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|Item 1.02.|| |
Termination of a Material Definitive Agreement.
As previously disclosed, on February 9, 2018, Oncternal Therapeutics, Inc. (the “Company”), then known as GTx, Inc., entered into an At-the-Market Equity Offering Sales Agreement (the “Sales Agreement”) with Stifel, Nicolaus & Company, Incorporated, as sales agent (“Stifel”), to sell, at its option, shares of common stock, par value $0.001 per share (the “Shares”), having aggregate gross sales proceeds of up to $50 million, from time to time, through an “at the market” equity offering program under which Stifel acted as sales agent.
On August 27, 2020, the Company delivered written notice to Stifel to terminate the Sales Agreement effective as of such date, pursuant to Section 10(a) thereof. The Company is not subject to any termination penalties related to the termination of the Sales Agreement. Prior to termination, approximately $25.0 million of Shares remained available for sale pursuant to the Sales Agreement.
A copy of the Sales Agreement was filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on February 9, 2018 (the “Prior Form 8-K”). The description of the Sales Agreement contained in this Current Report on Form 8-K does not purport to be complete and is qualified in its entirety by reference to the copy of the Sales Agreement filed as Exhibit 10.1 to the Prior Form 8-K.
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.
|Oncternal Therapeutics, Inc.|
Date: August 27, 2020
|Name:||Richard G. Vincent|
|Title:||Chief Financial Officer|