Immix Biopharma Inc 2024年度报告

FORM10-K ☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year endedDecember 31,2024 ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ________ to _________ Commission file number001-41159 IMMIX BIOPHARMA, INC. (State or jurisdiction ofIncorporation or organization) 11400 West Olympic Blvd.,Suite 200,Los Angeles,CA(Address of principal executive offices) (310)651-8041(Registrant’s telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: 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 SecuritiesExchange 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 submittedpursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant was required to submit such files).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See definition of “large accelerated filer,” “accelerated filer,” “smaller reportingcompany,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer☐Non-accelerated filer☒ 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 forcomplying 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 effectivenessof its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registeredpublic 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 theregistrant 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-basedcompensation 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 by Rule 12b-2 of the Exchange Act). Yes☐No☒ The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant as of the last businessday of the registrant’s most recently completed second fiscal quarter ended June 30, 2024 was $32,432,613based upon the closingprice of the registrant’s common stock of $1.98 on The Nasdaq Capital Market as of that date. Further information concerningshareholdings of our officers, directors and principal stockholders is included or incorporated by reference in Part III, Item 12 of thisAnnual Report on Form 10-K. Number of common shares outstanding as of March 11, 2025 was27,722,108shares. Documents Incorporated by Reference:Portions of the registrant’s definitive proxy statement (the “2025 Proxy Statement”) relating toits 2025 annual meeting of stockholders (the “2025 Annual Meeting of Stockholders”) are incorporated by reference into Part III ofthis Annual Report on Form 10-K where indicated. The 2025 Proxy Statement will be filed with the U.S. Securities and ExchangeCommission within 120 days after the end of the fiscal year to which this report relates. Table of Contents PageITEM 1.BUSINESS7ITEM 1A.RISK FACTORS.35ITEM 1B.UNRESOLVED STAFF COMMENTS65ITEM 1C.CYBERSECURITY65ITEM 2.PROPERTIES65ITEM 3.LEGAL PROCEEDINGS66ITEM 4.MINE SAFETY DISCLOSURES66PART II66ITEM 5.MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS ANDISSUER PURCHASES OF EQUITY SECURITIES66ITEM 6.[RESERVED]66ITEM 7.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OFOPERATIONS67ITEM 7A.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK74ITEM 8.FINANCIAL STATEMENTS AND SUPPLEMENTARY DATAF-1ITEM 9.CHANGES IN AND DISAGREEMENTS WITH ACCOUNT