M&A - Onconetix, Inc.
Form Type: 8-K
Filing Date: 2025-04-08
Corporate Action: Merger
Type: New
Accession Number: 000121390025029639
Filing Summary: On April 8, 2025, Onconetix, Inc. announced the execution of a non-binding letter of intent with Ocuvex Therapeutics, Inc., a privately held biopharmaceutical company. This letter pertains to a proposed business combination transaction between Onconetix and Ocuvex, focused on developing and commercializing therapeutic candidates for ophthalmic diseases. A press release detailing this announcement was provided in Exhibit 99.1 attached to the report.
Additional details:
Business Combination Transaction: Letter of intent executed with Ocuvex Therapeutics, Inc.
Ocuvex Focus: Development and commercialization of ophthalmic therapeutic candidates
Form Type: SCHEDULE 13D/A
Filing Date: 2025-02-14
Corporate Action: Acquisition
Type: Update
Accession Number: 000121390025014283
Filing Summary: Amendment No. 1 to Schedule 13D relates to the acquisition of shares by Ralph Schiess from Onconetix, Inc. following a Share Exchange Agreement dated December 15, 2023. Ralph Schiess acquired 495,903 shares of common stock and 177,462 shares of common stock issuable upon settlement of restricted stock units (RSUs). The acquisition was part of the PMX Acquisition, where Proteomedix AG became a wholly-owned subsidiary of Onconetix, and Onconetix is the new name of the combined entity. The Reporting Person also received shares of Series B Convertible Preferred Stock which converted to common stock upon certain conditions being met. These conditions included obtaining stockholder approval during the 2024 Annual Meeting and executing a reverse stock split. The document details ownership shifts and confirms Ralph Schiess's ongoing role as Interim Chief Executive Officer and Chief Science Officer. Additional provisions include a Lock-Up Agreement restricting potential share sales until specified conditions are met.
Additional details:
Share Exchange Agreement Date: 2023-12-15
Rsu Grant Date: 2024-12-20
Series B Preferred Conversion Date: 2024-09-24
Stockholder Approval Date: 2024-09-05
Lock Up Agreement Date: 2023-12-15
Total Shares Owned: 495903
Total Rsus Owned: 177462
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