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false 0001851657 NASDAQ 0001851657 2022-03-24 2022-03-24
 
 
 
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 24, 2022
____________________________________
Vaxxinity, Inc.
(Exact name of registrant as specified in its charter)
____________________________________
Delaware
333-261063
86-2083865
(State or other jurisdiction
(Commission
(IRS Employer
of incorporation)
File Number)
Identification No.)
1717 Main St
,
Ste 338
Dallas
,
TX
,
75201
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number,
 
including area code: (
254
)
244-5739
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
Class A Common Stock, par value $0.0001
per share
VAXX
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
 
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 2.02 Results of Operations and Financial Condition.
 
On March 24, 2022, Vaxxinity,
 
Inc. (the “Company”) issued a press release announcing its operating and
financial results for the fourth quarter and year ended December 31, 2021. A copy of the press release is
furnished as Exhibit 99.1 to this report and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
 
(d) Exhibits
Exhibit No.
 
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.
Vaxxinity,
 
Inc.
 
By:
/s/ René Paula
Name:
René Paula
Title:
General Counsel and
Secretary
Date: March 28, 2022
exhibit991
 
https://cdn.kscope.io/8376ee0b2eceeb0b1007d1632ba006eb-exhibit991p1i0.jpg
Exhibit 99.1
Vaxxinity Reports Fourth Quarter and Full-Year
 
2021 Financial Results and Provides
 
Corporate Updates
DALLAS, March 24, 2022 (GLOBE NEWSWIRE) --
 
Vaxxinity,
 
Inc. (Nasdaq: VAXX), a U.S. company pioneering the
 
development of a new class of immunotherapeutic vaccines, today reported
 
financial
results for the fourth quarter and full year
 
ended December 31, 2021.
“2021 was a transformational year
 
for Vaxxinity
 
as we completed an initial public offering
 
and bolstered our clinical research
 
and management teams in pursuit
 
of our mission to disrupt the existing
antibody therapy paradigm and democratize
 
health,” said Mei Mei Hu, CEO
 
of Vaxxinity.
 
“In the next 12 months we expect to demonstrate
 
our strength of execution by meaningfully
 
advancing multiple
pipeline programs through and into the clinic.
 
We look forward to key topline
 
readouts including UB-312 Phase
 
1 in Parkinson’s patients,
 
UB-612 Phase 3 as a heterologous boost
 
against Covid-19, as
well as proof of concept data in non-huma
 
n
 
primates for our anti-PCSK9
 
vaccine candidate for high cholesterol. We also expect to initiate first-in-human trials
 
for UB-313, our anti-CGRP vaccine
candidate for migraine as well as to begin late-stage
 
development of UB-311
 
in mild Alzheimer’s disease with a global
 
Phase 2b trial.”
2021 and Recent
 
Pipeline Developments
UB-311 targets toxic
 
forms of aggregated amyloid
 
-β in the brain to fight Alzheimer’s disease (AD).
l
Phase 1, Phase 2a and Phase 2a Long
 
Term
 
Extension trials have shown UB-311
 
to be well tolerated in mild-to-moderate
 
AD patients over three years of repeat dosing. We expect to initiate
the late-stage development of UB-311 with a Phase 2b trial in late 2022.
UB-312 targets toxic forms of aggregated
 
α-synuclein in the brain to
 
fight Parkinson’s disease (PD)
 
and other synucleinopathies.
l
In January 2022, we began dosing Parkinson’s disease (PD) patients in Part B of
 
its double-blinded, placebo-controlled Phase 1 trial of UB-312 in the
 
Netherlands. The Company expects
 
to
complete an end-of-treatment analysis
 
of Part B in the second half of 2022.
l
Also in January 2022, we announced a grant award from The Michael J. Fox Foundation
 
for Parkinson’s Research (MJFF) to support our Phase 1 study,
 
specifically for the exploration of markers
for target engagement in individuals
 
with PD.
UB-313 targets calcitonin
 
gene-related peptide
 
(CGRP) to fight
 
migraines.
l
Investigational new drug application (IND)-enabling studies are ongoing
 
and we anticipate submitting a clinical trial
 
application (CTA) or an IND in
 
2022.
UB-612 employs a “multitope”
 
approach to neutralizing the ancestral
 
SARS-CoV-2 virus and its
 
variants.
l
In March 2022, we began a Phase 3 heterologous
 
boost study of UB-612 designed to demonstrate
 
the potential for UB-612 to boost immunity
 
against Covid-19 in subjects who have previously
received primary immunization from mRNA,
 
adenovirus vector,
 
or attenuated virus vaccines. This is a head-to-head study designed to demonstrate noninferior neutralizing antibodies compared to
the other three platforms. The Company
 
expects a topline readout in the second
 
half of 2022.
l
In February 2022, we announced results
 
from studies demonstrating the
 
ability of UB-612 to elicit a broad immune
 
response against multiple variants of concern, and specifically
 
more than three-
times higher titers of neutralizing antibodies against the Omicron variant of SARS-CoV-2 than an approved mRNA vaccine with boosters.
 
We published these data in a
preprint article
, and plan to
present the findings at World Vaccine
 
Congress in April 2022.
Anti-PCSK9 vaccine candidate.
l
We plan to select a lead
 
candidate upon delivering proof of concept data in non-human primates and initiate
 
IND-enabling studies in 2022.
2021 and Recent
 
Corporate Updates
New Leadership and Board Appointments.
In January 2022, the Company appointed Jason Pesile, MBA, CPA,
 
as Senior Vice President, Finance & Accounting and George
 
Hornig, Chairman of
Xometry, to
 
its Board of Directors. On March 31, 2022, Peter Powchik,
 
MD, will join Vaxxinity’s
 
Board of Directors.
Completed Initial Public Offering
 
(IPO).
On November 15, 2021, the Company
 
closed its IPO of Class A common
 
stock at a public offering price
 
of $13.00 per share. Including shares
 
issued pursuant
to the exercise of the underwriters’ option,
 
the Company issued 6,537,711
 
shares of Class A common stock,
 
and received aggregate proceeds,
 
net of underwriting discounts and
 
commissions and other
offering expenses, of approximately
 
$71.1 million. Vaxxinity’s
 
class A common stock began trading on The
 
Nasdaq Global Market on November
 
11, 2021, under
 
the ticker symbol “VAXX.”
Fourth Quarter and Year
 
End 2021 Financial Results
As of December 31, 2021, cash and cash equivalents
 
were $144.9 million, as compared to $31.1 million
 
at December 31, 2020.
Comparison of three months ended December
 
31, 2021 to three months ended December 31,
 
2020
Research and development (R&D)
 
expenses for the three months ended
 
December 31, 2021 were $17.3 million compared
 
to $8.5 million for the three
 
months ended December 31, 2020.
 
The $8.8
million increase consisted of increases
 
in program-specific costs
 
of $6.3 million and non-program costs
 
of $2.5 million. Of the program-specific
 
increase, $4.0 million was related to our UB
 
-612 clinical
trial in Taiwan
 
(primarily consisting of materials and manufacturing costs),
 
and $1.0 million related to pre-clinical activities related to our UB-312 program.
 
The non-program increase was
 
driven primarily
by an increase of $2.4 million in personnel
 
costs (including $0.6 million of
 
stock-based compensation).
General and administrative (G&A) expenses
 
for the three months ended Decem
 
ber 31, 2021 were $30.5 million
 
compared to $2.8 million
 
for the three months ended December 31, 2020,
 
respectively.
The $27.7 million increase was primarily related
 
to a $23.9 million increase in stock-based compensation,
 
including $23.1 million of performance
 
-based grants issued by United Neuroscience
 
(UNS), a
predecessor entity to Vaxxinity,
 
and upon the successful completion of the Company’s initial public offering in November 2021. The
 
remaining $3.8 million increase consisted primarily
 
of $1.6 million
increase in personnel costs, as
 
well as increased costs related to becoming
 
a public company.
Net loss for the three months ended December 31, 2021 was $48.2 million or $0.48
 
per share compared to $12.7 million or $0.19 per share for the three
 
months ended December 31, 2020.
Comparison of the year ended December
 
31, 2021 to the year ended December 31,
 
2020
Research and development (R&D) expenses
 
for the twelve months ended December
 
31, 2021 were $71.4 million compared
 
to $20.6 million for the twelve
 
months ended December 31, 2020.
 
The
$50.8 million increase consisted of an
 
increase in program-specific
 
costs of
$44.6 million and non-program costs of $6.2 million. Of the program-specific
 
increase, $42.6 million was related to our UB-612 clinical
 
trial in Taiwan
 
(primarily consisting of materials
 
and manufacturing
costs, and related CRO costs). The non-program
 
increase was driven primarily by an increase
 
of $5.1 million in personnel costs
 
(including $1.2 million of stock-based compensation
 
).
General and administrative (G&A) expenses for the twelve months ended December 31, 2021 were $51.8 million compared to $12.2 million for the twelve months
 
ended December 31, 2020. The $39.6
million increase was primarily related
 
to a $28.3 million increase in
 
stock-
 
based compensation, including $23.1 million
 
of performance-based grants previously
 
issued by UNS, earned upon the
successful completion of the Company’s
 
initial public offering in November
 
2021. The remaining $11.3
 
million increase consisted primarily
 
of a $4.7 million increase in personnel
 
costs, $2.6 million of
consulting and legal services, as
 
well as increased costs related to becoming
 
a public company.
Net loss for the twelve months ended December 31, 2021 was $137.2 million
 
or $1.79 per share compared to $40.0 million or $0.61 per share
 
for the twelve months ended December
 
31, 2020.
About
 
Vaxxinity
Vaxxinity,
 
Inc. is a purpose-driven biotechnology company
 
committed to democratizing healthcare
 
across the globe. The company is
 
pioneering a new class of synthetic,
 
peptide-based
immunotherapeutic vaccines aimed at
 
disrupting the existing treatment
 
paradigm for chronic disease, increasingly
 
dominated by monoclonal antibodies,
 
which suffer from prohibitive costs
 
and
cumbersome administration. The company’s proprietary technology
 
platform has enabled the innovation of novel pipeline candidates designed to bring the efficiency of vaccines to the treatment of
chronic diseases, including Alzheimer’s, Parkinson’s,
 
migraine, and hypercholesterolemia.
 
The technology is also implemented as part
 
of a COVID-19 vaccine program.
 
Vaxxinity
 
has optimized its
pipeline to achieve a potentially historic,
 
global impact on human health.
For more information about Vaxxinity,
 
Inc., visit www.vaxxinity.com
 
and follow us on social media @vaxxinity.
Forward-looking Statement
This press release includes forward-looking statements within the meaning
 
of the Private Securities Litigation Reform Act of 1995. The use
 
of certain words, including "believe,"
 
"may," “continue,”
“advancing,” and "will" and similar expressions,
 
are intended to identify forward- looking
 
statements. These forward-looking statements
 
involve substantial risks and uncertainties,
 
including statements
that are based on the current expectations
 
and assumptions of Vaxxinity’s
 
management about the development of
 
a new class of immunotherapeutic
 
vaccines and the innovation and efficacy
 
of
Vaxxinity’s
 
product candidates. Various
 
important factors could cause actual
 
results or events to differ
 
materially from those that may be expressed
 
or implied by our forward-looking
 
statements.
Additional important factors to be considered
 
in connection with forward-looking
 
statements are described in the
 
"Risk Factors" section of the Company's
 
Annual Report on Form 10-K filed
 
with the
Securities and Exchange Commission
 
on March 24, 2022. The forward-looking
 
statements are made as of this date and
 
Vaxxinity
 
does not undertake any obligation
 
to update any forward-looking
statements,
 
whether as a result of new information,
 
future events or otherwise, except
 
as required by law.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
VAXXINITY,
 
INC.
Statement of
 
Operations (in Thousands)
Three Months Ended
December 31,
Twelve
 
Months Ended
December 31,
2020
2021
2020
2021
Revenue
$
 
0
$
 
0
$
 
557
$
 
66
Cost of revenue
0
0
 
52
1,937
Gross (loss) profit
0
0
 
505
 
(1,871)
Operating expenses:
Research and development
8,462
17,330
20,570
71,379
General and administrative
2,764
30,522
 
12,217
51,825
Total
 
operating expenses
11,226
47,852
 
32,787
 
123,204
Loss from operations
(11,226)
(47,852)
(32,282)
(125,075)
Other (income) expense:
Interest expense,
 
net
451
338
1,181
831
Change in fair value of convertible notes
980
0
5,761
2,667
Change in fair value of
 
simple agreement for future equity
0
0
615
8,365
Change in fair value of warrant liability
41
0
41
214
Foreign currency loss, net
22
 
2
 
77
 
23
Other (income) expense
 
1,494
340
 
7,675
12,100
Loss before income taxes
(12,720)
(48,192)
(39,957)
(137,175)
Provision for income taxes
Net loss
$
 
(12,720)
$
 
(39,957)
$
 
(137,175)
Net loss per share, basic and diluted
(0.19)
(0.48)
(0.61)
(1.79)
Weighted average common shares outstanding,
 
basic
and diluted
68,186,427
100,086,098
65,638,946
76,586,842
VAXXINITY,
 
INC.
Selected Balance Sheet Data (in Thousands)
December
 
31,
December
 
31,
2020
2021
Cash and cash equivalents
$
31,143
$
144,885
Total
 
assets
50,141
166,673
Total
 
liabilities
75,041
38,054
Total
 
stockholder's equity (deficit)
(24,900)
128,619
Investor Contact
Claudia Styslinger
vaxxinity@argotpartners.com
Press Contact
Philip Cowdell
media@vaxxinity.com