issued a press release summarizing its financial results for the three months and year ended December 31, 2025, as well as providing an update on the Company’s operations. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference. The information in this

and Exhibit 99.2 attached hereto shall not be deemed an admission as to the materiality of any information in this Current Report on Form 8-K that is required to be disclosed solely to satisfy the requirements of Regulation FD. Forward-Looking Statements Exhibit 99.2 attached hereto contains, and may indicate, forward-looking statements within the meaning of Section 27A of the Securities Act, Section 21E of the Exchange Act and as defined in the U.S. Private Securities Litigation Reform Act o…

Entry into a Material Definitive Agreement. On January 12, 2026 (the “ Closing Date ”), Pelthos Therapeutics Inc., a Nevada corporation (the “ Company ”), LNHC, Inc., a Delaware corporation and a wholly owned subsidiary of the Company (“ LNHC ”) and Channel Pharmaceutical Corporation, a Nevada corporation and a wholly subsidiary of the Company (“ Channel ”), as co-borrowers (together with the Company, the “ Borrowers ”), entered into a Venture Loan and Security Agreement (the “ Loan Agreement…

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth in

by reference. The Warrants and the shares of Common Stock issuable upon exercise of the Warrants were offered and sold in reliance on the exemption from the registration requirements provided by Section 4(a)(2) of the Securities Act as a transaction by an issuer not involving a public offering.

and Exhibit 99.1 attached hereto shall not be deemed an admission as to the materiality of any information in this Current Report on Form 8-K that is required to be disclosed solely to satisfy the requirements of Regulation FD. Forward-Looking Statements Exhibit 99.1 attached hereto contains, and may indicate, forward-looking statements within the meaning of Section 27A of the Securities Act, Section 21E of the Exchange Act and as defined in the U.S. Private Securities Litigation Reform Act o…

The filing details changes to the non-employee director compensation policy.

Entry into a Material Definitive Agreement. On December 23, 2025, Pelthos Therapeutics Inc., a Nevada corporation (the “ Company ”) entered into an Asset Purchase Agreement (the “ Asset Purchase Agreement ”) with Hatchtech Pty Ltd ACN 098 559 409, an Australian corporation (“ Hatchtech ”), pursuant to which Hatchtech sold all of its right, title and interest in (i) the product developed by Hatchtech with Abametapir as its sole active ingredient for the treatment of head lice infestation in hu…