8-K
PharmaCyte Biotech, Inc. (PMCB)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
Current Report
Pursuant to Section 13 or 15(d) of the SecuritiesExchange Act of 1934
Date of Report (Date of earliest event reported): June 18, 2021
PHARMACYTE BIOTECH, INC.
(Exact Name of Registrant as Specified in its Charter)
| Nevada | 333-68008 | 62-1772151 |
|---|---|---|
| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
| 23046 Avenida de la Carlota, Suite 600Laguna Hills, CA | 92653 | |
| --- | --- | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant's telephone number, including area code: (917) 595-2850
N/A
(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:
[_] 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 exchange on which registered |
|---|---|---|
| N/A | N/A | N/A |
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 8.01 Other Events.
On June 18, 2021, PharmaCyte Biotech, Inc. (“PharmaCyte”) announced that its Annual Meeting of Stockholders, held virtually on Wednesday, June 16, 2021, has been adjourned until Wednesday, June 30, 2021, at 11:00 A.M. PDT in order to allow additional time for stockholders to vote on Proposal No. 2, the proposal to increase the authorized number of shares of capital stock. When the annual meeting is reconvened on June 30, 2021, it will continue to be held virtually at https://www.virtualshareholdermeeting.com/PMCB2021. A copy of the press release is attached as Exhibit 99.1 herein.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| 99.1 | Press Release: PharmaCyte Biotech Announces Adjournment of Annual Meeting of Shareholders, Recording of Stockholder Meeting Available. |
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| 2 |
| --- |
SIGNATURES
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.
| Dated: June 21, 2021 | PHARMACYTE BIOTECH, INC. | |
|---|---|---|
| By: | /s/ Kenneth L. Waggoner | |
| Kenneth L. Waggoner<br><br>Chief Executive Officer, President and General Counsel |
| 3 |
| --- |
Exhibit 99.1
PharmaCyte Biotech Announces Adjournment ofAnnual Meeting of Stockholders,
Recording of Stockholder Meeting Available
LAGUNA HILLS, CA, June 18, 2021--(BUSINESS WIRE)—PharmaCyte Biotech, Inc. (“Company”) (OTCQB: PMCB), a biotechnology company focused on developing cellular therapies for cancer and diabetes using its signature live-cell encapsulation technology, Cell-in-a-Box^®^, announced today that its 2021 Annual Meeting of Stockholders, held on June 16, 2021, has been adjourned until June 30, 2021, at 11:00 a.m. Pacific Daylight Time. The meeting was adjourned in order to allow additional time for stockholders to vote on Proposal No. 2, the proposal to increase the authorized number of shares of capital stock. The other proposals in the Company’s Proxy Statement received enough votes to pass.
When the annual meeting is reconvened on June 30, 2021, it will continue to be held virtually at
www.virtualshareholdermeeting.com/PMCB2021.
The Company’s Chief Executive Officer, Kenneth L. Waggoner, stated that, “Passage of Proposal No. 2 is critical for the Company to remain viable and for its pancreatic cancer therapy to remain in development and avoid being shelved. Without an increase in its authorized shares of common stock, the Company will be unable to continue to finance itself and its development programs, and it will likely have to cease operations. We encourage every shareholder to obtain and read the Proxy Statement and then participate in the vote. Over 49% of the outstanding shares has voted in favor of Proposal No. 2; however, more than 50% is required for passage.”
To listen to the Company’s shareholder meeting that took place on June 16, 2021, click this link:
www.virtualshareholdermeeting.com/PMCB2021.
To learn more about the Company’s pancreatic cancer therapy and how it works inside the body to treat locally advanced inoperable pancreatic cancer, we encourage you to watch the Company’s documentary video complete with medical animations at: https://www.PharmaCyte.com/Cancer.
About PharmaCyte Biotech
PharmaCyte Biotech, Inc. is a biotechnology company developing cellular therapies for cancer and diabetes based upon a proprietary cellulose-based live cell encapsulation technology known as “Cell-in-a-Box^®^.” This technology is being used as a platform upon which therapies for several types of cancer and diabetes are being developed.
PharmaCyte’s therapy for cancer involves encapsulating genetically engineered human cells that convert an inactive chemotherapy drug into its active or “cancer-killing” form. For pancreatic cancer, these encapsulated cells are implanted in the blood supply to the patient’s tumor as close as possible to the site of the tumor. Once implanted, a chemotherapy drug that is normally activated in the liver (ifosfamide) is given intravenously at one-third the normal dose. The ifosfamide is carried by the circulatory system to where the encapsulated cells have been implanted. When the ifosfamide flows through pores in the capsules, the live cells inside act as a “bio-artificial liver” and activate the chemotherapy drug at the site of the cancer. This “targeted chemotherapy” has proven effective and safe to use in past clinical trials and we believe results in little to no treatment related side effects.
PharmaCyte’s therapy for Type 1 diabetes and insulin-dependent Type 2 diabetes involves encapsulating a human liver cell line that has been genetically engineered to produce and release insulin in response to the levels of blood sugar in the human body. PharmaCyte is also considering the use of genetically modified stem cells to treat diabetes. The encapsulation of the cell lines will be done using the Cell-in-a-Box^®^ technology. Once the encapsulated cells are implanted in a diabetic patient, we anticipate that they will function as a “bio-artificial pancreas” for purposes of insulin production.
Safe Harbor
This press release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that express the current beliefs and expectations of the management of PharmaCyte. Any statements contained herein that do not describe historical facts are forward-looking statements that are subject to risks and uncertainties that could cause actual results, performance, and achievements to differ materially from those discussed in such forward-looking statements. Factors that could affect our actual results include our ability to raise the necessary capital to fund our operations and to find partners to supplement our capabilities and resources, our ability to satisfactorily address the issues raised by the FDA in order to have the clinical hold on our IND removed, as well as such other factors that are included in the periodic reports on Form 10-K and Form 10-Q that we file with the U.S. Securities and Exchange Commission. These forward- looking statements are made only as of the date hereof, and we undertake no obligation to update or revise the forward-looking statements, except as otherwise required by law, whether as a result of new information, future events or otherwise.
More information about PharmaCyte Biotech can be found at www.PharmaCyte.com. Information may also be obtained by contacting PharmaCyte’s Investor Relations Department.
Contact:
Dr. Gerald W. Crabtree
Investor Relations:
PharmaCyte Biotech, Inc.
Investor Relations Department
Telephone: 917.595.2856
Email: InvestorRelations@PharmaCyte.com