Current Report Filing (8-k)
December 09 2019 - 9:08AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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):
December 9, 2019
Onconova Therapeutics, Inc.
(Exact name of Registrant as specified in
its charter)
Delaware
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001-36020
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22-3627252
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(State or Other Jurisdiction
of Incorporation or Organization)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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375 Pheasant Run
Newtown, PA 18940
(267) 759-3680
(Address, Including Zip Code, and Telephone
Number, Including Area Code, of Registrant’s Principal Executive Offices)
Not Applicable
(Former name or former address, if changed
since last report)
Check the appropriate box below if the Form 8-K 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
¨ Soliciting
material pursuant to Rule 14a-12 under the Exchange Act
¨ Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act
¨ Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
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. ¨
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, par value $.01 per share
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ONTX
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The Nasdaq Stock Market LLC
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Warrants to purchase common stock
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ONTXW
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The Nasdaq Stock Market LLC
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Item 7.01 Regulation FD Disclosure.
On December 9, 2019, Onconova Therapeutics, Inc. (“Onconova”
or the “Company”) issued a press release announcing data presented from INSPIRE related abstracts at the 61st American
Society of Hematology (ASH) Annual Meeting and Exposition in Orlando, FL. A copy of the press release is attached hereto as Exhibit
99.1 and incorporated herein by reference. The presentation materials will be available on the Company’s website.
The information disclosed under this Item 7.01 (including Exhibit
99.1) is being 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 incorporated by reference in any filing under the Securities Act of 1933,
as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Forward Looking Statements
Some of the statements in this report are forward-looking statements
within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934,
as amended, and the Private Securities Litigation Reform Act of 1995, and involve risks and uncertainties. These statements relate
to the Company’s expectations regarding the INSPIRE Trial and Onconova’s other development plans. The Company has attempted
to identify forward-looking statements by terminology including “believes,” “estimates,” “anticipates,”
“expects,” “plans,” “intends,” “may,” “could,” “might,”
“will,” “should,” “approximately” or other words that convey uncertainty of future events or
outcomes. Although the Company believes that the expectations reflected in such forward-looking statements are reasonable as of
the date made, expectations may prove to have been materially different from the results expressed or implied by such forward-looking
statements. These statements are only predictions and involve known and unknown risks, uncertainties, and other factors, including
the Company’s ability to continue as a going concern, the need for additional financing, the success and timing of the Company’s
clinical trials and regulatory approval of protocols, our collaborations and those discussed under the heading “Risk Factors”
in the Company’s most recent Annual Report on Form 10-K and quarterly reports on Form 10-Q.
Any forward-looking statements contained
in this report speak only as of its date. The Company undertakes no obligation to update any forward-looking statements contained
in this report to reflect events or circumstances occurring after its date or to reflect the occurrence of unanticipated events.
Item 9.01 Financial Statements
and Exhibits.
(d) Exhibits.
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
Dated: December 9, 2019
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Onconova Therapeutics, Inc.
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By:
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/s/ Mark Guerin
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Name: Mark Guerin
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Title: Chief Financial Officer
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