{"filing":{"accession_number":"0001193125-26-249692","cik":"0001035354","ticker":"ELOX","company_name":"Eloxx Pharmaceuticals, Inc.","form":"8-K","filing_date":"2026-06-01","report_date":null,"primary_document":"d261568d8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1035354/000119312526249692/d261568d8k.htm"},"events":[{"id":7765,"run_id":6818,"accession_number":"0001193125-26-249692","anchor_item_number":"3.02","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"summary":"Eloxx Pharmaceuticals issued prefunded warrants to purchase 54,076,677 shares of common stock at $0.01 per share in an unregistered private placement relying on Sections 4(a)(2) and 3(a)(9) exemptions, with subsequent exercises and exchanges materially diluting existing shareholder equity and voting power.","company_name":"Eloxx Pharmaceuticals, Inc.","ticker":"ELOX","filing_date":"2026-06-01","form":"8-K","submitted_at":null,"items":[{"id":3094,"accession_number":"0001193125-26-249692","item_number":"3.02","item_title":null,"event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"This Item 3.02 disclosure describes unregistered sales of equity securities, specifically prefunded warrants to purchase 54,076,677 shares of common stock at $0.01 per share, with subsequent exercises and exchanges of those warrants. The large aggregate share count and reliance on private placement exemptions (Sections 4(a)(2) and 3(a)(9)) are hallmarks of dilutive issuances that materially affect shareholder equity and voting power.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-02T02:20:38.723102+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":7766,"run_id":6818,"accession_number":"0001193125-26-249692","anchor_item_number":"5.02","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.95,"summary":"The Board appointed Stephen W. Webster and Nina Kjellson as directors on May 27, 2026, filling vacancies and reducing board size from six to five members; both appointees were assigned to specific board committees and received equity grants of 13,587 option shares each.","company_name":"Eloxx Pharmaceuticals, Inc.","ticker":"ELOX","filing_date":"2026-06-01","form":"8-K","submitted_at":null,"items":[{"id":3096,"accession_number":"0001193125-26-249692","item_number":"5.02","item_title":null,"event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.95,"reasoning":"The filing discloses the appointment of two new directors, Stephen W. Webster and Nina Kjellson, to the Board on May 27, 2026, filling vacancies and reducing board size from six to five members. Both appointees are assigned to specific board committees (Webster to Audit and Nominating \u0026 Corporate Governance; Kjellson to Compensation and Nominating \u0026 Corporate Governance), and both received equity grants of 13,587 option shares. This is a material governance event affecting board composition and committee structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-02T02:20:38.723102+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":7767,"run_id":6818,"accession_number":"0001193125-26-249692","anchor_item_number":"5.03","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.75,"summary":"The company implemented a 1-for-11 reverse stock split and reduced authorized shares from 500 million to 100 million, both approved by stockholders and effectuated via Certificate of Amendment filed May 29, 2026, materially altering the capital structure and per-share metrics.","company_name":"Eloxx Pharmaceuticals, Inc.","ticker":"ELOX","filing_date":"2026-06-01","form":"8-K","submitted_at":null,"items":[{"id":3097,"accession_number":"0001193125-26-249692","item_number":"5.03","item_title":null,"event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.75,"reasoning":"The filing discloses a 1-for-11 reverse stock split and reduction of authorized shares from 500 million to 100 million, both approved by stockholders and implemented via Certificate of Amendment filed May 29, 2026. While reverse stock splits are structural corporate actions that affect share count and trading mechanics, they do not fit neatly into the specific event-type categories (not an earnings release, executive change, M\u0026A, restatement, auditor change, going concern, impairment, shareholder vote results, delisting, bankruptcy, covenant breach, cybersecurity incident, or dilutive issuance). The materiality is high because the reverse split materially alters the capital structure and per-share metrics, affecting investor valuation and trading; however, the absence of a dedicated taxonomy category warrants classification as \"other_material.\"","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-02T02:20:38.723102+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":7768,"run_id":6818,"accession_number":"0001193125-26-249692","anchor_item_number":"3.03","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.45,"summary":"The company disclosed a material modification to the rights of security holders, with details incorporated by reference from Item 5.03 (Amendments to Articles of Incorporation or Bylaws); the specific nature of the modification cannot be determined without access to the referenced Item 5.03 content.","company_name":"Eloxx Pharmaceuticals, Inc.","ticker":"ELOX","filing_date":"2026-06-01","form":"8-K","submitted_at":null,"items":[{"id":3095,"accession_number":"0001193125-26-249692","item_number":"3.03","item_title":null,"event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.45,"reasoning":"Item 3.03 discloses a material modification to rights of security holders, with details incorporated by reference from Item 5.03 (Amendments to Articles of Incorporation or Bylaws). Without access to the Item 5.03 content, the specific nature of the modification cannot be determined—it could range from routine administrative changes to substantive governance alterations affecting shareholder rights. The cross-reference structure prevents precise classification into a more specific event type.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-02T02:20:38.723102+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":3094,"accession_number":"0001193125-26-249692","item_number":"3.02","item_title":null,"event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"This Item 3.02 disclosure describes unregistered sales of equity securities, specifically prefunded warrants to purchase 54,076,677 shares of common stock at $0.01 per share, with subsequent exercises and exchanges of those warrants. The large aggregate share count and reliance on private placement exemptions (Sections 4(a)(2) and 3(a)(9)) are hallmarks of dilutive issuances that materially affect shareholder equity and voting power.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-02T02:20:38.723102+00:00","company_name":"Eloxx Pharmaceuticals, Inc.","ticker":"ELOX","filing_date":"2026-06-01"},{"id":3095,"accession_number":"0001193125-26-249692","item_number":"3.03","item_title":null,"event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.45,"reasoning":"Item 3.03 discloses a material modification to rights of security holders, with details incorporated by reference from Item 5.03 (Amendments to Articles of Incorporation or Bylaws). Without access to the Item 5.03 content, the specific nature of the modification cannot be determined—it could range from routine administrative changes to substantive governance alterations affecting shareholder rights. The cross-reference structure prevents precise classification into a more specific event type.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-02T02:20:38.723102+00:00","company_name":"Eloxx Pharmaceuticals, Inc.","ticker":"ELOX","filing_date":"2026-06-01"},{"id":3096,"accession_number":"0001193125-26-249692","item_number":"5.02","item_title":null,"event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.95,"reasoning":"The filing discloses the appointment of two new directors, Stephen W. Webster and Nina Kjellson, to the Board on May 27, 2026, filling vacancies and reducing board size from six to five members. Both appointees are assigned to specific board committees (Webster to Audit and Nominating \u0026 Corporate Governance; Kjellson to Compensation and Nominating \u0026 Corporate Governance), and both received equity grants of 13,587 option shares. This is a material governance event affecting board composition and committee structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-02T02:20:38.723102+00:00","company_name":"Eloxx Pharmaceuticals, Inc.","ticker":"ELOX","filing_date":"2026-06-01"},{"id":3097,"accession_number":"0001193125-26-249692","item_number":"5.03","item_title":null,"event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.75,"reasoning":"The filing discloses a 1-for-11 reverse stock split and reduction of authorized shares from 500 million to 100 million, both approved by stockholders and implemented via Certificate of Amendment filed May 29, 2026. While reverse stock splits are structural corporate actions that affect share count and trading mechanics, they do not fit neatly into the specific event-type categories (not an earnings release, executive change, M\u0026A, restatement, auditor change, going concern, impairment, shareholder vote results, delisting, bankruptcy, covenant breach, cybersecurity incident, or dilutive issuance). The materiality is high because the reverse split materially alters the capital structure and per-share metrics, affecting investor valuation and trading; however, the absence of a dedicated taxonomy category warrants classification as \"other_material.\"","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-02T02:20:38.723102+00:00","company_name":"Eloxx Pharmaceuticals, Inc.","ticker":"ELOX","filing_date":"2026-06-01"}]}