Kiora Pharmaceuticals Files 8-K on Agreements and Equity Sales

TL;DR

Kiora Pharma inked new deals and sold stock, check the filings for details.

AI Summary

Kiora Pharmaceuticals Inc. filed an 8-K on April 7, 2026, reporting on the entry into a material definitive agreement and unregistered sales of equity securities. The filing includes exhibits such as the form of security, registration rights, and a press release dated April 3, 2026.

Why It Matters

This filing indicates Kiora Pharmaceuticals is actively engaging in new agreements and issuing equity, which could impact its financial structure and future operations.

Risk Assessment

Risk Level: medium — The filing details material definitive agreements and unregistered sales of equity, which can introduce financial and operational risks.

Key Players & Entities

• KIORA PHARMACEUTICALS INC (company) — Filer
• 0001372514 (company) — CIK Number
• 2026-04-07 (date) — Filing Date
• 2026-04-03 (date) — Period of Report
• April 3, 2026 (date) — Press Release Date

FAQ

Key Financial Figures

• $0.01 — nge on which registered: Common Stock, $0.01 par value KPRX NASDAQ Indicate by che
• $0.0001 — of Common Stock at an exercise price of $0.0001 per share, (iii) Tranche A-1 Common Sto
• $1.94 — of Common Stock at an exercise price of $1.94 per share ("the Tranche A-1 Warrants"),
• $2.5430 — ts and one Tranche A-2 Warrant, will be $2.5430 and the combined purchase price for eac
• $2 — ts and one Tranche A-2 Warrant, will be $2.5429, which price represents the "Minim
• $5.0 million — ss proceeds at closing of approximately $5.0 million and potential future warrant exercise g
• $19.0 million — xercise gross proceeds of approximately $19.0 million. The private placement (the "Private Pl

Filing Documents

• kprx-20260403.htm (8-K) — 43KB
• ex41-kioraxpipexformofprex.htm (EX-4.1) — 115KB
• ex42-kioraxpipexformoftran.htm (EX-4.2) — 249KB
• ex43-kioraxpipexformoftran.htm (EX-4.3) — 248KB
• ex101-kioraxpipexsecuritie.htm (EX-10.1) — 321KB
• ex102-kioraxpipexregistrat.htm (EX-10.2) — 140KB
• ex991-pressreleasepipeapri.htm (EX-99.1) — 10KB
• kprx-20260403_g1.jpg (GRAPHIC) — 28KB
• 0001372514-26-000036.txt ( ) — 1519KB
• kprx-20260403.xsd (EX-101.SCH) — 2KB
• kprx-20260403_lab.xml (EX-101.LAB) — 22KB
• kprx-20260403_pre.xml (EX-101.PRE) — 13KB
• kprx-20260403_htm.xml (XML) — 3KB

01. Entry Into a Material Definitive Agreement

Item 1.01. Entry Into a Material Definitive Agreement. Private Placement On April 3, 2026, Kiora Pharmaceuticals, Inc. (the "Company") entered into a securities purchase agreement (the "Securities Purchase Agreement") with certain institutional investors (the "Purchasers"), pursuant to which the Company agreed to issue and sell to the Purchasers, and the Purchasers agreed to purchase from the Company (i) 438,471 shares (the "Private Placement Shares") of the Company's Common Stock, par value $0.01 per share ("Common Stock"), (ii) pre-funded Common Stock purchase warrants (the "Pre-Funded Warrants") to purchase an aggregate of up to 1,527,711 shares of Common Stock at an exercise price of $0.0001 per share, (iii) Tranche A-1 Common Stock purchase warrants to purchase up to 7,864,727 shares of Common Stock at an exercise price of $1.94 per share ("the Tranche A-1 Warrants"), and (iv) Tranche A-2 Common Stock purchase warrants to purchase up to 1,966,182 shares of Common Stock at an exercise price of $1.94 per share (the "Tranche A-2 Warrants"). The combined purchase price for each Private Placement Share, together with the accompanying four Tranche A-1 Warrants and one Tranche A-2 Warrant, will be $2.5430 and the combined purchase price for each Pre-Funded Warrant, together with the accompanying four Tranche A-1 Warrants and one Tranche A-2 Warrant, will be $2.5429, which price represents the "Minimum Price" in accordance with Nasdaq Listing Rule 5635(d), for expected aggregate gross proceeds at closing of approximately $5.0 million and potential future warrant exercise gross proceeds of approximately $19.0 million. The private placement (the "Private Placement") closed on April 6, 2026. The Tranche A-1 Warrants will be exercisable immediately and will terminate upon the earlier of (i) the nine month anniversary of issuance and (ii) 30 days after the Company announces the consummation of a transaction that results in a material expansion of the potential commerc

02. Unregistered Sales of Securities

Item 3.02. Unregistered Sales of Securities. The information set forth in Item 1.01 of this Current Report on Form 8-K regarding the Private Placement is incorporated herein by reference into this Item 3.02. The Private Placement Shares, the Tranche A-1 Warrants, the Tranche A-2 Warrants, the Pre-Funded Warrants, and the shares of common stock underlying the Tranche A-1 Warrants, the Tranche A-2 Warrants and the Pre-Funded Warrants (collectively, the "Securities") were, and will be, offered and sold in transactions exempt from registration under the Securities Act in reliance on Section 4(a)(2) thereof and Rule 506(b) of Regulation D thereunder. Each Purchaser is an "accredited investor," as defined in Regulation D, and is acquiring the Securities for investment only and not with a view towards, or for resale in connection with, the public sale or distribution thereof. Accordingly, the Securities will not initially be registered under the Securities Act and the Securities may not be offered or sold in the United States absent registration or an exemption from registration under the Securities Act and any applicable state securities laws. Neither this Current Report on Form 8-K nor the exhibits attached hereto is an offer to sell or the solicitation of an offer to buy shares of common stock, notes, or any other securities of the Company.

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure. On April 7, 2026, the Company issued a press release announcing the signing of Securities Purchase Agreements with the Purchasers. A copy of the press release is furnished as Exhibit 99.1, and is incorporated herein by reference. The information furnished under this Item 7.01, including Exhibit 99.1, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, and shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Title 4.1 Form of Pre-Funded Warrant 4.2 Form of Tranche A - 1 Warrant 4.3 Form of Tranche A - 2 Warrant 10.1 * Form of Securities Purchase Agreement, dated as of April 3 , 2026, by and between Kiora Pharmaceuticals, Inc. and the purchasers named therein 1 0.2* F orm of Registration Rights Agreement 99.1 Press Release of Kiora Pharmaceuticals, Inc., dated as of April 7 , 2026 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). *Schedules and exhibits have been omitted from this exhibit pursuant to Item 601(a)(5) of Regulation S-K. The registrant hereby undertakes to furnish copies of any of the omitted schedules and exhibits upon request by the U.S. Securities and Exchange Commission.

SIGNATURES

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 thereunto duly authorized. KIORA PHARMACEUTICALS, INC. By: /s/ Melissa Tosca Melissa Tosca Chief Financial Officer (Principal financial and accounting officer) Date: April 7, 2026

View Full Filing

View this 8-K filing on SEC EDGAR