8-K
Vaxart, Inc. (VXRT)
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): August 14, 2025
Vaxart, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 001-35285 | 59-1212264 |
|---|---|---|
| (State or other jurisdiction of<br><br> <br>incorporation) | (Commission File Number) | (IRS Employer<br><br> <br>Identification No.) |
| 170 Harbor Way, Suite 300, South San Francisco, California | 94080 | |
| (Address of principal executive offices) | (Zip Code) | |
| Registrant’s telephone number, including area code: | (650) 550-3500 | |
| --- | --- | |
| Not Applicable | ||
| --- | ||
| (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 | Name of each exchange on which registered |
|---|---|---|
| Common Stock, $0.0001 par value | VXRT | * |
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. ☐
* The registrant’s common stock is quoted on the OTCQX® Best Market under the symbol “VXRT.”
| Item 7.01 | Regulation FD Disclosure. |
|---|
On August 14, 2025, Vaxart, Inc. (the “Company”) issued a press release, announcing that members of the senior management team of the Company will participate in a virtual stockholder fireside chat on Wednesday, August 20, 2025, at 4:30 p.m. ET.
A copy of the press release is attached hereto as Exhibit 99.1. The information in this Item 7.01 and Exhibit 99.1 is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, regardless of any general incorporation language in such filing.
| Item 9.01 | Financial Statements and Exhibits. |
|---|---|
| Exhibit No. | Description |
| --- | --- |
| 99.1 | Press Release, dated August 14, 2025. |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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.
| Date: August 15, 2025 | VAXART, INC. |
|---|---|
| /s/ Steven Lo | |
| Steven Lo | |
| President and Chief Executive Officer |
ex_853830.htm
Exhibit 99.1
Vaxart to Host Virtual Stockholder Fireside Chat on Wednesday, August 20 to Discuss Reverse Stock Split Proposal
- ISS and Glass Lewis, leading independent proxy advisory firms, support reverse stock split proposal -
- Webcast to begin at 4:30 p.m. ET / 1:30 p.m. PT -
SOUTH SAN FRANCISCO, Calif., August 14, 2025 — Vaxart, Inc. (OTCQX: VXRT), a clinical-stage biotechnology company developing a range of oral recombinant pill vaccines based on its proprietary delivery platform, today announced that members of the senior management team will participate in a virtual stockholder fireside chat on Wednesday, August 20, 2025 at 4:30 p.m. ET / 1:30 p.m. PT.
“Our leadership team is excited for this opportunity to connect with our stockholders directly. This fireside chat is a chance for us to answer many of the frequently asked questions from our stockholders, particularly around the rationale for a reverse stock split and the need to regain Nasdaq compliance,” said Steven Lo, Chief Executive Officer of Vaxart.
A live webcast of the fireside chat will be available on the Company’s website at www.vaxart.com or by clicking here.
Investors may submit written questions in advance of the conference call to ir@vaxart.com or through the webcast portal. A replay of the webcast will be available on the Company’s website at www.vaxart.com following the conclusion of the event.
Leading independent proxy advisory firms, Institutional Shareholder Services (“ISS”) and Glass Lewis, recommend that stockholders support the reverse stock split proposal.
Vaxart encourages all stockholders of record on July 29, 2025, who have not yet voted to do so by 11:59 p.m. Eastern Time on September 4, 2025.
If you have any questions or need assistance with voting, please contact Vaxart’s proxy solicitation firm:
Campaign Management, LLC
Toll-Free: 1-855-264-1527
Email: info@campaign-mgmt.com
About Vaxart
Vaxart is a clinical-stage biotechnology company developing a range of oral recombinant vaccines based on its proprietary delivery platform. Vaxart vaccines are designed to be administered using pills that can be stored and shipped without refrigeration and eliminate the risk of needle-stick injury. Vaxart believes that its proprietary pill vaccine delivery platform is suitable to deliver recombinant vaccines, positioning the company to develop oral versions of currently marketed vaccines and to design recombinant vaccines for new indications. Vaxart’s development programs currently include pill vaccines designed to protect against coronavirus, norovirus and influenza, as well as a therapeutic vaccine for human papillomavirus (HPV), Vaxart’s first immune-oncology indication. Vaxart has filed broad domestic and international patent applications covering its proprietary technology and creations for oral vaccination using adenovirus and TLR3 agonists.
Contact
Vaxart Media and Investor Relations:
Matt Steinberg
FINN Partners
IR@vaxart.com
(646) 871-8481