UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
February 2021
Commission File Number: 0001723069
Tiziana Life Sciences plc
(Exact Name of Registrant as Specified in Its Charter)
3rd Floor,
11-12 St James’s Square
London SW1Y 4LB
United Kingdom
(Address of registrant’s principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
INFORMATION CONTAINED IN THIS REPORT ON FORM 6-K
On February 5, 2021, Tiziana Life Sciences plc (the “Company”) issued a regulatory news service announcement in the United Kingdom announcing PDMR DEALING (the “RNS Announcement”).
The RNS Announcement is furnished herewith as Exhibit 99.1 to this Report on Form 6-K. The information in the attached Exhibit 99.1 is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any filing made by the Company under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, except as otherwise set forth herein or as shall be expressly set forth by specific reference in such a filing.
1
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, thereunto duly authorized.
| TIZIANA LIFE SCIENCES PLC | |||
| Date: February 5, 2021 | By: | /s/ Kunwar Shailubhai | |
| Name: | Kunwar Shailubhai | ||
| Title: | Chief Executive Officer | ||
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EXHIBIT INDEX
| Exhibit No. | Description | |
| 99.1 | Regulatory News Service Announcement, dated February 5, 2021 |
3
Exhibit 99.1
PDMR DEALING
5 February 2021
NEW YORK and LONDON – February 5, 2021 (GLOBE NEWSWIRE) – Tiziana Life Sciences plc (NASDAQ: TLSA / LSE: TILS) ("Tiziana" or the "Company"), a biotechnology company focused on innovative therapeutics for oncology, inflammation, and infectious diseases, today announces the following option award in connection with the appointment of Dr Thomas Adams, Ph.D. as an executive director.
The Board, on the recommendation of the Remuneration Committee, have granted Dr Adams 3,500,000 options under the Company's share option plan. 3,000,000 of the options vest over a 4 year period in equal tranches and have an exercise price of 149 pence per share. The balance of 500,000 options vest on the attainment of clinical milestones relating to the Company's oncology programs with the same exercise price.
The notifications below, made in accordance with the requirements of the UK Market Abuse Regulation, provides further detail.
| 1. | Details of PDMR / person closely associated | |
| a) | Name | Dr Thomas Adams |
| 2. | Reason for the notification | |
| a) | Position / status | Director, Head of Drug Development |
| b) | Initial notification /amendment | Initial notification |
| 3. | Details of the issuer | |
| a) | Name | Tiziana Life Sciences plc |
| b) | LEI | 213800CED47HI8PIOB36 |
| 4. | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | |
| a) | Description of the financial instrument | Ordinary Shares of 3 pence each |
| b) | Identification code of the Financial Instrument | ISIN for Tiziana Life Sciences plc: GB00BKWNZY55 |
| c) | Nature of the transaction | Grant of options |
| d) | Price(s) and volume(s) | Price Volume 149p 3,500,000 |
| f) | Date of the transaction | 2 February 2021 |
| g) | Place of the transaction | XLON |
About Tiziana Life Sciences
Tiziana Life Sciences plc is a UK biotechnology company that focuses on the discovery and development of novel molecules to treat human disease in oncology and immunology. In addition to Milciclib, the Company is also developing Foralumab for liver diseases. Foralumab is the only fully human anti-CD3 monoclonal antibody in clinical development in the world. This Phase 2 compound has potential application in a wide range of autoimmune and inflammatory diseases, such as nonalcoholic steatohepatitis (NASH), ulcerative colitis, multiple sclerosis, type-1 diabetes (T1D), Crohn's disease, psoriasis and rheumatoid arthritis, where modulation of a T-cell response is desirable. The company is accelerating development of anti-Interleukin 6 receptor (IL6R) mAb, a fully human monoclonal antibody for treatment of IL6-induced inflammation, especially for treatment of COVID-19 patients.
| For further enquiries: | |
| United Kingdom Investors: | |
| Tiziana Life Sciences plc | +44 (0)20 7495 2379 |
| Gabriele Cerrone, Chairman and founder | |
| U.S. Investor Contact: | |
| RedChip Companies, Inc. | |
| Dave Gentry | |
| 407-491-4498 | |
| dave@redchip.com |