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Shuttle Pharmaceuticals Holdings Inc 2025年度报告

2026-04-20 美股财报 大熊
报告封面

FORM 10-K (Mark One) ☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 or ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934 For the transition period from ______________ to ______________ Commission file number: 001-41488 Shuttle Pharmaceuticals Holdings, Inc.(Exact name ofregistrant as specified in its charter) State or other jurisdiction of(I.R.S. Employerincorporation or organizationIdentification Number) 401 Professional Drive, Suite 260Gaithersburg, MD 20879(Address ofprincipal executive offices) (Zip Code) (240) 403-4212Registrant’s telephone number, including area code Securities registered pursuant to Section 12(b) of the Act: Title of each classTrading Symbol(s)Name of each exchange on whichregisteredCommon StockSHPHThe Nasdaq Stock Market LLC Securities registered pursuant to section 12(g) of the Act: NONE Indicateby check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes☐No☒ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.Yes☐No☒ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file suchreports), and (2) has been subject to such filing requirements for the past 90 days. Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter periodthat the registrant was required to submit such files). Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,”“smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. If an emerging growth company, indicate by check mark if theregistrant has elected not to use the extended transition periodfor complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of theeffectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b))by the registered public accounting firm that prepared or issued its audit report.☐ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements oftheregistrant included in the filing reflect the correction of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to§240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes☐No☒ The aggregate market value of the registrant’s common stock, par value $0.00001 per share, held by non-affiliates of theregistrant, as computed by reference to the June 30, 2025 closing price reported by Nasdaq, was approximately$4,744,078. The number of shares outstanding of the registrant’s common stock on March 24, 2026, was 5,591,290. DOCUMENTSINCORPORATED BY REFERENCE Specified portions of the registrant’s definitive Proxy Statement to be issued in conjunction with the registrant’s 2026 AnnualMeeting of Shareholders, which is expected to be filed not later than 120 days after theregistrant’s fiscal year ended December31, 2025, are incorporated by reference into Part III of this Annual Report. Except as expressly incorporated by reference, theregistrant’s Proxy Statement shall not be deemed to be a part of this Annual Report on Form 10-K. Shuttle Pharmaceuticals Holdings, Inc. TABLE OF CONTENTS PART I Item 1.Business................................................................................................................................................5Item 1A.Risk Factors..........................................................................................................................................8Item 1B.Unresolved Staff Comments.................................................................................................................14Item 1C.Cybersecurity........................................................................................................................................15Item