UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 1.01 Termination of a Material Definitive Agreement.
As previously disclosed, on January 5, 2024, ProMIS Neurosciences, Inc. (the “Company”) entered into an At The Market Offering Agreement (the “Agreement”) with BTIG, LLC, serving as agent (the “Agent”) with respect to an at-the-market offering program under which the Company may offer and sell, from time to time at its sole discretion, its common shares, no par value (the “Common Stock”), having an aggregate offering price of up to $25.0 million (the “Shares”) through the Agent (the “ATM Program”).
On July 21, 2025, the Company and BTIG mutually agreed to terminate the Agreement effective immediately as of July 21, 2025. The Company is not subject to any termination penalties related to the termination of the Agreement. Prior to termination, 75,862 of the Shares had been sold for gross proceeds of $190,274, and $24.8 million of the Shares remained available for sale pursuant to the Agreement. As a result of the termination of the Agreement, the Company will not offer or sell any additional shares under the ATM Program.
A copy of the Agreement was filed as Exhibit 1.1 to the Current Report on Form 8-K filed on January 5, 2024. The description of the Agreement contained in this Current Report on Form 8-K does not purport to be complete and is qualified in its entirety by reference to the copy of the Sales Agreement filed as Exhibit 1.1 to the Current Report on Form 8-K.
Item 8.01 Other Events.
On July 21, 2025, the Company announced that the U.S. Food and Drug Administration granted Fast Track Designation to PMN310, the Company’s lead therapeutic candidate in development for the treatment of Alzheimer’s disease.
In addition, the Company received Data and Safety Monitoring Board approval to dose escalate into its second 10 mg/kg dose cohort in its PMN310 Phase 1b clinical trial in Alzheimer's patients in May 2025. As of July 21, 2025, the Company had not observed any cases of amyloid-related imaging abnormalities (ARIA), including brain swelling or microhemorrhages during the trial.
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.
PROMIS NEUROSCIENCES INC. | ||
Date: July 22, 2025 | By: | /s/ Neil Warma |
Name: Neil Warma | ||
Title: Chief Executive Officer | ||