Kairos Pharma Enters Material Definitive Agreement

Ticker: KAPA · Form: 8-K · Filed: Sep 27, 2024 · CIK: 1962011

Sentiment: neutral

Topics: material-agreement, filing

TL;DR

Kairos Pharma just signed a big deal, filing an 8-K on 9/27.

AI Summary

On September 23, 2024, Kairos Pharma, Ltd. entered into a material definitive agreement. The company, incorporated in Delaware with its principal executive offices in Los Angeles, CA, filed this 8-K report on September 27, 2024.

Why It Matters

This filing indicates a significant new contract or partnership for Kairos Pharma, which could impact its future business operations and financial performance.

Risk Assessment

Risk Level: medium — Entering a material definitive agreement can introduce new risks and opportunities, the specifics of which are not detailed in this initial filing.

Key Numbers

Key Players & Entities

FAQ

What type of material definitive agreement did Kairos Pharma, Ltd. enter into?

The filing states that Kairos Pharma, Ltd. entered into a 'Material Definitive Agreement' but does not specify the nature of the agreement in the provided text.

When was the earliest event reported in this 8-K filing?

The earliest event reported in this 8-K filing occurred on September 23, 2024.

What is the principal executive office address for Kairos Pharma, Ltd.?

The principal executive offices of Kairos Pharma, Ltd. are located at 2355 Westwood Blvd., #139, Los Angeles, CA 90064.

What is the SIC code for Kairos Pharma, Ltd.?

The Standard Industrial Classification (SIC) code for Kairos Pharma, Ltd. is 2834, which corresponds to Pharmaceutical Preparations.

What is the filing date of this 8-K report?

This 8-K report was filed on September 27, 2024.

Filing Stats: 708 words · 3 min read · ~2 pages · Grade level 10.8 · Accepted 2024-09-27 17:10:33

Key Financial Figures

Filing Documents

From the Filing

UNITED 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): September 23, 2024 Kairos Pharma, Ltd. (Exact name of registrant as specified in its charter) Delaware 001-42275 46-2993314 (State or other jurisdiction of incorporation) (Commission File No.) (I.R.S. Employer Identification No.) 2355 Westwood Blvd. , #139 Los Angeles CA 90064 (Address of principal executive offices) (Zip Code) (310) 948-2356 (Registrant's telephone number, including area code) N/A (Former name or former address, if changed from 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 Instruction 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-14(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 $0.001, per share KAPA The Nasdaq Stock Market LLC 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 1.01 Entry into a Material Definitive Agreement. On September 23, 2024, Kairos Pharma, Ltd., a Delaware corporation (the "Company"), entered into an advisory and consulting services agreement (the "CEO.CA Agreement") with CEO.CA Technologies Ltd., a Canadian company ("CEO.CA"), pursuant to which CEO.CA will provide certain internet-based financial information and communications services for a period of one year for a services fee of $250,000. The CEO.CA Agreement includes such services as strategic news placement, news releases, interviews, monthly analytics and a video launch. The CEO.CA Agreement contains other customary clauses, including representations and warranties, indemnification clauses and governing law clauses. On September 23, 2024, the Company also entered into a strategic advisory agreement (the "Strategic Advisory Agreement") with Belair Capital Advisors Inc. ("BCA"). BCA, a venture capital and corporate finance advisory firm, has been a long-term investor and advisor to the Company and frequently works with early stage pharmaceutical companies. The strategic advisory services consist of corporate strategy, market positioning and long-term growth plans within the pharmaceutical sector, digital marketing and engagement, market research analysis and business development assistance, among other things. During the 12-month term of the Strategic Advisory Agreement, in exchange for its services, the Company will pay BCA a $365,000 fee and will issue BCA 50,000 restricted stock units, which will vest at the end of six months. The Strategic Advisory Agreement also includes other customary clauses, such as representations and warranties, indemnification and governing law clauses. The foregoing summary of the terms and conditions of the CEO.CA Agreement and the Strategic Advisory Agreement do not purport to be complete and are qualified in their entirety by reference to the full text of the agreements, which are attached hereto as Exhibits 10.1 and 10.2 and are incorporated by reference herein. Item 9.01. Financial Statements and Exhibits (d) Exhibits Exhibit No. Exhibit Description 10.1 Form of Advertising Services Agreement, dated September 23, 2024, between the Company and CEO.CA Technologies, Inc. 10.2 Form of Advisory & Consulting Agreement, dated September 23, 2024, between the Company and Belair Capital Advisors Inc. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) SIGNATURE Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: September 27, 2024 KAIROS PHARMA, LTD. By: /s/ John S. Yu John S. Yu Chief Executive Officer

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