Traws PharmaFiles Prospectus For Mixed Shelf Offering Of Up To ~$139.2M

Traws Pharma, Inc. $139,185,641.25 Common Stock Preferred Stock Debt Securities Warrants Units This prospectus covers our offer and sale from time to time of any combination of common stock, preferred stock, debt securities, warrants or units described in this prospectus in one or more offerings.

This prospectus provides a general description of the securities we may offer and sell.

Each time we offer and sell securities we will provide specific terms of the securities offered in a supplement to this prospectus.

The prospectus supplement will also describe the specific manner in which we will offer the securities and may also add, update or change information contained in this prospectus.

The aggregate offering price of all securities sold by us under this prospectus may not exceed $139,185,641.25.

You should read this prospectus and any supplement carefully before you purchase any of our securities.

This prospectus may not be used to offer and sell securities unless accompanied by a prospectus supplement.

The securities may be offered and sold by us from time to time at fixed prices, at market prices or at negotiated prices, and may be offered and sold to or through one or more underwriters, dealers or agents or directly to purchasers on a continuous or delayed basis.

See "Plan of Distribution." Our common stock is currently listed on The Nasdaq Capital Market under the symbol "TRAW." On June 29, 2026, the last reported sale price of our common stock on the Nasdaq Capital Market was $0.82 per share.