Current Report Filing (8-k)
19 Abril 2023 - 7:03AM
Edgar (US Regulatory)
0001293310
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0001293310
2023-04-18
2023-04-18
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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
Date of Report (Date of earliest event reported):
April 18, 2023
Humanigen, Inc.
(Exact name of registrant as specified in its
charter)
Delaware
(State or other Jurisdiction of Incorporation) |
001-35798
(Commission File No.) |
77-0557236
(IRS Employer Identification No.) |
830 Morris Turnpike, 4th Floor
Short Hills, New Jersey 07078
(Address of principal executive offices and zip code)
(973) 200-3010
(Registrant's telephone number, including area code)
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 each exchange on which registered |
Common Stock |
HGEN |
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. ¨
On April 18, 2023, Humanigen, Inc. (the “Company”)
was notified that it had been granted an extension until August 21, 2023 to demonstrate compliance with all applicable requirements for
listing of the Company’s common stock on Nasdaq by the Nasdaq Hearings Panel (the “Panel”), subject to the Company’s
compliance with the Panel’s requirements for periodic updates relating to the status of the Company’s progress against achievement
of the compliance plan presented at the April 6, 2023 hearing with the Panel.
There can be no assurance that the Company
will be successful in its execution of its compliance plan or otherwise regain compliance with the applicable Nasdaq listing requirements
within the extended compliance period.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING
STATEMENTS
This Current Report on Form 8-K (“Form 8-K”) contains
forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this
Form 8-K that do not relate to matters of historical fact should be considered forward-looking statements, including, but not
limited to, statements regarding the Company’s plans to regain compliance with applicable listing requirements within the extended
compliance period. These forward-looking statements are subject to risks and uncertainties, including the important factors discussed
under the caption “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended
December 31, 2022 filed with the U.S. Securities and Exchange Commission (“SEC”), as updated in the Company’s Quarterly
Reports on Form 10-Q, and the Company’s other filings with the SEC, which could cause actual results to differ materially from
those indicated by the forward-looking statements made in this Form 8-K. Any forward-looking statements speak
only as of the date of this Form 8-K and are based on information available to the Company as of the date of this Form 8-K, and the
Company assumes no obligation to, and does not intend to, update any forward-looking statements, whether as a result of new
information, future events or otherwise.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
Exhibit
No. |
|
Description |
|
|
104 |
|
Cover Page Interactive Data File (embedded within Inline XBRL document). |
SIGNATURE
Pursuant to the requirements of the Securities and
Exchange Act of 1934, the Registrant has caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
|
HUMANIGEN, INC. |
|
|
|
Dated: April 19, 2023 |
By: |
/s/ Cameron Durrant |
|
Name: |
Cameron Durrant |
|
Title: |
Chairman of the Board and Chief Executive Officer |
Humanigen (NASDAQ:HGEN)
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