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): August 2, 2017
Novan, Inc.
(Exact name of registrant as specified in its charter)
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| Delaware | | 001-37880 | | 20-4427682 | |
| (State or other jurisdiction of incorporation or organization) | | (Commission File Number) | | (I.R.S. Employer Identification No.) | |
4105 Hopson Road, Morrisville, North Carolina 27560
(Address of principal executive offices) (Zip Code)
(919) 485-8080
(Registrant’s telephone number, include area code)
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)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in 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 2.02. | Results of Operations and Financial Condition. |
On August 2, 2017, Novan, Inc. (the “Company”) held a webcast providing an updated corporate presentation that included certain preliminary information on the Company’s financial condition at June 30, 2017. Such information is based on the Company’s estimates as of the date of the presentation and is subject to the completion of the Company’s procedures for finalizing the Company’s financial results for the quarter ended June 30, 2017. Accordingly, the preliminary information may change, and those changes may be material. You should not place undue reliance on this preliminary estimate. The corporate presentation is furnished herewith as Exhibit 99.1 to this Current Report and is incorporated herein by reference.
In accordance with General Instruction B.2. of Form 8-K, the information contained in, or incorporated into, this Item 2.02, including the corporate presentation attached as Exhibit 99.1 to this Current Report, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any of the Company’s filings under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 7.01. | Regulation FD Disclosure. |
On August 2, 2017, the Company held a webcast providing an updated corporate presentation, as described above in Item 2.02. The corporate presentation is furnished herewith as Exhibit 99.1 to this Current Report.
Item 9.01. | Financial Statements and Exhibits. |
See the Exhibit Index which follows the signature page of this Current Report on Form 8-K, which is incorporated herein by reference.
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.
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| | | | Novan, Inc. |
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Date: August 2, 2017 | | | | By: | | /s/ G. Kelly Martin |
| | | | | | |
| | | | | | G. Kelly Martin |
| | | | | | Interim Chief Executive Officer |
EXHIBIT INDEX
| | |
Exhibit No. | | Description |
| |
99.1 | | Corporate presentation dated August 2, 2017. |
