13D Filings
CASI Pharmaceuticals, Inc.
CASI
Amendment
Ownership

19.10%

Total Shares

3,965,535

Issuer CIK

1962738

CUSIP

G1933S101

Event Date

Jan 8, 2026

Accepted

Jan 9, 2026, 06:03 AM

Reporting Persons (6)
NameType% of ClassAggregateSole VotingShared Voting
WEI-WU HE, Ph.D.
Individual
19.10%3,965,5352,130,5501,834,985
EMERGING TECHNOLOGY PARTNERS, LLC
Other
5.30%1,097,34101,097,341
ETP Global Fund L.P.
Partnership
3.70%753,2340753,234
HUIYING MEMORIAL FOUNDATION
CO
3.10%637,6440637,644
ETP BIOHEALTH III FUND, L.P.
Partnership
1.50%300,0000300,000
HE Family GRAT
Other
0.50%100,0000100,000
Disclosure Items (6)

Security Title

Ordinary Shares

Issuer Name

CASI Pharmaceuticals, Inc.

Issuer Address

1701-1702, CHINA CENTRAL OFFICE TOWER 1, BEIJING, F4, 100025

As described in Item 4 below, the Reporting Persons anticipate that, if to acquire all of the 16,810,338 ordinary shares outstanding and not currently held by the Reporting Persons and 1,000,000 ordinary shares underlying pre-funded warrants (the "Publicly Held Shares") at the price of US$1.15 per ordinary share set forth in the Proposal, an aggregate amount of approximately US$20.5 million will be used. It is anticipated that the funding for the proposed transaction will be provided by a combination of debt and equity, and that Reporting Persons as existing shareholders of the Company will roll over their equity interests in the Company to the Acquisition Vehicle.

On January 7, 2026, Dr. Wei-Wu He submitted a preliminary non-binding proposal letter to the Company's board of directors. In the Proposal Letter, Dr. Wei-Wu He proposed to acquire through an acquisition vehicle (the "Acquisition Vehicle") to be formed by him, all of the Publicly Held Shares for US$1.11 per share in cash. In connection with the Proposal, Dr. He also noted that he is willing to consider a PIPE financing of US$20 million at US$1.00 per Ordinary Share as an alternative if the Company is not considering the Proposal, to fund the Company's future financial needs. On January 9, 2026, Dr. Wei-Wu He submitted an updated preliminary non-binding proposal letter (the "Proposal Letter") to the Company's board of directors. In the Proposal Letter, Dr. He noted that in light of newly available information, he proposed to acquire through the Acquisition Vehicle all of the Publicly Held Shares for US$1.15 per share in cash (the "Proposal"). Dr. He also noted that due to the change of the circumstances, he will not consider any PIPE financing transaction as an alternative. The proposed price represents a premium of 30% to the average closing price during the last 30 trading days. If the transactions contemplated by the Proposal are completed, the Ordinary Shares would become eligible for termination of registration pursuant to Section 12(g)(4) of the Securities Act and would be delisted from the Nasdaq Stock Market. Dr. He intends to finance the transactions contemplated by the Proposal through a combination of debt and equity. Any definitive agreement entered into in connection with the transactions contemplated by the Proposal is likely to be subject to customary closing conditions, including approval by the Company's shareholders of the terms of the Proposal. The descriptions of the Proposal in this Amendment No. 11 are qualified in their entirety by reference to the Proposal, a copy of which is attached hereto as Exhibit C and incorporated herein by reference in its entirety. Except as indicated above, the Reporting Persons have no plans or proposals which relate to or would result in any of the actions specified in paragraphs (a) through (j) of Item 4 of Schedule 13D. The Reporting Persons may, at any time and from time to time, formulate other purposes, plans or proposals regarding the Company, or any other actions that could involve one or more of the types of transactions or have one or more of the results described in paragraphs (a) through (j) of Item 4 of Schedule 13D.

Percentage of Class

See rows (11) and (13) of the cover pages to this Schedule 13D for the aggregate number of Ordinary Shares and percentages of the Ordinary Shares beneficially owned by each Reporting Person. The percentage used in this Schedule 13D is calculated based upon 20,555,873 Ordinary Shares outstanding as of January 8, 2026.

Number of Shares

See rows (7) through (10) of the cover pages to this Schedule 13D for the number of Ordinary Shares as to which each Reporting Person has the sole or shared power to vote or direct the vote and sole or shared power to dispose or to direct the disposition.

Transactions

See Item 4, Purpose of Transaction.

Shareholders

No person other than the Reporting Persons is known to have the right to receive, or the power to direct the receipt of dividends from, or proceeds from the sale of, the Shares.

Date of 5% Ownership

Not applicable.

The descriptions of the principal terms of the Proposal under Item 4 are incorporated herein by reference in their entirety. To the best knowledge of the Reporting Persons, except as provided herein and disclosed before, there are no other contracts, arrangements, understandings or relationships (legal or otherwise) between the Reporting Persons and between any of the Reporting Persons and any other person with respect to any securities of the Company, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, divisions of profits or loss, or the giving or withholding of proxies, or a pledge or contingency, the occurrence of which would give another person voting power over the securities of the Company.

Exhibit A Joint Filing Agreement by and among ETP Global Fund LP, Emerging Technology Partners LLC, ETP BioHealth III Fund, LP, HE Family GRAT and Wei-Wu He, Ph.D. dated April 18, 2023. Exhibit B Non-binding Proposal Letter from Dr. Wei-Wu He to the Company's board of directors, dated January 7, 2026 Exhibit C Updated Non-binding Proposal Letter from Dr. Wei-Wu He to the Company's board of directors, dated January 9, 2026

CASI Pharmaceuticals, Inc. — Schedule 13D | 13D Filings