0001760542 true This Form 8-K/A ("Amendment No.1") to the Current Report on Form 8-K of HOOKIPA Pharma Inc. (the "Company"), originally filed on February 15, 2022 (the "Original Report"), is being filed to include a copy of the Amended and Restated Research Collaboration and License Agreement (the "Restated Collaboration Agreement"), by and between Hookipa Biotech GmbH ("HOOKIPA GmbH"), a wholly-owned subsidiary of the Company, and Gilead Sciences, Inc. ("Gilead"), dated February 15, 2022, as Exhibit 10.2 to the Original Report. Except as provided below, this Amendment No.1 does not otherwise update any information or exhibits as originally set forth in or filed with the Original Report. 0001760542 2022-02-15 2022-02-15 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K/A

 

(Amendment No.1)

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): February 15, 2022

 

HOOKIPA PHARMA INC.

(Exact name of Registrant as Specified in Its Charter)

 

Delaware   001-38869   81-5395687

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

350 Fifth Avenue, 72nd Floor,

Suite 7240

   
New York, New York   10118
(Address of principal executive offices)   (zip code)

 

Registrant’s telephone number, including area code: +43 1 890 63 60

 

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):

 

¨      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 exchange on which registered
Common stock, $0.0001   HOOK   The Nasdaq Global Select 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  x

 

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.  x

 

 

 

 

 

Explanatory Note

 

This Form 8-K/A (“Amendment No.1”) to the Current Report on Form 8-K of HOOKIPA Pharma Inc. (the “Company”), originally filed on February 15, 2022 (the “Original Report”), is being filed to include a copy of the Amended and Restated Research Collaboration and License Agreement (the “Restated Collaboration Agreement”), by and between Hookipa Biotech GmbH (“HOOKIPA GmbH”), a wholly-owned subsidiary of the Company, and Gilead Sciences, Inc. (“Gilead”), dated February 15, 2022, as Exhibit 10.2 to the Original Report. Except as provided below, this Amendment No.1 does not otherwise update any information or exhibits as originally set forth in or filed with the Original Report.

 

Item 1.01Entry into a Material Definitive Agreement.

 

The Restated Collaboration Agreement is incorporated by reference into Item 1.01 of the Original Report and is attached to this Amendment No.1 as Exhibit 10.1.

 

 

Item 9.01Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit
No.

 

Description

10.1   Amended and Restated Research Collaboration and License Agreement by and between Hookipa Biotech GmbH and Gilead Sciences, Inc., dated as of February 15, 2022.
104   Cover Page Interactive Data File (embedded within the Inline XBRL).

 

† Confidential portions of this exhibit have been redacted and filed separately with the Securities and Exchange Commission pursuant to a confidential treatment request in accordance with Rule 24b-2 of the Securities Exchange Act of 1934, as amended. 

 

 

 

 

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.

 

  HOOKIPA Pharma Inc.
   
Date: March 1, 2022 By: /s/ Joern Aldag
    Joern Aldag
    Chief Executive Officer
    (Principal Executive Officer)