Form D · Biotechnology

Celcuity Inc.

Minneapolis, MN · CIK 0001603454

Offering snapshot reported Sep 23, 2025 · SEC filing

Reported sold
$130M
Offering amount: $353M
Investors reported
2
Form D · investor count
Minimum accepted
$0
Reported outside-investor minimum
First sale
Apr 8, 2021
As reported in this filing

Fundraising history

Reported sold
Reported amount sold by Form D filing date$0$65M$130MApr 14, 2021: $15,000,000.00Apr 14, 2021Apr 8, 2022: $15,000,000.00Apr 8, 2022May 2, 2023: $35,000,000.00May 2, 2023Apr 25, 2024: $35,000,000.00Apr 25, 2024Jun 28, 2024: $100,000,000.00Sep 23, 2025: $130,000,000.00Sep 23, 2025

Dates are filing dates, not cash receipt dates. Decreases are reported revisions, not evidence of withdrawals. Separate offering histories are not added together.

What changed?

Latest filing versus its linked predecessor, where available.

  • Reported sold$15,000,000 → $130,000,000
  • Reported investors1 → 2

Filing history

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FiledFiling typeReported soldChange vs linked filingInvestorsSource
Sep 23, 2025Amendment$130,000,000$115,000,000vs Apr 14, 20212SEC filing
Oct 15, 2024Amendment$50,000,000$0vs Oct 26, 20232SEC filing
Jun 28, 2024Amendment$100,000,000$65,000,000vs Apr 25, 20242SEC filing
Apr 25, 2024Amendment$35,000,000$0vs May 2, 20231SEC filing
Nov 27, 2023Amendment$5,930,006$0vs Nov 28, 202239SEC filing
Nov 27, 2023Amendment$2,597,057$0vs Nov 28, 202238SEC filing
Oct 26, 2023Initial$50,000,000No comparison2SEC filing
May 2, 2023Amendment$35,000,000$20,000,000vs Apr 8, 20221SEC filing
Nov 28, 2022Amendment$5,930,006$0vs Nov 22, 202139SEC filing
Nov 28, 2022Amendment$2,597,057$0vs Nov 22, 202138SEC filing
May 26, 2022Initial$99,999,998No comparison11SEC filing
Apr 8, 2022Amendment$15,000,000$0vs Apr 14, 20211SEC filing
Nov 22, 2021Amendment$2,597,057$0vs Nov 2, 202038SEC filing
Nov 22, 2021Amendment$5,930,006$0vs Nov 2, 202039SEC filing
Apr 14, 2021Initial$5,000,000No comparisonNot reportedSEC filing
Apr 14, 2021Initial$15,000,000No comparison1SEC filing
Nov 2, 2020Amendment$2,597,057$0vs Oct 31, 201938SEC filing
Nov 2, 2020Amendment$5,930,006$0vs Oct 31, 201939SEC filing
Oct 31, 2019Amendment$5,930,006$0vs Nov 7, 201839SEC filing
Oct 31, 2019Amendment$2,597,057$3,752vs Nov 7, 201838SEC filing
Nov 7, 2018Amendment$2,593,305$5,805vs Nov 7, 201738SEC filing
Nov 7, 2018Amendment$5,930,006$180,006vs Nov 7, 201739SEC filing
Nov 7, 2017Amendment$2,587,500$0vs May 19, 201738SEC filing
Nov 7, 2017Amendment$5,750,000$0vs May 2, 201739SEC filing
May 19, 2017Initial$2,587,500No comparison38SEC filing
May 2, 2017Initial$5,750,000No comparison39SEC filing
Feb 26, 2016Amendment$5,175,000$3,025,000vs Dec 18, 201540SEC filing
Feb 26, 2016Initial$325,000No comparison6SEC filing
Dec 18, 2015Initial$2,150,000No comparison12SEC filing
Mar 24, 2014Initial$4,000,000No comparison2SEC filing

Offering details

Securities
Debt, Option to acquire, Security to be acquired
Exemptions
06b
Duration over one year
Yes
Business combination
No
Sales commissions
$4.34M (estimated)
Finders' fees
$0
Form D file number
021-395861
Incl. common stock that may be issued upon lender's election to convert certain principal amts, and outstanding warrants to purchase common stock issued in connection with the offering. The conversion may not occur and the warrants may never be exercised.
Assumes entire offering is sold, but does not include reasonable out-of-pocket expenses in an amount yet to be determined.

Sales compensation recipients

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RecipientCRDAssociated broker-dealer
LCT Capital, LLC000154233LCT Capital, LLC · CRD 000154233

Source: Form D, filed Sep 23, 2025. Minimum accepted may differ from a standard advertised minimum.

Fund connections

No confirmed ADV fund connection is available for this issuer.

People & organizations

Current and past Form D appearances. These existing records do not establish a person's current role or uniquely identify them across issuers.

People and organizations reported in Form D filings
NameReported role
Richard E. Buller Director
Maureen Cronin Director
David F. Dalvey Director
Leo T. Furcht Director
Vicky Hahne Executive
Lance G. Laing Director, Executive
Polly A. Murphy Director
Richard J. Nigon Director
Brian F. Sullivan Director, Executive, Promoter

Issuer details

Industry: Biotechnology (See others in industry)

Address:
16305 36 Th Avenue North Suite 100
Minneapolis, MN, 55446