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 20, 2020
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TRACON Pharmaceuticals, Inc. |
(Exact name of registrant as specified in its charter) |
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Delaware | 001-36818 | 34-2037594 |
(State or other jurisdiction | (Commission File Number) | (IRS Employer Identification No.) |
of incorporation) | | |
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4350 La Jolla Village Drive, Suite 800 San Diego, California | 92122
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(Address of principal executive offices) | (Zip Code) |
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Registrant’s telephone number, including area code: (858) 550-0780 _______________________________________________________________________________________ |
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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 Securities Act:
Title of each class | Trading symbol(s) | Name of each exchange on which registered |
Common Stock, par value $0.001 per share | TCON | The Nasdaq Stock Market LLC |
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. ☒
On April 20, 2020, Janssen Pharmaceutica N.V. (Janssen) notified the Company that it would not opt-in to reacquire rights to TRC253 following its review of results from a Phase 2 clinical trial in metastatic castration-resistant prostate cancer. As a result, the Company retains global rights to TRC253 under the existing license and option agreement with Janssen. The Company is obligated to pay to Janssen development and regulatory based milestones totaling up to $45.0 million upon achievement of specific events and royalties in the low single digits based on annual net sales of TRC253, subject to certain specified reductions.
A press release related to the TRC253 update and issued on April 24, 2020 is attached hereto as Exhibit 99.1.
Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
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.
| | TRACON Pharmaceuticals, Inc. |
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Dated: April 24, 2020 | | |
| | By: | /s/ Charles P. Theuer, M.D., Ph.D. | |
| | | Charles P. Theuer, M.D., Ph.D. |
| | | President and Chief Executive Officer |