Lazar Exits Indaptus Board After Selling Control Stake for $11.2 Million
Ownership Transition
Company Background
Indaptus Therapeutics is a clinical-stage biotech that developed Decoy20, an immunotherapy platform based on attenuated bacteria intended to activate innate and adaptive immune responses. The New York-based company has no revenue and had accumulated an $83.8 million deficit as of March 31, 2026. A year ago it was fighting to stay listed on Nasdaq, receiving a bid-price deficiency notice in January 2025 before a 1-for-28 reverse stock split in June 2025 restored its compliance.
Its Phase 1 clinical program — evaluating Decoy20 in combination with the PD-1 inhibitor tislelizumab — is effectively on hold. In its first-quarter 2026 earnings press release, new CEO Junyi Dai stated the company had decided to discontinue further enrollment in the combination study and does not currently plan a new clinical trial, while it "reassesses" the Decoy platform's "preclinical data and underlying scientific rationale." Research and development spending fell from approximately $2.8 million in Q1 2025 to approximately $0.5 million in Q1 2026, reflecting the pullback.
Cash stood at $1.5 million as of March 31, 2026, down from $8.5 million at December 31, 2025. The quarterly cash statement shows $7 million in net operating outflows for Q1 2026, driven largely by a $5.2 million drawdown in accounts payable — payments tied to obligations from prior periods, including executive settlement packages negotiated in December 2025. The company has disclosed it will need to raise additional capital and cannot assure that financing will be available on acceptable terms.
What Was Disclosed
David E. Lazar and Avraham Ben-Tzvi resigned from all positions on the Indaptus board of directors, including all committee memberships, effective June 5, 2026. COO Walt A. Linscott had resigned four days earlier, effective June 1, 2026, and under a consulting agreement signed the same day will continue to advise the company. The company stated that none of the three departures resulted from any disagreement with Indaptus on matters of operations, policies, or practices.
Lazar's exit closes a compressed ownership arc. In December 2025, he purchased 300,000 shares of Series AA and 700,000 shares of Series AAA convertible preferred stock at $6.00 per share, paying $6 million in total and becoming the company's chairman, co-CEO, and largest investor. The purchase agreement gave him the right to transfer the preferred shares, and he exercised that right on March 23, 2026, selling all 700,000 Series AAA shares and 196,800 of the Series AA shares to five buyers — Yun Yao, Sino Lion Ventures Limited, Junyi Dai, Ting Yang, and Lina Deng — for an aggregate price of $11.2 million. Upon conversion of the preferred stock into common stock, those five buyers collectively hold approximately 96.2% of Indaptus's outstanding shares. Lazar had already resigned as co-CEO on March 18, 2026, while retaining his board seat; the current filing removes him entirely.
Ben-Tzvi, an Israeli attorney who was appointed to the board simultaneously with Lazar in December 2025, had prior overlapping board service with Lazar at Black Titan Corporation, OpGen, and LQR House. He had stepped off the audit committee in January 2026 when a new director was brought in, but retained his board seat until the June 5 resignation.
Why It Matters
The two departures complete what amounts to a full replacement of Indaptus's pre-December 2025 leadership. Before Lazar's investment closed, three incumbent directors — Michael Newman, Mark Gilbert, and Anthony Maddaluna — had agreed to resign upon shareholder approval of Lazar's nominees, though Maddaluna later rescinded that resignation. The prior co-CEO Jeffrey Meckler, CFO Nir Sassi, and Chief Medical Officer Roger Waltzman all left between December 2025 and April 2026. Meckler resigned on March 18, 2026, the same day the sale of Lazar's preferred stake closed and Junyi Dai was appointed CEO and Chairman. The board now consists predominantly of directors installed since March 2026: Dai, Qinglai Lu, Tim Ruan, and Yi Zhang (also disclosed under the name Johnny Fox Arrowsmith), along with holdovers Jerome Jabbour and David Natan.
The financial situation gives the incoming leadership limited runway. With $1.5 million in cash as of March 31, 2026, the company's Q1 earnings release does not provide a cash runway estimate — a departure from prior quarters, when Indaptus regularly guided investors to a specific quarter through which it expected cash to last. The company instead states simply that it will need to raise additional capital. Whether the new owners intend to restart clinical development, pursue an acquisition of an operating business (a possibility mentioned in the Q1 forward-looking disclosures), or pursue other alternatives remains undisclosed.
Lazar's biography in the December 2025 8-K discloses serial interim executive roles at distressed Nasdaq-listed companies including Novabay Pharmaceuticals, Titan Pharmaceuticals, OpGen, and LQR House, in addition to Indaptus. Ben-Tzvi's biography shows overlapping board service at several of those same companies. The filings characterize all transactions as arm's-length and do not allege any impropriety. Lazar retains 103,200 shares of Series AA preferred stock — convertible into approximately 2.06 million common shares — and the five buyers agreed to include those shares in a resale registration statement to be filed within 30 days of the March 23, 2026 closing.