UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 17, 2021
Onconova Therapeutics, Inc.
(Exact name of Registrant as specified in its charter)
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Delaware
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001-36020
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22-3627252
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(State or Other Jurisdiction
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(Commission
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(I.R.S. Employer
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of Incorporation or Organization)
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File Number)
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Identification No.)
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375 Pheasant Run
Newtown, PA 18940
(267) 759-3680
(Address, Including Zip Code, and Telephone
Number, Including Area Code, of Registrant’s Principal Executive Offices)
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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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:
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common Stock, par value $.01 per share
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ONTX
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The Nasdaq Stock Market LLC
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Common Stock Warrants
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ONTXW
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The Nasdaq Stock Market LLC
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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 ¨
Item 8.01 Other Events.
On
June 22, 2021, Onconova Therapeutics, Inc. (the “Company”) issued a press release, attached as Exhibit 99.1
to this report, indicating that on June 17, 2021 it received a letter from The Nasdaq Stock Market LLC stating that the Company has
regained compliance with the minimum bid price requirement of Nasdaq Listing Rule 5550(a)(2) because the Company’s common
stock had a closing price of at least $1.00 per share for 18 consecutive days, from May 21, 2021 to June 16, 2021. A
copy of the letter from The Nasdaq Stock Market LLC (“Nasdaq”) received on June 17, 2021 is attached as Exhibit 99.2
to this report.
Item 9.01 Financial Statements and Exhibits.
SIGNATURE
Pursuant to the requirements of the Securities
Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly
authorized.
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Dated:
June 22, 2021
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Onconova
Therapeutics, Inc.
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By:
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/s/ MARK GUERIN
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Name:
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Mark Guerin
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Title:
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Chief Financial Officer
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Exhibit 99.1
Onconova Therapeutics Regains Compliance with
Nasdaq Continued Listing Requirement
NEWTOWN, Pa.,
June 22, 2021 (GLOBE NEWSWIRE) – Onconova Therapeutics, Inc. (NASDAQ: ONTX) (“Onconova”), a biopharmaceutical
company focused on discovering and developing novel products for patients with cancer, announced that on June 17, 2021 it received a letter
from The Nasdaq Stock Market LLC stating that the Company has regained compliance with the minimum bid price requirement of Nasdaq Listing
Rule 5550(a)(2), as the Company’s common stock had a closing bid price of at least $1.00 per share for 18 consecutive business days,
from May 21, 2021 to June 16, 2021.
About Onconova Therapeutics, Inc.
Onconova Therapeutics is a clinical-stage
biopharmaceutical company focused on discovering and developing novel products for patients with cancer. The Company has proprietary targeted
anti-cancer agents designed to disrupt specific cellular pathways that are important for cancer cell proliferation.
Onconova’s novel, proprietary multi-kinase
inhibitor ON 123300 is being evaluated in two separate and complementary Phase 1 dose-escalation and expansion studies. These trials are
currently underway in the United States and China.
Onconova’s product candidate rigosertib
is being studied in an investigator-initiated study program, including in a dose-escalation and expansion Phase 1/2a investigator-initiated
study targeting patients with KRAS+ non-small cell lung cancer with oral rigosertib in combination with nivolumab. In addition, Onconova
continues to conduct preclinical work investigating rigosertib in COVID-19.
For more information,
please visit www.onconova.com.
Forward-Looking Statements
Some of the statements in this release are forward-looking
statements within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of
1934, as amended, and the Private Securities Litigation Reform Act of 1995, and involve risks and uncertainties. These statements relate
to Onconova’s expectations regarding the registered direct offering, its patents and clinical development plans including [patient
enrollment timelines and] indications for its product candidates. Onconova has attempted to identify forward-looking statements by terminology
including "believes," "estimates," "anticipates," "expects," "plans," "intends,"
"may," "could," "might," "will," "should," "approximately" or other words
that convey uncertainty of future events or outcomes. Although Onconova believes that the expectations reflected in such forward-looking
statements are reasonable as of the date made, expectations may prove to have been materially different from the results expressed or
implied by such forward-looking statements. These statements are only predictions and involve known and unknown risks, uncertainties,
and other factors, including the success and timing of Onconova's clinical trials and regulatory agency and institutional review board
approvals of protocols, Onconova’s ability to maintain its Nasdaq listing, the timing of the Company’s annual stockholder
meeting, market conditions and those and those discussed under the heading "Risk Factors" in Onconova's most recent Annual Report
on Form 10-K and quarterly reports on Form 10-Q. Any forward-looking statements contained in this release speak only as of its date. Onconova
undertakes no obligation to update any forward-looking statements contained in this release to reflect events or circumstances occurring
after its date or to reflect the occurrence of unanticipated events.
Company
Contact:
Avi Oler
Onconova
Therapeutics, Inc.
267-759-3680
ir@onconova.us
https://www.onconova.com/contact/
Investor
Contact:
Bruce
Mackle
LifeSci
Advisors, LLC
646-889-1200
bmackle@lifesciadvisors.com
