Shuttle Pharmaceuticals Holdings, Inc. 8K

Shuttle Pharmaceuticals Holdings, Inc. agreed to acquire United Dogecoin Inc. via a reverse merger funded in part by a PIPE financing, issuing controlling preferred equity and contingent milestone shares tied to dogecoin mining performance, with United Dogecoin becoming a wholly owned subsidiary.

On April 30, 2026, Shuttle Pharmaceuticals Holdings, Inc. entered into an Agreement and Plan of Merger with its newly formed subsidiary, Shuttle Merger Sub, Inc., and United Dogecoin Inc., under which Merger Sub will merge with and into United Dogecoin, making United Dogecoin a wholly owned subsidiary of Shuttle in a transaction intended to qualify as a tax-deferred reorganization or Section 351 exchange; as consideration, all outstanding United Dogecoin stock will be converted into newly authorized Series B‑1 Convertible Preferred Stock of Shuttle such that former United Dogecoin holders will own approximately 75.65% of Shuttle on an as‑converted, fully diluted basis (excluding PIPE securities), with additional contingent “Milestone” issuances of up to 19,530,657 shares of Shuttle common stock (or pre‑funded warrants) tied to post‑closing dogecoin mining operational targets, alongside a concurrent PIPE financing of up to $20 million in Series B‑2 Preferred Stock and warrants and a potential post‑closing 1‑for‑4 reverse stock split to support Nasdaq compliance.

Filing Facts

CIK

1757499

Ticker

-

Form

8K

Source Type

sec

Accession

0001493152-26-020830

Alert Tier

8