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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
10-K/A
(Amendment
No. 1)
☒ |
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: 001-42275
KAIROS
PHARMA, LTD.
(Exact
name of registrant as specified in its charter)
Delaware |
|
46-2993314 |
(State
or other jurisdiction of
incorporation
or organization) |
|
(I.R.S
Employer
Identification
No.) |
2355
Westwood Blvd., #139
Los
Angeles CA 90064
(Address
of principal executive offices) (Zip Code)
(310)
948-2356
(Registrant’s
telephone number, including area code)
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
Common
Stock, par value $0.001 per share |
|
KAPA |
|
NYSE
American |
Securities
registered pursuant to Section 12(g) of the Act: None
Indicate
by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ☒
Indicate
by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐ No ☒
Indicate
by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate
by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule
405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant
was required to submit such files). Yes ☒ No ☐
Indicate
by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting
company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,”
“smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large
accelerated filer ☐ |
Accelerated
filer ☐ |
Non-accelerated
filer ☐ |
Smaller
reporting company ☒ |
|
Emerging
growth company ☒ |
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Indicate
by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness
of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered
public accounting firm that prepared or issued its audit report. ☐
If
securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant
included in the filing reflect the correction of an error to previously issued financial statements. ☐
Indicate
by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation
received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐
Indicate
by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ☒
The
registrant was not a public company as of the last business day of its most recently completed second fiscal quarter and, therefore,
cannot calculate the aggregate market value of its voting and non-voting common equity held by non-affiliates as of such date.
As
of April 14, 2025, the Registrant had 16,693,306 shares of Common Stock outstanding.
DOCUMENTS
INCORPORATED BY REFERENCE
Portions
of the registrant’s definitive Proxy Statement for its 2025 annual meeting of shareholders are incorporated by reference into Part
III of this Annual Report on Form 10-K where indicated. The Proxy Statement will be filed with the Securities and Exchange Commission,
or SEC, pursuant to Regulation 14A, within 120 days after the end of the fiscal year to which this report relates.
EXPLANATORY
NOTE
Kairos
Pharma, Ltd. (the “Company”) is filing this Amendment No. 1 on Form 10-K/A (this “Amendment”) to amend the
Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024 (the “Original Filing”), which
was originally filed with the U.S. Securities and Exchange Commission (the “SEC”) on April 15, 2025 (the “Original
Filing Date”). The sole purpose of this Amendment is to supplement the exhibits contained in Item 15(a) of Part IV of the
Original Filing to include Exhibit 4.1, Description of Securities, and Exhibit 97.1, the Company’s Policy for the Recovery of
Erroneously Awarded Compensation, adopted March 1, 2024, which exhibits were inadvertently omitted in the Original
Filing.
This
Amendment is an exhibit-only filing. Except as described above, no changes have been made to the Original Filing and this Amendment does
not modify, amend, or update in any way any of the financial or other information contained in the Original Filing. This Amendment does
not reflect events that may have occurred subsequent to the Original Filing Date. Accordingly, this Amendment should be read in conjunction
with the Original Filing and the Company’s other filings with the SEC.
Pursuant
to Rule 12b-15 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), currently dated certifications are
filed herewith as exhibits to this Amendment pursuant to Rule 13a-14(a) or 15d-14(a) of the Exchange Act under Item 15(a) of Part IV
hereof. Because no financial statements have been included in this Amendment and this Amendment does not contain any disclosure with
respect to Items 307 and 308 of Regulation S-K, paragraphs 3, 4 and 5 of the certifications have been omitted. Similarly, because no
financial statements have been included in this Amendment, certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 have
been omitted.
PART
IV
ITEM
15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
Exhibit
Number |
|
Description |
|
|
|
3.1 |
|
Certificate
of Incorporation of Kairos Pharma, Ltd. filed with the Secretary of State of the State of Delaware, dated May 10, 2023 (incorporated
by reference to Exhibit 3.5 to the Company’s Registration Statement on Form S-1, filed on August 16, 2024). |
3.2 |
|
Bylaws
of Kairos Pharma, Ltd. (Delaware) (incorporated by reference to Exhibit 3.6 to the Company’s Registration Statement on Form
S-1, filed on August 16, 2024). |
4.1 |
|
Form
of Representative’s Warrant (incorporated by reference to Exhibit 4.1 to the Company’s Registration Statement on Form
S-1, filed on August 16, 2024). |
4.2 |
|
Form
of Pre-Funded Warrant (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed January 14,
2025). |
4.3 |
|
Form
of Common Warrant (incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K filed January 17, 2025). |
4.4 |
|
Form
of Placement Agent Warrants (incorporated by reference to Exhibit 4.3 to the Company’s Current Report on Form 8-K filed January
17, 2025). |
4.5ǂ |
|
Description of Securities |
10.1 |
|
Exclusive
Option Agreement, dated March 16, 2020, between Cedars-Sinai Medical Center and Enviro Therapeutics, Inc. (re Depletion of Mitochondrial
DNA) (incorporated by reference to Exhibit 10.1 to the Registration Statement filed on August 16, 2024). |
10.2 |
|
Amendment
to Exclusive Option Agreement, dated January 11, 2021, between Cedars-Sinai Medical Center and Enviro Therapeutics, Inc. (re Depletion
of Mitochondrial DNA). (incorporated by reference to Exhibit 10.2 to the Registration Statement filed on August 16, 2024). |
10.3 |
|
Exclusive
Option Agreement, dated March 16, 202, between Cedars-Sinai Medical Center and Enviro Therapeutics, Inc. (re Sensitization of Solid
Tumors) (incorporated by reference to Exhibit 10.3 to the Registration Statement filed on August 16, 2024). |
10.4 |
|
Amendment
to Exclusive Option Agreement, dated January 9, 2021, between Cedars-Sinai Medical Center and Enviro Therapeutics, Inc. (re Sensitization
of Solid Tumors) (incorporated by reference to Exhibit 10.4 to the Registration Statement filed on August 16, 2024). |
10.5 |
|
Exclusive
License Agreement, dated June 21, 2021, between Cedars-Sinai Medical Center and Enviro Therapeutics, Inc. (re Compositions and Methods
for Treating Diseases and Conditions by Depletion of Mitochondrial or Genomic DNA from Circulation and for Detection of Mitochondrial
or Genomic DNA) (incorporated by reference to Exhibit 10.5 to the Registration Statement filed on August 16, 2024). |
10.6 |
|
Exclusive
License Agreement, dated June 2, 2021, between Cedars-Sinai Medical Center and Enviro Therapeutics, Inc. (re Sensitization of Tumors
to Therapies Through Endoglin Antagonism) (incorporated by reference to Exhibit 10.6 to the Registration Statement filed on August
16, 2024). |
10.7 |
|
Exclusive
License Agreement, dated August 30, 2019, between Cedars-Sinai Medical Center and Kairos Pharma, Ltd. (as successor to AcTcell Biopharma,
Inc.) (re Methods of generating activated T cells for cancer therapy) (incorporated by reference to Exhibit 10.7 to the Registration
Statement filed on August 16, 2024). |
10.8 |
|
Amendment
to Exclusive License Agreement, dated June 17, 2021, between Cedars-Sinai Medical Center and Kairos Pharma, Ltd. (re Methods of generating
activated T cells for cancer therapy) (incorporated by reference to Exhibit 10.8 to the Registration Statement filed on August 16,
2024). |
10.9 |
|
Exclusive
License Agreement, dated October 1, 2017, between Cedars-Sinai Medical Center and Kairos Pharma, Ltd. (re Methods of use of compounds
that bind to RelA of NFkB) (incorporated by reference to Exhibit 10.9 to the Registration Statement filed on August 16, 2024). |
10.10 |
|
Amendment
to Exclusive License Agreement, dated June 17, 2021, between Cedars-Sinai Medical Center and Kairos Pharma, Ltd. (re Methods of use
of compounds that bind to RelA of NFkB) (incorporated by reference to Exhibit 10.11 to the Registration Statement filed on August
16, 2024). |
10.11 |
|
Exclusive
License Agreement, dated October 1, 2017, between Cedars-Sinai Medical Center and Kairos Pharma, Ltd. (re Composition and Methods
for Treating Fibrosis) (incorporated by reference to Exhibit 10.12 to the Registration Statement filed on August 16, 2024). |
10.12 |
|
Amendment
to Exclusive License Agreement, dated June 17, 2021, between Cedars-Sinai Medical Center and Kairos Pharma, Ltd. (re Composition
and Methods for Treating Fibrosis) (incorporated by reference to Exhibit 10.13 to the Registration Statement filed on August 16,
2024). |
10.13 |
|
Exclusive
License Agreement, dated March 12, 2019, between Cedars-Sinai Medical Center and Kairos Pharma, Ltd. (re Composition and Methods
for Treating Cancer and Autoimmune Diseases) (incorporated by reference to Exhibit 10.14 to the Registration Statement filed on August
16, 2024). |
10.14 |
|
Amendment
to Exclusive License Agreement, dated June 17, 2021, between Cedars-Sinai Medical Center and Kairos Pharma, Ltd. (re Composition
and Methods for Treating Cancer and Autoimmune Diseases) (incorporated by reference to Exhibit 10.15 to the Registration Statement
filed on August 16, 2024). |
10.15 |
|
License
and Supply Agreement, dated May 21, 2021, between Tracon Pharmaceuticals, Inc., Enviro Therapeutics, Inc., and Kairos Pharma, Ltd.
(incorporated by reference to Exhibit 10.16 to the Registration Statement filed on August 16, 2024) |
10.16 |
|
First
Amendment to Exclusive License Agreement, dated April 18, 2021, between Cedars-Sinai Medical Center and Enviro Therapeutics, Inc.
(re Methods for Treating Diseases and Conditions by Depletion of Mitochondrial or Genomic DNA) (incorporated by reference to Exhibit
10.17 to the Registration Statement filed on August 16, 2024). |
10.17 |
|
Second
Amendment to Exclusive License Agreement, dated October 11, 2022, between Cedars-Sinai Medical Center and Enviro Therapeutics, Inc.
(re Sensitization of Tumors to Therapies Through Endoglin Antagonism) (incorporated by reference to Exhibit 10.18 to the Registration
Statement filed on August 16, 2024). |
10.18 |
|
Form
of Subscription Agreement for 6% Convertible Notes (incorporated by reference to Exhibit 10.20 to the Registration Statement filed
on August 16, 2024). |
10.19 |
|
Form
of 6% Convertible Note (incorporated by reference to Exhibit 10.21 to the Registration Statement filed on August 16, 2024). |
10.20 |
|
Form
of Investor Rights and Lock-Up Agreement for 6% Convertible Notes (incorporated by reference to Exhibit 10.22 to the Registration
Statement filed on August 16, 2024). |
10.21 |
|
Kairos
Pharma, Ltd. 2023 Equity Incentive Plan (incorporated by reference to Exhibit 10.23 to the Registration Statement filed on August
16, 2024). |
10.22 |
|
Form
of Director Offer Letter (incorporated by reference to Exhibit 10.24 to the Registration Statement filed on August 16, 2024). |
10.23 |
|
Form
of Employment Agreement for John Yu (incorporated by reference to Exhibit 10.25 to the Registration Statement filed on August 16,
2024). |
10.24 |
|
Form
of Employment Agreement with Doug Samuelson (incorporated by reference to Exhibit 10.26 to the Registration Statement filed on August
16, 2024). |
10.25 |
|
Form
of Employment Agreement for Neil Bhowmick (incorporated by reference to Exhibit 10.27 to the Registration Statement filed on August
16, 2024). |
10.26 |
|
Form
of Employment Agreement for Ramachandran Murali (incorporated by reference to Exhibit 10.28 to the Registration Statement filed on
August 16, 2024). |
10.27 |
|
Form
of Indemnification Agreement between Kairos Pharma, Ltd. and each of its directors (incorporated by reference to Exhibit 10.29 to
the Registration Statement filed on August 16, 2024). |
10.28 |
|
Conversion
Agreement, dated March 7, 2024, between Cedars-Sinai Medical Center, Kairos Pharma, Ltd. and Enviro Therapeutics, Inc. (incorporated
by reference to Exhibit 10.30 to the Registration Statement filed on August 16, 2024). |
10.29 |
|
Second
Amendment to the Exclusive License Agreement to Methods and Use of Compounds that Bind to RelA of NF-kB, dated March 7, 2024, between
Kairos Pharma Ltd. and Cedars-Sinai Medical Center (incorporated by reference to Exhibit 10.31 to the Registration Statement filed
on August 16, 2024). |
10.30 |
|
Second
Amendment to the Exclusive License Agreement to Composition and Methods for Treating Fibrosis with Kairos Pharma Ltd, dated March
7, 2024, between Kairos Pharma, Ltd. and Cedars-Sinai Medical Center (incorporated by reference to Exhibit 10.32 to the Registration
Statement filed on August 16, 2024). |
10.31 |
|
Second
Amendment to the Exclusive License Agreement to Compositions and Methods for Treating Cancer and Autoimmune Diseases, dated March
7, 2024, between Kairos Pharma, Ltd. and Cedars-Sinai Medical Center (incorporated by reference to Exhibit 10.33 to the Registration
Statement filed on August 16, 2024). |
10.32 |
|
Third
Amendment to Exclusive License to Compositions and Methods for Treating Diseases and Conditions by Depletion of Mitochondrial or
Genomic DNA, dated March 7, 2024, between Enviro Therapeutics, Inc. and Cedars-Sinai Medical Center(incorporated by reference to
Exhibit 10.34 to the Registration Statement filed on August 16, 2024). |
10.33 |
|
Third
Amendment to the Exclusive License Agreement to Sensitization of Tumors to Therapies Through Endoglin Antoganism, dated March 7,
2024, between Enviro Therapeutics, Inc. and Cedars-Sinai Medical Center (incorporated by reference to Exhibit 10.35 to the Registration
Statement filed on August 16, 2024). |
10.34 |
|
Form
of Loan Agreement between the Company and Certain Officers (incorporated by reference to Exhibit 10.36 to the Registration Statement
filed on August 16, 2024). |
10.35 |
|
Master
Services Agreement, dated August 1, 2024, between Kairos Pharma Limited and Prevail InfoWorks, Inc. (incorporated by reference to
Exhibit 10.37 to the Registration Statement filed on August 16, 2024) (1) |
10.36 |
|
Amendment
to Loan Agreement, dated August 16, 2024, between the Company and John S. Yu (incorporated by reference to Exhibit 10.38 to the Registration
Statement filed on August 16, 2024). |
10.37 |
|
Amendment
to Loan Agreement, dated August 16, 2024, between the Company and Doug Samuelson (incorporated by reference to Exhibit 10.39 to the
Registration Statement filed on August 16, 2024). |
10.38 |
|
Amendment
to Loan Agreement, dated August 16, 2024, between the Company and Neil Bhowmick (incorporated by reference to Exhibit 10.40 to the
Registration Statement filed on August 16, 2024). |
10.39 |
|
Bioassay
Services Agreement, dated September 20, 2024, between the Company and PreCheck (incorporated by reference to Exhibit 10.1 to the
Company’s current Report on Form 8-K filed on September 24, 2024). |
10.40 |
|
Form
of Advertising Services Agreement, dated September 23, 2024, between the Company and CEO.CA Technologies, Inc. (incorporated by reference
to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on September 27, 2024). |
10.41 |
|
Form
of Advisory & Consulting Agreement, dated September 23, 2024, between the Company and Belair Capital Advisors Inc. (incorporated
by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed on September 27, 2024). |
10.42 |
|
Consulting
Agreement, dated October 1, 2024, between Kairos Pharma, Ltd, Cross Current Capital LLC and Alan Masley (incorporated by reference
to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed October 4, 2024). |
10.43 |
|
Purchase
Agreement, dated November 12, 2024, by and between Kairos Pharma, Ltd. and Helena Global Investment Opportunities I Ltd. (incorporated
by reference to Exhibit 10.5 to the Company’s Quartey Report on Form 10-Q, filed on November 14, 2024). |
10.44 |
|
Second
Conversion Agreement, dated November 13, 2024, by and between Kairos Pharma, Ltd. and Cedars-Sinai Medical Center. (incorporated
by reference to Exhibit 10.6 to the Company’s Quartey Report on Form 10-Q, filed on November 14, 2024). |
10.45 |
|
Third
Amendment to Exclusive License Agreement (Cancer Autoimmune), dated November 13, 2024, by and between Kairos Pharma, Ltd. and Cedars-Sinai
Medical Center. (incorporated by reference to Exhibit 10.7 to the Company’s Quartey Report on Form 10-Q, filed on November
14, 2024). |
10.46 |
|
Fourth
Amendment to Exclusive License Agreement (Depletion of DNA), dated November 13, 2024, by and between Kairos Pharma, Ltd. and Cedars-Sinai
Medical Center and Enviro Therapeutics, Inc (incorporated by reference to Exhibit 10.8 to the Company’s Quartey Report on Form
10-Q, filed on November 14, 2024). |
10.47 |
|
Third
Amendment to Exclusive License Agreement (Fibrosis), dated November 13, 2024, by and between Kairos Pharma, Ltd. and Cedars-Sinai
Medical Center. (incorporated by reference to Exhibit 10.9 to the Company’s Quartey Report on Form 10-Q, filed on November
14, 2024). |
10.48 |
|
Third
Amendment to Exclusive License Agreement (RelA of NF-kB), dated November 13, 2024, by and between Kairos Pharma, Ltd. and Cedars-Sinai
Medical Center. (incorporated by reference to Exhibit 10.10 to the Company’s Quartey Report on Form 10-Q, filed on November
14, 2024). |
10.49 |
|
Fourth
Amendment to Exclusive License Agreement (Sensitization of Solid Tumors), dated November 13, 2024, by and between Enviro Therapeutics
Inc. and Cedars-Sinai Medical Center. (incorporated by reference to Exhibit 10.11 to the Company’s Quartey Report on Form 10-Q,
filed on November 14, 2024). |
10.50 |
|
Form
of the Amendment No.1 to the Employment Agreement by and between Kairos Pharma, Ltd and Doug Samuelson (incorporated by reference
to Exhibit 10.12 to the Company’s Quartey Report on Form 10-Q, filed on November 14, 2024). |
10.51 |
|
Form
of the Amendment No.1 to the Employment Agreement by and between Kairos Pharma, Ltd and Dr. Ramachandran Murali (incorporated by
reference to Exhibit 10.13 to the Company’s Quartey Report on Form 10-Q, filed on November 14, 2024). |
10.52 |
|
Form
of the Amendment No.1 to the Employment Agreement by and between Kairos Pharma, Ltd and Dr. Neil Bhowmick (incorporated by reference
to Exhibit 10.14 to the Company’s Quartey Report on Form 10-Q, filed on November 14, 2024). |
10.53 |
|
Form
of Amendment No. 1 to Employment Agreement by and between Kairos Pharma, Ltd. and John S. Yu (incorporated by reference to Exhibit
10.15 to the Company’s Quartey Report on Form 10-Q, filed on November 14, 2024). |
10.54 |
|
Director
Offer Letter, dated December 10, 2024, between Kairos Pharma, Ltd. and Rahul Singhvi (incorporated by reference to Exhibit 10.1 to
the Current Report on Form 8-K filed on December 13, 2024). |
10.55 |
|
Form
of Securities Purchase Agreement (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed
January 14, 2025). |
10.56 |
|
Form
of Registration Rights Agreement (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed
January 14, 2025). |
10.57 |
|
Form
of Lock-up Agreement (incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K filed January 14,
2025). |
10.58 |
|
Form
of Amended and Restated Securities Purchase Agreement (incorporated by reference to Exhibit 10.1 to the Company’s Current Report
on Form 8-K filed January 17, 2025). |
10.59 |
|
Placement
Agent Agreement, dated January 16, 2025, between Kairos Pharma, Ltd. and Boustead Securities LLC (incorporated by reference to Exhibit
10.3 to the Company’s Current Report on Form 8-K filed January 17, 2025). |
14.1* |
|
Code of Business Conduct and Ethics |
19.1* |
|
Insider Trading Policy |
21.1 |
|
List
of subsidiaries of Kairos Pharma, Ltd. (incorporated by reference to Exhibit 21.1 to the Company’s Registration Statement on
Form S-1, filed on August 16, 2024). |
23.1* |
|
Consent of Marcum LLP |
31.1* |
|
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
31.2* |
|
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
31.3ǂ |
|
Certification of Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (in respect of this Amendment No. 1 to the 2024 Form 10-K). |
31.4ǂ |
|
Certification of Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (in respect of Amendment No. 1 to the 2024 Form 10-K). |
32.1** |
|
Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
32.2** |
|
Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
97.1ǂ |
|
Policy for Recovery of Erroneously Awarded Compensation, adopted March 1, 2024 |
101.INS |
|
Inline
XBRL Instance Document |
101.SCH |
|
Inline
XBRL Taxonomy Extension Schema Document |
101.CAL |
|
Inline
XBRL Taxonomy Extension Calculation Linkbase Document |
101.DEF |
|
Inline
XBRL Taxonomy Extension Definition Linkbase Document |
101.LAB |
|
Inline
XBRL Taxonomy Extension Label Linkbase Document |
101.PRE |
|
Inline
XBRL Taxonomy Presentation Linkbase Document |
104 |
|
Cover
Page Interactive Data File (embedded within the Inline XBRL document) |
|
|
(1) |
Certain
information contained in this exhibit has been redacted because (i) it is not material and (ii) it is the type of information that
the company normally treats as private or confidential. |
ǂ
Filed herewith.
*
Previously filed as an exhibit to the 2024 Form 10-K filed on April 15, 2025.
**
Previously furnished as an exhibit to the 2024 Form 10-K filed on April 15, 2025.
SIGNATURES
Pursuant
to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Company has duly caused this Annual Report to
be signed on its behalf by the undersigned, thereunto duly authorized.
|
KAIROS
PHARMA, LTD. |
|
|
|
By: |
/s/
John S. Yu |
|
|
John
S. Yu |
|
|
Chief
Executive Officer and
Chairman
of the Board of Directors |
Date:
|
April
28, 2025 |
|
Principal
Executive Officer |
POWER
OF ATTORNEY
KNOW
ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below hereby constitutes and appoints John S. Yu and Doug Samuelson,
and each of them acting individually, as his or her attorney-in-fact, each with full power of substitution, for him or her in any and
all capacities, to sign any and all amendments to this Report on Form 10-K, and to file the same, with exhibits thereto and other documents
in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming our signatures as they may be signed
by our said attorney to any and all amendments to said Report.
Pursuant
to the requirements of the Securities Exchange Act of 1934, this Annual Report has been signed below by the following persons on behalf
of the registrant and in the capacities and on the dates indicated.
Signature |
|
Title |
|
Date |
|
|
|
|
|
/s/
John S. Yu |
|
Chairman
of the board of directors, |
|
|
John
S. Yu |
|
Chief
Executive Officer |
|
April
28, 2025 |
|
|
(principal
executive officer) |
|
|
|
|
|
|
|
/s/
Doug Samuelson |
|
Chief
Financial Officer |
|
|
Doug
Samuelson |
|
(principal
financial and accounting officer) |
|
April
28, 2025 |
|
|
|
|
|
/s/
Hyun W. Bae |
|
Director |
|
|
Hyun
W. Bae |
|
|
|
April
28, 2025 |
|
|
|
|
|
/s/Hansoo
Michael Keyoung |
|
Director |
|
|
Hansoo
Michael Keyoung |
|
|
|
April
28, 2025 |
|
|
|
|
|
/s/
Rahul Singhvi |
|
Director |
|
|
Rahul
Singhvi |
|
|
|
April
28, 2025 |