Statement of Changes in Beneficial Ownership (Form 4)

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person * Scilex Holding Co 2. Issuer Name and Ticker or Trading Symbol Semnur Pharmaceuticals, Inc. [SMNR] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 960 SAN ANTONIO RD 3. Date of Earliest Transaction (Month/Day/Year) 06/15/2026 (Street) PALO ALTO, CA 94303 4. If Amendment, Date Original Filed (Month/Day/Year) 6. Individual or Joint/Group Filing (Check Applicable Line) ___ Form filed by One Reporting Person _X_ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 06/15/2026 J(1)(2) 7,034,737(1)(2) D $ 0 174,770,112 I By Scilex, Inc. Common Stock 500,000 D Common Stock 6,250,000 I By Scilex Bio, Inc.

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Scilex Holding Co 960 SAN ANTONIO RD PALO ALTO, CA 94303		X
Scilex, Inc. 960 SAN ANTONIO RD PALO ALTO, CA 94303		X

Signatures

/s/ Henry Ji, Scilex Holding Company, Chief Executive Officer, President and Chairperson		06/26/2026
**Signature of Reporting Person		Date
/s/ Henry Ji, Scilex, Inc., Chief Executive Officer and President		06/26/2026
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	On June 15, 2026, the Reporting Person paid its previously announced stock dividend (the "Dividend") consisting of an aggregate of 13,972,900 shares of common stock of Semnur Pharmaceuticals, Inc. ("Semnur") held by the Reporting Person (the "Dividend Shares") to record holders of (i) the Reporting Person's common stock, (ii) certain warrants to purchase the Reporting Person's common stock and (iii) certain notes convertible into shares of the Reporting Person's common stock as of June 1, 2026 (the "Record Date" and the holders referenced in clauses (ii) and (iii), the "Additional Participating Holders").
(2)	An aggregate of 6,938,163 Dividend Shares are being held in abeyance by the Reporting Person for the benefit of the Additional Participating Holders who may be entitled to such shares pursuant to the terms of the applicable warrants and convertible notes following the exercise or conversion thereof, and at the time such shares are distributed to the applicable warrantholders and noteholders, the Reporting Person will file a Form 4 reporting such distribution.

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