8-K 1 pstv-8k_20200929.htm 8-K UNDERWRITER WARRANT AMENDMENT pstv-8k_20200929.htm









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): September 29, 2020



(Exact name of registrant as specified in its charter)



(State or other jurisdiction
of incorporation)


(Commission File Number)


(IRS Employer
Identification No.)


4200 Marathon Blvd., Suite 200, Austin, Texas 78756

(Address of principal executive offices, with zip code)


(737) 255-7194

(Registrant’s telephone number, including area code)



(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 (see General Instructions A.2. below):

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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, par value $0.001


The Nasdaq Capital Market

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. 







Item 3.03Material Modification to Rights of Security Holders.


Amendment of Underwriter Warrants

As previously disclosed, on September 24, 2019, Plus Therapeutics, Inc. (the “Company”) issued a total of 75,000 Series U warrants to H.C. Wainwright & Co., LLC, (“Wainwright”) as representatives of the underwriters of the Company’s public offering completed on September 25, 2019 (“Underwriter Warrants”). The Underwriter Warrants have a five year term from the issuance date and an exercise price of $6.25 per share of the Company’s common stock.

On September 29, 2020, the Company entered into agreements with Wainwright to amend the terms of the Underwriter Warrants (the “Underwriter Warrant Amendments”). The Underwriter Warrant Amendments modify the terms of the Underwriter Warrants to: (i) limit the Company’s obligation to make cash payments to Wainwright upon certain fundamental transactions and (ii) establish an exercise price of $2.81 per share.  

The foregoing summary and description of the Underwriter Warrant Amendments do not purport to be complete and are qualified in their entirety by reference to the complete text of such document, a form of which is filed as Exhibit 4.1 attached hereto and which is incorporated herein by reference.


Item 9.01

Financial Statements and Exhibits.

(d) Exhibits.








Form of Underwriter Warrant Amendment Agreement.









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: October 5, 2020




/s/ Marc H. Hedrick, M.D.


Marc H. Hedrick, M.D.

President and Chief Executive Office