UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
CURRENT REPORT
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Securities Exchange Act of 1934
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Item 1.01 | Entry into a Material Definitive Agreement. |
On August 12, 2025, Armata Pharmaceuticals, Inc. (the “Company”) announced in the press release furnished hereto as Exhibit 99.1 that, on August 11, 2025, it had entered into, as borrower, a credit and security agreement (the “August 2025 Credit Agreement”) with Innoviva Strategic Opportunities LLC (“Innoviva”), a wholly owned subsidiary of Innoviva, Inc., a principal shareholder of the Company. The August 2025 Credit Agreement provides for a secured term loan facility in an aggregate amount of $15 million (the “Loan”) at an interest rate of 14.0% per annum, and has a maturity date of January 11, 2029. Repayment of the Loan is guaranteed by the Company’s domestic subsidiaries, and the Loan is secured by substantially all of the assets of the Company and the subsidiary guarantors.
The August 2025 Credit Agreement contains customary affirmative and negative covenants and representations and warranties, including financial reporting obligations and certain limitations on indebtedness, liens, investments, distributions (including dividends), collateral, investments, mergers or acquisitions and fundamental corporate changes. The August 2025 Credit Agreement also includes customary events of default, including payment defaults, breaches of provisions under the loan documents, certain losses or impairment of collateral and related security interests, the occurrence of certain events that could reasonably be expected to have a “material adverse effect” as set forth in the August 2025 Credit Agreement, certain bankruptcy or insolvency events, and a material deviation from the Company’s operating budget.
The foregoing description of the August 2025 Credit Agreement is qualified in its entirety by the full text of such document, which is filed as Exhibit 10.1, respectively, and is incorporated herein by reference.
Item 2.02Results of Operations and Financial Condition.
On August 12, 2025, the Company announced its financial results for the three and six months ended June 30, 2025, in the press release furnished hereto as Exhibit 99.1.
The information in this Item 2.02 and the attached Exhibit 99.1 is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Item 2.02 and the attached Exhibit 99.1 shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended.
Item 2.03 | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The disclosure set forth under Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.
Item 7.01 | Regulation FD Disclosure. |
On August 12, 2025, the Company issued a press release announcing the matters discussed under Item 1.01 of this Current Report on Form 8-K. The full text of the press release issued in connection with this announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information in this Item 7.01 and the attached 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. The information in this Item 7.01 and the attached Exhibit 99.1 shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended.
Item 9.01Financial Statements and Exhibits.
(d)Exhibits.
Exhibit |
| Description |
104 | Cover Page Interactive Data File (embedded within 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 12, 2025 | Armata Pharmaceuticals, Inc. | |
By: | /s/ David House | |
Name: | David House | |
Title: | Senior Vice President, Finance and Principal Financial Officer | |