QLGN / Qualigen Therapeutics, Inc. - SEC-arkiveringar, Årsredovisning, Fullmaktsutlåtande

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 21, 2026 AIxCrypto Holdings,

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 21, 2026 AIxCrypto Holdings, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-37428 26-3474527 (State or Other Jurisdiction (Commission (I.R.S. Employer of Inc

[Signature Page Follows]

Exhibit 10.1 May 21, 2026 Jie (Jay) Sheng [email protected] Dear Jay, I am pleased to offer you a position with AIxCrypto Holding Inc. (the “Company”), as AIXC President reporting to Jerry Wang, CEO, at our office located in El Segundo, CA. Effective 6/21/2026, the job title will change to AIXC President & CFO. Transition Period. From your start date through June 20, 2026 (the “Transition

NOTE PURCHASE AGREEMENT by and between AIxCRYPTO HOLDINGS, INC. formerly known as Qualigen Therapeutics, Inc. as Seller, CABG ACQUISITION CORP., as Buyer Dated as of May 12, 2026

Exhibit 10.1 NOTE PURCHASE AGREEMENT by and between AIxCRYPTO HOLDINGS, INC. formerly known as Qualigen Therapeutics, Inc. as Seller, and CABG ACQUISITION CORP., as Buyer Dated as of May 12, 2026 This NOTE PURCHASE AGREEMENT (this “Agreement”) is entered into as of May 12, 2026 (the “Effective Date”), by and between AIxCrypto Holdings, Inc. (formerly known as Qualigen Therapeutics, Inc.), a Delawa

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 12, 2026 AIxCrypto Holdings,

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 12, 2026 AIxCrypto Holdings, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-37428 26-3474527 (State or Other Jurisdiction (Commission (I.R.S. Employer of Inc

AIxCrypto Holdings Reports First Quarter 2026 Results; Highlights Q1 Execution Across Embodied AI, RWA Tokenization, and AI Agent Platforms Operational pipeline advances across all three 2026 revenue rails; aggregate Faraday Future investment positio

Exhibit 99.1 AIxCrypto Holdings Reports First Quarter 2026 Results; Highlights Q1 Execution Across Embodied AI, RWA Tokenization, and AI Agent Platforms Operational pipeline advances across all three 2026 revenue rails; aggregate Faraday Future investment position expanded to $12.0 million subsequent to quarter end LOS ANGELES, CA — May 11, 2026 — AIxCrypto Holdings, Inc. (Nasdaq: AIXC) (the “Comp

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 11, 2026 AIxCrypto Holdings,

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 11, 2026 AIxCrypto Holdings, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-37428 26-3474527 (State or Other Jurisdiction (Commission (I.R.S. Employer of Inc

EX-99.2

Exhibit 99.2

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 ☐ TRANSITION REPORT PURSUANT TO

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 AIxCrypto Holdings, Inc. (Exact Name of Small Business

Table 1: Newly Registered Securities

Calculation of Filing Fee Tables S-8 AIxCrypto Holdings, 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 $0.001 per share Other 1,047,865 $ 1.2592 $ 1,319,471.61 0.0001381 $ 182.22 Total Of

AIXCRYPTO HOLDINGS, INC. 2025 EQUITY INCENTIVE PLAN I. INTRODUCTION

Exhibit 10.1 AIXCRYPTO HOLDINGS, INC. 2025 EQUITY INCENTIVE PLAN I. INTRODUCTION 1.1 Purposes. The purposes of the AIxCrypto Holdings, Inc. 2025 Equity Incentive Plan (this “Plan”) are (i) to align the interests of the Company’s stockholders and the recipients of awards under this Plan by increasing the proprietary interest of such recipients in the Company’s growth and success, (ii) to advance th

As filed with the Securities and Exchange Commission on April 17, 2026.

As filed with the Securities and Exchange Commission on April 17, 2026. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 AIxCrypto Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 26-3474527 (State or other jurisdiction of incorporation or organization) (I.R.S

LOAN AGREEMENT

Exhibit 10.4 LOAN AGREEMENT THIS LOAN AGREEMENT (this “Agreement”) is made and effective as of April 10, 2026, by and between: (1) Gold King Arthur Holding Limited, a limited liability company incorporated in Hong Kong, whose registered office is situated at H020 3/F Phase 2 Kwai Shing Ind Building 42-46 Tai Lin Pai Rd, Kwai Chung, Hong Kong (the “Lender”); (2) Faraday Future Intelligent Electric

FIRST AMENDMENT TO THE ENTRUSTED INVESTMENT AGREEMENT

Exhibit 10.1 FIRST AMENDMENT TO THE ENTRUSTED INVESTMENT AGREEMENT THIS FIRST AMENDMENT (“First Amendment”), is entered into as of April 10, 2026 (the “Effective Date”) by and between AIXCRYPTO HOLDINGS, INC. (“AIXC”), GOLD KING ARTHUR HOLDING LIMITED (“GKA”), and SONG WANG (the “Shareholder”). Unless otherwise defined herein, the terms of the Agreement are incorporated herein by reference as ther

AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENT DATED AS OF APRIL 14, 2026 FARADAY FUTURE INTELLIGENT ELECTRIC INC., as the Issuer GOLD KING ARTHUR HOLDING LIMITED

Exhibit 10.3 AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENT DATED AS OF APRIL 14, 2026 BETWEEN FARADAY FUTURE INTELLIGENT ELECTRIC INC., as the Issuer and GOLD KING ARTHUR HOLDING LIMITED ANNEXES, EXHIBITS AND SCHEDULES ANNEX Annex A - Definitions SCHEDULES Schedule 3.1 - Existence, Organizational Identification Numbers, Foreign Qualification, Prior Names Schedule 3.4 - Capitalization Schedule

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, 2026 AIxCrypto Holdings

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, 2026 AIxCrypto Holdings, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-37428 26-3474527 (State or Other Jurisdiction (Commission (I.R.S. Employer of I

SECOND AMENDMENT TO THE ENTRUSTED INVESTMENT AGREEMENT

Exhibit 10.2 SECOND AMENDMENT TO THE ENTRUSTED INVESTMENT AGREEMENT THIS SECOND AMENDMENT (“Second Amendment”), is entered into effective as of April 10, 2026 (the “Effective Date”) by and between AIXCRYPTO HOLDINGS, INC. (“AIXC”), GOLD KING ARTHUR HOLDING LIMITED (“GKA”), and SONG WANG (the “Shareholder”). Unless otherwise defined herein, the terms of the Agreement are incorporated herein by refe

COMMON STOCK PURCHASE WARRANT FARADAY FUTURE INTELLIGENT ELECTRIC 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

CLAWBACK POLICY QUALIGEN THERAPEUTICS, INC.

Exhibit 97.1 CLAWBACK POLICY QUALIGEN THERAPEUTICS, INC. Purpose Qualigen Therapeutics, Inc. (the “Company”) is establishing this policy to align the interests of executive officers of the Company with those of shareholders, to create and maintain a culture that emphasizes integrity and accountability and to enforce the Company’s pay-for-performance compensation philosophy. This policy provides fo

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 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File No. 001-37428 AIxCrypto Holdings, Inc. (Exact Name of Small Business Issuer as

SUBSIDIARIES OF THE REGISTRANT

Exhibit 21.1 SUBSIDIARIES OF THE REGISTRANT None.

INSIDER TRADING POLICY AIXCRYPTO HOLDINGS, INC. Insider Trading Policy QUALIGEN THERAPEUTICS, INC. Statement of Policies and Procedures Governing the Prevention of Insider Trading

Exhibit 19.1 INSIDER TRADING POLICY AIXCRYPTO HOLDINGS, INC. Insider Trading Policy QUALIGEN THERAPEUTICS, INC. Statement of Policies and Procedures Governing the Prevention of Insider Trading I. Purpose The purchase or sale of securities while possessing material nonpublic (“inside”) information or the disclosure of inside information (“tipping”) to others who may trade in such securities is some

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, 2026 AIxCrypto Holdings

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, 2026 AIxCrypto Holdings, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-37428 26-3474527 (State or Other Jurisdiction (Commission (I.R.S. Employer of I

EX-99.2

Exhibit 99.2

AIxCrypto Holdings Reports Full Year 2025 Financial Results; Highlights Transformational Pivot to AI and Blockchain Infrastructure

Exhibit 99.1 AIxCrypto Holdings Reports Full Year 2025 Financial Results; Highlights Transformational Pivot to AI and Blockchain Infrastructure LOS ANGELES, CA (March 24, 2026) /PRNewswire/ — AIxCrypto Holdings, Inc. (NASDAQ: AIXC, or the “Company”), today reported financial results for the fiscal year ended December 31, 2025 — its inaugural annual earnings release following its transformation fro

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 23, 2026 AIxCrypto Holdi

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 23, 2026 AIxCrypto Holdings, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-37428 26-3474527 (State or Other Jurisdiction (Commission (I.R.S. Employer o

LOS ANGELES, Feb. 23, 2026 /PRNewswire/ —

Exhibit 99.1 LOS ANGELES, Feb. 23, 2026 /PRNewswire/ — AIxCrypto Inc. (NASDAQ: AIXC) (“AIxC” or the “Company”), a technology company focused on Embodied AI (EAI) infrastructure, today shared a weekly business update from Co-CEO Jerry Wang. AIxC Hub – Season 2 Launch and Ecosystem Expansion AIxC Hub, the core interactive platform of the AIxC ecosystem, has officially entered Season 2, marking the n

[Company Letterhead: AlxCrypto Holdings, Inc.]

Exhibit 10.4 [Company Letterhead: AlxCrypto Holdings, Inc.] VIA DOCUSIGN February 10, 2026 Mr. Kevin A. Richardson II c/o AIxC Holdings, Inc. 5857 Owens Avenue, Suite 300 Carlsbad, CA 92008 RE: Amendment to Stay Letter Agreement - Compensation and Scope Realignment Dear Kevin: This letter (this “Amendment”) amends that certain Stay Letter Agreement between you and Qualigen Therapeutics, Inc. (now

[Signature Page Follows]

Exhibit 10.5 February 10, 2026 Koti Meka 173 Magnet Irvine, CA 92618 [email protected] Dear Koti, I am pleased to offer you a position with AIXCrypto Inc. (the “Company”), as an Chief Financial Officer (CFO) reporting to Jiawei, Wang, Co-Chief Executive Officer at our office located in Gardena. Position and Duties Your title will be Chief Financial Officer (CFO). This is a fractional, part-time exec

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): September 29, 2025 AIxCrypto Hold

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): September 29, 2025 AIxCrypto Holdings, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-37428 26-3474527 (State or Other Jurisdiction (Commission (I.R.S. Employer

Qualigen Therapeutics, Inc. 5857 Owens Avenue, Suite 300 Carlsbad, CA 92008

Exhibit 10.3 Qualigen Therapeutics, Inc. 5857 Owens Avenue, Suite 300 Carlsbad, CA 92008 September 29, 2025 Mr. Kevin A. Richardson II c/o Qualigen Therapeutics, Inc. 5857 Owens Avenue, Suite 300 Carlsbad, CA 92008 Dear Mr. Richardson: Reference is made to the appointment today of Kevin A. Richardson II as Co-Chief Executive Officer of Qualigen Therapeutics, Inc. (the “Company”), pursuant to the L

EMPLOYMENT AGREEMENT

Exhibit 10.2 [Pursuant to Item 601(b)(2)(ii) of Regulation S-K, certain terms to this exhibit have been omitted as they are both not material and of the type that the registrant treats as private or confidential. A copy of unredacted copy of the exhibit will be furnished supplementally to the SEC upon request.] EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is entered into as of

ADVISOR AGREEMENT

Exhibit 10.1 [Pursuant to Item 601(b)(2)(ii) of Regulation S-K, certain terms to this exhibit have been omitted as they are both not material and of the type that the registrant treats as private or confidential. A copy of unredacted copy of the exhibit will be furnished supplementally to the SEC upon request.] ADVISOR AGREEMENT This Advisor Agreement (the “Agreement”) is entered into between AIXC

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 28, 2026 AIxCrypto Holdin

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 28, 2026 AIxCrypto Holdings, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-37428 26-3474527 (State or Other Jurisdiction (Commission (I.R.S. Employer of

Consulting Services Agreement

Exhibit 10.1 Consulting Services Agreement This Consulting Services Agreement (“Agreement”) is entered into on January 26, 2026 and effective as of November 1, 2025 (“Effective Date”), by and between AIxCrypto Holdings, Inc. (the “Company”) and FF Global Partners LLC (“Consultant”). 1. Services. The Company hereby engages Consultant, and Consultant hereby accepts such engagement, to provide the se

SECURITIES PURCHASE AGREEMENT DATED AS OF JANUARY 30, 2026 FARADAY FUTURE INTELLIGENT ELECTRIC INC., as the Issuer GOLD KING ARTHUR HOLDING LIMITED

Exhibit 10.3 SECURITIES PURCHASE AGREEMENT DATED AS OF JANUARY 30, 2026 AMONG FARADAY FUTURE INTELLIGENT ELECTRIC INC., as the Issuer and GOLD KING ARTHUR HOLDING LIMITED ANNEXES, EXHIBITS AND SCHEDULES ANNEX Annex A - Definitions SCHEDULES Schedule 3.1 - Existence, Organizational Identification Numbers, Foreign Qualification, Prior Names Schedule 3.4 - Capitalization Schedule 3.6 - Litigation Sch

AIxC and Sei Development Foundation Announce Strategic Collaboration

Exhibit 99.1 AIxC and Sei Development Foundation Announce Strategic Collaboration Los Angeles, CA (Feb 2, 2026) — AIxCrypto Inc. (NASDAQ: AIXC, “AIxC” or the “Company”), a U.S.-Nasdaq listed company dedicated to building a world-leading ecosystem that integrates AI and blockchain while bridging Web2 and Web3, and the Sei Development Foundation today announced a strategic technology collaboration t

Entrusted Investment Agreement

Exhibit 10.2 Entrusted Investment Agreement This Entrusted Investment Agreement (this “Agreement”) is entered into as of January 30, 2026 by and among the following parties (hereinafter referred to as the “Parties” and each a “Party”): (1) AIXC, a limited liability company incorporated in AIxCrypto Holdings, Inc., a Delaware corporation, whose principal executive office is situated at 5857 Owens A

AIxC to Advance Tokenization Strategy with Proposed Strategic Investment in Faraday Future

Exhibit 99.1 AIxC to Advance Tokenization Strategy with Proposed Strategic Investment in Faraday Future Los Angeles, CA (Jan. 6, 2026) – AIxCrypto Inc. (NASDAQ: AIXC) (“AIxC” or the “Company”) today announced it has entered into a non-binding term sheet to purchase an initial $10 million tranche of Faraday Future (NASDAQ: FFAI) common stock. This proposed transaction, to be facilitated by an indep

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 30, 2025 AIxCrypto Holdi

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 30, 2025 AIxCrypto Holdings, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-37428 26-3474527 (State or Other Jurisdiction (Commission (I.R.S. Employer o

MGO LETTERHEAD

Exhibit 16.1 MGO LETTERHEAD December 15, 2025 Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20549 We have been furnished with a copy of the response to Item 4.01 of Form 8-K for the event that occurred on December 10, 2025, to be filed by our former client, AIxCrypto Holdings, Inc. (formerly known as Qualigen Therapeutics, Inc.) We agree with the statements made in response

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 12, 2025 AIxCrypto Holdi

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 12, 2025 AIxCrypto Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction (Commission File Number) (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant To Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A 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 the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State

December 9, 2025

December 9, 2025 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549 Re: AIxCrypto Holdings, Inc. Registration Statement on Form S-1 File No. 333-291926 REQUEST FOR ACCELERATION OF EFFECTIVENESS Requested Date: December 11, 2025 Requested Time: 4:30 pm, Eastern Time Ladies and Gentlemen: AIxCrypto Holdings, Inc. (the “Company”)

December 8, 2025

December 8, 2025 Via EDGAR Securities and Exchange Commission 100 F Street, NE Washington, D.

Calculation of Filing Fee Tables (Form Type) AIxCrypto Holdings, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities

Exhibit 107 Calculation of Filing Fee Tables S-1 (Form Type) AIxCrypto Holdings, Inc.

As filed with the U.S. Securities and Exchange Commission on December 3, 2025.

As filed with the U.S. Securities and Exchange Commission on December 3, 2025. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 AIxCrypto Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 2834 26-3474527 (State or Other Jurisdiction of Incorporation or Organiza

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 20, 2025 AIxCrypto Holdin

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 20, 2025 AIxCrypto Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Commissi

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 18, 2025 AIxCrypto Holdi

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 18, 2025 AIxCrypto Holdings, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-37428 26-3474527 (State or Other Jurisdiction (Commission (IRS Employer of I

AIxCrypto Rebrands and Begins Trading Under New Ticker AIXC, Advancing Its “Three Driving Forces” Strategy to Become the No.1 Gateway to AI Web3 and a Bridge Between Web2 and Web3

Exhibit 99.1 AIxCrypto Rebrands and Begins Trading Under New Ticker AIXC, Advancing Its “Three Driving Forces” Strategy to Become the No.1 Gateway to AI Web3 and a Bridge Between Web2 and Web3 YT Jia, AIxC’s Chief Advisor, as well as FF’s Founder and Global Co-CEO said, “We believe that cross-ecosystem breakthroughs and deep integration are the true future of Web3.” Jerry Wang, Co-CEO of AIxC, sta

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 AIxCrypto Holdin

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 AIxCrypto Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Commissi

CERTIFICATE OF AMENDMENT TO CERTIFICATE OF INCORPORATION QUALIGEN THERAPEUTICS, INC. (Pursuant to Section 242 of the Delaware General Corporation Law)

EXHIBIT 3.1 CERTIFICATE OF AMENDMENT TO THE CERTIFICATE OF INCORPORATION OF QUALIGEN THERAPEUTICS, INC. (Pursuant to Section 242 of the Delaware General Corporation Law) Qualigen Therapeutics, Inc. (the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify that: 1. Pursuant to Section 242 o

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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, 2025 QUALIGEN THERAPEUTICS, INC.

Qualigen Therapeutics Stockholders Approve All Proposals with Majority Vote; Company to Rebrand as AIxCrypto Holdings, Inc. (Nasdaq: AIXC) Following November 20 Nasdaq Ceremony and Announces Transition into AI × Web3 Strategy

EXHIBIT 99.1 Qualigen Therapeutics Stockholders Approve All Proposals with Majority Vote; Company to Rebrand as AIxCrypto Holdings, Inc. (Nasdaq: AIXC) Following November 20 Nasdaq Ceremony and Announces Transition into AI × Web3 Strategy ● Shareholders approved all proposals, confirming Faraday Future Intelligent Electric Inc. (“Faraday Future”) as the Company’s new majority and controlling share

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 ☐ TRANSITION REPORT PURSUANT

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 Qualigen Therapeutics, Inc. (Exact name of registr

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A 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 the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A 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 the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State

Qualigen Therapeutics (NASDAQ: QLGN) Announces Executives, Board of Directors Appointments and Auditor Transition

Exhibit 99.1 Qualigen Therapeutics (NASDAQ: QLGN) Announces Executives, Board of Directors Appointments and Auditor Transition Carlsbad, CA – October 6, 2025 – Qualigen Therapeutics, Inc. (NASDAQ: QLGN) (the “Company”) today announced a series of key leadership and governance changes aimed at strengthening its executive team, enhancing financial transparency, and supporting the Company’s next phas

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 1, 2025 Qualigen Therapeut

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 1, 2025 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Commiss

October 6, 2025

Exhibit 16.1 October 6, 2025 Office of the Chief Accountant Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Ladies and Gentlemen: We have read the statements included under Item 4.01 of the Form 8-K dated October 6, 2025 to be filed by our former client Qualigen Therapeutics, Inc. We agree with the statements under Item 4.01 insofar as they relate to our Firm. We are not

Qualigen Therapeutics Announces Successful Closing of $41 Million PIPE Financing Led by Faraday Future, Accelerating New Business Transformation into Crypto

Exhibit 99.1 Qualigen Therapeutics Announces Successful Closing of $41 Million PIPE Financing Led by Faraday Future, Accelerating New Business Transformation into Crypto Carlsbad, CA – September 29, 2025 – Qualigen Therapeutics, Inc. (NASDAQ: QLGN) (“Qualigen” or “the Company”) today announced the successful closing of a $41 million private investment in public equity (PIPE) financing led by Farad

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) September 29, 2025 Qualigen Therap

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) September 29, 2025 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Comm

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) September 26, 2025 QUALIGEN THERAP

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) September 26, 2025 QUALIGEN THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Comm

EFFECT

X0101 EFFECT 33 LIVE 2025-09-26 16:00:00 S-1 0001460702 Qualigen Therapeutics, Inc. 333-290306

Faraday Future Announces Strategic $41 Million Investment in Qualigen Therapeutics, Inc. (NASDAQ: QLGN) for Crypto Business Through PIPE Transaction

Exhibit 99.1 Faraday Future Announces Strategic $41 Million Investment in Qualigen Therapeutics, Inc. (NASDAQ: QLGN) for Crypto Business Through PIPE Transaction LOS ANGELES and CARLSBAD, September 19, 2025 – Faraday Future Intelligent Electric Inc. (NASDAQ: FFAI) (“Faraday Future”, “FF” or “Company”), a California-based global shared intelligent electric mobility ecosystem company, and Qualigen T

CAPITAL MARKET ADVISORY AGREEMENT

Exhibit 10.4 CAPITAL MARKET ADVISORY AGREEMENT THIS AGREEMENT, dated as September 18, 2025, between Qualigen Therapeutics Inc (the “Company”), having its principal place of business at 5857 Owens Avenue, Suite 300, Carlsbad, California 92008 and About Investment Pte. Ltd. (“Consultant”). RECITALS WHEREAS, Consultant is engaged in the business of providing advisory services and advising companies i

PLACEMENT AGENCY AGREEMENT

Exhibit 10.6 PLACEMENT AGENCY AGREEMENT September 19, 2025 Univest Securities, LLC 75 Rockefeller Plaza, Suite 1838 New York, New York 10019 Ladies and Gentlemen: Subject to the terms and conditions herein (this “Agreement”) and the Transaction Documents (defined below), Qualigen Therapeutics Inc., a Delaware corporation (the “Company”), has agreed to issue and sell (i) shares of the Company’s com

FORM OF SUBSCRIPTION AGREEMENT

Exhibit 10.1 FORM OF SUBSCRIPTION AGREEMENT This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into on September 19, 2025, by and between Qualigen Therapeutics, Inc., a Delaware corporation (the “Issuer”), and the undersigned investor (“Subscriber”). WHEREAS, subject to the terms and conditions set forth in this Subscription Agreement and pursuant to the exemption from securiti

VOTING SUPPORT AGREEMENT

Exhibit 10.5 VOTING SUPPORT AGREEMENT This Voting Support Agreement (this “Agreement”), dated as of September 18, 2025, is entered into by and between Qualigen Therapeutics, Inc., a Delaware corporation (the “Company”), and [●] (the “Supporting Stockholder”). RECITALS WHEREAS, on or prior to the date of this Agreement the Company is entering into, or has entered into, various subscription agreemen

REGISTRATION RIGHTS AGREEMENT

Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of September 19, 2025, between Qualigen Therapeutics, 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 Subscripti

QUALIGEN THERAPEUTICS, INC. CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS SERIES B CONVERTIBLE PREFERRED STOCK PURSUANT TO SECTION 151 OF THE DELAWARE GENERAL CORPORATION LAW

Exhibit 4.1 QUALIGEN THERAPEUTICS, INC. CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES B CONVERTIBLE PREFERRED STOCK PURSUANT TO SECTION 151 OF THE DELAWARE GENERAL CORPORATION LAW The undersigned, Kevin A. Richardson II, does hereby certify that: 1. He is the Chief Executive Officer of QUALIGEN THERAPEUTICS, INC., a Delaware corporation (the “Corporation” or the “Comp

LEAD INVESTOR AGREEMENT

Exhibit 10.3 LEAD INVESTOR AGREEMENT THIS LEAD INVESTOR AGREEMENT (this “Agreement”) is made and entered into as of September 19, 2025 (the “Effective Date”) by and among Qualigen Therapeutics, Inc., a Delaware corporation (the “Company”), and Faraday Future Intelligent Electric Inc., a Delaware corporation (the “Lead Investor”). The Company and the Lead Investor are collectively referred to herei

PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT QUALIGEN THERAPEUTICS 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

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) September 19, 2025 Qualigen Therap

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) September 19, 2025 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Comm

QUALIGEN THERAPEUTICS, INC. 5857 Owens Avenue, Suite 300 Carlsbad, CA 92008 (760) 452-8111

QUALIGEN THERAPEUTICS, INC. 5857 Owens Avenue, Suite 300 Carlsbad, CA 92008 (760) 452-8111 September 24, 2025 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.E. Washington, D.C. 20549 Re: Qualigen Therapeutics, Inc. – Request for Withdrawal of Registration Statement on Form S-1 (File No. 333-282820), pursuant to Rule 477 of

Qualigen Therapeutics, Inc. 5857 Owens Avenue, Suite 300 Carlsbad, CA 92008

Qualigen Therapeutics, Inc. 5857 Owens Avenue, Suite 300 Carlsbad, CA 92008 September 23, 2025 Via EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.E. Washington, D.C. 20549 Attention: Mr. Tyler Howes Re: Qualigen Therapeutics, Inc. Registration Statement on Form S-1 Filed September 16, 2025 File No. 333-290306 Request for Accele

LETTER

September 23, 2025 Kevin Richardson II Interim Chief Executive Officer Qualigen Therapeutics, Inc.

Calculation of Filing Fee Tables (Form Type) Qualigen Therapeutics, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities

Exhibit 107 Calculation of Filing Fee Tables S-1 (Form Type) Qualigen Therapeutics, Inc.

As filed with the U.S. Securities and Exchange Commission on September 16, 2025.

As filed with the U.S. Securities and Exchange Commission on September 16, 2025. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Qualigen Therapeutics, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 2834 26-3474527 (State or Other Jurisdiction of Incorporation or Org

AMENDMENT NO. 1 TO AMENDED AND RESTATED SECURED DEMAND PROMISSORY NOTE

Exhibit 10.2 AMENDMENT NO. 1 TO AMENDED AND RESTATED SECURED DEMAND PROMISSORY NOTE This Amendment No. 1 (this “Amendment”) to that certain Amended and Restated Secured Demand Promissory Note dated August 21, 2025 (the “Amended and Restated Note”), by and between Marizyme, Inc., a Nevada corporation (the “Borrower”), and Qualigen Therapeutics, Inc., a Delaware corporation (the “Lender”), is entere

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): September 15, 2025 Qualigen Thera

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): September 15, 2025 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Com

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): September 4, 2025 Qualigen Therap

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): September 4, 2025 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Comm

AMENDED AND RESTATED SECURED DEMAND PROMISSORY NOTE

Exhibit 10.1 AMENDED AND RESTATED SECURED DEMAND PROMISSORY NOTE $4,451,462.18 August 21, 2025 FOR VALUE RECEIVED, Marizyme, Inc., a Nevada corporation (the “Marizyme”), “Borrower”), promise to pay to the order of Qualigen Therapeutics, Inc., a Delaware corporation (together with its successors and assigns, “Lender”), on demand, the principal sum of Four Million Four Hundred Fifty One Thousand, Fo

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 21, 2025 Qualigen Therapeu

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 21, 2025 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Commis

Qualigen Therapeutics, Inc.

Exhibit 99.1 Qualigen Therapeutics, Inc. Unaudited Pro Forma Balance Sheet As of June 30, 2025 (Giving Effect to the June 2025 Private Placement and the Amended Note) For The Period Ended June 30, 2025 Pro Forma As Reported Preferred Stock A-3 As Adjusted ASSETS Current assets Cash and cash equivalents $ 331,601 $ 4,257,937 $ 4,589,538 Prepaid expenses and other current assets 316,576 — 316,576 Sh

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 ☐ TRANSITION REPORT PURSUANT TO S

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 Qualigen Therapeutics, Inc. (Exact name of registrant a

Qualigen Therapeutics, Inc.

Exhibit 99.2 Qualigen Therapeutics, Inc. Unaudited Pro Forma Balance Sheet As of March 31, 2025 (Giving Effect to the July 2025 Private Placement of Series A-3 Preferred Stock) For The Period Ended March 31, 2025 Preferred Stock Pro Forma As Reported A-3 As Adjusted ASSETS Current assets Cash and cash equivalents $ 30,210 $ 4,257,938 $ 4,288,148 Prepaid expenses and other current assets 565,765 —

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): July 28, 2025 Qualigen Therapeuti

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): July 28, 2025 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Commissi

Regulation FD Disclosure, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, 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): July 23, 2025 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Commissi

Second Amended and Restated Certificate of Designation of Preferences, Rights and Limitations of Series A-3 Preferred Stock, as filed with the Secretary of State of the State of Delaware on July 28, 2025.

Exhibit 3.1 QUALIGEN THERAPEUTICS, INC. SECOND AMENDED AND RESTATED CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES A-3 PREFERRED STOCK PURSUANT TO SECTION 151 OF THE Delaware GENERAL CORPORATION LAW The undersigned, Campbell Becher and Kevin Richardson II, do hereby certify that: 1. They are the President and Secretary, respectively, of Qualigen Therapeutics, Inc., a D

Qualigen Therapeutics Announces $4.5 Million Private Placement of Series A-3 Convertible Preferred Stock

Exhibit 99.1 Qualigen Therapeutics Announces $4.5 Million Private Placement of Series A-3 Convertible Preferred Stock Carlsbad, CA, July 28, 2025 (GLOBE NEWSWIRE) – Qualigen Therapeutics, Inc. (NASDAQ:QLGN) (“Qualigen” or the “Company”), a life sciences company focused on developing platform treatments for adult and pediatric cancers with the potential for orphan drug designations, today announced

Registration Rights Agreement, dated July 28, 2025, by and among Qualigen Therapeutics, Inc. and the investors named therein.

Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”), dated as of July 28, 2025 is by and among each person named on the signature page hereto (each, an “Investor” and collectively, the “Investors”), and Qualigen Therapeutics, Inc., a Delaware corporation (the “Company”). RECITALS WHEREAS, the Company and the Investors have entered into that certain Secu

Qualigen Therapeutics Provides Update on Nasdaq Communications and Continued Listing Status

Exhibit 99.1 Qualigen Therapeutics Provides Update on Nasdaq Communications and Continued Listing Status CARLSBAD, Calif., July 28, 2025 (GLOBE NEWSWIRE) — Qualigen Therapeutics, Inc. (NASDAQ: QLGN) (the “Company”) received two different communications from the staff of the Nasdaq Listing Qualifications office of the Nasdaq Stock Market, LLC. The Company received the first notice from the Nasdaq L

Securities Purchase Agreement, dated July 28, 2025, by and among Qualigen Therapeutics, Inc. and the investors named therein.

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of July 28, 2025, between Qualigen Therapeutics, 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”). RECITALS WHEREAS, subject to the terms a

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 ☐ TRANSITION REPORT PURSUANT TO

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 Qualigen Therapeutics, Inc. (Exact name of registrant

Qualigen Granted New Patents Covering 25 Countries

Exhibit 99.1 Qualigen Granted New Patents Covering 25 Countries CARLSBAD, Calif., July 16, 2025 (GLOBE NEWSWIRE) — Qualigen Therapeutics, Inc. (NASDAQ: QLGN) (the “Company” or “Qualigen”) is announcing an update on patents granted in the first six months of 2025. The patent is Titled “Substitued Naphthalene Diimides and Their Use.” The patent is for the drug, which was developed by Professor Steph

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): July 16, 2025 Qualigen Therapeuti

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): July 16, 2025 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Commissi

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 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File No. 001-37428 Qualigen Therapeutics, Inc. (Exact Name of Small Business Issuer

Insider Trading Policy

Exhibit 19.1 INSIDER TRADING POLICY QUALIGEN THERAPEUTICS, INC. Insider Trading Policy Qualigen Therapeutics, Inc. Statement of Policies and Procedures Governing the Prevention of Insider Trading I. Purpose The purchase or sale of securities while possessing material nonpublic (“inside”) information or the disclosure of inside information (“tipping”) to others who may trade in such securities is s

Subsidiaries of the Registrant

Exhibit 21.1 SUBSIDIARIES OF THE REGISTRANT None.

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 20, 2025 Qualigen Therapeuti

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 20, 2025 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Commissi

Regulation FD Disclosure, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, 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 19, 2025 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Commissio

Qualigen Therapeutics, Inc. receives expected notification of deficiency from Nasdaq related to delayed filing of quarterly report on Form 10-Q

Exhibit 99.1 Qualigen Therapeutics, Inc. receives expected notification of deficiency from Nasdaq related to delayed filing of quarterly report on Form 10-Q CARLSBAD, Calif., May 19, 2025 (GLOBE NEWSWIRE) — Qualigen Therapeutics, Inc. (NASDAQ: QLGN) (the “Company”) announced today that it received an expected deficiency notification letter from the Listing Qualifications Staff of The Nasdaq Stock

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 24, 2025 Qualigen Therapeut

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 24, 2025 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Commiss

Qualigen Therapeutics, Inc. Receives Notification of Deficiency from Nasdaq Related to Delayed Filing of Annual Report on Form 10-K

Exhibit 99.1 Qualigen Therapeutics, Inc. Receives Notification of Deficiency from Nasdaq Related to Delayed Filing of Annual Report on Form 10-K CARLSBAD, Calif., May 1, 2025 (GLOBE NEWSWIRE) — Qualigen Therapeutics, Inc. (NASDAQ: QLGN) (the “Company”) announced today that it received an expected deficiency notification letter from the Listing Qualifications Staff of The Nasdaq Stock Market LLC (“

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended:December 31, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Per

Regulation FD Disclosure, 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): January 28, 2025 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Commi

Qualigen to participate in next funding round for NanoSynex

Exhibit 99.1 Qualigen to participate in next funding round for NanoSynex Market size expected to reach $4.7 billion in 2027 CARLSBAD, Calif., January 28, 2025 (GLOBE NEWSWIRE) — Qualigen Therapeutics, Inc. (NASDAQ: QLGN) (the “Company”)announced today they will be the first investors participating in the 2025 bridge round of funding for NanoSynex. NanoSynex will be raising up to $500,000. “We are

Amended and Restated Certificate of Designation of Series A-2 Preferred Stock filed with the Secretary of State of Nevada on December 23, 2024.

Exhibit 3.2 QUALIGEN THERAPEUTICS, INC. AMENDED AND RESTATED CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES A-2 PREFERRED STOCK PURSUANT TO SECTION 151 OF THE Delaware GENERAL CORPORATION LAW The undersigned, Campbell Becher and Kevin Richardson II, do hereby certify that: 1. They are the President and Secretary, respectively, of Qualigen Therapeutics, Inc., a Delaware

Material Modification to Rights of Security Holders, 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): December 23, 2024 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Comm

LETTER

December 17, 2024 Kevin A. Richardson II Interim Chief Executive Officer Qualigen Therapeutics, Inc. 5857 Owens Avenue, Suite 300 Carlsbad, CA 92008 Re: Qualigen Therapeutics, Inc. Registration Statement on Form S-1 Filed December 9, 2024 File No. 333-283708 Dear Kevin A. Richardson II: This is to advise you that we have not reviewed and will not review your registration statement. Please refer to

Qualigen Therapeutics, Inc. 5857 Owens Avenue, Suite 300 Carlsbad, California 92008 December 17, 2024

Qualigen Therapeutics, Inc. 5857 Owens Avenue, Suite 300 Carlsbad, California 92008 December 17, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Tylor Howes Re: Qualigen Therapeutics, Inc. Registration Statement on Form S-1 File 33-283708 Ladies and Gentlemen: Pursuant to Rule 461 under the Securities Act of 193

As filed with the Securities and Exchange Commission on December 9, 2024.

As filed with the Securities and Exchange Commission on December 9, 2024. Registration No. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Qualigen Therapeutics, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 2834 26-3474527 (State or Other Jurisdiction of Incorporation or Organization) (

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Table FORM S-1 (Form Type) Qualigen Therapeutics, Inc.

Exchange Agreement dated November 18, 2024, between Qualigen Therapcutics. Inc. and Yi Hua Chen.

Exhibit 3.4 EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT (the “Agreement”), dated as of November 18, 2024, is made by and between Qualigen Therapeutics, Inc., a Delaware corporation (the “Company”), and Yi Hua Chen (the “Holder”). WHEREAS, the Holder has acquired, from Alpha Capital Anstalt (“Alpha”), Alpha’s rights under Section 2.4 of the Securities Purchase Agreement dated February 26, 2024 betwe

Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Unregistered Sales of Equity Securities, 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): November 18, 2024 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Comm

Registration Right Agreement dated November 18, 2024, between Qualigen Therapeutics, Inc. and Certain Investors thereto.

Exhibit 3.3 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”), dated as of November 18, 2024 is by and among each person named on the signature page hereto (each, an “Investor” and collectively, the “Investors”), and Qualigen Therapeutics, Inc., a Delaware corporation(the “Company”). RECITALS WHEREAS, the Company and the Investors have entered into that certain Se

Director Agreement dated November 21, 2024 between the Company and Graydon Bensler

Exhibit 10.1 QUALIGEN THERAPEUTICS, INC. BOARD OF DIRECTORS AGREEMENT This BOARD OF DIRECTORS AGREEMENT (“Agreement”) by and between QUALIGEN THERAPEUTICS, INC., a Delaware corporation (the “Company”), and the undersigned signatory (the “Director”), provides for director services and shall become effective on November 7, 2024 (the “Effective Date”), according to the following terms and conditions:

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A 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 7, 2024 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Com

Certificate of Designation of Series A2 Prefered Stock filed with the Secretary of State of Delaware on November 18, 2024.

Exhibit 3.2 QUALIGEN THERAPEUTICS, INC. CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES A-2 PREFERRED STOCK PURSUANT TO SECTION 151 OF THE Delaware GENERAL CORPORATION LAW The undersigned, Campbell Becher and Kevin Richardson II, do hereby certify that: 1. They are the President and Secretary, respectively, of Qualigen Therapeutics, Inc., a Delaware corporation (the “Co

Securities Purchase Agreement dated November 18, 2024, between Qualigen Therapeutics, Inc. and Certain Investors thereto.

Exhibit 3.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of November 18, 2024 between Qualigen Therapeutics, 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”). RECITALS WHEREAS, subject to the terms

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, 2024 ☐ TRANSITION REPORT PURSUANT

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, 2024 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Qualigen Therapeutics, Inc. (Exact name of registr

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, 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 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Comm

Director Agreement dated November 12, 2024 between the Company and Graydon Bensler

Exhibit 10.1 QUALIGEN THERAPEUTICS, INC. BOARD OF DIRECTORS AGREEMENT This BOARD OF DIRECTORS AGREEMENT (“Agreement”) by and between QUALIGEN THERAPEUTICS, INC., a Delaware corporation (the “Company”), and the undersigned signatory (the “Director”), provides for director services and shall become effective on November 7, 2024 (the “Effective Date”), according to the following terms and conditions:

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, Other Events

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 5, 2024 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Commi

Shares Expected to Begin Trading on Split-Adjusted Basis on November 5

Exhibit 99.1 Shares Expected to Begin Trading on Split-Adjusted Basis on November 5, 2024 CARLSBAD, Calif., November 1, 2024 (GLOBE NEWSWIRE) — Qualigen Therapeutics, Inc. (NASDAQ: QLGN) (the “Company”) announced today that it will implement a 1-for-50 reverse stock split of the issued shares of its common stock (the “Reverse Stock Split”), effective at 12:01 a.m. Eastern time on November 5, 2024.

Certificate of Amendment of Amended and Restated Certificate of Incorporation filed on October 28, 2024.

Exhibit 3.1

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 25, 2024 Qualigen Therape

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 25, 2024 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Commi

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): October 25, 2024 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Commi

Form of Placement Agency Agreement

Exhibit 1.1 Placement Agency Agreement October [●], 2024 Qualigen Therapeutics, Inc. 5857 Owens Avenue, Suite 300 Carlsbad, California 92008 Attn: Kevin Richardson II, Interim Chief Executive Officer Dear Mr. Richardson: This letter (the “Agreement”) constitutes the agreement between Univest Securities, LLC, as placement agent (the “Placement Agent”), and Qualigen Therapeutics, Inc., a Delaware co

Form of Pre-Funded Warrant

Exhibit 4.15 FORM OF PRE-FUNDED WARRANT TO PURCHASE COMMON STOCK QUALIGEN THERAPEUTICS, INC. Warrant Shares: [] Initial Exercise Date: [] THIS PRE-FUNDED WARRANT TO PURCHASE COMMON STOCK (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

Consulting Agreement, between the Company and IR Agency, LLC

Exhibit 10.32 CONSULTING AGREEMENT IR Agency LLC (the “Consultant” or “IR Agency”) is pleased to provide certain consulting services to Qualigen Therapeutics Inc (“you,” the “Client” or the “Company”) as more fully described in this agreement (the “Agreement”). This Agreement sets forth the terms and conditions pursuant to which the Company engages the Consultant to provide such services. 1. Consu

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Table FORM S-1 (Form Type) Qualigen Therapeutics, Inc.

As filed with the Securities and Exchange Commission on October 24, 2024.

As filed with the Securities and Exchange Commission on October 24, 2024. Registration No. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Qualigen Therapeutics, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 2834 26-3474527 (State or Other Jurisdiction of Incorporation or Organization) (

Form of Securities Purchase Agreement

Exhibit 4.16 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is dated as of October [ ], 2024, between Qualigen Therapeutics, 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 con

Form of Lock-Up Agreement

Exhibit 10.31 Form of Lock-Up Agreement October [], 2024 Univest Securities, LLC 75 Rockefeller Plaza, Suite 1838 New York, New York 10019 Re: Qualigen Therapeutics, Inc.—Public Offering Ladies and Gentlemen: The undersigned, an officer, director and/or a holder of shares of common stock, $0.001 par value per share (the “Common Stock”), or rights to acquire Common Stock, of Qualigen Therapeutics,

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): October 18, 2024 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Commi

Director Agreement dated October 8, 2024 between the Company and Braeden Lichti

Exhibit 10.1 QUALIGEN THERAPEUTICS, INC. BOARD OF DIRECTORS AGREEMENT This BOARD OF DIRECTORS AGREEMENT (“Agreement”) by and between QUALIGEN THERAPEUTICS, INC., a Delaware corporation (the “Company”), and the undersigned signatory (the “Director”), provides for director services and shall become effective on October 8, 2024 (the “Effective Date”), according to the following terms and conditions:

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant To Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A 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 the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, 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): October 3, 2024 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Commis

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Other Events

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): September 23, 2024 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Com

Qualigen Therapeutics, Inc. Received Extension from Nasdaq Hearings Panel

Exhibit 99.1 Qualigen Therapeutics, Inc. Received Extension from Nasdaq Hearings Panel CARLSBAD, Calif., September 20, 2024 (GLOBE NEWSWIRE) — Qualigen Therapeutics, Inc. (NASDAQ: QLGN) (the “Company”) today announced that on September 11, 2024, the Company received a notice from Nasdaq indicating that the Nasdaq Hearings Panel (“Panel”) has granted an extension for the continued listing of the Co

Regulation FD Disclosure, 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): September 20, 2024 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Com

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant To Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A 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 the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State

Qualigen Therapeutics, Inc. Announces Closing of $3.47 Million Public Offering

Exhibit 99.1 Qualigen Therapeutics, Inc. Announces Closing of $3.47 Million Public Offering CARLSBAD, Calif., September 6, 2024 (GLOBE NEWSWIRE) — Qualigen Therapeutics, Inc. (NASDAQ: QLGN) (the “Company”) today announced the closing of its previously announced public offering of 14,724,058 shares of common stock, par value $0.001 per share (each a “Share,” and collectively, the “Shares”) at publi

Form of Placement Agent Warrant

Exhibit 4.2 The number of shares of common stock issuable upon exercise of this Placement Agent Warrant may be less than the amounts set forth on the face hereof. This Placement Agent Warrant is issued pursuant to that certain Placement Agency Agreement, dated September 5, 2024, by and between the Company (as defined herein) and the Holder (as defined herein) (the “Placement Agency Agreement”). Ca

Form of Pre-Funded Warrant

Exhibit 4.1 PRE-FUNDED WARRANT TO PURCHASE COMMON STOCK QUALIGEN THERAPEUTICS, INC. Warrant Shares: [] Initial Exercise Date: [], 2024 THIS PRE-FUNDED WARRANT TO PURCHASE COMMON STOCK (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

Entry into a Material Definitive Agreement, 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): September 6, 2024 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Comm

Placement Agent Agreement

Exhibit 10.1 Placement Agency Agreement [●], 2024 Qualigen Therapeutics, Inc. 5857 Owens Avenue, Suite 300 Carlsbad, California 92008 Attn: Michael S. Poirier, Chief Executive Officer Dear Mr. Poirier: This letter (the “Agreement”) constitutes the agreement between Univest Securities, LLC, as placement agent (the “Placement Agent”), and Qualigen Therapeutics, Inc., a Delaware corporation (the “Com

Qualigen Therapeutics, Inc. 14,724,058 Shares of Common Stock 11,972,754 Pre-Funded Warrants to Purchase up to 11,972,754 Shares of Common Stock 11,972,754 Shares of Common Stock Underlying the Pre-Funded Warrants

PROSPECTUS Filed pursuant to Rule 424(b)(4) Registration No. 333-272623 Qualigen Therapeutics, Inc. 14,724,058 Shares of Common Stock 11,972,754 Pre-Funded Warrants to Purchase up to 11,972,754 Shares of Common Stock 11,972,754 Shares of Common Stock Underlying the Pre-Funded Warrants We are offering on a “reasonable best efforts” basis 14,724,058 million shares of common stock, par value $0.001 p

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): September 5, 2024 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Comm

Qualigen Therapeutics, Inc. Announces Pricing of $3.46 Million Public Offering

Exhibit 99.1 Qualigen Therapeutics, Inc. Announces Pricing of $3.46 Million Public Offering CARLSBAD, Calif., September 5, 2024 (GLOBE NEWSWIRE) — Qualigen Therapeutics, Inc. (NASDAQ: QLGN) (the “Company”) today announced the pricing of a public offering of 14,724,058 shares of common stock, par value $0.001 per share (each a “Share,” and collectively, the “Shares”) at a public offering price of $

Univest Securities, LLC 75 Rockefeller Plaza 18C New York, NY 10019

Univest Securities, LLC 75 Rockefeller Plaza 18C New York, NY 10019 August 29, 2024 VIA EDGAR CORRESPONDENCE U.

Qualigen Therapeutics, Inc. 5857 Owens Avenue, Suite 300 Carlsbad, California 92008 August 29, 2024

Qualigen Therapeutics, Inc. 5857 Owens Avenue, Suite 300 Carlsbad, California 92008 August 29, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Doris Stacey Gama, Jason Drory Re: Qualigen Therapeutics, Inc. Registration Statement on Form S-1 File 333-272623 Ladies and Gentlemen: Pursuant to Rule 461 under the Sec

As filed with the Securities and Exchange Commission on August 22, 2024.

As filed with the Securities and Exchange Commission on August 22, 2024. Registration No. 333-272623 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 5 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Qualigen Therapeutics, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 2834 26-3474527 (State or Other Jurisdiction of Inc

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Table FORM S-1 (Form Type) Qualigen Therapeutics, Inc.

Form of Placement Agency Agreement

Exhibit 1.1 Placement Agency Agreement [●], 2024 Qualigen Therapeutics, Inc. 5857 Owens Avenue, Suite 300 Carlsbad, California 92008 Attn: Michael S. Poirier, Chief Executive Officer Dear Mr. Poirier: This letter (the “Agreement”) constitutes the agreement between Univest Securities, LLC, as placement agent (the “Placement Agent”), and Qualigen Therapeutics, Inc., a Delaware corporation (the “Comp

Form of Lock-Up Agreement

Exhibit 10.31 Form of Lock-Up Agreement August [], 2024 Univest Securities, LLC 75 Rockefeller Plaza, Suite 1838 New York, New York 10019 Re: Qualigen Therapeutics, Inc.—Public Offering Ladies and Gentlemen: The undersigned, an officer, director and/or a holder of shares of common stock, $0.001 par value per share (the “Common Stock”), or rights to acquire Common Stock, of Qualigen Therapeutics, I

Form of Securities Purchase Agreement

Exhibit 4.16 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is dated as of [●], 2024, between Qualigen Therapeutics, 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

Form of Placement Agency Warrant

Exhibit 4.17 The number of shares of common stock issuable upon exercise of this Placement Agent Warrant may be less than the amounts set forth on the face hereof. This Placement Agent Warrant is issued pursuant to that certain Placement Agency Agreement, dated August [], 2024, by and between the Company (as defined herein) and the Holder (as defined herein) (the “Placement Agency Agreement”). Cap

Form of Pre-Funded Warrant

Exhibit 4.15 FORM OF PRE-FUNDED WARRANT TO PURCHASE COMMON STOCK QUALIGEN THERAPEUTICS, INC. Warrant Shares: [] Initial Exercise Date: [] THIS PRE-FUNDED WARRANT TO PURCHASE COMMON STOCK (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

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, 2024 ☐ TRANSITION REPORT PURSUANT TO S

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, 2024 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Qualigen Therapeutics, Inc. (Exact name of registrant a

UNIVEST SECURITIES, LLC 75 ROCKEFELLER PLAZA 18C NEW YORK, NY 10019

UNIVEST SECURITIES, LLC 75 ROCKEFELLER PLAZA 18C NEW YORK, NY 10019 August 12, 2024 VIA EDGAR CORRESPONDENCE U.

Qualigen Therapeutics, Inc. 5857 Owens Avenue, Suite 300 Carlsbad, California 92008 August 12, 2024

Qualigen Therapeutics, Inc. 5857 Owens Avenue, Suite 300 Carlsbad, California 92008 August 12, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Doris Stacey Gama, Jason Drory Re: Withdrawal of Acceleration Request on the Registration Statement on Form S-1 (File No. 333-272623) Ladies and Gentlemen: Reference is m

Qualigen Therapeutics, Inc. 5857 Owens Avenue, Suite 300 Carlsbad, California 92008 August 12, 2024

Qualigen Therapeutics, Inc. 5857 Owens Avenue, Suite 300 Carlsbad, California 92008 August 12, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Doris Stacey Gama, Jason Drory Re: Qualigen Therapeutics, Inc. Registration Statement on Form S-1 File 333-272623 Ladies and Gentlemen: Pursuant to Rule 461 under the Sec

Univest Securities, LLC 75 Rockefeller Plaza 18C New York, NY 10019

Univest Securities, LLC 75 Rockefeller Plaza 18C New York, NY 10019 August 12, 2024 VIA EDGAR CORRESPONDENCE U.

Form of Placement Agency Agreement

Exhibit 1.1 Placement Agency Agreement [●], 2024 Qualigen Therapeutics, Inc. 5857 Owens Avenue, Suite 300 Carlsbad, California 92008 Attn: Michael S. Poirier, Chief Executive Officer Dear Mr. Poirier: This letter (the “Agreement”) constitutes the agreement between Univest Securities, LLC, as placement agent (the “Placement Agent”), and Qualigen Therapeutics, Inc., a Delaware corporation (the “Comp

Form of Securities Purchase Agreement

Exhibit 4.16 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is dated as of [●], 2024, between Qualigen Therapeutics, 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

1185 AVENUE OF THE AMERICAS | 31ST FLOOR | NEW YORK, NY | 10036 T (212) 930-9700 | F (212) 930-9725 | WWW.SRFC.LAW

August 9, 2024 Via EDGAR Division of Corporation Finance Office of Life Sciences Securities and Exchange Commission Washington, D.

Form of Pre-Funded Warrant

Exhibit 4.15 FORM OF PRE-FUNDED WARRANT TO PURCHASE COMMON STOCK QUALIGEN THERAPEUTICS, INC. Warrant Shares: [] Initial Exercise Date: [] THIS PRE-FUNDED WARRANT TO PURCHASE COMMON STOCK (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

As filed with the Securities and Exchange Commission on August 9, 2024.

As filed with the Securities and Exchange Commission on August 9, 2024. Registration No. 333-272623 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 4 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Qualigen Therapeutics, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 2834 26-3474527 (State or Other Jurisdiction of Inco

Form of Placement Agency Warrant

Exhibit 4.17 The number of shares of common stock issuable upon exercise of this Placement Agent Warrant may be less than the amounts set forth on the face hereof. This Placement Agent Warrant is issued pursuant to that certain Placement Agency Agreement, dated August [], 2024, by and between the Company (as defined herein) and the Holder (as defined herein) (the “Placement Agency Agreement”). Cap

Form of Lock-Up Agreement

Exhibit 10.31 Form of Lock-Up Agreement August [], 2024 Univest Securities, LLC 75 Rockefeller Plaza, Suite 1838 New York, New York 10019 Re: Qualigen Therapeutics, Inc.—Public Offering Ladies and Gentlemen: The undersigned, an officer, director and/or a holder of shares of common stock, $0.001 par value per share (the “Common Stock”), or rights to acquire Common Stock, of Qualigen Therapeutics, I

LETTER

August 8, 2024 Michael Poirier Chief Executive Officer Qualigen Therapeutics, Inc.

Form of Securities Purchase Agreement

Exhibit 4.16 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is dated as of [●], 2024, between Qualigen Therapeutics, 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

Form of Lock-Up Agreement

Exhibit 10.31 Form of Lock-Up Agreement August [], 2024 Univest Securities, LLC 75 Rockefeller Plaza, Suite 1838 New York, New York 10019 Re: Qualigen Therapeutics, Inc.—Public Offering Ladies and Gentlemen: The undersigned, an officer, director and/or a holder of shares of common stock, $0.001 par value per share (the “Common Stock”), or rights to acquire Common Stock, of Qualigen Therapeutics, I

Form of Placement Agency Warrant

Exhibit 4.17 The number of shares of common stock issuable upon exercise of this Placement Agent Warrant may be less than the amounts set forth on the face hereof. This Placement Agent Warrant is issued pursuant to that certain Placement Agency Agreement, dated August [], 2024, by and between the Company (as defined herein) and the Holder (as defined herein) (the “Placement Agency Agreement”). Cap

Form of Pre-Funded Warrant

Exhibit 4.15 FORM OF PRE-FUNDED WARRANT TO PURCHASE COMMON STOCK QUALIGEN THERAPEUTICS, INC. Warrant Shares: [] Initial Exercise Date: [] THIS PRE-FUNDED WARRANT TO PURCHASE COMMON STOCK (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

As filed with the Securities and Exchange Commission on August 7, 2024.

As filed with the Securities and Exchange Commission on August 7, 2024. Registration No. 333-272623 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 3 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Qualigen Therapeutics, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 2834 26-3474527 (State or Other Jurisdiction of Inco

Form of Placement Agency Agreement

Exhibit 1.1 Placement Agency Agreement [●], 2024 Qualigen Therapeutics, Inc. 5857 Owens Avenue, Suite 300 Carlsbad, California 92008 Attn: Michael S. Poirier, Chief Executive Officer Dear Mr. Poirier: This letter (the “Agreement”) constitutes the agreement between Univest Securities, LLC, as placement agent (the “Placement Agent”), and Qualigen Therapeutics, Inc., a Delaware corporation (the “Comp

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 2, 2024 Qualigen Therapeut

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 2, 2024 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Commiss

Promissory Note, dated July 12, 2024, issued by Qualigen Therapeutics, Inc. to Marizyme, Inc. (Incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed July 18, 2024.)

Exhibit 10.1

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): July 12, 2024 Qualigen Therapeuti

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): July 12, 2024 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Commissi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant To Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A 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 the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State

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): July 12, 2024 Qualigen Therapeuti

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): July 12, 2024 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Commissi

Senior Note dated July 8, 2024 (Incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K filed July 15, 2024.)

Exhibit 10.2 THIS SECURITY HAS NOT 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 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVA

Letter from Baker Tilly US, LLP, addressed to the Securities and Exchange Commission, dated July 15, 2024.

Exhibit 99.1

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): July 11, 2024 Qualigen Therapeuti

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): July 11, 2024 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Commissi

Securities Purchase Agreement dated July 5, 2024. (Incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed July 11, 2024.)

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of July 5, 2024 between Qualigen Therapeutics, Inc., a Delaware corporation (the “Company”), and the purchaser identified on the Annex A hereto (including its successors and assigns, the “Investor”. WHEREAS, the Investor wishes to purchase from the Company, and the Company wishes to issue a

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): July 5, 2024 Qualigen Therapeutic

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): July 5, 2024 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Commissio

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, 2024 ☐ TRANSITION REPORT PURSUANT TO

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, 2024 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Qualigen Therapeutics, Inc. (Exact name of registrant

Qualigen Therapeutics, Inc. Received Nasdaq Notice of a Delisting Determination

Exhibit 99.1 Qualigen Therapeutics, Inc. Received Nasdaq Notice of a Delisting Determination CARLSBAD, Calif., May 30, 2024 (GLOBE NEWSWIRE) — Qualigen Therapeutics, Inc. (“Qualigen” or “the Company,” Nasdaq: QLGN), announced today that on May 23, 2024, it received written notice (the “Delist Notice”) from The Nasdaq Stock Market (“Nasdaq”) indicating the Company’s continued non-compliance with th

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, 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): May 23, 2024 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Commissio

Read Instruction (on back page) Before Preparing Form. Please Print or Type. Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB APPROVAL OMB Number: 3235-0058 Expires: April 30, 2025 Estimated average burden hours per response 2.50 FORM 12b-25 SEC FILE NUMBER 001-37428 NOTIFICATION OF LATE FILING CUSIP NUMBER 74754R202 (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: March 31, 2024

As filed with the Securities and Exchange Commission on May 3, 2024.

As filed with the Securities and Exchange Commission on May 3, 2024. Registration No. 333-272623 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 2 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Qualigen Therapeutics, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 2834 26-3474527 (State or Other Jurisdiction of Incorpo

5,157,087 Shares Common Stock

Filed Pursuant to Rule 424(b)(3) Registration Statement No. 333-269088 PROSPECTUS 5,157,087 Shares Common Stock This prospectus relates to the resale or other disposition from time to time by the selling stockholder named herein of up to an aggregate of 5,157,087 shares of our common stock, par value $0.001 per share (the “Resale Shares”), which may be issuable to the selling stockholder pursuant

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Qualigen Therapeutics, Inc.

As filed with the Securities and Exchange Commission on April 30, 2024

As filed with the Securities and Exchange Commission on April 30, 2024 Registration No.

Co-Development Agreement, dated April 11, 2024, between Qualigen Therapeutics, Inc. and Marizyme, Inc.

Exhibit 10.4 CO-DEVELOPMENT AGREEMENT THIS CO-DEVELOPMENT AGREEMENT (this “Agreement”) is entered into as of April 11, 2024, and effective as of the date the Initial Payment (defined below) is made (the “Effective Date”), by and between Marizyme, Inc., a Nevada corporation (the “Company”) and Qualigen Therapeutics, Inc., a Delaware corporation (“Qualigen”). The Company and Qualigen are sometimes r

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, 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 11, 2024 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Commiss

Option Exercise, dated April 11, 2024, by Yi Hua Chen, agreed to by Alpha Capital Anstalt and by Qualigen Therapeutics, Inc.

Exhibit 10.1 OPTION EXERCISE Yi Hua Chen (“Chen”) hereby represents to Qualigen Therapeutics, Inc. (“Qualigen”) that Chen has acquired, from Alpha Capital Anstalt (“Alpha”), Alpha’s rights under Section 2.4 of the Securities Purchase Agreement dated February 26, 2024 between Qualigen and Alpha (the “Alpha SPA”). Section 2.4 of the Alpha SPA provides that “Each Purchaser shall have the right to pur

Marizyme Enters into Co-Development Agreement with Qualigen Therapeutics for the Commercialization of FDA-Cleared DuraGraft™

Exhibit 99.1 Marizyme Enters into Co-Development Agreement with Qualigen Therapeutics for the Commercialization of FDA-Cleared DuraGraft™ JUPITER, FL, April 16, 2024 (GLOBE NEWSWIRE) — via NewMediaWire — Marizyme, Inc. (“Marizyme”, OTCQB: MRZM) announces today a Co-Development Agreement (the “Agreement”) with Qualigen Therapeutics, Inc. (“Qualigen”) (NASDAQ: QLGN) to advance the commercialization

8% Convertible Debenture due December 31, 2024 in favor of Yi Hua Chen

Exhibit 10.2 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE 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 REGIS

Common Stock Purchase Warrant for 1,800,032 shares in favor of Yi Hua Chen, dated April 12, 2024

Exhibit 10.3 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

Subsidiaries of the Registrant

Exhibit 21.1 SUBSIDIARIES OF THE REGISTRANT None.

Clawback Policy

Exhibit 97.1 CLAWBACK POLICY QUALIGEN THERAPEUTICS, INC. Purpose Qualigen Therapeutics, Inc. (the “Company”) is establishing this policy to align the interests of executive officers of the Company with those of shareholders, to create and maintain a culture that emphasizes integrity and accountability and to enforce the Company’s pay-for-performance compensation philosophy. This policy provides fo

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 Commission File Number 001-37428 Qualigen Therapeutics, Inc. (Exact name of registrant as spe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB APPROVAL OMB Number: 3235-0058 Expires: April 30, 2025 Estimated average burden hours per response 2.50 FORM 12b-25 SEC FILE NUMBER 001-37428 NOTIFICATION OF LATE FILING CUSIP NUMBER 74754R202 (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2

Termination of 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): March 25, 2024 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Commiss

Termination Agreement dated as of March 16, 2024 between the Company and Pan-RAS Holdings, Inc.

Exhibit 10.1 TERMINATION AGREEMENT - LICENSE AND SUBLICENSE AGREEMENT Reference is made to that certain License and Sublicense Agreement (“Agreement”) entered into as of February 15, 2024 by Qualigen Therapeutics, Inc., a Delaware corporation (“QLGN”), on the one hand, and Pan-RAS Holdings, Inc., a New York corporation (“Pan-RAS”), on the other hand. QLGN and Pan-RAS are collectively referred to a

8% Convertible Debenture Due December 31, 2024 in favor of Alpha Capital Anstalt

Exhibit 10.2 EXHIBIT A NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE 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 EFFEC

Common Stock Purchase Warrant for 900,016 shares in favor of Alpha Capital Anstalt, dated February 27, 2024

Exhibit 10.3 EXHIBIT C 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 EFFECT

Securities Purchase Agreement, dated February 26, 2024, by and between Qualigen Therapeutics, Inc. and Alpha Capital Anstalt

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of February 27, 2024, between Qualigen Therapeutics, 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 co

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, 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 25, 2024 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Comm

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 15, 2024 Qualigen Therap

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 15, 2024 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Comm

License and Sublicense Agreement dated February 15, 2024 between the Company and Pan-RAS Holdings, Inc.

Exhibit 10.1 LICENSE AND SUBLICENSE AGREEMENT This License and Sublicense Agreement (this “Agreement”) is entered into as of February 15, 2024 (the “Effective Date”) by Qualigen Therapeutics, Inc., a Delaware corporation (“QLGN”), on the one hand, and Pan-RAS Holdings, Inc., a New York corporation (“Pan-RAS”), on the other hand. Reference is made to the Exclusive License Agreement dated July 17, 2

Amendment No. 1 with regard to Securities Purchase Agreement dated December 5, 2023 with Alpha Capital Anstalt

Exhibit 10.1 Amendment No. 1 with regard to Securities Purchase Agreement This Amendment No. 1 (“Amendment”) is made between the undersigned parties to that certain Securities Purchase Agreement between them dated December 21, 2022 (the “SPA”). All capitalized terms used but not defined herein shall have the meanings ascribed to them in the SPA or in the outstanding Debenture or the outstanding Wa

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 5, 2023 Qualigen Therape

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 5, 2023 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Commi

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): November 20, 2023 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Comm

Qualigen Therapeutics Provides Corporate Update for Third Quarter and To Date 2023

Exhibit 99.1 Qualigen Therapeutics Provides Corporate Update for Third Quarter and To Date 2023 ● Initiated dosing of three patients in first cohort of Phase 1 clinical trial of QN-302 for treatment of advanced or metastatic solid tumors ● Phase 1a patient recruitment ongoing; company anticipates sharing update on safety and preliminary efficacy in second quarter of 2024 ● Expect to select lead Pa

Regulation FD Disclosure, 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 14, 2023 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Comm

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, 2023 ☐ TRANSITION REPORT PURSUANT

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, 2023 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Qualigen Therapeutics, Inc. (Exact name of registr

Qualigen Therapeutics Announces First Patient Dosed in the Phase 1a Clinical Trial of QN-302 for Treatment of Advanced or Metastatic Solid Tumors

Exhibit 99.1 Qualigen Therapeutics Announces First Patient Dosed in the Phase 1a Clinical Trial of QN-302 for Treatment of Advanced or Metastatic Solid Tumors CARLSBAD, Calif., Nov. 7th, 2023 (GLOBE NEWSWIRE) – Qualigen Therapeutics, Inc. (Nasdaq: QLGN), a clinical-stage therapeutics company focused on developing treatments for adult and pediatric cancers with potential for Orphan Drug Designation

Regulation FD Disclosure, 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): November 7, 2023 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Commi

Corporate Presentation of Qualigen Therapeutics, Inc. dated October 2023

Exhibit 99.1

Regulation FD Disclosure, 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): October 17, 2023 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Commi

As filed with the Securities and Exchange Commission on October 2, 2023.

As filed with the Securities and Exchange Commission on October 2, 2023. Registration No. 333-272623 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Qualigen Therapeutics, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 2834 26-3474527 (State or Other Jurisdiction of Inc

1221 McKinney Street

1221 McKinney Street Suite 2100 Houston, TX 77010 +1 713 469 3800 Fax +1 713 469 3899 reedsmith.

3,958,537 Shares Common Stock

Filed Pursuant to Rule 424(b)(3) Registration Statement No. 333-269088 PROSPECTUS 3,958,537 Shares Common Stock This prospectus relates to the resale or other disposition from time to time by the selling stockholder named herein of up to an aggregate of 3,958,537 shares of our common stock, par value $0.001 per share (the “Resale Shares”), which may be issued to the selling stockholder pursuant to

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): September 22, 2023 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction (Commission (I.R.S. Em

Consent and Waiver dated September 22, 2023, between Qualigen Therapeutics, Inc. and Alpha Capital Anstalt.

Exhibit 10.1 Qualigen Therapeutics, Inc. 5857 Owens Avenue, Suite 300 Carlsbad, CA 92008 USA September 22, 2023 Alpha Capital Anstalt Altenbach 8 9490 Vaduz, Liechtenstein Copy to: LH Financial Services Corp. 510 Madison Avenue, 14th Floor New York, NY 10022 Re: Consent and Waiver Regarding the Monthly Redemption Amount under the Debenture for October 2023 Dear Sirs: Reference is hereby made to th

As filed with the Securities and Exchange Commission on September 1, 2023

As filed with the Securities and Exchange Commission on September 1, 2023 Registration No.

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) Qualigen Therapeutics, Inc.

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 15, 2023 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction (Commission (I.R.S. Emplo

QUALIGEN THERAPEUTICS, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND OTHER COMPREHENSIVE LOSS

Exhibit 99.1 Qualigen Therapeutics, Inc. Reports Financial Results and Corporate Update for Quarter Ending June 30, 2023 Investigational New Drug (IND) clearance transitions Qualigen from preclinical to clinical-stage company Company divests FastPack® diagnostics business for approximately $5 million in all cash transaction to support advancement of therapeutics pipeline CARLSBAD, Calif., Aug. 15t

Separation Agreement and General Release dated June 20, 2023 with Amy Broidrick

Exhibit 10.1 SEPARATION AGREEMENT AND GENERAL RELEASE 1. Purpose of Agreement: The intent of this Separation Agreement and General Release (“Agreement”) is to amicably and finally resolve and compromise all issues and claims surrounding the employment of Amy Broidrick (“Employee”) with Qualigen, Inc. (“Employer”) and the termination thereof. This Agreement becomes effective on the eighth day after

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, 2023 ☐ TRANSITION REPORT PURSUANT TO S

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, 2023 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Qualigen Therapeutics, Inc. (Exact name of registrant a

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 1, 2023 Qualigen Therapeut

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 1, 2023 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Commiss

Qualigen Therapeutics Announces US FDA IND Clearance to Initiate Phase 1 Clinical Trial of QN-302 for Treatment of Advanced or Metastatic Solid Tumors Investigational New Drug (IND) clearance transitions Qualigen Therapeutics from preclinical to clin

Exhibit 99.1 Qualigen Therapeutics Announces US FDA IND Clearance to Initiate Phase 1 Clinical Trial of QN-302 for Treatment of Advanced or Metastatic Solid Tumors Investigational New Drug (IND) clearance transitions Qualigen Therapeutics from preclinical to clinical-stage company and demonstrates leadership in G4-targeting therapies for areas of high unmet need in oncology CARLSBAD, Calif., Augus

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 1, 2023 Qualigen Therapeut

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 1, 2023 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Commiss

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): July 20, 2023 Qualigen Therapeuti

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): July 20, 2023 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Commissi

Unaudited Pro Forma Condensed Consolidated Financial Information

Exhibit 99.2 Unaudited Pro Forma Condensed Consolidated Financial Information Stock Purchase Agreement with Chembio Diagnostics, Inc. and Biosynex, S.A. On July 20, 2023 (the “Closing Date”), Qualigen Therapeutics, Inc., a Delaware corporation (the “Company”), entered into a stock purchase agreement (the “Purchase Agreement”) with Chembio Diagnostics, Inc. (the “Buyer”), Biosynex, S.A. (“Biosynex”

All cash deal with Chembio Diagnostics, a US Subsidiary of the French Diagnostics Company BIOSYNEX, SA, solidifies Qualigen’s strategic priority on therapeutics

Exhibit 99.1 Qualigen Therapeutics Divests FastPack® Diagnostics Business All cash deal with Chembio Diagnostics, a US Subsidiary of the French Diagnostics Company BIOSYNEX, SA, solidifies Qualigen’s strategic priority on therapeutics CARLSBAD, Calif., July 24, 2023 (GLOBE NEWSWIRE) – Qualigen Therapeutics, Inc. (Nasdaq: QLGN), a therapeutics company focused on developing treatments for adult and

Amendment and Settlement Agreement dated July 19, 2023 with NanoSynex, Ltd

Exhibit 10.1 AMENDMENT AND SETTLEMENT AGREEMENT This Amendment and Settlement Agreement (this “Agreement”) is made with effect as of this 19th day of July 2023, by and between Qualigen Therapeutics, Inc., a Delaware corporation based in California, U.S., (“Qualigen”) and NanoSynex Ltd., a private Israeli company (“Nano”). Each of Qualigen and Nano may be referred to hereinafter as a “Party” and co

Stock Purchase Agreement dated July 20, 2023 with Chembio Diagnostics, Inc., Biosynex, S.A. and Qualigen, Inc.

Exhibit 2.1 Execution Version STOCK PURCHASE AGREEMENT by and among Qualigen Therapeutics, Inc., Chembio Diagnostics, Inc., Biosynex, S.A., and Qualigen, Inc., dated as of July 20, 2023 TABLE OF CONTENTS ARTICLE I DEFINITIONS 4 ARTICLE II PURCHASE AND SALE 16 Section 2.01 Purchase and Sale. 16 Section 2.02 Purchase Price. 16 Section 2.03 Closing Estimates; Closing Payments. 16 Section 2.04 Post-Cl

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): July 13, 2023 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Commissi

Description of Common Stock

Exhibit 4.9 QUALIGEN THERAPEUTICS, INC. DESCRIPTION OF COMMON STOCK Qualigen Therapeutics, Inc. (the “Company”) has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) – common stock, par value $0.001 per share (the “Common Stock”). The Common Stock trades on The Nasdaq Capital Market under the trading symbol “QLGN.” The follo

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A (Amendment No. 1)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ 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 Commission File Number 001-37428 Qualigen Therapeutics, Inc. (Exact name

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 20, 2023 Qualigen Therapeuti

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 20, 2023 Qualigen Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37428 26-3474527 (State or other jurisdiction of incorporation) (Commissi

LETTER

United States securities and exchange commission logo June 23, 2023 Michael Poirier Chief Executive Officer Qualigen Therapeutics, Inc.

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Table FORM S-1 (Form Type) Qualigen Therapeutics, Inc.