Eloxx Pharmaceuticals Inc 2025年度报告

(Exact Name of Registrant as Specified in Its Charter) 84-1368850(I.R.S. EmployerIdentification No.) P.O. Box 27410 Court StreetArlington, MA 02476(Address of Principal Executive Offices and Zip Code)(781) 577-5300(Registrant’s Telephone Number, Including Area Code)Securities registered pursuant to Section 12(b) of the Act: NoneSecurities registered pursuant to Section 12(g) of the Act: 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 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 12months (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 ofthis 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 definitions of “accelerated filer”, “large accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. 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 financialaccounting 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 reportingunder 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 byany of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ The aggregate market value of the voting stock held by non-affiliates of the registrant on June 30, 2025, the last business day of the registrant’s most recently completed secondquarter, was $330.00, based on the closing price for such stock as reported on the OTC Expert Market on that date. ELOXX PHARMACEUTICALS, INC.TABLE OF CONTENTS Special Note Regarding Forward-Looking StatementsMarket and Industry DataRisk Factor Summary PART I ITEM 1.BusinessITEM 1A.Risk FactorsITEM 1B.Unresolved Staff CommentsITEM 1C.CybersecurityITEM 2.PropertiesITEM 3.Legal ProceedingsITEM 4.Mine Safety Disclosures PART II70ITEM 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of EquitySecurities70ITEM 6.Reserved71ITEM 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations72ITEM 7A.Quantitative and Qualitative Disclosure About Market Risk83ITEM 8.Financial Statements and Supplementary Data83ITEM 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure83ITEM 9A.Controls and Procedures83ITEM 9B.Other Information84ITEM 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections84 PART III ITEM 10.Directors, Executive Officers and Corporate GovernanceITEM 11.Executive and Director CompensationITEM 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder MattersITEM 13.Certain Relationships and Related Transactions, and Director IndependenceITEM 14.Principal Accounting Fees and Services PART IVITEM 15.Exhibits and Financial Statement SchedulesITEM 16.Form 10-K SummarySIGNATURES Explanatory Note Eloxx Pharmaceuticals, Inc. (“Eloxx”) is filing this comprehensive Annual Report on Form 10-K for the years endedDecember 31, 2023, 2024 and 2025 (the “Annual Report”) as part of its effort to become current in its filing obligations under theSecurities Exchange Act of 1934, as amended (the “Exchange Act”). This Annual Report is Eloxx’s first periodic filing with theSecurities and Exchange Commission (the “SEC”) since filing the quarterly report on Form 10-Q for the quarterly period endedSeptember 30, 2023, filed on November 13, 2023. Included in this Annual Report are our audited financial statements for the fiscalyears ended December 31, 2023, 202