Current Report · Items 1.01, 2.03, 9.01 · 8-K
PDS Biotechnology Corporation
PDSBNASDAQEQUITYCurrent
Entry into a Material Definitive Agreement · Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement
Item 1.01 Entry into a Material Definitive Agreement. On August 31, 2026, PDS Biotechnology Corporation, a Delaware corporation (the “Company”), entered into a First Amendment to Promissory Note (the “Amendment”) with YA II PN, Ltd.…
Company context
We are a clinical-stage immunotherapy company developing a growing pipeline of targeted cancer and infectious disease immunotherapies based on our Versamune® T cell activator and Versamune® in combination with our interleukin 12 (IL-12) fused anti-body drug conjugate (ADC), PDS01ADC. In addition, we are developing the Infectimune® T cell-activator in infectious diseases.
Current securities
Recent company filings
- Other EventsSep 22, 2026
- SCHEDULE 13D - filed by Nant Capital, LLC regarding PDS Biotechnology CorpSep 21, 2026
- Other EventsSep 21, 2026
- Termination of a Material Definitive Agreement · Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · Regulation FD Disclosure · Other EventsSep 14, 2026
- Entry into a Material Definitive Agreement · Unregistered Sales of Equity Securities · Regulation FD DisclosureSep 8, 2026
Disclosure sections
Item 1.01Item 1.01 - Entry into Material Agreement
Item 1.01 Entry into a Material Definitive Agreement.
On August 31, 2026, PDS Biotechnology Corporation, a Delaware corporation (the “Company”), entered into a First Amendment to
Promissory Note (the “Amendment”) with YA II PN, Ltd. (the “Holder”), which amends that certain Promissory Note made by the Company in favor of the Holder, issued as of June 15, 2026, in the original principal amount of $6,000,000 (the “Note”). The
Amendment made the following modifications to the Note: (i) Section 1(f) of the Note was amended and restated in its entirety to, among other things, require the Company to deliver weekly remittance notices to the Holder setting forth net proceeds
received from sales under the Company’s at-the-market offering program during the prior week and to pay the applicable portion of such net Proceeds within one (1) business day after delivery of such notice; (ii) the cure period for a Nasdaq listing
deficiency under Section 1(g) of the Note was extended from seventy-five (75) days to one-hundred eighty (180) days; and (iii) a new Section 1(i) was added to the Note requiring that 100% of net cash proceeds received from any equity or equity-linked
financing (outside of the Company’s at-the-market offering) be applied as a mandatory deemed redemption payable to the Holder within five (5) business days of receipt. The Amendment becomes effective upon execution and delivery by each party and the
Company having paid in full the installment amount due on the September 14, 2026, pursuant to the terms of the Note.
The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full
text of the Amendment, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 2.03Item 2.03 - Creation of Direct Financial Obligation
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.