Amended Current Report Filing (8-k/a)
May 03 2021 - 3:34PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K/A
AMENDMENT
NO. 1 TO
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): May 2, 2021
SONNET
BIOTHERAPEUTICS HOLDINGS, INC.
(Exact
name of registrant as specified in its charter)
Delaware
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001-35570
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20-2932652
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(State
or other jurisdiction
of
incorporation)
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(Commission
File
Number)
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(IRS
Employer
Identification
No.)
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100
Overlook Center, Suite 102
Princeton,
New Jersey 08540
(Address
of principal executive offices)
Registrant’s
telephone number, including area code: (609) 375-2227
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:
[ ]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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[ ]
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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[ ]
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
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Trading
Symbol(s)
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Name
of each exchange on which registered
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Common
Stock, $0.0001 Par Value
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SONN
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The
Nasdaq Stock Market LLC
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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. [ ]
EXPLANATORY
NOTE
This
Amendment No. 1 to Form 8-K (“Form 8-K/A”) amends the Current Report on Form 8-K filed by Sonnet BioTherapeutics Holdings,
Inc. (the “Company”), with the Securities and Exchange Commission (“SEC”) on May 3, 2021 (the “Original
Filing”). This Form 8-K/A is being filed solely for the purposes of restating the list of countries that comprise the “Exclusive
Territory,” as defined below, because the Original Filing omitted three countries that are included in the list in the Agreement
(as defined below). This Form 8-K/A does not change any of the other information contained in the Original Filing except as specifically
set forth herein. This Form 8-K/A continues to speak as of the date of the Original Filing and we have not updated or amended
any disclosures, except as specifically set forth herein, contained in the Original Filing to reflect events that have occurred
since the time of the Original Filing.
Item
1.01. Entry into a Material Definitive Agreement.
On
May 2, 2021, Sonnet BioTherapeutics Holdings, Inc. (the “Company” or “Sonnet”) entered into
a License Agreement (the “Agreement”) with New Life Therapeutics PTE, LTD., a company organized under the laws
of Singapore (“New Life”). Pursuant to the Agreement, Sonnet granted New Life an exclusive license (with the
right to sublicense) to develop and commercialize pharmaceutical preparations containing a specific recombinant human interleukin-6
(or any derivatives, fragments or conjugates thereof) (the “Compound”) (such preparations, the “Products”)
for the prevention, treatment or palliation of diabetic peripheral neuropathy in humans (the “DPN Field”) in
Malaysia, Singapore, Indonesia, Thailand, Philippines, Vietnam, Brunei, Myanmar, Lao PDR and Cambodia (the “Exclusive
Territory”).
SIGNATURE
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.
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Sonnet
BioTherapeutics Holdings, Inc.
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a
Delaware corporation
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(Registrant)
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Date:
May 3, 2021
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By:
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/s/
Pankaj Mohan, Ph.D.
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Name:
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Pankaj
Mohan, Ph.D.
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Title:
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Chief
Executive Officer
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