LIXT Lixte Biotechnology Holdings, Inc. - 8-K

EX-99.1
5
ex99-1.htm
EX-99.1

Exhibit 99.1

Lixte
Biotechnology Holdings, Inc. Announces Closing of approximately $16.6 Million

Registered Direct Offering Priced at the Market Under Nasdaq
Rules

BOCA
RATON, FLA, June 4, 2026 -- Lixte Biotechnology Holdings, Inc. (NASDAQ: LIXT) (the “Company”), a biotech company
focused on advancing cancer treatments, today announced that it intends to close a registered direct offering with accredited investors
for the purchase and sale of approximately $16.6 million of shares of Common Stock and pre-funded warrants at a price of (i) an offering
price of $6.31 per share of common stock, and (ii) an offering price of $0.0001 per Pre-funded Warrant . The entire transaction was priced
at the market under Nasdaq rules.

The
offering consisted of the sale of 2,625,362 shares of common stock and Pre-Funded Warrant entitling the holder to purchase one share
of common stock (and the common stock issuable from time to time upon exercise of such pre-funded warrants). The public offering price
per common stock was $6.31 (or $6.3099 for each Pre-Funded Warrant, which was equal to the public offering price per common share sold
in the offering minus an exercise price of $0.0001 per Pre-Funded Warrant). The Pre-Funded Warrants are immediately exercisable and may
be exercised at any time until exercised in full.

Aggregate
gross proceeds to the Company from the offering were approximately $16.6 million. The transaction closed on June 4, 2026.
The Company intends to use the net proceeds from the offering, together with its existing cash, for general corporate purposes and working
capital.

Sichenzia
Ross Ference Carmel LLP acted as counsel to the Company.

The
registered direct offering was made pursuant to an effective shelf registration statement on Form S-3 (No. 333-278874) previously filed
with the U.S. Securities and Exchange Commission (SEC) and declared effective by the SEC on May 2, 2024. A final prospectus supplement
and accompanying prospectus describing the terms of the offering have been filed with the SEC and are available on the SEC’s website
located at www.sec.gov .

Interested
parties should read in their entirety the prospectus supplement and the accompanying prospectus and the other documents that the Company
filed with the SEC that are incorporated by reference in such prospectus supplement and the accompanying prospectus, which provide more
information about the Company and such offering.

This
press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities
in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under
the securities laws of any such state or jurisdiction.

About
Lixte Biotechnology Holdings, Inc.

LIXTE
Biotechnology Holdings, Inc . is a clinical-stage pharmaceutical and med-tech company focused
on new targets for cancer drug development and developing and commercializing cancer therapies. LIXTE has demonstrated that LB-100, its
lead compound and first-in-class lead clinical PP2A inhibitor, is well-tolerated in cancer patients at doses associated with anti-cancer
activity. Based on published preclinical data, LB-100 has the potential to significantly enhance chemotherapies and immunotherapies and
improve outcomes for patients with cancer. It is part of a pioneering effort in an entirely new field of cancer biology - activation
lethality - that is advancing a new treatment paradigm. LIXTE’s novel approach is covered by a comprehensive patent portfolio,
with proof-of-concept clinical trials currently in progress for Ovarian Clear Cell Carcinoma, Metastatic Colon Cancer and Advanced Soft
Tissue Sarcoma. Additional information can be found at www.lixte.com .

Through
LIXTE’s wholly owned subsidiary, Liora Technologies Europe Ltd., the Company also is pioneering the development of electronically
controlled proton therapy systems for treating tumors in various types of cancers. Liora’s proprietary flagship technology, LiGHT
System, is believed to provide significant advantages over currently available technologies for treating tumors with proton therapy.
Additional information about Liora Technologies can be found at www.lioratechnologies.com .

Forward-Looking
Statements

The
foregoing material may contain “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933
and Section 21E of the Securities Exchange Act of 1934, each as amended. Forward-looking statements include all statements that do not
relate solely to historical or current facts, including without limitation statements regarding the Company’s product development
and business prospects, and can be identified by the use of words such as “may,” “will,” “expect,”
“project,” “estimate,” “anticipate,” “plan,” “believe,” “potential,”
“should,” “continue” or the negative versions of those words or other comparable words. Forward-looking statements
are not guarantees of future actions or performance. These forward-looking statements are based on information currently available to
the Company and its current plans or expectations and are subject to a number of risks and uncertainties that could significantly affect
current plans. Should one or more of these risks or uncertainties materialize, or the underlying assumptions prove incorrect, actual
results may differ significantly from those anticipated, believed, estimated, expected, intended, or planned. Although the Company believes
that the expectations reflected in the forward-looking statements are reasonable, the Company cannot guarantee future results, performance,
or achievements. Except as required by applicable law, including the security laws of the United States, the Company does not intend
to update any of the forward-looking statements to conform these statements to actual results.

[email protected]

General Phone: (631) 830-7092; Investor Phone: (888) 289-5533