UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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ITEM 1.01 Material Agreements.
On December 28, 2021, in connection with the dissolution of Vivo Ventures Fund V, L.P. and Vivo Ventures V Affiliates Fund, L.P. (collectively, “Vivo”), Vivo assigned all right, title and interest to all future commercial milestone payments to Soleno Therapeutics, Inc. (the “Company”) that may become due to Vivo under the terms of the Agreement and Plan of Merger and Reorganization dated December 22, 2016 related to the Company’s acquisition of Essentialis, Inc. (the “Merger Agreement”), in exchange for the Company’s payment of $1.00 to each of Vivo Ventures Fund V, L.P. and Vivo Ventures V Affiliates Fund, L.P. Vivo was eligible to receive up to approximately $8.8 million in milestone payments from the Company if all commercial milestones are achieved under the Merger Agreement.
A copy of the Assignment Agreement is attached hereto as Exhibit 10.1.
ITEM 9.01 Financial Statements and Exhibits
| (d) | Exhibits |
| Exhibit No. | Description | |
| 10.1 | Assignment Agreement effective as of December 28, 2021 by and among the Registrant and Vivo Ventures Fund V, L.P. and Vivo Ventures V Affiliates Fund, L.P. | |
| 104 | Cover Page Interactive Data File (embedded within the 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.
| SOLENO THERAPEUTICS, INC. | ||||
| Date: December 30, 2021 |
By: | /s/ Anish Bhatnagar | ||
| Anish Bhatnagar | ||||
| Chief Executive Officer | ||||