Estatísticas Básicas
| CIK | 1716947 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Ensysce Biosciences, Inc. - Equity Warrant
SEC Filings (Chronological Order)
Esta página fornece uma lista completa e cronológica de Arquivamentos da SEC, excluindo os arquivamentos de propriedade que fornecemos em outro lugar.
| June 4, 2026 |
As filed with the Securities and Exchange Commission on June 4, 2026 As filed with the Securities and Exchange Commission on June 4, 2026 Registration No. |
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| June 4, 2026 |
Calculation of Filing Fee Tables S-3 Ensysce Biosciences, Inc. Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward I |
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| May 22, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 22, 2026 (May 21, 2026) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of incorporatio |
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| May 15, 2026 |
Exhibit 99.1 Ensysce Biosciences Reports First Quarter 2026 Financial Results ~ IRB Approval Secured for PF614-MPAR-102 Part 3 ~ ~ Clinical Peer-Reviewed Data Published for First Overdose Protected Opioid PF614-MPAR®; Patent Estate Expanded ~ ~Company Launches Formal Review of Strategic Alternatives ~ SAN DIEGO, CA / May 15, 2026 / Ensysce Biosciences, Inc. (NASDAQ: ENSC) (“Ensysce” or the “Compan |
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| May 15, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2026 (May 15, 2026) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of incorporatio |
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| May 15, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2026 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 001-38306 ENSYSCE BIOSCIENCES, |
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| April 30, 2026 |
As filed with the Securities and Exchange Commission on April 30, 2026 As filed with the Securities and Exchange Commission on April 30, 2026 Registration No. |
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| April 30, 2026 |
Table 1: Newly Registered Securities Calculation of Filing Fee Tables S-8 Ensysce Biosciences, Inc. Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee 1 Equity Common Stock, par value $0.0001 per share Other 828,749 $ 0.381 $ 315,753.37 0.0001381 $ 43.61 Total Offeri |
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| April 14, 2026 |
Ensysce Biosciences, Inc. 7946 Ivanhoe Avenue, Suite 201 La Jolla, California 92037 April 14, 2026 Ensysce Biosciences, Inc. 7946 Ivanhoe Avenue, Suite 201 La Jolla, California 92037 April 14, 2026 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, NE Washington, D.C. 20549 Attention: Alan Campbell, Esq. Re: Ensysce Biosciences, Inc. Registration Statement on Form S-3 SEC File No. 333-294939 Filed April 9, 2026 Ladies and Gent |
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| April 13, 2026 |
April 13, 2026 Lynn Kirkpatrick President, Chief Executive Officer and Director Ensysce Biosciences, Inc. |
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| April 9, 2026 |
As filed with the Securities and Exchange Commission on April 8, 2026 As filed with the Securities and Exchange Commission on April 8, 2026 Registration No. |
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| April 9, 2026 |
Calculation of Filing Fee Tables S-3 Ensysce Biosciences, Inc. Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward I |
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| April 8, 2026 |
COMMON STOCK PURCHASE WARRANT Ensysce Biosciences, Inc. Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| April 8, 2026 |
Exhibit 3.3 EnSYSCE BIOSCIENCES, INC. Certificate of Amendment to Certificate of designation of series B preferred stock Ensysce Biosciences, Inc. (the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (“DGCL”), DOES HEREBY CERTIFY: FIRST: On November 12, 2025, the Board of Directors of the Corporation duly approved res |
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| April 8, 2026 |
Exhibit 99.1 Ensysce Biosciences Secures Second Financing From 2025 Agreement to Advance Breakthrough Pain Programs ~Continued funding underscores investor confidence and supports advancement of abuse- and overdose-resistant analgesics~ SAN DIEGO, CA – April 7, 2026 – Ensysce Biosciences, Inc. (NASDAQ: ENSC)(“Ensysce” or the “Company”), pioneering novel solutions for severe pain with built-in abus |
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| April 8, 2026 |
Exhibit 10.2 From: Alex Hauff Sent: Thursday, April 2, 2026 10:04 AM Subject: ENSC - 3i Subsequent Purchase Notice 4.2.26 Hi, Pursuant to Section 2.1(b) of the Securities Purchase Agreement dated November 13, 2025 between Ensysce Biosciences, Inc. and 3i, LP, 3i, LP hereby provides written notice to purchase additional Shares and Warrants per the below breakdown. Please confirm receipt of this Sub |
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| April 8, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 7, 2026 (April 6, 2026) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of incorporat |
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| April 3, 2026 |
Exhibit 17 April 1, 2026 Ensysce Biosciences, Inc. Attention: Dr. Bob Gower and Members of the Board 7946 Ivanhoe Ave. La Jolla, CA 92037 Dear Ladies and Gentlemen: I hereby tender my resignation as a member of the board of directors (the “Board”) of Ensysce Biosciences, Inc. (the “Company”) effective immediately. Please note that my resignation is not as a result of any disagreement between mysel |
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| April 3, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 3, 2026 (April 1, 2026) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of incorporat |
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| March 30, 2026 |
Exhibit 19 |
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| March 30, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 27, 2026 (March 24, 2026) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of incorpor |
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| March 30, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2025 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 001-38306 ENSYSCE BIOSCIENCES, INC. |
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| March 30, 2026 |
[via e-mail dated March 24, 2026] Exhibit 17 [via e-mail dated March 24, 2026] Dear Dr. Gower and Members of the Board, I regret to inform you of my decision to resign from my position as a member of the Board of Directors of Ensysce Biosciences effective immediately. This decision comes after considerable thought and reflection. I disagree with the Company’s actions regarding its fiscal responsibilities. Despite good faith effort |
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| March 30, 2026 |
Exhibit 99.1 Ensysce Biosciences Reports Fourth Quarter and Full Year 2025 Financial Results ~ Fourth Quarter Highlighted by Clinical and Regulatory Milestones Positioning PF614 for Late-Stage Advancement ~ SAN DIEGO, CA / March 30, 2026 / Ensysce Biosciences, Inc. (NASDAQ: ENSC) (“Ensysce” or the “Company”), a clinical-stage pharmaceutical company developing innovative solutions for novel therape |
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| March 30, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 30, 2026 (March 30, 2026) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of incorpor |
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| March 23, 2026 |
Exhibit 3.1 CERTIFICATE OF CORRECTION TO THE CERTIFICATE OF DESIGNATION OF SERIES B PREFERRED STOCK OF ENSYSCE BIOSCIENCES, INC. Ensysce Biosciences, Inc. (the “Company”), a corporation organized and existing under and by virtue of the Delaware General Corporation Law (“DGCL”), does hereby certify that: FIRST: The Certificate of Designation of Series B Preferred Stock of the Company was filed with |
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| March 23, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 23, 2026 (March 18, 2026) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of incorpor |
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| February 27, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 27, 2026 (February 25, 2026) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of in |
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| January 8, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 8, 2026 (January 7, 2026) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of incorp |
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| December 16, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| December 9, 2025 |
Ensysce Biosciences, Inc. 7946 Ivanhoe Avenue, Suite 201 La Jolla, California 92037 December 9, 2025 Ensysce Biosciences, Inc. 7946 Ivanhoe Avenue, Suite 201 La Jolla, California 92037 December 9, 2025 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, NE Washington, D.C. 20549 Attention: Timothy L. Buchmiller, Esq. Re: Ensysce Biosciences, Inc. Registration Statement on Form S-3 SEC File No. 333-291892 Filed December 2, 2025 La |
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| December 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| December 2, 2025 |
Annual Report to Shareholders for 2024 (parts I through IV of the Form 10-K) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| December 2, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Ensysce Biosciences, Inc. |
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| December 2, 2025 |
COMMON STOCK PURCHASE WARRANT Ensysce Biosciences, Inc. Exhibit 4.24 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIST |
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| December 2, 2025 |
As filed with the Securities and Exchange Commission on December 2, 2025 As filed with the Securities and Exchange Commission on December 2, 2025 Registration No. |
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| November 21, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| November 17, 2025 |
COMMON STOCK PURCHASE WARRANT Ensysce Biosciences, Inc. Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| November 17, 2025 |
Exhibit 99.1 Ensysce Biosciences Secures $4 Million Financing, Unlocking Up to $20 Million in Total Financing to Advance Breakthrough Pain Programs ~Funding supports Phase 3 clinical development of PF614 and continued innovation in abuse- and overdose-resistant analgesics~ SAN DIEGO, CA – November 17, 2025 – Ensysce Biosciences, Inc. (NASDAQ: ENSC)(“Ensysce” or the “Company”), pioneering novel sol |
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| November 17, 2025 |
Exhibit 4.1 ENSYSCE BIOSCIENCES, INC. CERTIFICATE OF DESIGNATION OF SERIES B PREFERRED STOCK Pursuant to Section 151 of the General Corporation Law of the State of Delaware THE UNDERSIGNED DOES HEREBY CERTIFY, on behalf of Ensysce Biosciences, Inc., a Delaware corporation (the “Corporation”), that the following resolution was duly adopted by the board of directors of the Corporation (the “Board of |
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| November 17, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 17, 2025 (November 13, 2025) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of in |
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| November 17, 2025 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of November 13, 2025 between Ensysce Biosciences, Inc., a Delaware corporation (the “Company”), and the purchaser identified on the signature pages hereto (including its successors and assigns, a “Purchaser”) WHEREAS, subject to the terms and conditions set forth in this Agreement and pursu |
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| November 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 14, 2025 (November 14, 2025) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of in |
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| November 14, 2025 |
ENSYSCE BIOSCIENCES, INC. 1,513 Shares of Series B Preferred Stock 665,922 Shares of Common Stock Filed Pursuant to Rule 424(b)(5) Registration No. 333-269157 PROSPECTUS SUPPLEMENT (To the Prospectus dated January 6, 2023) ENSYSCE BIOSCIENCES, INC. 1,513 Shares of Series B Preferred Stock 665,922 Shares of Common Stock We are issuing 1,513 shares of our Series B Preferred Stock, par value $0.0001 per share (the “preferred stock”) as well as up to 665,922 shares of our common stock, par value $ |
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| November 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2025 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 001-38306 ENSYSCE BIOSCIEN |
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| November 14, 2025 |
Exhibit 99.1 Ensysce Biosciences Reports Third Quarter 2025 Financial Results ~ Third Quarter Highlighted by Initiation of Phase 3 Study of PF614, Underscoring Progress Toward Market Readiness and Commitment to Novel Opioid Solutions ~ ~ Further Program Advancement Supported by Preferred Stock Financing ~ SAN DIEGO, CA / November 14, 2025 / Ensysce Biosciences, Inc. (NASDAQ: ENSC) (“Ensysce” or th |
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| August 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 13, 2025 (August 13, 2025) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of incorp |
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| August 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2025 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 001-38306 ENSYSCE BIOSCIENCES, |
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| August 13, 2025 |
Exhibit 99.1 Ensysce Biosciences Reports Second Quarter 2025 Financial Results and Latest Program Updates Initiates Critical Milestone, Launching Phase 3 Trial of PF614 to Advance Next-Generation Opioid Therapy Toward Regulatory Approval Receives $5.3 Million Installment from NIDA To Support Overdose Protection Program Accelerates PF614-MPAR-102 Study with Full Enrollment of Part 2 SAN DIEGO, CA / |
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| June 5, 2025 |
Changes in Registrant's Certifying Accountant, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 5, 2025 (June 3, 2025) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of incorporatio |
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| June 5, 2025 |
Letter dated June 5, 2025, from Moss Adams LLP. Exhibit 16.1 June 5, 2025 U.S. Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Ladies and Gentlemen: We have read the statements made by Ensysce Biosciences, Inc. included under Item 4.01 of its Current Report on Form 8-K dated June 3, 2025 to be filed with the Securities and Exchange Commission. We agree with the statements concerning our Firm contained therein. Sincerely |
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| May 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2025 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 001-38306 ENSYSCE BIOSCIENCES, |
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| May 13, 2025 |
Exhibit 99.1 Ensysce Biosciences Reports First Quarter 2025 Financial Results Receives U.S. Patent for Groundbreaking Treatment for Opioid Use Disorder Clinical Trial on Novel Analgesic, PF614-MPAR, Demonstrates Overdose Protection SAN DIEGO, CA / May 13, 2025 / Ensysce Biosciences, Inc. (NASDAQ: ENSC) (“Ensysce” or the “Company”), a clinical-stage pharmaceutical company developing innovative solu |
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| May 13, 2025 |
Results of Operations and Financial Condition, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 13, 2025 (May 13, 2025) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of incorporatio |
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| May 9, 2025 |
Ensysce Biosciences, Inc. 7946 Ivanhoe Avenue, Suite 201 La Jolla, California 92037 May 9, 2025 Ensysce Biosciences, Inc. 7946 Ivanhoe Avenue, Suite 201 La Jolla, California 92037 May 9, 2025 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, NE Washington, D.C. 20549 Attention: Lauren Sprague Hamill, Esq. Re: Ensysce Biosciences, Inc. Registration Statement on Form S-3 SEC File No. 333-286943 Filed May 2, 2025 Ladies and G |
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| May 9, 2025 |
May 9, 2025 Lynn Kirkpatrick Chief Executive Officer Ensysce Biosciences, Inc. 7946 Ivanhoe Avenue, Suite 201 La Jolla, CA 92037 Re: Ensysce Biosciences, Inc. Registration Statement on Form S-3 Filed May 2, 2025 File No. 333-286943 Dear Lynn Kirkpatrick: This is to advise you that we have not reviewed and will not review your registration statement. Please refer to Rules 460 and 461 regarding requ |
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| May 2, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Ensysce Biosciences, Inc. |
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| May 2, 2025 |
As filed with the Securities and Exchange Commission on May 2, 2025 As filed with the Securities and Exchange Commission on May 2, 2025 Registration No. |
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| May 2, 2025 |
As filed with the Securities and Exchange Commission on May 2, 2025 As filed with the Securities and Exchange Commission on May 2, 2025 Registration No. |
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| May 2, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Ensysce Biosciences, Inc. |
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| April 24, 2025 |
Exhibit 4.1 NEITHER THE OFFER AND SALE OF THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, THIS SECURITY MAY NOT BE OFFERED OR SOLD EXC |
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| April 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 23, 2025 (April 24, 2025) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of incorpor |
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| April 24, 2025 |
Exhibit 4.2 NEITHER THE OFFER AND SALE OF THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, THIS SECURITY MAY NOT BE OFFERED OR SOLD EXC |
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| April 24, 2025 |
Form of Inducement Letter Agreement Exhibit 10.1 ENSYSCE BIOSCIENCES, INC. April 23, 2025 Holder of Common Stock Purchase Warrants Re: Inducement Offer to Exercise Common Stock Purchase Warrants Dear Holder: Ensysce Biosciences, Inc. (the “Company”) is pleased to offer to you (“Holder”, “you” or similar terminology) (i) the opportunity to receive new warrants to purchase shares of the Company’s common stock, par value $0.0001 per sh |
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| April 24, 2025 |
Ensysce Biosciences, Inc. Announces Exercise of Warrants for $2.2 Million Gross Proceeds Exhibit 99.1 Ensysce Biosciences, Inc. Announces Exercise of Warrants for $2.2 Million Gross Proceeds SAN DIEGO, CA / ACCESSWIRE / April 23, 2025 / Ensysce Biosciences, Inc. (NASDAQ: ENSC) (the “Company”), a clinical-stage pharmaceutical company developing innovative solutions for severe pain relief while reducing the potential for opioid abuse and overdose, today announced the entry into definiti |
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| April 23, 2025 |
Ensysce Biosciences, Inc. 7946 Ivanhoe Avenue, Suite 201 La Jolla, California 92037 April 23, 2025 Ensysce Biosciences, Inc. 7946 Ivanhoe Avenue, Suite 201 La Jolla, California 92037 April 23, 2025 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, NE Washington, D.C. 20549 Attention: Tyler Howes, Esq. Re: Ensysce Biosciences, Inc. Registration Statement on Form S-3 SEC File No. 333-286580 Filed April 16, 2025 Ladies and Gentl |
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| April 22, 2025 |
Ensysce Biosciences, Inc. 7946 Ivanhoe Avenue, Suite 201 La Jolla, California 92037 April 22, 2025 Ensysce Biosciences, Inc. 7946 Ivanhoe Avenue, Suite 201 La Jolla, California 92037 April 22, 2025 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, NE Washington, D.C. 20549 Attention: Tyler Howes, Esq. Re: Ensysce Biosciences, Inc. Registration Statement on Form S-3 SEC File No. 333-286584 Filed April 16, 2025 Ladies and Gentl |
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| April 22, 2025 |
Ensysce Biosciences, Inc. 7946 Ivanhoe Avenue, Suite 201 La Jolla, California 92037 April 22, 2025 Ensysce Biosciences, Inc. 7946 Ivanhoe Avenue, Suite 201 La Jolla, California 92037 April 22, 2025 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, NE Washington, D.C. 20549 Attention: Tyler Howes, Esq. Re: Ensysce Biosciences, Inc. Registration Statement on Form S-3 SEC File No. 333-286580 Filed April 16, 2025 Ladies and Gentl |
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| April 21, 2025 |
April 21, 2025 Lynn Kirkpatrick Chief Executive Officer Ensysce Biosciences, Inc. 7946 Ivanhoe Avenue, Suite 201 La Jolla, CA 92037 Re: Ensysce Biosciences, Inc. Registration Statement on Form S-3 Filed April 16, 2025 File No. 333-286584 Dear Lynn Kirkpatrick: This is to advise you that we have not reviewed and will not review your registration statement. Please refer to Rules 460 and 461 regardin |
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| April 21, 2025 |
April 21, 2025 Lynn Kirkpatrick Chief Executive Officer Ensysce Biosciences, Inc. 7946 Ivanhoe Avenue, Suite 201 La Jolla, CA 92037 Re: Ensysce Biosciences, Inc. Registration Statement on Form S-3 Filed April 16, 2025 File No. 333-286580 Dear Lynn Kirkpatrick: This is to advise you that we have not reviewed and will not review your registration statement. Please refer to Rules 460 and 461 regardin |
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| April 16, 2025 |
As filed with the Securities and Exchange Commission on April 16, 2025 As filed with the Securities and Exchange Commission on April 16, 2025 Registration No. |
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| April 16, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Ensysce Biosciences, Inc. |
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| April 16, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Ensysce Biosciences, Inc. |
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| April 16, 2025 |
As filed with the Securities and Exchange Commission on April 16, 2025 As filed with the Securities and Exchange Commission on April 16, 2025 Registration No. |
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| April 1, 2025 |
Other Events, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 1, 2025 (April 1, 2025) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of incorporat |
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| March 31, 2025 |
Filed Pursuant to Rule 424(b)(5) Registration No. 333-269157 PROSPECTUS SUPPLEMENT (To the Prospectus dated January 6, 2023) ENSYSCE BIOSCIENCES, INC. 239,594 Shares of Common Stock 75,594 Pre-funded Warrants to Purchase up to 75,594 Shares of Common Stock Up to 75,594 Shares of Common Stock Underlying the Pre-Funded Warrants Pursuant to this prospectus supplement and the accompanying prospectus, |
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| March 31, 2025 |
Form of Securities Purchase Agreement Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of March 30, 2025, between Ensysce Biosciences, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and conditio |
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| March 31, 2025 |
Exhibit 99.1 Ensysce Biosciences, Inc. Announces $1.1 Million Registered Direct Offering Priced At-The-Market Under Nasdaq Rules SAN DIEGO, CA / ACCESSWIRE / March 31, 2025 / Ensysce Biosciences, Inc. (NASDAQ: ENSC) (“Ensysce” or the “Company”), a clinical-stage pharmaceutical company developing innovative solutions for severe pain relief while reducing the potential for opioid abuse and overdose, |
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| March 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 31, 2025 (March 30, 2025) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of incorpor |
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| March 31, 2025 |
Exhibit 4.1 PREFUNDED COMMON STOCK PURCHASE WARRANT ENSYSCE BIOSCIENCES, INC. Warrant Shares: [] Initial Exercise Date: , 2025 THIS PREFUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date |
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| March 31, 2025 |
Exhibit 4.3 NEITHER THE OFFER AND SALE OF THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, THIS SECURITY MAY NOT BE OFFERED OR SOLD EXC |
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| March 31, 2025 |
Exhibit 4.2 NEITHER THE OFFER AND SALE OF THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, THIS SECURITY MAY NOT BE OFFERED OR SOLD EXC |
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| March 10, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-K ☒ 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 001-38306 ENSYSCE BIOSCIENCES, INC. |
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| March 10, 2025 |
Exhibit 99.1 Ensysce Biosciences Reports Fourth Quarter and Full Year 2024 Financial Results Secures Strategic Partnership for the Development and Commercial Launch of PF614 and PF614-MPAR Groundbreaking Trial on PF614-MPAR Generates Positive Interim Results SAN DIEGO, CA / March 10, 2025 / Ensysce Biosciences, Inc. (NASDAQ: ENSC) (“Ensysce” or the “Company”), a clinical-stage pharmaceutical compa |
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| March 10, 2025 |
Results of Operations and Financial Condition, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 10, 2025 (March 10, 2025) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of incorpor |
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| February 14, 2025 |
EX-99.1 2 ex-99-02142025110227.htm JOINT FILING AGREEMENT EXHIBIT 99.1 JOINT FILING AGREEMENT This Joint Filing Agreement, dated as of February 14, 2025, is by and among RA Capital Management, L.P., Peter Kolchinsky, Rajeev Shah, and RA Capital Healthcare Fund, L.P. (the foregoing are collectively referred to herein as the “Filers”). Each of the Filers may be required to file with the United State |
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| February 4, 2025 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 4, 2025 (January 12, 2025) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of inco |
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| February 4, 2025 |
Product Development and Commercial Manufacturing Supply Master Services Agreement Exhibit 10.1 PRODUCT Development AND COMMERCIAL MANUFACTURING SUPPLY MASTER SERVICES AGREEMENT This Product Development and Commercial Manufacturing Supply Master Services Agreement (this “Agreement”) is made as of January 12, 2025 (the “Effective Date”), by and between Galephar Pharmaceutical Research, Inc., a Puerto Rico corporation located at Carr. 925 M 6.1 Bo, Junquito, Humacao, PR 00791(“Gal |
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| December 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 3, 2024 (November 27, 2024) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of inc |
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| December 3, 2024 |
Certificate of Fourth Amendment to the Third Amended and Restated Certificate of Incorporation. Exhibit 3.1 CERTIFICATE OF FOURTH AMENDMENT OF THE THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF ENSYSCE BIOSCIENCES, INC. Ensysce Biosciences, Inc., a corporation organized and existing under the General Corporation Law (the “DGCL”) of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY: FIRST. The name of the corporation is Ensysce Biosciences, Inc. The Corporation was in |
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| November 21, 2024 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 21, 2024 (November 21, 2024) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of in |
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| November 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| November 14, 2024 |
ENSC / Ensysce Biosciences, Inc. / Anson Funds Management LP - SC 13G Passive Investment SC 13G SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Rule 13d-102) (Amendment No. |
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| November 14, 2024 |
EX-99.1 2 d901189dex991.htm EX-99.1 EXHIBIT 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the Common Stock, $0.0001 par value, of Ensysce Biosciences, Inc., a Delaware corp |
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| November 12, 2024 |
Exhibit 99.1 Ensysce Biosciences Reports Third Quarter 2024 Financial Results Awarded $14 Million Multi-Year NIH Grant and Initiated Second Clinical Trial for Breakthrough Therapy PF614-MPAR Submitted Pivotal PF614 Phase 3 Protocol to the FDA for Review SAN DIEGO, CA / November 12, 2024 / Ensysce Biosciences, Inc. (NASDAQ: ENSC) (“Ensysce” or the “Company”), a clinical-stage pharmaceutical company |
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| November 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 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: 001-38306 Ensysce Biosciences, Inc. |
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| November 12, 2024 |
Results of Operations and Financial Condition, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 12, 2024 (November 12, 2024) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of in |
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| November 6, 2024 |
ENSC / Ensysce Biosciences, Inc. / RA CAPITAL MANAGEMENT, L.P. - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Ensysce Biosciences, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 293602405 (CUSIP Number) October 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate th |
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| November 6, 2024 |
EXHIBIT 1 AGREEMENT This Joint Filing Agreement, dated as of November 6, 2024 is by and among RA Capital Management, L. |
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| October 29, 2024 |
ENSC / Ensysce Biosciences, Inc. / PERCEPTIVE ADVISORS LLC - SC 13G Passive Investment SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Ensysce Biosciences, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 293602405 (CUSIP Number) October 22, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to desig |
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| October 29, 2024 |
EX-99.1 2 d136995dex991.htm EX-99.1 EXHIBIT 1 AGREEMENT The persons below hereby agree that the Schedule 13G to which this agreement is attached as an exhibit, as well as all future amendments to such Schedule 13G, shall be filed on behalf of each of them. This agreement is intended to satisfy the requirements of Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934. Date: October 29, 20 |
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| October 18, 2024 |
Amendment, effective November 1, 2024, to Amended and Restated Bylaws of Ensysce Biosciences, Inc. Exhibit 3.2(b) AMENDMENT TO THE AMENDED AND RESTATED BYLAWS OF ENSYSCE BIOSCIENCES, INC. (as amended November 1, 2024) Section 1.5 is deleted in its entirety and replaced with the following: Section 1.5. Quorum. At any meeting of the stockholders, the holders of shares of capital stock of the Corporation entitled to cast 1/3rd of the total votes entitled to be cast by the holders of all outstandin |
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| October 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| October 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 18, 2024 (October 17, 2024) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of inco |
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| October 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| October 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-K ցց ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2023 OR տ 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 001-38306 ENSYSCE BIOSCIENCES, INC |
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| October 15, 2024 |
October 15, 2024 Lynn Kirkpatrick President, Chief Executive Officer & Director Ensysce Biosciences, Inc. |
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| October 15, 2024 |
Ensysce Biosciences, Inc. 7946 Ivanhoe Avenue, Suite 201 La Jolla, California 92037 October 15, 2024 Ensysce Biosciences, Inc. 7946 Ivanhoe Avenue, Suite 201 La Jolla, California 92037 October 15, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, NE Washington, D.C. 20549 Attention: Alan Campbell, Esq. Re: Ensysce Biosciences, Inc. Registration Statement on Form S-3 SEC File No. 333-282563 Filed October 9, 2024 Ladies and |
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| October 10, 2024 |
DEL AM October 10, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549 RE: Ensysce Biosciences, Inc. Registration Statement on Form S-3 File No. 333-282563 To Whom It May Concern: Reference is made to the Registration Statement on Form S-3 (File No. 333-282563) filed by Ensysce Biosciences, Inc. (the “Company”) with the Sec |
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| October 9, 2024 |
As filed with the Securities and Exchange Commission on October 9, 2024 As filed with the Securities and Exchange Commission on October 9, 2024 Registration No. |
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| October 9, 2024 |
As filed with the Securities and Exchange Commission on October 9, 2024 As filed with the Securities and Exchange Commission on October 9, 2024 Registration No. |
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| October 9, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Ensysce Biosciences, Inc. |
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| October 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| August 30, 2024 |
Exhibit 4.2 NEITHER THE OFFER AND SALE OF THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, THIS SECURITY MAY NOT BE OFFERED OR SOLD EXC |
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| August 30, 2024 |
Exhibit 4.1 PREFUNDED COMMON STOCK PURCHASE WARRANT ENSYSCE BIOSCIENCES, INC. Warrant Shares: [] Initial Exercise Date: , 2024 THIS PREFUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date |
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| August 30, 2024 |
Form of Securities Purchase Agreement Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of August 28, 2024, between Ensysce Biosciences, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and conditi |
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| August 30, 2024 |
Exhibit 10.2 ENSYSCE BIOSCIENCES, INC. August 28, 2024 Holder of Common Stock Purchase Warrants Re: Inducement Offer to Exercise Common Stock Purchase Warrants Dear Holder: Ensysce Biosciences, Inc. (the “Company”) is pleased to offer to you (“Holder”, “you” or similar terminology) (i) the opportunity to receive new warrants to purchase shares of the Company’s common stock, par value $0.0001 per s |
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| August 30, 2024 |
Exhibit 99.1 Ensysce Biosciences, Inc. Announces $5 Million Concurrent Registered Direct Offering and Exercise of Warrants SAN DIEGO, CA / ACCESSWIRE / August 29, 2024 / Ensysce Biosciences, Inc. (NASDAQ: ENSC) (“Ensysce” or the “Company”), a clinical-stage pharmaceutical company developing innovative solutions for severe pain relief while reducing the potential for opioid abuse and overdose, toda |
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| August 30, 2024 |
Form of Private Placement Agent Warrant Exhibit 4.3 NEITHER THE OFFER AND SALE OF THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, THIS SECURITY MAY NOT BE OFFERED OR SOLD EXC |
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| August 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 29, 2024 (August 28, 2024) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of incorp |
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| August 29, 2024 |
Filed Pursuant to Rule 424(b)(5) Registration No. 333-269157 PROSPECTUS SUPPLEMENT (To the Prospectus dated January 6, 2023) ENSYSCE BIOSCIENCES, INC. 2,490,798 Shares of Common Stock 1,062,396 Pre-funded Warrants to Purchase up to 1,062,396 Shares of Common Stock Up to 1,062,396 Shares of Common Stock Underlying the Pre-Funded Warrants Pursuant to this prospectus supplement and the accompanying p |
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| August 29, 2024 |
Filed Pursuant to Rule 424(b)(5) Registration No. 333-269157 PROSPECTUS SUPPLEMENT (To the Prospectus dated January 6, 2023) ENSYSCE BIOSCIENCES, INC. 2,490,798 Shares of Common Stock 1,062,396 Pre-funded Warrants to Purchase up to 1,062,396 Shares of Common Stock Up to 1,062,396 Shares of Common Stock Underlying the Pre-Funded Warrants Pursuant to this prospectus supplement and the accompanying p |
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| August 23, 2024 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 23, 2024 (August 20, 2024) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of incorp |
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| August 14, 2024 |
Results of Operations and Financial Condition, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2024 (August 14, 2024) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of incorp |
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| August 14, 2024 |
Exhibit 99.1 Ensysce Biosciences Reports Second Quarter 2024 Financial Results PF614-MPAR Progressing to Phase 1b Study to Verify Both Overdose Protection and Effective Delivery of Oxycodone Opioid Use Disorder Program Advances with Selection of PF9001 as Lead Drug Candidate PF614 Phase 3 Protocol Being Finalized for Submission to FDA SAN DIEGO, CA / August 14, 2024 / Ensysce Biosciences, Inc. (NA |
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| August 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 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: 001-38306 Ensysce Biosciences, Inc. |
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| May 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 28, 2024 (May 28, 2024) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of incorporatio |
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| May 28, 2024 |
Ensysce Biosciences Regains Compliance with Nasdaq Exhibit 99.1 Ensysce Biosciences Regains Compliance with Nasdaq SAN DIEGO, CA / May 28, 2024 / Ensysce Biosciences, Inc. (NASDAQ:ENSC) (“Ensysce” or the “Company”), a clinical stage pharmaceutical company developing innovative solutions for severe pain relief while reducing the potential for opioid abuse and overdose, today announced that it has received notice on May 24, 2024 from The Nasdaq Stoc |
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| May 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 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: 001-38306 Ensysce Biosciences, Inc. |
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| May 13, 2024 |
Exhibit 99.1 Ensysce Biosciences Reports First Quarter 2024 Financial Results PF614’s Phase 3 Clinical Plans Affirm the Path to Regulatory Approval FDA Breakthrough Therapy Designation of PF614-MPAR Expedites Clinical Program SAN DIEGO, CA / May 13, 2024 / Ensysce Biosciences, Inc. (NASDAQ:ENSC) (“Ensysce” or the “Company”), a clinical stage pharmaceutical company developing innovative solutions f |
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| May 13, 2024 |
Results of Operations and Financial Condition, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 13, 2024 (May 13, 2024) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of incorporatio |
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| May 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 9, 2024 (May 9, 2024) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of incorporation |
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| April 19, 2024 |
As filed with the Securities and Exchange Commission on April 19, 2024 As filed with the Securities and Exchange Commission on April 19, 2024 Registration No. |
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| April 3, 2024 |
Ensysce Biosciences, Inc. 7946 Ivanhoe Avenue, Suite 201 La Jolla, California 92037 April 3, 2024 Ensysce Biosciences, Inc. 7946 Ivanhoe Avenue, Suite 201 La Jolla, California 92037 April 3, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, NE Washington, D.C. 20549 Attention: Jessica Dickerson, Esq. Re: Ensysce Biosciences, Inc. Registration Statement on Form S-1 SEC File No. 333-276537 Filed January 17, 2024 Pre-Effec |
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| March 29, 2024 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 29, 2024 (March 27, 2024) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of incorpor |
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| March 26, 2024 |
As filed with the Securities and Exchange Commission on March 26, 2024 As filed with the Securities and Exchange Commission on March 26, 2024 Registration No. |
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| March 26, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) Ensysce Biosciences, Inc. |
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| March 15, 2024 |
Policy relating to recovery of erroneously awarded compensation Exhibit 97 ENSYSCE BIOSCIENCES, INC. CLAWBACK POLICY The Board of Directors (the “Board”) of Ensysce Biosciences, Inc., a Delaware corporation (the “Company”) has adopted the following Clawback Policy (this “Policy”) on November 16, 2023, effective as of October 2, 2023 (the “Effective Date”). 1. Purpose. The purpose of this Policy is to provide for the recoupment of certain incentive compensation |
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| March 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 15, 2024 (March 15, 2024) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of incorpor |
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| March 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2023 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 001-38306 ENSYSCE BIOSCIENCES, INC. |
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| March 15, 2024 |
Exhibit 99.1 Ensysce Biosciences Reports Fourth Quarter and Full Year 2023 Financial Results ~ Corporate Update Call to be Held Thursday, March 21, 2024 at 11:00am ET to Discuss Recent FDA Breakthrough Therapy Designation and Phase 3 Clinical Plans ~ SAN DIEGO, CA / ACCESSWIRE / March 15, 2024 / Ensysce Biosciences, Inc. (“Ensysce” or the “Company”) (NASDAQ:ENSC), a clinical-stage company applying |
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| February 15, 2024 |
The date of this prospectus supplement is February 14, 2024. ADDITIONAL RISK FACTOR Filed Pursuant to Rule 424(b)(3) Registration No. 333-275456 To the prospectus dated November 17, 2023 PROSPECTUS SUPPLEMENT NO. 1 This prospectus supplement amends and supplements the prospectus dated November 17, 2023, as supplemented or amended from time to time (the “Prospectus”), which forms a part of our Registration Statement on Form S-1 (No. 333-275456). This prospectus supplement is being |
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| February 14, 2024 |
Exhibit 10.1 ENSYSCE BIOSCIENCES, INC. February 12, 2024 Holder of Common Stock Purchase Warrants Re: Inducement Offer to Exercise Common Stock Purchase Warrants Dear Holder: Ensysce Biosciences, Inc. (the “Company”) is pleased to offer to you (“Holder”, “you” or similar terminology) (i) the opportunity to receive new warrants to purchase shares of the Company’s common stock, par value $0.0001 per |
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| February 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 14, 2024 (February 12, 2024) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of in |
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| February 14, 2024 |
Exhibit 10.2 WAIVER UNDER THE SECURITIES PURCHASE AGREEMENT DATED OCTOBER 23, 2023 This Waiver under the Securities Purchase Agreement dated October 23, 2023 (this “Waiver”) is entered into effective as of this 12th day of February 2024 (the “Effective Date”) by and among Ensysce Biosciences, Inc., a Delaware corporation (the “Company”) and each purchaser under the Securities Purchase Agreement, a |
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| February 14, 2024 |
EX-99.1 2 tm246286d4ex99-1.htm EXHIBIT 99.1 EXHIBIT 99.1 Joint Filing Agreement The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1). Each of them is responsible for the timely filing of such Schedule 13G, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the comple |
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| February 14, 2024 |
Exhibit 4.1 NEITHER THE OFFER AND SALE OF THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, THIS SECURITY MAY NOT BE OFFERED OR SOLD EXC |
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| February 14, 2024 |
The date of this prospectus supplement is February 14, 2024. AMENDMENT TO COMMON WARRANTS Filed Pursuant to Rule 424(b)(3) Registration No. 333-271480 To the prospectus dated May 10, 2023 PROSPECTUS SUPPLEMENT NO. 1 This prospectus supplement amends and supplements the prospectus dated May 10, 2023, (the “Prospectus”), which forms a part of our Registration Statement on Form S-1 (No. 333-271480). This prospectus supplement is being filed to update and supplement the information in the |
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| February 14, 2024 |
Ensysce Biosciences, Inc. Announces Exercise of Warrants for $4.7 Million Gross Proceeds Exhibit 99.1 Ensysce Biosciences, Inc. Announces Exercise of Warrants for $4.7 Million Gross Proceeds SAN DIEGO, CA / ACCESSWIRE / February 13, 2024 / Ensysce Biosciences, Inc. (NASDAQ: ENSC) (the “Company”), a clinical-stage biotech company applying transformative chemistry to improve prescription drug safety to reduce abuse and overdose, today announced the entry into definitive agreements for t |
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| February 14, 2024 |
Exhibit 4.2 NEITHER THE OFFER AND SALE OF THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, THIS SECURITY MAY NOT BE OFFERED OR SOLD EXC |
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| February 14, 2024 |
SC 13G/A 1 tm246286d4sc13ga.htm SCHEDULE 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* ENSYSCE BIOSCIENCES, INC. (Name of Issuer) COMMON STOCK, $0.0001 PAR VALUE PER SHARE (Title of Class of Securities) 293602207 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this S |
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| January 22, 2024 |
United States securities and exchange commission logo January 22, 2024 Lynn Kirkpatrick, Ph. |
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| January 17, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) Ensysce Biosciences, Inc. |
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| January 17, 2024 |
As filed with the Securities and Exchange Commission on January 16, 2024 As filed with the Securities and Exchange Commission on January 16, 2024 Registration No. |
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| December 29, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 29, 2023 (December 29, 2023) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of in |
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| December 19, 2023 |
Ensysce Biosciences Postpones Special Meeting of Stockholders to December 29, 2023 Exhibit 99 Ensysce Biosciences Postpones Special Meeting of Stockholders to December 29, 2023 SAN DIEGO, CA, December 19, 2023 — Ensysce Biosciences, Inc. |
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| December 19, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 19, 2023 (December 19, 2023) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of in |
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| December 19, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of |
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| November 30, 2023 |
Ensysce Biosciences, Inc. 7946 Ivanhoe Avenue, Suite 201 La Jolla, California 92037 November 30, 2023 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, NE Washington, D.C. 20549 Attention: Joseph McCann, Esq. Re: Ensysce Biosciences, Inc. - Request for Withdrawal – Form RW Relating to the Registration Statement on Form S-3 SEC F |
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| November 29, 2023 |
Exhibit 99.1 Ensysce Biosciences Announces Completion of $1.7 Million Convertible Note Financing ~ Additional Funding from Investors Validates Company’s Mission ~ SAN DIEGO, CA, November 28, 2023 — Ensysce Biosciences, Inc. (“Ensysce” or the “Company”) (NASDAQ: ENSC), a clinical-stage company applying transformative chemistry to improve prescription drug safety, announced today that it has complet |
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| November 29, 2023 |
Form of First Amendment to the Senior Secured Convertible Note) Exhibit 4.6(b) FIRST AMENDMENT TO SENIOR SECURED CONVERTIBLE NOTE This First Amendment to Senior Secured Convertible Note (this “Amendment”) dated as of November 28, 2023 (the “Effective Date”) is entered into by and between Ensysce Biosciences, Inc., a Delaware corporation (the “Company”), and (the “Purchaser”). RECITALS A. The Purchaser and the Company entered into that certain Securities Purcha |
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| November 29, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 29, 2023 (November 28, 2023) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of in |
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| November 20, 2023 |
Ensysce Biosciences, Inc. 7946 Ivanhoe Avenue, Suite 201 La Jolla, California 92037 November 20, 2023 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, NE Washington, D.C. 20549 Attention: Jason Drory, Esq. Re: Ensysce Biosciences, Inc. Registration Statement on Form S-1 SEC File No. 333-275456 Filed November 9, 2023 Pre-Effecti |
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| November 17, 2023 |
United States securities and exchange commission logo November 17, 2023 Lynn Kirkpatrick Chief Executive Officer Ensysce Biosciences, Inc. |
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| November 17, 2023 |
As filed with the Securities and Exchange Commission on November 17, 2023 As filed with the Securities and Exchange Commission on November 17, 2023 Registration No. |
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| November 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 17, 2023 (November 13, 2023) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of in |
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| November 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| November 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| November 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 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: 001-38306 Ensysce Biosciences, Inc. |
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| November 9, 2023 |
Results of Operations and Financial Condition, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 9, 2023 (November 9, 2023) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of inco |
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| November 9, 2023 |
Exhibit 10.9(c) ENSYSCE BIOSCIENCES, INC. AMENDED AND RESTATED 2021 OMNIBUS INCENTIVE PLAN RESTRICTED STOCK UNIT GRANT NOTICE AND AWARD AGREEMENT Ensysce Biosciences, Inc., a Delaware corporation (the “Company”), pursuant to its Amended and Restated 2021 Omnibus Incentive Plan (the “Plan”), hereby grants to the individual listed below (“Participant”) the number of restricted stock units set forth |
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| November 9, 2023 |
Exhibit 99.1 Ensysce Biosciences Reports Third Quarter 2023 Financial Results ~ PF614-201 Clinical Study Results Expected by End of Year ~ SAN DIEGO, CA, November 9, 2023 — Ensysce Biosciences, Inc. (“Ensysce” or the “Company”) (NASDAQ: ENSC), a clinical-stage company applying transformative chemistry to improve prescription drug safety, today reported financial results for the third quarter of 20 |
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| November 9, 2023 |
Exhibit 4.16 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIST |
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| November 9, 2023 |
As filed with the Securities and Exchange Commission on November 9, 2023 As filed with the Securities and Exchange Commission on November 9, 2023 Registration No. |
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| November 9, 2023 |
Exhibit 3.2(b) AMENDMENT TO THE AMENDED AND RESTATED BYLAWS OF ENSYSCE BIOSCIENCES, INC. (as amended October 5, 2023) Section 1.5 is deleted in its entirety and replaced with the following: Section 1.5. Quorum. At any meeting of the stockholders, the holders of shares of capital stock of the Corporation entitled to cast 1/3rd of the total votes entitled to be cast by the holders of all outstanding |
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| November 9, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) Ensysce Biosciences, Inc. |
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| October 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| October 24, 2023 |
Exhibit 10.3 SUBSIDIARY GUARANTEE SUBSIDIARY GUARANTEE, dated as of October [*], 2023 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of 3i, LP in its capacity as collateral agent (in such capacity, the “Collateral Agent” as hereinafter further defined) for the purchasers signa |
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| October 24, 2023 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of October 23, 2023, between Ensysce Biosciences, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”). WHEREAS, subject to the terms and condi |
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| October 24, 2023 |
Exhibit 4.7 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| October 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 24, 2023 (October 23, 2023) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of inco |
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| October 24, 2023 |
Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of October [*], 2023 between Ensysce Biosciences, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”). This Agreement is made pursuant to the Securities Pur |
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| October 24, 2023 |
Exhibit 99.1 Ensysce Biosciences Secures $1.7 Million Convertible Note Financing ~ Additional Funding from Investor Cohort Validates Company’s Mission ~ SAN DIEGO, CA, October 24, 2023 — Ensysce Biosciences, Inc. (“Ensysce” or the “Company”) (NASDAQ: ENSC), a clinical-stage company applying transformative chemistry to improve prescription drug safety, announced today that it has entered into a sec |
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| October 24, 2023 |
Exhibit 4.6 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAS BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| October 24, 2023 |
Exhibit 10.5 PATENT SECURITY AGREEMENT This PATENT SECURITY AGREEMENT (this “Patent Security Agreement”) is entered into as of October [*], 2023 by and among, Ensysce Biosciences, Inc., a Delaware corporation (the “Company”), all of the Subsidiaries of the Company (such subsidiaries, the “Guarantors” and together with the Company, the “Debtors”), the holders of the Company’s Senior Secured Convert |
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| October 24, 2023 |
Exhibit 10.4 SECURITY AGREEMENT This SECURITY AGREEMENT, dated as of October [*], 2023 (this “Agreement”), is among Ensysce Biosciences, Inc., a Delaware corporation (the “Company”), all of the Subsidiaries of the Company (such subsidiaries, the “Guarantors” and together with the Company, the “Debtors”), the holders of the Company’s Senior Secured Convertible Notes due six (6) months following the |
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| October 20, 2023 |
As filed with the Securities and Exchange Commission on October 19, 2023 As filed with the Securities and Exchange Commission on October 19, 2023 Registration No. |
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| October 20, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Ensysce Biosciences, Inc. |
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| August 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 28, 2023 (August 24, 2023) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of incorp |
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| August 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 11, 2023 (August 11, 2023) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of incorp |
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| August 11, 2023 |
Exhibit 99.1 Ensysce Biosciences Reports Second Quarter 2023 Financial Results ~ Progression Toward Full Phase 3 Evaluation of PF614 with Recently Announced IRB Approval of Key Study Protocol ~ SAN DIEGO, CA, August 11, 2023 — Ensysce Biosciences, Inc. (“Ensysce” or the “Company”) (NASDAQ: ENSC), a clinical-stage company applying transformative chemistry to improve prescription drug safety, today |
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| August 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 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: 001-38306 Ensysce Biosciences, Inc. |
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| July 18, 2023 |
US2936024056 / ENSYSCE BIOSCIEN / GOWER BOB G Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Ensysce Biosciences, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 293602405 (CUSIP Number) Bob G. Gower 101 Westcott, Unit 303 Houston, Texas 77007 (832) 771-7438 (Name, Address and Telephone Number of |
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| July 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of |
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| July 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of |
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| June 14, 2023 |
Ensysce Biosciences Regains Compliance with Nasdaq Exhibit No. 99.1 Ensysce Biosciences Regains Compliance with Nasdaq SAN DIEGO, CA / ACCESSWIRE / June 13, 2023 / Ensysce Biosciences, Inc. (the “Company”) (NASDAQ:ENSC), a clinical-stage company applying transformative chemistry to improve prescription drug safety, today announced that it has received notice from The Nasdaq Stock Market LLC (“Nasdaq”) that the Company has demonstrated compliance w |
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| June 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 13, 2023 (June 13, 2023) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of incorporat |
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| June 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 2, 2023 (June 2, 2023) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of incorporatio |
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| May 17, 2023 |
Exhibit 4.12 EXHIBIT A SERIES [A-1] [A-2] COMMON STOCK PURCHASE WARRANT ENSYSCE BIOSCIENCES, INC. Warrant Shares: Initial Exercise Date: May [], 2023 THIS SERIES [A-1] [A-2] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, a |
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| May 17, 2023 |
Exhibit 4.15 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIST |
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| May 17, 2023 |
Form of Securities Purchase Agreement Exhibit 10.16 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of May 10, 2023, between Ensysce Biosciences, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and condition |
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| May 17, 2023 |
As filed with the Securities and Exchange Commission on May 17, 2023 As filed with the Securities and Exchange Commission on May 17, 2023 Registration No. |
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| May 17, 2023 |
Ensysce Biosciences, Inc. 7946 Ivanhoe Avenue, Suite 201 La Jolla, California 92037 May 17, 2023 Ensysce Biosciences, Inc. 7946 Ivanhoe Avenue, Suite 201 La Jolla, California 92037 May 17, 2023 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, NE Washington, D.C. 20549 Re: Ensysce Biosciences, Inc. Post-Effective Amendment No. 1 to Registration Statement on Form S-1 Withdrawal Request – Form type “AW” SEC File No. 333-27148 |
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| May 17, 2023 |
Exhibit 4.14 PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT ENSYSCE BIOSCIENCES, INC. Warrant Shares: 126,061 Initial Exercise Date: May 12, 2023 THIS PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, H.C. Wainwright & Co., LLC or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions herei |
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| May 17, 2023 |
Exhibit 4.13 EXHIBIT A-1 PREFUNDED COMMON STOCK PURCHASE WARRANT ENSYSCE BIOSCIENCES, INC. Warrant Shares: Initial Exercise Date: May [],2023 THIS PREFUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or |
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| May 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 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: 001-38306 Ensysce Biosciences, Inc. |
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| May 15, 2023 |
Exhibit 4.1 EXHIBIT A SERIES [A-1] [A-2] COMMON STOCK PURCHASE WARRANT ENSYSCE BIOSCIENCES, INC. Warrant Shares: Initial Exercise Date: May [], 2023 THIS SERIES [A-1] [A-2] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at |
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| May 15, 2023 |
Ensysce Biosciences, Inc. Announces Closing of $7 Million Public Offering Exhibit 99.1 Ensysce Biosciences, Inc. Announces Closing of $7 Million Public Offering SAN DIEGO, CA / ACCESSWIRE / May 12, 2023 / Ensysce Biosciences, Inc. (NASDAQ: ENSC) (the “Company”), a clinical-stage biotech company applying transformative chemistry to improve prescription drug safety to reduce abuse and overdose, announced today the closing of the previously announced public offering of an |
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| May 15, 2023 |
Form of Securities Purchase Agreement Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of May 10, 2023, between Ensysce Biosciences, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and conditions |
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| May 15, 2023 |
Exhibit 4.2 EXHIBIT A-1 PREFUNDED COMMON STOCK PURCHASE WARRANT ENSYSCE BIOSCIENCES, INC. Warrant Shares: Initial Exercise Date: May [],2023 THIS PREFUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or a |
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| May 15, 2023 |
Form of Placement Agent Warrant Exhibit 4.3 PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT ENSYSCE BIOSCIENCES, INC. Warrant Shares: 126,061 Initial Exercise Date: May 12, 2023 THIS PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, H.C. Wainwright & Co., LLC or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions herein |
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| May 15, 2023 |
Exhibit 4.4 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| May 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2023 (May 10, 2023) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of (Commission |
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| May 12, 2023 |
The date of this prospectus supplement is May 12, 2023. AMENDMENT TO EXISTING WARRANTS Filed Pursuant to Rule 424(b)(3) Registration No. 333-268858 To the prospectus dated December 31, 2022 PROSPECTUS SUPPLEMENT NO. 1 This prospectus supplement amends and supplements the prospectus dated August 30, 2022, as supplemented or amended from time to time (the “Prospectus”), which forms a part of our Registration Statement on Form S-3 (No. 333-268858). This prospectus supplement is being f |
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| May 12, 2023 |
Form of warrants amended in connection with the execution of the Securities Purchase Agreement Exhibit 4.15 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIST |
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| May 12, 2023 |
As filed with the Securities and Exchange Commission on May 12, 2023 As filed with the Securities and Exchange Commission on May 12, 2023 Registration No. |
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| May 12, 2023 |
Exhibit 4.13 EXHIBIT A-1 PREFUNDED COMMON STOCK PURCHASE WARRANT ENSYSCE BIOSCIENCES, INC. Warrant Shares: Initial Exercise Date: May [],2023 THIS PREFUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or |
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| May 12, 2023 |
Form of placement agent warrant Exhibit 4.14 PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT ENSYSCE BIOSCIENCES, INC. Warrant Shares: 126,061 Initial Exercise Date: May 12, 2023 THIS PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, H.C. Wainwright & Co., LLC or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions herei |
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| May 12, 2023 |
The date of this prospectus supplement is May 12, 2023. AMENDMENT TO EXISTING WARRANTS Filed Pursuant to Rule 424(b)(3) Registration No. 333-267001 To the prospectus dated August 30, 2022 PROSPECTUS SUPPLEMENT NO. 1 This prospectus supplement amends and supplements the prospectus dated August 30, 2022, as supplemented or amended from time to time (the “Prospectus”), which forms a part of our Registration Statement on Form S-3 (No. 333-267001). This prospectus supplement is being fil |
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| May 12, 2023 |
Filed Pursuant to Rule 424(b)(3) Registration Statement No. 333-271480 PROSPECTUS ENSYSCE BIOSCIENCES, INC. 349,000 Shares of Common Stock 1,800,876 Series A-1 Warrants to Purchase 1,800,876 Shares of Common Stock 1,800,876 Series A-2 Warrants to Purchase 1,800,876 Shares of Common Stock 1,451,876 Pre-Funded Warrants to Purchase 1,451,876 Shares of Common Stock Placement Agent Warrants to Purchase |
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| May 12, 2023 |
Exhibit 4.12 EXHIBIT A SERIES [A-1] [A-2] COMMON STOCK PURCHASE WARRANT ENSYSCE BIOSCIENCES, INC. Warrant Shares: Initial Exercise Date: May [], 2023 THIS SERIES [A-1] [A-2] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, a |
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| May 12, 2023 |
Form of Securities Purchase Agreement Exhibit 10.16 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of May 10, 2023, between Ensysce Biosciences, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and condition |
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| May 12, 2023 |
The date of this prospectus supplement is May 12, 2023. AMENDMENT TO EXISTING WARRANTS Filed Pursuant to Rule 424(b)(3) Registration No. 333-268038 To the prospectus dated December 7, 2022 PROSPECTUS SUPPLEMENT NO. 1 This prospectus supplement amends and supplements the prospectus dated August 30, 2022, as supplemented or amended from time to time (the “Prospectus”), which forms a part of our Registration Statement on Form S-1 (No. 333-268038). This prospectus supplement is being fi |
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| May 9, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) Ensysce Biosciences, Inc. |
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| May 9, 2023 |
Ensysce Biosciences, Inc. 7946 Ivanhoe Avenue, Suite 201 La Jolla, California 92037 May 9, 2023 Ensysce Biosciences, Inc. 7946 Ivanhoe Avenue, Suite 201 La Jolla, California 92037 May 9, 2023 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, NE Washington, D.C. 20549 Attention: Daniel Crawford, Esq. Re: Ensysce Biosciences, Inc. Registration Statement on Form S-1 SEC File No. 333-271480 Ladies and Gentlemen: Pursuant to Ru |
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| May 9, 2023 |
430 Park Avenue | New York, NY 10022 | 212.356.0500 | www.hcwco.com Member: FINRA/SIPC May 9, 2023 VIA FACSIMILE AND EDGAR U.S. Securities and Exchange Commission Division of Corporate Finance Washington, DC 20549 Re: Ensysce Bioscience, Inc. Registration Statement on Form S-1 (Registration No. 333-271480) - Concurrence in Acceleration Request Ladies and Gentlemen: H.C. Wainwright & Co., LLC (“Wainwright”), solely acting as placement agent on a best-efforts basis in an offering purs |
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| May 9, 2023 |
As filed with the Securities and Exchange Commission on May 9, 2023 As filed with the Securities and Exchange Commission on May 9, 2023 Registration No. |
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| May 8, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) Ensysce Biosciences, Inc. |
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| May 8, 2023 |
As filed with the Securities and Exchange Commission on May 8, 2023 As filed with the Securities and Exchange Commission on May 8, 2023 Registration No. |
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| May 4, 2023 |
United States securities and exchange commission logo May 4, 2023 Lynn Kirkpatrick, Ph. |
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| April 28, 2023 |
Power of Attorney (included on signature page to this registration statement). As filed with the Securities and Exchange Commission on April 27, 2023 Registration No. |
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| April 28, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) Ensysce Biosciences, Inc. |
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| April 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 10, 2023 (April 10, 2023) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of incorpor |
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| April 10, 2023 |
Exhibit 16 April 10, 2023 Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20549 Commissioners: We have read Item 4.01 of Ensysce Biosciences Inc.’s Form 8-K dated April 10, 2023, and we agree with the statements set forth in Item 4.01, insofar as they relate to our firm. We have no basis to agree or disagree with other statements made by the registrant contained in Item 4.01. |
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| March 31, 2023 |
Exhibit 3.3 ENSYSCE BIOSCIENCES, INC. CERTIFICATE OF ELIMINATION OF SERIES A PREFERRED STOCK Pursuant to Section 151(g) of the General Corporation Law of the State of Delaware Ensysce Biosciences, Inc. (the “Company”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (“DGCL”), DOES HEREBY CERTIFY: FIRST. Pursuant to the authority expr |
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| March 31, 2023 |
Exhibit 99.1 Ensysce Biosciences Reports Fourth Quarter and Full Year 2022 Financial Results ~ Corporate Update Call to be Held Tuesday, April 11, 2023 ~ SAN DIEGO, CA, March 30, 2023 — Ensysce Biosciences, Inc. (“Ensysce” or the “Company”) (NASDAQ:ENSC), a clinical-stage biotech company applying transformative chemistry to improve prescription drug safety, today reported financial results for the |
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| March 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 30, 2023 (March 30, 2023) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of incorpor |
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| March 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A/A (Amendment No. 2) FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 82-2755287 (State or other jurisdiction of incorporation or organization) (I.R.S. Emplo |
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| March 30, 2023 |
Exhibit 14 CODE OF BUSINESS CONDUCT AND ETHICS OF ENSYSCE BIOSCIENCES, INC. 1. Introduction The Board of Directors (the “Board”) of Ensysce Biosciences, Inc. (the “Company”) has adopted this code of business conduct and ethics (this “Code”), as amended from time to time by the Board and which is applicable to all of the Company’s directors, officers and employees to: ● promote honest and ethical c |
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| March 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2022 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 001-38306 ENSYSCE BIOSCIENCES, INC. |
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| March 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 30, 2023 (March 28, 2023) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of incorpor |
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| March 30, 2023 |
Exhibit 3.1 CERTIFICATE OF THIRD AMENDMENT OF THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF ENSYSCE BIOSCIENCES, INC. Ensysce Biosciences, Inc., a corporation organized and existing under the General Corporation Law (the “DGCL”) of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY: FIRST. The name of the corporation is Ensysce Biosciences, Inc. The Corporation was incorpo |
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| March 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 24, 2023 (March 23, 2023) Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38306 82-2755287 (State or other jurisdiction of incorpor |
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| February 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| February 16, 2023 |
As filed with the Securities and Exchange Commission on February 15, 2023 As filed with the Securities and Exchange Commission on February 15, 2023 Registration No. |
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| February 14, 2023 |
US2936022076 / ENSYSCE BIOSCIENCES INC / CVI Investments, Inc. - SC 13G/A Passive Investment SC 13G/A 1 tm235037d17sc13ga.htm SC 13G/A CUSIP No: 293602207 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2. (Amendment No. 1)* Ensysce Biosciences, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title |
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| February 14, 2023 |
SC 13G/A 1 ensc213230sc13ga3.htm AMENDMENT NO. 3 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 3) Ensyce Biosciences, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 293602108 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Chec |
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| February 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| February 7, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A/A (Amendment No. 1) FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Ensysce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 82-2755287 (State or other jurisdiction of incorporation or organization) (I.R.S. Emplo |
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| February 7, 2023 |
EXHIBIT 1 Joint Filing Agreement The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1). |
