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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) June 5, 2025
 
ALLARITY THERAPEUTICS, INC.
(Exact name of registrant as specified in its charter)
 
Delaware
001-41160
87-2147982
(State or other jurisdiction
of incorporation)
(Commission File Number)
(IRS Employer
Identification No.)
 
123 E Tarpon Ave,
Tarpon Springs, FL 34689
(Address of principal executive offices)
 
(401) 426-4664
(Registrant’s telephone number, including area code)
 
Not applicable
(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, par value $0.0001 per share
ALLR
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. ☐
 


 






 
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
 
On June 5, 2025, the Board of Directors (the “Board”) of Allarity Therapeutics, Inc. (the “Company”) received the resignation of Joseph W. Vazzano as director of the Company, effective June 30, 2025.
 
On June 10, 2025, the Board appointed Mr. Jesper Høiland as a director of the Company, effective as of June 30, 2025. Mr. Høiland’s term will expire at the Company’s 2026 annual meeting of stockholders or until his respective successors are duly elected and qualified. In addition, concurrent upon his appointment to the Board, he was appointed as member of the Board’s Audit Committee, Compensation Committee and Nominating and Corporate Governance Committee.
 
In connection with Mr. Høiland’s appointment as the director of the Company, he will enter into the Company’s standard form of indemnification agreement. As compensation for his services as an independent director, which is in accordance with the Company’s standard arrangements for non-employee directors, he will receive an annual retainer fee of $50,000, payable in cash. In addition, he will be eligible to receive $7,500 for serving as a member of the Audit Committee, $5,000 for serving as a member of the Compensation Committee, $4,000 for serving as a member of the Nominating and Corporate Governance Committee.
 
There are no arrangements or understandings with any other person pursuant to which Mr. Høiland was appointed as a director of the Company. Mr. Høiland has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
 
A copy of the Company’s press release announcing the resignation of Mr. Vazzano and appointment of Mr. Høiland is attached as Exhibit 99.1 to this Current Report on Form 8-K.
 
Item 9.01 Financial Statements and Exhibits.
 
(d) Exhibits.
 
Exhibit Number
 
Description
 
104
 
Cover Page Interactive Data File (embedded within the Inline XBRL document).
 






 
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.
 
Allarity Therapeutics, Inc.
 Date: June 11, 2025
By:
/s/ Thomas H. Jensen
Thomas H. Jensen
Chief Executive Officer 
 
 
EX-99.1 2 ex_829864.htm EXHIBIT 99.1 ex_829864.htm

Exhibit 99.1

 

atlogosmall.jpg

Allarity Therapeutics Announces Changes to Board of Directors

 

 

 

TARPON SPRINGS, Fla., June 11, 2025 -- Allarity Therapeutics, Inc. (“Allarity” or the “Company”) (NASDAQ: ALLR), a Phase 2 clinical-stage pharmaceutical company dedicated to developing stenoparib—a differentiated, dual PARP and WNT pathway inhibitor—as a personalized cancer treatment using its proprietary, drug-specific Drug Response Predictor (DRP®) patient selection technology—today announced that Jesper Høiland has been appointed to join the Company’s Board of Directors. He will be replacing Joseph Vazzano, who will resign from the Board effective on June 30, 2025, following his valuable contributions to Allarity’s development over the past two years.

 

Mr. Høiland is already well-acquainted with Allarity’s mission and operations, having served as a strategic consultant to the Company since October 2024.

 

Jesper Høiland is a highly respected industry leader with more than 30 years of experience in global pharmaceutical commercialization and executive leadership. He previously served as President and EVP of Novo Nordisk’s U.S. operations, where he led major product launches, pricing strategies, and infrastructure expansion. In addition, he held senior executive roles as President and CEO of Radius Health and as Global Commercial Officer at Ascendis Pharma. Mr. Høiland currently serves as Chairman of SciBase Holding AB and is a board member of ALK-Abello A/S and Flen Health SA.

 

“We are pleased to welcome Jesper Høiland to the Allarity Board during a period of growing clinical momentum,” said Jerry McLaughlin, Chairman of the Board of Directors at Allarity Therapeutics. “On behalf of the entire Board, I would also like to thank Joseph Vazzano for his contributions to Allarity. His financial expertise and thoughtful guidance helped strengthen our governance and operational focus during a critical time. We are grateful for his service and wish him the very best in his ongoing endeavors.”

 

Thomas Jensen, CEO of Allarity Therapeutics, added: “Since Jesper started working with us in his consultancy capacity, I have several times benefited from his experience and strategic advice. His deep understanding of how to prepare for the commercialization phase of an investigational drug, his extensive global network—built over decades at Novo Nordisk—and his proven leadership during periods of strategic transition at Radius Health will certainly be valuable to Allarity. It is very positive that he will now be even more closely engaged with the Company, as we prepare for the next phases of clinical development and potential later commercialization of stenoparib.”

 

About Stenoparib
Stenoparib is an orally available, small-molecule dual-targeted inhibitor of PARP1/2 and tankyrase 1/2. At present, tankyrases are attracting significant attention as emerging therapeutic targets for cancer, principally due to their role in regulating the Wnt signaling pathway. Aberrant Wnt/β-catenin signaling has been implicated in the development and progression of numerous cancers. By inhibiting PARP and blocking Wnt pathway activation, stenoparib’s unique therapeutic action shows potential as a promising therapeutic for many cancer types, including ovarian cancer. Allarity has secured exclusive global rights for the development and commercialization of stenoparib, which was originally developed by Eisai Co. Ltd. and was formerly known under the names E7449 and 2X-121.


About the Drug Response Predictor – DRP® Companion Diagnostic

Allarity uses its drug-specific DRP® to select those patients who, by the gene expression signature of their cancer, may have a high likelihood of benefiting from a specific drug. By screening patients before treatment, and only treating those patients with a sufficiently high, drug-specific DRP score, the therapeutic benefit rate may be enhanced. The DRP method builds on the comparison of sensitive vs. resistant human cancer cell lines, including transcriptomic information from cell lines, combined with clinical tumor biology filters and prior clinical trial outcomes. DRP is based on messenger RNA expression profiles from patient biopsies. The DRP® platform has shown an ability to provide a statistically significant prediction of the clinical outcome from drug treatment in cancer patients across dozens of clinical studies (both retrospective and prospective). The DRP platform, which may be useful in all cancer types and is patented for dozens of anti-cancer drugs, has been extensively published in the peer-reviewed literature.

 

About Allarity Therapeutics

Allarity Therapeutics, Inc. (NASDAQ: ALLR) is a clinical-stage biopharmaceutical company dedicated to developing personalized cancer treatments. The Company is focused on development of stenoparib, a novel PARP/tankyrase inhibitor for advanced ovarian cancer patients, using its DRP® technology to develop a companion diagnostic that can be used to select those patients expected to derive the greatest clinical benefit from stenoparib. Allarity is headquartered in the U.S., with a research facility in Denmark, and is committed to addressing significant unmet medical needs in cancer treatment. For more information, visit www.allarity.com.

 

Follow Allarity on Social Media

LinkedIn: https://www.linkedin.com/company/allaritytx/

 

Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements provide the Company’s current expectations or forecasts of future events. The words “anticipates,” “believe,” “continue,” “could,” “estimate,” “expect,” “intends,” “may,” “might,” “plan,” “possible,” “potential,” “predicts,” “project,” “should,” “would” and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. These forward-looking statements include, but are not limited to, statements related to the development and validation of the DRP® companion diagnostic for daratumumab, the potential for this DRP® to support patient stratification in multiple myeloma, the expansion of the DRP® platform to antibody-based therapies, and the Company’s ability to leverage this technology for future research collaborations or strategic partnerships. Any forward-looking statements in this press release are based on management’s current expectations of future events and are subject to multiple risks and uncertainties that could cause actual results to differ materially and adversely from those set forth in or implied by such forward-looking statements. These risks and uncertainties include, but are not limited to, the risk that the daratumumab DRP® may not be further validated or accepted for clinical use, that its predictive capabilities may not be confirmed in larger or independent datasets, that the Company may not be able to secure partnerships or commercial applications for the DRP®, and broader risks related to the research-stage nature of the technology, as well as external factors affecting the biopharmaceutical industry and the Company’s operational execution. For a discussion of other risks and uncertainties, and other important factors, any of which could cause our actual results to differ from those contained in the forward-looking statements, see the section entitled “Risk Factors” in our Form 10-K annual report filed with the Securities and Exchange Commission (the “SEC”) on March 31, 2025, available at the SEC’s website at www.sec.gov, and as well as discussions of potential risks, uncertainties and other important factors in the Company’s subsequent filings with the SEC. All information in this press release is as of the date of the release, and the Company undertakes no duty to update this information unless required by law.

 

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Company Contact:
investorrelations@allarity.com

 

 

Media Contact:
        Thomas Pedersen
        Carrotize PR & Communications
        +45 6062 9390
        tsp@carrotize.com