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: December 22, 2022
(Date of earliest event reported)
Oragenics, Inc.
(Exact name of registrant as specified in its charter)
| FL | | 001-32188 | | 59-3410522 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification Number) |
4902 Eisenhower Boulevard, Suite 125 Tampa, FL | | 33634 |
| (Address of principal executive offices) | | (Zip Code) |
813-286-7900
(Registrant’s telephone number, including area code)
(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 |
| Common Stock | | OGEN | | NYSE American |
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 December 23, 2022, Oragenics, Inc. (the “Company”) issued a press release announcing that on December 22, 2022 the Board of Directors approved a 1-for-60 reverse stock split of the Company’s outstanding and authorized shares of common stock, pursuant to Section 607.10025 of the Florida Business Corporation Act (the “FBCA”), and the filing of Articles of Amendment to the Company’s Amended and Restated Articles of Incorporation Section 607.10025 of the FBCA. The effective date of the reverse stock split is anticipated to be January 20, 2023 and the Company’s common stock to begin trading on a split-adjusted basis when the market opens on January 23, 2023 under the existing trading symbol “OGEN”.
A copy of the press release announcing these events is attached as Exhibit 99.1 to this Current Report on Form 8-K and is hereby incorporated by reference herein.
Item 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized on this 23rd day of December, 2022.
| | ORAGENICS, INC. (Registrant) |
| | |
| | BY: | /s/ Kimberly Murphy |
| | | Kimberly Murphy President and Chief Executive Officer |
