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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K/A

(Amendment No. 1)

 

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): May 14, 2024

 

ALLARITY THERAPEUTICS, INC.

(Exact name of registrant as specified in its charter)

 

Delaware   001-41160   87-2147982
(State or other jurisdiction
of incorporation)		   (Commission File Number)   (IRS Employer
Identification No.)

 

24 School Street, 2nd Floor,
Boston, MA		   02108
(Address of principal executive offices)   (Zip Code)

 

(401) 426-4664

(Registrant’s telephone number, including area code)

 

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(s)   Name of each exchange on which registered
Common Stock, par value $0.0001 per share   ALLR   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. ☐

 

 

 

 

 

 

Explanatory Note

 

This Amendment No. 1 on Form 8-K/A (this “Amendment No. 1”) is being filed by Allarity Therapeutics, Inc. (the “Company”) to amend the Current Report on Form 8-K filed on May 15, 2024 (the “Original Report”), solely to include certain information under Item 8.01. Except as provided herein, the disclosures made in the Original Report remain unchanged.

 

1

 

 

Item 2.02 Results of Operations and Financial Condition.

 

On May 14, 2024, the Company issued a press release announcing its financial results for its fiscal quarter ended March 31, 2024 (the “Press Release”). A copy of the Press Release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

 

Item 8.01 Other Events.

 

The Press Release discussed that the Company concluded its Phase 2 clinical trial of stenoparib early due to clear clinical benefits observed, including tumor shrinkage and long-term disease stability, in heavily pre-treated ovarian cancer patients. Using the Company’s DRP® companion diagnostic to pre-screen patients, the trial targeted those most likely to benefit. The promising results have provided sufficient proof of concept, prompting the Company to halt enrollment with the purpose of preparing a follow-on trial with FDA regulatory intent.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.   Description
99.1   Press Release, dated May 14, 2024
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

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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.

 

  Allarity Therapeutics, Inc.
   
  By: /s/ Thomas H. Jensen
    Thomas H. Jensen
    Chief Executive Officer
     
Dated: May 24, 2024    

 

 

3

 

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May 14, 2024
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Document Type 8-K/A
Amendment Flag true
Amendment Description This Amendment No. 1 on Form 8-K/A (this “Amendment No. 1”) is being filed by Allarity Therapeutics, Inc. (the “Company”) to amend the Current Report on Form 8-K filed on May 15, 2024 (the “Original Report”), solely to include certain information under Item 8.01. Except as provided herein, the disclosures made in the Original Report remain unchanged.
Document Period End Date May 14, 2024
Entity File Number 001-41160
Entity Registrant Name ALLARITY THERAPEUTICS, INC.
Entity Central Index Key 0001860657
Entity Tax Identification Number 87-2147982
Entity Incorporation, State or Country Code DE
Entity Address, Address Line One 24 School Street
Entity Address, Address Line Two 2nd Floor
Entity Address, City or Town Boston
Entity Address, State or Province MA
Entity Address, Postal Zip Code 02108
City Area Code 401
Local Phone Number 426-4664
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, par value $0.0001 per share
Trading Symbol ALLR
Security Exchange Name NASDAQ
Entity Emerging Growth Company true
Elected Not To Use the Extended Transition Period false
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