TENK / TenX Keane Acquisition - SEC提出書類- 年次報告書、委任状説明書

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 1, 2026 Citius Oncology, Inc.

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 1, 2026 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41534 99-4362660 (Commission File

Citius Oncology Highlights Phase 1 Data in an Investigator-Initiated Study of LYMPHIR® (denileukin diftitox-cxdl) in Combination with Pembrolizumab in Recurrent or Refractory Gynecologic Malignancies Investigator-initiated study data presented May 30

Exhibit 99.1 Citius Oncology Highlights Phase 1 Data in an Investigator-Initiated Study of LYMPHIR® (denileukin diftitox-cxdl) in Combination with Pembrolizumab in Recurrent or Refractory Gynecologic Malignancies Investigator-initiated study data presented May 30, 2026, at the American Society of Clinical Oncology (ASCO) Annual Meeting demonstrated durable responses and manageable tolerability in

Citius Oncology, Inc. 6,818,182 Shares of Common Stock underlying the Warrants 272,727 Shares of Common Stock Underlying the Placement Agent’s Warrants

Prospectus Supplement No. 4 dated June 1, 2026 Filed Pursuant to Rule 424(b)(3) (to Prospectus dated March 2, 2026) Registration No. 333-288656 Citius Oncology, Inc. 6,818,182 Shares of Common Stock underlying the Warrants 272,727 Shares of Common Stock Underlying the Placement Agent’s Warrants This prospectus supplement updates, amends and supplements the prospectus dated March 2, 2026 (as supple

CALCULATION OF FILING FEE TABLES CITIUS ONCOLOGY, INC. Table 1: Newly Registered and Carry Forward Securities

Ex-Filing Fees CALCULATION OF FILING FEE TABLES S-3 CITIUS ONCOLOGY, INC. Table 1: Newly Registered and Carry Forward Securities Line Item Type Security Type Security Class Title Notes Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Newly Registered Securities Fees to be Paid Equity Common Stock, p

As filed with the Securities and Exchange Commission on May 29, 2026

As filed with the Securities and Exchange Commission on May 29, 2026 Registration Statement No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (Rule 14c-101) SCHEDULE 14C INFORMATION STATEMENT Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (Rule 14c-101) SCHEDULE 14C INFORMATION STATEMENT Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☒ Definitive Information Statemen

Citius Oncology, Inc. 6,818,182 Shares of Common Stock underlying the Warrants 272,727 Shares of Common Stock Underlying the Placement Agent’s Warrants

Prospectus Supplement No. 3 dated May 15, 2026 Filed Pursuant to Rule 424(b)(3) (to Prospectus dated March 2, 2026) Registration No. 333-288656 Citius Oncology, Inc. 6,818,182 Shares of Common Stock underlying the Warrants 272,727 Shares of Common Stock Underlying the Placement Agent’s Warrants This prospectus supplement updates, amends and supplements the prospectus dated March 2, 2026 (as supple

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (Rule 14c-101) SCHEDULE 14C INFORMATION STATEMENT Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (Rule 14c-101) SCHEDULE 14C INFORMATION STATEMENT Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☐ Definitive Information Statemen

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ 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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ 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 Commission File Number 001-41534 Citius On

Citius Oncology, Inc. Reports Fiscal Second Quarter 2026 Financial Results and Provides Business Update $5.6 million in net revenue for the first half of fiscal 2026 as LYMPHIR® launch progresses Up to $36.5 million in debt and equity capital secured

Exhibit 99.1 Citius Oncology, Inc. Reports Fiscal Second Quarter 2026 Financial Results and Provides Business Update $5.6 million in net revenue for the first half of fiscal 2026 as LYMPHIR® launch progresses Up to $36.5 million in debt and equity capital secured Broad payer coverage established with no reimbursement denials 83% of target accounts on formulary or in review CRANFORD, N.J., May 15,

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 15, 2026 Citius Oncology, Inc.

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 15, 2026 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41534 99-4362660 (Commission File

THIRD AMENDMENT TO PROMISSORY NOTE

Exhibit 10.3 THIRD AMENDMENT TO PROMISSORY NOTE This THIRD AMENDMENT TO PROMISSORY NOTE (this “Amendment”), dated as of May 4, 2026, is entered into by and between CITIUS ONCOLOGY, INC., a Delaware corporation (“Payor”), and CITIUS PHARMACEUTICALS, INC., a Nevada corporation (“Payee”). R E C I T A L S A. Payor executed and delivered to Payee that certain Promissory Note dated August 16, 2024, in t

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 4, 2026 Citius Oncology, Inc.

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 4, 2026 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41534 99-4362660 (Commission File N

COMMON STOCK PURCHASE WARRANT Citius Oncology, 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

Citius Oncology, Inc.

Exhibit 10.1 Citius Oncology, Inc. May 5, 2026 Holder of Common Stock Purchase Warrants Re: Inducement Offer to Exercise Common Stock Purchase Warrants Dear Holder: Citius Oncology, Inc. (the “Company”) is pleased to offer to you (“Holder”, “you” or similar terminology) (i) the opportunity to receive new warrants to purchase shares of the Company’s common stock, par value $0.0001 per share (the “C

PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT Citius Oncology, 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

WARRANT TO PURCHASE SHARES OF COMMON STOCK OF CITIUS ONCOLOGY, INC. (Void after the Expiration Date)

Exhibit 4.3 THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE AND DISTRIBUTION THEREOF, AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) OR ANY STATE SECURITIES LAWS. SUCH SECURITIES MAY NOT BE SOLD OR TRANSFERRED IN THE ABSENCE OF (A) SUCH REGISTRATION, (B) AN OPI

Citius Oncology, Inc. Secures Up to $36.5 Million in Debt and Equity Capital to Accelerate LYMPHIR® Commercialization Avenue Capital Group to provide up to $25 Million via Senior Credit Facility with an initial $10 million tranche funded at closing;

Exhibit 99.1 Citius Oncology, Inc. Secures Up to $36.5 Million in Debt and Equity Capital to Accelerate LYMPHIR® Commercialization Avenue Capital Group to provide up to $25 Million via Senior Credit Facility with an initial $10 million tranche funded at closing; additional tranches subject to certain conditions Gross proceeds of approximately $11.5 million secured by a concurrent exercise of certa

LOAN AND SECURITY AGREEMENT Dated as of May 5, 2026 CITIUS ONCOLOGY, INC., a Delaware corporation CITIUS ONCOLOGY SUB, INC., a Delaware corporation (“Citius Sub”) AVENUE GROWTH LENDING FUND III, L.P., a Delaware limited partnership (“Avenue 3”), as a

Exhibit 10.4 LOAN AND SECURITY AGREEMENT Dated as of May 5, 2026 among CITIUS ONCOLOGY, INC., a Delaware corporation (“Company”) and CITIUS ONCOLOGY SUB, INC., a Delaware corporation (“Citius Sub”) and AVENUE GROWTH LENDING FUND III, L.P., a Delaware limited partnership (“Avenue 3”), as a lender and AVENUE VENTURE OPPORTUNITIES FUND II, L.P., a Delaware limited partnership (“Avenue 2”), as adminis

to the Loan and Security Agreement dated as of May 5, 2026 CITIUS ONCOLOGY, INC., a Delaware corporation (“Company”) CITIUS ONCOLOGY SUB, INC., a Delaware corporation (“Citius Sub”; together with Company and each Additional Borrower, individually and

Exhibit 10.5 Certain identified information has been excluded from this exhibit because it is both not material and is the type that the registrant treats as private or confidential. Such excluded information has been marked with “[***]”. SUPPLEMENT to the Loan and Security Agreement dated as of May 5, 2026 among CITIUS ONCOLOGY, INC., a Delaware corporation (“Company”) and CITIUS ONCOLOGY SUB, IN

Citius Oncology, Inc. 6,818,182 Shares of Common Stock underlying the Warrants 272,727 Shares of Common Stock Underlying the Placement Agent’s Warrants

Prospectus Supplement No. 2 dated May 6, 2026 Filed Pursuant to Rule 424(b)(3) (to Prospectus dated March 2, 2026) Registration No. 333-288656 Citius Oncology, Inc. 6,818,182 Shares of Common Stock underlying the Warrants 272,727 Shares of Common Stock Underlying the Placement Agent’s Warrants This prospectus supplement updates, amends and supplements the prospectus dated March 2, 2026 (as supplem

SUBORDINATION AGREEMENT

Exhibit 10.6 SUBORDINATION AGREEMENT This SUBORDINATION AGREEMENT (the “Agreement”) is dated as of May 5, 2026, by and among (a) CITIUS PHARMACEUTICALS, INC., a Nevada corporation (“Creditor”), and (b) AVENUE VENTURE OPPORTUNITIES FUND II, L.P., a Delaware limited partnership (“Avenue”), as administrative agent and collateral agent (in such capacities, including any successors and assigns, “Agent”

[Signature Page Follows]

Exhibit 10.2 May 5, 2026 Holder of Warrants to Purchase Common Stock set forth on Exhibit A attached hereto Re: Amendment to Existing Warrants Dear Holder: Reference is hereby made to the offering on or about the date hereof (the “Offering”) by Citius Oncology Inc. (the “Company”) of its common stock, par value $0.0001 per share (“Common Stock”) and warrants to purchase its Common Stock (collectiv

Citius Oncology, Inc. 6,818,182 Shares of Common Stock underlying the Warrants 272,727 Shares of Common Stock Underlying the Placement Agent’s Warrants

Prospectus Supplement No. 1 dated May 5, 2026 Filed Pursuant to Rule 424(b)(3) (to Prospectus dated March 2, 2026) Registration No. 333-288656 Citius Oncology, Inc. 6,818,182 Shares of Common Stock underlying the Warrants 272,727 Shares of Common Stock Underlying the Placement Agent’s Warrants This prospectus supplement updates, amends and supplements the prospectus dated March 2, 2026 (as supplem

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 29, 2026 Citius Oncology, In

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 29, 2026 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41534 99-4362660 (Commission Fil

Citius Oncology Ships First International Order of LYMPHIR™ to Europe Order fulfilment expands international patient access to LYMPHIR following initial U.S. launch Distribution by regional partners through Named Patient Programs in specific internat

Exhibit 99.1 Citius Oncology Ships First International Order of LYMPHIR™ to Europe Order fulfilment expands international patient access to LYMPHIR following initial U.S. launch Distribution by regional partners through Named Patient Programs in specific international markets CRANFORD, N.J., April 29, 2026 – Citius Oncology, Inc. (“Citius Oncology”) (Nasdaq: CTOR), an oncology-focused biopharmaceu

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 22, 2026 Citius Oncology, In

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 22, 2026 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41534 99-4362660 (Commission Fil

Citius Oncology Provides Commercial Update on LYMPHIR™ Launch Highlighting Early Adoption and Expanding Clinical Development Broad institutional uptake among leading cancer centers and payer coverage supports early prescribing momentum and clinical i

Exhibit 99.1 Citius Oncology Provides Commercial Update on LYMPHIR™ Launch Highlighting Early Adoption and Expanding Clinical Development Broad institutional uptake among leading cancer centers and payer coverage supports early prescribing momentum and clinical integration CRANFORD, N.J., March 31, 2026 – Citius Oncology, Inc. (“Citius Oncology”) (Nasdaq: CTOR), an oncology-focused biopharmaceutic

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 31, 2026 Citius Oncology, In

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 31, 2026 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41534 99-4362660 (Commission Fil

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 10, 2026 Citius Oncology, In

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 10, 2026 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41534 99-4362660 (Commission Fil

Citius Oncology Announces Positive Topline Results from Investigator-Initiated Phase 1 Study of LYMPHIR™ in Combination with Pembrolizumab in Relapsed or Refractory Gynecologic Cancers Study data from patients with relapsed or refractory gynecologic

Exhibit 99.1 Citius Oncology Announces Positive Topline Results from Investigator-Initiated Phase 1 Study of LYMPHIR™ in Combination with Pembrolizumab in Relapsed or Refractory Gynecologic Cancers Study data from patients with relapsed or refractory gynecologic cancers signals the potential of LYMPHIR to augment immune checkpoint inhibitor efficacy Topline data of University of Pittsburgh-led tri

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 4, 2026 Citius Oncology, Inc

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 4, 2026 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41534 99-4362660 (Commission File

Citius Oncology Announces Preliminary Topline Phase 1 Data from Study of LYMPHIR™ (E7777) Dosing Prior to Commercial CAR-T Therapy in High-Risk Diffuse Large B-Cell Lymphoma Topline data of investigator-initiated study at the University of Minnesota

Exhibit 99.1 Citius Oncology Announces Preliminary Topline Phase 1 Data from Study of LYMPHIR™ (E7777) Dosing Prior to Commercial CAR-T Therapy in High-Risk Diffuse Large B-Cell Lymphoma Topline data of investigator-initiated study at the University of Minnesota and City of Hope demonstrates 86% overall response rate (OR), including 57% complete response (CR) and 29% partial response (PR) LYMPHIR

As filed with the Securities and Exchange Commission on February 20, 2026

As filed with the Securities and Exchange Commission on February 20, 2026 Registration Statement No.

Citius Oncology, Inc. Announces First Reported Revenue Following Successful Launch of LYMPHIR™ Company reports $3.9 million in revenue generated from initial sales in December 2025 and provides first fiscal quarter 2026 financial results

Exhibit 99.1 Citius Oncology, Inc. Announces First Reported Revenue Following Successful Launch of LYMPHIR™ Company reports $3.9 million in revenue generated from initial sales in December 2025 and provides first fiscal quarter 2026 financial results CRANFORD, N.J., February 13, 2026– Citius Oncology, Inc. (“Citius Oncology”) (Nasdaq: CTOR), the oncology-focused subsidiary of Citius Pharmaceutical

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 13, 2026 Citius Oncology,

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 13, 2026 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41534 99-4362660 (Commission

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: December 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 Commission File Number 001-41534 Citius

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (Rule 14c-101) SCHEDULE 14C INFORMATION STATEMENT Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (Rule 14c-101) SCHEDULE 14C INFORMATION STATEMENT Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☒ Definitive Information Statemen

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (Rule 14c-101) SCHEDULE 14C INFORMATION STATEMENT Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (Rule 14c-101) SCHEDULE 14C INFORMATION STATEMENT Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☐ Definitive Information Statemen

CALCULATION OF FILING FEE TABLES CITIUS ONCOLOGY, INC. Table 1: Newly Registered and Carry Forward Securities

Ex-Filing Fees CALCULATION OF FILING FEE TABLES S-3 CITIUS ONCOLOGY, INC. Table 1: Newly Registered and Carry Forward Securities Line Item Type Security Type Security Class Title Notes Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Newly Registered Securities Fees to be Paid Equity Common Stock, p

As filed with the Securities and Exchange Commission on January 5, 2026

As filed with the Securities and Exchange Commission on January 5, 2026 Registration Statement No.

Citius Oncology, Inc. Reports Fiscal Year 2025 Financial Results and Provides Business Update Cancer Immunotherapy, LYMPHIR™, launched in the U.S. in December 2025 Completed $36 million in strategic financings, of which $18 million was via private pl

Exhibit 99.1 Citius Oncology, Inc. Reports Fiscal Year 2025 Financial Results and Provides Business Update Cancer Immunotherapy, LYMPHIR™, launched in the U.S. in December 2025 Completed $36 million in strategic financings, of which $18 million was via private placement and concurrent registered direct offering on December 10, 2025, to strengthen cash position and support continued commercializati

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, 2025 Citius Oncology,

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, 2025 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41534 99-4362660 (Commission

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 September 30, 2025 ☐ TRANSITION REPORT PURSUANT TO SECT

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 September 30, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-41534 Citius Oncology, Inc. (Exact name of Registrant as specified i

SECURITIES PURCHASE AGREEMENT

Exhibit 10.2 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of December 8, 2025, between Citius Oncology 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

[Signature Page Follows]

Exhibit 10.4 December 8, 2025 Holder of Warrants to Purchase Common Stock set forth on Exhibit A attached hereto Re: Amendment to Existing Warrants Dear Holder: Reference is hereby made to the offering on or about the date hereof (the “Offering”) by Citius Oncology Inc. (the “Company”) of its common stock, par value $0.0001 per share (“Common Stock”) and warrants to purchase its Common Stock (coll

1,284,404 Shares of Common Stock

Filed pursuant to Rule 424(b)(5) Registration No. 333-289979 Prospectus Supplement (to prospectus dated September 4, 2025) 1,284,404 Shares of Common Stock Pursuant to this prospectus supplement and the accompanying prospectus, we are offering 1,284,404 shares of our common stock, $0.0001 par value per share, to a single institutional investor, at an offering price of $1.09 per share of common sto

REGISTRATION RIGHTS AGREEMENT

Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of December 8, 2025, between Citius Oncology 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 Securities Purchase

PRE-FUNDED COMMON STOCK PURCHASE WARRANT Citius Oncology, Inc.

Exhibit 4.2 PRE-FUNDED COMMON STOCK PURCHASE WARRANT Citius Oncology, Inc. Warrant Shares: Initial Exercise Date: December 10, 2025 THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (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 after the

SECOND AMENDMENT TO PROMISSORY NOTE

Exhibit 10.5 SECOND AMENDMENT TO PROMISSORY NOTE This Second Amendment to Promissory Note (the “Amendment”) is entered into as of the 10th day of December 2025, by and among Citius Oncology, Inc., a Delaware corporation (“Payor”), and Citius Pharmaceutics, Inc., a Nevada corporation (“Payee”). WHEREAS, Payor issued to Payee a promissory note, dated August 16, 2024, amended September 10, 2025 (the

Citius Oncology Announces $18 Million Concurrent Registered Direct Offering and Private Placement Priced At-The-Market Under Nasdaq Rules Proceeds strengthen cash position and support commercial launch of LYMPHIR™, a novel cancer immunotherapy for cu

Exhibit 99.1 Citius Oncology Announces $18 Million Concurrent Registered Direct Offering and Private Placement Priced At-The-Market Under Nasdaq Rules Proceeds strengthen cash position and support commercial launch of LYMPHIR™, a novel cancer immunotherapy for cutaneous T-cell lymphoma (CTCL) CRANFORD, N.J., Dec. 9, 2025 - Citius Oncology, Inc. (“Citius Oncology” or the “Company”) (Nasdaq: CTOR),

COMMON STOCK PURCHASE WARRANT Citius Oncology, 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

PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT Citius Oncology, Inc.

Exhibit 4.3 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 REGISTR

Citius Oncology Announces Closing of $18 Million Concurrent Registered Direct Offering and Private Placement Priced At-The-Market Under Nasdaq Rules

Exhibit 99.2 Citius Oncology Announces Closing of $18 Million Concurrent Registered Direct Offering and Private Placement Priced At-The-Market Under Nasdaq Rules CRANFORD, N.J., Dec. 10, 2025 - Citius Oncology, Inc. (“Citius Oncology” or the “Company”) (Nasdaq: CTOR), the oncology-focused subsidiary of Citius Pharmaceuticals, Inc. (“Citius Pharma”) (Nasdaq: CTXR), today announced the closing of it

SECURITIES PURCHASE AGREEMENT

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of December 8, 2025, between Citius Oncology 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

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 8, 2025 Citius Oncology,

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 8, 2025 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41534 99-4362660 (Commission F

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 1, 2025 Citius Oncology,

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 1, 2025 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41534 99-4362660 (Commission F

Citius Oncology Announces U.S. Commercial Launch of LYMPHIR™, a Novel Cancer Immunotherapy for Cutaneous T-Cell Lymphoma (CTCL) LYMPHIR now available nationwide

Exhibit 99.2 Citius Oncology Announces U.S. Commercial Launch of LYMPHIR™, a Novel Cancer Immunotherapy for Cutaneous T-Cell Lymphoma (CTCL) LYMPHIR now available nationwide CRANFORD, N.J., December 1, 2025 – Citius Oncology, Inc. (“Citius Oncology”) (Nasdaq: CTOR), the oncology-focused subsidiary of Citius Pharmaceuticals, Inc. (“Citius Pharma”) (Nasdaq: CTXR), today announced the commercial laun

CORPORATE OVERVIEW NASDAQ: CTOR DECEMBER 2025 FORWARD LOOKING LANGUAGE NASDAQ: CTOR | 2 This presentation has been prepared by Citius Oncology, Inc . (the “Company”) for informational purposes only and not for any other purpose . Nothing contained in

Exhibit 99.1 CORPORATE OVERVIEW NASDAQ: CTOR DECEMBER 2025 FORWARD LOOKING LANGUAGE NASDAQ: CTOR | 2 This presentation has been prepared by Citius Oncology, Inc . (the “Company”) for informational purposes only and not for any other purpose . Nothing contained in this presentation is, or should be construed as, a recommendation, promise or representation by the Company or any director, employee, a

AMENDMENT TO THE citius Oncology, inc. 2024 omnibus STOCK INCENTIVE PLAN

Exhibit 10.1 AMENDMENT TO THE citius Oncology, inc. 2024 omnibus STOCK INCENTIVE PLAN WHEREAS, the Board of Directors of Citius Oncology, Inc. (the “Company”) deem it to be in the best interests of the Company to amend the Citius Oncology, Inc. 2024 Omnibus Stock Incentive Plan (the “Plan”) in order to increase the number of shares of Common Stock of the Company issuable for awards under the plan

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 27, 2025 Citius Oncology,

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 27, 2025 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41534 99-4362660 (Commission F

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 23, 2025 Citius Oncology,

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 23, 2025 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41534 99-4362660 (Commission F

FORWARD LOOKING LANGUAGE This presentation has been prepared by Citius Oncology, Inc . (the “Company”) for informational purposes only and not for any other purpose . Nothing contained in this presentation is, or should be construed as, a recommendat

Exhibit 99.1 CORPORATE OVERVIEW NASDAQ: CTOR OCTOBER 2025 Exhibit 99.1 FORWARD LOOKING LANGUAGE This presentation has been prepared by Citius Oncology, Inc . (the “Company”) for informational purposes only and not for any other purpose . Nothing contained in this presentation is, or should be construed as, a recommendation, promise or representation by the Company or any director, employee, agent,

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A INFORMATION 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 Statement ☐ Definitive Additional Materials ☐ Soliciting Material Under Rule 14a-12 Citius Oncology, Inc.

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 Citius Oncology

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 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41534 99-4362660 (Commission

CALCULATION OF FILING FEE TABLES Citius Oncology, Inc. Table 1: Newly Registered Securities

Ex-Filing Fees CALCULATION OF FILING FEE TABLES S-8 Citius Oncology, Inc. Table 1: Newly Registered Securities Security Type Security Class Title Notes Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, $0.0001 par value per share (1) Other 45,000,000 $ 1.86 $ 83,700,000.00 0.0001

AMENDMENT TO THE citius Oncology, inc. 2024 omnibus STOCK INCENTIVE PLAN

Exhibit 10.1 AMENDMENT TO THE citius Oncology, inc. 2024 omnibus STOCK INCENTIVE PLAN WHEREAS, the Board of Directors of Citius Oncology, Inc. (the “Company”) deem it to be in the best interests of the Company to amend the Citius Oncology, Inc. 2024 Omnibus Stock Incentive Plan (the “Plan”) in order to increase the number of shares of Common Stock of the Company issuable for awards under the plan

As filed with the Securities and Exchange Commission on September 19, 2025

As filed with the Securities and Exchange Commission on September 19, 2025 Registration No.

COMMON STOCK PURCHASE WARRANT Citius Oncology, 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

Citius Oncology Announces Closing of $9.0 Million Registered Direct Offering and Concurrent Private Placement

Exhibit 99.2 Citius Oncology Announces Closing of $9.0 Million Registered Direct Offering and Concurrent Private Placement CRANFORD, N.J., September 10, 2025 /PRNewswire/ - Citius Oncology, Inc. (“Citius Oncology”) (Nasdaq: CTOR), the oncology-focused subsidiary of Citius Pharmaceuticals, Inc. (“Citius Pharma”) (Nasdaq: CTXR), a late-stage biopharmaceutical company developing and commercializing f

SECURITIES PURCHASE AGREEMENT

Exhibit 10.2 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of September 9, 2025, between Citius Oncology 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

PLACEMENT AGENCY AGREEMENT

Exhibit 10.1 PLACEMENT AGENCY AGREEMENT September 9, 2025 Maxim Group LLC 300 Park Avenue, 16th Floor New York, NY 10022 Ladies and Gentlemen: Subject to the terms and conditions herein (this “Agreement”), Citius Oncology, Inc., a Delaware corporation (including any successor thereto, the “Company”), hereby agrees to sell up to an aggregate of 5,142,858 units, each unit consisting of either (i) on

AMENDMENT TO PROMISSORY NOTE

Exhibit 10.3 AMENDMENT TO PROMISSORY NOTE This Amendment to Promissory Note (the “Amendment”) is entered into as of the 10th day of September 2025, by and among Citius Oncology, Inc., a Delaware corporation (“Payor”), and Citius Pharmaceutics, Inc., a Nevada corporation (“Payee”). WHEREAS, Payor issued to Payee a promissory note, dated August 16, 2024 (the “Note”); WHEREAS, Section 10 of the Note

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 9, 2025 Citius Oncology,

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 9, 2025 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41534 99-4362660 (Commission

PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT CITIUS ONCOLOGY, 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

Citius Oncology Announces Pricing of $9.0 Million Registered Direct Offering and Concurrent Private Placement

Exhibit 99.1 Citius Oncology Announces Pricing of $9.0 Million Registered Direct Offering and Concurrent Private Placement CRANFORD, N.J., September 9, 2025 /PRNewswire/ - Citius Oncology, Inc. ("Citius Oncology") (Nasdaq: CTOR), the oncology-focused subsidiary of Citius Pharmaceuticals, Inc. ("Citius Pharma") (Nasdaq: CTXR), a late-stage biopharmaceutical company developing and commercializing fi

7,090,909 Shares of Common stock

Filed pursuant to Rule 424(b)(3) Registration No. 333-289979 PROSPECTUS 7,090,909 Shares of Common stock This prospectus relates to the sale or other disposition from time to time of up to (i) 6,818,182 shares of our common stock issuable upon exercise of warrants issued to an investor with an exercise price of $1.32 per share that expire on July 17, 2030, and (ii) 272,727 shares of our common sto

Citius Oncology, Inc. 5,142,858 Shares of Common Stock

Prospectus Supplement Filed pursuant to Rule 424(b)(5) (to Prospectus dated September 4, 2025) Registration No.

EFFECT

X0101 EFFECT 33 LIVE 2025-09-04 16:15:00 S-3 0001851484 CITIUS ONCOLOGY, INC. 333-289979

CALCULATION OF FILING FEE TABLES Citius Oncology, Inc. Table 1: Newly Registered and Carry Forward Securities

Ex-Filing Fees CALCULATION OF FILING FEE TABLES S-3 Citius Oncology, Inc. Table 1: Newly Registered and Carry Forward Securities Line Item Type Security Type Security Class Title Notes Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Newly Registered Securities Fees to be Paid Equity Common Stock, p

CITIUS ONCOLOGY, INC. 11 Commerce Drive, First Floor Cranford, NJ 07016

CITIUS ONCOLOGY, INC. 11 Commerce Drive, First Floor Cranford, NJ 07016 September 2, 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: Joshua Gorsky Re: Acceleration Request Citius Oncology, Inc. Registration Statement on Form S-3 Filed September 2, 2025 File No. 333-289979 Ladies and

CITIUS ONCOLOGY, INC. , as Trustee Dated as of , 202__ TABLE OF CONTENTS

Exhibit 4.7 CITIUS ONCOLOGY, INC. and , as Trustee INDENTURE Dated as of , 202 TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE 1 1.1. DEFINITIONS 1 1.2. RESERVED 4 1.3. INCORPORATION BY REFERENCE OF TRUST INDENTURE ACT 4 1.4. RULES OF CONSTRUCTION 4 ARTICLE 2 THE SECURITIES 5 2.1. ISSUABLE IN SERIES 5 2.2. ESTABLISHMENT OF TERMS OF SERIES OF SECURITIES 5 2.3. EXECUTION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CITIUS ONCOLOGY, INC. (Exact name of registrant as specified in its charter) (State or other jurisdiction of inco

As filed with the U.S. Securities and Exchange Commission on September 2, 2025. Registration Statement No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CITIUS ONCOLOGY, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 87

LETTER

August 22, 2025 Leonard Mazur Chief Executive Officer Citius Oncology, Inc. 11 Commerce Drive, First Floor Cranford, NJ 07016 Re: Citius Oncology, Inc. Draft Registration Statement on Form S-3 Submitted August 20, 2025 CIK No. 377-08347 Dear Leonard Mazur: This is to advise you that we do not intend to review your registration statement. We request that you publicly file your registration statemen

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CITIUS ONCOLOGY, INC. (Exact name of registrant as specified in its charter) (State or other jurisdiction of inco

This is a confidential draft submission to the U.S. Securities and Exchange Commission pursuant to Section 106(a) of the Jumpstart Our Business Startups Act of 2012 on August 20, 2025 and is not being filed publicly under the Securities Act of 1933, as amended. Registration Statement No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UN

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 18, 2025 Citius Oncology, I

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 18, 2025 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41534 99-4362660 (Commission Fi

Citius Oncology, Inc. 6,818,182 Shares of Common Stock 6,818,182 Warrants to Purchase 6,818,182 Shares of Common Stock 6,818,182 Shares of Common Stock underlying the Warrants 272,727 Shares of Common Stock Underlying the Placement Agent’s Warrants

Prospectus Supplement No. 1 dated August 18, 2025 Filed Pursuant to Rule 424(b)(3) (to Prospectus dated July 16, 2025) Registration No. 333-288656 Citius Oncology, Inc. 6,818,182 Shares of Common Stock 6,818,182 Warrants to Purchase 6,818,182 Shares of Common Stock 6,818,182 Shares of Common Stock underlying the Warrants 272,727 Shares of Common Stock Underlying the Placement Agent’s Warrants This

Certificate of Amendment to the Certificate of Incorporation of Citius Oncology, Inc., filed with the Secretary of State of the State of Delaware on April 7, 2025.

Exhibit 3.2 CERTIFICATE OF AMENDMENT TO CERTIFICATE OF INCORPORATION OF CITIUS ONCOLOGY, INC. The undersigned, for purposes of amending the Certificate of Incorporation (the “Certificate”) of Citius Oncology, Inc., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware, does hereby certify as follows: FIRST: The name of the corporation is C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ 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 P

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ 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 Commission File Number 001-41534 Citius Onc

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 12, 2025 Citius Oncology, I

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 12, 2025 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41534 99-4362660 (Commission Fi

Citius Oncology, Inc. Reports Fiscal Third Quarter 2025 Financial Results and Provides Business Update LYMPHIR commercial availability planned for the fourth quarter of 2025 $12.5 million in gross financings raised during the quarter by Citius Pharma

Exhibit 99.1 Citius Oncology, Inc. Reports Fiscal Third Quarter 2025 Financial Results and Provides Business Update LYMPHIR commercial availability planned for the fourth quarter of 2025 $12.5 million in gross financings raised during the quarter by Citius Pharmaceuticals, with an additional $9 million raised by Citius Oncology in July 2025, to facilitate LYMPHIR pre-launch initiatives and drive s

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, 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) July 16, 2025 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41534 99-4362660 (Commission File

Form of Common Warrant.

Exhibit 4.2 COMMON STOCK PURCHASE WARRANT Citius Oncology, Inc. Warrant Shares: [] Initial Exercise Date: July 17, 2025 THIS COMMON STOCK PURCHASE WARRANT (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 after the date set forth abov

Citius Oncology Announces Pricing of $9.0 Million Public Offering

Exhibit 99.1 Citius Oncology Announces Pricing of $9.0 Million Public Offering CRANFORD, N.J., July 16, 2025 /PRNewswire/ - Citius Oncology, Inc. (“Citius Oncology” or the “Company”) (Nasdaq: CTOR), a majority-owned subsidiary of Citius Pharmaceuticals, Inc. (Nasdaq: CTXR), today announced the pricing of its “reasonable best-efforts” public offering of 6,818,182 shares of common stock of the Compa

Form of Placement Agent Warrant.

Exhibit 4.3 PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT CITIUS ONCOLOGY, Inc. Warrant Shares: [] Initial Exercise Date: January 17, 2026 Issue Date: July 17, 2025 THIS PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT (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 hereinaft

Securities Purchase Agreement, dated as of July 16, 2025, between Citius Oncology, Inc. and the purchaser named therein (incorporated by reference to Exhibit 10.2 of Form 8-K filed on July 18, 2025).

Exhibit 10.2 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of July 16, 2025, between Citius Oncology 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 set

Warrant Agency Agreement, dated as of July 17, 2025, by and between Citius Oncology, Inc. and Equiniti Trust Company, LLC.

Exhibit 4.1 CITIUS ONCOLOGY, INC. and EQUINITI TRUST COMPANY, LLC, as Warrant Agent Warrant Agency Agreement Dated as of July 17, 2025 WARRANT AGENCY AGREEMENT WARRANT AGENCY AGREEMENT, dated as of July 17, 2025 (“Agreement”), between Citius Oncology, Inc., a corporation organized under the laws of the State of Delaware (the “Company”), and Equiniti Trust Company, LLC (the “Warrant Agent”). W I T

Placement Agency Agreement, dated as of July 16, 2025, between Citius Oncology, Inc. and Maxim Group LLC (incorporated by reference to Exhibit 10.1 of Form 8-K filed on July 18, 2025).

Exhibit 10.1 PLACEMENT AGENCY AGREEMENT July 16, 2025 Maxim Group LLC 300 Park Avenue, 16th Floor New York, NY 10022 Ladies and Gentlemen: Subject to the terms and conditions herein (this “Agreement”), Citius Oncology, Inc., a Delaware corporation (including any successor thereto, the “Company”), hereby agrees to sell up to an aggregate of 6,818,182 units, each unit consisting of either (i) one sh

Citius Oncology Announces Closing of $9.0 Million Public Offering

Exhibit 99.2 Citius Oncology Announces Closing of $9.0 Million Public Offering CRANFORD, N.J., July 17, 2025 /PRNewswire/ - Citius Oncology, Inc. (“Citius Oncology” or the “Company”) (Nasdaq: CTOR), a majority-owned subsidiary of Citius Pharmaceuticals, Inc. (Nasdaq: CTXR), today announced the closing of its “reasonable best-efforts” public offering of 6,818,182 shares of common stock of the Compa

Citius Oncology, Inc. 6,818,182 Shares of Common Stock 6,818,182 Warrants to Purchase 6,818,182 Shares of Common Stock 6,818,182 Shares of Common Stock underlying the Warrants 272,727 Shares of Common Stock Underlying the Placement Agent’s Warrants

PROSPECTUS Filed pursuant to Rule 424(b)(4) Registration No. 333-288656 Citius Oncology, Inc. 6,818,182 Shares of Common Stock 6,818,182 Warrants to Purchase 6,818,182 Shares of Common Stock 6,818,182 Shares of Common Stock underlying the Warrants 272,727 Shares of Common Stock Underlying the Placement Agent’s Warrants We are offering 6,818,182 shares of common stock, par value $0.0001 per share (

CITIUS ONCOLOGY, INC. 11 Commerce Drive, First Floor Cranford, NJ 07016

CITIUS ONCOLOGY, INC. 11 Commerce Drive, First Floor Cranford, NJ 07016 July 15, 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: Jessica Dickerson Re: Acceleration Request Citius Oncology, Inc. Registration Statement on Form S-1 Filed July 14, 2025, as amended on July 14, 2025 File N

Form of Securities Purchase Agreement

Exhibit 10.2 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of [], 2025, between Citius Oncology 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 set fort

Filing fee table.

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

Form of Pre-Funded Warrant.

Exhibit 4.5 PRE-FUNDED COMMON STOCK PURCHASE WARRANT Citius Oncology, Inc. Warrant Shares: [] Initial Exercise Date: [ ], 2025 THIS COMMON STOCK PURCHASE WARRANT (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 after the date set for

Form of Common Warrant.

Exhibit 4.4 COMMON STOCK PURCHASE WARRANT Citius Oncology, Inc. Warrant Shares: [ ] Initial Exercise Date: [], 2025 THIS COMMON STOCK PURCHASE WARRANT (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 after the date set forth above (t

Form of Warrant Agency Agreement.

Exhibit 4.3 CITIUS ONCOLOGY, INC. and EQUINITI TRUST COMPANY, LLC, as Warrant Agent Warrant Agency Agreement Dated as of [ ], 2025 WARRANT AGENCY AGREEMENT WARRANT AGENCY AGREEMENT, dated as of , 2025 (“Agreement”), between Citius Oncology, Inc., a corporation organized under the laws of the State of Delaware (the “Company”), and Equiniti Trust Company, LLC (the “Warrant Agent”). W I T N E S S E T

As filed with the Securities and Exchange Commission on July 14, 2025

As filed with the Securities and Exchange Commission on July 14, 2025 Registration Statement No.

Form of Placement Agency Agreement

Exhibit 10.1 PLACEMENT AGENCY AGREEMENT [ ], 2025 Maxim Group LLC 300 Park Avenue, 16th Floor New York, NY 10022 Ladies and Gentlemen: Subject to the terms and conditions herein (this “Agreement”), Citius Oncology, Inc., a Delaware corporation (including any successor thereto, the “Company”), hereby agrees to sell up to an aggregate of $[ ] units, each unit consisting of either (i) one share (each

Power of Attorney (included on signature page to this Registration Statement on Form S-1).

As filed with the Securities and Exchange Commission on July 14, 2025 Registration Statement No.

Form of Placement Agent’s Warrant.

Exhibit 4.6 PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT CITIUS ONCOLOGY, Inc. Warrant Shares: [] Initial Exercise Date: , 2025 Issue Date: , 2025 THIS PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT (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

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) June 26, 2025 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41534 99-4362660 (Commission File

Financial Statements and Exhibits, 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) June 17, 2025 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41534 99-4362660 (Commission File

Citius Oncology Anticipates Commercial Launch of LYMPHIR™ in 2025

Exhibit 99.1 Citius Oncology Anticipates Commercial Launch of LYMPHIR™ in 2025 CRANFORD, N.J., June 17, 2025 – Citius Oncology, Inc. (“Citius Oncology”) (Nasdaq: CTOR), the oncology-focused subsidiary of Citius Pharmaceuticals, Inc. (“Citius Pharma”) (Nasdaq: CTXR), today announced that preparations for the commercial launch of LYMPHIR™, an FDA-approved immunotherapy for the treatment of adults wi

Citius Oncology, Inc. Reports Fiscal Second Quarter 2025 Financial Results and Provides Business Update

Exhibit 99.1 Citius Oncology, Inc. Reports Fiscal Second Quarter 2025 Financial Results and Provides Business Update CRANFORD, N.J., May 14, 2025 - Citius Oncology, Inc. (“Citius Oncology” or the “Company”) (Nasdaq: CTOR), a specialty biopharmaceutical company focused on the development and commercialization of novel targeted oncology therapies, today reported business and financial results for th

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 14, 2025 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41534 99-4362660 (Commission File

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ 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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ 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 Commission File Number 001-41534 Citius On

LETTER

May 1, 2025 Leonard Mazur Chief Executive Officer Citius Oncology, Inc. 11 Commerce Drive, First Floor Cranford, NJ 07016 Re: Citius Oncology, Inc. Draft Registration Statement on Form S-1 Submitted April 28, 2025 CIK No. 0001851484 Dear Leonard Mazur: This is to advise you that we do not intend to review your registration statement. We request that you publicly file your registration statement at

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CITIUS ONCOLOGY, INC. (Exact name of registrant as specified in its charter) (State or other jurisdiction of incorporation or o

This is a confidential draft submission to the U.S. Securities and Exchange Commission pursuant to Section 106(a) of the Jumpstart Our Business Startups Act of 2012 on April 28, 2025 and is not being filed publicly under the Securities Act of 1933, as amended. Registration Statement No. 333- SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURIT

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) April 23, 2025 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41534 99-4362660 (Commission Fil

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) March 28, 2025 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41534 99-4362660 (Commission Fil

Certificate of Amendment to Certificate of Incorporation of Citius Oncology, Inc., effective April 7, 2025 (incorporated by reference to Annex A to Schedule 14C filed on February 24, 2025).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (Rule 14c-101) SCHEDULE 14C INFORMATION STATEMENT Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☒ Definitive Information Statemen

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (Rule 14c-101) SCHEDULE 14C INFORMATION STATEMENT Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (Rule 14c-101) SCHEDULE 14C INFORMATION STATEMENT Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☐ Definitive Information Statemen

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: December 31, 2024 ☐ TRANSITION REPO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: December 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 Commission File Number 001-41534 Citius

Financial Statements and Exhibits, Results of Operations and Financial Condition, 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) February 14, 2025 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41534 99-4362660 (Commission

Citius Oncology, Inc. Reports Fiscal First Quarter 2025 Financial Results and Provides Business Update

Exhibit 99.1 Citius Oncology, Inc. Reports Fiscal First Quarter 2025 Financial Results and Provides Business Update CRANFORD, N.J., February 14, 2025 - Citius Oncology, Inc. (“Citius Oncology” or the “Company”) (Nasdaq: CTOR), a specialty biopharmaceutical company focused on the development and commercialization of novel targeted oncology therapies, today reported business and financial results fo

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (Rule 14c-101) SCHEDULE 14C INFORMATION STATEMENT Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

PRE 14C 1 ea0230777-pre14ccitius.htm PRELIMINARY INFORMATION STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (Rule 14c-101) SCHEDULE 14C INFORMATION STATEMENT Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission On

Citius Pharmaceuticals and Citius Oncology Announce Unique Permanent J-Code Issued for LYMPHIR by Centers for Medicare and Medicaid Services - Permanent J-Code (J9161) expected to be effective April 1, 2025 - LYMPHIR is approved by the U.S. Food and

Exhibit 99.1 Citius Pharmaceuticals and Citius Oncology Announce Unique Permanent J-Code Issued for LYMPHIR by Centers for Medicare and Medicaid Services - Permanent J-Code (J9161) expected to be effective April 1, 2025 - LYMPHIR is approved by the U.S. Food and Drug Administration (FDA) for the treatment of adult patients with relapsed or refractory Stage I-III cutaneous T-cell lymphoma (CTCL) af

Financial Statements and Exhibits, 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) February 6, 2025 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41534 99-4362660 (Commission F

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 September 30, 2024 ☐ TRANSITION REP

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 September 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-41534 Citius Oncology, Inc. (Exact name of Regis

Financial Statements and Exhibits, 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) January 7, 2025 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41534 99-4362660 (Commission Fi

Citius Pharmaceuticals and Citius Oncology Highlight LYMPHIR Commercial Launch Planned for the First Half of 2025

Exhibit 99.1 Citius Pharmaceuticals and Citius Oncology Highlight LYMPHIR Commercial Launch Planned for the First Half of 2025 CRANFORD, N.J., January 7, 2025 – Citius Pharmaceuticals, Inc. (“Citius Pharma” or the “Company”) (Nasdaq: CTXR) and its oncology-focused subsidiary, Citius Oncology (Nasdaq: CTOR), today announced significant progress in preparations for the commercial launch of LYMPHIR™,

Financial Statements and Exhibits, 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) January 6, 2025 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41534 99-4362660 (Commission Fi

Citius Oncology Engages Jefferies as Exclusive Financial Advisor to Explore Strategic Alternatives

Exhibit 99.1 Citius Oncology Engages Jefferies as Exclusive Financial Advisor to Explore Strategic Alternatives CRANFORD, N.J., January 6, 2025 - Citius Oncology, Inc. (“Citius Oncology” or “the Company”) (Nasdaq: CTOR), a majority-owned subsidiary of Citius Pharmaceuticals, Inc. (“Citius Pharma”) (Nasdaq: CTXR), today announced that it has retained Jefferies LLC as its exclusive financial advisor

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 September 30, 2024: ☐ TRANSITION REPORT PURSUANT TO SEC

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 September 30, 2024: ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-41534 Citius Oncology, Inc. (Exact name of Registrant as specified

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) December 27, 2024 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41534 99-4362660 (Commission

2023 Omnibus Stock Incentive Plan.

Exhibit 10.3 CITIUS ONCOLOGY, INC. 2023 omnibus STOCK INCENTIVE PLAN Approved by the Board: April 29, 2023 Approved by the Stockholders: April 29, 2023 1. Purposes of the Plan. The purposes of this Plan are to attract and retain the best available personnel; to provide additional incentives to Employees, Directors and Consultants to contribute to the successful performance of the Company and any R

Description of Common Stock.

Exhibit 4.2 Description of Registrant’s Securities Registered Under Section 12 of the Securities Exchange Act of 1934 The following description summarizes the material terms of our capital stock as of the date of this Annual Report on Form 10-K. Because it is only a summary, it does not contain all the information that may be important to you. For a complete description of our capital stock, you s

Insider Trading Policy.

Exhibit 19.1 CITIUS ONCOLOGY, INC. INSIDER TRADING POLICY and Guidelines with Respect to Certain Transactions in Company Securities This Policy provides guidelines to members of the Board of Directors (“Board Member(s)”) and employees of Citius Oncology, Inc. and its subsidiaries (the “Company”) with respect to transactions in the Company’s securities and the disclosure of material nonpublic infor

Citius Oncology, Inc. Reports Fiscal Full Year 2024 Financial Results and Provides Business Update

Exhibit 99.1 Citius Oncology, Inc. Reports Fiscal Full Year 2024 Financial Results and Provides Business Update CRANFORD, N.J., December 27, 2024 - Citius Oncology, Inc. (“Citius Oncology” or the “Company”) (Nasdaq: CTOR), a specialty biopharmaceutical company focused on the development and commercialization of novel targeted oncology therapies, today reported business and financial results for th

Citius Pharmaceuticals, Inc. and Citius Oncology, Inc. Announce Promising Preliminary Results of an Investigator-Initiated Phase I Clinical Trial of Pembrolizumab (KEYTRUDA®) and LYMPHIR™ in Cancer Patients with Recurrent Solid Tumors Study, in patie

Exhibit 99.1 Citius Pharmaceuticals, Inc. and Citius Oncology, Inc. Announce Promising Preliminary Results of an Investigator-Initiated Phase I Clinical Trial of Pembrolizumab (KEYTRUDA®) and LYMPHIR™ in Cancer Patients with Recurrent Solid Tumors Study, in patients with solid tumors focusing on gynecological malignant tumors such as ovarian, endometrial, and cervical, nearing completion with thre

Financial Statements and Exhibits, 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 11, 2024 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41534 99-4362660 (State or other jurisdiction of incorporation) (Commission

CTOR / Citius Oncology, Inc. / Hudson Bay Capital Management LP - CTOR 13G/A Passive Investment

SC 13G/A 1 ctor13ga.htm CTOR 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Citius Oncology, Inc. (formerly known as TenX Keane Acquisition) (Name of Issuer) Ordinary Shares, $0.0001 par value (Title of Class of Securities) 17331Y109 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of

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 9, 2024 Citius Oncology,

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 9, 2024 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41534 99-4362660 (State or other jurisdiction of incorporation) (Commission

Citius Pharmaceuticals, Inc. and Citius Oncology, Inc. Announce LYMPHIR™ (Denileukin Diftitox-cxdl) Added to National Comprehensive Cancer Network (NCCN) Clinical Practice Guidelines in Oncology

Exhibit 99.1 Citius Pharmaceuticals, Inc. and Citius Oncology, Inc. Announce LYMPHIR™ (Denileukin Diftitox-cxdl) Added to National Comprehensive Cancer Network (NCCN) Clinical Practice Guidelines in Oncology CRANFORD, N.J., Sept. 5, 2024 - Citius Pharmaceuticals, Inc. (“Citius Pharma” or the “Company”) (Nasdaq: CTXR) and Citius Oncology, Inc. (“Citius Oncology”) (Nasdaq: CTOR), today announced tha

TENK / TenX Keane Acquisition / WOLVERINE ASSET MANAGEMENT LLC - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* TenX Keane Acquisition (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G8708L104 (CUSIP Number) August 2, 2024 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the

Financial Statements and Exhibits, 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 5, 2024 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41534 99-4362660 (State or other jurisdiction of incorporation) (Commission

Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) 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 12, 2024 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41534 99-4362660 (State or other jurisdiction of incorpora

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Exhibit 99.2 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion and analysis of our financial condition and results of operations for the three and nine months ended June 30, 2024 and 2023 should be read together with our unaudited financial statements and related notes included elsewhere in this report and in conjunction with our audited

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

Exhibit 99.3 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION The unaudited pro forma condensed combined statements of operations for the six months ended June 30, 2024 and the year ended December 31, 2023 give pro forma effect to the Business Combination as if it had occurred on January 1, 2023. The unaudited pro forma condensed combined balance sheet as of June 30, 2024 gives pro for

CITIUS ONCOLOGY SUB, INC. FINANCIAL STATEMENTS

Exhibit 99.1 CITIUS ONCOLOGY SUB, INC. FINANCIAL STATEMENTS (UNAUDITED) INDEX Page Balance Sheets at June 30, 2024 and September 30, 2023 2 Statements of Operations for the Three and Nine Months Ended June 30, 2024 and 2023 3 Statements of Changes in Stockholder’s Equity for the Three and Nine Months Ended June 30, 2024 and 2023 4 Statements of Cash Flows for the Nine Months Ended June 30, 2024 an

Side Letter Agreement, dated August 12, 2024, by and by and among Citius Pharmaceuticals, Inc., Citius Oncology, Inc., TenX Keane Acquisition and TenX Merger Sub, Inc.

Exhibit 10.8 Citius Pharmaceuticals, Inc. 11 Commerce Drive, First Floor Cranford, New Jersey 07016 EXECUTION VERSION August 12, 2024 Citius Oncology, Inc. (formerly, TenX Keane Acquisition) 420 Lexington Avenue, Suite 2446 New York, New York 10170 Attention: Taylor Zhang Email: [email protected] Dear Mr. Zhang: This letter agreement (this “Letter Agreement”) is sent in reference to that cert

Certificate of Incorporation of Citius Oncology, Inc.

Exhibit 3.1 CERTIFICATE OF INCORPORATION OF CITIUS Oncology, Inc. August 5, 2024 The undersigned, for the purpose of forming a corporation under the provisions of and subject to the requirements of the General Corporation Law of the State of Delaware (the “DGCL”), hereby certifies as follows: I. NAME The name of the corporation is Citius Oncology, Inc. (the “Company”). II. REGISTERED OFFICE AND AG

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Change in Shell Company Status, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant, Completion of Acquisition or Disposition of Assets

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 12, 2024 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41534 99-4362660 (State or other jurisdiction of incorporation) (Commission Fi

Letter from Marcum LLP to the Securities and Exchange Commission, dated August 16, 2024.

Exhibits 16.1 August 16, 2024 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by Citius Oncology, Inc. (formerly known as TenX Keane Acquisition) under Item 4.01 of its Form 8-K dated August 12, 2024. We agree with the statements concerning our Firm under Item 4.01 in such Form 8-K; we are not in a position to agree or disa

Bylaws of Citius Oncology, Inc.

Exhibit 3.2 BYLAWS OF Citius ONCOLOGY, INC. I. CORPORATE OFFICES 1.1 Registered Office The registered office of Citius Oncology, Inc. (the “Company”) in the State of Delaware shall be 3500 Dupont Hwy. City of Dover, County of Kent, Delaware 19901. The name of the registered agent of the Company at such location is Incorporating Services, Ltd. 1.2 Other Offices The Company may at any time establish

Agreement and Plan of Merger and Reorganization, dated as of October 23, 2023, by and among Citius Pharmaceuticals, Inc., Citius Oncology, Inc., TenX Keane Acquisition and TenX Merger Sub, Inc.

EX-99.1 2 ea021148501ex99-1citius.htm AGREEMENT AND PLAN OF MERGER AND REORGANIZATION, DATED AS OF OCTOBER 23, 2023, BY AND AMONG CITIUS PHARMACEUTICALS, INC., CITIUS ONCOLOGY, INC., TENX KEANE ACQUISITION AND TENX MERGER SUB, INC Exhibit 99.1 Execution Version AGREEMENT AND PLAN OF MERGER AND REORGANIZATION by and among CITIUS PHARMACEUTICALS, INC., CITIUS ONCOLOGY, INC., TENX KEANE ACQUISITION a

Citius Pharmaceuticals, Inc. - SCHEDULE 13D

CUSIP No. 17331Y109 Page 1 of 8 Pages UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Citius Oncology, Inc. (Name of Issuer) Common Shares, $0.0001 par value per share (Title of Class of Securities) 17331Y109 (CUSIP Number) Leonard L. Mazur Chief Executive Officer 11 Cranford Drive, 1st Floor Cranford,

Amended and Restated Registration Rights Agreement, dated as of August 12, 2024, by and between Citius Oncology, Inc. and the signatories thereto.

EX-99.3 4 ea021148501ex99-3citius.htm AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT, DATED AS OF AUGUST 12, 2024, BY AND BETWEEN CITIUS ONCOLOGY, INC. AND THE SIGNATORIES THERETO Exhibit 99.3 EXECUTION VERSION AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 9, 2024, is made and entered into by an

Amended and Restated Registration Rights Agreement, dated as of August 12, 2024 by and between Citius Oncology, Inc. and the signatories thereto.

Exhibit 10.1 EXECUTION VERSION AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 9, 2024, is made and entered into by and among (i) Citius Oncology, Inc., a Delaware corporation, formerly known as TenX Keane Acquisition, a Cayman Islands exempted company (the “Company”), (ii) the equityholders designate

Amended and Restated Shared Services Agreement, dated as of August 12, 2024, by and among Citius Oncology, Inc. and Citius Pharmaceuticals, Inc.

Exhibit 10.2 EXECUTION VERSION AMENDED AND RESTATED SHARED SERVICES AGREEMENT THIS AMENDED AND RESTATED SHARED SERVICES AGREEMENT (this “Agreement”) is made as of August 9, 2023, by and between Citius Oncology Sub, Inc., a Delaware corporation (the “Company”), and Citius Pharmaceuticals, Inc, a Delaware corporation (“Citius”) (the Company and Citius may be referred to herein individually as a “Par

Side Letter Agreement, dated as of August 12, 2024, by and by and among Citius Pharmaceuticals, Inc., Citius Oncology, Inc., TenX Keane Acquisition and TenX Merger Sub, Inc.

EX-99.2 3 ea021148501ex99-2citius.htm SIDE LETTER AGREEMENT, DATED AS OF AUGUST 12, 2024, BY AND BY AND AMONG CITIUS PHARMACEUTICALS, INC., CITIUS ONCOLOGY, INC., TENX KEANE ACQUISITION AND TENX MERGER SUB, INC Exhibit 99.2 EXECUTION VERSION Citius Pharmaceuticals, Inc. 11 Commerce Drive, First Floor Cranford, New Jersey 07016 August 12, 2024 Citius Oncology, Inc. (formerly, TenX Keane Acquisition

Subsidiaries of Citius Oncology, Inc.

Exhibit 21.1 List of Subsidiaries of Citius Oncology, Inc. Name of Subsidiary Jurisdiction of Incorporation Citius Oncology Sub, Inc. Delaware

Promissory Note, dated August 16, 2024, by and between Citius Oncology, Inc. and Citius Pharmaceuticals, Inc.

Exhibit 10.9 PROMISSORY NOTE Principal Amount: $3,800,111 Date: August 16, 2024 Citius Oncology, Inc., a Delaware corporation (the “Payor”), promises to pay to the order of Citius Pharmaceuticals, Inc., a Nevada corporation or its registered assigns or successors in interest (the “Payee”), or order, the principal sum of Three Million Eight Hundred Thousand One Hundred and Eleven Dollars ($3,800,11

Agreement and Plan of Merger and Reorganization, dated as of October 23, 2023, by and among Citius Pharmaceuticals, Inc., Citius Oncology, Inc., TenX Keane Acquisition and TenX Merger Sub, Inc.

EX-99.1 2 ex99-1.htm Exhibit 99.1 AGREEMENT AND PLAN OF MERGER AND REORGANIZATION by and among CITIUS PHARMACEUTICALS, INC., CITIUS ONCOLOGY, INC., TENX KEANE ACQUISITION and TENX MERGER SUB, INC. Dated as of October 23, 2023 TABLE OF CONTENTS Page Article I - DEFINITIONS 3 1.1 Definitions 3 1.2 Interpretation 3 Article II - THE MERGER 5 2.1 The Merger 5 2.2 Closing 5 2.3 Closing Deliverables; Eff

10XYZ Holdings LP

SC 13D/A 1 formsc13da.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Citius Oncology, Inc. (Name of Issuer) Common Shares, $0.0001 par value per share (Title of Class of Securities) 17331Y109 (CUSIP Number) Taylor Zhang 420 Lexington Ave Suite 2446 New York, NY 10170 Telephone: (347) 627-0058 (Na

Side Letter Agreement, dated as of August 12, 2024, by and by and among Citius Pharmaceuticals, Inc., Citius Oncology, Inc., TenX Keane Acquisition and TenX Merger Sub, Inc.

EX-99.2 3 ex99-2.htm Exhibit 99.2 Citius Pharmaceuticals, Inc. 11 Commerce Drive, First Floor Cranford, New Jersey 07016 August 12, 2024 Citius Oncology, Inc. (formerly, TenX Keane Acquisition) 420 Lexington Avenue, Suite 2446 New York, New York 10170 Attention: Taylor Zhang Email: [email protected] Dear Mr. Zhang: This letter agreement (this “Letter Agreement”) is sent in reference to that c

Amended and Restated Registration Rights Agreement, dated as of August 12, 2024, by and between Citius Oncology, Inc. and the signatories thereto.

EX-99.3 4 ex99-3.htm Exhibit 99.3 EXECUTION VERSION AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 12, 2024, is made and entered into by and among (i) Citius Oncology, Inc., a Delaware corporation, formerly known as TenX Keane Acquisition, a Cayman Islands exempted company (the “Company”), (ii) the e

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended June 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41534 CITIUS ONCOLOGY, INC.

2024 Omnibus Stock Incentive Plan.

Exhibit 10.5 CITIUS ONCOLOGY, INC. 2024 omnibus STOCK INCENTIVE PLAN Approved by the Board: October 20, 2023 Approved by the Stockholders: August 2, 2024 1. Purposes of the Plan. The purposes of this Plan are to attract and retain the best available personnel; to provide additional incentives to Employees, Directors and Consultants to contribute to the successful performance of the Company and any

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 2, 2024 TenX Keane

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 2, 2024 TenX Keane Acquisition (Exact name of registrant as specified in its charter) Cayman Islands 001-41534 N/A (State or other jurisdiction (Commission (I.R.S. Empl

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 17, 2024 TenX Keane

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 17, 2024 TenX Keane Acquisition (Exact name of registrant as specified in its charter) Cayman Islands 001-41534 N/A (State or other jurisdiction (Commission (I.R.S. Emplo

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, 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 Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 17, 2024 TenX Keane Acquisition (Exact name of registrant as specified in its charter) Cayman Islands 001-41534 N/A (State or other jurisdiction (Commission (I.R.S. Emplo

Promissory Note, dated July 17, 2024, by and between TenX Keane Acquisition and Citius Pharmaceuticals, Inc.

Exhibit 10.4 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE MAKER TH

Promissory Note, dated July 17, 2024, by and between TenX Keane Acquisition and Citius Pharmaceuticals, Inc.

Exhibit 10.4 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE MAKER TH

PROXY STATEMENT FOR EXTRAORDINARY GENERAL MEETING OF TENX KEANE ACQUISITION (A CAYMAN ISLANDS EXEMPTED COMPANY) 420 Lexington Ave Suite 2446 New York, NY 10170 PROSPECTUS FOR 71,856,188 SHARES OF COMMON STOCK, 5,889 UNITS (INCLUDING 7,066 SHARES OF C

Filed pursuant to Rule 424(b)(3) Registration No. 333-275506 PROXY STATEMENT FOR EXTRAORDINARY GENERAL MEETING OF TENX KEANE ACQUISITION (A CAYMAN ISLANDS EXEMPTED COMPANY) 420 Lexington Ave Suite 2446 New York, NY 10170 PROSPECTUS FOR 71,856,188 SHARES OF COMMON STOCK, 5,889 UNITS (INCLUDING 7,066 SHARES OF COMMON STOCK UNDERLYING THE UNITS AND THE RIGHTS INCLUDED AS PART OF THE UNITS) AND 6,594,

REDACTED EXHIBIT

July 12, 2024 Taylor Zhang Chief Financial Officer TenX Keane Acquisition 420 Lexington Ave Suite 2446 New York, NY 10170 Re: TenX Keane Acquisition Amendment No.

Form of Certificate of Corporate Domestication of Citius Oncology to be filed with the Secretary of the State of Delaware

Exhibit 4.6 STATE OF DELAWARE CERTIFICATE OF DOMESTICATION FROM A NON-DELAWARE CORPORATION TO A DELAWARE CORPORATION PURSUANT TO SECTION 388 OF THE DELAWARE GENERAL CORPORATION LAW TenX Keane Acquisition, presently a Cayman Islands exempted company, organized and existing under the laws of the Cayman Islands (the “Non-Delaware Corporation”), does hereby certify to the following facts relating to t

VIA EDGAR

VIA EDGAR July 11, 2024 TenX Keane Acquisition 420 Lexington Ave. Suite 2446 New York, NY 10170 (347) 627-0058 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences Washington, D.C. 20549 Re: TenX Keane Acquisition Amendment No. 5 to Registration Statement on Form S-4 Filed July 11, 2024 File No. 333-275506 Ladies and Gentlemen: Pursuant to Rule 461 promul

Form of Citius Oncology, Inc. Compensation Committee Charter.

Exhibit 99.4 CHARTER OF THE COMPENSATION COMMITTEE OF CITIUS ONCOLOGY, INC. Membership The Compensation Committee (the “Committee”) of the board of directors (the “Board”) of Citius Oncology, Inc. (the “Company”), is established pursuant to Section [ ] of the bylaws of the Company, and shall consist of two or more directors. All Committee members must meet the requirements of the listing standards

Form of Citius Oncology, Inc. Code of Ethics.

Exhibit 14 CITIUS ONCOLOGY, INC. Code of Ethics and Business Conduct 1. Introduction. 1.1 The Board of Directors of Citius Oncology, Inc. and its subsidiaries (together with its subsidiaries, the “Company”), has adopted this Code of Ethics and Business Conduct (the “Code”) in order to: (a) promote honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interes

Form of Proxy Card for TenX Keane Acquisition’s extraordinary general meeting.

Exhibit 99.15

Form of Citius Oncology, Inc. Code of Conduct.

Exhibit 99.6 CITIUS ONCOLOGY, INC. CODE OF CONDUCT FOR PRINCIPAL EXECUTIVE OFFICER AND SENIOR FINANCIAL OFFICERS Citius Oncology, Inc. (the “Company”) has a Code of Ethics applicable to all members of the Board of Directors and Associates (which is what the Company calls its employees) of the Company. The principal executive officer (“PEO”) and all senior financial officers, including the chief fi

Filing Fee Table.

Exhibit 107 Calculation of Filing Fee Tables FORM S-4 (Form Type) TenX Keane Acquisition (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees Previously Paid Equity New Citius Oncology Common Stock 457(f)(1) 50,000 (2) $ 10.

Form of Citius Oncology, Inc. Audit Committee Charter.

Exhibit 99.3 CHARTER OF THE AUDIT AND RISK COMMITTEE OF CITIUS ONCOLOGY, INC. Membership The Audit and Risk Committee (the “Committee”) of the board of directors (the “Board”) of Citius Oncology, Inc. (the “Company”), is established pursuant to Section [4.1] of the Bylaws of the Company and shall consist of three or more directors. Except as otherwise permitted by the rules of the NASDAQ Stock Mar

As Filed with the U.S. Securities and Exchange Commission on July 11, 2024.

As Filed with the U.S. Securities and Exchange Commission on July 11, 2024. Registration 333-275506 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 5 TO FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 TenX Keane Acquisition* (Exact name of registrant as specified in its charter) Cayman Islands 6770 N/A (State or other jurisdiction of incorpora

As Filed with the U.S. Securities and Exchange Commission on July 11, 2024.

As Filed with the U.S. Securities and Exchange Commission on July 11, 2024. Registration 333-275506 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 4 TO FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 TenX Keane Acquisition* (Exact name of registrant as specified in its charter) Cayman Islands 6770 N/A (State or other jurisdiction of incorpora

Form of Plan of Domestication (incorporated by reference to Exhibit 2.2 to TenX Keane Acquisition’s Registration Statement on Form S-4 filed with the SEC on July 11, 2024)

Exhibit 2.2 PLAN OF DOMESTICATION This PLAN OF DOMESTICATION (the “Plan of Domestication”) is made on [], 2024 and sets forth the terms and conditions pursuant to which TenX Keane Acquisition, a Cayman Islands exempted company (“TenX”), shall effect a domestication into a Delaware corporation (the “Domestication”) to be known as Citius Oncology, Inc., pursuant to Section 388 of the Delaware Genera

Form of Citius Oncology, Inc. Insider Trading Policy.

Exhibit 19 CITIUS ONCOLOGY, INC. INSIDER TRADING POLICY and Guidelines with Respect to Certain Transactions in Company Securities This Policy provides guidelines to members of the Board of Directors (“Board Member(s)”) and employees of Citius Oncology, Inc. and its subsidiaries (the “Company”) with respect to transactions in the Company’s securities and the disclosure of material nonpublic informa

Form of Citius Oncology, Inc. Nomination and Governance Committee Charter.

Exhibit 99.5 CHARTER OF THE NOMINATING AND GOVERNANCE COMMITTEE OF CITIUS ONCOLOGY, INC. Membership The Nominating and Governance Committee (the “Committee”) of the board of directors (the “Board”) of Citius Oncology, Inc. (the “Company”), is established pursuant to Section [4.1] of the Bylaws of the Company and shall consist of three or more directors. The members of the Committee shall meet the

Specimen Common Stock Certificate of Citius Oncology, Inc.

Exhibit 4.5 NUMBER SHARES SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP [ ] CITIUS ONCOLOGY, INC. A DELAWARE CORPORATION COMMON STOCK This Certifies that is the owner of FULLY PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK, $0.0001 PAR VALUE PER SHARE EACH, OF CITIUS ONCOLOGY, INC. (THE “CORPORATION”) transferable on the books of the Corporation in person or by duly authorized attorney upon surrender

Consent of Revere Securities LLC.

Exhibit 99.2 July 11, 2024 Board of Directors TenX Keane Acquisition Corporation (NASDAQ:TENK) 420 Lexington Avenue, 24th Floor New York, NY 10170 Re: Consent of Revere Securities LLC Reference is made to our opinion letter, dated October 23, 2023, with respect to the fairness from a financial point of view to the shareholders of TenX Keane Acquisition Corp of the Aggregate Consideration (as defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 17, 2024 TenX Keane

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 17, 2024 TenX Keane Acquisition (Exact name of registrant as specified in its charter) Cayman Islands 001-41534 N/A (State or other jurisdiction (Commission (I.R.S. Emplo

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, 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 Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 17, 2024 TenX Keane Acquisition (Exact name of registrant as specified in its charter) Cayman Islands 001-41534 N/A (State or other jurisdiction (Commission (I.R.S. Emplo

Promissory Note, dated June 17, 2024

Exhibit 10.3 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE MAKER TH

Promissory Note, dated June 17, 2024, issued by TenX Keane Acquisition to Citius Pharmaceuticals, Inc. (incorporated by reference to Exhibit 10.3 to TenX Keane Acquisition’s Current Report on Form 8-K filed with the SEC on June 18, 2024).

Exhibit 10.3 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE MAKER TH

As Filed with the U.S. Securities and Exchange Commission on June 17, 2024.

As Filed with the U.S. Securities and Exchange Commission on June 17, 2024. Registration 333-275506 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 3 TO FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 TenX Keane Acquisition* (Exact name of registrant as specified in its charter) Cayman Islands 6770 N/A (State or other jurisdiction of incorpora

Mark Crone

Mark Crone Managing Partner [email protected] VIA EDGAR June 17, 2024 THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Division of Corporation Finance Washington, D.C. 20549 Attn: Division of Corporation Finance Office of Life Sciences Re: TenX Keane Acquisition Amendment No. 2 to Registration Statement on Form S-4 Filed May 3, 2024 File No. 333-275506 Ladies and Gentlemen: On behalf of

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 31, 2024 TenX Keane Acquisition (Exact name of registrant as specified in its charter) Cayman Islands 001-41534 N/A (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 Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 31, 2024 TenX Keane A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 31, 2024 TenX Keane Acquisition (Exact name of registrant as specified in its charter) Cayman Islands 001-41534 N/A (State or other jurisdiction of incorporation) (Commiss

Promissory Note, dated May 17, 2024, issued by TenX Keane Acquisition to Citius Pharmaceuticals, Inc. (incorporated by reference to Exhibit 10.1 to TenX Keane Acquisition’s Current Report on Form 8-K filed with the SEC on May 21, 2024).

Exhibit 10.1 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE MAKER TH

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 17, 2024 TenX Keane A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 17, 2024 TenX Keane Acquisition (Exact name of registrant as specified in its charter) Cayman Islands 001-41534 N/A (State or other jurisdiction (Commission (I.R.S. Employ

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41534 TenX Keane Acquisitio

LETTER

United States securities and exchange commission logo May 17, 2024 Taylor Zhang Chief Financial Officer TenX Keane Acquisition 420 Lexington Ave Suite 2446 New York, NY 10170 Re: TenX Keane Acquisition Amendment No.

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-SAR ☐ Form N-CSR For period ended: March 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 ☐ Transition Report on F

Consent of Robert Smith to be named as a director nominee (incorporated by reference to Exhibit 99.14 to TenX Keane Acquisition’s Registration Statement on Form S-4 filed with the SEC on May 03, 2024)

Exhibit 99.14 CONSENT TO REFERENCE IN PROXY STATEMENT/PROSPECTUS April 30, 2024 TenX Keane Acquisition 420 Lexington Ave, Suite 2446 New York, NY 10170 TenX Keane Acquisition (the “Company”) is filing a Registration Statement on Form S-4, Amendment No. 2 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”). In connection therewith, I hereb

Mark Crone

Mark Crone Managing Partner [email protected] VIA EDGAR May 3, 2024 THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Division of Corporation Finance Washington, D.C. 20549 Attn: Division of Corporation Finance Office of Life Sciences Re: TenX Keane Acquisition Amendment No. 1 to Registration Statement on Form S-4 Filed January 30, 2024 File No. 333-275506 Ladies and Gentlemen: On behalf

Contribution Agreement, dated April 1, 2022, by and between Citius Pharmaceuticals, Inc. and Citius Acquisition Corp.

Exhibit 10.21 CONTRIBUTION AGREEMENT THIS CONTRIBUTION AGREEMENT (the “Agreement”), effective as of April 1, 2022 (the “Effective Date”), by and between Citius Pharmaceuticals, Inc. (“Contributor”), and Citius Acquisition Corp., a Delaware corporation (the “Corporation”). A. Contributor has or owns (i) certain rights, duties, benefits and obligations under the Asset Purchase Agreement entered into

Amendment to Sponsor Support Agreement

Exhibit 10.13 Execution Version AMENDMENT TO THE SPONSOR SUPPORT AGREEMENT This Amendment (the “Amendment”), dated as of April 26, 2024, to the Sponsor Support Agreement, dated October 23, 2023 (the “Sponsor Support Agreement”), is entered into by and between 10XYZ Holdings LP, a Delaware limited partnership (“Sponsor”), TenX Keane Acquisition, a Cayman Islands exempted company (which will migrate

As Filed with the U.S. Securities and Exchange Commission on May 3, 2024.

As Filed with the U.S. Securities and Exchange Commission on May 3, 2024. Registration 333-275506 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 2 TO FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 TenX Keane Acquisition* (Exact name of registrant as specified in its charter) Cayman Islands 6770 N/A (State or other jurisdiction of incorporati

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, 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 Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 26, 2024 TenX Keane Acquisition (Exact name of registrant as specified in its charter) Cayman Islands 001-41534 N/A (State or other jurisdiction (Commission (I.R.S. Empl

Promissory Note, dated April 26, 2024

Exhibit 10.1 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE MAKER TH

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 26, 2024 TenX Keane

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 26, 2024 TenX Keane Acquisition (Exact name of registrant as specified in its charter) Cayman Islands 001-41534 N/A (State or other jurisdiction (Commission (I.R.S. Empl

Promissory Note, dated April 26, 2024, issued by TenX Keane Acquisition to Citius Pharmaceuticals, Inc. (incorporated by reference to Exhibit 10.1 to TenX Keane Acquisition’s Current Report on Form 8-K filed with the SEC on April 29, 2024).

Exhibit 10.1 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE MAKER TH

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-41534 TenX Keane Acquisition (Exact name

Policy Relating to Recovery of Erroneously Awarded Compensation

Exhibit 97.1 TenX Keane Acquisition Incentive Compensation Recovery Policy Effective Date: December 1, 2023 1. Purpose. The purpose of the TenX Keane Acquisition Incentive Compensation Recovery Policy (this “Policy”) is to provide for the recovery of certain Incentive-Based Compensation in the event of an Accounting Restatement. This Policy is intended to comply with, and to be administered and in

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-SAR ☐ Form N-CSR For period ended: December 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report o

TENK / TenX Keane Acquisition / Karpus Management, Inc. - KARPUS INVESTMENT MGT / TENX KEANE ACQUISITION - SCHEDULE 13G/A(#1E) Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) * TenX Keane Acquisition (Name of Issuer) Common (Title of Class of Securities) G8708L104 (CUSIP Number) February 29, 2024 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursuant to which this Sched

Power of Attorney

EX-99.B 3 d516116dex99b.htm EX-99.B Exhibit B Power of Attorney Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and the rules and regulations thereunder, the undersigned, in the undersigned capacity as an authorized representative of Mizuho Bank, Ltd., Mizuho Americas LLC and Mizuho Securities USA LLC (collectively, the “Companies”), hereby g

Lists of the relevant subsidiaries Subsidiary Principal business office Classification Mizuho Bank, Ltd 1–5–5, Otemachi, Chiyoda–ku, Tokyo 100–8176, Japan A non-U.S. institution equivalent to Bank Mizuho Americas LLC 1271 Avenue of the Americas, NY,

EX-99.A 2 d516116dex99a.htm EX-99.A Exhibit A Lists of the relevant subsidiaries Subsidiary Principal business office Classification Mizuho Bank, Ltd 1–5–5, Otemachi, Chiyoda–ku, Tokyo 100–8176, Japan A non-U.S. institution equivalent to Bank Mizuho Americas LLC 1271 Avenue of the Americas, NY, NY 10020, USA A parent holding company Mizuho Securities USA LLC 1271 Avenue of the Americas, NY, NY 100

TENK / TenX Keane Acquisition / MIZUHO FINANCIAL GROUP INC - SC 13G Passive Investment

SC 13G 1 d516116dsc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* TenX Keane Acquisition (Name of Issuer) Common Shares (Title of Class of Securities) G8708L104 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designat

LETTER

United States securities and exchange commission logo February 13, 2024 Taylor Zhang Chief Financial Officer TenX Keane Acquisition 420 Lexington Ave Suite 2446 New York, NY 10170 Re: TenX Keane Acquisition Amendment No.

TENK / TenX Keane Acquisition / Karpus Management, Inc. - KARPUS INVESTMENT MGT / TENX KEANE ACQUISITION - SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.    ) * TenX Keane Acquisition (Name of Issuer) Common (Title of Class of Securities) G8708L104 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursuant to which this Sch

TENK / TenX Keane Acquisition / WOLVERINE ASSET MANAGEMENT LLC - SC 13G Passive Investment

SC 13G 1 ef20020097sc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* TenX Keane Acquisition (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G8708L104 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statement) Chec

TENK / TenX Keane Acquisition / Space Summit Capital LLC Passive Investment

SC 13G/A 1 tenku13gamend.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* TenX Keane Acquisition Corp. (Name of Issuer) Units (Title of Class of Securities) G8708L138 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the

Mark Crone

Mark Crone Managing Partner [email protected] VIA EDGAR January 30, 2024 THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Division of Corporation Finance Washington, D.C. 20549 Attn: Division of Corporation Finance Office of Life Sciences Re: TenX Keane Acquisition Registration Statement on Form S-4 Filed November 13, 2023 File No. 333-275506 Ladies and Gentlemen: On behalf of our clien

As Filed with the U.S. Securities and Exchange Commission on January 30, 2024.

As Filed with the U.S. Securities and Exchange Commission on January 30, 2024. Registration 333-275506 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 TenX Keane Acquisition* (Exact name of registrant as specified in its charter) Cayman Islands 6770 N/A (State or other jurisdiction of incorp

LETTER

United States securities and exchange commission logo January 19, 2024 Taylor Zhang Chief Financial Officer TenX Keane Acquisition 420 Lexington Ave Suite 2446 New York, NY 10170 Re: TenX Keane Acquisition Schedule 14A Preliminary Proxy Statement Filed December 28, 2023 File No.

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Submission of Matters to a Vote of Security Holders, 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 Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 17, 2024 TenX Keane Acquisition (Exact name of registrant as specified in its charter) Cayman Islands 001-41534 N/A (State or other jurisdiction of incorporation) (Com

Promissory Note, dated January 17, 2024, issued by TenX Keane Acquisition to Citius Pharmaceuticals, Inc. (incorporated by reference to Exhibit 10.1 to TenX Keane Acquisition’s Current Report on Form 8-K filed with the SEC on January 18, 2024).

Exhibit 10.1 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE MAKER TH

Third Amended and Restated Memorandum and Articles of Association (incorporated by reference to Exhibit 3.1 to TenX Keane Acquisition’s Current Report on Form 8-K filed with the SEC on January 18, 2024).

Exhibit 3.1 Companies Act (revised) Company Limited by Shares THIRD AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF TENX KEANE ACQUISITION Adopted by special resolution dated 17 JANUARY 2024 [182015.00001] Companies Act (Revised) Company Limited by Shares Third Amended and Restated Memorandum of Association of TenX Keane Acquisition Adopted by special resolution on 17 January 2024 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 10, 2024 TenX Kea

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 10, 2024 TenX Keane Acquisition (Exact name of registrant as specified in its charter) Cayman Islands 001-41534 N/A (State or other jurisdiction of incorporation) (Com

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14A-101) 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 (RULE 14A-101) 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) ☐ Definiti

TenX Keane Acquisition Announces Contribution to Trust Account in Connection with Extension Amendment Proposal

Exhibit 99.1 TenX Keane Acquisition Announces Contribution to Trust Account in Connection with Extension Amendment Proposal New York, NY, Jan. 10, 2024 (GLOBE NEWSWIRE) – TenX Keane Acquisition (Nasdaq: TENKU, TENK, TENKR) (the “Company”), announced today that if the proposal to amend the Company’s Amended and Restated Memorandum and Articles of Association, which provides that the Company may ele

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14A-101) 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 (RULE 14A-101) 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) ☒ Definiti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14A-101) 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 (RULE 14A-101) 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) ☐ Definiti

REDACTED EXHIBIT

December 14, 2023 Taylor Zhang Chief Financial Officer TenX Keane Acquisition 420 Lexington Ave Suite 2446 New York, NY 10170 Re: TenX Keane Acquisition Registration Statement on Form S-4 Exhibit Nos.

LETTER

United States securities and exchange commission logo December 13, 2023 Taylor Zhang Chief Financial Officer TenX Keane Acquisition 420 Lexington Ave Suite 2446 New York, NY 10170 Re: TenX Keane Acquisition Registration Statement on Form S-4 Filed November 13, 2023 File No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended September 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41534 TenX Keane Acquis

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-SAR ☐ Form N-CSR For period ended: September 30, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report

Promissory Note, dated April 14, 2023, issued by TenX Keane Acquisition to 10XYZ Holdings LP (incorporated by reference to Exhibit 10.8 to TenX Keane Acquisition’s Registration Statement on Form S-4 filed with the SEC on November 13, 2023).

Exhibit 10.8

List of Subsidiaries (incorporated by reference to Exhibit 21.1 to TenX Keane Acquisition’s Registration Statement on Form S-4 filed with the SEC on November 13, 2023).

Exhibit 21.1 List of Subsidiaries of TenX Keane Acquisition Subsidiary Jurisdiction of Incorporation 1. TenX Merger Sub, Inc. Delaware

Amended and Restated License, Development and Commercialization Agreement, dated as of February 26, 2018, between Eisai, Ltd. and Dr. Reddy’s Laboratories S.A.

Exhibit 10.16 *Information in this exhibit marked [***] has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such information is not material and is the type of information that the registrant treats as private or confidential. AMENDED AND RESTATED LICENSE, DEVELOPMENT AND COMMERCIALIZATION AGREEMENT between EISAI CO., LTD. and DR. REDDY’S LABORATORIES S.A. Dated as of February 26, 2018

Consent of Myron Holubiak to be named as a director nominee (incorporated by reference to Exhibit 99.8 to TenX Keane Acquisition’s Registration Statement on Form S-4 filed with the SEC on November 13, 2023).

Exhibit 99.8 CONSENT TO REFERENCE IN PROXY STATEMENT/PROSPECTUS November 8, 2023 TenX Keane Acquisition 420 Lexington Ave, Suite 2446 New York, NY 10170 TenX Keane Acquisition (the “Company”) is filing a Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”). In connection therewith, I hereby consent, pursu

Asset Purchase Agreement, dated as of September 1, 2021, between Dr. Reddy’s Laboratories S.A. and Citius Pharmaceuticals, Inc.

Exhibit 10.15 * Information in this exhibit marked [***] has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such information is not material and is the type of information that the registrant treats as private or confidential. ASSET PURCHASE AGREEMENT BY AND BETWEEN DR. REDDY’S LABORATORIES S.A., AS SELLER AND CITIUS PHARMACEUTICALS, INC., AS PURCHASER DATED AS OF September 1, 2021 TAB

Consent of Leonard Mazur to be named as a director nominee (incorporated by reference to Exhibit 99.11 to TenX Keane Acquisition’s Registration Statement on Form S-4 filed with the SEC on November 13, 2023).

Exhibit 99.11 CONSENT TO REFERENCE IN PROXY STATEMENT/PROSPECTUS November 8, 2023 TenX Keane Acquisition 420 Lexington Ave, Suite 2446 New York, NY 10170 TenX Keane Acquisition (the “Company”) is filing a Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”). In connection therewith, I hereby consent, purs

Consent of Eugene Holuka to be named as a director nominee (incorporated by reference to Exhibit 99.9 to TenX Keane Acquisition’s Registration Statement on Form S-4 filed with the SEC on November 13, 2023).

Exhibit 99.9 CONSENT TO REFERENCE IN PROXY STATEMENT/PROSPECTUS November 8, 2023 TenX Keane Acquisition 420 Lexington Ave, Suite 2446 New York, NY 10170 TenX Keane Acquisition (the “Company”) is filing a Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”). In connection therewith, I hereby consent, pursu

Consent of Revere Securities LLC.

Exhibit 99.2 November 7, 2023 Board of Directors TenX Keane Acquisition Corporation (NASDAQ:TENK) 420 Lexington Avenue, 24th Floor New York, NY 10170 Re: Consent of Revere Securities LLC Reference is made to our opinion letter, dated October 23, 2023, with respect to the fairness from a financial point of view to the shareholders of TenX Keane Acquisition Corp of the Aggregate Consideration (as de

Filing Fee Table (incorporated by reference to Exhibit 107 to TenX Keane Acquisition’s Registration Statement on Form S-4 filed with the SEC on November 13, 2023).

Exhibit 107 Calculation of Filing Fee Tables FORM S-4 (Form Type) TenX Keane Acquisition (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to Be Paid Equity New Citius Oncology Common Stock 457 (f)(1) 50,000 (2) $ 10.

Amendment No. 2 to Amended and Restated License, Development and Commercialization Agreement, dated as of August 31, 2021, between Eisai, Ltd. and Dr. Reddy’s Laboratories S.A.

Exhibit 10.18 * Information in this exhibit marked [***] has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such information is not material and is the type of information that the registrant treats as private or confidential. AMENDMENT NO. 2 TO AMENDED AND RESTATED LICENSE, DEVELOPMENT AND COMMERCIALIZATION AGREEMENT This AMENDMENT NO. 2 TO AMENDED AND RESTATED LICENSE, DEVELOPMENT AN

Consent of Suren Dutia to be named as a director nominee (incorporated by reference to Exhibit 99.7 to TenX Keane Acquisition’s Registration Statement on Form S-4 filed with the SEC on November 13, 2023).

Exhibit 99.7 CONSENT TO REFERENCE IN PROXY STATEMENT/PROSPECTUS November 8, 2023 TenX Keane Acquisition 420 Lexington Ave, Suite 2446 New York, NY 10170 TenX Keane Acquisition (the “Company”) is filing a Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”). In connection therewith, I hereby consent, pursu