Moleculin Biotech Inc. 2025年度报告

FORM 10-K/A 47-4671997(I.R.S. EmployerIdentification Number) Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter periods as the registrant was required to file such 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 during the preceding 12 months (or for such shorter period that the registrant was required 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 the definitions of “large accelerated filer,” “accelerated filer,” “smaller Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of theeffectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 USC. 7262(b)) by 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 in Rule 12b-2 of the Act).Yes☐No☒ The aggregate market value of the registrant’s voting equity held by non-affiliates of the registrant, computed by reference to theprice at which the common stock was last sold as of the last business day of the registrant’s most recently completed second fiscalquarter, was $8.8million. In determining the market value of the voting equity held by non-affiliates, securities of the registrantbeneficially owned by directors, officers and 10% or greater shareholders of the registrant have been excluded. This determination DOCUMENTS INCORPORATED BY REFERENCE Table of Contents EXPLANATORY NOTE Moleculin Biotech, Inc. is filing this Amendment No. 1 on Form 10-K/A, or this Amendment No. 1 to our Annual Report on Form10-K for the fiscal year ended December 31, 2025, or the Original 10-K, originally filed with the U.S. Securities and ExchangeCommission, or SEC, on March 18, 2026, or Original Filing Date, solely for the purpose of including the information required byItems 10 through 14 of Part III of Form 10-K. This information was previously omitted from the Original 10-K in reliance onGeneral Instruction G(3) to Form 10-K, which permits the information in the above referenced items to be incorporated in theOriginal 10-K by reference from our definitive proxy statement so long as such proxy statement is filed no later than 120 days after This Amendment No. 1 amends and restates in their entirety Items 10 through 14 of the Original 10-K. Pursuant to Rule 12b-15under the Securities Exchange Act of 1934, as amended, or the Exchange Act, this Amendment No. 1 also contains newcertifications by the principal executive officer and the principal financial officer as required by Section 302 of the Sarbanes-OxleyAct of 2002. Accordingly, Item 15 of Part IV is amended to include the currently dated certifications of our principal executiveofficer and principal financial officer as exhibits. Because no financial statements have been included in this Amendment No. 1 and Except as described above, no other changes have been made to the Original 10-K. The Original 10-K continues to speak as of thedate of the Original 10-K, and we have not updated the disclosures contained therein to reflect any events that have occurred as of adate subsequent to the date of the Original 10-K. Accordingly, this Amendment No. 1 should be read in conjunction with the Unless stated otherwise, references in this Amendment No. 1 to “MBI,” “Moleculin,” or “the Company”, “we”, “our” and “us” areused herein to refer to Moleculin Biotech, Inc. PART III ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE Directors and Executive Officers The following table sets forth the names and ages of all of our directors and executive officers as of December 31, 2025. Ourofficers are appointed by, and serve at the pleasure of, the Board of Directors. Set forth below is biographical information about each of the individuals named in the tables above: Walter V. Klemp - Chairman of the Board, President and Chief Executive Officer Mr. Klemp is a co-founder of our companyand has served as our chairman of the board and Chief Executive Officer sinceJuly 2015 and as president since August 2017. Mr. Klemp has also served as Executive Chairman of the Board of AutonomixMedic