VKTX Viking Therapeutics Inc

Item 1.01.  Entry into a Material Definitive Agreement.

On August 1, 2019, Viking Therapeutics, Inc. (the “Company”) entered into an At-The-Market Equity Offering Sales Agreement (the “ATM Agreement”) with Stifel, Nicolaus & Company, Incorporated and Oppenheimer & Co. Inc. (each, an “Agent” and, together, the “Agents”), pursuant to which the Company may offer and sell, from time to time, through or to the Agents, as sales agent or principal (the “Offering”), up to $75.0 million shares (the “Shares”) of its common stock, par value $0.00001 per share (“Common Stock”).  Any Shares offered and sold in the Offering will be issued pursuant to the Company’s Registration Statement on Form S-3 (File No. 333-226133) filed with the Securities and Exchange Commission (the “SEC”) on July 11, 2018 (the “Form S-3”) and declared effective on July 19, 2018 and the 424(b) prospectus supplement relating to the Offering dated August 1, 2019.

In accordance with the terms of the ATM Agreement, the Company may offer and sell shares of Common Stock at any time and from time to time through or to the Agents, as sales agent or principal. Sales of Common Stock pursuant to the ATM Agreement, if any, will be made at market prices by any method that is deemed to be an “at the market offering” as defined in Rule 415 under the Securities Act of 1933, as amended (the “Securities Act”).

The Company has no obligation to sell any of the Shares, and may at any time suspend offers under the ATM Agreement. The Offering will terminate upon the earlier of (a) the sale of all of the Shares, or (b) the termination by the written notice from the Company. Each Agent shall also have the right to terminate the ATM Agreement with respect to itself by written notice to the Company.

Under the terms of the ATM Agreement, each Agent will be entitled to a commission at a fixed rate of 3.0% of the gross sales price of Shares sold through such Agent under the ATM Agreement.  The Company will also reimburse the Agents for certain expenses incurred in connection with the ATM Agreement, and agreed to provide indemnification and contribution to the Agents with respect to certain liabilities, including liabilities under the Securities Act and the Securities Exchange Act of 1934, as amended.

The Company intends to use any net proceeds from the Offering for the continued development of its VK2809, VK0214 and VK5211 programs and for general research and development, working capital and general corporate purposes.

The foregoing description of the ATM Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the ATM Agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K. A copy of the opinion of Paul Hastings LLP, counsel to the Company, relating to the validity of the shares of Common Stock to be issued in the Offering is filed with this Current Report on Form 8-K as Exhibit 5.1.

This Current Report on Form 8-K shall not constitute an offer to sell or the solicitation of an offer to buy the Shares, nor shall there be any offer, solicitation or sale of the Shares in any state or country in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or country.