UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the Month of: November 2024 (Report No.
3)
Commission File Number: 001-38428
PolyPid Ltd.
(Translation of registrant’s name into
English)
18 Hasivim Street
Petach Tikva 495376, Israel
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F:
☒
Form 20-F ☐
Form 40-F
CONTENTS
Attached hereto and incorporated
herein is PolyPid Ltd.’s (the “Registrant”) press release issued on November 29, 2024, titled “PolyPid Announces
Receipt of Nasdaq Notification of Minimum Stockholders’ Equity Non-Compliance,” a copy of which is furnished as Exhibit 99.1
to this Report of Foreign Private Issuer on Form 6-K (this “Report”).
This Report is incorporated
by reference into the Registrant’s registration statements on Form F-3 (File No. 333-276826, File No. 333-280658 and File No.
333-281863) and Form S-8 (File No. 333-239517, File No. 333-271060, File No. 333-277703 and File No. 333-280662) filed with the Securities
and Exchange Commission to be a part thereof from the date on which this report is submitted, to the extent not superseded by documents
or reports subsequently filed or furnished.
EXHIBIT INDEX
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, thereunto
duly authorized.
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POLYPID LTD. |
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Date: November 29, 2024 |
By: |
/s/ Dikla Czaczkes Akselbrad |
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Name: |
Dikla Czaczkes Akselbrad |
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Title: |
Chief Executive Officer |
3
Exhibit 99.1
PolyPid Announces Receipt of Nasdaq Notification of Minimum Stockholders’
Equity Non-Compliance
PETACH TIKVA, Israel, November 29, 2024 (GLOBE
NEWSWIRE) – PolyPid Ltd. (Nasdaq: PYPD) (“PolyPid” or the “Company”), a late-stage biopharma company aiming
to improve surgical outcomes, today announced that it has
received a written notification (the “Notification Letter”) from the Listing Qualifications staff of The Nasdaq Stock Market
LLC (“Nasdaq”) notifying the Company that it is no longer in compliance with the minimum stockholders’ equity requirement
for continued listing on the Nasdaq Capital Market, listing Rule 5550(b)(1), due to its failure to maintain a minimum of $2,500,000 in
stockholders’ equity. In the Company’s Form 6-K dated November 13, 2024, the Company reported stockholders’ equity of approximately $2,158,000
as of September 30, 2024.
In accordance
with Nasdaq rules, the Company has 45 calendar days, or until January 9, 2025, to submit a plan to regain compliance. If the plan is accepted,
Nasdaq can grant an extension of up to 180 calendar days from the date of the letter to evidence compliance. The Notification Letter has
no immediate effect on the Company’s listing on the Nasdaq Capital Market, and during the grace period, as may be extended, the
Company’s ordinary shares will continue to trade on Nasdaq under the symbol “PYPD”.
Outcome
of the unblinded interim analysis in Company’s ongoing SHIELD II Phase 3 trial evaluating D-PLEX₁₀₀ for the
prevention of abdominal colorectal surgical site infections is expected in December 2024. Under the terms of the Company’s private
placement financing that closed in January 2024 (“January PIPE”), the Company has
the potential to secure an additional $18.5 million if the unblinded interim analysis results in the stopping of the trial
due to positive efficacy and all warrants are exercised. In addition, under the terms of the private placement financing that closed in August
2024 (“August PIPE”), the Company has the potential to secure an additional $6.1 million if the unblinded
interim analysis results in either the stopping of the trial due to positive efficacy, or continuation to planned patient recruitment
(up to 630 subjects) and all warrants are exercised. The Company expects that it will be able to demonstrate compliance with the Nasdaq
stockholders’ equity requirement if warrants issued under the January PIPE and the August PIPE are exercised.
About PolyPid
PolyPid
Ltd. (Nasdaq: PYPD) is a late-stage biopharma company aiming to improve surgical outcomes. Through locally administered,
controlled, prolonged-release therapeutics, PolyPid’s proprietary PLEX (Polymer-Lipid Encapsulation matriX) technology pairs
with Active Pharmaceutical Ingredients (APIs), enabling precise delivery of drugs at optimal release rates over durations ranging
from several days to months. PolyPid’s lead product candidate D-PLEX100 is in Phase 3 clinical trial for the
prevention of abdominal colorectal surgical site infections. In addition, the Company is currently in preclinical stages to test the
efficacy of OncoPLEX for the treatment of solid tumors, beginning with glioblastoma.
For additional Company information, please
visit http://www.polypid.com and follow us on Twitter and LinkedIn.
Forward-looking Statements
This press release contains
“forward-looking statements” within the meaning of the Private Securities Litigation Reform Act and other securities laws.
Words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,”
“estimates” and similar expressions or variations of such words are intended to identify forward-looking statements. For example,
the Company is using forward-looking statements when it discusses regaining compliance with Nasdaq’s continued listing requirements,
the timing and effect thereof, and Company’s expectation that if warrants issued in the
January PIPE and August PIPE are exercised, the Company will be able to demonstrate compliance with the Nasdaq stockholders’
equity requirement. Forward-looking statements are not historical facts, and are based upon management’s current expectations,
beliefs and projections, many of which, by their nature, are inherently uncertain. Such expectations, beliefs and projections are expressed
in good faith. However, there can be no assurance that management’s expectations, beliefs and projections will be achieved, and
actual results may differ materially from what is expressed in or indicated by the forward-looking statements. Forward-looking statements
are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in the
forward-looking statements. For a more detailed description of the risks and uncertainties affecting the Company, reference is made to
the Company’s reports filed from time to time with the Securities and Exchange Commission, including, but not limited to, the
risks detailed in the Company’s Annual Report on Form 20-F filed on March 6, 2024. Forward-looking statements speak only as
of the date the statements are made. The Company assumes no obligation to update forward-looking statements to reflect actual results,
subsequent events or circumstances, changes in assumptions or changes in other factors affecting forward-looking information except to
the extent required by applicable securities laws. If the Company does update one or more forward-looking statements, no inference should
be drawn that the Company will make additional updates with respect thereto or with respect to other forward-looking statements.
References and links
to websites have been provided as a convenience, and the information contained on such websites is not incorporated by reference into
this press release. PolyPid is not responsible for the contents of third-party websites.
Contacts:
PolyPid Ltd.
Ori Warshavsky
COO – US
908-858-5995
IR@Polypid.com
Investors:
Brian Ritchie
LifeSci Advisors
212-915-2578
BRitchie@lifesciadvisors.com
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