Quoin Pharmaceuticals Ltd. filed a Form S-3 shelf registration statement with the SEC on October 27, 2026, seeking to register up to $150,000,000 in aggregate securities for potential future offerings.

Key Highlights

  • Total offering size: Up to $150,000,000 in aggregate securities may be offered and sold from time to time under this registration statement.
  • Securities covered: The registration includes ordinary shares represented by ADSs, warrants, subscription rights, debt securities, and units.
  • ADS closing price: On October 23, 2026, the closing price of Quoin's ADSs on NASDAQ:QNRX was $4.02 per ADS.
  • Public float: As of October 23, 2026, the aggregate market value of ordinary shares held by non-affiliates was approximately $36,422,384, based on 4,628,003 ADSs held by non-affiliates and a per-ADS price of $7.87.
  • Baby shelf limitation: Pursuant to General Instruction I.B.6 of Form S-3, the company may not sell securities in a public primary offering exceeding one-third of its public float in any 12-month period while its public float remains below $75.0 million.
  • Prior sales under this instruction: According to the filing, during the 12 calendar months prior to and including the date of the prospectus, the company had not offered or sold any securities pursuant to General Instruction I.B.6 of Form S-3.
  • Filer status: Quoin is classified as a non-accelerated filer and a smaller reporting company.

Quoin Pharmaceuticals Registers Shelf Offering of Up to $150 Million in Mixed Securities

Quoin Pharmaceuticals Ltd., incorporated in Israel and headquartered in Ashburn, Virginia, filed a Form S-3 shelf registration statement with the SEC on October 27, 2026, covering up to $150,000,000 in aggregate securities. According to the filing, the securities may be offered and sold "from time to time after the effective date of this registration statement, as determined by market conditions." The registration covers ordinary shares represented by American Depositary Shares, warrants to purchase ordinary shares represented by ADSs, subscription rights, debt securities consisting of debentures, notes or other evidences of indebtedness, and units comprised of combinations of those securities.

The filing discloses that the company's ADSs trade on the Nasdaq Capital Market under the symbol "QNRX," with a closing price of $4.02 per ADS on October 23, 2026. The public float was calculated at approximately $36,422,384, based on 161,980,105 outstanding ordinary shares represented by 4,628,003 ADSs held by non-affiliates and a per-ADS price of $7.87, which the filing identifies as "the highest closing price of our ADSs within the last 60 days prior to the date of this filing," recorded on September 3, 2026.

Because the public float remains below $75.0 million, the company disclosed it is subject to the baby shelf limitation under General Instruction I.B.6 of Form S-3, which caps public primary offering sales at no more than one-third of the public float in any 12-month period. The filing states that no securities were sold under this instruction during the preceding 12 calendar months. Specific pricing, terms, and methods of sale for any individual offering will be set out in a prospectus supplement at the time of each transaction. The filing notes that securities may be sold through underwriters, dealers, agents, or directly to purchasers.

What Was Disclosed

Quoin Pharmaceuticals filed a shelf registration statement on October 27, 2026, to register up to $150,000,000 in mixed securities, subject to public float-based limitations, with the registration not yet effective at the time of filing.