Zevra Therapeutics Terminates Material Agreement

TL;DR

Zevra Therapeutics just terminated a major deal, filing an 8-K with exhibits.

AI Summary

On July 12, 2024, Zevra Therapeutics, Inc. filed an 8-K report detailing the termination of a material definitive agreement. The filing also includes financial statements and exhibits, with the company previously known as KemPharm, Inc. before a name change on May 30, 2013.

Why It Matters

The termination of a material definitive agreement can significantly impact a company's operations, strategic partnerships, and financial outlook.

Risk Assessment

Risk Level: medium — Termination of a material definitive agreement can signal underlying issues or strategic shifts that may pose risks to the company's future performance.

Key Players & Entities

• Zevra Therapeutics, Inc. (company) — Registrant
• KemPharm, Inc. (company) — Former company name
• July 12, 2024 (date) — Date of report and earliest event
• May 30, 2013 (date) — Date of former company name change

FAQ

Key Financial Figures

• $0.0001 — nge on which registered Common Stock , $0.0001 par value per share ZVRA The Nasdaq
• $75,000,000 — ng an aggregate offering price of up to $75,000,000 through the Sales Agent (the "Offering"

Filing Documents

• zvra20240711_8k.htm (8-K) — 39KB
• ex_697545.htm (EX-1.1) — 253KB
• ex_697480.htm (EX-5.1) — 14KB
• lw2.jpg (GRAPHIC) — 5KB
• 0001437749-24-022668.txt ( ) — 504KB
• zvra-20240712.xsd (EX-101.SCH) — 3KB
• zvra-20240712_def.xml (EX-101.DEF) — 11KB
• zvra-20240712_lab.xml (EX-101.LAB) — 15KB
• zvra-20240712_pre.xml (EX-101.PRE) — 11KB
• zvra20240711_8k_htm.xml (XML) — 3KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement On July 12, 2024, Zevra Therapeutics, Inc. (the "Company"), entered into an Equity Distribution Agreement (the "Agreement"), with Citizens JMP Securities LLC, as sales agent (the "Sales Agent"), under which the Company may offer and sell, from time to time at its sole discretion, shares of its common stock, par value $0.0001 per share (the "Common Stock"), having an aggregate offering price of up to $75,000,000 through the Sales Agent (the "Offering"). The Sales Agent may sell the Common Stock by any method permitted by law deemed to be an "at the market offering" as defined in Rule 415 of the Securities Act of 1933, as amended. The Sales Agent will use commercially reasonable efforts to sell the Common Stock from time to time, based upon instructions from the Company (including any price, time or size limits or other customary parameters or conditions the Company may impose). The Company will pay the Sales Agent a commission equal to three percent (3.0%) in the aggregate of the gross sales proceeds of any Common Stock sold through the Sales Agent under the Agreement. The Company has provided customary representations, warranties and covenants and the parties have agreed to customary indemnification rights. The Company is not obligated to make any sales of Common Stock under the Agreement. The Offering will terminate upon the earlier of (i) the sale of all Common Stock subject to the Agreement or (ii) termination of the Agreement in accordance with its terms. Any sales of Common Stock made pursuant to the Agreement, if any, will be made under the Company's shelf registration statement on Form S-3 (the "Registration Statement") filed on June 4, 2024, which was declared effective on June 13, 2024. The Company filed a prospectus supplement with the Commission on July 12, 2024 in connection with the Offering. The foregoing description of the Agreement is not complete and is qualified in its entirety by referenc

02. Termination of a Material Definitive Agreement

Item 1.02. Termination of a Material Definitive Agreement On July 11, 2024, the Company delivered written notice to Citizens JMP Securities LLC and RBC Capital Markets, LLC (the "Prior Sales Agents"), terminating the Equity Distribution Agreement, dated July 2, 2021 (the "Prior Agreement"), by and between the Company and the Prior Sales Agents. The termination was effective as of July 12, 2024, pursuant to Section 12(b) of the Prior Agreement. A copy of the Prior Agreement was filed as Exhibit 10.1 to the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on July 2, 2021 (the "Prior Form 8-K"). The description of the Prior Agreement contained in this Current Report on Form 8-K is not complete and is qualified in its entirety by reference to the full text of the Prior Agreement filed as Exhibit 10.1 to the Prior Form 8-K and is incorporated herein by reference.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 1.1 Equity Distribution Agreement, dated as of July 12, 2024, by and between Zevra Therapeutics, Inc. and Citizens JMP Securities, LLC. 5.1 Opinion of Lathan & Watkins LLP. 23.1 Consent of Latham & Watkins 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 hereunto duly authorized. Zevra Therapeutics, Inc . Date: July 12, 2024 By: /s/ Timothy J. Sangiovanni Timothy J. Sangiovanni, CPA Senior Vice President, Corporate Controller

View Full Filing

View this 8-K filing on SEC EDGAR