Management Change/Compensation (Form 8-K)

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On April 21, 2026, John Monahan, Ph.D., a member of the Board of Directors (the "Board") of Scorpius Holdings, Inc., a Delaware corporation (the "Company"), notified the Company of his decision to resign, effective immediately, from his position as a member of the Board and related Committees. Mr. Monahan did not advise the Company of any disagreement with the Company on any matter relating to its operations, policies or practices.

Mr. Monahan served as a non-employee director, Chairman of the Compensation Committee of the Board, and a member of the Audit Committee of the Board and the Nominating and Governance Committee of the Board.

On April 23, 2026, Edward B. Smith, III, a member of the Board, notified the Company of his decision to resign, effective immediately, from his position as a member of the Board and related Committees. Mr. Smith did not advise the Company of any disagreement with the Company on any matter relating to its operations, policies or practices.

Mr. Smith served as a non-employee director, Chairman of the Audit Committee and the Nominating and Governance Committee of the Board, and a member of the Compensation Committee of the Board.

In addition, on April 23, 2026, Kit Foo Chye, a member of the Board, notified the Company of his decision to resign, effective immediately, from his position as a member of the Board. Mr. Chye did not advise the Company of any disagreement with the Company on any matter relating to its operations, policies or practices.

Mr. Chye served as a non-employee director and was not a member of any committees of the Board.