---
title: "Pelthos Therapeutics says first-quarter 2026 financials can no longer be"
url: "https://aibio.space/news/pelthos-therapeutics-says-first-quarter-2026-financials-can-no-longer/"
publisher: "aibio.space (Biotech Investor Relations News)"
date: "2026-08-13"
section: "Distress"
tickers: "AMEX:PTHS"
source: "https://www.sec.gov/Archives/edgar/data/1919246/000191924626000110/pths-20260812.htm"
summary: "Pelthos Therapeutics said on August 13, 2026 that its first-quarter 2026 financial statements can no longer be relied on. The restatement adds $14.8 millio"
---

By the aibio.space news desk.

Sources

- [Pelthos Therapeutics Inc. Form 8-K filed August 13, 2026 (SEC EDGAR)](https://www.sec.gov/Archives/edgar/data/1919246/000191924626000110/pths-20260812.htm)
- [Pelthos Therapeutics Inc. Form 10-K filed March 19, 2026: business overview and signatures (SEC EDGAR)](https://www.sec.gov/Archives/edgar/data/1919246/000191924626000013/pths-20251231.htm)

[PTHS](https://aibio.space/companies/pelthos-therapeutics/)

2026-08-13

# Pelthos Therapeutics says first-quarter 2026 financials can no longer be relied on, will restate

Tickers [PTHS](https://aibio.space/companies/pelthos-therapeutics/)

Pelthos Therapeutics said on August 13, 2026 that its first-quarter 2026 financial statements can no longer be relied on. The restatement adds $14.8 million to the accumulated deficit, and the company reports a material weakness in its controls over convertible debt.

## Key facts

- **Company**: Pelthos Therapeutics Inc. (AMEX: PTHS)

- **News type**: Distress

- **Primary source**: [Pelthos Therapeutics Inc. Form 8-K filed August 13, 2026 (SEC EDGAR)](https://www.sec.gov/Archives/edgar/data/1919246/000191924626000110/pths-20260812.htm)

*The Capitol dome seen from below. Photo: U.S. Department of Homeland Security (Source), CC0, via rawpixel. The picture shows the field, not the companies named.*

Pelthos Therapeutics Inc. (NYSE American: [PTHS](https://aibio.space/companies/pelthos-therapeutics/)) said on August 13, 2026 that its condensed consolidated financial statements for the quarter ended March 31, 2026 should no longer be relied on, and that it will restate them. The company disclosed the conclusion under Item 4.02 in a [Form 8-K](https://www.sec.gov/Archives/edgar/data/1919246/000191924626000110/pths-20260812.htm) dated August 12, 2026 and filed August 13, 2026. The audit committee reached the conclusion on August 12, 2026, in consultation with management.

## What went wrong

The committee found a misapplication of Accounting Standards Codification (ASC) 820, Fair Value Measurements. The error affected certain Level 3 fair value measurements of the company's convertible debt. Level 3 measurements rely on inputs the company develops itself rather than observable market prices.

The company re-evaluated its valuation methods while measuring the convertible debt for the quarter ended June 30, 2026. It concluded that the March 31 method did not meet the requirements of ASC 820. The valuation did not properly reflect provisions in a subordination agreement related to the convertible debt, which was entered into in January 2026. Those provisions include extended payoff terms and a conversion rate reset feature.

## The restated numbers

The restatement will raise the fair value of convertible debt by $15.8 million, which sits in total liabilities. It will reduce accumulated other comprehensive income by $1.0 million and raise the accumulated deficit by $14.8 million, both within stockholders' equity.

On the income statement, the company expects a $14.8 million increase in non-cash expense from the change in fair value of the convertible debt, recorded in other expense. It also expects a $1.0 million decrease in the change in fair value due to instrument credit risk, recorded in other comprehensive loss. Those changes will also affect the restated net loss and net loss per share.

Pelthos says the restatement will have no impact on its liquidity or cash position, and no impact on revenue, operating expenses or operating loss. The company intends to make the correction through Amendment No. 1 to its Form 10-Q for the quarter ended March 31, 2026.

## A material weakness that continues

The company concluded that the error resulted from a material weakness in internal control over financial reporting. That weakness existed as of March 31, 2026 and still exists. Its disclosure controls and procedures were not effective at that date. The 8-K says the weakness relates to controls over valuing and reviewing Level 3 measurements for the convertible debt, and that the controls did not identify the valuation effect of the subordination agreement's payoff terms and conversion rate reset feature.

Pelthos plans to describe the weakness and its remediation steps in the amended first-quarter filing and in its quarterly report for the quarter ended June 30, 2026. The 8-K does not say when the remediation will be complete.

## Auditors

The audit committee discussed the matter with CBIZ CPAs P.C., the company's predecessor independent registered public accounting firm, and with Grant Thornton LLP, its current firm. Grant Thornton was appointed on May 16, 2026, after the first-quarter Form 10-Q was filed.

## The company's losses

The annual report for 2025, filed March 19, 2026, reports revenue of $16.8 million for 2025, against no revenue reported for 2024. It shows a net loss of $43.3 million for 2025, against $8.0 million for 2024. Cash used in operations rose to $22.6 million in 2025 from $5.8 million the year before. The report's tagged data refer to licenses and asset purchases tied to ZELSUVMI, XEPI and XEGLYZE.

## Who signed, and what is missing

John M. Gay, Chief Financial Officer, signed the 8-K on August 13, 2026. The 8-K gives no cash balance as of June 30, 2026 and does not include the restated first-quarter statements, which are due in the amended 10-Q. The restated figures therefore cannot be checked yet, and the company's statement that liquidity is unaffected rests on its own description. The company also does not say how long the control weakness has existed beyond March 31, 2026, or when it will be fixed.

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## Companies in this story

PTHS

Pelthos Therapeutics Inc.

AMEX · United States

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Source page: https://aibio.space/news/pelthos-therapeutics-says-first-quarter-2026-financials-can-no-longer/. Facts in aibio.space stories are checked against company filings and releases; opinion is labelled. Cite as: aibio.space, "Pelthos Therapeutics says first-quarter 2026 financials can no longer be", 2026-08-13, https://aibio.space/news/pelthos-therapeutics-says-first-quarter-2026-financials-can-no-longer/
