Pelthos Therapeutics enters merger agreement with Castle Creek

Item 1.01. Entry into a Material Definitive Agreement.

Merger Agreement

On October 30, 2026, Pelthos Therapeutics Inc., a Nevada corporation

( Pelthos or Public Company ), Credit Card Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Pelthos ( Merger Sub ), Credit Card Merger Sub II, LLC, a Delaware limited liability company and wholly owned subsidiary of Pelthos ( Merger Sub II ), Castle Creek Biosciences, Inc., a Delaware corporation ( Castle

Creek or Merger Partner ), and Paragon Biosciences, LLC, a Delaware limited liability company, as the securityholder representative (the Securityholder Representative ), entered into an Agreement and Plan of Merger (the Merger

Agreement ), pursuant to which, among other matters, and subject to the satisfaction or waiver of the conditions set forth in the Merger Agreement, Merger Sub will merge with and into Castle Creek (the First Merger ), with Castle Creek continuing as a wholly owned subsidiary of Pelthos and the surviving corporation of the First Merger, and immediately following the First Merger, Castle Creek will merge with and into Merger Sub II (the Second Merger and together with the First Merger, the Mergers ), with Merger Sub II continuing as a wholly owned subsidiary of Pelthos and the surviving company of the Second Merger. The Mergers, taken together, are intended to qualify for federal income tax purposes as a reorganization within the meaning of Section 368(a) of the Internal Revenue Code of 1986, as amended (the Code ). Capitalized terms used in this Current Report on Form 8-K but not otherwise defined have the meaning set forth in the Merger Agreement.

Consideration to Castle Creek Stockholders . At the effective time of the First Merger (the Initial Effective Time ), each share of Merger Partner Common Stock and Merger Partner Preferred Stock issued and outstanding immediately prior to the Initial Effective

Time (other than treasury shares and any Dissenting Shares) will be automatical