Welcome to our dedicated page for Cellectar Biosciences SEC filings (Ticker: CLRB), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Cellectar Biosciences filings document the regulatory record of a Delaware clinical biopharmaceutical company developing cancer therapies through its PDC platform. Current reports furnish quarterly and annual financial results, corporate updates, Regulation FD disclosures, and other events related to iopofosine I 131, CLR 125 and regulatory communications for its oncology programs.
Registration statements and material-event reports describe securities offerings, shelf registration activity, registered direct offerings, private placements, common stock, pre-funded warrants, milestone-based warrants and warrant exercise inducement transactions. The filing record also covers exhibit disclosures, Inline XBRL cover data, incorporation status, securities-law classifications and financing agreements that shape CLRB's public-company capital structure.
Cellectar Biosciences, Inc. has filed an S-1 to register the resale of up to 51,206,051 shares of common stock by selling stockholders. These shares include stock already issued in a May 2026 private placement and shares issuable upon exercise of pre-funded and Series A, B and C warrants.
The company will not receive proceeds from stockholder resales, but could receive cash if warrants are exercised. If all warrants are exercised, shares outstanding would rise to 57,064,233 from 5,858,182 adjusted shares as of April 30, 2026. Cellectar highlights substantial regulatory, clinical and manufacturing risks around its lead cancer candidate iopofosine I 131.
As of December 31, 2025, cash was about $13.2 million, which management believes funds basic operations into the second quarter of 2027. The company warns of substantial doubt about its ability to continue as a going concern without additional capital and outlines extensive risks related to financing, approvals, competition and ongoing compliance.
Cellectar Biosciences, Inc. is soliciting proxies for its 2026 Annual Meeting to be held virtually on July 7, 2026. The meeting will vote on director elections and six proposals, notably: (1) election of two Class III directors; (2) a 1,000,000‑share increase to the 2021 Stock Incentive Plan; (3) ratification of Deloitte & Touche, LLP; (4) an advisory vote on executive compensation; (5) approval to permit exercise of warrants to purchase up to 39,618,078 common shares under Nasdaq rules; and (6) an adjournment authorization to solicit additional proxies if needed. Shares outstanding were 7,991,812 as of May 19, 2026. The proxy package and the Company’s Annual Report on Form 10-K (as amended) are available online at the meeting portal.
Cellectar Biosciences announced upcoming board changes and a new consulting role for an exiting director. Stefan D. Loren, Ph.D. informed the board he will not stand for reelection as a Class III director at the 2026 annual meeting, and his current term will end at that time. The company states his decision is not due to any disagreement over operations, policies, or practices.
Cellectar entered into a one-year consulting agreement with Dr. Loren, effective July 8, 2026, under which he will receive $15,000 per quarter and a stock option grant for 15,000 shares at the end of the term, with all his granted options remaining exercisable for 10 years from their grant dates. Separately, under a previously disclosed board designation side letter linked to a May 4, 2026 securities purchase agreement, Nantahala Capital Management selected Andrew Gu as its board designee. The board appointed Gu on May 18, 2026 as a Class III director and member of the Audit Committee. The company notes he has no disclosable related-party transactions or family relationships with its directors or officers.
Cellectar Biosciences, Inc. reported a first quarter 2026 net loss of $5.65 million, improving from a loss of $6.60 million a year earlier, with basic and diluted net loss per share of $1.33 on 4,240,129 weighted-average shares. Operating expenses were $5.79 million, mainly for research and development and general and administrative costs. The company ended March 31, 2026 with $8.35 million in cash and cash equivalents and total assets of $11.12 million.
Cellectar highlighted positive 12‑month follow-on data for iopofosine I 131 in relapsed/refractory Waldenström Macroglobulinemia, including an overall response rate of 83.6%, median progression-free survival of 13.5 months, and a disease control rate of 98.2%. It also completed a financing of up to $140 million to support a confirmatory study and a planned FDA accelerated approval filing, and dosed first patients in a Phase 1b trial of CLR 125 in triple negative breast cancer.
Cellectar Biosciences reported a Q1 2026 net loss of $5.65M, narrower than $6.60M a year earlier, as operating expenses fell to $5.79M. Cash and cash equivalents were $8.35M versus $13.20M at December 31, 2025, with operating activities using $4.85M of cash in the quarter.
The company remains a pre‑revenue, late‑stage oncology biotech with an accumulated deficit of about $275M and substantial reliance on external financing. Management disclosed substantial doubt about its ability to continue as a going concern beyond the second quarter of 2027 without additional actions, despite approximately $37M of liquidity as of the financial statement issuance date.
Clinically, Cellectar highlighted strong follow‑up data from its CLOVER WaM trial in relapsed or refractory Waldenstrom’s macroglobulinemia, including an overall response rate of 83.6% and major response rate of 61.8%, and it is preparing a Phase 3 confirmatory study supported by a financing that includes up to $105M in milestone‑based securities.
Cellectar Biosciences, Inc. Chief Operating Officer Jarrod Longcor reported open-market purchases of common stock and warrants. On 2026-05-07, he bought 8,680 shares of common stock at $2.88 per share. He also bought 26,040 warrants at $0.01 per warrant, each exercisable for one share of common stock at an exercise price of $2.88.
After these transactions, his direct holdings increased to 20,451 common shares and 36,149 warrants. A footnote explains the warrants are split into Tranche A, Tranche B, and Tranche C, with terms of one, two, and five years, respectively, from the date of stockholder approval.
Cellectar Biosciences, Inc. director and Chief Executive Officer James V Caruso reported buying common stock and warrants in an open-market transaction. He purchased 8,680 shares of common stock at $2.88 per share and 26,040 warrants at $0.01 per warrant, each relating to common stock at a $2.88 exercise price. Following these transactions, he directly holds 20,318 shares of common stock and 36,076 warrants. A footnote explains that the warrants are divided into tranches with terms of one, two, and five years from the date of stockholder approval.
Cellectar Biosciences, Inc. ownership disclosure: Stonepine entities and Jon M. Plexico report beneficial ownership of 863,277 shares of Common Stock, representing 9.9% of the class.
The filing states the holdings comprise 196,930 shares plus prefunded warrants to acquire 912,075 shares (the warrants are "subject to a 9.99% beneficial ownership limitation"). The percent is calculated using 7,975,069 shares outstanding as of May 4, 2026, which the filing ties to a registered offering and a private placement closed on May 4, 2026.
Cellectar Biosciences entered financing deals combining a registered direct offering of 1,618,053 common shares and a concurrent private placement of 2,116,887 shares, 9,471,086 pre-funded warrants and three milestone warrant tranches of 13,206,026 each at exercise prices largely around $2.65–$2.88.
The gross proceeds are expected to be about $35 million before fees, with an 8% cash fee and additional warrant compensation to the placement agent. After issuing these shares, Cellectar will have 7,975,069 common shares outstanding, excluding any shares from warrant exercises.
The company plans to use net proceeds mainly for working capital and to support initiation of a Phase 3 trial of iopofosine I 131 for Waldenström macroglobulinemia. In Phase 2b WM data, iopofosine showed an 83.6% overall response rate, 61.8% major response rate, 17.8‑month median duration of response and 13.5‑month median progression‑free survival with mostly low‑grade, manageable toxicities.
Cellectar Biosciences is offering 1,618,053 shares of Common Stock at $2.65 per share, generating aggregate gross proceeds of $4,287,840.45. Net proceeds to the company are estimated at approximately $3.9 million, which the company intends to use for working capital and to support plans to initiate a Phase 3 trial for iopofosine I 131.
The offering is concurrent with a private placement that includes up to 39,618,078 Common Warrant Shares, 2,116,887 Private Placement Shares and 9,471,086 Prefunded Warrants. The Common Warrants have an exercise price of $2.65 and become exercisable following the Stockholder Approval Date; Series A/B/C Warrants expire one, two and five years after that date, respectively. Shares outstanding after the offering are based on 4,240,129 shares as of April 30, 2026.