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): April 3, 2020
Harpoon Therapeutics, Inc.
(Exact name of Registrant as Specified in Its Charter)
| Delaware | 001-38800 | 47-3458693 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| 131 Oyster Point Blvd, Suite 300 South San Francisco, California |
94080 | |
| (Address of Principal Executive Offices) | (Zip Code) |
(650) 443-7400
(Registrant’s Telephone Number, Including Area Code)
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 (see General Instructions A.2. below):
| ☐ | 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 | ||
| Common stock, par value $0.0001 per share | HARP | Nasdaq Global Select 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 8.01 Other Events.
On April 3, 2020, the Delaware Chancery Court issued a memorandum opinion in the litigation between Harpoon Therapeutics, Inc., a Delaware corporation (the “Company”), Maverick Therapeutics, Inc. (“Maverick”) and Millennium Pharmaceuticals, Inc. (“Millennium”). The litigation and opinion relate only to the Company’s ProTriTAC platform, and have no impact on the Company’s TriTAC platform, any programs in development coming out of the TriTAC platform, or any other platforms that the Company is developing. The Court ruled in favor of the Company on Maverick’s claims for breach of contract and misappropriation of trade secrets and dismissed those claims. As part of that ruling, the Court determined that the Company’s ProTriTAC technology is not in a field that is subject to a four year non-compete. The Company believes that the outcome of the dispute enables the Company to pursue development of the ProTriTAC platform previewed at the Society for the Immunotherapy of Cancer meeting in 2018. The Court found in favor of Millennium on its claim against the Company for fraud in inducing Millennium’s investment in Maverick. The Court found that Millennium had not proved its claims for tortious interference with contract and business relations or unfair competition, and those claims were dismissed. The Court has directed that the litigation will now move to a damages phase, in which damages related to the fraud ruling, if any, will be determined.
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.
| HARPOON THERAPEUTICS, INC. | ||
| By: | /s/ Gerald McMahon, Ph.D. | |
| Gerald McMahon, Ph.D. | ||
| President and Chief Executive Officer | ||
Dated: April 6, 2020
3