Current Report Filing (8-k)
October 11 2022 - 9:01AM
Edgar (US Regulatory)
0001401914
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Dare Bioscience, Inc.
0001401914
2022-10-10
2022-10-10
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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): October 10, 2022
DARÉ
BIOSCIENCE, INC.
(Exact
name of registrant as specified in its charter)
Delaware |
|
001-36395 |
|
20-4139823 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(I.R.S.
Employer
Identification
No.) |
3655
Nobel Drive, Suite 260
San
Diego, CA 92122
(Address
of Principal Executive Offices and Zip Code)
Registrant’s
telephone number, including area code: (858) 926-7655
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)) |
☐ |
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 |
|
DARE |
|
Nasdaq
Capital Market |
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. ☐
Item
7.01 |
Regulation
FD Disclosure. |
On
October 10, 2022, Daré Bioscience, Inc. (“Daré”) issued a press release regarding Ovaprene®, its investigational
hormone-free monthly intravaginal contraceptive, a copy of which is attached as Exhibit 99.1 to this report.
The
information contained in this Item 7.01, including in Exhibit 99.1 hereto, is being “furnished” and 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 or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”).
The information contained in this Item 7.01 and in Exhibit 99.1 shall not be incorporated by reference into any filing with the Securities
and Exchange Commission made by Daré, whether made before or after the date hereof, regardless of any general incorporation language
in such filing.
On
October 10, 2022, Daré issued a press release announcing that the U.S. Food & Drug Administration (“FDA”) approved
an Investigational Device Exemption (“IDE”) application allowing Daré to conduct a single arm, open-label pivotal contraceptive
efficacy study of Ovaprene. The clinical study will evaluate Ovaprene’s effectiveness as a contraceptive device along with its
safety and usability over a 12-month (13 menstrual cycles) duration. Initiation of recruitment for the study is targeted for mid-2023.
If successful, the study is expected to support a premarket approval (“PMA”) application to the FDA, as well as regulatory
filings in Europe and other countries worldwide, to allow for marketing approvals of Ovaprene. The FDA provided Daré with recommended
additional study design considerations. Such additional study design considerations do not need to be addressed to initiate and conduct
the study. However, implementing such study design considerations will further position the study to collect safety and effectiveness
data to support the submission of a PMA application.
Forward-Looking
Statements
Daré
cautions you that all statements, other than statements of historical facts, contained in this report, are forward-looking statements.
Forward-looking statements, in some cases, can be identified by terms such as “believe,” “may,” “will,”
“estimate,” “continue,” “anticipate,” “design,” “intend,” “expect,”
“could,” “plan,” “potential,” “predict,” “seek,” “should,” “would,”
“contemplate,” “project,” “target,” “objective,” or the negative version of these words
and similar expressions. In this report, forward-looking statements include, but are not limited to, statements relating to Dare’s
expectation that the planned pivotal clinical study of Ovaprene, if successful, would serve as the primary clinical support for future
marketing approvals, the timing of initiation of subject recruitment into the study, and the ability to successfully implement the additional
study design considerations recommended by the FDA to further support a potential PMA application. Forward-looking statements involve
known and unknown risks, uncertainties and other factors that may cause Daré’s actual results, performance or achievements
to be materially different from those expressed or implied by the forward-looking statements, including, without limitation: the risk
that positive findings in early clinical and/or nonclinical studies of a product candidate may not be predictive of success in subsequent
clinical and/or nonclinical studies of that candidate; Daré’s ability to design and conduct successful clinical trials, to
enroll a sufficient number of patients, to meet established clinical endpoints, to avoid undesirable side effects and other safety concerns,
and to demonstrate sufficient safety and efficacy of its product candidates; Daré’s dependence on third parties to conduct
clinical trials and manufacture and supply clinical trial material and commercial product; Daré’s ability to raise additional
capital when and as needed to advance its product candidates, execute its business strategy and continue as a going concern; the loss
of, or inability to attract, key personnel; general industry conditions and competition; general economic factors, including inflation,
rising interest rates and currency exchange rate fluctuations; the impact of the ongoing COVID-19 pandemic; the impact of pharmaceutical
industry regulation and health care legislation in the United States and internationally; global trends toward health care cost containment;
technological advances; new products and patents attained by competitors; Daré’s ability to accurately predict its future
financial condition, operating results and performance; Daré’s or its licensee’s ability to accurately predict future
market conditions; third-party manufacturing difficulties or delays; financial instability of international economies and sovereign risk;
difficulties developing and sustaining relationships with commercial counterparties; dependence on the effectiveness of patents owned
or licensed by Daré and other protections for innovative products; and the exposure of Daré, its commercial counterparties
and other third parties on which it relies to litigation, including patent litigation, and/or regulatory actions. Daré’s forward-looking
statements are based upon its current expectations and involve assumptions that may never materialize or may prove to be incorrect. All
forward-looking statements are expressly qualified in their entirety by these cautionary statements. For a detailed description of Daré’s
risks and uncertainties, you are encouraged to review its documents filed with the SEC including Daré’s recent filings on
Form 8-K, Form 10-K and Form 10-Q. You are cautioned not to place undue reliance on forward-looking statements, which speak only as of
the date on which they were made. Daré undertakes no obligation to update such statements to reflect events that occur or circumstances
that exist after the date on which they were made, except as required by law.
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.
|
DARÉ
BIOSCIENCE, INC. |
|
|
|
Dated:
October 11, 2022 |
By: |
/s/
Sabrina Martucci Johnson |
|
Name: |
Sabrina
Martucci Johnson |
|
Title: |
President
and Chief Executive Officer |
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