{"url_path":"/sec/gtbp/10-q/2026/item-1","section_key":"item-1","section_title":"Item 1 Legal Proceedings**","topic":"sec","document":{"doc_type":"10-Q","doc_date":"2026-05-15","source_url":"https://www.sec.gov/Archives/edgar/data/109657/0001493152-26-023346-index.html","accession_number":"0001493152-26-023346","cik":"0000109657","ticker":"GTBP","issuer_name":"GT Biopharma, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/109657/0001493152-26-023346-index.html","primary_entity_key":"0000109657","primary_entity_name":"GT Biopharma, Inc."},"word_count":1032,"has_tables":true,"body_markdown":"**Item\n1. Legal Proceedings**\n\n** **\n\n**Ohri\nMatter**\n\n \n\nOn\nJuly 22, 2024, the Company filed an AAA Arbitration Demand against Manu Ohri, its former Chief Financial Officer. In the demand, the\nCompany asserts claims against Mr. Ohri for breach of his fiduciary duties and breach of contract and seeks a declaratory judgment providing\nthat the Company may characterize Mr. Ohri’s termination as “for cause” under his employment agreement, and that the\nCompany may revoke the separation agreement entered into between the Company and Mr. Ohri prior to the Company learning of Mr. Ohri’s\nbreaches. In addition to the declaratory judgment, the Company seeks damages arising from Mr. Ohri’s violations, and attorneys’\nfees and any forum and arbitration fees. On September 3, 2024, Mr. Ohri filed both a general denial of the Company’s claims against\nhim and counterclaims for breach of his employment agreement and separation agreement. The final hearing date, originally scheduled for June 10, 2025, was postponed\nto October 6-8, 2026, in order to allow the parties to mediate the dispute. Mediation was held on March 31, 2026.\n\n \n\n**TWF\nGlobal Matter**\n\n \n\nOn\nMay 24, 2023, TWF Global, LLC (“TWF”) filed a Complaint in the California Superior Court for the County of Los Angeles naming\nthe Company as defendant. The complaint alleges that TWF is the holder of two Convertible Promissory Notes (“Notes”) and\nthat the Company did not deliver shares of common stock due on conversion in February 2021. TWF was seeking per diem liquidated damages\nbased on the terms of alleged Notes. On July 14, 2023, the Company filed a motion to dismiss for improper forum because the terms of\nthe Notes, as alleged, require disputes to be filed in New York state and federal courts. TWF voluntarily dismissed its complaint before\nthe California Superior Court of Los Angeles without prejudice. The Company subsequently filed a summons and complaint for interpleader\nagainst TWF and Z-One, LLC before the Supreme Court of the State of New York County of New York, asking the Supreme Court to determine\nif the Company’s shares of common stock should be registered to TWF or Z-One LLC, as both of these entities have made conflicting\ndemands for the shares. On February 5, 2024, the Company filed a motion for entry of default against TWF, seeking an order directing\nthe Company to register the shares of common stock in the name of Z-One, LLC and that the Company be released from all associated liability\nand claims. The Court denied the motion without prejudice and agreed to reconsider the motion without further briefing upon the filing\nof a supplemental party affidavit. On May 9, 2024, Z-One, LLC filed a motion for summary judgement seeking dismissal of the action, representing\nthat Z-One, LLC and TWF have settled their dispute over the entitlement to the Company’s shares of common stock and there is no\nremaining dispute before the Court. On May 21, 2024, the Company filed a supplemental affidavit in support of its motion for entry of\ndefault. On November 14, 2024, the Court held a hearing on the parties’ motions, at which the Court found that the motion for entry\nof default was mooted by the settlement agreement between Z-One, LLC and TWF. The Court ordered that the case be dismissed. On February\n17, 2025, Z-One, LLC filed a Summons with Notice in the Supreme Court of the State of New York, County of New York. The Company then\nfiled a demand that Z-One, LLC serve a complaint, and on June 25, 2025, Z-One, LLC filed a Complaint alleging that it is the holder,\neither originally or by assignment, of a Convertible Note in the principal amount of $150,000, that the Company breached the Convertible\nNote by failing to deliver conversion shares to Z-One, LLC, and that the Company owes it damages in excess of $500,000. On August 26,\n2025, the Company filed a motion to dismiss the Complaint in its entirety for lack of standing and failure to state a cause of action.\nOn February 27, 2026, the court issued a Decision and Order granting the Company’s motion and dismissing the claims asserted in\nthe Complaint in their entirety and with prejudice. On March 26, 2026, Z-One, LLC filed a notice of appeal of the February 27, 2026 dismissal. Z-One, LLC has until September 25,\n2026 to perfect its appeal.\n\n \n\n27\n\n \n\n \n\n**Silberfein,\nDiPietro, and Werthman Trust Matters**\n\n** **\n\nOn\nJuly 8, 2025, Coby Silberfein filed a summons with notice in the State of New York Supreme Court for the County of New York naming the\nCompany as defendant seeking damages for breach of a securities purchase agreement and convertible note in the principal amount of $100,000.\nOn July 8, 2025, Justin DiPietro filed a summons with notice in the State of New York Supreme Court for the County of New York naming\nthe Company as defendant seeking damages for breach of a securities purchase agreement and convertible note in the principal amount of\n$100,000. On July 9, 2025, Phillip Werthman Trust filed a summons with notice in the State of New York Supreme Court for the County of\nNew York naming the Company as defendant seeking damages for breach of a securities purchase agreement and convertible note in the principal\namount of $100,000. The three summons with notice are identical and allege that the plaintiffs are holders of convertible notes and that\nthe Company breached the convertible notes by failing to deliver shares of common stock due on conversion in in 2021. Plaintiffs are\nseeking specific performance and damages. On August 12, 2025, the Company filed demands that the plaintiffs serve complaints. On September\n2, 2025, each plaintiff served a Complaint similar in substance to the summons, except that Plaintiff Silberfein now alleges breach of\na convertible note with a principal amount of $150,000, rather than $100,000. Each plaintiff alleges that the Company breached a convertible\nnote by failing to deliver conversion shares to the plaintiff holder, and that the Company owes damages in excess of $500,000. The Company has reached a settlement in principle with the Plaintiffs and is finalizing the terms of the settlement\nagreements. However, if the lawsuit proceeds, the Company intends to seek dismissal of the complaints."}