Current Report Filing (8-k)
February 12 2021 - 8:28AM
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): February 12, 2021
SIERRA ONCOLOGY, INC.
(Exact Name of Registrant as Specified in Charter)
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Delaware
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001-37490
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20-0138994
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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1820 Gateway Drive, Suite 110
San Mateo, California 94404
(Address of Principal Executive Offices) (Zip Code)
(650) 376-8679
(Registrants Telephone Number, Including Area Code)
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):
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Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
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Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communication 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:
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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, $0.001 par value
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SRRA
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The Nasdaq Global Market
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of
1933 (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. ☐
On August 6, 2020, Sierra Oncology, Inc. (the Company) entered into an Open Market Sale AgreementSM (the Sale Agreement) with Jefferies LLC (Jefferies) to sell shares of the Companys common stock, par value $0.001 per share (Shares), from time to time,
through an at the market offering program under which Jefferies acts as sales agent. The Shares are issued pursuant to the Companys effective shelf registration statement on Form S-3 (File No. 333-241443), filed with the Securities and Exchange Commission (the SEC) on August 6, 2020 and declared effective on August 13, 2020. On August 6, 2020, the Company filed a
prospectus supplement (the August Prospectus Supplement) with the SEC in connection with the offer and sale of $20 million of Shares pursuant to the Sale Agreement. As of February 11, 2021, the Company had sold approximately
$16.7 million of Shares under the August Prospectus Supplement.
On February 12, 2021, the Company filed a prospectus supplement
with the SEC in connection with the offer and sale of $30 million of Shares through an at the market offering program under the Sale Agreement (February ATM).
The legal opinion of Wilson Sonsini Goodrich & Rosati, Professional Corporation, relating to the Shares being offered in connection
with the February ATM is filed as Exhibit 5.1 to this Current Report on Form 8-K.
This Current
Report shall not constitute an offer to sell or the solicitation of an offer to buy the securities discussed herein, nor shall there be any sale of such securities in any state or jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
Item 9.01
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Financial Statements and Exhibits.
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(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.
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SIERRA ONCOLOGY, INC.
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By:
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/s/ Sukhi Jagpal
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Sukhi Jagpal
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Chief Financial Officer
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Date: February 12, 2021
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