Current Report Filing (8-k)
March 30 2023 - 4:18PM
Edgar (US Regulatory)
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2023-03-30
2023-03-30
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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
March
30, 2023
Date of Report (Date of earliest event reported)
Aprea
Therapeutics, Inc.
(Exact name of registrant as specified in its
charter)
Delaware |
001-39069 |
84-2246769 |
(State or
other jurisdiction
of incorporation) |
(Commission
File Number) |
(IRS
Employer
Identification No.) |
|
|
|
3805 Old Easton Road
Doylestown,
PA
(Address of principal executive offices) |
18902
(Zip Code) |
|
|
|
|
Registrant's
telephone number, including area code: (617)
463-9385
(Former name or former address, if changed since last report): Not
applicable |
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 |
|
APRE |
|
The NASDAQ Stock Market LLC |
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 x
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. |
On March 30, 2023, Aprea Therapeutics,
Inc. (the “Company”) issued a press release announcing its financial results for the quarter and fiscal year ended December
31, 2022, and provided an update on the Company’s operations for the same period. The Company is furnishing a copy of the press
release, which is attached hereto as Exhibit 99.1.
In accordance with General
Instruction B.2 of Form 8-K, the information included in this Item 2.02, including Exhibit 99.1 hereto, shall not be deemed "filed"
for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject
to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing made by the Company under the Exchange
Act or Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.
Item 7.01 |
Regulation FD Disclosure. |
As previously disclosed in
Item 7.01 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on March 13, 2023, the Company
held its cash, cash equivalents, and short-term investments with Silicon Valley Bank (“SVB”). Beginning on Monday, March 13,
2023, the Company moved the majority of its cash, cash equivalents, and short-term investments held at SVB to other financial
institutions. At present, the Company holds less than 0.05% of its cash, cash equivalents, and short-term investments with SVB.
Therefore, the Company believes it does not have exposure to any liquidity concerns at SVB.
The
information furnished under this Item 7.01 shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or
subject to the liabilities of that section. The information shall not be deemed incorporated by reference into any other filing with the
Securities and Exchange Commission made by the Company, regardless of any general incorporation language in such filing.
Forward-Looking Statements
This
Current Report on Form 8-K may contain “forward-looking statements”, within the meaning of Section 27A of the Securities Act
of 1933, as amended, and Section 21E of the Exchange Act, related to our study analyses, clinical trials, regulatory submissions, and
projected cash position. We may, in some cases use terms such as “future,” “predicts,” “believes,”
“potential,” “continue,” “anticipates,” “estimates,” “expects,” “plans,”
“intends,” “targeting,” “confidence,” “may,” “could,” “might,”
“likely,” “will,” “should” or other words that convey uncertainty of the future events or outcomes
to identify these forward-looking statements. The Company’s forward-looking statements are based on current beliefs and expectations
of the Company’s management team that involve risks, potential changes in circumstances, assumptions, and uncertainties. Any or
all of the forward-looking statements may turn out to be wrong or be affected by inaccurate assumptions the Company might make or by known
or unknown risks and uncertainties. These forward-looking statements are subject to risks and uncertainties including, risks related to
the success and timing of the Company’s clinical trials or other studies, the possibility that the Company may be adversely affected
by geopolitical and other economic, business and/or competitive factors, the Company’s estimates of its financial performance, and
the other risks set forth in the Company’s filings with the U.S. Securities and Exchange Commission. For all these reasons, actual
results and developments could be materially different from those expressed in or implied by our forward-looking statements. You are cautioned
not to place undue reliance on these forward-looking statements, which are made only as of the date of this press release. The Company
undertakes no obligation to publicly update such forward-looking statements to reflect subsequent events or circumstances.
On March 30, 2023, the Company updated its corporate
presentation slide deck. A copy of the corporate presentation slide deck is filed as Exhibit 99.2 hereto and incorporated herein by reference.
|
Item 9.01 |
Financial Statements and Exhibits. |
(d) 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.
Dated: March 30, 2023 |
By: |
/s/ Oren Gilad |
|
Name: |
Oren Gilad, Ph.D. |
|
Title: |
President and Chief Executive Officer |
Aprea Therapeutics (NASDAQ:APRE)
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