0000872912 2025-08-13 2025-08-13 0000872912 1 2025-08-13 2025-08-13 0000872912 2 2025-08-13 2025-08-13 0000872912 3 2025-08-13 2025-08-13 iso4217:USD pure shares S-8 S-8 EX-FILING FEES 0000872912 DELCATH SYSTEMS, INC. N/A false false false S-8 DELCATH SYSTEMS, INC. Equity Omnibus 2020 Equity Incentive Plan Common Stock, par value $0.01 per share true 2200000 10.28 22616000.00 0.0001531 3462.51 Equity 2021 Employee Stock Purchase Plan Common Stock, par value $0.01 per share true 300000 8.74 2622000.00 0.0001531 401.43 Equity 2023 Inducement Awards Plan Common Stock, par value $0.01 per share true 450000 10.28 4626000.00 0.0001531 708.24 29864000.00 4572.18 0.00 4572.18 (1) This Registration Statement registers the offer and sale of an aggregate of 2,950,000 shares of common stock of Delcath Systems, Inc. (the "Registrant"), par value $0.01, (the "Common Stock") comprising (i) 2,200,000 shares of Common Stock issuable under the Registrant's 2020 Equity Incentive Plan, as amended (the "2020 EIP"), (ii) 300,000 shares of Common Stock issuable under the Registrant's 2021 Employee Stock Purchase Plan, as amended (the "2021 ESPP"), and (iii) 450,000 shares of Common Stock issuable under the Registrant's 2023 Inducement Awards Plan (the "Inducement Plan"). (2) Pursuant to Rule 416 under the Securities Act of 1933, as amended (the "Securities Act"), this Registration Statement shall also cover any additional shares of Common Stock which become issuable under the above-named plans by reason of any stock dividend, stock split, recapitalization or any other similar transaction effected without the receipt of consideration which results in an increase in the number of shares of our outstanding Common Stock. (3) Estimated solely for the purposes of calculating the registration fee pursuant to Rule 457(c) and Rule 457(h) under the Securities Act. The offering price per share and the aggregate offering price are based on (a) the average of the high and low prices of the Common Stock as reported on the Nasdaq Global Select Market on August 11, 2025. (1) This Registration Statement registers the offer and sale of an aggregate of 2,950,000 shares of common stock of Delcath Systems, Inc. (the "Registrant"), par value $0.01, (the "Common Stock") comprising (i) 2,200,000 shares of Common Stock issuable under the Registrant's 2020 Equity Incentive Plan, as amended (the "2020 EIP"), (ii) 300,000 shares of Common Stock issuable under the Registrant's 2021 Employee Stock Purchase Plan, as amended (the "2021 ESPP"), and (iii) 450,000 shares of Common Stock issuable under the Registrant's 2023 Inducement Awards Plan (the "Inducement Plan"). (2) Pursuant to Rule 416 under the Securities Act of 1933, as amended (the "Securities Act"), this Registration Statement shall also cover any additional shares of Common Stock which become issuable under the above-named plans by reason of any stock dividend, stock split, recapitalization or any other similar transaction effected without the receipt of consideration which results in an increase in the number of shares of our outstanding Common Stock. (4) Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(c) and Rule 457(h) under the Securities Act, and based upon 85% of the average of the high and low prices of the Registrant's Common Stock as reported on the Nasdaq Global Select Market on August 11, 2025. Pursuant to the 2021 ESPP, the purchase price of each share of the Registrant's Common Stock reserved for issuance thereunder will be the lower of 85% of the fair market value on (i) the first day of the offering period or (ii) the exercise date. (1) This Registration Statement registers the offer and sale of an aggregate of 2,950,000 shares of common stock of Delcath Systems, Inc. (the "Registrant"), par value $0.01, (the "Common Stock") comprising (i) 2,200,000 shares of Common Stock issuable under the Registrant's 2020 Equity Incentive Plan, as amended (the "2020 EIP"), (ii) 300,000 shares of Common Stock issuable under the Registrant's 2021 Employee Stock Purchase Plan, as amended (the "2021 ESPP"), and (iii) 450,000 shares of Common Stock issuable under the Registrant's 2023 Inducement Awards Plan (the "Inducement Plan"). (2) Pursuant to Rule 416 under the Securities Act of 1933, as amended (the "Securities Act"), this Registration Statement shall also cover any additional shares of Common Stock which become issuable under the above-named plans by reason of any stock dividend, stock split, recapitalization or any other similar transaction effected without the receipt of consideration which results in an increase in the number of shares of our outstanding Common Stock. (3) Estimated solely for the purposes of calculating the registration fee pursuant to Rule 457(c) and Rule 457(h) under the Securities Act. The offering price per share and the aggregate offering price are based on (a) the average of the high and low prices of the Common Stock as reported on the Nasdaq Global Select Market on August 11, 2025.