Moleculin Biotech, Inc 8-K, filed Feb 10, 2025
Moleculin Biotech, Inc. (MBRX)
8-K
2025-02-10
For: 2025-02-09
View Original
Added on
April 06, 2026
About this 8-K
Moleculin Biotech, Inc filed this 8-K on February 10, 2025, reporting on events of February 9, 2025.
Items reported
- Item 1.01: Entered into a material agreement
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): February 9, 2025
(Exact Name of Registrant as Specified in its Charter)
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(State or Other Jurisdiction of Incorporation or Organization)
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(Commission File No.)
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(Address of principal executive offices and zip code)
(713 ) 300-5160
(Registrant’s telephone number, including area code)
(Former name or former address, if changed from 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):
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Written communications 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 communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-14(c))
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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 ☐
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. ☐
Securities registered pursuant to Section 12(b) of the Act:
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The
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Item 1.01 Entry into a Material Definitive Agreement.
On February 9, 2025, Moleculin Biotech, Inc. (the “Company”) entered into a waiver and consent agreement (the “Waiver”) with an investor from the Company’s offering completed August 19, 2024 pursuant to which the investor waived certain restrictions related to the Company’s ability to enter into a “Variable Rate Transaction.” Pursuant to the Waiver, the Company agreed to: (i) to reduce the exercise price of certain warrants held by the investors to purchase an aggregate of 5,828,570 shares of common stock (the “Warrants”) to the exercise price of the Series C Warrants that may be issued pursuant to the offering proposed in the Form S-1 registration statement (file number 333-283820), (ii) amend the Warrants to include Sections 3(e), 3(f) and 3(g) of the Series C Warrants, (iii) amend the initial exercise date of the Warrants to the date the Company receives stockholder approval in connection with the Series C Warrants, and (iv) pay the investor a cash fee of $750,000 at the closing of the proposed offering.
SIGNATURE
Pursuant to the requirements of the Securities and 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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MOLECULIN BIOTECH, INC.
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Date: February 10, 2025
By: /s/ Jonathan P. Foster
Jonathan P. Foster
Chief Financial Officer
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