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 6, 2019

 


 

ZYNERBA PHARMACEUTICALS, INC.

(Exact Name of Issuer as Specified in Charter)

 


 

Delaware

 

001-37526

 

26-0389433

(State or Other Jurisdiction of
Incorporation or Organization)

 

(Commission
File Number)

 

(I.R.S. Employer
Identification No.)

 

80 W. Lancaster Avenue, Suite 300

Devon, PA 19333

(Address of Principal Executive Offices)

 

(484) 581-7505

(Registrant’s Telephone Number, Including Area Code)

 


 

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:

 

o     Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o     Soliciting material pursuant to Rule 14a–12 under the Exchange Act (17 CFR 240.14a–12)

 

o     Pre–commencement communications pursuant to Rule 14d–2(b) under the Exchange Act (17 CFR 240.14d–2(b))

 

o     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, $0.001 par value per share

 

ZYNE

 

The NASDAQ Global 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  x

 

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.  x

 

 

 


 

Item 2.02        Results of Operations and Financial Condition

 

On August 6, 2019, Zynerba Pharmaceuticals, Inc. issued a press release announcing its financial results and operational highlights for the second quarter ended June 30, 2019.  A copy of this press release is furnished as Exhibit 99.1 hereto.

 

The information furnished pursuant to this Item 2.02, including Exhibit 99.1, 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, and shall not be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

 

Item 8.01        Regulation FD Disclosure

 

Attached as Exhibit 99.2 is a presentation, including certain financial information that the Company will post on its website on August 6, 2019 and may use from time to time in presentations or discussions with investors, analysts and other parties.

 

Item 9.01        Financial Statements and Exhibits

 

The following exhibits are being filed herewith:

 

(d) Exhibits

 

Exhibit
No.

 

Document

 

 

 

99.1

 

Press Release, dated August 6, 2019.

 

 

 

99.2

 

Zynerba Pharmaceuticals, Inc. Presentation.

 

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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.

 

Date: August 6, 2019

 

 

ZYNERBA PHARMACEUTICALS, INC.

 

 

 

 

By:

/s/ Suzanne Hanlon

 

 

Name: Suzanne Hanlon

 

 

Title:   Secretary, Vice President and General Counsel

 

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Exhibit 99.1

 

 

Zynerba Pharmaceuticals Reports Second Quarter 2019 Financial Results

and Operational Highlights

 

DEVON, Pa., August 6, 2019 — Zynerba Pharmaceuticals, Inc. (NASDAQ:ZYNE), the leader in innovative pharmaceutically-produced transdermal cannabinoid therapies for rare and near-rare neuropsychiatric disorders, today reported financial results for the second quarter ended June 30, 2019 and provided an overview of recent operational highlights.

 

“The past few months have been very productive for our team,” said Armando Anido, Chairman and Chief Executive Officer of Zynerba. “We initiated new studies in autism spectrum disorder and 22q11.2 deletion syndrome, obtained Fast Track Designation for Zygel™ in FXS, enhanced our senior management team with two excellent additions in Medical and Regulatory, received an important new patent for CBD, and were added to the Russell 2000 ®  and 3000 ®  indices. We also extended our cash runway into the second half of 2021 through the addition of $27.0 million in cash from our ATM in the second quarter and a positive decision from the Australian government that will provide us access to an incremental $7.0 to $9.0 million in research and development cash credits. This all sets the stage for the next 12 months to be potentially transformational as we report out on our FXS pivotal trial, and our Phase 2 trials in DEE, ASD and 22q.

 

Continued Anido, “Regarding the CONNECT-FX study, we believe that pivotal data will now be available in the first half of 2020. We are thrilled with the interest in this study by families who have children with Fragile X syndrome, our investigators, and our advocacy partners. The study design includes specific entrance criteria that have resulted in a higher than predicted screen failure rate. Importantly, these entrance criteria have resulted in an enrolled population with more severe behavioral symptoms than the FAB-C study population. We believe this will enhance the study’s ability to demonstrate a strong signal of activity and minimize response variability.”

 

Second Quarter 2019 and Recent Highlights

 

Zygel in Fragile X Syndrome (FXS)

 

Fragile X Syndrome Pivotal Data Expected in the First Half of 2020

 

Enrollment is progressing in CONNECT-FX, a pivotal, multi-national, randomized, double blind, placebo-controlled trial evaluating the efficacy and safety of Zygel (ZYN002 CBD gel) in treating common behavioral symptoms of FXS in three through 17-year old patients with FXS. Clinical investigative sites are enrolling patients in the United States, Australia, and New Zealand. The Company expects to report top line data in the

 

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first half of 2020. If the data are positive, the Company expects to submit its New Drug Application (NDA) for Zygel in FXS to the U.S. Food and Drug Administration (FDA) in the second half of 2020, with potential approval by mid-year 2021.

 

Patients Enrolling Into CONNECT-FX Open Label Extension

 

Upon completion of the double blind placebo controlled portion of the CONNECT-FX study, patients are eligible to enroll into a 12-month extension study. At this point, all patients who have completed the double-blind phase of the study have enrolled into the extension phase.

 

Received Fast Track Designation for Zygel for Treatment of Behavioral Symptoms Associated with FXS

 

FDA’s Fast Track program is designed to facilitate the development of drugs intended to treat serious conditions and fill unmet medical needs and can lead to expedited review by FDA in order to get new important drugs to the patient earlier. This designation is in addition to the previously received Orphan Drug designation.

 

Zygel in Developmental and Epileptic Encephalopathies (DEE)

 

Topline Results Expected in September 2019

 

The Company expects to announce topline data from BELIEVE 1, an open label multi-dose Phase 2 clinical trial evaluating the efficacy and safety of Zygel in children and adolescents (three through 17 years) with various DEEs, in September 2019. The primary efficacy assessment is reduction in seizure frequency at week 26 compared to baseline.

 

Zygel in Autism Spectrum Disorder (ASD)

 

Enrollment Ongoing in Phase 2 Open Label Trial of Zygel in ASD; Data Expected in the First Half of 2020

 

The Company initiated the Phase 2 BRIGHT trial in March 2019 to assess the safety, tolerability and efficacy of Zygel for the treatment of child and adolescent patients with ASD. The 14-week trial is designed to evaluate the efficacy and safety of Zygel in approximately 36 children and adolescents (ages four through 17) with ASD as confirmed by DSM-5 diagnostic criteria for ASD. The efficacy assessments include the Aberrant Behavior Checklist, Parent Rated Anxiety Scale — Autism Spectrum Disorder, Autism Impact Measure, and Clinical Global Impression — Severity and Improvement. Zynerba expects to present topline data from this study in the first half of 2020.

 

2


 

Announced Receipt of New U.S. Patent for Treatment of ASD with Cannabidiol (CBD)

 

The U.S. Patent and Trademark Office issued U.S. Patent No. 10,314,792 titled “Treatment of Autism Spectrum Disorder with Cannabidiol” which includes claims directed to methods of treating autism spectrum disorder by administering a therapeutically effective amount of synthetic cannabidiol. This new patent expires in 2038 and is part of an expanding intellectual property portfolio covering Zygel.

 

Zygel in 22q11.2 Deletion Syndrome (22q)

 

Announced Initiation of Phase 2 Open Label Trial of Zygel in 22q; Data Expected in the First Half of 2020

 

The Company initiated the 14-week Phase 2 INSPIRE trial in May 2019 to evaluate the safety, tolerability and efficacy of Zygel in approximately 20 children and adolescents (ages six through 17) with genetically-confirmed 22q. The efficacy assessments include the Aberrant Behavior Checklist-Community (ABC-C), the Anxiety, Depression and Mood Scale (ADAMS), the Qualitative Caregiver Reported Behavioral Problem Survey, and Clinical Global Impression — Severity and Improvement.

 

Corporate

 

Advance Overseas Finding Approved by AusIndustry; Expected to Generate $7.0 to $9.0 Million

 

In July, 2019 the Australian government’s Department of Industry, Innovation and Science (AusIndustry) responded to an Advance Overseas Finding (AOF) application submitted by Zynerba that will allow certain research and development expenses incurred with respect to Zygel outside of Australia to be eligible for the Australian research and development tax incentive program. As a result of this finding, the Company is eligible to receive a cash refund from the Australian Taxation Office for the qualifying research and development costs expended outside of Australia in 2018, 2019 and 2020. Management believes that this decision will generate an incremental $7.0 to $9.0 million in cash tax credits over the next 18 to 24 months.

 

Enhanced Senior Management Team

 

Joseph Palumbo, M.D. recently joined the Company as Chief Medical Officer. He has over 30 years of experience in areas including neurology and neuro-degeneration, psychiatry and behavioral medicine, cognition, and orphan conditions in companies and institutions including Mitsubishi Tanabe, Johnson & Johnson/Janssen, Sanofi-Synthelabo, Cephalon, Yale, Cornell, and the University of Pennsylvania. Dr. Palumbo is Board Certified

 

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in Psychiatry and has worked on the approval of therapeutics for neuropsychiatric disorders including Radicava ®  (edaravone), Risperdal ®  (risperidone), and Invega ®  (paliperidone)(1).

 

“I believe that the critical clinical research that Zynerba is performing has the potential to change treatment paradigms in neuropsychiatric disorders,” commented Dr. Palumbo. “If the ongoing studies are successful, and if Zygel is approved, there is real hope to see dramatic improvement in the daily lives of the families affected by conditions such as Fragile X. I’m very excited to join a seasoned, international team of individuals who have experienced success in all aspects of pharmaceutical drug development in the past, and I look forward to being part of Zynerba’s continued growth and evolution.”

 

Pam Swiggard, M.S. has joined Zynerba as Vice President, Regulatory Affairs and Quality. She is a senior pharmaceutical executive with nearly 30 years of experience in areas including clinical trial management, regulatory affairs, and quality with companies including Fibrocell Science, Inc., Trevena Inc., Endo Pharmaceuticals, and Wyeth Pharmaceuticals.

 

Company Added to Russell Indexes

 

The Company was added as a member of the U.S. all-cap Russell 3000® and small-cap Russell 2000® Indexes at the conclusion of the 2019 Russell indexes annual reconstitution at the open of the U.S. markets on July 1, 2019.

 

Second Quarter 2019 Financial Results

 

As of June 30, 2019, cash and cash equivalents were $88.7 million, compared to $59.8 million as of December 31, 2018. Included in this cash and cash equivalents position is $27.0 million in net proceeds, after deducting commissions and offering expenses, from 2,082,031 shares sold and issued at a weighted average selling price of $13.50 per share during the second quarter of 2019 under an Open Market Sales Agreement, or “at-the-market” (ATM) offering program, with Jefferies LLC.

 

Research and development expenses for the second quarter of 2019 were $8.2 million, including stock-based compensation of $0.7 million. General and administrative expenses for the second quarter of 2019 were $3.3 million, including stock-based compensation expense of $0.8 million. The net loss for the second quarter of 2019 was $11.1 million with basic and diluted net loss per share of $(0.50).

 


(1)  Radicava is a trademark of Mitsubishi Tanabe Pharma Corporation. Risperdal and Invega are registered trademarks of Janssen Pharmaceuticals, Inc.

 

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Financial Outlook

 

The Company’s cash and cash equivalent position as of June 30, 2019 was $88.7 million. Management believes that the cash and cash equivalent position including proceeds anticipated from the Australian AOF is sufficient to fund operations and capital requirements beyond the expected NDA submission and potential approval of Zygel in FXS and into the second half of 2021.

 

About Zynerba Pharmaceuticals, Inc.

 

Zynerba Pharmaceuticals is the leader in pharmaceutically-produced transdermal cannabinoid therapies for rare and near-rare neuropsychiatric disorders. We are committed to improving the lives of patients and their families living with severe, chronic health conditions including Fragile X syndrome, autism spectrum disorder, 22q11.2 deletion syndrome, and a heterogeneous group of rare and ultra-rare epilepsies known as developmental and epileptic encephalopathies. Learn more at www.zynerba.com and follow us on Twitter at @ZynerbaPharma.

 

Cautionary Note on Forward-Looking Statements

 

This press release contains forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995. We may, in some cases, use terms such as “predicts,” “believes,” “potential,” “proposed,” “continue,” “estimates,” “anticipates,” “expects,” “plans,” “intends,” “may,” “could,” “might,” “will,” “should” or other words that convey uncertainty of future events or outcomes to identify these forward-looking statements. Such statements are subject to numerous important factors, risks and uncertainties that may cause actual events or results to differ materially from the Company’s current expectations. Management’s expectations and, therefore, any forward-looking statements in this press release could also be affected by risks and uncertainties relating to a number of other factors, including the following: the Company’s cash and cash equivalents may not be sufficient to support its operating plan for as long as anticipated; the Company’s ability to obtain additional funding to support its clinical development programs; the results, cost and timing of the Company’s clinical development programs, including any delays to such clinical trials relating to enrollment or site initiation; clinical results for the Company’s product candidates may not be replicated or continue to occur in additional trials and may not otherwise support further development in a specified indication or at all; actions or advice of the U.S. Food and Drug Administration and foreign regulatory agencies may affect the design, initiation, timing, continuation and/or progress of clinical trials or result in the need for additional clinical trials; the Company’s ability to obtain and maintain regulatory approval for its product candidates, and the labeling under any such approval; the Company’s reliance on third parties to assist in conducting pre-clinical and clinical trials for its product candidates; delays, interruptions or failures in the manufacture and supply of the Company’s product candidates the Company’s ability to commercialize its product candidates; the size and growth potential of the markets for the Company’s product candidates, and the Company’s ability to service those markets; the

 

5


 

Company’s ability to develop sales and marketing capabilities, whether alone or with potential future collaborators; the rate and degree of market acceptance of the Company’s product candidates; and the Company’s expectations regarding its ability to obtain and adequately maintain sufficient intellectual property protection for its product candidates. This list is not exhaustive and these and other risks are described in the Company’s periodic reports, including the annual report on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K, filed with or furnished to the Securities and Exchange Commission and available at www.sec.gov. Any forward-looking statements that the Company makes in this press release speak only as of the date of this press release. The Company assumes no obligation to update forward-looking statements whether as a result of new information, future events or otherwise, after the date of this press release.

 

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ZYNERBA PHARMACEUTICALS, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited)

 

 

 

Three months ended June 30,

 

Six months ended June 30,

 

 

 

2019

 

2018

 

2019

 

2018

 

Operating expenses:

 

 

 

 

 

 

 

 

 

Research and development

 

$

8,223,783

 

$

8,533,466

 

$

14,530,495

 

$

17,508,979

 

General and administrative

 

3,287,276

 

3,436,340

 

6,446,933

 

6,856,963

 

Total operating expenses

 

11,511,059

 

11,969,806

 

20,977,428

 

24,365,942

 

Loss from operations

 

(11,511,059

)

(11,969,806

)

(20,977,428

)

(24,365,942

)

Other income (expense):

 

 

 

 

 

 

 

 

 

Interest income

 

439,201

 

186,304

 

790,152

 

361,488

 

Foreign exchange loss

 

(63,327

)

(223,731

)

(94,926

)

(309,113

)

Total other income (expense)

 

375,874

 

(37,427

)

695,226

 

52,375

 

Net loss

 

$

(11,135,185

)

$

(12,007,233

)

$

(20,282,202

)

$

(24,313,567

)

 

 

 

 

 

 

 

 

 

 

Net loss per share - basic and diluted

 

$

(0.50

)

$

(0.89

)

$

(0.98

)

$

(1.80

)

 

 

 

 

 

 

 

 

 

 

Basic and diluted weighted average shares outstanding

 

22,116,758

 

13,504,485

 

20,791,784

 

13,486,191

 

 

 

 

 

 

 

 

 

 

 

Non-cash stock-based compensation included above:

 

 

 

 

 

 

 

 

 

Research and development

 

$

675,953

 

$

776,386

 

$

1,342,132

 

$

1,524,630

 

General and administrative

 

805,752

 

979,473

 

1,635,865

 

1,918,253

 

Total

 

$

1,481,705

 

$

1,755,859

 

$

2,977,997

 

$

3,442,883

 

 

7


 

ZYNERBA PHARMACEUTICALS, INC.

CONSOLIDATED BALANCE SHEETS

 

 

 

(unaudited)

 

 

 

 

 

June 30, 2019

 

December 31, 2018

 

Assets

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

88,661,332

 

$

59,763,773

 

Incentive and tax receivables

 

3,407,677

 

3,444,620

 

Prepaid expenses and other current assets

 

1,501,924

 

3,747,087

 

Total current assets

 

93,570,933

 

66,955,480

 

Property and equipment, net

 

332,076

 

371,963

 

Incentive and tax receivables

 

1,459,830

 

 

Right-of-use assets

 

206,250

 

 

Total assets

 

$

95,569,089

 

$

67,327,443

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable

 

$

3,742,146

 

$

4,461,567

 

Accrued expenses

 

6,027,522

 

5,264,215

 

Lease liabilities

 

216,014

 

 

Total current liabilities

 

9,985,682

 

9,725,782

 

Total liabilities

 

9,985,682

 

9,725,782

 

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

Common stock

 

23,198

 

17,627

 

Additional paid-in capital

 

223,734,452

 

175,476,075

 

Accumulated deficit

 

(137,174,243

)

(117,892,041

)

Total stockholders’ equity

 

86,583,407

 

57,601,661

 

Total liabilities and stockholders’ equity

 

$

96,569,089

 

$

67,327,443

 

 

Zynerba Contacts

 

Jim Fickenscher, CFO and VP Corporate Development

Zynerba Pharmaceuticals

484.581.7483

fickenscherj@zynerba.com

 

Will Roberts, VP Investor Relations and Corporate Communications

Zynerba Pharmaceuticals

484.581.7489

robertsw@zynerba.com

 

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Exhibit 99.2

Corporate Overview August 2019

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Forward-Looking Statements 2 © 2019 Zynerba Pharmaceuticals, Inc. All rights reserved. Zynerba and Zygel are trademarks of Zynerba Pharmaceuticals, Inc. All other trademarks and registered trademarks are property of their respective owners. trademarks are property of their respective owners. THE STATEMENTS IN THIS PRESENTATION MAY INCLUDE FORWARD-LOOKING STATEMENTS WITHIN THE MEANING OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995. THESE STATEMENTS, AMONG OTHER THINGS RELATE TO THE FUTURE OPERATIONS, OPPORTUNITIES OR FINANCIAL PERFORMANCE OF ZYNERBA PHARMACEUTICALS, INC. WE MAY, IN SOME CASES, USE TERMS SUCH AS “PREDICTS,” “BELIEVES,” “POTENTIAL,” “PROPOSED,” “CONTINUE,” “ESTIMATES,” “ANTICIPATES,” “EXPECTS,” “PLANS,” “INTENDS,” “MAY,” “COULD,” “MIGHT,” “WILL,” “SHOULD” OR OTHER WORDS THAT CONVEY UNCERTAINTY OF FUTURE EVENTS OR OUTCOMES TO IDENTIFY THESE FORWARD-LOOKING STATEMENTS. SUCH STATEMENTS ARE SUBJECT TO NUMEROUS IMPORTANT FACTORS, RISKS AND UNCERTAINTIES THAT MAY CAUSE ACTUAL EVENTS OR RESULTS TO DIFFER MATERIALLY FROM THE COMPANY’S CURRENT EXPECTATIONS, INCLUDING THE FOLLOWING: THE COMPANY’S CASH AND CASH EQUIVALENTS MAY NOT BE SUFFICIENT TO SUPPORT ITS OPERATING PLAN FOR AS LONG AS ANTICIPATED; THE RESULTS, COST AND TIMING OF THE COMPANY’S CLINICAL DEVELOPMENT PROGRAMS, INCLUDING ANY DELAYS TO SUCH CLINICAL TRIALS RELATING TO ENROLLMENT OR SITE INITIATION; CLINICAL RESULTS FOR THE COMPANY’S PRODUCT CANDIDATES MAY NOT BE REPLICATED OR CONTINUE TO OCCUR IN ADDITIONAL TRIALS AND MAY NOT OTHERWISE SUPPORT FURTHER DEVELOPMENT IN A SPECIFIED INDICATION OR AT ALL; ACTIONS OR ADVICE OF THE U.S. FOOD AND DRUG ADMINISTRATION AND FOREIGN REGULATORY AGENCIES MAY AFFECT THE DESIGN, INITIATION, TIMING, CONTINUATION AND/OR PROGRESS OF CLINICAL TRIALS OR RESULT IN THE NEED FOR ADDITIONAL CLINICAL TRIALS; THE COMPANY’S ABILITY TO OBTAIN AND MAINTAIN REGULATORY APPROVAL FOR ITS PRODUCT CANDIDATES, AND THE LABELING UNDER ANY SUCH APPROVAL; AND THE COMPANY’S EXPECTATIONS REGARDING ITS ABILITY TO OBTAIN AND ADEQUATELY MAINTAIN SUFFICIENT INTELLECTUAL PROPERTY PROTECTION FOR ITS PRODUCT CANDIDATES. THESE AND OTHER RISKS ARE DESCRIBED IN OUR FILINGS WITH THE SECURITIES AND EXCHANGE COMMISSION, AVAILABLE AT WWW.SEC.GOV. ANY FORWARD-LOOKING STATEMENTS THAT THE COMPANY MAKES IN THIS PRESENTATION SPEAK ONLY AS OF THE DATE OF THIS PRESENTATION. THE COMPANY ASSUMES NO OBLIGATION TO UPDATE FORWARD-LOOKING STATEMENTS WHETHER AS A RESULT OF NEW INFORMATION, FUTURE EVENTS OR OTHERWISE, AFTER THE DATE OF THIS PRESENTATION.

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Zynerba Pharmaceuticals (NASDAQ: ZYNE) 3 A Rare/Near-Rare Neuropsychiatric Company Deep pipeline focused on high unmet medical needs; translating into multi-billion dollar market opportunity with Zygel™ Four clinical shots on goal: FXS, DEE, ASD, 22q Experienced team Proven development and commercialization track record in transdermal delivery, orphan diseases, neurology, psychiatry Well capitalized Cash runway expected into the second half of 2021 - beyond the expected NDA filing and potential approval in FXS Multiple expected near term milestones

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Deep Clinical Pipeline 4 *Orphan Drug Designation Zygel Cannabidiol Gel 2019/2020 Milestones Top line pivotal CONNECT-FX data: 1H2020 File FXS NDA: 2H2020 Additional long term FAB-C data Initiate Phase 2 open label study: 1H2019 Top line BRIGHT data: 1H2020 Initiate Phase 2 open label study: 2Q2019 Top line INSPIRE data: 1H2020 Top line BELIEVE 1 data: September 2019 Assess other neuropsychiatric conditions: 2019 & 2020

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Neuropsych Indications Differentiated Formulation delivers CBD through the epidermis and into the circulatory system Zygel (ZYN002) Cannabidiol (CBD) Gel 5 Unique MOA First & only patent-protected, permeation-enhanced, pharmaceutically- produced CBD gel Transdermal CBD modulates multiple receptors and mediates numerous pathways, including the endocannabinoid pathway Potential utility in rare / near-rare neuropsychiatric conditions FDA Fast Track and Orphan Drug designations in FXS

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Fragile X Syndrome (FXS) 6

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Fragile X Syndrome (FXS) Overview 7 Rare genetic developmental disability Leading known cause of both inherited intellectual disability and autism spectrum disorder Symptoms linked to deficiencies in the endocannabinoid (EC) system System of neurotransmitters regulating emotional responses, behavioral reactivity to context, social interaction FMR1 mutation causes dysregulation of the EC system Results in core cognitive, social, and behavioral symptoms of FXS CBD may modulate EC system Increases availability of endocannabinoids (anandamide, 2-AG) by inhibiting metabolism Affects ~71K people in U.S. No approved drugs indicated for FXS

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Recent Development Progress in FXS 8 Received FDA Fast Track designation for treatment of behavioral symptoms associated with FXS Recently issued US patent directed to methods of treating FXS with cannabidiol extends IP protection to 2038 Presented 12-month FAB-C open label Phase 2 data at American Psychiatric Association meeting (APA; May 2019) Statistical improvement from baseline in FXS phenotypic behaviors including social avoidance, anxiety, and irritability Three month improvements sustained through 12 months of treatment Excellent tolerability profile Enrollment ongoing in CONNECT-FX: a pivotal trial in pediatric and adolescent patients with FXS Top line results expected in 1H2020

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Day 1 to Week 6 Week 7 to 12 Up to 24 months FAB-C Open Label Phase 2 Trial Design 9 Treatment of Fragile X Syndrome Anxiety and Behavioral Challenges with CBD Titration Maintenance Screening Open label extension Dosing initiated at 50 mg Zygel daily; may be titrated up to 250 mg Zygel daily Doses of Zygel: 50 mg, 100 mg, or 250 mg daily 20 patients enrolled Patients continue on maintenance dose Physician can titrate up or down 18 Patients Completed 12 Weeks 13 patients rolled over; 10 remain on drug* (out to ~24+ months) Period 1: COMPLETE Period 2 *As of July 31, 2019

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FAB-C Open Label Phase 2 10 Baseline: 18.2 Baseline: 14.5 Baseline: 8.7 Baseline: 5.1 Baseline: 7.9 Baseline: 6.1 41.8% 52.9% 54.9% 32.4% 59.5% 42.6% P=0.0005 P=0.0096 P=0.0034 P=0.0018 P=0.0006 P=0.0237 Mean % Improvement from Baseline Month Three: ABC-CFXS Mean Score Percent Improvement in Behavioral Symptoms of FXS 0 10 20 30 40 50 60 70 Social Avoidance Irritability Socially Unresponsive / Lethargic Inappropriate Speech Stereotypy Hyperactivity Month 3 (n=18)

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FAB-C ABC-CFXS Subscales 11 Month Three: Percent Improvement vs. 3rd Party Data* Socially Unresponsive / Lethargic Does not pay attention Inappropriate Speech Repeats words / phrases Stereotypy Repetitive movements Hyperactivity Disrupts group activities Social Avoidance Seeks isolation Irritability Temper tantrums Baseline: 18.2 Baseline: 18.9 Baseline: 14.5 Baseline: 13.9 Baseline: 8.7 Baseline: 6.6 Baseline: 5.1 Baseline: 3.5 Baseline: 7.9 Baseline: 7.4 Baseline: 6.1 Baseline: 6.0 3.1 19.6 13.9 6.9 7.1 6.3 41.8% 17.9% 16.9% 32.4% 11.5% 18.7% 52.9% 17.4% 15.2% 54.9% 9.7% 31.4% 59.5% 9.9% 23.0% 42.6% 15.9% 15.0% * Ligsay, A., Van Dijck, A., Nguyen, D. V., Lozano, R., Chen, Y., Bickel, E. S., et al. (2017). A randomized double-blind, placebo-controlled trial of ganaxolone in children and adolescents with fragile x syndrome. Journal of Neurodevelopmental Disorders, 9:26. Baseline: 18.9 0 10 20 30 40 50 60 Zygel 0 10 20 30 40 50 Zygel 0 10 20 30 40 50 60 Zygel 0 10 20 30 40 50 Zygel 0 10 20 30 40 50 60 Zygel 0 10 20 30 40 Zygel 0 10 20 30 40 50 60 Ganaxolone Placebo 0 10 20 30 40 50 60 Ganaxolone Placebo 0 10 20 30 40 50 Ganaxolone Placebo 0 10 20 30 40 50 60 Ganaxolone Placebo 0 10 20 30 40 Ganaxolone Placebo 0 10 20 30 40 50 Ganaxolone Placebo

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FAB-C Open Label Phase 2 12 Month 3 and 12: ABC-CFXS Mean Score 57.9* 51.1* 65.7* 36.7* 60.8* 56.5* *P  0.05 Percent Improvement in Behavioral Symptoms of FXS Mean % Improvement from Baseline 77.2* 59.2* 72.2* 40.4* 64.9* 56.5* Patients Completing 12 Months Data from American Psychiatric Association (APA) meeting, May 2019 0 10 20 30 40 50 60 70 80 90 Social Avoidance Irritability Socially Unresponsive Hyperactivity Stereotypy Inappropriate Speech Month 3 (n=12) Month 12 (n=9)

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FAB-C Open Label Phase 2 13 Well tolerated, consistent with previously reported data; no SAEs No clinically meaningful trends in vital signs, ECG, or clinical safety labs including LFTs; no THC detected in plasma Discontinuations Two siblings discontinued in Period 1 One for worsening of pre-existing eczema (not considered Tx-related) One due to administrative reasons Three patients discontinued in Period 2 (administrative reasons; non-compliance) Little to no redness at application site One patient developed moderate application site rash (resolved, did not recur); remains in the study TEAEs mild or moderate Most common: Gastroenteritis (14%), URTI (12%) All resolved during study period Zygel Safety Summary Through 12 Months

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CONNECT-FX: A Pivotal Trial In FXS 14 Clinical study Of CaNNabidiol (CBD) in ChildrEn and AdolesCenTs with Fragile X (CONNECT-FX) Zygel 250 mg daily 500 mg daily (weight-based dose) Placebo Mirrors Zygel administration Patients randomized (1:1) to receive either Zygel or placebo Treatment Target: 204 patients Three through 17 years of age Screening Open label extension 14 weeks: ONGOING 12 months: ONGOING Currently enrolling patients

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CONNECT-FX: A Pivotal Trial In FXS 15 Primary endpoint: Change from baseline to end of treatment in ABC-CFXS Social Avoidance subscale Key secondary endpoints: Change from baseline to end of the treatment in ABC-CFXS Irritability subscale score ABC-CFXS Socially Unresponsive/Lethargic subscale score Improvement in CGI-I (anchored to FXS behaviors) at end of treatment Aligned with FDA’s ‘Voice of the Patient’ Guidance Capturing qualitative data on clinical relevance of FXS behaviors

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CONNECT-FX 16 With positive results, Zynerba intends to request a meeting with the FDA to: Determine acceptability of data as basis for NDA filing Seek advice on marketing authorization preparation Zynerba believes indication may include the treatment of behavioral symptoms associated with FXS Evaluating opportunities for FDA breakthrough status and/or priority review Top Line Results Expected in 1H2020

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DEE Developmental and Epileptic Encephalopathies 17

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DEE Overview 18 Doose Syndrome Dravet Syndrome Early Myoclonic Encephalopathy Juvenile Myoclonic Epilepsy (JME) Landau-Kleffner Syndrome Lennox-Gastaut Syndrome (LGS) Ohtahara Syndrome West Syndrome / Infantile Spasms Heterogeneous group of rare / ultra rare epilepsy syndromes Severe cognitive impairment and behavioral disturbances Affects ~45K U.S. children & adolescents Syndromes involve: Impaired development (developmental encephalopathies) Regression of developmental progress (epileptic encephalopathies) Often progressive; highly resistant to treatment Improved seizure control may positively impact development and quality of life DEE includes syndromes such as:

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Developing Zygel in DEE 19 Enrollment Complete in BELIEVE 1 Trial Compelling rationale for utility of CBD in DEE Third party clinical data show impact of CBD on seizures and behavioral issues in children Patient enrollment in BELIEVE 1 Phase 2 study complete Six month multi-dose study in DEE patients (3 through 17 years) Being conducted in Australia and New Zealand Inclusion criteria require 5 generalized motor seizures during baseline ~27% have Dravet or LGS Primary efficacy assessment: change in seizure frequency Top line results expected in September 2019

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BELIEVE 1 Phase 2 Trial in DEE 20 Open LaBel Study to Assess the Safety and Efficacy of ZYN002 Administered as a TransdermaL Gel to ChIldren and AdolEscents with DeVelopmental and Epileptic Encephalopathy 48 patients enrolled Three through 17 years of age Screening Maintenance 22 Weeks Titration 4 Weeks Open label extension Weight based dosing: Six months: ONGOING Six months Zygel 250 mg to 1000 mg daily Enrollment complete Dosing continues

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21 Autism Spectrum Disorder (ASD) in pediatric patients

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ASD in Pediatrics Overview 22 Near-rare disorder affecting <1MM pediatric and adolescent pts DSM-5 diagnosis Includes Autistic disorder, Asperger’s syndrome, and Pervasive Development Disorder-not otherwise specified (PDD-NOS) Symptoms include Anxiety Restricted, repetitive patterns of behavior Impairments in social communication Deficits in verbal and non-verbal communication Deficits in developing, understanding and maintaining relationships Most diagnosed after age 4; can be diagnosed as early as age 2 Significant unmet medical need Accelerating rate of diagnosis but only two FDA approved products Both atypical antipsychotics have significant side effect profile Neither approved to address the key symptoms of social impairment and anxiety

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Developing Zygel in ASD 23 Newer studies suggest ASD is linked to disruption in the EC system Altered anandamide signaling may contribute to ASD-related social and communication impairments EC system modulates many cellular functions and molecular pathways altered in ASD: imbalanced GABAergic, glutamatergic transmission, oxidative stress, immune dysregulation and altered energy metabolism Clinical and anecdotal data show improvement in social avoidance and anxiety in children with CBD CBD may modulate the EC system and improve certain autism-related behaviors Recent US patent directed to methods of treating ASD with synthetic cannabidiol provides IP protection to 2038 Phase 2 study underway in pediatric and adolescent patients with ASD Top line results expected in 1H2020

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BRIGHT Phase 2 Trial in ASD 24 Open-LaBel ToleRabIlity and Efficacy Study of ZYN002 Administered as a Transdermal Gel to CHildren and AdolescenTs with Autism Spectrum Disorder Target: 36 patients Four through 17 years of age Screening Zygel 14 Weeks Weight based dosing: 14 Weeks: ONGOING 250 mg to 500 mg daily Enrollment ongoing Follow up assessments Week 16 / 17 Efficacy assessments (week 14 vs baseline) include: Aberrant Behavior Checklist Parent Rated Anxiety Scale – Autism Spectrum Disorder Autism Impact Measure Clinical Global Impression – Severity and Improvement

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22q11.2 Deletion Syndrome (22q) 25

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22q Overview 26 Most common contiguous gene deletion syndrome Rare disorder: ~81K patients in US Midline condition with abnormalities affecting palate, face, heart and other organs; surgically corrected in infancy Neuropsychiatric illnesses (anxiety disorders, ASD) and learning disabilities common and impactful 22q associated with increased anxiety, withdrawn behavior and social interaction problems Early onset of neuropsychiatric symptoms disrupts development and QOL, and heightens risk of later psychotic disorders 25-fold increased risk of developing schizophrenia vs. 1% lifetime risk in general population

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22q Patient Management 27 Two primary stages of 22q patient management: During infancy, doctors address acute physical concerns, such as anomalies of heart and palate, with surgery Once the physical concerns are stabilized, focus shifts to managing neuropsychiatric symptoms, such as anxiety and autistic behaviors No approved drugs indicated for 22q

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Developing Zygel in 22q 28 CBD may treat neuropsychiatric symptoms in 22q due to activity as: Agonist at serotonin 1A receptors Antagonist at GPR55 receptors Modulator of endocannabinoid system Early control of anxiety may delay the development of psychosis Phase 2 study underway in pediatric and adolescent patients with 22q Top line results expected in 1H2020

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INSPIRE Phase 2 Trial in 22q 29 Target: 20 patients Six through 17 years of age Screening Zygel 14 Weeks Weight based dosing: 14 Weeks: ONGOING 250 mg to 500 mg daily Enrollment ongoing Follow up assessments Week 16 / 17 Efficacy assessments (week 14 vs baseline) include: Aberrant Behavior Checklist-Community (ABC-C) Anxiety, Depression and Mood Scale (ADAMS) Qualitative Caregiver Reported Behavioral Problem Survey Clinical Global Impression – Severity and Improvement Assessing the Impact of Zygel (Transdermal CBD Gel) on Pediatric Behavioral and Emotional Symptoms of 22q11.2 Deletion Syndrome

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Financial Strength 30 Clean balance sheet No debt, 23.2M shares outstanding (as of August 6, 2019) Cash and cash equivalent position of $88.7M as of June 30, 2019 Includes net proceeds of $27.0M from 2.1M shares sold and issued at a weighted average selling price of $13.50 per share during the second quarter of 2019 under ATM Advance Overseas Finding expected to generate an incremental $7.0 to $9.0 million over the next 18 to 24 months Cash expected to be sufficient to fund operations and capital requirements into the second half of 2021 - beyond the expected NDA submission and potential approval in FXS

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Expected Milestones into 2020 31 FXS DEE Other indications 1Q 2Q 3Q 4Q 2019 Present/publish additional data from Phase 2 FAB-C study Report pivotal CONNECT-FX topline results ASD Initiate Phase 2 BRIGHT study 22q Initiate Ph2 INSPIRE study BELIEVE 1 Phase 2 data 1Q 2Q 2020 Report Phase 2 BRIGHT topline results Report Phase 2 INSPIRE topline results Assessment of other rare and near-rare neuropsychiatric disorders 3Q 4Q NDA submission

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Corporate Overview August 2019

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