Activist Investor Takes Helm at Indaptus with $6M Strategic Infusion

NEW YORK, NY – December 29, 2025 – Clinical-stage biotechnology firm Indaptus Therapeutics is undergoing a dramatic leadership and strategic overhaul following a $6 million capital infusion from activist investor David E. Lazar. In a move that closed on December 23, Mr. Lazar was appointed Co-Chief Executive Officer and Chairman of the Board, setting the stage for a potential transformation of the company and its approach to developing its novel cancer and antiviral therapies.

Jeffrey Meckler, who previously served as the sole CEO, will continue in a Co-CEO capacity and remain a member of the reconstituted board. The transaction injects critical funding into the micro-cap biotech and places a seasoned turnaround specialist at its helm, signaling an aggressive new push to maximize shareholder value and explore new strategic directions for its proprietary 'Decoy platform' technology.

A Turnaround Specialist Enters the Lab

David E. Lazar is a well-known figure in the world of activist investing, recognized for his focus on what he terms "turnaround situations" involving distressed public companies. Through his firms, Custodian Ventures LLC and Activist Investing LLC, Lazar has built a reputation for identifying undervalued companies that have fallen out of favor with Wall Street but possess underlying potential. His strategy typically involves taking a direct, hands-on role in management to restructure operations and restore shareholder value.

His track record includes leadership positions at a number of public companies. He recently served as CEO of Novabay Pharmaceuticals and previously held the roles of CEO, CFO, and director at FiEE, Inc. (formerly Minim, Inc.). This background in finance, operations, and SEC compliance gives him a formidable toolkit for reshaping a company's trajectory. His stated philosophy of finding "diamonds in the rough" and collaborating with management suggests his involvement at Indaptus will be far from passive.

Deconstructing the $6 Million Deal

The agreement provides Indaptus with $6 million in gross proceeds in exchange for two newly created series of non-voting convertible preferred stock. Mr. Lazar purchased 300,000 shares of Series AA Preferred Stock, each convertible into 20 shares of common stock, and 700,000 shares of Series AAA Preferred Stock, each convertible into 150 shares of common stock.

Crucially, the conversion of these preferred shares into what would amount to an aggregate of 111,000,000 shares of common stock is contingent upon stockholder approval. This vote is expected to take place during the company's next stockholder meeting in the first quarter of 2026. While the preferred shares are non-voting, the agreement grants Lazar significant future influence. Following stockholder approval of the conversion, he will gain the right to nominate up to three additional directors to the board, solidifying his control over the company's governance.

The board has already been reconstituted, with Avraham Ben-Tzvi joining alongside Lazar, while two previous members have stepped down. The proceeds from the investment are earmarked for company operations, covering severance costs, and for general corporate purposes, providing a much-needed runway for the firm.

The Future of the 'Decoy Platform'

At the heart of Indaptus Therapeutics is its patented 'Decoy platform' technology, a novel immunotherapeutic approach that uses attenuated and killed non-pathogenic Gram-negative bacteria. The platform is designed to activate a broad and powerful immune response against cancer and viral infections by stimulating multiple pathways—including TLR, NOD, and STING agonists—with what the company reports as reduced toxicity compared to other methods.

The lead product candidate, Decoy20, is currently in a Phase 1 clinical trial for patients with advanced solid tumors. The monotherapy portion of that study has been completed, and Indaptus has initiated a combination arm evaluating Decoy20 alongside tislelizumab, an anti-PD-1 antibody from BeiGene. Early clinical signals have been mixed but intriguing. One patient with urothelial cancer experienced a partial tumor reduction in the monotherapy study, though it was not sustained. In the combination cohort, one of the first three patients showed stable disease.

Beyond the current trial, preclinical studies have suggested the platform has broad anti-tumor activity against a range of cancers and has shown potential against chronic infections like Hepatitis B and HIV. This unmined scientific potential is likely what attracted Lazar's attention, representing a core asset that could be leveraged for significant value under new strategic guidance.

'Strategic Alternatives' on the Horizon

Both Lazar and Meckler have stated their intention to immediately begin evaluating the business and exploring "strategic alternatives" that could be "transformative for Indaptus' shareholders." In the biotech industry, this language is a clear signal that the company's future is now wide open. Such alternatives typically include mergers and acquisitions (M&A), the sale of assets, major licensing or partnership deals with larger pharmaceutical companies, or a significant pivot in research and development strategy.

This move comes at an opportune time. Projections for 2026 suggest a moderately growing M&A market in the biotech sector, driven in part by large pharmaceutical companies facing patent expirations and needing to acquire innovation to replenish their pipelines. With its unique 'Decoy platform' and a new, financially-driven leadership, Indaptus could now be positioning itself as an attractive target for a partnership or acquisition. The arrival of David Lazar marks a pivotal moment, shifting the company's narrative from one of pure scientific development to a focused quest to unlock the commercial and financial value of its core technology.