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): March 27, 2025
Equillium, Inc.
(Exact name of Registrant as Specified in Its Charter)
Delaware |
001-38692 |
82-1554746 |
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
2223 Avenida de la Playa Suite 105 La Jolla, CA |
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92037 |
(Address of Principal Executive Offices) |
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(Zip Code) |
Registrant’s Telephone Number, Including Area Code: (858) 240-1200
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 Instruction 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 |
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Trading Symbol(s) |
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Name of each exchange on which registered |
Common Stock, par value $0.0001 per share |
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EQ |
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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 2.02 Results of Operations and Financial Condition.
On March 27, 2025, Equillium, Inc. (the “Company”) announced its financial results for the fourth quarter and full year ended December 31, 2024 in the press release attached hereto as Exhibit 99.1 and incorporated herein by reference.
The information in this Item 2.02 of this Current Report on 8-K, including Exhibit 99.1, is furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information shall not be deemed incorporated by reference into any other filing with the Securities and Exchange Commission made by the Company, whether made before or after today’s date, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific references in such filing.
Item 9.01 Financial Statements and Exhibits.
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(d) |
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Exhibit Number |
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Description. |
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99.1 |
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document).
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SIGNATURE
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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EQUILLIUM, INC. |
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Date: March 27, 2025 |
By: /s/ Bruce D. Steel |
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Bruce D. Steel |
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President and Chief Executive Officer |
Exhibit 99.1
Equillium Reports Fourth Quarter and Full Year 2024 Financial Results and Recent Corporate and Clinical Highlights
Announced topline data from the Phase 3 EQUATOR study in first-line acute graft-versus-host disease
Breakthrough Therapy designation and meeting request to discuss potential for Accelerated Approval submitted to FDA, feedback expected during May 2025
LA JOLLA, California, March 27, 2025 – Equillium, Inc. (Nasdaq: EQ), a clinical-stage biotechnology company leveraging a deep understanding of immunobiology to develop novel therapeutics to treat severe autoimmune and inflammatory disorders, today announced financial results for the fourth quarter and full year 2024, as well as corporate and clinical highlights.
“This morning, following considerable efforts by our clinical team, we announced topline data from the Phase 3 EQUATOR study evaluating itolizumab in first-line treatment of acute graft-versus-host disease,” said Bruce Steel, chief executive officer at Equillium. “While we did not meet Day 29 outcomes of complete response - our primary endpoint - and overall response rate, itolizumab did demonstrate statistically significant and clinically meaningful benefit in important longer-term outcomes, including complete response at Day 99, duration of complete response and failure-free survival. These longer-term outcomes are critically important for aGVHD patients – a rare disease with no approved therapies and overall survival at one-year as low as 40 percent. Based on these data and prior FDA guidance, we have submitted a request for Breakthrough Therapy designation and have been granted a meeting with the FDA to discuss the potential for Accelerated Approval of itolizumab for first-line treatment of aGVHD, an indication where itolizumab has already received Orphan Drug and Fast Track designations. We expect feedback from the FDA during May 2025 and, if positive, subject to raising additional capital, we would plan to submit a biologics license application during the first half of 2026.”
Recent Corporate & Clinical Highlights:
1 mITT: data shown under modified intent-to-treat analysis (removes three enrolled patients that did not receive any study treatment)
Anticipated Upcoming Milestones:
Fourth Quarter and Full Year 2024 Financial Results
Revenue for the fourth quarter of 2024 was $4.4 million, compared with $9.2 million for the same period in 2023. For the full year of 2024, revenue was $41.1 million, compared with $36.1 million for the full year of 2023. Revenue in 2024 and 2023 consisted entirely of itolizumab development funding and amortization of the upfront payment from Ono Pharmaceutical related to the terminated Asset Purchase Agreement.
Research and development (R&D) expenses for the fourth quarter of 2024 were $7.3 million, compared with $9.2 million for the same period in 2023. For the full year of 2024, R&D expenses were $37.4 million, compared with $37.0 million for the full year of 2023. The nominal year-over-year increase in R&D expenses was driven by increases in preclinical and clinical development expenses and consulting expenses, which were partially offset by a decrease in employee compensation.
General and administrative (G&A) expenses for the fourth quarter of 2024 were $1.8 million, compared with $3.2 million for the same period in 2023. For the full year of 2024, G&A expenses were $11.9 million, compared with $13.6 million for the full year of 2023. The year-over-year decrease was driven by lower employee compensation, audit and tax professional fees, consulting expenses, and overhead costs.
Net loss for the fourth quarter of 2024 was $5.8 million, or $(0.16) per basic and diluted share, compared with a net loss of $2.3 million, or $(0.07) per basic and diluted share for the same period in 2023. Net loss for the full year of 2024 was $8.1 million, or $(0.23) per basic and diluted share, compared with a net loss of $13.3 million, or $(0.38) per basic and diluted share for the full year of 2023. The decrease in net loss for the full year was primarily due to greater revenue and to a lesser extent, lower operating expenses, which were partially offset by a decrease in other income and an increase in income tax expense.
Cash, cash equivalents and short-term investments totaled $22.6 million as of December 31, 2024, compared to $40.9 million as of December 31, 2023. Equillium believes that its cash, cash equivalents and short-term investments on the balance sheet as of December 31, 2024, are capable of funding its currently planned operations into the third quarter of 2025, based on certain assumptions and estimates that may prove to be inaccurate.
About Itolizumab
Itolizumab is a clinical-stage, first-in-class anti-CD6 monoclonal antibody that selectively targets the CD6-ALCAM signaling pathway to downregulate pathogenic T effector cells while preserving T regulatory cells critical for maintaining a balanced immune response. This pathway plays a central role in modulating the activity and trafficking of T cells that drive a number of immuno-inflammatory diseases.
About Equillium
Equillium is a clinical-stage biotechnology company leveraging a deep understanding of immunobiology to develop novel therapeutics to treat severe autoimmune and inflammatory disorders with high unmet medical need. The company’s pipeline consists of several novel immunomodulatory assets and product platform targeting immuno-inflammatory pathways.
For more information, visit www.equilliumbio.com.
Forward Looking Statements
Statements contained in this press release regarding matters that are not historical facts are “forward-looking Statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “anticipate”, “believe”, “could”, “continue”, “expect”, “estimate”, “may”, “plan”, “outlook”, “future”, “potential” and “project” and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These statements include, but are not limited to, statements regarding Equillium’s plans and strategies with respect to developing itolizumab, the impact of the data from Equillium’s Phase 3 EQUATOR study in aGVHD, the expected timeline for the presentation of additional data from clinical studies and for a potential biologics license application submission, the potential benefits of Equillium’s product candidates, the expected timing and impact of FDA feedback, including potential Accelerated Approval pathway, Equillium’s ability to raise additional capital, and Equillium’s cash runway. Because such statements are subject to risks and uncertainties, many of which are outside of Equillium’s control, actual results may differ materially from those expressed or implied by such forward-looking statements. Risks that contribute to the uncertain nature of the forward-looking statements include: Equillium’s ability to raise additional capital on terms acceptable to Equillium, or at all; Equillium’s ability to continue as a going concern; Equillium’s ability to execute its plans and strategies; risks related to performing clinical and pre-clinical studies; whether the results from clinical and pre-clinical studies will validate and support the safety and efficacy of Equillium’s product candidates; changes in the competitive landscape; and changes in Equillium’s strategic plans. These and other risks and uncertainties are described more fully under the caption "Risk Factors" and elsewhere in Equillium's
filings and reports, which may be accessed for free by visiting the Securities and Exchange Commission’s website and on Equillium’s website under the heading “Investors.” Investors should take such risks into
account and should not rely on forward-looking statements when making investment decisions. All forward-looking statements contained in this press release speak only as of the date on which they were made. Equillium undertakes no obligation to update such statements to reflect events that occur or circumstances that exist after the date on which they were made, except as required by law.
Investor Contact
Michael Moore
Vice President, Investor Relations & Corporate Communications
619-302-4431
ir@equilliumbio.com
Equillium, Inc. |
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Condensed Consolidated Balance Sheets |
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(In thousands) |
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(unaudited) |
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December 31, |
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December 31, |
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2024 |
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2023 |
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Assets |
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Cash, cash equivalents and short-term investments |
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$ |
22,575 |
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$ |
40,866 |
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Accounts receivable |
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- |
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3,735 |
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Prepaid expenses and other assets |
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2,665 |
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5,133 |
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Operating lease right-of-use assets |
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364 |
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796 |
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Total assets |
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$ |
25,604 |
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$ |
50,530 |
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Current liabilities |
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Accounts payable and other current liabilities |
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$ |
6,356 |
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$ |
11,844 |
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Current portion of deferred revenue |
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- |
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15,729 |
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Total current liabilities |
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6,356 |
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27,573 |
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Long-term operating lease liabilities |
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187 |
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384 |
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Total liabilities |
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6,543 |
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27,957 |
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Total stockholders' equity |
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19,061 |
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22,573 |
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Total liabilities and stockholders' equity |
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$ |
25,604 |
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$ |
50,530 |
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Equillium, Inc. |
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Condensed Consolidated Statements of Operations |
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(In thousands, except share and per share data) |
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(unaudited) |
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Three Months Ended |
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Year Ended |
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2024 |
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2023 |
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2024 |
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2023 |
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Revenue |
$ |
4,392 |
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$ |
9,211 |
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$ |
41,095 |
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$ |
36,084 |
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Operating expenses: |
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Research and development |
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7,314 |
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9,183 |
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37,428 |
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37,039 |
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General and administrative |
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1,775 |
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3,228 |
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11,936 |
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13,567 |
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Total operating expenses |
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9,089 |
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12,411 |
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49,364 |
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50,606 |
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Loss from operations |
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(4,697 |
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(3,200 |
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(8,269 |
) |
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(14,522 |
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Total other (expense) income, net |
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(734 |
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874 |
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563 |
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1,767 |
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Loss before income tax expense |
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(5,431 |
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(2,326 |
) |
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(7,706 |
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(12,755 |
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Income tax expense |
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361 |
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16 |
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361 |
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580 |
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Net loss |
$ |
(5,792 |
) |
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$ |
(2,342 |
) |
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$ |
(8,067 |
) |
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$ |
(13,335 |
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Net loss per share, basic and diluted |
$ |
(0.16 |
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$ |
(0.07 |
) |
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$ |
(0.23 |
) |
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$ |
(0.38 |
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Weighted-average number of common shares outstanding, basic and diluted |
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35,457,559 |
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35,153,124 |
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35,357,641 |
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34,726,384 |
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