8-K: Qualigen Rebrands to AIxCrypto, Shifts to AI & Web3

Qualigen Therapeutics rebrands as AIxCrypto Holdings, Inc. and shifts its strategic focus from biotechnology to a Web3-driven decentralized AI technology platform following shareholder approval of key proposals.

Summary

• The company's corporate name will change from Qualigen Therapeutics, Inc. to AIxCrypto Holdings, Inc., effective November 14, 2025.
• The company's common stock is intended to cease trading under the ticker symbol QLGN and begin trading under the new ticker symbol AIXC on the Nasdaq Capital Market as promptly as possible.
• Shareholders approved all proposals at the 2025 annual special meeting held on November 12, 2025, with 3,282,364 shares (approximately 60.17% of outstanding voting stock) represented.
• Approved the transactions provided for in a Subscription Agreement dated September 19, 2025, including the issuance of 337,432 shares of common stock and 39,943 shares of Series B Convertible Preferred Stock in a private placement.
• Approved the issuance of common stock upon the conversion of Series B Convertible Preferred Stock in excess of the 19.99% share exchange cap.
• Approved the company's 2025 Equity Incentive Plan.
• Faraday Future Intelligent Electric Inc. is expected to become the company's majority and controlling shareholder with an estimated 55% direct equity ownership, increasing to approximately 63% including affiliated stockholders such as YT Jia and Jerry Wang.
• Faraday Future will nominate a majority of board seats prior to November 20, 2025.
• An official renaming and ticker activation ceremony will be hosted at Nasdaq Headquarters in New York on November 20, 2025, where a new business model, ecosystem structure, and three-year development roadmap will be unveiled.

Sentiment

Score: 7

Explanation: The filing outlines a clear strategic pivot with shareholder approval and significant investment from Faraday Future, indicating a strong move towards a new growth area. However, the inherent risks of such a drastic change and the lack of immediate financial performance details temper the sentiment.

Positives

• Shareholders approved all proposals, indicating strong support for the company's strategic transformation.
• The strategic pivot into AI and Web3 positions the company in high-growth technology sectors with potential for significant future opportunities.
• Faraday Future becoming a majority and controlling shareholder provides strategic backing and potential for cross-ecosystem enablement.
• The approval of the 2025 Equity Incentive Plan supports long-term talent retention and aligns management interests with shareholder value creation.

Risks

• Risks related to the company's ability to regain compliance with Nasdaq's continued listing requirements or otherwise maintain compliance in the future.
• Potential de-listing of the company's shares from The Nasdaq Capital Market due to failure to comply with Nasdaq's continued listing requirements.
• Forward-looking statements are based on current beliefs and expectations that involve risks, potential changes in circumstances, assumptions, and uncertainties, meaning actual results could differ materially.

Future Outlook

The company intends to position AIxCrypto as the world's premier gateway to the emerging AI and Web3 era. This brand evolution signifies a strategic shift from traditional biotechnology into a Web3-driven decentralized artificial intelligence technology platform. The transformation is expected to establish a reciprocal strategic enablement dynamic between AIxCrypto and Faraday Future, accelerating innovation, ecosystem integration, and long-term value creation. A new business framework, ecosystem roadmap, and three-year development strategy will be formally introduced during the November 20, 2025, ceremony.

Management Comments

• "This is more than a renaming – it represents a complete evolution of company identity, technology capability, asset infrastructure, and global user ecosystem positioning." Jerry Wang, Co-CEO of Qualigen Therapeutics.

Industry Context

This announcement reflects a broader industry trend of companies pivoting towards high-growth technology sectors like AI and Web3, often driven by investor interest and perceived future market opportunities. The integration with an electric vehicle company (Faraday Future) suggests a cross-industry play, aiming to leverage AI and Web3 for automotive or related ecosystems, indicating a move towards diversified technology applications.

Comparison to Industry Standards

• The strategic pivot from biotechnology to AI/Web3 is a significant and bold move, comparable to other companies that have undergone major rebrandings and strategic redirections to align with emerging tech trends, such as Long Blockchain Corp's (formerly Long Island Iced Tea Corp) attempt to pivot into blockchain, though with varying degrees of success.
• The involvement of Faraday Future as a majority shareholder suggests a model similar to strategic partnerships or corporate venture arms seen in the tech industry, where a larger entity takes a controlling stake to guide a smaller entity into a new strategic direction, aiming for synergistic value creation.
• The focus on "decentralized AI (DeAI)" and "Web3 asset infrastructure" aligns with cutting-edge trends in blockchain and AI, where companies like Fetch.ai or SingularityNET are developing decentralized AI networks. AIxCrypto's aim to be a "gateway" suggests an aggregation or platform play within this nascent but rapidly evolving space.

Management Changes

Corporate Governance

Related Party Transactions

• The Subscription Agreement dated September 19, 2025, involved the company and certain investors. The press release clarifies that Faraday Future Intelligent Electric Inc. is expected to become the majority and controlling shareholder, with an estimated 55% direct equity ownership, increasing to approximately 63% including affiliated stockholders such as YT Jia and Jerry Wang. This indicates a significant transaction with a related party (Faraday Future and its affiliates) that will result in a change of control.

Stakeholder Impact

• **Shareholders:** Experience a fundamental change in the company's business model, identity, and strategic direction. Potential for new growth opportunities in AI/Web3 but also significant risks associated with a major pivot. Faraday Future's majority ownership changes control dynamics and strategic influence.
• **Employees:** The shift from biotechnology to AI/Web3 will likely necessitate different skill sets and could lead to changes in workforce composition, requiring retraining or new hires.
• **Customers/Partners (Biotech):** Existing biotechnology operations and partnerships may be discontinued, de-emphasized, or divested, potentially impacting current commitments.
• **Customers/Partners (AI/Web3):** New opportunities for engagement and collaboration in the AI/Web3 space will emerge as the company defines its new ecosystem and offerings.

Next Steps

• Common stock to cease trading under QLGN and begin trading under AIXC on the Nasdaq Capital Market as promptly as possible.
• Faraday Future will nominate a majority of board seats prior to November 20, 2025.
• Governance restructuring will be completed ahead of the public renaming on November 20, 2025.
• Host an official renaming and ticker activation ceremony at Nasdaq Headquarters in New York on November 20, 2025.
• Unveil a new business model, ecosystem structure, and three-year development roadmap during the November 20 ceremony.
• Announce the newly structured Board of Directors, including the incoming Chairperson, during the November 20 event.

Key Dates

Recommendation

The company is undergoing a massive strategic pivot from biotechnology to AI/Web3, accompanied by a name change, ticker change, and a new majority shareholder (Faraday Future). While the new direction targets high-growth sectors and has shareholder approval, the execution risk for such a drastic transformation is high. Investors should hold to observe the details of the new business model, ecosystem architecture, and three-year development roadmap to be unveiled on November 20, 2025, and assess the company's ability to execute this new strategy effectively. The capital raise and new controlling shareholder provide some stability, but the long-term viability of the new venture is yet to be proven.

Keywords

AIxCrypto Holdings, Qualigen Therapeutics, AI, Web3, Decentralized AI, DeAI, Nasdaq, QLGN, AIXC, Faraday Future, Corporate Name Change, Ticker Symbol Change, Private Placement, Equity Incentive Plan, Corporate Governance, Strategic Shift