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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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): April 19, 2022

 

 

PALISADE BIO, INC.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-33672

52-2007292

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

5800 Armada Drive, Suite 210

 

Carlsbad, California

 

92008

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (858) 704-4900

 

N/A

(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:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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, $0.01 par value

 

PALI

 

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 8.01 Other Events.

As previously disclosed in Palisade Bio, Inc.’s (the “Company”) Form 10-K, the Company issued May 2021 Warrants that as of December 31, 2021, were exercisable for 3,994,302 shares of the Company’s common stock at an exercise price of $3.88. Also as previously reported, 2,700,000 and 1,294,302 of these May 2021 Warrants were exchanged into shares of the Company’s common stock in cashless exercises on February 2, 2022, and March 15, 2022, respectively. Following these exercises, the May 2021 Warrants were fully exercised. For a complete description of the Company’s other outstanding common stock warrants, see the Company’s Form 10-K filed on March 17, 2022. As of April 19, 2022, the Company had 18,233,479 shares of common stock, $0.01 par value per share, outstanding.

 

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.

 

 

 

PALISADE BIO, INC.

 

 

 

 

Date:

April 19, 2022

By:

/s/Thomas M. Hallam, Ph.D.

 

 

 

Name: Thomas M. Hallam, Ph.D.

Title: Chief Executive Officer