Current Report Filing (8-k)
December 18 2019 - 4:06PM
Edgar (US Regulatory)
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):
December 16, 2019
BIOSTAGE, INC.
(Exact name of registrant as specified in
its charter)
Delaware
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001-35853
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45-5210462
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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84 October Hill Road, Suite 11, Holliston, MA
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01746
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(Address of principal executive offices)
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(Zip Code)
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Registrant's telephone number, including
area code: (774) 233-7300
(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:
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¨
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Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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¨
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Soliciting material pursuant
to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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¨
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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:
None
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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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. x
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Item 1.01.
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Entry Into a Material Definitive Agreement.
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On December 16, 2019, Biostage, Inc. (the “Company”)
entered into amendments to certain of its outstanding warrants to purchase common stock that were issued in the Company’s
private placement that closed on June 12, 2019. The warrants that were amended relate to the purchase of up to an aggregate amount
of 345,174 shares of common stock. Prior to the amendments, the warrants were exercisable until December 17, 2019, being the date
that is seven (7) weeks after the filing date of the Company’s first Investigational New Drug application with the US Food
and Drug Administration. The Company agreed to extend this exercise period in each of the amended warrants such that the exercise
termination date is now April 30, 2020. The form of the warrant amendment is filed as Exhibit 4.1 to this Current Report on Form
8-K.
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Item 9.01
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Financial Statements and Exhibits.
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Exhibit
SIGNATURE
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.
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BIOSTAGE, INC.
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(Registrant)
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December 18, 2019
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/s/ James McGorry
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(Date)
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James McGorry
Chief Executive Officer
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