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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): March 5, 2024
MyMD
Pharmaceuticals, Inc.
(Exact
name of Registrant as specified in its charter)
Delaware |
|
001-36268 |
|
22-2983783 |
(State
or other jurisdiction
of incorporation) |
|
(Commission
File No.) |
|
(IRS
Employer
Identification No.) |
MyMD
Pharmaceuticals, Inc.
855
N. Wolfe Street, Suite 601
Baltimore,
MD 21205
(Address
of principal executive offices and zip code)
Registrant’s
telephone number, including area code: (856) 848-8698
(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 $0.001 per share |
|
MYMD |
|
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
7.01 Regulation FD Disclosure.
On
March 5, 2024, MyMD Pharmaceuticals, Inc. (the “Company”) issued a press release announcing that it had regained
compliance with the minimum bid price requirement of The Nasdaq Stock Market. A copy of the press release is attached as Exhibit 99.1
to this Current Report on Form 8-K. The Company undertakes no obligation to update, supplement or amend the materials attached hereto
as Exhibit 99.1.
In
accordance with General Instruction B.2 of Form 8-K, the information in this Item 7.01 of this Current Report on Form 8-K, including
Exhibit 99.1, shall not be deemed “filed” for the 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 filing under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by
reference in such a filing. Furthermore, the furnishing of information under Item 7.01 of this Current Report on Form 8-K is not intended
to constitute a determination by the Company that the information contained herein, including the exhibits hereto, is material or that
the dissemination of such information is required by Regulation FD.
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.
|
MYMD
PHARMACEUTICALS, INC. |
|
|
Date:
March 5, 2024 |
By:
|
/s/
Chris Chapman |
|
|
Chris
Chapman, M.D. |
|
|
President |
Exhibit
99.1
MyMD
Pharmaceuticals Regains Compliance with Nasdaq Minimum Bid Price Requirement for Continued Listing
BALTIMORE,
MD – March 5, 2024 – MyMD Pharmaceuticals, Inc.® (Nasdaq: MYMD) (“MyMD” or “the Company”), a
clinical stage biopharmaceutical company committed to developing novel therapies for age-related diseases, autoimmune and inflammatory
conditions, today announced that it received notice from The Nasdaq Stock Market LLC (“Nasdaq”) on March 4, 2024 informing
the Company that it has regained compliance with the minimum bid price requirement under Nasdaq Listing Rule 5550(a)(2) (“Listing
Rule”) for continued listing on the Nasdaq Capital Market.
On
October 11, 2023, MyMD received notice from the Listing Qualifications Department of Nasdaq indicating that the Company was not in compliance
with the Listing Rule, as its common shares had failed to meet a closing bid price of $1.00 or more for 30 consecutive business days.
The Company conducted a 1-for-30 reverse split of its common stock on February 14, 2024, with the goal of increasing the trading price
of the common stock. The common stock began trading on a split-adjusted basis on February 15, 2024, under the new CUSIP number 62856X201.
For
the Company to regain compliance with the Listing Rule, the Company’s common stock was required to maintain a minimum closing bid
price of $1.00 or more for at least 10 consecutive business days. This requirement was met on March 1, 2024.
About
MyMD Pharmaceuticals, Inc.
MyMD
Pharmaceuticals, Inc. (Nasdaq: MYMD), a clinical stage pharmaceutical company committed to extending healthy lifespan, is focused on
developing two novel therapeutic platforms that treat the causes of disease rather than only addressing the symptoms. MYMD-1 is a drug
platform based on a clinical stage small molecule that regulates the immune system to control TNF-α, which drives chronic inflammation,
and other pro-inflammatory cell signaling cytokines. MYMD-1 is being developed to delay aging, increase longevity, and treat autoimmune
diseases. The Company’s second drug platform, Supera-CBD, is being developed to treat chronic pain, addiction and epilepsy. Supera-CBD
is a novel synthetic derivative of cannabidiol (CBD) and is being developed to address and improve upon the rapidly growing CBD market,
which includes both FDA approved drugs and CBD products not currently regulated as drugs. For more information, visit www.mymd.com.
Cautionary
Statement Regarding Forward-Looking Statements
This
press release may contain forward-looking statements. These forward-looking statements involve known and unknown risks, uncertainties
and other factors which may cause actual results, performance or achievements to be materially different from any expected future results,
performance, or achievements. Forward-looking statements speak only as of the date they are made and none of MyMD nor its affiliates
assume any duty to update forward-looking statements. Words such as “anticipate,” “believe,” “could,”
“estimate,” “expect,” “may,” “plan,” “will,” “would’’ and
other similar expressions are intended to identify these forward-looking statements. Important factors that could cause actual results
to differ materially from those indicated by such forward-looking statements include, without limitation: the effect that the reverse
stock split may have on the price of MyMD’s common stock; MyMD’s ability to maintain compliance with the Nasdaq Stock Market’s
listing standards; the timing of, and MyMD’s ability to, obtain and maintain regulatory approvals for clinical trials of MyMD’s
pharmaceutical candidates; the timing and results of MyMD’s planned clinical trials for its pharmaceutical candidates; the amount
of funds MyMD requires for its pharmaceutical candidates; increased levels of competition; changes in political, economic or regulatory
conditions generally and in the markets in which MyMD operates; MyMD’s ability to retain and attract senior management and other
key employees; MyMD’s ability to quickly and effectively respond to new technological developments; MyMD’s ability to protect
its trade secrets or other proprietary rights, operate without infringing upon the proprietary rights of others and prevent others from
infringing on MyMD’s proprietary rights; and the impact of the ongoing COVID-19 pandemic on MyMD’s results of operations,
business plan and the global economy. A discussion of these and other factors with respect to MyMD is set forth in the Company’s
Annual Report on Form 10-K for the year ended December 31, 2022, filed by MyMD on March 31, 2023. Forward-looking statements speak only
as of the date they are made and MyMD disclaims any intention or obligation to revise any forward-looking statements, whether as a result
of new information, future events or otherwise.
Investor
Contact:
Robert
Schatz
(646)
421-9523
rschatz@mymd.com
www.mymd.com
Media
Contact:
media@mymd.com
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