SHPH · Shuttle Pharmaceuticals Holdings, Inc.

Shuttle Pharmaceuticals Holdings, Inc. (NASDAQ: SHPH) entered into a definitive merger agreement on April 30, 2026, to acquire United Dogecoin Inc., a Dogecoin mining company. The transaction will be effected through a merger of Shuttle Merger Sub, Inc. with and into United Dogecoin, with United Dogecoin surviving as a wholly owned subsidiary of Shuttle. The merger is supported by a concurrent $11 million PIPE financing through the issuance of Series B-2 Convertible Preferred Stock and common warrants to accredited investors. The combined company is expected to become the largest publicly listed Dogecoin miner by percentage of global hashrate, targeting approximately 1.5% of the world's Dogecoin mining capacity. United Dogecoin's CEO, Ryan Trasolini, will become co-CEO of Shuttle alongside Christopher Cooper. The merger consideration consists of Series B-1 Convertible Preferred Stock, convertible into Shuttle common stock at $1.24 per share, subject to stockholder approval. Additionally, United Dogecoin equity holders may receive up to 118 million pre-funded warrants upon achieving operational milestones. The PIPE investors will receive Series B-2 Preferred Stock convertible at $1.03 per share and common warrants with a three-year term. The closing is expected on May 4, 2026, and is subject to customary conditions, including stockholder approval for the conversion of the preferred stock. The transaction represents a strategic pivot for Shuttle from pharmaceuticals to cryptocurrency mining, leveraging United Dogecoin's access to mining hardware and low-cost energy.