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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

 

March 1, 2023

Date of Report (Date of earliest event reported)

 

 

 

Aprea Therapeutics, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware 001-39069 84-2246769
(State or other jurisdiction
of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

     

3805 Old Easton Road

Doylestown, PA

(Address of principal executive offices)

 

18902

(Zip Code)

       

Registrant's telephone number, including area code: (617) 463-9385

 

(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 each exchange on

which registered

Common stock, par value $0.001 per share   APRE   NASDAQ Global Select Market

 

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

 

 

 

 

 

 

Item 8.01Other Events.

 

As previously disclosed, on September 12, 2022, Aprea Therapeutics, Inc. (the “Company”) received a deficiency letter from the Listing Qualifications Department of the Nasdaq Stock Market (“Nasdaq”) notifying the Company that, for the preceding 30 consecutive business days, the closing bid price for the Company’s common stock was below the minimum $1.00 per share requirement for continued inclusion on The Nasdaq Global Select Market pursuant to Nasdaq Listing Rule 5450(a)(1) (the “Bid Price Requirement”).

 

On March 1, 2023, the Company received written notification from Nasdaq confirming that the Company’s common stock had a closing price of $1.00 per share or greater for the last ten consecutive trading days from February 14, 2023 to February 28, 2023 and that as a result, the Company has regained compliance with the Bid Price Requirement and that the matter is now closed.

 

The Company issued a press release on March 1, 2023, announcing that it had regained compliance with the Bid Price Requirement. The full text of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

 

Item 9.01Financial Statements and Exhibits.

 

(d)       Exhibits.

 

Exhibit
Number
 
  Description  
99.1   Aprea Therapeutics, Inc. press release dated March 1, 2023.  
     
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.

 

  Aprea Therapeutics, Inc.
   
Dated: March 1, 2023 By: /s/ Oren Gilad
  Name: Oren Gilad
  Title: President and Chief Executive Officer

 

 

 

Exhibit 99.1

 

Aprea Therapeutics Regains Compliance with Nasdaq Minimum Bid Price Requirement

 

DOYLESTOWN, PA, March 1, 2023 (GLOBE NEWSWIRE) – Aprea Therapeutics, Inc. (Nasdaq: APRE) (“Aprea”, or the “Company”), a biopharmaceutical company focused on developing novel synthetic lethality-based cancer therapeutics targeting DNA damage response (DDR) pathways, today announced that it received formal notice from The Nasdaq Stock Market ("Nasdaq") stating that the Company has regained compliance with Nasdaq's minimum bid price for continued listing on the Nasdaq Global Select Market as set forth in Nasdaq Listing Rule 5450(a)(1) ("Min Bid Price Rule").

 

“We are excited about regaining compliance and we believe our recent financing, which was supported by quality institutions, has strengthened our balance sheet and enabled the Company to continue developing its clinical asset, ATRN-119, and its pre-clinical asset ATRN-W1051” said Oren Gilad, Ph.D., President and Chief Executive Officer of Aprea Therapeutics.

 

About Aprea Therapeutics, Inc.

 

Aprea Therapeutics, Inc. is a biopharmaceutical company headquartered in Doylestown, Pennsylvania, focused on developing and commercializing novel synthetic lethality-based cancer therapeutics targeting a critical pathway and some of the most central targets in DDR and cancer progression. The Company’s lead program is ATRN-119, a clinical-stage small molecule ATR inhibitor being developed for solid tumor indications. Our WEE1inhibitor is being advanced to IND submission. For more information, please visit the company website at www.aprea.com.

 

The Company may use, and intends to use, its investor relations website at https://ir.aprea.com/ as a means of disclosing material nonpublic information and for complying with its disclosure obligations under Regulation FD.

 

Forward Looking Statement

 

Certain information contained in this press release includes “forward-looking statements”, within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, related to our study analyses, clinical trials, regulatory submissions, and projected cash position. We may, in some cases use terms such as “future,” “predicts,” “believes,” “potential,” “continue,” “anticipates,” “estimates,” “expects,” “plans,” “intends,” “targeting,” “confidence,” “may,” “could,” “might,” “likely,” “will,” “should” or other words that convey uncertainty of the future events or outcomes to identify these forward-looking statements. Our forward-looking statements are based on current beliefs and expectations of our management team that involve risks, potential changes in circumstances, assumptions, and uncertainties. Any or all of the forward-looking statements may turn out to be wrong or be affected by inaccurate assumptions we might make or by known or unknown risks and uncertainties. These forward-looking statements are subject to risks and uncertainties including risks related to the success and timing of our clinical trials or other studies, risks associated with the coronavirus pandemic and the other risks set forth in our filings with the U.S. Securities and Exchange Commission. For all these reasons, actual results and developments could be materially different from those expressed in or implied by our forward-looking statements. You are cautioned not to place undue reliance on these forward-looking statements, which are made only as of the date of this press release. We undertake no obligation to publicly update such forward-looking statements to reflect subsequent events or circumstances.

 

Source: Aprea Therapeutics, Inc.

 

Investors and Media:

 

aprea@argotpartners.com

212-600-1902