Current Report Filing (8-k)
29 Mars 2023 - 12:02PM
Edgar (US Regulatory)
0001614067
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0001614067
2023-03-20
2023-03-20
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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the
Securities
Exchange Act of 1934
Date
of Report (Date of earliest event reported)
March
20, 2023
Aridis
Pharmaceuticals, Inc.
(Exact
name of registrant as specified in its charter)
Delaware |
|
001-38630 |
|
47-2641188 |
(State
or other jurisdiction of
incorporation) |
|
(Commission
File
Number) |
|
(I.
R. S. Employer
Identification No.) |
983
University Avenue, Bldg. B
Los
Gatos, California 95032
(Address
of principal executive offices, including ZIP code)
(408)
385-1742
(Registrant’s
telephone number, including area code)
(Former
name or former address, if changed since last report)
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class: |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered: |
Common
Stock |
|
ARDS |
|
Nasdaq
Capital Market |
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions:
☐ |
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|
|
☐ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
|
|
☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
|
|
☐ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ☒
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Item
1.02 Termination of a Material Definitive Agreement.
On
March 20, 2023, Aridis Pharmaceuticals, Inc. (the “Company”) received written notice from MedImmune Limited
(“MedImmune”) that it has terminated that certain License Agreement by and between MedImmune and the Company dated as of
July 12, 2021, and as amended by Amendment No. 1 to License Agreement, dated as of August 9, 2021 (the “License
Agreement”), pursuant to Section 9.2.1 of the License Agreement for non-payment of the Upfront Cash Payment which was due on
December 31, 2021. The notice states that such termination shall be effective on March 30, 2023. As
a result of the termination notice, the on-going AR-320-003 Phase 3 clinical study must be put on hold. The Company does not
agree that it is in material breach of the License Agreement.
Based
on the failure of MedImmune to assist in the necessary technology transfer pursuant to Section 3.5.2 of the License Agreement, the Company
notified MedImmune on March 24, 2023 that it was in material breach of Section 3.5.2 and requested that the material breach be cured
as soon as possible.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
Date:
March 28, 2023 |
ARIDIS
PHARMACEUTICALS, INC. |
|
|
|
/s/
Vu Truong |
|
Vu
Truong |
|
Chief
Executive Officer |
Aridis Pharmaceuticals (NASDAQ:ARDS)
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