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BCS

Current Report · Items 5.02, 5.07, 9.01 · 8-K

Cellectar Biosciences, Inc.

CLRBNASDAQEQUITYCurrent

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · Submission of Matters to a Vote of Security Holders

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. As described in Item 5.07 below, on July 7, 2026, at the 2026 Annual Meeting of Stockholders (the “Annual Meeting”) of Cellectar Biosciences, Inc.…

Filed Jul 10, 2026Accepted Jul 10, 2026, 5:13 PM EDTCIK 1279704Accession 0001104659-26-082719
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Company context

We are a late-stage clinical biopharmaceutical company focused on the discovery, development and commercialization of drugs for the treatment of cancer. Our core objective is to leverage our proprietary phospholipid ether drug conjugate™ (PDC™) delivery platform to develop PDCs that are designed to specifically target cancer cells and deliver improved efficacy and better safety as a result of fewer off-target effects. We believe that our PDC platform possesses the potential for the discovery and development of the next generation of cancer-targeting treatments, and we plan to develop PDCs both independently and through research and development collaborations.

Current securities

Historical securities (2)

Recent company filings

  1. SCHEDULE 13G - filed by Caligan Partners LP regarding Cellectar Biosciences, Inc.Aug 14, 2026
  2. SCHEDULE 13G - filed by STEMPOINT CAPITAL LP regarding Cellectar Biosciences, Inc.Aug 14, 2026
  3. SCHEDULE 13G - filed by BALYASNY ASSET MANAGEMENT L.P. regarding Cellectar Biosciences, Inc.Aug 14, 2026
  4. SCHEDULE 13G - filed by Bleichroeder LP regarding Cellectar Biosciences, Inc.Aug 13, 2026
  5. Results of Operations and Financial ConditionAug 13, 2026

Registered securities in this filing

Cellectar Biosciences, Inc. · 8-K · Filed 2026-07-10

As filed in this accession. Current/historical status below comes from the governed listing record; the cover itself remains exact to this filing.

Common Stock, par value $0.00001 per share

Symbol
CLRB
Exchange
NASDAQ
Classification
COMMON
Status
Current
Filing context

Context: AsOf2026-07-07

Dimensions: Not supplied

Accession 000110465926082719 · 1 registered-security cover member

Read the exact SEC filing ↗

Disclosure sections

Items 5.02, 5.07, 9.01

Select an item to read the extracted section. The as-filed document remains the primary evidence.

Item 5.02Item 5.02 - Departure/Election of Directors
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. As described in Item 5.07 below, on July 7, 2026, at the 2026 Annual Meeting of Stockholders (the “Annual Meeting”) of Cellectar Biosciences, Inc. (the “Company”), the Company’s stockholders approved an amendment to the Company’s 2021 Stock Incentive Plan (the “Plan”) to increase the number of shares reserved for issuance under the Plan by 2,000,000 shares. A copy of the Plan, as amended, is filed as Exhibit 10.1 to this Current Report and is incorporated by reference in this Item 5.02.
Item 5.07Item 5.07 - Submission of Matters to Vote
Item 5.07. Submission of Matters to a Vote of Security Holders The Company held the Annual Meeting at 10:00 a.m., local time, on July 7, 2026. The proposals presented for stockholder approval at the Annual Meeting are described below: Proposal No. 1 - Election of Directors Class III directors, Andrew Gu and Douglas J. Swirsky, were nominated and elected to serve three-year terms. The vote was as follows: Nominee For Withhold Broker Non-Votes ───────────────────────────────────────────────────────────────────────── Adnrew Gu 2,134,395 25,493 1,382,976 Douglas J. Swirsky 2,126,590 33,298 1,382,976 Proposal No. 2 - Approval of an Increase in the Number of Shares Available for Issuance Under the 2021 Stock Incentive Plan The Company requested approval of an increase in the number of shares of common stock available for issuance under the Plan by 2,000,000 shares. The stockholders approved the proposal. The vote was as follows: For Against Abstain Broker Non-Votes ───────────────────────────────────────────────────────────── 1,706,640 439,422 13,825 1,382,977 Proposal No. 3 - Ratification of Appointment of Independent Registered Public Accounting Firm The Company requested ratification of the appointment by the Audit Committee of the Board of Directors of Deloitte & Touche LLP to be the Company’s independent registered public accounting firm for fiscal year 2026. The stockholders ratified the appointment. The vote was as follows: For Against Abstain ─────────────────────────────────────── 3,518,084 13,956 10,824 Proposal No. 4 - Approval of Executive Officer Compensation The Company requested approval, on a non-binding advisory basis, of the compensation of the Company’s named executive officers. The stockholders approved the compensation of the named executive officers. The vote was as follows: For Against Abstain Broker Non-Votes ───────────────────────────────────────────────────────────── 1,438,422 712,362 9,102 1,382,978 Proposal No. 5 - Approval of Exercise of Warrants The Company requested approval the exercise of warrants issued by the Company to purchase up to an aggregate of 39,618,078 shares of common stock under applicable rules and regulations of the Nasdaq Stock Market LLC (the “Warrant Exercise Proposal”). The stockholders approved the proposal. The vote was as follows: For Against Abstain Broker Non-Votes ───────────────────────────────────────────────────────────── 1,881,936 55,004 222,946 1,382,977 Proposal No. 6 - Adjournment of Annual Meeting Because the Warrant Exercise Proposal was approved, the sixth proposal on the agenda regarding adjournment of the Annual Meeting was rendered moot and was not presented.

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