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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): February 6, 2025
Kairos
Pharma, Ltd.
(Exact
name of registrant as specified in its charter)
Delaware |
|
001-42275 |
|
46-2993314 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
2355
Westwood Blvd., #139
Los
Angeles CA 90064
(Address
of principal executive offices) (Zip Code)
(310)
948-2356
Registrant’s
telephone number, including area code
N/A
(Former
name or former address, if changed since last report)
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)) |
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, par value $0.001, per share |
|
KAPA |
|
NYSE
American |
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
8.01. Other Events.
On
February 6, 2025, Kairos Pharma, Ltd., a Delaware corporation (the “Company”), issued a press release announcing that the
Company presented a talk during the plenary session of the joint American Association for Cancer Research (the “AACR”) and
Japanese Cancer Association (the “JCA”) conference (the “AACR-JCA Joint Conference”), From Cancer Discovery Science
to Therapeutic Innovation, highlighting preclinical data on its glutocorticoid-induced tumor necrosis factor receptor agonist, KROS101.
AACR
and JCA hosted the 13th AACR-JCA Joint Conference from February 1 to February 5, 2025, at the Hyatt Regency Maui, in Maui,
Hawaii. The meeting series has a long tradition of bringing together outstanding researchers from the United States, Japan, and around
the world to share their findings and present the latest advances in basic, translational, and clinical cancer research. Dr. John S.
Yu, the Chief Executive Officer of the Company and Dr. Ramachandran Murali, the Vice President of Research and Development of the Company
participated in the AACR-JCA Joint Conference and introduced the preclinical data on the glutocorticoid-induced tumor necrosis factor
receptor agonist, KROS101.
A
copy of the press release is being furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The
information included in this Item 8.01, including Exhibits 99.1, is furnished and shall not be deemed “filed” for purposes
of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to liabilities
under that section, and shall not be deemed to be incorporated by reference into the filings of the Company under the Securities Act
of 1933 or the Exchange Act, regardless of any general incorporation language in such filings. This Current Report on Form 8-K will not
be deemed an admission as to the materiality of any information of the information contained in this Item 8.01, including Exhibits 99.1.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits
SIGNATURE
Pursuant
to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
Date:
February 6, 2025 |
KAIROS
PHARMA, LTD. |
|
|
|
|
By: |
/s/
John S. Yu |
|
|
John
S. Yu |
|
|
Chief
Executive Officer |
Exhibit 99.1
![](https://www.sec.gov/Archives/edgar/data/1962011/000149315225005100/ex99-1_001.jpg)
Kairos
Pharma Oral Presentation on Its Investigational Compound KROS 101 at the 13th AACR-JCA Joint Conference Supports the Compound’s
Potential as a Therapeutic for Melanoma and Glioblastoma
LOS
ANGELES – February 6, 2025 – Kairos Pharma, Ltd. (NYSE American: KAPA), a clinical-stage biopharmaceutical company, announces
that the Company presented a talk during the plenary session of the joint AACR-JCA conference, From Cancer Discovery Science to Therapeutic
Innovation, highlighting preclinical data on its glutocorticoid-induced tumor necrosis factor receptor (GITR) agonist, KROS101.
In
the talk, titled, “KROS 101: A Next-Generation GITR Agonist Boosting Anti-Tumor T Cell Responses and Reprogramming the Tumor Microenvironment,”
recent findings from the Company’s in vivo work on the compound was presented. The results, which can be found here,
demonstrated that KROS 101 is a potent GITR ligand agonist that enhances T cell infiltration, proliferation, and ability to kill cancer
cells in mouse models of melanoma and in human glioblastoma in vitro, while effectively reducing T reg-mediated suppression. KROS
101 showed significant activity in enabling T cell proliferation and killing of melanoma tumors in vivo as well as glioblastoma
tumor in vitro.
GITRL,
one of the checkpoint cytokines in the family of tumor necrosis factor ligand family, regulates T cell function in autoimmunity and cancer.
KROS 101 stabilizes the active form of GITRL and thereby reduces suppressive T-cells and enhances cytotoxic T cells. In a preclinical
study, KROS 101 reduced melanoma tumor in a human GITR knock-in mouse model compared to those in mice treated with the GITR antibody
TRX518, which was recently in clinical trials for solid cancers.
Dr.
Ramachandran Murali, VP of Research and Development at Kairos Pharma and co-inventor of KROS 101, stated, “The performance of KROS
101 as a central mediator of T cell expansion in cancer has been supported by these studies.”
Dr.
John Yu, CEO of Kairos Pharma and co-inventor, added that “the preclinical data support the potential to exploit GITR as a lever
for T cell expansion and novel therapy for cancer.”
The
American Association for Cancer Research (AACR) and Japanese Cancer Association (JCA) hosted the 13th AACR-JCA Joint Conference from
February 1-5, 2025 at the Hyatt Regency Maui, in Maui, Hawaii. The meeting series has a long tradition of bringing together outstanding
researchers from the United States, Japan, and around the world to share their findings and present the latest advances in basic, translational,
and clinical cancer research.
About
Kairos Pharma Ltd.
Based
in Los Angeles, California, Kairos Pharma Ltd. (NYSE American: KAPA) is at the forefront of oncology therapeutics, utilizing structural
biology to overcome drug resistance and immune suppression in cancer. Our lead candidate, ENV105, is an antibody that targets CD105 –
a protein identified as a key driver of resistance to various cancer treatments. Elevation of CD105 in response to standard therapy results
in resistance and disease relapse. ENV105 aims to reverse drug resistance by targeting CD105 and restore the effectiveness of standard
therapies across multiple cancer types. Currently, ENV105 is in a Phase 2 clinical trial for castrate-resistant prostate cancer and a
Phase 1 trial for lung cancer aimed at addressing significant unmet medical needs. For more information, visit kairospharma.com.
CAUTIONARY
STATEMENT CONCERNING FORWARD-LOOKING STATEMENTS
This
press release contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. You
can identify forward-looking statements as those that are not historical in nature, particularly those that use terminology such as “may,”
“should,” “expects,” “anticipates,” “contemplates,” “estimates,” “believes,”
“plans,” “projected,” “predicts,” “potential” or “hopes” or the negative
of these or similar terms. The reader is cautioned not to rely on these forward-looking statements. If underlying assumptions prove inaccurate,
or known or unknown risks or uncertainties materialize, actual results could vary materially from the expectations and projections of
Kairos Pharma. We base these forward-looking statements on our expectations and projections about future events, which we derive from
the information currently available to us. Such forward-looking statements relate to future events or our future performance. In evaluating
these forward-looking statements, you should consider various factors, including: our expectations regarding the success and/or completion
of our Phase 1 and Phase 2 clinical trials; our success in completing newly initiated clinical trials, commence new trials, and obtain
regulatory approval following the conclusion of such trials; challenges and uncertainties inherent in product research and development;
and the uncertainty regarding future commercial success. These and other factors may cause our actual results to differ materially from
any forward-looking statement. Forward-looking statements are only predictions. The forward-looking statements discussed in this press
release and other statements made from time to time by us or our representatives, may not occur, and actual events and results may differ
materially and are subject to risks, uncertainties and assumptions about us, including those described in Kairos Pharma’s prospectus
filed with the SEC. We are not obligated to publicly update or revise any forward-looking statement, and Kairos Pharma is not required
to update any forward-looking statement as a result of new information or future events or developments, except as required by U.S. federal
securities laws.
Contact:
CORE
IR
Louie
Toma
investors@kairospharma.com
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