Windtree Therapeutics Files 8-K

TL;DR

WINT filed an 8-K on 10/28/24 - standard corporate update.

AI Summary

On October 28, 2024, Windtree Therapeutics, Inc. filed an 8-K report detailing other events and financial statements. The company, formerly known as Discovery Laboratories Inc. and Ansan Pharmaceuticals Inc., is incorporated in Delaware and headquartered in Warrington, Pennsylvania.

Why It Matters

This filing provides an update on Windtree Therapeutics' corporate activities and financial reporting, which is crucial for investors to stay informed about the company's status.

Risk Assessment

Risk Level: low — This is a routine 8-K filing for corporate events and financial statements, not indicating any immediate significant risks.

Key Numbers

• 001-39290 — SEC File Number (Identifies the company's filing history)
• 94-3171943 — IRS Employer Identification No. (Company's tax identification number)

Key Players & Entities

• Windtree Therapeutics, Inc. (company) — Registrant
• Discovery Laboratories Inc. (company) — Former Company Name
• Ansan Pharmaceuticals Inc. (company) — Former Company Name
• Delaware (jurisdiction) — State of Incorporation
• Warrington, Pennsylvania (location) — Principal Executive Office Address

FAQ

Key Financial Figures

• $0.001 — h registered Common Stock , par value $0.001 per share WINT The Nasdaq Capital Ma
• $27,243,504 — ating to the issuance and sale of up to $27,243,504 of shares of the Company's common stock
• $7,756,496 — stock for total gross cash proceeds of $7,756,496 pursuant to the Purchase Agreement. The
• $2.3 million — 24 for an aggregate redemption price of $2.3 million pursuant to the Company's Certificate o

Filing Documents

• wint20241028_8k.htm (8-K) — 30KB
• ex_738387.htm (EX-5.1) — 10KB
• a01.jpg (GRAPHIC) — 6KB
• 0001437749-24-032316.txt ( ) — 182KB
• wint-20241028.xsd (EX-101.SCH) — 3KB
• wint-20241028_def.xml (EX-101.DEF) — 11KB
• wint-20241028_lab.xml (EX-101.LAB) — 15KB
• wint-20241028_pre.xml (EX-101.PRE) — 11KB
• wint20241028_8k_htm.xml (XML) — 3KB

01

Item 8.01 Other Events On October 28, 2024, Windtree Therapeutics, Inc. (the "Company") filed a prospectus supplement relating to the issuance and sale of up to $27,243,504 of shares of the Company's common stock, par value $0.001 per share ("Common Stock") that the Company may issue and sell to Seven Knots, LLC ("Seven Knots") from time to time, in its sole discretion, under the company's existing equity line of credit with Seven Knots pursuant to a purchase agreement by and between the Company and Seven Knots, dated June 26, 2024 (the "Purchase Agreement"). The prospectus supplement also covers the resale of these shares by Seven Knots to the public. The Company previously filed a registration statement on Form S-1, which was declared effective by the SEC on September 3, 2024 (SEC File No. 333-281755) (the "Form S-1") that covered the resale of up to 10,679,758 shares of Common Stock pursuant to the Purchase Agreement. The 10,679,758 shares of Common Stock represented (i) 10,574,018 shares issuable to Seven Knots, from time to time from and after the Commencement Date (as defined in the Purchase Agreement) upon the terms and subject to the conditions and limitations of the Purchase Agreement, and subject to the Exchange Cap (as defined below) (the "Initial Purchase Shares"); and (ii) 105,740 shares that were issuable upon the conversion of the outstanding unpaid principal balance, together with all accrued and unpaid interest of a commitment note issued to Seven Knots as consideration for its execution and delivery of the Purchase Agreement (the "Note Shares"). Pursuant to certain rules of the Nasdaq Stock Market LLC ("Nasdaq"), the Company was prohibited from issuing to Seven Knots under the Purchase Agreement more than 19.99% of the Common Stock below the "Minimum Price" (as determined in accordance with Nasdaq rules) (the "Exchange Cap"), until the Company obtained stockholder approval to issue shares of Common Stock in excess of the Exchange Cap in accor

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits The following exhibits are being filed herewith: Exhibit No. Document 5.1 Opinion of Goodwin Procter LLP 23.1 Consent of Goodwin Procter LLP (included in Exhibit 5.1) 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

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. Dated: October 28, 2024 Windtree Therapeutics, Inc. By: /s/ Craig E. Fraser Name: Craig E. Fraser Title: President and Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR