8-K
Forte Biosciences, Inc. (FBRX)
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
February 1, 2022
Date of Report (Date of earliest event reported)
Forte Biosciences, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 001-38052 | 26-1243872 |
|---|---|---|
| (State or other jurisdiction<br>of incorporation) | (Commission<br>File Number) | (IRS Employer<br>Identification No.) |
| 3060 Pegasus Park Dr.<br><br>Building 6<br><br>Dallas, Texas | 75247 | |
| --- | --- | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (310) 618-6994
1124 W Carson Street
MRL Building 3-320
Torrance, California
(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 obligations 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<br>Symbol(s) | Name of each exchange<br>on which registered |
|---|---|---|
| Common Stock, par value $0.001 per share | FBRX | 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 ☒
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 1.02. | Termination of a Material Definitive Agreement. |
|---|
On February 1, 2022, Forte Biosciences, Inc. (the “Company” or “we” or “our”) provided Notice of Termination of the Patent License Agreement (the “Agreement”) by and between the Company and the National Institute of Allergy and Infectious Diseases (“NIAID”). Termination of the Agreement will be effective on April 2, 2022. Following termination of the Agreement, the Company will not be required to make any future payments under the Agreement. This description of the Agreement is qualified in its entirety by reference to the redacted text of the Agreement for confidential treatment, a copy of which was filed as Exhibit 10.18 to the Company’s Registration Statement on Form S-4 originally filed with the Securities and Exchange Commission on March 25, 2020, as amended (File No. 333-237371).
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.
| FORTE BIOSCIENCES, INC. | ||
|---|---|---|
| Date: February 2, 2022 | By: | /s/ Antony Riley |
| Antony Riley | ||
| Chief Financial Officer |