KTTA SEC申報文件 - Pasithea Therapeutics Corp.-年度報告，委任書，招股章程

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1841330

SEC Filings

All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Pasithea Therapeutics Corp.

SEC Filings (Chronological Order)

本頁面提供了一個完整的、按時間順序排列的美國證券交易委員會（SEC）申報文件列表，不包括我們在其他地方提供的所有權申報。

May 15, 2026	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2026 ☐ TRANSITION REPORT PURSUANT TO UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2026 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 001-40804 PASITHEA THERAPEUT
May 4, 2026	EX-10.1	EXECUTIVE EMPLOYMENT AGREEMENT Exhibit 10.1 EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (the “Agreement”), dated as of 3 April 2026, made between Pasithea Therapeutics Corp., (the “Company”) and Dr. Kartik Krishnan (the “Executive”) (collectively, the “Parties”). WHEREAS, the Company desires for Executive to provide services to the Company, and wishes to provide Executive with certain compensation and ben
May 4, 2026	EX-99.1	Pasithea Therapeutics Announces Appointment of Kartik Krishnan, M.D., Ph.D. as Chief Medical Officer Exhibit 99.1 Pasithea Therapeutics Announces Appointment of Kartik Krishnan, M.D., Ph.D. as Chief Medical Officer MIAMI, FL., May 4, 2026 (GLOBE NEWSWIRE) - Pasithea Therapeutics Corp. (NASDAQ: KTTA) (“Pasithea” or the “Company”), a clinical-stage biotechnology company developing PAS-004, a next-generation macrocyclic MEK inhibitor, today announced the appointment of Kartik Krishnan, M.D., Ph.D. a
May 4, 2026	8-K	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 1, 2026 Pasithea Therapeutics 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 1, 2026 Pasithea Therapeutics Corp. (Exact name of registrant as specified in its charter) Delaware 001-40804 85-1591963 (State or other jurisdiction of incorporation) (Commission
March 30, 2026	EX-4.15	DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 Exhibit 4.15 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 Pasithea Therapeutics Corp. (the “Company”, “we” or “our”) has common stock, par value $0.0001 per share (“Common Stock”), and warrants issued in connection with our initial public offering exercisable to purchase shares of Common Stock (“Warrants”), registered under Sec
March 30, 2026	10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 ☐ TRANSITION REPORT PURSUA UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year 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 001-40804 PASITHEA THERAP
February 20, 2026	8-K	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 20, 2026 PASITHEA THERAP UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 20, 2026 PASITHEA THERAPEUTICS CORP. (Exact name of registrant as specified in its charter) Delaware 001-40804 85-1591963 (State or other jurisdiction (Commission File Number
January 30, 2026	EX-FILING FEES	CALCULATION OF FILING FEE TABLES Pasithea Therapeutics Corp. Table 1: Newly Registered Securities Ex-Filing Fees CALCULATION OF FILING FEE TABLES S-8 Pasithea Therapeutics Corp. 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 11,985,779 $ 0.8603 $ 10,311,365.6
January 30, 2026	S-8	As filed with the Securities and Exchange Commission on January 30, 2026 As filed with the Securities and Exchange Commission on January 30, 2026 Registration No.
January 28, 2026	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 28, 2026 PASITHEA THERAPE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 28, 2026 PASITHEA THERAPEUTICS CORP. (Exact name of registrant as specified in its charter) Delaware 001-40804 85-1591963 (State or other jurisdiction of incorporation) (Commi
January 28, 2026	EX-3.1	CERTIFICATE OF AMENDMENT TO THE SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF PASITHEA THERAPEUTICS CORP. Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF PASITHEA THERAPEUTICS CORP. Pasithea Therapeutics Corp. (the “Company”), 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: That the second amended and restated certificate of incorporation of t
January 28, 2026	EX-10.1	SECOND AMENDMENT TO THE Pasithea Therapeutics CORP. 2023 STOCK Incentive Plan Exhibit 10.1 SECOND AMENDMENT TO THE Pasithea Therapeutics CORP. 2023 STOCK Incentive Plan This Second Amendment (the “Amendment”) to the 2023 Stock Incentive Plan, as amended (the “Plan”), of Pasithea Therapeutics Corp. (the “Company”), is made as of December 18, 2025. All capitalized terms used but not defined in this Amendment shall have the meanings assigned to such terms in the Plan. W I T N
January 26, 2026	POS AM	As filed with the Securities and Exchange Commission on January 26, 2026 As filed with the Securities and Exchange Commission on January 26, 2026 Registration No.
December 29, 2025	DEF 14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) 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)) ☒ Defin
December 19, 2025	PRE 14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) 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)) ☐ Defin
December 15, 2025	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 12, 2025 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 12, 2025 PASITHEA THERAPEUTICS CORP. (Exact Name of registrant as Specified in its Charter) Delaware 001-40804 85-1591963 (State or Other Jurisdiction of incorporation) (Comm
December 2, 2025	EX-99.2	Pasithea Therapeutics Announces Closing of $60 Million Public Offering of Common Stock Exhibit 99.2 Pasithea Therapeutics Announces Closing of $60 Million Public Offering of Common Stock ● Extends cash runway through at least the first half of 2028 ● Led by healthcare-dedicated investors, including Vivo Capital, Janus Henderson Investors, Coastlands Capital, Columbia Threadneedle Investments, Adage Capital Partners and Squadron Capital Management Miami, FL / GLOBE NEWSWIRE / Decembe
December 2, 2025	EX-99.1	Pasithea Therapeutics Announces Pricing of $60 Million Public Offering of Common Stock Exhibit 99.1 Pasithea Therapeutics Announces Pricing of $60 Million Public Offering of Common Stock ● Extends cash runway through at least the first half of 2028 ● Led by healthcare-dedicated investors, including Vivo Capital, Janus Henderson Investors, Coastlands Capital, Columbia Threadneedle Investments, Adage Capital Partners and Squadron Capital Management Miami, FL / GLOBE NEWSWIRE / Novembe
December 2, 2025	8-K	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 28, 2025 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 28, 2025 PASITHEA THERAPEUTICS CORP. (Exact Name of registrant as Specified in its Charter) Delaware 001-40804 85-1591963 (State or Other Jurisdiction of incorporation) (Comm
December 1, 2025	424B4	14,846,665 Shares of Common Stock 65,153,335 Pre-Funded Warrants to Purchase up to 65,153,335 Shares of Common Stock 65,153,335 Shares of Common Stock underlying Pre-Funded Warrants Filed Pursuant to Rule 424(b)(4) Registration Statement 333-291611 PROSPECTUS 14,846,665 Shares of Common Stock 65,153,335 Pre-Funded Warrants to Purchase up to 65,153,335 Shares of Common Stock 65,153,335 Shares of Common Stock underlying Pre-Funded Warrants We are offering on a reasonable best efforts basis 14,846,665 shares of our common stock, par value $0.
November 26, 2025	CORRESP	November 26, 2025 November 26, 2025 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street NE Washington, D.C. 20549 Re: Pasithea Therapeutics Corp. Registration Statement on Form S-1 File No. 333-291611 Ladies and Gentlemen: In accordance with Rule 461 under the Securities Act of 1933, as amended (the “Securities Act”), H.C. Wainwright & Co., LLC (“Wainwright”), as placement
November 26, 2025	CORRESP	November 26, 2025 November 26, 2025 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.
November 26, 2025	EX-4.15	PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT Pasithea Therapeutics Corp. Exhibit 4.15 NEITHER THIS PURCHASE WARRANT NOR THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY OTHER SECURITIES LAWS. THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT PURSUANT TO AN EFFECTIVE
November 26, 2025	EX-10.16	SECURITIES PURCHASE AGREEMENT Exhibit 10.16 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of [●], 2025, between Pasithea Therapeutics Corp., 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
November 26, 2025	S-1/A	As filed with the Securities and Exchange Commission on November 26, 2025 As filed with the Securities and Exchange Commission on November 26, 2025 Registration No.
November 26, 2025	EX-FILING FEES	CALCULATION OF FILING FEE TABLES Pasithea Therapeutics Corp. Table 1: Newly Registered and Carry Forward Securities Ex-Filing Fees CALCULATION OF FILING FEE TABLES S-1 Pasithea Therapeutics Corp. 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 St
November 25, 2025	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 20, 2025 Pasithea Therap UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 20, 2025 Pasithea Therapeutics Corp. (Exact name of registrant as specified in its charter) Delaware 001-40804 85-1591963 (State or other jurisdiction of incorporation) (Comm
November 25, 2025	EX-99.2	Pasithea Therapeutics Announces Positive PAS-004 Tablet Pharmacokinetic (PK) Data in Ongoing Phase 1/1b Trial in Adult NF1 Patients Exhibit 99.2 Pasithea Therapeutics Announces Positive PAS-004 Tablet Pharmacokinetic (PK) Data in Ongoing Phase 1/1b Trial in Adult NF1 Patients - Tablet PK exposure increases proportionally with an increase in dose - - More favorable PK properties in tablets enable a lower dose to achieve the same exposure as the capsule formulation, with improved predictability and reduced variability - - Tablet
November 25, 2025	EX-99.1	Pasithea Therapeutics Announces Positive Phase 1 Data Including Partial Response, Demonstrating Monotherapy Clinical Activity and Favorable Safety Profile for PAS-004 in Advanced Cancer Study Exhibit 99.1 Pasithea Therapeutics Announces Positive Phase 1 Data Including Partial Response, Demonstrating Monotherapy Clinical Activity and Favorable Safety Profile for PAS-004 in Advanced Cancer Study - Evidence of Monotherapy Activity: Partial response observed in a MEK-rechallenge 3rd-line melanoma patient with BRAF V600E mutation who remains on trial for more than 11 months - - A second MEK
November 25, 2025	EX-99.4	Pasithea Therapeutics Announces $1 Million Award by ALS Association to Study the Efficacy, Safety, and Tolerability of PAS-004 for Treatment of ALS Exhibit 99.4 Pasithea Therapeutics Announces $1 Million Award by ALS Association to Study the Efficacy, Safety, and Tolerability of PAS-004 for Treatment of ALS - The ALS Association is the world’s leading funder of amyotrophic lateral sclerosis (ALS) research - - The Hoffman ALS Clinical Trial Awards Program was created to fund early- to mid-stage biomarker-driven clinical trials of novel or repu
November 25, 2025	EX-99.3	Pasithea Therapeutics Announces Completion of Cohort 7 in Ongoing Phase 1 Trial of PAS-004 in Advanced Cancer Patients, With Positive Safety, Pharmacokinetic (PK), and Pharmacodynamic (PD) Data -- Zero Treatment Related Adverse Events observed during Exhibit 99.3 Pasithea Therapeutics Announces Completion of Cohort 7 in Ongoing Phase 1 Trial of PAS-004 in Advanced Cancer Patients, With Positive Safety, Pharmacokinetic (PK), and Pharmacodynamic (PD) Data - Zero Treatment Related Adverse Events observed during Cohort 7 (37mg capsule) DLT period – -Cohort 7 Pharmacokinetic (PK) profile continues to demonstrate dose-proportionality and Cmax/Cmin r
November 24, 2025	CORRESP	November 24, 2025 November 24, 2025 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.
November 24, 2025	CORRESP	November 24, 2025 November 24, 2025 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street NE Washington, D.C. 20549 Re: Pasithea Therapeutics Corp. Registration Statement on Form S-1 File No. 333-291611 Withdrawal of Prior Acceleration Request Ladies and Gentlemen: Reference is made to our letter, filed as correspondence with the U.S. Securities and Exchange Commission via E
November 21, 2025	CORRESP	November 21, 2025 November 21, 2025 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street NE Washington, D.C. 20549 Re: Pasithea Therapeutics Corp. Registration Statement on Form S-1 File No. 333-291611 Ladies and Gentlemen: In accordance with Rule 461 under the Securities Act of 1933, as amended (the “Securities Act”), H.C. Wainwright & Co., LLC (“Wainwright”), as placement
November 21, 2025	CORRESP	November 21, 2025 November 21, 2025 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.
November 21, 2025	CORRESP	November 21, 2025 November 21, 2025 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.
November 21, 2025	CORRESP	November 21, 2025 November 21, 2025 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street NE Washington, D.C. 20549 Re: Pasithea Therapeutics Corp. Registration Statement on Form S-1 File No. 333-291611 Withdrawal of Prior Acceleration Request Ladies and Gentlemen: Reference is made to our letter, filed as correspondence with the U.S. Securities and Exchange Commission via E
November 19, 2025	CORRESP	November 19, 2025 November 19, 2025 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.
November 19, 2025	CORRESP	November 19, 2025 November 19, 2025 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street NE Washington, D.C. 20549 Re: Pasithea Therapeutics Corp. Registration Statement on Form S-1 File No. 333-291611 Ladies and Gentlemen: In accordance with Rule 461 under the Securities Act of 1933, as amended (the “Securities Act”), H.C. Wainwright & Co., LLC (“Wainwright”), as placement
November 18, 2025	S-1	As filed with the Securities and Exchange Commission on November 18, 2025 As filed with the Securities and Exchange Commission on November 18, 2025 Registration No.
November 18, 2025	EX-10.16	SECURITIES PURCHASE AGREEMENT Exhibit 10.16 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of [●], 2025, between Pasithea Therapeutics Corp., 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
November 18, 2025	EX-4.16	PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT Pasithea Therapeutics Corp. Exhibit 4.16 PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT Pasithea Therapeutics Corp. Warrant Shares:  Issue Date: , 2025 [Initial Exercise Date: , 2025]1 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
November 18, 2025	EX-FILING FEES	CALCULATION OF FILING FEE TABLES Pasithea Therapeutics Corp. Table 1: Newly Registered and Carry Forward Securities Ex-Filing Fees CALCULATION OF FILING FEE TABLES S-1 Pasithea Therapeutics Corp. 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 St
November 18, 2025	EX-4.14	PRE-FUNDED COMMON STOCK PURCHASE WARRANT Pasithea Therapeutics Corp. Exhibit 4.14 PRE-FUNDED COMMON STOCK PURCHASE WARRANT Pasithea Therapeutics Corp. Warrant Shares: Issue Date: , 2025 Initial Exercise Date: , 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
November 18, 2025	EX-4.15	COMMON STOCK PURCHASE WARRANT Pasithea Therapeutics Corp. Exhibit 4.15 COMMON STOCK PURCHASE WARRANT Pasithea Therapeutics Corp. Warrant Shares: Issue Date: , 2025 [Initial Exercise Date: , 2025]1 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 [St
November 13, 2025	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2025 ☐ TRANSITION REPORT PURSUANT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 001-40804 PASITHEA THERA
November 13, 2025	EX-10.2	Amendment to CONSULTING agreement Exhibit 10.2 Amendment to CONSULTING agreement This amendment (this “Amendment”), effective as of October 1, 2025, to that certain Consulting Agreement, effective as of November 13, 2023 (the “Agreement”), by and between Pasithea Therapeutics Corp. (the “Company”) and Lawrence Steinman (“Consultant”) (each a “Party” and collectively the “Parties”), is made by and between the Parties. Capitalized t
November 4, 2025	EX-99.1	Pasithea Therapeutics Announces Activation of Clinical Trial Site at University of Alabama at Birmingham for Ongoing Phase 1/1b Trial of PAS-004 in Adult NF1 Patients Exhibit 99.1 Pasithea Therapeutics Announces Activation of Clinical Trial Site at University of Alabama at Birmingham for Ongoing Phase 1/1b Trial of PAS-004 in Adult NF1 Patients - Platinum sponsorship of NF Caregivers Symposium reinforces commitment to NF1 community - MIAMI, FL., November 4, 2025 (GLOBE NEWSWIRE) – Pasithea Therapeutics Corp. (Nasdaq: KTTA) (“Pasithea” or the “Company”), a clini
November 4, 2025	8-K	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 4, 2025 Pasithea Therape UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 4, 2025 Pasithea Therapeutics Corp. (Exact name of registrant as specified in its charter) Delaware 001-40804 85-1591963 (State or other jurisdiction of incorporation) (Commi
October 27, 2025	8-K	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 24, 2025 Pasithea Therape UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 24, 2025 Pasithea Therapeutics Corp. (Exact name of registrant as specified in its charter) Delaware 001-40804 85-1591963 (State or other jurisdiction of incorporation) (Commi
September 16, 2025	8-K	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 16, 2025 Pasithea Thera UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 16, 2025 Pasithea Therapeutics Corp. (Exact name of registrant as specified in its charter) Delaware 001-40804 85-1591963 (State or other jurisdiction of incorporation) (Com
September 16, 2025	EX-99.1	Pasithea Therapeutics Announces Activation of Clinical Trial Sites in South Korea for Phase 1/1b Trial of PAS-004 in Adult NF1 Patients Exhibit 99.1 Pasithea Therapeutics Announces Activation of Clinical Trial Sites in South Korea for Phase 1/1b Trial of PAS-004 in Adult NF1 Patients - First patient in South Korea dosed - MIAMI, FL., September 16, 2025 (GLOBE NEWSWIRE) - Pasithea Therapeutics Corp. (NASDAQ: KTTA) (“Pasithea” or the “Company”), a clinical-stage biotechnology company developing PAS-004, a next-generation macrocyclic
September 9, 2025	S-8	As filed with the Securities and Exchange Commission on September 9, 2025 As filed with the Securities and Exchange Commission on September 9, 2025 Registration No.
September 9, 2025	EX-FILING FEES	CALCULATION OF FILING FEE TABLES Pasithea Therapeutics Corp. Table 1: Newly Registered and Carry Forward Securities Ex-Filing Fees CALCULATION OF FILING FEE TABLES S-8 Pasithea Therapeutics Corp. 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 St
September 3, 2025	EX-10.1	TO THE Pasithea Therapeutics CORP. 2023 STOCK Incentive Plan Exhibit 10.1 AMENDMENT TO THE Pasithea Therapeutics CORP. 2023 STOCK Incentive Plan This Amendment (the “Amendment”) to the 2023 Stock Incentive Plan (the “Plan”) of Pasithea Therapeutics Corp. (the “Company”), is made as of July 14, 2025. All capitalized terms used but not defined in this Amendment shall have the meanings assigned to such terms in the Plan. W I T N E S S E T H: WHEREAS, Section 1
September 3, 2025	8-K	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 3, 2025 Pasithea Therap UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 3, 2025 Pasithea Therapeutics Corp. (Exact name of registrant as specified in its charter) Delaware 001-40804 85-1591963 (State or other jurisdiction of incorporation) (Comm
September 2, 2025	LETTER	LETTER September 2, 2025 Tiago Reis Marques Chief Executive Officer Pasithea Therapeutics Corp.
August 28, 2025	DRS	As confidentially submitted to the Securities and Exchange Commission on August 27, 2025. This draft registration statement has not been filed publicly with the Securities and Exchange Commission and all information herein remains strictly confidenti As confidentially submitted to the Securities and Exchange Commission on August 27, 2025.
August 27, 2025	DRSLTR	VIA EDGAR VIA EDGAR August 27, 2025 Securities and Exchange Commission 100 F Street, N.E. Washington D.C. 20549 Re: Pasithea Therapeutics Corp. — Draft Registration Statement on Form S-1 Ladies and Gentlemen: On behalf of Pasithea Therapeutics Corp. (the “Company”), we hereby confidentially submit a draft Registration Statement on Form S-1 (the “Registration Statement”), relating to the proposed offering of
August 14, 2025	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2025 ☐ TRANSITION REPORT PURSUANT TO S UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 001-40804 PASITHEA THERAPEUTI
July 24, 2025	DEF 14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) 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)) ☒ Defin
July 14, 2025	PRE 14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) 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)) ☐ Defin
July 11, 2025	8-K	Shareholder Director Nominations 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 10, 2025 PASITHEA THERAPEUTICS CORP. (Exact name of registrant as specified in its charter) Delaware 001-40804 85-1591963 (State or other jurisdiction (Commission (IRS Employer o
June 27, 2025	8-K	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 23, 2025 PASITHEA THERAPEUTI UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 23, 2025 PASITHEA THERAPEUTICS CORP. (Exact name of registrant as specified in its charter) Delaware 001-40804 85-1591963 (State or other jurisdiction (Commission File Number) (I
June 20, 2025	424B5	Pasithea Therapeutics Corp. Up to $2,151,000 Common Stock Filed Pursuant to Rule 424(b)(5) Registration No. 333-271010 PROSPECTUS SUPPLEMENT (To Prospectus Supplement dated November 26, 2024, to Prospectus dated April 19, 2023) Pasithea Therapeutics Corp. Up to $2,151,000 Common Stock This prospectus supplement amends and supplements the information in the prospectus, dated April 19, 2023, filed as a part of our registration statement on Form S-3 (File N
June 20, 2025	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 20, 2025 PASITHEA THERAPEUTI UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 20, 2025 PASITHEA THERAPEUTICS CORP. (Exact name of registrant as specified in its charter) Delaware 001-40804 85-1591963 (State or other jurisdiction (Commission (IRS Employer o
May 15, 2025	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2025 ☐ TRANSITION REPORT PURSUANT TO S UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended 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: 001-40804 PASITHEA THERAPEUTI
May 7, 2025	EX-4.3	Form of May 2025 Placement Agent Warrant (incorporated by reference to Exhibit 4.3 to the Company’s Current Report on Form 8-K, filed with the SEC on May 7, 2025). Exhibit 4.3 PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT Pasithea Therapeutics Corp. Warrant Shares: Issue Date: May 7, 2025 Initial Exercise Date: May 7, 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
May 7, 2025	424B4	3,094,284 Shares of Common Stock 477,144 Pre-Funded Warrants to Purchase up to 477,144 Shares of Common Stock 477,144 Shares of Common Stock underlying Pre-Funded Warrants 3,571,428 Series C Common Warrants to Purchase up to 3,571,428 Shares of Commo Filed Pursuant to Rule 424(b)(4) Registration Statement 333-286889 PROSPECTUS 3,094,284 Shares of Common Stock 477,144 Pre-Funded Warrants to Purchase up to 477,144 Shares of Common Stock 477,144 Shares of Common Stock underlying Pre-Funded Warrants 3,571,428 Series C Common Warrants to Purchase up to 3,571,428 Shares of Common Stock 3,571,428 Series D Common Warrants to Purchase up to 3,571,428 Shares of Common Stock 7,142,856 Shares of Common Stock underlying Series C Common Warrants and Series D Common Warrants We are offering on a reasonable best efforts basis up to 3,094,284 shares of our common stock, par value $0.
May 7, 2025	EX-4.2	Form of Series C/D Common Warrant. Exhibit 4.2 SERIES [C][D] COMMON STOCK PURCHASE WARRANT Pasithea Therapeutics Corp. Warrant Shares: Issue Date: May 7, 2025 Initial Exercise Date: May 7, 2025 THIS SERIES [C] [D] 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 for
May 7, 2025	EX-99.2	Pasithea Therapeutics Announces Closing of $5 Million Public Offering Additional Gross Proceeds of Approximately $1.3 Million Received Upon Exercise of Certain Warrants Issued in the Public Offering Exhibit 99.2 Pasithea Therapeutics Announces Closing of $5 Million Public Offering Additional Gross Proceeds of Approximately $1.3 Million Received Upon Exercise of Certain Warrants Issued in the Public Offering Miami, FL / GLOBE NEWSWIRE / May 7, 2025/ Pasithea Therapeutics, Corp. (“Pasithea,” or the “Company”) (Nasdaq: KTTA; KTTAW), a clinical-stage biotechnology company developing PAS-004, a ne
May 7, 2025	EX-99.1	Pasithea Therapeutics Announces Pricing of $5 Million Public Offering Exhibit 99.1 Pasithea Therapeutics Announces Pricing of $5 Million Public Offering Miami, FL / GLOBE NEWSWIRE / May 6, 2025/ Pasithea Therapeutics, Corp. (“Pasithea,” or the “Company”) (Nasdaq: KTTA; KTTAW), a clinical-stage biotechnology company developing PAS-004, a next-generation macrocyclic MEK inhibitor, for the treatment of neurofibromatosis type 1 (NF1) and other cancer indications, today
May 7, 2025	8-K	Regulation FD Disclosure, 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): May 6, 2025 PASITHEA THERAPEUTICS CORP. (Exact Name of registrant as Specified in its Charter) Delaware 001-40804 85-1591963 (State or Other Jurisdiction of incorporation) (Commission
May 7, 2025	EX-10.1	Form of May 2025 Securities Purchase Agreement (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed with the SEC on May 7, 2025). Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of May 6, 2025, between Pasithea Therapeutics Corp., 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 condition
May 1, 2025	CORRESP	May 1, 2025 May 1, 2025 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.
May 1, 2025	EX-FILING FEES	Filing Fee Table.* Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) Pasithea Therapeutics Corp.
May 1, 2025	CORRESP	May 1, 2025 May 1, 2025 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street NE Washington, D.C. 20549 Re: Pasithea Therapeutics Corp. Registration Statement on Form S-1 File No. 333-286889 Ladies and Gentlemen: In accordance with Rule 461 under the Securities Act of 1933, as amended (the “Securities Act”), H.C. Wainwright & Co., LLC. (“Wainwright”), as placement agen
May 1, 2025	EX-4.11	Form of May 2025 Pre-Funded Warrant (incorporated by reference to Exhibit 4.11 to the Company’s Registration Statement on Form S-1 (File No. 333-286889), filed with the SEC on May 1, 2025). Exhibit 4.11 PRE-FUNDED COMMON STOCK PURCHASE WARRANT Pasithea Therapeutics Corp. Warrant Shares: Issue Date:, 2025 Initial Exercise Date: , 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 o
May 1, 2025	EX-4.13	Form of Placement Agent Warrant issued in this Offering.* Exhibit 4.13 PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT Pasithea Therapeutics Corp. Warrant Shares: Issue Date:, 2025 [Initial Exercise Date: , 2025]1 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,
May 1, 2025	EX-10.14	Form of Securities Purchase Agreement to be entered into in this Offering.* Exhibit 10.14 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of [], 2025, between Pasithea Therapeutics Corp., 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
May 1, 2025	EX-4.12	Form of Series C/D Common Warrant issued in this Offering.* Exhibit 4.12 SERIES [C][D] COMMON STOCK PURCHASE WARRANT Pasithea Therapeutics Corp. Warrant Shares: Issue Date:, 2025 Initial Exercise Date: , 2025 THIS SERIES [C] [D] 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
May 1, 2025	S-1	As filed with the Securities and Exchange Commission on May 1, 2025 As filed with the Securities and Exchange Commission on May 1, 2025 Registration No.
April 25, 2025	8-K	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 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 PASITHEA THERAPEUTICS CORP. (Exact Name of registrant as Specified in its Charter) Delaware 001-40804 85-1591963 (State or Other Jurisdiction of incorporation) (Commiss
April 25, 2025	EX-16.1	Letter from Marcum dated April 23, 2025. Exhibit 16.1 April 23, 2025 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by Pasithea Therapeutics Corp. under Item 4.01 of its Form 8-K. We agree with the statements concerning our Firm in such Form 8-K; we are not in a position to agree or disagree with other statements of Pasithea Therapeutics Corp. Very truly yours, /
April 14, 2025	LETTER	LETTER April 14, 2025 Tiago Reis Marques Chief Executive Officer Pasithea Therapeutics Corp.
April 7, 2025	DRS	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 As confidentially submitted to the Securities and Exchange Commission on [ ], 2025.
March 24, 2025	EX-21.1	Subsidiaries of the Registrant (incorporated by reference to Exhibit 21.1 of the Company’s Annual Report on Form 10-K filed with the Commission on March 24, 2025). Exhibit 21.1 Subsidiaries of Pasithea Therapeutics Corp. Legal Name Jurisdiction Alpha 5 Integrin, LLC Delaware AlloMek Therapeutics, LLC Delaware Pasithea MarcoMEK Pty Ltd Australia
March 24, 2025	EX-19.1	Insider Trading Policy. Exhibit 19.1 PASITHEA THERAPEUTICS CORP. INSIDER TRADING POLICY 1. BACKGROUND AND PURPOSE 1.1 Why Have We Adopted This Policy? The federal securities laws prohibit any member of the Board of Directors (a “Director”) or employee of Pasithea Therapeutics Corp. (the “Company”) from purchasing or selling Company securities on the basis of material nonpublic information concerning the Company, or from
March 24, 2025	10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 ☐ TRANSITION REPORT PURSUA UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year 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 001-40804 PASITHEA THERAP
November 26, 2024	8-K	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): November 26, 2024 PASITHEA THERAPEUTICS CORP. (Exact name of registrant as specified in its charter) Delaware 001-40804 85-1591963 (State or other jurisdiction of incorporation) (Comm
November 26, 2024	EX-1.1	ATM Agreement, dated November 26, 2024, by and between Pasithea Therapeutics Corp. and H.C. Wainwright & Co., LLC (incorporated by reference to Exhibit 1.1 of the Company’s Current Report on Form 8-K filed with the SEC on November 26, 2024). Exhibit 1.1 AT THE MARKET OFFERING AGREEMENT November 26, 2024 H.C. Wainwright & Co., LLC 430 Park Avenue New York, New York 10022 Ladies and Gentlemen: Pasithea Therapeutics Corp., a corporation organized under the laws of Delaware (the “Company”), confirms its agreement (this “Agreement”) with H.C. Wainwright & Co., LLC (the “Manager”) as follows: 1. Definitions. The terms that follow, when used
November 26, 2024	424B5	Pasithea Therapeutics Corp. Up to $2,076,000 Common Stock Filed Pursuant to Rule 424(b)(5) Registration No. 333-271010 PROSPECTUS SUPPLEMENT (To Prospectus dated April 19, 2023) Pasithea Therapeutics Corp. Up to $2,076,000 Common Stock We have entered into an At The Market Offering Agreement, or the sales agreement, with H.C. Wainwright & Co., LLC, or Wainwright, dated November 26, 2024, relating to the sale of shares of our common stock, par value $0.00
November 14, 2024	SC 13G	KTTA / Pasithea Therapeutics Corp. / ARMISTICE CAPITAL, LLC Passive Investment SC 13G 1 armistice-ktta093024.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* PASITHEA THERAPEUTICS CORP. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 70261F202 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check
November 13, 2024	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2024 ☐ TRANSITION REPORT PURSUANT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 001-40804 PASITHEA THERAP
October 11, 2024	424B3	3,743,905 Shares of Common Stock Issuable Upon Exercise of Outstanding Warrants Filed Pursuant to Rule 424(b)(3) Registration No. 333-282532 PROSPECTUS 3,743,905 Shares of Common Stock Issuable Upon Exercise of Outstanding Warrants This prospectus relates to the resale of up to 3,743,905 shares of Pasithea Therapeutics Corp. (the “Company,” “we,” “our” or “us”) common stock, par value $0.0001 per share, by the Selling Stockholders listed in this prospectus (the “Selling Stock
October 10, 2024	CORRESP	October 10, 2024 October 10, 2024 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Mail Stop 4720 100 F Street, N.
October 10, 2024	LETTER	LETTER October 10, 2024 Tiago Reis Marques Chief Executive Officer Pasithea Therapeutics Corp.
October 7, 2024	EX-FILING FEES	Filing Fee Table. Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Pasithea Therapeutics Corp.
October 7, 2024	S-3	As filed with the Securities and Exchange Commission on October 7, 2024 As filed with the Securities and Exchange Commission on October 7, 2024 Registration No.
September 30, 2024	EX-4.1	Form of Pre-Funded Warrant (incorporated by reference to Exhibit 4.1 of the Company’s Current Report on Form 8-K filed with the SEC on September 30, 2024). 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
September 30, 2024	EX-4.3	Form of Placement Agent Warrant (incorporated by reference to Exhibit 4.3 of the Company’s Current Report on Form 8-K filed with the SEC on September 30, 2024). 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
September 30, 2024	8-K	Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, 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 26, 2024 Pasithea Therapeutics Corp. (Exact name of registrant as specified in its charter) Delaware 001-40804 85-1591963 (State or other jurisdiction of incorporation) (Com
September 30, 2024	EX-99.1	Pasithea Therapeutics Announces $5 Million Private Placement Priced At-The-Market Under Nasdaq Rules Exhibit 99.1 Pasithea Therapeutics Announces $5 Million Private Placement Priced At-The-Market Under Nasdaq Rules MIAMI, FL., September 26, 2024 (GLOBE NEWSWIRE) - Pasithea Therapeutics Corp. (NASDAQ: KTTA) (“Pasithea” or the “Company”), a clinical-stage biotechnology company developing PAS-004, a next-generation macrocyclic MEK inhibitor, for the treatment of neurofibromatosis type 1 (NF1) and ot
September 30, 2024	EX-4.2	Form of Warrant (incorporated by reference to Exhibit 4.2 of the Company’s Current Report on Form 8-K filed with the SEC on September 30, 2024). 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
September 30, 2024	EX-10.2	Form of Registration Rights Agreement (incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K filed with the SEC on September 30, 2024). Exhibit 10.2 EXHIBIT B REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of September 26, 2024, by and between Pasithea Therapeutics Corp., 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
September 30, 2024	EX-10.1	Form of Securities Purchase Agreement (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the SEC on September 30, 2024). Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of September 26, 2024, between Pasithea Therapeutics Corp., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and co
September 26, 2024	EX-99.1	Pasithea Therapeutics Announces Positive Initial Safety, Tolerability, Pharmacokinetic (PK), and Preliminary Efficacy Data from its Phase 1 Clinical Trial of PAS-004 in Advanced Cancer -- Single patient in 2mg cohort with stage 3 colon cancer who rec Exhibit 99.1 Pasithea Therapeutics Announces Positive Initial Safety, Tolerability, Pharmacokinetic (PK), and Preliminary Efficacy Data from its Phase 1 Clinical Trial of PAS-004 in Advanced Cancer - Single patient in 2mg cohort with stage 3 colon cancer who received 4 prior lines of therapy achieves prolonged stable disease and remains on drug into 6th dosing cycle - - No treatment-related advers
September 26, 2024	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 26, 2024 Pasithea Thera UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 26, 2024 Pasithea Therapeutics Corp. (Exact name of registrant as specified in its charter) Delaware 001-40804 85-1591963 (State or other jurisdiction of incorporation) (Com
August 13, 2024	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SE UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 001-40804 PASITHEA THERAPEUTIC
June 26, 2024	8-K	Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 Or 15(D) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 26, 2024 Pasithea Therapeutics Corp. (Exact name of registrant as specified in its charter) Delaware 001-40804 85-1591963 (State or other jurisdiction of incorporation) (Commissi
May 28, 2024	DEF 14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) 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)) ☒ Defin
May 28, 2024	ARS	FORM ARS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) 6 ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 or TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40804 P ASITHEA THERA
May 14, 2024	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2024 ☐ TRANSITION REPORT PURSUANT TO S UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 001-40804 PASITHEA THERAPEUTI
May 14, 2024	8-K	Shareholder Director Nominations 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 13, 2024 Pasithea Therapeutics Corp. (Exact name of registrant as specified in its charter) Delaware 001-40804 85-1591963 (State or other jurisdiction of incorporation) (Commissio
March 29, 2024	EX-FILING FEES	Filing Fee Table. Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) Pasithea Therapeutics Corp.
March 29, 2024	EX-21.1	Subsidiaries of the Registrant. Exhibit 21.1 Subsidiaries of Pasithea Therapeutics Corp. Legal Name Jurisdiction Alpha 5 Integrin, LLC Delaware AlloMek Therapeutics, LLC Delaware
March 29, 2024	EX-10.20	Consulting Agreement between Pasithea Therapeutics Corp. and Dr. Lawrence Steinman, dated November 13, 2023. Exhibit 10.20 CONSULTING AGREEMENT Effective November 13, 2023, Lawrence Steinman (“Consultant”) and Pasithea Therapeutics Corp. (the “Company”) agree as follows: 1. Services; Payment; No Violation of Rights or Obligations. Consultant agrees to undertake and complete the services set forth and described in Exhibit A in accordance with and on the schedule specified in Exhibit A and other such matte
March 29, 2024	EX-97.1	Clawback Policy. Exhibit 97.1 PASITHEA THERAPEUTICS CORP. COMPENSATION RECOVERY POLICY (Adopted and approved on October 6, 2023, and effective as of December 1, 2023) 1. Purpose Pasithea Therapeutics Corp. (the “Company”) is committed to promoting high standards of honest and ethical business conduct and compliance with applicable laws, rules and regulations. As part of this commitment, the Company has adopted thi
March 29, 2024	POS AM	As filed with the Securities and Exchange Commission on March 28, 2024 As filed with the Securities and Exchange Commission on March 28, 2024 Registration No.
March 29, 2024	EX-4.7	Exhibit 4.7 Exhibit 4.7 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 Pasithea Therapeutics Corp. (the “Company”, “we” or “our”) has common stock, par value $0.0001 per share (“Common Stock”), and warrants issued in connection with our initial public offering exercisable to purchase shares of Common Stock (“Warrants”), registered under Sect
March 29, 2024	S-8	As filed with the Securities and Exchange Commission on March 29, 2024 As filed with the Securities and Exchange Commission on March 29, 2024 Registration No.
March 29, 2024	10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 ☐ TRANSITION REPORT PURSUA UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40804 PASITHEA THERAP
January 18, 2024	8-K	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 17, 2024 Pasithea Therapeutics Corp. (Exact name of registrant as specified in its charter) Delaware 001-40804 85-1591963 (State or other jurisdiction of incorporation) (Commi
January 2, 2024	EX-3.4	Certificate of Amendment to the Second Amended and Restated Certificate of Incorporation of Pasithea Therapeutics Corp., dated December 29, 2023 (incorporated by reference to exhibit 3.4 of the Company’s Form 8-K, filed with the Commission on January 2, 2024). Exhibit 3.4 CERTIFICATE OF AMENDMENT TO THE SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF PASITHEA THERAPEUTICS CORP. Pasithea Therapeutics Corp. (the “Company”), 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: That the certificate of incorporation of the Corporation, as heretofor
January 2, 2024	EX-3.2	Second Amended and Restated Bylaws of Pasithea Therapeutics Corp., dated December 29, 2023, (incorporated by reference to Exhibit 3.2 of the Company’s Form 8-K, filed with the Commission on January 2, 2024). Exhibit 3.2 SECOND AMENDED AND RESTATED BYLAWS OF Pasithea Therapeutics Corp. a Delaware Corporation (as amended and restated through December 29, 2023) ARTICLE I STOCKHOLDERS 1.1 Place of Meetings. All meetings of stockholders shall be held at such place, if any, as may be designated from time to time by the Board of Directors (the “Board”) of Pasithea Therapeutics Corp. (the “Corporation”), the
January 2, 2024	EX-3.1	Second Amended and Restated Certificate of Incorporation of Pasithea Therapeutics Corp., dated December 29, 2023. (incorporated by reference to Exhibit 3.1 of the Company’s Form 8-K, filed with the Commission on January 2, 2024). Exhibit 3.1 SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF PASITHEA THERAPEUTICS CORP. Pasithea Therapeutics Corp. (the “Company”), a corporation organized and existing under the General Corporation Law of the State of Delaware (the “DGCL”), hereby certifies as follows: 1. The name of the Company is Pasithea Therapeutics Corp. The date of the filing of the Company’s original certifica
January 2, 2024	8-K	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 29, 2023 Pasithea Therap UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 Or 15(D) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 29, 2023 Pasithea Therapeutics Corp. (Exact name of registrant as specified in its charter) Delaware 001-40804 85-1591963 (State or other jurisdiction of incorporation) (Comm
January 2, 2024	EX-3.3	Certificate of Termination of Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Pasithea Therapeutics Corp., dated December 29, 2023. Exhibit 3.3 CERTIFICATE OF TERMINATION OF CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF PASITHEA THERAPEUTICS CORP. Pursuant to Section 103(d) of the General Corporation Law of the State of Delaware (the “DGCL”), Pasithea Therapeutics Corp., a corporation organized and existing under the laws of the State of Delaware, does hereby certify: FIRST: That a Certif
December 28, 2023	8-K	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 28, 2023 Pasithea Therap UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 Or 15(D) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 28, 2023 Pasithea Therapeutics Corp. (Exact name of registrant as specified in its charter) Delaware 001-40804 85-1591963 (State or other jurisdiction of incorporation) (Comm
December 28, 2023	DEFA14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Ame UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confide
December 28, 2023	EX-3.1	Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Pasithea Therapeutics Corp., dated December 28, 2023. Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF PASITHEA THERAPEUTICS CORP. Pasithea Therapeutics Corp. (the “Company”), 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: That the certificate of incorporation of the Corporation, as heretofore amend
December 19, 2023	EX-10.1	Pasithea Therapeutics Corp. 2023 Stock Incentive Plan (incorporated by reference to exhibit 10.1 of the Company’s Form 8-K filed with the Commission on December 19, 2023). Exhibit 10.1 Pasithea Therapeutics CORP. 2023 STOCK Incentive Plan 1. Establishment and Purpose 1.1 The purpose of Pasithea Therapeutics Corp.’s 2023 Stock Incentive Plan (the “Plan”) is to provide a means whereby eligible employees, officers, non-employee directors and other individual service providers develop a sense of proprietorship and personal involvement in the development and financial su
December 19, 2023	DEFA14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Ame UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confide
December 19, 2023	8-K	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 19, 2023 Pasithea Therap UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 Or 15(D) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 19, 2023 Pasithea Therapeutics Corp. (Exact name of registrant as specified in its charter) Delaware 001-40804 85-1591963 (State or other jurisdiction of incorporation) (Comm
November 29, 2023	DEFA14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) 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)) ☐ Defin
November 13, 2023	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2023 ☐ TRANSITION REPORT PURSUANT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 001-40804 PASITHEA THERAP
October 26, 2023	ARS	FORM ARS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) 6 ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 or TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40804 P ASITHEA THERA
October 26, 2023	DEF 14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) 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)) ☒ Defin
October 16, 2023	PRE 14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) 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)) ☐ Defin
October 13, 2023	8-K	Shareholder Director Nominations 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 6, 2023 Pasithea Therapeutics Corp. (Exact name of registrant as specified in its charter) Delaware 001-40804 85-1591963 (State or Other Jurisdiction of Incorporation) (Commis
September 14, 2023	EX-99.1	Pasithea Therapeutics Corp. Announces Final Results of Tender Offer -- Purchases All 5,323,451 Shares Validly Tendered at $0.70 per Share -- Exhibit 99.1 Pasithea Therapeutics Corp. Announces Final Results of Tender Offer - Purchases All 5,323,451 Shares Validly Tendered at $0.70 per Share - PALO ALTO, Calif. and MIAMI, Florida, September 14, 2023 (GLOBE NEWSWIRE) - Pasithea Therapeutics Corp. (NASDAQ: KTTA) (“Pasithea” or the “Company”), a biotechnology company focused on the discovery, research, and development of innovative treatmen
September 14, 2023	8-K	Regulation FD Disclosure, 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 14, 2023 Pasithea Therapeutics Corp. (Exact name of registrant as specified in its charter) Delaware 001-40804 85-1591963 (State or Other Jurisdiction of Incorporation) (Com
September 14, 2023	SC TO-I/A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 4 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) or 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 Pasithea Therapeutics Corp. (Name of Subject Company UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 4 TO SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) or 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 Pasithea Therapeutics Corp. (Name of Subject Company (Issuer) and Filing Person (Offeror)) Common Stock, par value $0.0001 per share (Title of Class of Securities) 70261F103 (CUSIP Number of Class of
August 24, 2023	SC TO-I/A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 3 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) or 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 Pasithea Therapeutics Corp. (Name of Subject Company UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 3 TO SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) or 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 Pasithea Therapeutics Corp. (Name of Subject Company (Issuer) and Filing Person (Offeror)) Common Stock, par value $0.0001 per share (Title of Class of Securities) 70261F103 (CUSIP Number of Class of
August 21, 2023	CORRESP	James B. O’Grady James B. O’Grady 1251 Avenue of the Americas Partner New York, New York 10020 T (646) 414-6849 E: [email protected] August 21, 2023 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549 Attention: Christina Chalk Blake Grady Re: Pasithea Therapeutics Corp. Schedule TO-I filed on August 9, 2023 File No. 005-92867 Ladi
August 21, 2023	SC TO-I/A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 2 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) or 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 Pasithea Therapeutics Corp. (Name of Subject Company UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 2 TO SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) or 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 Pasithea Therapeutics Corp. (Name of Subject Company (Issuer) and Filing Person (Offeror)) Common Stock, par value $0.0001 per share (Title of Class of Securities) 70261F103 (CUSIP Number of Class of
August 15, 2023	LETTER	LETTER United States securities and exchange commission logo August 15, 2023 James O Grady Partner Lowenstein Sandler LLP 1251 Avenue of the Americas New York, New York 10020 Re: Pasithea Therapeutics Corp.
August 14, 2023	SC TO-I/A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) or 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 Pasithea Therapeutics Corp. (Name of Subject Company UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) or 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 Pasithea Therapeutics Corp. (Name of Subject Company (Issuer) and Filing Person (Offeror)) Common Stock, par value $0.0001 per share (Title of Class of Securities) 70261F103 (CUSIP Number of Class of
August 11, 2023	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SE UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 001-40804 PASITHEA THERAPEUTIC
August 11, 2023	EX-10.1	Offer of Employment, dated as of June 21, 2022, between Pasithea Therapeutics Corp. and Dr. Graeme Currie. Exhibit 10.1 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. INFORMATION THAT WAS OMITTED HAS BEEN NOTED IN THIS DOCUMENT WITH A PLACEHOLDER IDENTIFIED BY THE MARK “[*]”. June 21, 2022 Graeme Currie [*] Delivered via Email Re: Offer of Employment Dear Dr. Graeme Currie: We
August 9, 2023	EX-99.EXA1D	Letter to Brokers, Dealers, Banks, Trust Companies and Other Nominees, dated August 9, 2023. EXHIBIT (a)(1)(D) Offer to Purchase for Cash by Pasithea Therapeutics Corp. Up to 5,714,285 Shares of its Common Stock At a Cash Purchase Price of $0.70 per Share THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON SEPTEMBER 8, 2023, UNLESS THE OFFER IS EXTENDED OR TERMINATED (SUCH DATE AND TIME, AS THEY MAY BE EXTENDED, THE “EXPIRATION DATE”). August
August 9, 2023	EX-FILING FEES	Filing Fee Table. Exhibit 107 Calculation of Filing Fee Table SC TO-I (Form Type) Pasithea Therapeutics Corp.
August 9, 2023	SC TO-I	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) or 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. ) Pasithea Therapeutics Corp. (Name of Subject Compan UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) or 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. ) Pasithea Therapeutics Corp. (Name of Subject Company (Issuer) and Filing Person (Offeror)) Common Stock, par value $0.0001 per share (Title of Class of Securities) 70261F103 (CUSIP Number of Class of
August 9, 2023	EX-99.EXA1F	Form of Notice of Withdrawal. EXHIBIT (a)(1)(F) Notice of Withdrawal For Tender of Shares of Common Stock Pursuant to the Offer to Purchase, Dated August 9, 2023 by Pasithea Therapeutics Corp.
August 9, 2023	EX-99.EXA1A	Offer to Purchase, dated August 9, 2023. TABLE OF CONTENTS EXHIBIT (a)(1)(A) Offer to Purchase by Pasithea Therapeutics Corp.
August 9, 2023	EX-99.EXA1E	Letter to Clients for use by Brokers, Dealers, Banks, Trust Companies and Other Nominees, dated August 9, 2023. EXHIBIT (a)(1)(E) Offer to Purchase for Cash by Pasithea Therapeutics Corp. Up to 5,714,285 Shares of its Common Stock At a Cash Purchase Price of $0.70 per Share THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON SEPTEMBER 8, 2023, UNLESS THE OFFER IS EXTENDED OR TERMINATED (SUCH DATE AND TIME, AS THEY MAY BE EXTENDED, THE “EXPIRATION DATE”). August
August 9, 2023	EX-99.EXA1C	Notice of Guaranteed Delivery. EXHIBIT (a)(1)(C) Notice of Guaranteed Delivery For Tender of Shares of Common Stock of Pasithea Therapeutics Corp.
August 9, 2023	EX-99.EXA1B	Letter of Transmittal. EXHIBIT (a)(1)(B) LETTER OF TRANSMITTAL For Tender of Shares of Common Stock Pursuant to the Offer to Purchase, Dated August 9, 2023 by Pasithea Therapeutics Corp.
July 20, 2023	8-K	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 19, 2023 Pasithea Therapeuti UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 19, 2023 Pasithea Therapeutics Corp. (Exact name of registrant as specified in its charter) Delaware 001-40804 85-1591963 (State or Other Jurisdiction of Incorporation) (Commissi
July 20, 2023	SC TO-C	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 20, 2023 Pasithea Therapeuti UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 20, 2023 Pasithea Therapeutics Corp. (Exact name of registrant as specified in its charter) Delaware 001-40804 85-1591963 (State or Other Jurisdiction of Incorporation) (Commissi
July 20, 2023	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 20, 2023 Pasithea Therapeuti UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 20, 2023 Pasithea Therapeutics Corp. (Exact name of registrant as specified in its charter) Delaware 001-40804 85-1591963 (State or Other Jurisdiction of Incorporation) (Commissi
July 20, 2023	EX-99.1	Press release of Pasithea Therapeutics Corp. issued July 20, 2023. Exhibit 99.1 Pasithea Therapeutics Announces Intention to Commence a $4.0 Million Tender Offer for its Common Stock at Price of $0.70 per Share in Cash - Tender Offer Expected to Close Third Quarter of 2023 - PALO ALTO, Calif. and MIAMI, Florida, July 20, 2023 (GLOBE NEWSWIRE) - Pasithea Therapeutics Corp. (NASDAQ: KTTA) (“Pasithea” or the “Company”), a biotechnology company focused on the discove
July 20, 2023	EX-99.1	Pasithea Therapeutics Announces Intention to Commence a $4.0 Million Tender Offer for its Common Stock at Price of $0.70 per Share in Cash -- Tender Offer Expected to Close Third Quarter of 2023 -- Exhibit 99.1 Pasithea Therapeutics Announces Intention to Commence a $4.0 Million Tender Offer for its Common Stock at Price of $0.70 per Share in Cash - Tender Offer Expected to Close Third Quarter of 2023 - PALO ALTO, Calif. and MIAMI, Florida, July 20, 2023 (GLOBE NEWSWIRE) - Pasithea Therapeutics Corp. (NASDAQ: KTTA) (“Pasithea” or the “Company”), a biotechnology company focused on the discove
June 8, 2023	SC 13D	KTTA / Pasithea Therapeutics Corp / STEINMAN LAWRENCE - SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Pasithea Therapeutics Corp. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 70261F103 (CUSIP Number) Tiago Reis Marques Chief Executive Officer 1111 Lincoln Road, Suite 500 Miami Beach, Florida 33139 Telephone Num
June 6, 2023	424B3	Pasithea Therapeutics Corp. 16,418,870 Shares of Common Stock Sounds Filed Pursuant to Rule 424(b)(3) Registration No. 333-271896 PROSPECTUS Pasithea Therapeutics Corp. 16,418,870 Shares of Common Stock This prospectus relates to the resale of up to 16,418,870 shares of Pasithea Therapeutics Corp. (the “Company,” “we,” “our,” or “us”) common stock, par value $0.0001 per share (“common stock”), by the selling stockholders listed in this prospectus or their pe
June 1, 2023	CORRESP	June 1, 2023 June 1, 2023 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.
May 19, 2023	LETTER	LETTER United States securities and exchange commission logo May 19, 2023 Tiago Reis Marques, M.
May 17, 2023	DEL AM	May 17, 2023 May 17, 2023 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.
May 12, 2023	EX-4.4	Form of Warrant Issued in acquisition of Alpha-5 integrin, LLC (incorporated by reference to Exhibit 4.4 of the Company’s Form S-3 (File No. 333-271896) filed with the Commission on May 12, 2023). Exhibit 4.4 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
May 12, 2023	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO S UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2023 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: 001-40804 PASITHEA THERAPEUTI
May 12, 2023	S-3	As filed with the Securities and Exchange Commission on May 12, 2023 As filed with the Securities and Exchange Commission on May 12, 2023 Registration No.
May 12, 2023	EX-4.3	Form of Warrants Issued in acquisition of AlloMek Therapeutics, LLC (incorporated by reference to Exhibit 4.3 of the Company’s Form S-3 (File No. 333-271896) filed with the Commission on May 12, 2023). 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
May 12, 2023	EX-FILING FEES	Filing Fee Table. Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Pasithea Therapeutics Corp.
April 17, 2023	CORRESP	Pasithea Therapeutics Corp. 1111 Lincoln Road, Suite 500 Miami Beach, Florida 33139 Tel: (702) 514-4174 Pasithea Therapeutics Corp. 1111 Lincoln Road, Suite 500 Miami Beach, Florida 33139 Tel: (702) 514-4174 April 17, 2023 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Pasithea Therapeutics Corp. Registration Statement on Form S-3 (File No. 333-271010) Filed on March 30, 2023 Ladies and Gentlemen: Pasithea Ther
April 4, 2023	10-K/A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSI UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-408
April 4, 2023	LETTER	LETTER United States securities and exchange commission logo April 4, 2023 Tiago Reis Marques, M.
March 30, 2023	EX-3.2	Amended & Restated Bylaws of Pasithea Therapeutics Corp. Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF Pasithea Therapeutics Corp. a Delaware Corporation (as amended and restated through March 29, 2023) TABLE OF CONTENTS ARTICLE I. DEFINITIONS 1 1.1. Definitions. 1 1.2. Offices. 1 ARTICLE II. OFFICES 1 2.1. Principal Office. 1 2.2. Registered Office. 1 2.3. Other Offices. 1 ARTICLE III. MEETINGS OF STOCKHOLDERS 1 3.1. Annual Meetings. 1 3.2. Special Meetin
March 30, 2023	10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT PURSUA UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40804 PASITHEA THERAP
March 30, 2023	EX-21.1	Subsidiaries of the Registrant. Exhibit 21.1 Subsidiaries of Pasithea Therapeutics Corp. Legal Name Jurisdiction Pasithea Therapeutics Limited United Kingdom Pasithea Clinics Corp. Delaware Pasithea Therapeutics Portugal, Sociedade Unipessoal Lda Portugal Alpha 5 Integrin, LLC Delaware AlloMek Therapeutics, LLC Delaware
March 30, 2023	S-8	As filed with the Securities and Exchange Commission on March 30, 2023 As filed with the Securities and Exchange Commission on March 30, 2023 Registration No.
March 30, 2023	EX-FILING FEES	Filing Fee Table Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) Pasithea Therapeutics Corp.
March 30, 2023	S-3	As filed with the Securities and Exchange Commission on March 30, 2023 As filed with the Securities and Exchange Commission on March 30, 2023 Registration No.
March 30, 2023	EX-FILING FEES	Filing Fee Table Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Pasithea Therapeutics Corp.
March 30, 2023	EX-4.4	Description of Securities. Exhibit 4.4 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2022, Pasithea Therapeutics Corp. (the “Company”, “we” or “our”) had common stock, par value $0.0001 per share (“Common Stock”), and warrants issued in connection with our initial public offering exercisable to purchase shares of Common Stock (“Warrants
March 10, 2023	8-K	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, 2023 Pasithea Therapeut UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 10, 2023 Pasithea Therapeutics Corp. (Exact name of registrant as specified in its charter) Delaware 001-40804 85-1591963 (State or Other Jurisdiction of Incorporation) (Commiss
February 15, 2023	SC 13G/A	KTTA / Pasithea Therapeutics Corp. / Manning Paul B - AMENDMENT TO FORM SC 13G Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO §240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO §240.13d-2 (Amendment No. 1)* Pasithea Therapeutics Corp. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 70261F103 (CUSIP Number) October 22,
January 24, 2023	8-K	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): January 19, 2023 Pasithea Therapeutics Corp. (Exact name of registrant as specified in its charter) Delaware 001-40804 85-1591963 (State or Other Jurisdiction of Incorporation) (Commi
January 13, 2023	SC 13G/A	KTTA / Pasithea Therapeutics Corp. / Khire Uday - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A (Amendment No.
January 10, 2023	SC 13D/A	KTTA / Pasithea Therapeutics Corp. / Camac Fund, LP Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 9)* Pasithea Therapeutics Corp. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 70261F103 (CUSIP Number) David Delaney Concord Investment Partners Ltd. 60 St. Clair Avenue East, Suite 702 Toronto, ON, M4T 1N5 Canada
December 14, 2022	SC 13D/A	KTTA / Pasithea Therapeutics Corp. / Camac Fund, LP Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 8)* Pasithea Therapeutics Corp. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 70261F103 (CUSIP Number) David Delaney Concord Investment Partners Ltd. 60 St. Clair Avenue East, Suite 702 Toronto, ON, M4T 1N5 Canada
December 14, 2022	EX-99.1	Pasithea Therapeutics Announces Comprehensive Settlement Agreement with the Camac Group Exhibit 99.1 Pasithea Therapeutics Announces Comprehensive Settlement Agreement with the Camac Group MIAMI BEACH, Fla., Dec. 12, 2022 (GLOBE NEWSWIRE) - Pasithea Therapeutics Corp. (Nasdaq: KTTA) (?Pasithea? or the ?Company?), a biotechnology company focused on the discovery, research and development of innovative treatments for central nervous system (CNS) disorders, today announced that it has r
December 14, 2022	EX-7	Press Release, dated December 12, 2022. Exhibit 7
December 14, 2022	EX-10.1	Settlement and Cooperation Agreement dated December 9, 2022, by and between Pasithea Therapeutics Corp. and Camac Fund, LP and its affiliates (incorporated by reference to exhibit 10.1 of the Company’s Form 8-K, filed with the Commission on December 14, 2022). Exhibit 10.1 SETTLEMENT AND COOPERATION AGREEMENT This Settlement and Cooperation Agreement (the ?Agreement?) is made and entered into as of December 9, 2022, by and among Pasithea Therapeutics Corp. (the ?Company?), on the one hand, and Concord IP2 Ltd., Elderhill Corporation, Leonite Capital LLC, Leonite Fund I, LP, Camac Partners, LLC, Camac Capital, LLC, Camac Fund, LP, David Delaney, Avi Gell
December 14, 2022	8-K	Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 9, 2022 Pasithea Therapeutics Corp. (Exact name of registrant as specified in its charter) Delaware 001-40804 85-1591963 (State or Other Jurisdiction of Incorporation) (Commi
December 14, 2022	EX-1	Cooperation Agreement dated as of December 9, 2022, by and among Pasithea Therapeutics Corp., Concord IP2 Ltd., Elderhill Corporation, Leonite Capital LLC, Leonite Fund I, LP, Camac Partners, LLC, Camac Capital, LLC, Camac Fund, LP, David Delaney, Avi Geller, and Eric Shahinian. Exhibit 6 SETTLEMENT AND COOPERATION AGREEMENT This Settlement and Cooperation Agreement (the ?Agreement?) is made and entered into as of December 9, 2022, by and among Pasithea Therapeutics Corp.
December 7, 2022	DFAN14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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, DC 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)) ? Definitive Proxy Statement ? Definitive Additional Materials ? Soliciting Material under ? 240.
November 30, 2022	424B3	17,710,000 Shares of Common Stock Offered by the Selling Stockholders Pasithea Therapeutics Corp. Filed pursuant to Rule 424(b)(3) Registration No. 333-261573 Prospectus Supplement No. 4 (To Prospectus dated December 16, 2021) 17,710,000 Shares of Common Stock Offered by the Selling Stockholders Pasithea Therapeutics Corp. This is a supplement (?Prospectus Supplement No. 4?) to the prospectus, dated December 16, 2021 (the ?Prospectus?) of Pasithea Therapeutics Corp. (the ?Company?), which form
November 30, 2022	424B3	4,800,000 Units Each Consisting of One Share of Common Stock and One Warrant to Purchase One Share of Common Stock Pasithea Therapeutics Corp. Filed pursuant to Rule 424(b)(3) Registration No. 333-255205 Prospectus Supplement No. 4 (To Prospectus dated September 14, 2021) 4,800,000 Units Each Consisting of One Share of Common Stock and One Warrant to Purchase One Share of Common Stock Pasithea Therapeutics Corp. This is a supplement (?Prospectus Supplement No. 4?) to the prospectus, dated September 14, 2021 (the ?Prospectus?) of Pasithea
November 29, 2022	DEFA14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, D.C. 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
November 28, 2022	DEFA14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, D.C. 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
November 22, 2022	DFAN14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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, DC 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)) ? Definitive Proxy Statement ? Definitive Additional Materials ? Soliciting Material under ? 240.
November 17, 2022	DEFC14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, D.C. 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
November 15, 2022	DEFC14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A 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 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 Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Statement ☐ Definitive
November 14, 2022	CORRESP	Heidi Steele mwe.com Heidi Steele Attorney at Law [email protected] +1 312 984 3624 November 14, 2022 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Pasithea Therapeutics Corp. Schedule 14A Response to SEC comments Ladies and Gentelment: On behalf of our client, Pasithea Therapeutics Corp. (the “Company”), we are writing to submit t
November 14, 2022	PRER14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A 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 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 Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Statement ☐ Definitive
November 14, 2022	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2022 ☐ TRANSITION REPORT PURSUANT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2022 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: 005-92867 PASITHEA THERAP
November 14, 2022	EX-10.1	Employment Agreement with Daniel Schneiderman (incorporated by reference to exhibit 10.1 of the Company’s Form 10-Q, filed with the Commission on November 14, 2022). Exhibit 10.1 EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (the ?Agreement?), dated as of October 11, 2022, made between Pasithea Therapeutics Corp., (the ?Company?) and Daniel Schneiderman (the ?Executive?) (collectively, the ?Parties?). Whereas, the Company desires for Executive to provide services to the Company, and wishes to provide Executive with certain compensation and
November 7, 2022	LETTER	LETTER United States securities and exchange commission logo November 7, 2022 Heidi Steele Partner McDermott Will & Emery LLP 444 West Lake Street Suite 4000 Chicago, IL 60606-0029 Re: Pasithea Therapeutics Corp.
November 1, 2022	SC 13D/A	KTTA / Pasithea Therapeutics Corp. / Camac Fund, LP Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 7)* Pasithea Therapeutics Corp. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 70261F103 (CUSIP Number) David Delaney Concord Investment Partners Ltd. 60 St. Clair Avenue East, Suite 702 Toronto, ON, M4T 1N5 Canada
November 1, 2022	PREC14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A 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 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 Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Statement ? Definitive
October 31, 2022	PRE 14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A 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 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 Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Statement ☐ Definitive
October 20, 2022	SC 13G	KTTA / Pasithea Therapeutics Corp. / Khire Uday - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Amendment No.
October 13, 2022	DFAN14A	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)) ? Definit
October 12, 2022	8-K	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 12, 2022 (October 11, 202 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 12, 2022 (October 11, 2022) PASITHEA THERAPEUTICS CORP. (Exact name of registrant as specified in its charter) Delaware 001-40804 85-1591963 (State or other jurisdiction of in
October 12, 2022	EX-2.2	Form of Lock-up Agreement dated October 11, 2022 (incorporated by reference to exhibit 2.2 of the Company’s Form 8-K, filed with the Commission on October 12, 2022). Exhibit 2.2 Exhibit A Form of Lock-Up Agreement October [●], 2022 Pasithea Thereapeutics Corp. 1111 Lincoln Road, Suite 500 Miami Beach, Florida, 33139 Attention: Tiago Reis Marques Email: [email protected] AlloMek Therapeutics, LLC 4 Research Drive Woodbridge, Connecticut, 06525 Attention: Uday Khire Email: [email protected] Ladies and Gentlemen: The undersigned (the “Shareholder”) understands
October 12, 2022	EX-2.1	Membership Interest Purchase Agreement dated October 11, 2022 by and among Pasithea Therapeutics Corp., AlloMek Therapeutics, LLC, the Persons listed on Schedule 1.1 thereto, and Uday Khire, not individually but in his capacity as the representative of the Persons listed on Schedule 1.1 thereto (incorporated by reference to exhibit 2.1 of the Company’s Form 8-K, filed with the Commission on October 12, 2022). Exhibit 2.1 MEMBERSHIP INTEREST PURCHASE AGREEMENT by and among Pasithea Therapeutics Corp., AlloMek Therapeutics, LLC, The Persons listed on Schedule 1.1, and Uday Khire, as the Representative Dated October 11, 2022 EXHIBITS AND SCHEDULES Exhibit A – Form of Lock-Up Agreement Disclosure Schedule Annex 1 – Structure of CIP-137401 Schedule 1.1 – Sellers Schedule 1.10 – Tax Methodologies MEMBERSHIP
October 12, 2022	PRRN14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) 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
October 12, 2022	EX-99.1	Pasithea Therapeutics Acquires AlloMek Therapeutics -- Expands CNS Product Portfolio with Addition of CIP-137401, a Macrocyclic, Next-Generation MEK Inhibitor -- Plans to File IND Application with the FDA to Enter the Clinic in 2H 2023 -- Plans to In Exhibit 99.1 Pasithea Therapeutics Acquires AlloMek Therapeutics - Expands CNS Product Portfolio with Addition of CIP-137401, a Macrocyclic, Next-Generation MEK Inhibitor - Plans to File IND Application with the FDA to Enter the Clinic in 2H 2023 - Plans to Initiate a Phase 1 Clinical Trial in the U.S. for Neurofibromatosis Type 1 (NF1) - Management to Host an Investor Webcast Today at 9 a.m. ET M
October 4, 2022	DEFA14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, D.C. 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
September 30, 2022	LETTER	LETTER United States securities and exchange commission logo September 30, 2022 Douglas Schnell Partner Wilson Sonsini Goodrich & Rosati 650 Page Mill Road Palo Alto, CA 94304 Re: Pasithea Therapeutics Corp.
September 29, 2022	DFAN14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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, DC 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)) ? Definitive Proxy Statement ? Definitive Additional Materials ? Soliciting Material under ? 240.
September 23, 2022	PREC14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, D.C. 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
September 21, 2022	S-8	As filed with the Securities and Exchange Commission on September 21, 2022 As filed with the Securities and Exchange Commission on September 21, 2022 Registration No.
September 21, 2022	EX-FILING FEES	Filing Fee Table Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) Pasithea Therapeutics Corp.
September 20, 2022	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 14, 2022 Pasithea Therapeutics Corp. (Exact name of registrant as specified in its charter) Delaware 001-40804 85-1591963 (State or Other Jurisdiction of Incorporation) (Com
September 16, 2022	424B3	17,710,000 Shares of Common Stock Offered by the Selling Stockholders Pasithea Therapeutics Corp. On Filed pursuant to Rule 424(b)(3) Registration No. 333-261573 Prospectus Supplement No. 3 (To Prospectus dated December 16, 2021) 17,710,000 Shares of Common Stock Offered by the Selling Stockholders Pasithea Therapeutics Corp. This is a supplement (?Prospectus Supplement No. 3?) to the prospectus, dated December 16, 2021 (the ?Prospectus?) of Pasithea Therapeutics Corp. (the ?Company?), which f
September 16, 2022	424B3	4,800,000 Units Each Consisting of One Share of Common Stock and One Warrant to Purchase One Share of Common Stock Pasithea Therapeutics Corp. UW Filed pursuant to Rule 424(b)(3) Registration No. 333-255205 Prospectus Supplement No. 3 (To Prospectus dated September 14, 2021) 4,800,000 Units Each Consisting of One Share of Common Stock and One Warrant to Purchase One Share of Common Stock Pasithea Therapeutics Corp. This is a supplement (?Prospectus Supplement No. 3?) to the prospectus, dated September 14, 2021 (the ?Prospectus?) of Pasit
September 6, 2022	SC 13D/A	KTTA / Pasithea Therapeutics Corp. / Camac Fund, LP Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6)* Pasithea Therapeutics Corp. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 70261F103 (CUSIP Number) David Delaney Concord Investment Partners Ltd. 60 St. Clair Avenue East, Suite 702 Toronto, ON, M4T 1N5 Canada
September 6, 2022	DFAN14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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, DC 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)) ? Definitive Proxy Statement ? Definitive Additional Materials ? Soliciting Material under ? 240.
September 1, 2022	SC 13D/A	KTTA / Pasithea Therapeutics Corp. / Camac Fund, LP Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5)* Pasithea Therapeutics Corp. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 70261F103 (CUSIP Number) David Delaney Concord Investment Partners Ltd. 60 St. Clair Avenue East, Suite 702 Toronto, ON, M4T 1N5 Canada
September 1, 2022	EX-4	Joinder Agreement, effective as of August 19, 2022. Exhibit 4 JOINDER AGREEMENT The undersigned agrees, effective as of August 19, 2022, to become a party to the Joint Filing and Advocacy Agreement, dated May 31, 2022 (as it may be amended or restated from time to time, the ?Joint Filing Agreement?), between (a) Concord IP2 Ltd.
August 29, 2022	EX-99.1	ALPHA-5 INTEGRIN LLC For the Year ended December 31, 2021 and for the three months ended March 31, 2022 and 2021 Exhibit 99.1 ALPHA-5 INTEGRIN LLC For the Year ended December 31, 2021 and for the three months ended March 31, 2022 and 2021 Page PART I. FINANCIAL INFORMATION Independent Auditor?s Report 2 ITEM 1. Financial Statements Balance Sheets at March 31, 2022 (unaudited) and December 31, 2021 3 Statements of Operations for the year ended December 31, 2021 and for the three months ended March 31, 2022 an
August 29, 2022	EX-99.2	PASITHEA THERAPEUTICS CORP. AND SUBSIDIARIES UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL STATEMENTS Exhibit 99.2 PASITHEA THERAPEUTICS CORP. AND SUBSIDIARIES UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL STATEMENTS The following unaudited pro forma consolidated balance sheet as of March 31, 2022 and the unaudited pro forma consolidated statements of operations for the three months ended March 31, 2022 and the year ended December 31, 2021 are based on the historical consolidated financial statements
August 29, 2022	8-K/A	Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A Amendment No. 2 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 29, 2022 (June 21, 2022) Pasithea Therapeutics Corp. (Exact name of registrant as specified in its charter) Delaware 001-40804 85-1591963 (State or Other Juri
August 24, 2022	DFAN14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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, DC 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)) ? Definitive Proxy Statement ? Definitive Additional Materials ? Soliciting Material under ? 240.
August 18, 2022	DEFA14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, D.C. 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
August 15, 2022	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SE UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2022 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: 005-92867 PASITHEA THERAPEUTIC
August 15, 2022	EX-2.1	Membership Interest Purchase Agreement entered into June 21, 2022, by and among Pasithea Therapeutics Corp., Alpha-5 integrin, LLC, and certain Sellers (as defined in the agreement) (incorporated by reference to exhibit 2.01 of the Company’s Form 10-Q, filed with the Commission on August 15, 2022). Exhibit 2.01 MEMBERSHIP INTEREST PURCHASE AGREEMENT by and among Pasithea Therapeutics Corp., Alpha-5 integrin, LLC, The Persons listed on Schedule 1.1, and Paul B. Manning, as the Representative Dated June 21, 2022 EXHIBITS AND SCHEDULES Exhibit A ? Form of Employment Offer Letters Disclosure Schedule Schedule 1.1 ? Sellers -i- MEMBERSHIP INTEREST PURCHASE AGREEMENT This Membership Interest Purch
August 11, 2022	SC 13D/A	KTTA / Pasithea Therapeutics Corp. / Camac Fund, LP Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* Pasithea Therapeutics Corp. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 70261F103 (CUSIP Number) David Delaney Concord Investment Partners Ltd. 60 St. Clair Avenue East, Suite 702 Toronto, ON, M4T 1N5 Canada
August 11, 2022	DEFA14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, D.C. 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
August 5, 2022	DFAN14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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, DC 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)) ? Definitive Proxy Statement ? Definitive Additional Materials ? Soliciting Material under ? 240.
August 2, 2022	DEFA14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, D.C. 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
July 28, 2022	DEFC14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, D.C. 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
July 28, 2022	SC 13D/A	KTTA / Pasithea Therapeutics Corp. / Camac Fund, LP Activist Investment 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. 3)* Pasithea Therapeutics Corp. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 70261F103 (CUSIP Number) David Delaney Concord Investment Partners Ltd. 60 St. Clair Avenue East, Suite 702 To
July 26, 2022	DFAN14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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, DC 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)) ? Definitive Proxy Statement ? Definitive Additional Materials ? Soliciting Material under ? 240.
July 26, 2022	PREC14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, D.C. 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
July 15, 2022	PRE 14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, D.C. 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
July 14, 2022	DEFC14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State
July 13, 2022	PRRN14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) 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)) ? Defi
July 8, 2022	LETTER	LETTER United States securities and exchange commission logo July 8, 2022 Douglas Schnell Partner Wilson Sonsini Goodrich & Rosati 650 Page Mill Road Palo Alto, CA 94304 Re: Pasithea Therapeutics Corp.

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