OTLC / Oncotelic Therapeutics, Inc. - Depositi SEC, Relazione annuale, dichiarazione di delega

Oncotelic Therapeutics, Inc.
US ˙ OTCPK ˙ US6283411097

Statistiche di base
CIK 908259
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Oncotelic Therapeutics, Inc.
SEC Filings (Chronological Order)
Questa pagina fornisce un elenco completo e cronologico dei depositi SEC, esclusi i documenti di proprietà che forniamo altrove.
August 13, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number: 000-21990 Oncotelic Therapeutic

August 12, 2025 EX-10.1

Independent Contractor Agreement – Jefferson

Exhibit 10.1 Independent Contractor Agreement Dated as of August 6, 2025 This Independent Contractor Agreement (“Agreement”) is made and entered into as of the date first set forth above (the “Effective Date”), by and between Oncotelic Therapeutics, Inc., a Delaware corporation (the “Company”) and Jefferson Capital ventures, LLC., a Wyoming limited liability company (“Contractor”). Each of the Com

August 12, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 6, 2025 ONCOTELIC THERAPEUT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 6, 2025 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commiss

August 12, 2025 EX-10.2

Independent Contractor Agreement – Valor

Exhibit 10.2 Independent Contractor Agreement Dated as of August 6, 2025 This Independent Contractor Agreement (“Agreement”) is made and entered into as of the date first set forth above (the “Effective Date”), by and between Oncotelic Therapeutics, Inc., a Delaware corporation (the “Company”) and Valor Nation, Inc. a California Corporation (“Contractor”). Each of the Company and Contractor may be

August 6, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 31, 2025 ONCOTELIC THERAPEUTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 31, 2025 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commissi

August 6, 2025 EX-10.4

Equity Purchase Agreement

Exhibit 10.4

August 6, 2025 EX-10.3

Registration Rights Agreement – Mast Hil

Exhibit 10.3

August 6, 2025 EX-10.1

Securities Purchase Agreement

Exhibit 10.1

August 6, 2025 EX-10.5

Registration Rights Agreement - EPA

Exhibit 10.5

August 6, 2025 EX-10.2

Convertible Promissory Note

Exhibit 10.2

May 15, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number: 000-21990 Oncotelic Therapeuti

April 29, 2025 424B3

ONCOTELIC THERAPEUTICS, INC. 33,863,445 SHARES OF COMMON STOCK

Filed Pursuant to Rule 424(b)(3) Registration No. 333-256448 PROSPECTUS ONCOTELIC THERAPEUTICS, INC. 33,863,445 SHARES OF COMMON STOCK This prospectus relates to the resale of shares of our Common stock, par value $0.01 per share (the “Common Stock”), of an aggregate of 33,863,445 Common Stock Shares pursuant to our May 3, 2021 Equity Purchase Agreement which may be offered by Peak One Opportunity

April 15, 2025 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 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, 2024 ☐ TRANSITION REPORT PURSUA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 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, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-21990 Oncotelic Therap

April 15, 2025 POS AM

As filed with the Securities and Exchange Commission on April 15 2025

As filed with the Securities and Exchange Commission on April 15 2025 Registration No.

April 15, 2025 EX-FILING FEES

Filing Fees Exhibit

Exhibit 107 CALCULATION OF REGISTRATION FEE Title of each class of securities to be Registered Amount to be Registered Proposed Maximum Offering Price Per Share Proposed Maximum Aggregate Offering Price Amount of Registration Fee Common Stock, $.

March 31, 2025 NT 10-K

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 000-21990 Notification of Late Filing (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form N-SAR For Period Ended: December 31, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report o

March 25, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 23, 2025 ONCOTELIC THERAPEUT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 23, 2025 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commiss

March 25, 2025 EX-99.2

Oncotelic Therapeutics Announces Successful Completion of Phase 1 Trial of OT-101 and IL-2, Highlights Findings at SWCR 2025 Conference

Exhibit 99.2 Oncotelic Therapeutics Announces Successful Completion of Phase 1 Trial of OT-101 and IL-2, Highlights Findings at SWCR 2025 Conference AGOURA HILLS, Calif., March x, 2025 (GLOBE NEWSWIRE) – Oncotelic Therapeutics, Inc (OTCQB:OTLC) (“Oncotelic”, the “Company” or “We” or “Our”), “), a leader in RNA-based therapeutics, announced today the successful completion of a Phase 1 clinical tria

March 25, 2025 EX-99.1

EX-99.1

Exhibit 99.1

January 2, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 31, 2024 ONCOTELIC THERAP

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 31, 2024 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Comm

January 2, 2025 EX-10.1

Term Extension Letter dated December 31, 2024

Exhibit 10.1 December 31, 2024 Oncotelic Therapeutics, Inc. Vuong Trieu 29397 Agoura Rd, Suite 107 Agoura Hills, CA 91301 Dear Vuong: This letter, together with the previously executed binding term sheet dated April 26, 2024 (the “Term Sheet”) and attached hereto, which set forth our mutual understanding regarding a possible business relationship referred to as the “Transaction” between Mosaic Imm

November 19, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number: 000-21990 Oncotelic Therap

November 14, 2024 NT 10-Q

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 001-21990 Notification of Late Filing (Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form N-SAR For Period Ended: September 30, 2024 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [

August 14, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number: 000-21990 Oncotelic Therapeutic

May 15, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number: 000-21990 Oncotelic Therapeuti

April 29, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 26, 2024 ONCOTELIC THERAPEUT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 26, 2024 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commiss

April 29, 2024 EX-99.1

Oncotelic Therapeutics, Inc. to Sell Its Necroptosis Cancer Therapy Assets to Mosaic ImmunoEngineering, Inc.

Exhibit 99.1 Oncotelic Therapeutics, Inc. to Sell Its Necroptosis Cancer Therapy Assets to Mosaic ImmunoEngineering, Inc. AGOURA HILLS, Calif., April 29, 2024 (GLOBE NEWSWIRE) – Oncotelic Therapeutics, Inc. (OTCQB:OTLC) (“Oncotelic”, the “Company” or “We” or “Our”), announced today that it has entered into a binding term-sheet with Mosaic ImmunoEngineering, Inc. (OTCPK: CPMV) (“Mosaic”) under whic

April 29, 2024 EX-10.1

Binding Term Sheet dated April 26, 2024

Exhibit 10.1 CONFIDENTIAL April 26, 2024 Oncotelic Therapeutics, Inc. Vuong Trieu 29397 Agoura Rd, Suite 107 Agoura Hills, CA 91301 Dear Vuong: This letter, together with the attached binding term sheet attached hereto, sets forth our mutual understanding regarding a possible commercial relationship referred to as the “Transaction” between Mosaic ImmunoEngineering, Inc., a Delaware corporation (“M

April 26, 2024 424B3

ONCOTELIC THERAPEUTICS, INC. 33,863,445 SHARES OF COMMON STOCK

Filed Pursuant to Rule 424(b)(3) Registration No. 333-256448 PROSPECTUS ONCOTELIC THERAPEUTICS, INC. 33,863,445 SHARES OF COMMON STOCK This prospectus relates to the resale of shares of our Common stock, par value $0.01 per share (the “Common Stock”), of an aggregate of 33,863,445 Common Stock Shares pursuant to our May 3, 2021 Equity Purchase Agreement which may be offered by Peak One Opportunity

April 18, 2024 EX-FILING FEES

Filing Fees Exhibit

Exhibit 107 CALCULATION OF REGISTRATION FEE Title of each class of securities to be Registered Amount to be Registered Proposed Maximum Offering Price Per Share Proposed Maximum Aggregate Offering Price Amount of Registration Fee Common Stock, $.

April 18, 2024 POS AM

As filed with the Securities and Exchange Commission on April 12, 2024

As filed with the Securities and Exchange Commission on April 12, 2024 Registration No.

April 12, 2024 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 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, 2023 ☐ TRANSITION REPORT PURSUA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 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, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-21990 Oncotelic Therap

April 12, 2024 POS AM

As filed with the Securities and Exchange Commission on April 12, 2024

As filed with the Securities and Exchange Commission on April 12, 2024 Registration No.

April 12, 2024 EX-FILING FEES

Filing Fees Exhibit

Exhibit 107 CALCULATION OF REGISTRATION FEE Title of each class of securities to be Registered Amount to be Registered Proposed Maximum Offering Price Per Share Proposed Maximum Aggregate Offering Price Amount of Registration Fee Common Stock, $.

April 1, 2024 NT 10-K

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 001-21990 Notification of Late Filing (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form N-SAR For Period Ended: December 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report o

February 2, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 29, 2024 ONCOTELIC THERAPE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 29, 2024 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commi

November 14, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number: 000-21990 Oncotelic Therap

October 30, 2023 8-K

Unregistered Sales of Equity Securities, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 24, 2023 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commi

August 23, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 21, 2023 ONCOTELIC THERAPEU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 21, 2023 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commis

August 23, 2023 EX-99.1

Sapu BioScience and Cromos Pharma initiating P201 – A Registrational trial for OT-101 in Pancreatic Cancer

Exhibit 99.1 Sapu BioScience and Cromos Pharma initiating P201 – A Registrational trial for OT-101 in Pancreatic Cancer AGOURA HILLS, Calif., August 23, 2023 (GLOBE NEWSWIRE) – Oncotelic Therapeutics, Inc (OTCQB:OTLC) (“Oncotelic”, the “Company” or “We” or “Our”), announced today its joint venture partner, GMP Biotechnology Limited’s wholly owned subsidiary – Sapu Bioscience, LLC (“Sapu”), togethe

August 18, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number: 000-21990 Oncotelic Therapeutic

August 15, 2023 NT 10-Q

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 000-21990 Notification of Late Filing (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form N-SAR For Period Ended: June 30, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report on Fo

July 13, 2023 EX-10.4

Form of note

Exhibit 10.4 Oncotelic Therapeutics, Inc. 16% Convertible Note Page 1 Registered # ONCOTELIC THERAPEUTICS, INC. 16% CONVERTIBLE UNSECURED NOTE DUE, 2025 $25,000.00 , 2023 THIS NOTE IS ISSUED PURSUANT TO AN EXEMPTION FROM THE REGISTRATION PROVISIONS OF THE SECURITIES ACT OF 1933 (THE “ACT”) AND QUALIFICATION PROVISIONS OF APPLICABLE STATE SECURITIES LAWS. NEITHER IT NOR THE SHARES OF COMMON STOCK I

July 13, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 7, 2023 ONCOTELIC THERAPEUTIC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 7, 2023 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commissio

July 13, 2023 EX-10.5

Registration Rights Agreement

Exhibit 10.5 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of , 2023, by and among Oncotelic Therapeutics, Inc. (the “Company”), a Delaware corporation with offices at 29397 Agoura Road, Suite 107, Agoura Hills, California 91301, and the investors signatories hereto (each a “Purchaser” and collectively, the “Purchasers”). This Agree

July 13, 2023 EX-10.1

Form of Subscription Agreement

Exhibit 10.1 SUBSCRIPTION AGREEMENT AND INVESTMENT LETTER Date: April 14, 2023 To the Board of Directors J.H. Darbie & Co., Inc. 48 Wall Street 12th Floor, Suite 1206 New York, New York 10005 Attention: Xavier Vicuna Re: Subscription to Purchase Units of Oncotelic Therapeutics, Inc. Ladies and Gentlemen: This Subscription Agreement (this “Subscription Agreement”) is being delivered to the purchase

July 13, 2023 EX-10.2

Form of Placement Agency Agreement, dated March 10, 2023

Exhibit 10.2

July 13, 2023 EX-10.3

Form of warrant

Exhibit 10.3 Warrant – No.: [●] THIS WARRANT AND ANY SHARES ACQUIRED UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AND MAY NOT BE TRANSFERRED, SOLD OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT REGISTRATION IS NOT REQUIRED UNDER SUCH AC

May 22, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number: 000-21990 Oncotelic Therapeuti

May 19, 2023 EX-3.2

Amended and Restated By-Laws

Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF ONCOTELIC THERAPEUTICS, INC. a Delaware Corporation (Approved and Adopted on May 18, 2023 by the Board of Directors of Oncotelic Therapeutics, Inc) TABLE OF CONTENTS Page ARTICLE I CORPORATE OFFICES 3 1.1 Registered Office 3 1.2 Other Offices 3 ARTICLE II MEETINGS OF STOCKHOLDERS 3 2.1 Place of Meetings 3 2.2 Annual Meetings 3 2.3 Special Meetings 5 2.4 N

May 19, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 18, 2023 ONCOTELIC THERAPEUTIC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 18, 2023 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commissio

May 15, 2023 NT 10-Q

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 000-21990 Notification of Late Filing (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form N-SAR For Period Ended: March 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report on F

May 2, 2023 424B3

ONCOTELIC THERAPEUTICS, INC. 33,863,445 SHARES OF COMMON STOCK

Filed Pursuant to Rule 424(b)(3) Registration No. 333-256448 PROSPECTUS ONCOTELIC THERAPEUTICS, INC. 33,863,445 SHARES OF COMMON STOCK This prospectus relates to the resale of shares of our Common stock, par value $0.01 per share (the “Common Stock”), of an aggregate of 33,863,445 Common Stock Shares pursuant to our May 3, 2021 Equity Purchase Agreement which may be offered by Peak One Opportunity

April 20, 2023 POS AM

As filed with the Securities and Exchange Commission on April 14, 2023

As filed with the Securities and Exchange Commission on April 14, 2023 Registration No.

April 20, 2023 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (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, 2022 ☐ TRANSITION REPORT PURS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (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, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-21990 Oncotelic Ther

April 20, 2023 EX-FILING FEES

Filing Fees Exhibit

Exhibit 107 CALCULATION OF REGISTRATION FEE Title of each class of securities to be Registered Amount to be Registered Proposed Maximum Offering Price Per Share Proposed Maximum Aggregate Offering Price Amount of Registration Fee Common Stock, $.

April 17, 2023 POS AM

As filed with the Securities and Exchange Commission on April 14, 2023

As filed with the Securities and Exchange Commission on April 14, 2023 Registration No.

April 17, 2023 EX-FILING FEES

Filing Fees Exhibit

Exhibit 107 CALCULATION OF REGISTRATION FEE Title of each class of securities to be Registered Amount to be Registered Proposed Maximum Offering Price Per Share Proposed Maximum Aggregate Offering Price Amount of Registration Fee Common Stock, $.

April 14, 2023 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 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, 2022 ☐ TRANSITION REPORT PURSUA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 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, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-21990 Oncotelic Therap

April 3, 2023 NT 10-K

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 001-21990 Notification of Late Filing (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form N-SAR For Period Ended: December 31, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report o

March 13, 2023 EX-99.1

High Intra-Tumor TGF-β2 Predicts Poor Survival in Pediatric Cancer of the Brainstem

Exhibit 99.1 High Intra-Tumor TGF-β2 Predicts Poor Survival in Pediatric Cancer of the Brainstem -The TGFβ1 and TGFβ3 isoforms are predictive —Validation of TGFβ2 as therapeutic target AGOURA HILLS, Calif., March 13, 2023 (GLOBE NEWSWIRE) – Oncotelic Therapeutics, Inc (OTCQB:OTLC) (“Oncotelic”, the “Company” or “We”), a developer of treatments for rare and orphan indications, including Parkinson’s

March 13, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 9, 2023 ONCOTELIC THERAPEUTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 9, 2023 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commissi

March 2, 2023 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 28, 2023 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Comm

January 3, 2023 EX-99.1

– JV continues to advance to its IPO - OT-101 immunotherapy expanding with at least 10 planned IIS clinical trials for 2023 - OT-101 commercialization effort expanding on multiple fronts - Manufacturing and DAO capabilities being built with platform

Exhibit 99.1 Oncotelic Issues Year End Message to Shareholders ? JV continues to advance to its IPO - OT-101 immunotherapy expanding with at least 10 planned IIS clinical trials for 2023 - OT-101 commercialization effort expanding on multiple fronts - Manufacturing and DAO capabilities being built with platform launched slated for 2023 AGOURA HILLS, Calif., Dec. 28, 2022 (GLOBE NEWSWIRE) ? Oncotel

January 3, 2023 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 28, 2022 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Comm

December 20, 2022 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 19, 2022 ONCOTELIC THERAP

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 19, 2022 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Comm

December 20, 2022 EX-99.1

EX-99.1

Exhibit 99.1

December 20, 2022 EX-99.2

Oncotelic Presents Clinical Data of Confirming TGF-β2 as the appropriate target for gliomas at JCA-AACR Meeting 2022

Exhibit 99.2 Oncotelic Presents Clinical Data of Confirming TGF-β2 as the appropriate target for gliomas at JCA-AACR Meeting 2022 -Reduced TGF-β2, but not TGF-β1 nor TGF-β3, is associated with improved OS. AGOURA HILLS, Calif., Dec. 19, 2022 (GLOBE NEWSWIRE) – Oncotelic Therapeutics, Inc (OTCQB:OTLC) (“Oncotelic”, the “Company” or “We”), a clinical stage biotechnology company, today announced toda

November 18, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number: 000-21990 Oncotelic Therap

November 14, 2022 NT 10-Q

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25

NT 10-Q 1 formnt10q.htm U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 001-21990 Notification of Late Filing (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form N-SAR For Period Ended: September 30, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 1

August 22, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number: 000-21990 Oncotelic Therapeutic

August 15, 2022 NT 10-Q

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 001-21990 Notification of Late Filing (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form N-SAR For Period Ended: June 30, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report on Fo

July 15, 2022 EX-99.2

Oncotelic Announces Presentation of P001- OT-101 Phase 1/2 Trial in Pancreatic Cancer

Exhibit 99.2 Oncotelic Announces Presentation of P001- OT-101 Phase 1/2 Trial in Pancreatic Cancer AGOURA HILLS, Calif., July 12th, 2022 ? Oncotelic Therapeutics, Inc. (?Oncotelic? or the ?Company?) (OTCQB:OTLC), developer of treatments for rare and orphan indications, including Parkinson Disease and various cancers, today announced that the Company presentation at 7th JCA-AACR Special Joint Confe

July 15, 2022 EX-99.1

EX-99.1

Exhibit 99.1

July 15, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 12, 2022 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commissi

June 27, 2022 EX-10.1

Securities Purchase Agreement between Oncotelic Therapeutics Inc. and certain accredited investors dated June 22, 2022

Exhibit 10.1

June 27, 2022 EX-10.2

Convertible Promissory Note.

Exhibit 10.2

June 27, 2022 8-K

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 22, 2022 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commissi

June 22, 2022 EX-99.1

BIO2022 Presentation

Exhibit 99.1

June 22, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 15, 2022 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commissi

June 22, 2022 EX-99.2

Oncotelic Provides Update on OT-101 at the 2022 BIO International Convention

Exhibit 99.2 Oncotelic Provides Update on OT-101 at the 2022 BIO International Convention AGOURA HILLS, Calif., June 15th, 2022 ? Oncotelic Therapeutics, Inc. (?Oncotelic? or the ?Company?) (OTCQB:OTLC), developer of treatments for rare and orphan indications, including Parkinson Disease and various cancers, today announced that the Company presentation at BIO International Convention is now avail

June 3, 2022 8-K

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 27, 2022 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commissio

June 3, 2022 EX-10.1

Securities Purchase Agreement between Oncotelic Therapeutics Inc. and certain accredited investors dated May 27, 2022

Exhibit 10.1

June 3, 2022 EX-10.2

Convertible Promissory Note.

Exhibit 10.2

May 23, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number: 000-21990 Oncotelic Therapeuti

May 16, 2022 NT 10-Q

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25

NT 10-Q 1 formnt10q.htm U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 001-21990 Notification of Late Filing (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form N-SAR For Period Ended: March 31, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q

May 11, 2022 424B3

ONCOTELIC THERAPEUTICS, INC. 33,863,445 SHARES OF COMMON STOCK

Filed Pursuant to Rule 424(b)(3) Registration No. 333-256448 PROSPECTUS ONCOTELIC THERAPEUTICS, INC. 33,863,445 SHARES OF COMMON STOCK This prospectus relates to the resale of shares of our Common stock, par value $0.01 per share (the “Common Stock”), of an aggregate of 33,863,445 Common Stock Shares pursuant to our May 3, 2021 Equity Purchase Agreement which may be offered by Peak One Opportunity

May 6, 2022 EX-10.2

Independent consulting agreement between Oncotelic Therapeutics, Inc. and Seymour Fein, MD dated May 1, 2022

Exhibit 10.2

May 6, 2022 8-K

Financial Statements and Exhibits, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 1, 2022 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commission

May 6, 2022 EX-99.1

Oncotelic Appoints Fatih Uckun, M.D., Ph.D., as Chief Medical Officer

Exhibit 99.1 Oncotelic Appoints Fatih Uckun, M.D., Ph.D., as Chief Medical Officer AGOURA HILLS, Calif., May 3rd, 2022 ? Oncotelic Therapeutics, Inc. (?Oncotelic? or the ?Company? or ?We?) (OTCQB:OTLC), today announced the appointment of Dr. Fatih Uckun as its Chief Medical Officer. Dr. Uckun will be responsible for execution of internal company led registrational trials. ?The addition of Dr. Ucku

May 6, 2022 EX-99.2

Oncotelic Appoints Seymour Fein M.D. as Chief Regulatory Officer

Exhibit 99.2 Oncotelic Appoints Seymour Fein M.D. as Chief Regulatory Officer AGOURA HILLS, Calif., May 4th, 2022 ? Oncotelic Therapeutics, Inc. (?Oncotelic? or the ?Company?) (OTCQB:OTLC), today announced the appointment of Dr. Seymour Fein as its Chief Regulatory Officer. Dr. Fein will guide the company registration trials through their global submissions including FDA, EMA, and NMPA. ?With the

May 6, 2022 EX-10.1

Independent consulting agreement between Oncotelic Therapeutics, Inc. and Fatih Uckun, MD, Ph.D. dated May 1, 2022

Exhibit 10.1

April 26, 2022 POS AM

As filed with the Securities and Exchange Commission on April 26, 2022

As filed with the Securities and Exchange Commission on April 26, 2022 Registration No.

April 26, 2022 EX-FILING FEES

Filing Fees Exhibit

Exhibit 107 CALCULATION OF REGISTRATION FEE Title of each class of securities to be Registered Amount to be Registered Proposed Maximum Offering Price Per Share Proposed Maximum Aggregate Offering Price Amount of Registration Fee Common Stock, $.

April 15, 2022 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 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, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-21990 Oncotelic Therap

April 13, 2022 EX-99.1

Letter to Oncotelic Shareholders on the Recently Completed Joint Venture Transaction with Dragon Overseas Capital Limited

Exhibit 99.1 Letter to Oncotelic Shareholders on the Recently Completed Joint Venture Transaction with Dragon Overseas Capital Limited AGOURA HILLS, Calif., April 7th , 2022 ? Oncotelic Therapeutics, Inc. (?Oncotelic? or the ?Company?) (OTCQB:OTLC), issued the following shareholder letter today. Dear Fellow Shareholders, We would like to thank you for being part of our mission at Oncotelic which i

April 13, 2022 EX-99.2

AACR Poster

Exhibit 99.2

April 13, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 7, 2022 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commissi

April 6, 2022 EX-99.1

Oncotelic and Dragon Overseas Capital Limited Completed Joint Venture Transaction

Exhibit 99.1 Oncotelic and Dragon Overseas Capital Limited Completed Joint Venture Transaction AGOURA HILLS, Calif., April 4th, 2022 ? Oncotelic Therapeutics, Inc. (?Oncotelic? or the ?Company?) (OTCQB:OTLC), today announced the formation of a Joint Venture (?JV?) with Dragon Overseas Capital Limited (?Dragon Overseas?). Dragon Overseas is a company affiliated with Golden Mountain Partners, LLC. ?

April 6, 2022 EX-10.3

License Agreement between Oncotelic Therapeutics, Inc. and Sapu Holdings, LLC dated March 31, 2022

EX-10.3 4 ex10-3.htm Exhibit 10.3

April 6, 2022 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 31, 2022 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commiss

April 6, 2022 EX-10.2

License Agreement between Oncotelic Therapeutics, Inc. and GMP Biotechnology Limited dated March 31, 2022

Exhibit 10.2

April 6, 2022 EX-10.1

Joint Venture Agreement relating to GMP Biotechnology Limited between Dragon Overseas Capital Limited, Oncotelic Therapeutics, Inc. and GMP Biotechnology Limited dated March 31, 2022

EX-10.1 2 ex10-1.htm Exhibit 10.1

April 4, 2022 8-K

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 29, 2022 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commiss

April 1, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 31, 2022 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commiss

April 1, 2022 EX-99.1

MedInvest Presentation

Exhibit 99.1

March 31, 2022 NT 10-K

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25

NT 10-K 1 formnt10-k.htm U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 000-21990 Notification of Late Filing (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form N-SAR For Period Ended: December 31, 2021 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 1

February 17, 2022 8-K

Other Events, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 14, 2022 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Comm

February 17, 2022 EX-99.1

EXTENSION OF THE LETTER OF INTENT

Exhibit 99.1

February 15, 2022 8-K

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Unregistered Sales of Equity Securities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 9, 2022 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commi

February 9, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 7, 2022 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commi

February 9, 2022 EX-99.1

BiotechGate Presentation

Exhibit 99.1

February 2, 2022 EX-10.2

Form of Convertible Promissory Note issued by the Company dated January 31, 2022

Exhibit 10.2 UNSECURED CONVERTIBLE PROMISSORY NOTE US$500,000.00 , 2022 FOR VALUE RECEIVED ONCOTELIC THERAPEUTICS, INC., a Delaware Corporation (the ?Company?), promises to pay to Golden Mountain Partners, LLC, a California Limited Liability Company (the ?Holder?), in lawful money of the United States of America, the principal amount of FIVE HUNDRED THOUSAND DOLLARS (US$500,000), together with int

February 2, 2022 8-K

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 31, 2022 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commi

February 2, 2022 EX-10.1

Form of Unsecured Convertible Note Purchase Agreement between the Company and Golden Mountain Partners dated January 31, 2022

Exhibit 10.1 UNSECURED CONVERTIBLE NOTE PURCHASE AGREEMENT THIS UNSECURED CONVERTIBLE NOTE PURCHASE AGREEMENT (the ?Agreement?) is made and entered into as of (the ?Effective Date?), between Oncotelic Therapeutics, Inc., a Delaware corporation (the ?Company?), on the one hand, and Golden Mountain Partners, LLC, a California Limited Liability Company (the ?Purchaser?), on the other hand. WHEREAS, P

January 28, 2022 EX-99.1

Biomarker for Agnostic Approval

Exhibit 99.1

January 28, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 26, 2022 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commi

December 23, 2021 EX-16.1

Letter from Baker Tilly US, LLP addressed to the Securities and Exchange Commission, dated December 21, 2021.

Exhibit 16.1 December 21, 2021 Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Dear Ladies and Gentlemen: We are the former independent registered public accounting firm for Oncotelic Therapeutics, Inc. (the ?Company?). We have read the Company?s disclosure set forth in Item 4.01 ?Changes in Registrant?s Certifying Accountant? of the Company?s Current Report on Form 8-K da

December 23, 2021 8-K

Changes in Registrant's Certifying Accountant, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 21, 2021 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Comm

December 15, 2021 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 9, 2021 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commi

December 1, 2021 8-K

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 24, 2021 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Comm

December 1, 2021 EX-10.1

Form of Securities Purchase Agreement by and between the Company and certain accredited investors dated March 29, 2022

EX-10.1 2 ex10-1.htm Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of November 24, 2021, by and between ONCOTELIC THERAPEUTICS, INC., a Delaware corporation, with headquarters located at 29397 Agoura Road, Suite 107, Agoura Hills, CA 91301 (the “Company”), and , a , with its address at (the “Buyer”). WHEREAS: A. The Company and the Buyer

December 1, 2021 EX-10.2

Form of Convertible Notes by and between the Company certain accredited investors

EX-10.2 3 ex10-2.htm Exhibit 10.2 THIS INSTRUMENT CONTAINS AN AFFIDAVIT OF CONFESSION OF JUDGMENT PROVISION WHICH CONSTITUTES A WAIVER OF IMPORTANT RIGHTS BORROWER MAY HAVE AND ALLOWS THE HOLDER TO OBTAIN A JUDGMENT AGAINST BORROWER WITHOUT ANY FURTHER NOTICE. NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTI

December 1, 2021 EX-10.3

Finder’s Fee Agreement between Oncotelic Therapeutics, Inc. and JH Darbie & Co., Inc., dated October 26, 202.

Exhibit 10.3

November 24, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 23, 2021 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Comm

November 24, 2021 8-K

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 23, 2021 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Comm

November 24, 2021 EX-99.1

ONCOTELIC THERAPEUTICS, INC. AND SUBSIDIARIES Consolidated STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED SEPTEMBER 30

EX-99.1 2 ex99-1.htm Exhibit 99.1 ONCOTELIC PROVIDES 3RD QUARTER 2021 COMPARED TO 3RD QUARTER 2020 FINANCIAL RESULTS AND CORPORATE UPDATE AGOURA HILLS, Calif., November 23, 2021 – Oncotelic Therapeutics, Inc. (“Oncotelic” or the “Company”) (OTCQB:OTLC) today announced financial results for the third quarter ended September 30, 2021 (“Q3 2021”), as well as an update on its product and therapeutic d

November 24, 2021 EX-99.1

Oncotelic Announces positive topline data for OT-101 C001 COVID Study

Exhibit 99.1 Oncotelic Announces positive topline data for OT-101 C001 COVID Study AGOURA HILLS, Calif., November, 23 2021 - Oncotelic Therapeutics, Inc. (?Oncotelic? or the ?Company?) (OTCQB:OTLC), a leading developer of TGF-? therapeutics for oncology and virology, today announced that its COVID-19 trial (?C001?) for OT-101 has successfully met its safety and efficacy endpoints. OT-101 is a firs

November 22, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number: 000-21990 Oncotelic Therap

November 16, 2021 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 16, 2021 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Comm

November 16, 2021 EX-99.1

Oncotelic Announces Successful Completion of the Safety Evaluation of a TGF-β Inhibitor (OT-101) and IL-2 (Aldesleukin) in Phase 1 Combination Trial in Solid Tumor Cancers

Exhibit 99.1 Oncotelic Announces Successful Completion of the Safety Evaluation of a TGF-? Inhibitor (OT-101) and IL-2 (Aldesleukin) in Phase 1 Combination Trial in Solid Tumor Cancers AGOURA HILLS, CA, November 16, 2021 - Oncotelic Therapeutics, Inc. (?Oncotelic? or the ?Company?) (OTCQB:OTLC), a leading developer of TGF-? therapeutics for oncology and virology, provided an update on ongoing OT-1

November 15, 2021 NT 10-Q

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25

NT 10-Q 1 formnt10q.htm U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 001-21990 Notification of Late Filing (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form N-SAR For Period Ended: September 30, 2021 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 1

October 28, 2021 EX-10.2

Promissory Note issued to Golden Mountain Partners, LLC, by Oncotelic Therapeutics, Inc. dated October 25, 2021

Exhibit 10.2 UNSECURED CONVERTIBLE PROMISSORY NOTE US$500,000.00 October 25, 2021 FOR VALUE RECEIVED ONCOTELIC THERAPEUTICS, INC., a Delaware Corporation (the ?Company?), promises to pay to Golden Mountain Partners, LLC, a California Limited Liability Company (the ?Holder?), in lawful money of the United States of America, the principal amount of FIVE HUNDRED THOUSAND DOLLARS (US$500,000), togethe

October 28, 2021 8-K

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 25, 2021 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commi

October 28, 2021 EX-10.1

Unsecured Convertible Note Purchase Agreement by and between the Company and Golden Mountain Partners LLC dated October 25, 2021

Exhibit 10.1 UNSECURED CONVERTIBLE NOTE PURCHASE AGREEMENT THIS UNSECURED CONVERTIBLE NOTE PURCHASE AGREEMENT (the ?Agreement?) is made and entered into as of October 25, 2021 (the ?Effective Date?), between Oncotelic Therapeutics, Inc., a Delaware corporation (the ?Company?), on the one hand, and Golden Mountain Partners, LLC, a California Limited Liability Company (the ?Purchaser?), on the other

October 4, 2021 EX-10.1

Licensing Agreement by and between the Company and Autotelic Inc dated September 30, 2021

EX-10.1 2 ex10-1.htm Exhibit 10.1 LICENSE AGREEMENT BETWEEN ONCOTELIC THERAPEUTICS, INC. AND AUTOTELIC INC. September 30, 2021 TABLE OF CONTENTS Page No ARTICLE 1. DEFINITIONS 2 ARTICLE 2. LICENSES 4 ARTICLE 3. MILESONE PAYMENTS 4 ARTICLE 4. PAYMENTS 5 ARTICLE 5. TRANSFER OF KNOW-HOW; TECHNICAL ASSISTANCE 5 ARTICLE 6. PROGRAM PURCHASE OPTION 6 ARTICLE 7. SAFETY INFORMATION EXCHANGE 6 ARTICLE 8. PA

October 4, 2021 EX-99.1

Oncotelic Acquires FAST TO MARKET LATE-STAGE drug candidate for Parkinson Disease, Erectile Dysfunction, and Female Sexual Dysfunction.

Exhibit 99.1 Oncotelic Acquires FAST TO MARKET LATE-STAGE drug candidate for Parkinson Disease, Erectile Dysfunction, and Female Sexual Dysfunction. AGOURA HILLS, Calif., October 4, 2021 - Oncotelic Therapeutics, Inc. (?Oncotelic? or the ?Company?) (OTCQB:OTLC), executed an exclusive licensing agreement on September 30, 2021, with Autotelic Inc., to license intranasal apomorphine (?AL-101?). Oncot

October 4, 2021 8-K

Entry into a Material Definitive Agreement, Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 30, 2021 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Com

September 27, 2021 EX-10.2

Promissory Note issued to Golden Mountain Partners, LLC, by Oncotelic Therapeutics, Inc., dated September 21, 2021

EX-10.2 3 ex10-2.htm Exhibit 10.2 UNSECURED CONVERTIBLE PROMISSORY NOTE $1,500,000.00 September 21, 2021 FOR VALUE RECEIVED ONCOTELIC THERAPEUTICS, INC., a Delaware Corporation (the “Company”), promises to pay to Golden Mountain Partners, LLC, a California Limited Liability Company (the “Holder”), in lawful money of the United States of America, the principal amount of ONE MILLION FIVE HUNDRED THO

September 27, 2021 EX-10.1

Unsecured Convertible Note Purchase Agreement by and between the Company and Golden Mountain Partners LLC dated September 21, 2021

Exhibit 10.1 UNSECURED CONVERTIBLE NOTE PURCHASE AGREEMENT THIS UNSECURED CONVERTIBLE NOTE PURCHASE AGREEMENT (the ?Agreement?) is made and entered into as of September 21, 2021 (the ?Effective Date?), between Oncotelic Therapeutics, Inc., a Delaware corporation (the ?Company?), on the one hand, and Golden Mountain Partners, LLC, a California Limited Liability Company (the ?Purchaser?), on the oth

September 27, 2021 424B3

ONCOTELIC THERAPEUTICS, INC. 70,618,065 Shares of Common Stock

424B3 1 form-424b3.htm Filed Pursuant to Rule 424(b)(3) PROSPECTUS Registration No. 333-258984 ONCOTELIC THERAPEUTICS, INC. 70,618,065 Shares of Common Stock This prospectus relates to the offer and sale of up to 70,618,065 shares of Common Stock of Oncotelic Therapeutics, Inc., a Delaware corporation (the “Company”) by the selling stockholders identified herein. The shares of Common Stock being r

September 27, 2021 8-K

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 21, 2021 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Com

September 8, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 3, 2021 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Comm

September 8, 2021 EX-99.1

AL-101 Presentation dated September 3, 2021

Exhibit 99.1

September 8, 2021 S-3/A

As filed with the Securities and Exchange Commission on September 7, 2021

As filed with the Securities and Exchange Commission on September 7, 2021 Registration No.

September 3, 2021 EX-10.1

Licensing Agreement by and between the Company and Autotelic Inc dated August 31, 2021

Exhibit 10.1 Oncotelic Therapeutics, Inc. 29397 Agoura Rd., Suite 107 Agoura Hills, CA 91301 STRICTLY CONFIDENTIAL Oncotelic Therapeutics, Inc (Oncotelic) and Autotelic Inc. (Autotelic) Term Sheet The following term sheet (?Term Sheet?) sets forth a summary of the basic terms of a contemplated licensing transaction (?Transaction?), wherein Oncotelic, a Delaware Corporation with its shares traded o

September 3, 2021 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 31, 2021 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commis

September 3, 2021 EX-99.1

Oncotelic to Acquire LATE-STAGE drug candidate for Parkinson Disease, Erectile Dysfunction, and Female Sexual Dysfunction.

EX-99.1 3 ex99-1.htm Exhibit 99.1 Oncotelic to Acquire LATE-STAGE drug candidate for Parkinson Disease, Erectile Dysfunction, and Female Sexual Dysfunction. AGOURA HILLS, Calif., September 1, 2021 - Oncotelic Therapeutics, Inc. (“Oncotelic” or the “Company”) (OTCQB:OTLC), executed a binding term sheet with Autotelic Inc. to license AL-101 (intranasal apomorphine). Oncotelic intends to develop AL-1

August 26, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 24, 2021 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commis

August 26, 2021 EX-99.2

PulmoHealTM Presentation dated August 24, 2021

EX-99.2 3 ex99-2.htm Exhibit 99.2

August 26, 2021 EX-99.1

/ ArtiVeda

EX-99.1 2 ex99-1.htm Exhibit 99.1 PulmoHealTM/ ArtiVedaTM IS CLINICALLY ACTIVE AGAINST MILD AND MODERATE COVID-19. AGOURA HILLS, Calif., August 24, 2021 - Oncotelic Therapeutics, Inc. (“Oncotelic” or the “Company”) (OTCQB:OTLC), a leading developer of TGF-β therapeutics for oncology and COVID-19, reported today that PulmoHealTM/ ArtiVedaTM has proven active against mild and moderate COVID-19 follo

August 20, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2021 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number: 000-21990 Oncotelic Therapeutic

August 20, 2021 S-3

As filed with the Securities and Exchange Commission on August 20, 2021

As filed with the Securities and Exchange Commission on August 20, 2021 Registration No.

August 17, 2021 EX-99.2

GMP transaction presentation

Exhibit 99.2

August 17, 2021 8-K

Other Events, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 16, 2021 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commis

August 17, 2021 EX-99.1

ONCOTELIC AND GOLDEN MOUNTAIN PARTNERS FORMING A JOINT VENTURE FOR IPO

EX-99.1 2 ex99-1.htm Exhibit 99.1 ONCOTELIC AND GOLDEN MOUNTAIN PARTNERS FORMING A JOINT VENTURE FOR IPO AGOURA HILLS, Calif., August 16, 2021 - Oncotelic Therapeutics, Inc. (“Oncotelic” or the “Company”) (OTCQB:OTLC), a leading developer of TGF-β therapeutics for oncology and COVID-19 and Golden Mountain Partners, (“GMP”) announced that they are forming a joint venture (“JV”) to advance clinical

August 16, 2021 NT 10-Q

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 001-21990 Notification of Late Filing (Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form N-SAR For Period Ended: June 30, 2021 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [ ] Tra

August 5, 2021 8-K

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 4, 2021 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commiss

August 5, 2021 EX-10.1

Form of Convertible Promissory Note, issued by the Company under the Note Purchase Agreement dated as of August 4, 2021.

Exhibit 10.1 CONVERTIBLE PROMISSORY NOTE THIS NOTE AND THE SECURITIES ISSUABLE UPON CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH TRANSFER MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED

August 5, 2021 EX-10.2

Form of Note Purchase Agreement by and between the Company and Autotelic Inc. dated August 4, 2021

Exhibit 10.2 NOTE PURCHASE AGREEMENT THIS NOTE PURCHASE AGREEMENT (?Agreement?) is made as of August 4, 2021 by and among Oncotelic Therapeutics, Inc., a Delaware corporation (f/k/a Mateon Therapeutics, Inc. and now the ?Company?), and the lender (each individually a ?Lender,? and collectively the ?Lenders?) named on the Schedule of Lenders attached hereto (the ?Schedule of Lenders?). Capitalized

July 20, 2021 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 16, 2021 ONCOTELIC THERAPEUTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 16, 2021 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commissi

July 2, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 28, 2021 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commissi

June 15, 2021 8-K

Other Events, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 11, 2021 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commissi

June 15, 2021 EX-99.1

ONCOTELIC CLOSES COVID-19 CLINICAL TRIAL EARLY.

EX-99.1 2 ex99-1.htm Exhibit 99.1 ONCOTELIC CLOSES COVID-19 CLINICAL TRIAL EARLY. AGOURA HILLS, California, June 15, 2021 (GLOBE NEWSWIRE) — Oncotelic Therapeutics, Inc. (OTCQB:OTLC) (“Oncotelic” or the “Company”), a leading developer of TGF-β therapeutics for oncology, infectious diseases and respiratory health announced that, as of June 11, 2021, Oncotelic has discontinued enrollment in its OT-1

June 3, 2021 424B3

PROSPECTUS ONCOTELIC THERAPEUTICS, INC. 33,863,445 SHARES OF COMMON STOCK

Filed Pursuant to Rule 424(b)(3) Registration No. 333-256448 PROSPECTUS ONCOTELIC THERAPEUTICS, INC. 33,863,445 SHARES OF COMMON STOCK This prospectus relates to the resale of shares of our Common stock, par value $0.01 per share (the “Common Stock”), of an aggregate of 33,863,445 Common Stock Shares pursuant to our May 3, 2021 Equity Purchase Agreement which may be offered by Peak One Opportunity

June 1, 2021 EX-10.1

Form of Securities Purchase Agreement by and between the Company and Geneva Roth Remark Holding, Inc dated May 25, 2021

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the ?Agreement?), dated as of May 25, 2021, by and between ONCOTELIC THERAPEUTICS, INC., a Delaware corporation, with its address at 29397 Agoura Road, Suite 107, Agoura Hills, CA 91301 (the ?Company?), and GENEVA ROTH REMARK HOLDINGS, INC., a New York corporation, with its address at 111 Great Neck Road, Suite 216, Gre

June 1, 2021 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 25, 2021 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commissio

June 1, 2021 EX-10.2

Form of Note, dated May 25, 2021

Exhibit 10.2 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE

May 28, 2021 CORRESP

May 28, 2021

May 28, 2021 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

May 24, 2021 S-1

Form for Registration of Securities

As filed with the Securities and Exchange Commission on May 24, 2021 Registration No.

May 24, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

10-Q 1 form10q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2021 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number: 000-219

May 17, 2021 NT 10-Q

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25

NT 10-Q 1 formnt10-q.htm U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 001-21990 Notification of Late Filing (Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form N-SAR For Period Ended: March 31, 2021 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition R

May 7, 2021 EX-10.1

Equity Purchase Agreement by and between Oncotelic Therapeutics, Inc., and Peak One Opportunity Fund, L.P., dated May 3, 2021

EX-10.1 2 ex10-1.htm Exhibit 10.1 EQUITY PURCHASE AGREEMENT This equity purchase agreement is entered into as of May 3, 2021 (this “Agreement”), by and between Oncotelic Therapeutics, Inc., a Delaware corporation (the “Company”), and Peak One Opportunity Fund, L.P., a Delaware limited partnership (the “Investor”). WHEREAS, the parties desire that, upon the terms and subject to the conditions conta

May 7, 2021 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Unregistered Sales of Equity Securities

8-K 1 form8-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 3, 2021 ONCOTELIC THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorpor

May 7, 2021 EX-10.2

Registration Rights Agreement, by and between Oncotelic Therapeutics, Inc., and Peak One Opportunity Fund, L.P., dated May 3, 2020

EX-10.2 3 ex10-2.htm Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of May 3, 2021, by and between Oncotelic Therapeutics, Inc., a Delaware corporation (the “Company”), and PEAK ONE OPPORTUNITY FUND, L.P., a Delaware limited partnership (together with it permitted assigns, the “Investor”). Capitalized terms used herein and not otherwise define

April 21, 2021 EX-99.1

ONCOTELIC THERAPEUTICS, INC. ANNOUNCES POSITIVE TOP LINE DATA FOR ARTI-19 CLINICAL TRIAL EVALUATING PULMOHEAL

EX-99.1 2 ex99-1.htm Exhibit 99.1 ONCOTELIC THERAPEUTICS, INC. ANNOUNCES POSITIVE TOP LINE DATA FOR ARTI-19 CLINICAL TRIAL EVALUATING PULMOHEALTM VERSUS COVID-19. AGOURA HILLS, Calif., April 20, 2021 - Oncotelic Therapeutics, Inc. (“Oncotelic” or the “Company”) (OTCQB:OTLC), a leading developer of TGF-β therapeutics for oncology and COVID-19, reports positive top line data from its COVID-19 clinic

April 21, 2021 8-K

Other Events, Financial Statements and Exhibits

8-K 1 form8-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 20, 2021 ONCOTELIC THERAPEUTICS, INC. (Formerly Mateon Therapeutics, Inc.) (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168

April 19, 2021 S-8

-

As filed with the Securities and Exchange Commission on April 16, 2021 Registration Statement No.

April 19, 2021 EX-10.1

Amendment to the Oncotelic Therapeutics, Inc. 2015 Equity Incentive Plan

EX-10.1 3 ex10-1.htm Exhibit 10.1 AMENDMENT TO THE OXIGENE, INC. 2015 EQUITY INCENTIVE PLAN The OXiGENE, Inc. 2015 Equity Incentive Plan (the “2015 Plan”) is hereby amended, effective as of the date of adoption of this Amendment by the Board of Directors of Oncotelic Therapeutics, Inc. (the “Company”): 1. The name of the Plan is hereby amended in its entirety to: “ONCOTELIC THERAPEUTICS, INC. 2015

April 15, 2021 10-K

Annual Report -

10-K 1 form10-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number:

April 15, 2021 EX-3.5

Certificate of Amendment to the Certificate of Incorporation dated September 24, 2020.

EX-3.5 2 ex3-5.htm Exhibit 3.5

April 1, 2021 NT 10-K

-

NT 10-K 1 form12b25-03312021060302.htm OMB APPROVAL OMB Number: 3235-0058 Expires: October 31, 2018 Estimated average burden hours per response ... 2.50 SEC FILE NUMBER 001-21990 CUSIP NUMBER UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): [ x ] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form 10-D [ ] Form N-

March 30, 2021 EX-99.1

ONCOTELIC THERAPEUTICS, INC. (FORMERLY MATEON THERAPEUTICS, INC.) NAME AND SYMBOL CHANGE.

Exhibit 99.1 ONCOTELIC THERAPEUTICS, INC. (FORMERLY MATEON THERAPEUTICS, INC.) NAME AND SYMBOL CHANGE. AGOURA HILLS, Calif., March 30, 2021 – Oncotelic Therapeutics, Inc. (“Oncotelic” or the “Company”) (OTCQB:OTLC) (f/k/a Mateon Therapeutics, Inc.) announced today that the Financial Industry Regulatory Authority (“FINRA”) has confirmed the change in the Company’s name and approved the stock symbol

March 30, 2021 8-K

Regulation FD Disclosure, Other Events, Financial Statements and Exhibits

8-K 1 form8-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 30, 2021 ONCOTELIC THERAPEUTICS, INC. (Formerly Mateon Therapeutics, Inc.) (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168

March 26, 2021 EX-10.4

Form of Note

EX-10.4 6 ex10-4.htm Exhibit 10.4 Warrant – No.: [●] THIS WARRANT AND ANY SHARES ACQUIRED UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AND MAY NOT BE TRANSFERRED, SOLD OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT REGISTRATION IS NOT R

March 26, 2021 EX-10.3

Form of Mateon Warrant

EX-10.3 5 ex10-3.htm Exhibit 10.3 Warrant – No.: [•] THIS WARRANT AND ANY SHARES ACQUIRED UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AND MAY NOT BE TRANSFERRED, SOLD OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT REGISTRATION IS NOT R

March 26, 2021 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 22, 2021 MATEON THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commissio

March 26, 2021 EX-10.1

Subscription Agreement by and between the Company and certain accredited investors dated

Exhibit 10.1 SUBSCRIPTION AGREEMENT AND INVESTMENT LETTER Date: To the Board of Directors J H Darbie & Co., Inc. 40 Wall Street 30th Floor New York, New York 10005 Attention: Xavier Vicuna Re: Subscription to Purchase Units of Mateon Therapeutics, Inc. Ladies and Gentlemen: This Subscription Agreement (this ?Subscription Agreement?) is being delivered to the purchaser identified on the signature p

March 26, 2021 EX-10.2

Form of Edgepoint Warrant

EX-10.2 3 ex10-2.htm Exhibit 10.2 February 25, 2020 Mateon Therapeutics, Inc. 29397 Agoura Road Suite 107 Agoura Hills, CA 91501 Re: Proposed Financing Dear Vuong Trieu, Chief Executive Officer: This letter will confirm the understanding and agreement (the “Agreement”) between J H Darbie & Co., Inc. (“JHD”), and Mateon Therapeutics, Inc. (the “Company”), as follows: 1. Engagement. The Company has

March 26, 2021 EX-10.5

Form of Registration Rights Agreement

Exhibit 10.5 Registered # MATEON THERAPEUTICS,, INC. 16% CONVERTIBLE UNSECURED NOTE DUE , 2021 $ (Date) THIS NOTE IS ISSUED PURSUANT TO AN EXEMPTION FROM THE REGISTRATION PROVISIONS OF THE SECURITIES ACT OF 1933 (THE ?ACT?) AND QUALIFICATION PROVISIONS OF APPLICABLE STATE SECURITIES LAWS. NEITHER IT NOR THE SHARES OF COMMON STOCK INTO WHICH IT CAN BE CONVERTED CAN BE SOLD, HYPOTHECATED OR OTHERWIS

March 2, 2021 EX-99.1

******

EX-99.1 2 ex99-1.htm Exhibit 99.1 MATEON THERAPEUTICS AND WINDLAS BIOTECH publish pulmohealtm clinical data against covid-19 in peer-reviewed journals AGOURA HILLS, California, March 1, 2021 (GLOBE NEWSWIRE) — Mateon Therapeutics, Inc. (OTCQB:MATN) (“Mateon”), a leading developer of TGF-β therapeutics for oncology and infectious disease and respiratory health, and Windlas Biotech Pvt. Ltd. (Windla

March 2, 2021 8-K

Other Events, Financial Statements and Exhibits

8-K 1 form8-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 1, 2021 MATEON THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorpora

February 18, 2021 EX-99.2

mateon PARTNERed with chopra foundation on artivedaTM

EX-99.2 3 ex99-2.htm Exhibit 99.2 mateon PARTNERed with chopra foundation on artivedaTM AGOURA HILLS, California – February 16, 2021 - Mateon Therapeutics, Inc. (OTCQB:MATN) (“Mateon”), a leading developer of TGF-β therapeutics for oncology and infectious disease and respiratory health, announced a global partnership with Chopra Foundation, a non-profit, to collaborate on research and development

February 18, 2021 EX-99.1

PulmoHealTM product description

EX-99.1 2 ex99-1.htm Exhibit 99.1

February 18, 2021 8-K

Other Events, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 16, 2021 MATEON THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commiss

February 2, 2021 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 27, 2021 MATEON THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commissi

February 2, 2021 8-K

Other Events, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 25, 2021 MATEON THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commissi

February 2, 2021 8-K

Other Events, Financial Statements and Exhibits -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 2, 2021 MATEON THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commissi

February 2, 2021 EX-99.1

Mateon Therapeutics, Inc.

EX-99.1 2 ex99-1.htm Exhibit 99.1 Source: Mateon Therapeutics, Inc. January 25, 2021 07:00 ET MATEON LAUNCHING MOBILE APP, ARTIHEALTH™, FOR REMOTE RESPIRATORY HEALTH ASSESSMENT AGOURA HILLS, California, Jan. 25, 2021 (GLOBE NEWSWIRE) — Mateon Therapeutics, Inc. (OTCQB:MATN) (“Mateon”), a leading developer of TGF-β therapeutics for oncology and infectious diseases, announced that it will be launchi

February 2, 2021 EX-99.1

mateon announces completion of arti-19 and publication of positive interim data

EX-99.1 2 ex99-1.htm Exhibit 99.1 mateon announces completion of arti-19 and publication of positive interim data AGOURA HILLS, California, Feb 2, 2021 (GLOBE NEWSWIRE) — Mateon Therapeutics, Inc. (OTCQB:MATN) (“Mateon”), a leading developer of TGF-β therapeutics for oncology and infectious diseases, announced that its ARTI-19 trial, evaluating ARTIVedaTM / PulmoHealTM against COVID-19 in India, h

February 1, 2021 8-K

Other Events, Financial Statements and Exhibits

8-K 1 form8-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 1, 2021 MATEON THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorp

February 1, 2021 EX-99.1

mateon launchES its AI telemedicine platform for post marketing survey to support its drug product for India, PULMOHEAL™

EX-99.1 2 ex99-1.htm Exhibit 99.1 mateon launchES its AI telemedicine platform for post marketing survey to support its drug product for India, PULMOHEAL™ AGOURA HILLS, California, Feb 1, 2021 (GLOBE NEWSWIRE) — Mateon Therapeutics, Inc. (OTCQB:MATN) (“Mateon”), a leading developer of TGF-β therapeutics for oncology and infectious diseases, announce today that it has launched its artificial intell

January 15, 2021 8-K

Other Events, Financial Statements and Exhibits -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 15, 2021 MATEON THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commissi

January 15, 2021 EX-99.1

ARTIVedaTM Product Information

Exhibit 99.1

January 15, 2021 EX-99.2

mateon ANNOUNCES positive Interim Results from arti-19 Clinical Trial evaluating COVID-19 Therapeutic

EX-99.2 3 ex99-2.htm Exhibit 99.2 mateon ANNOUNCES positive Interim Results from arti-19 Clinical Trial evaluating COVID-19 Therapeutic AGOURA HILLS, California, December 13, 2020 — Mateon Therapeutics, Inc. (OTCQB: MATN) (“Mateon”), a leading developer of TGF-β therapeutics for oncology and COVID-19, reported positive interim results from its ARTI-19 clinical trial evaluating ARTIVedaTM against C

December 15, 2020 EX-99.1

Bottomline: Deployed broadly ARTIVedaTM has the ability to stop the pandemic in India by cutting infectivity rate (R0) by at least 50%.

Exhibit 99.1 ARTIVedaTM positioned to address the COVID-19 pandemic in India. Introduction: Mateon Therapeutics, Inc. is a US oncology company focusing on TGF-β inhibitors as therapies against cancers and infectious diseases. Mateon will launch an Ayurvedic therapeutic for COVID-19, with its India partner Windlas Biotech Private Ltd., in late-December 2020. The product, ARTIVedaTM, is a formulated

December 15, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 14, 2020 MATEON THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commiss

December 3, 2020 8-K

Other Events, Financial Statements and Exhibits -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 1, 2020 MATEON THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commissi

December 3, 2020 EX-99.1

EX-99.1

Exhibit 99.1

November 16, 2020 10-Q

Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2020 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number: 000-21990 MATEON THERA

November 16, 2020 EX-10.59

License, Development and Commercialization Agreement between Mateon Therapeutics, Inc. and Windlas Biotech Private Limited dated November 10, 2020

LICENSE, DEVELOPMENT AND COMMERCIALIZATION AGREEMENT This License, Development and Commercialization Agreement (this “Agreement”) is entered into as of this 10th day of October, 2020, (the “Effective Date”) by and between WINDLAS BIOTECH PRIVATE LIMITED, a company incorporated under the laws of India, having its registered office address at Plot No.

November 16, 2020 EX-10.58

Secured Convertible Promissory Note between the Company and Golden Mountain Partners, LLC dated June 27, 2020

Exhibit 10.58 SECURED CONVERTIBLE PROMISSORY NOTE $2,000,000.00 June 27, 2020 FOR VALUE RECEIVED MATEON THERAPEUTICS, INC., a Delaware Corporation (“Company”), promises to pay to Golden Mountain Partners, LLC, a California Limited Liability Company (“Holder”), in lawful money of the United States of America, the principal amount not to exceed TWO MILLION DOLLARS ($2,000,000), together with interes

November 16, 2020 EX-10.57

Loan, Secured Convertible Note Purchase, and Security Agreement between the Company and Golden Mountain Partners, LLC dated June 27, 2020

Exhibit 10.57 LOAN, SECURED CONVERTIBLE NOTE PURCHASE, AND SECURITY AGREEMENT THIS LOAN, SECURED CONVERTIBLE NOTE PURCHASE, AND SECURITY AGREEMENT (the “Agreement”) is made and entered into as of June 27, 2020 (the “Effective Date”), between Mateon Therapeutics, Inc., a Delaware corporation and each of its subsidiaries, including, but not limited to Oncotelic Inc. and PointR Data Inc. (each, a “Su

November 4, 2020 8-K

Changes in Registrant's Certifying Accountant, Financial Statements and Exhibits

8-K 1 form8-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 1, 2020 MATEON THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorp

November 4, 2020 EX-16.1

Letter from Squar Milner, LLP dated November 1, 2020

Exhibit 16.1 November 1, 2020 Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Dear Ladies and Gentlemen: We are the former independent registered public accounting firm for Mateon Therapeutics, Inc. (the “Company”). We have read the Company’s disclosure set forth in Item 4.01 “Changes in Registrant’s Certifying Accountant” of the Company’s Current Report on Form 8-K dated

October 21, 2020 EX-99.1

OT-101 Presentation at Pharma Forum 2020

Exhibit 99.1 OT-101 Presentation at Pharma Forum 2020 AGOURA HILLS, Calif., September 21, 2020 (GLOBE NEWSWIRE) — Mateon Therapeutics “Mateon” (OTC.QB: MATN), a leading developer of TGF-β therapeutics for oncology and COVID-19, announced today that on September 21, 2020, Dr. Vuong Trieu, CEO of Mateon, will be presenting as Webinar “Trabedersen-Drug Development using phosphorothioate antisense pla

October 21, 2020 EX-99.2

MATEON’S PHASE 2 GLOBAL STUDY FOR OT-101/ TGF-β INHIBITOR AGAINST COVID-19 CLEARED FOR PATIENT ENROLLMENT IN ARGENTINA.

Exhibit 99.2 MATEON’S PHASE 2 GLOBAL STUDY FOR OT-101/ TGF-β INHIBITOR AGAINST COVID-19 CLEARED FOR PATIENT ENROLLMENT IN ARGENTINA. AGOURA HILLS, Calif., October 19, 2020 - Mateon Therapeutics, Inc. (“Mateon” or the “Company”) (OTCQB:MATN) announced today the receipt of approval from Republica Argentina – Poder Ejecutivo Nacional, the regulatory agency of Argentina, to initiate the Company’s Phas

October 21, 2020 8-K

Other Events, Financial Statements and Exhibits -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 19, 2020 MATEON THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commissi

October 21, 2020 EX-99.3

Pharma Forum Presentation

Exhibit 99.3

September 30, 2020 8-K

Other Events, Financial Statements and Exhibits -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 30, 2020 MATEON THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commis

September 30, 2020 EX-99.2

Uckun & Trieu Publication of Pediatric AML

Exhibit 99.2

September 30, 2020 EX-99.1

FDA Granted Pediatric Disease Designation for OXi-4503

Exhibit 99.1 FDA Granted Pediatric Disease Designation for OXi-4503 -Treatment of acute myeloid leukemia (AML) due to genetic mutations that disproportionately affect pediatric patients AGOURA HILLS, Calif., September 16, 2020 (GLOBE NEWSWIRE) — Mateon Therapeutics “Mateon” (OTCQB: MATN), a leading developer of TGF-β therapeutics for oncology and COVID-19, announced today that the US Food and Drug

September 28, 2020 8-K

Other Events, Financial Statements and Exhibits -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 28, 2020 MATEON THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commis

September 28, 2020 EX-10.1

Windlas Mateon MOU

Exhibit 10.1 MEMORANDUM OF UNDERSTANDING (MOU) Memorandum of Understanding Between Windlas Biotech Private Limited Dehradun, Uttarakhand, India And Mateon Therapeutics, Inc. Agoura Hills, California, USA RECITALS This Memorandum of Understanding (MOU) sets forth our mutual understanding regarding an intended co-development agreement between Mateon Therapeutics, Inc. (“Mateon”), having a place of b

September 28, 2020 EX-99.1

mateon’s global study for Artemisinin intervention against COVID-19 cleared for patient enrollment in india.

Exhibit 99.1 mateon’s global study for Artemisinin intervention against COVID-19 cleared for patient enrollment in india. AGOURA HILLS, Calif., September 14, 2020 (GLOBE NEWSWIRE) - Mateon Therapeutics “Mateon” (OTC.QB: MATN), a leading developer of TGF-β therapeutics for oncology and COVID-19, announced today that its global study based on its ARTI-19 protocol for Artemisinin Intervention against

September 22, 2020 EX-99.1

Pharma Forum 2020 presentation

Exhibit 99.1

September 22, 2020 EX-99.2

OT-101 Presentation at Pharma Forum 2020

Exhibit 99.2 OT-101 Presentation at Pharma Forum 2020 AGOURA HILLS, Calif., September 21, 2020 (GLOBE NEWSWIRE) — Mateon Therapeutics “Mateon” (OTC.QB: MATN), a leading developer of TGF-β therapeutics for oncology and COVID-19, announced today that on September 21, 2020, Dr. Vuong Trieu, CEO of Mateon, will be presenting as Webinar “Trabedersen-Drug Development using phosphorothioate antisense pla

September 22, 2020 8-K

Other Events, Financial Statements and Exhibits

8-K 1 form8-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 21, 2020 MATEON THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of inco

August 24, 2020 EX-99.3

MATEON THERAPEUTICS AND ABIOGENESIS TO INITIATE CLINICAL STUDY TO TEST ARTEMISININ AS A TREATMENT FOR COVID-19 IN INDIA

Exhibit 99.3 MATEON THERAPEUTICS AND ABIOGENESIS TO INITIATE CLINICAL STUDY TO TEST ARTEMISININ AS A TREATMENT FOR COVID-19 IN INDIA AGOURA HILLS, Calif., August 4, 2020 (GLOBE NEWSWIRE) — Mateon Therapeutics (OTCQB: MATN), a leading developer of TGF-β therapeutics, will be working together with Abiogenesis to initiate ARTI-19 randomized, controlled, multi-site India clinical study of Artemisinin

August 24, 2020 EX-99.2

Mateon and Asili

Exhibit 99.2 Mateon and Asili RESEARCH ALLIANCE enter into partnership for the development of artemisinin aganst covid-19 AGOURA HILLS, Calif., July 20, 2020 (GLOBE NEWSWIRE) — Mateon Therapeutics (OTCQB: MATN), a leading developer of TGF-β therapeutics, announced today the launch of its global observational study called ARTI-19, for Artemisinin Intervention against COVID-19, in partnership with A

August 24, 2020 EX-99.1

Mateon Therapeutics to fund observational studies of Artemisinin in developing countries.

Exhibit 99.1 Mateon Therapeutics to fund observational studies of Artemisinin in developing countries. Agoura Hills, California, July 13, 2020 (GLOBE NEWSWIRE) – Mateon Therapeutics (OTCQB: MATN), a leading developer of TGF-β therapeutics, announced today that it will fund observational studies for Artemisinin, an herbal supplement, that demonstrated potent in vitro activity against SARS-CoV-2, th

August 24, 2020 8-K

Other Events, Financial Statements and Exhibits -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 19, 2020 MATEON THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commissio

August 19, 2020 EX-99.1

Mateon Therapeutics Selects IQVIA for its Randomized, Controlled, Multi-Center Clinical Study to Test OT-101 as a Treatment for COVID-19 Patients

Exhibit 99.1 Mateon Therapeutics Selects IQVIA for its Randomized, Controlled, Multi-Center Clinical Study to Test OT-101 as a Treatment for COVID-19 Patients AGOURA HILLS, Calif., June 23, 2020 (GLOBE NEWSWIRE) – Mateon Therapeutics (OTCQB: MATN), a leading developer of TGF-β therapeutics, has selected IQVIA to manage C001, a Phase 2 randomized, controlled, multi-center clinical study of OT-101.

August 19, 2020 EX-99.3

MATEON ANNOUNCES $2 MILLION FINANCING WITH GOLDEN MOUNTAIN PARTNERS TO CONDUCT CLINICAL TRIAL OF OT-101 AGAINST COVID19

Exhibit 99.3 MATEON ANNOUNCES $2 MILLION FINANCING WITH GOLDEN MOUNTAIN PARTNERS TO CONDUCT CLINICAL TRIAL OF OT-101 AGAINST COVID19 AGOURA HILLS, Calif., June 29, 2020 (GLOBE NEWSWIRE) – Mateon Therapeutics, Inc. (“Mateon” or the “Company”) (OTCQB:MATN) announces it has secured a $2 million in debt financing with Golden Mountain Partners (GMP) for the conduct of a clinical trial evaluating OT-101

August 19, 2020 8-K

Other Events, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 18, 2020 MATEON THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commissio

August 19, 2020 EX-99.4

Mateon Therapeutics Appoints Dr. Anthony Maida as Chief Clinical Officer - Translational Medicine

Exhibit 99.4 Mateon Therapeutics Appoints Dr. Anthony Maida as Chief Clinical Officer - Translational Medicine Company expands its management team to accelerate the evaluation of OT-101 for Oncology and COVID-19 Agoura Hills, California, July 7, 2020 (GLOBE NEWSWIRE) – Mateon Therapeutics (OTC.QB: MATN), a late-stage biotechnology company developing Trabedersen (OT-101), a TGF-β inhibitor with the

August 19, 2020 EX-99.5

Company expands its management team to accelerate the commercialization and development of OT-101 for COVID-19

Exhibit 99.5 Company expands its management team to accelerate the commercialization and development of OT-101 for COVID-19 - Stonegate Capital Partners Initiates Coverage on Mateon Therapeutics (MATN). Agoura Hills, California, July 9, 2020 (GLOBE NEWSWIRE) – Mateon Therapeutics (OTC.QB: MATN), a late-stage biotechnology company developing Trabedersen (OT-101), a TGF-β inhibitor with the potentia

August 19, 2020 EX-99.2

MATEON IS SELECTED by IBM WATSON HEALTH for the use of IBM Clinical Development Solution at no cost for PHASE II clinical trial of OT-101 FOR COVID-19

EXHIBIT 99.2 MATEON IS SELECTED by IBM WATSON HEALTH for the use of IBM Clinical Development Solution at no cost for PHASE II clinical trial of OT-101 FOR COVID-19 Mateon was approved to use the platform following a review of the program as part of IBM Watson Health’s effort to help support and accelerate promising clinical COVID-19 candidates AGOURA HILLS, Calif., June 24, 2020 (GLOBE NEWSWIRE) —

August 14, 2020 10-Q

Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2020 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number: 000-21990 MATEON THERAPEUTI

August 14, 2020 8-K

Submission of Matters to a Vote of Security Holders

8-K 1 form8-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: August 10, 2020 MATEON THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorporation) (Commission File Number)

August 13, 2020 EX-10.2

Form of Placement Agency Agreement, dated February 25, 2020

Exhibit 10.2 February 25, 2020 Mateon Therapeutics, Inc. 29397 Agoura Road Suite 107 Agoura Hills, CA 91501 Re: Proposed Financing Dear Vuong Trieu, Chief Executive Officer: This letter will confirm the understanding and agreement (the “Agreement”) between J H Darbie & Co., Inc. (“JHD”), and Mateon Therapeutics, Inc. (the “Company”), as follows: 1. Engagement. The Company has a wholly owned subsid

August 13, 2020 EX-10.5

Form of Note, dated August 7, 2020

Exhibit 10.5 Registered # MATEON THERAPEUTICS,, INC. 16% CONVERTIBLE UNSECURED NOTE DUE , 2021 $25,000.00 August 7, 2020 THIS NOTE IS ISSUED PURSUANT TO AN EXEMPTION FROM THE REGISTRATION PROVISIONS OF THE SECURITIES ACT OF 1933 (THE “ACT”) AND QUALIFICATION PROVISIONS OF APPLICABLE STATE SECURITIES LAWS. NEITHER IT NOR THE SHARES OF COMMON STOCK INTO WHICH IT CAN BE CONVERTED CAN BE SOLD, HYPOTHE

August 13, 2020 8-K

Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Entry into a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: August 7, 2020 MATEON THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Ident

August 13, 2020 EX-10.6

Form of Registration Rights Agreement, dated August 7, 2020

Exhibit 10.6 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of August 7, 2020, by and among Mateon Therapeutics, Inc. (the “Company”), a Delaware corporation with offices at 20397 Agoura Road, Suite 107, Agoura Hills, California 91301, and the investors signatories hereto (each a “Purchaser” and collectively, the “Purchasers”). This

August 13, 2020 EX-10.1

Form of Subscription Agreement, dated August 7, 2020

Exhibit 10.1 SUBSCRIPTION AGREEMENT AND INVESTMENT LETTER Date: August 7, 2020 To the Board of Directors J H Darbie & Co., Inc. 40 Wall Street 30th Floor New York, New York 10005 Attention: Xavier Vicuna Re: Subscription to Purchase Units of Mateon Therapeutics, Inc. Ladies and Gentlemen: This Subscription Agreement (this “Subscription Agreement”) is being delivered to the purchaser identified on

August 13, 2020 EX-10.3

Form of Edgepoint Warrant, dated August 7, 2020

Exhibit 10.3 Warrant – No.: [•] THIS WARRANT AND ANY SHARES ACQUIRED UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AND MAY NOT BE TRANSFERRED, SOLD OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT REGISTRATION IS NOT REQUIRED UNDER SUCH AC

August 13, 2020 EX-10.4

Form of Mateon Warrant, dated August 7, 2020

Exhibit 10.4 Warrant – No.: [●] THIS WARRANT AND ANY SHARES ACQUIRED UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AND MAY NOT BE TRANSFERRED, SOLD OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT REGISTRATION IS NOT REQUIRED UNDER SUCH AC

August 3, 2020 EX-10.4

Data Processing Agreement

Exhibit 10.4 DATA PROCESSING AGREEMENT THIS DATA PROCESSING AGREEMENT (“Data Processing Agreement”) is made and entered into on 23 July 2020 (“Effective Date”) by and between 1. Mateon Therapeutics INC., a company organized and existing under the laws of Delaware and having its registered office at 29397 Agoura Rd., Suite 107, Agoura Hills, CA 91301, USA (“Controller”); and 2. Impatients N.V., act

August 3, 2020 8-K

Financial Statements and Exhibits, Entry into a Material Definitive Agreement

8-K 1 form8-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 24, 2020 MATEON THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21990 13-3679168 (State or other jurisdiction of incorpora

August 3, 2020 EX-10.2

Statement of Work

Exhibit 10.2 STATEMENT OF WORK #1 This EAP STATEMENT OF WORK #1 (the “Statement of Work”) is effective this 30th day of May 2020 (“SOW Effective Date”) by and between Mateon Therapeutics INC., a Delaware corporation with its principal office at 29397 Agoura Rd., Suite 107, Agoura Hills, CA 91301, USA (“Mateon”) and IMPATIENS N.V. acting under the trade name myTomorrows, a company formed and regist

Fintel data has been cited in the following publications:
Daily Mail Fox Business Business Insider Wall Street Journal The Washington Post Bloomberg Financial Times Globe and Mail
NASDAQ.com Reuters The Guardian Associated Press FactCheck.org Snopes Politifact
Federal Register The Intercept Forbes Fortune Magazine TheStreet Time Magazine Canadian Broadcasting Corporation International Business Times
Cambridge University Press Investopedia MarketWatch NY Daily News Entrepreneur Newsweek Barron's El Economista