Current Report Filing (8-k)
March 15 2021 - 8:02AM
Edgar (US Regulatory)
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0001595097
2021-03-14
2021-03-14
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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
14, 2021
CORBUS
PHARMACEUTICALS HOLDINGS, INC.
(Exact
name of registrant as specified in its charter)
Delaware
|
|
001-37348
|
|
46-4348039
|
(State
or other jurisdiction
|
|
(Commission
|
|
(IRS
Employer
|
of
incorporation)
|
|
File
Number)
|
|
Identification
No.)
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500
River Ridge Drive, Norwood, MA
|
|
02062
|
(Address
of principal executive offices)
|
|
(Zip
Code)
|
Registrant’s
telephone number, including area code: (617) 963-0100
Not
Applicable
(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 (see General Instruction A.2. below):
☐
|
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))
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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
|
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Name
of Each Exchange on Which Registered
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Common
Stock, par value $0.0001 per share
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CRBP
|
|
Nasdaq
Global Market
|
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1 933 (17 CFR
§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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
2.02. Results of Operations and Financial Condition.
Corbus
Pharmaceuticals Holdings, Inc. (the “Company”) issued a press release on March 15, 2021, disclosing financial information
and operating metrics for its fiscal year ended December 31, 2020 and discussing its business outlook. A copy of the Company’s
press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item
5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
Effective
March 14, 2021, the Board of Directors of the Company adopted an amendment (the “First Amendment”) to the Company’s
Amended and Restated Bylaws, amending Section 8 of Article VI thereof to designate the federal district courts of the United States
as the exclusive forum for any complaint asserting a cause of action under the Securities Act of 1933, as amended.
The
foregoing summary and description of the provisions of the First Amendment does not purport to be complete and is qualified in
its entirety by reference to the full text of the First Amendment, a copy of which is filed as Exhibit 3.1 with this Current Report
on Form 8-K and is incorporated herein by reference.
Item
7.01. Regulation FD Disclosure.
See
“Item 2.02 Results of Operations and Financial Condition” above.
The
information in this Current Report on Form 8-K under Items 2.02 and 7.01, including the information contained in Exhibit 99.1,
is being furnished to the Securities and Exchange Commission, and shall not be deemed to be “filed” for the purposes
of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, and shall not be
deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934,
except as shall be expressly set forth by a specific reference in such filing.
Item
9.01. Financial Statements and Exhibits.
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.
|
CORBUS
PHARMACEUTICALS HOLDINGS, INC.
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|
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Dated:
March 15, 2021
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By:
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/s/
Yuval Cohen
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|
Name:
Title:
|
Yuval
Cohen
Chief
Executive Officer
|
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