Pharvaris N.V. Enters Registration Rights Agreement

TL;DR

**Pharvaris signed a registration rights agreement, meaning more shares could hit the market soon.**

AI Summary

Pharvaris N.V. filed a 6-K on February 7, 2024, announcing it entered into a registration rights agreement on February 5, 2024. This agreement allows certain shareholders to demand that the company register their shares for sale, potentially increasing the number of shares available on the market. This matters to investors because a future increase in the supply of shares could put downward pressure on the stock price.

Why It Matters

This agreement could lead to more shares being sold on the open market, which might dilute existing shareholder value or depress the stock price due to increased supply.

Risk Assessment

Risk Level: medium — The potential for increased share supply on the market introduces a moderate risk of stock price dilution or downward pressure.

Analyst Insight

A smart investor would monitor for any subsequent filings detailing the specifics of the shares covered by the registration rights agreement and consider the potential impact on supply and demand dynamics before making investment decisions.

Key Players & Entities

• Pharvaris N.V. (company) — the registrant entering the agreement
• February 5, 2024 (date) — date the registration rights agreement was entered into
• February 2024 (date) — month for which the 6-K report is filed

Forward-Looking Statements

• The stock price of Pharvaris N.V. may experience downward pressure. (Pharvaris N.V.) — medium confidence, target: Q1 2024
• The number of publicly traded shares for Pharvaris N.V. will increase. (Pharvaris N.V.) — medium confidence, target: Q2 2024

FAQ

From the Filing

0000950170-24-012166.txt : 20240207 0000950170-24-012166.hdr.sgml : 20240207 20240207160103 ACCESSION NUMBER: 0000950170-24-012166 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20240207 FILED AS OF DATE: 20240207 DATE AS OF CHANGE: 20240207 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Pharvaris N.V. CENTRAL INDEX KEY: 0001830487 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] ORGANIZATION NAME: 03 Life Sciences IRS NUMBER: 000000000 STATE OF INCORPORATION: P7 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-40010 FILM NUMBER: 24604213 BUSINESS ADDRESS: STREET 1: J.H. OORTWEG 21 STREET 2: 2333 CH LEIDEN CITY: LEIDEN STATE: P7 ZIP: 00000 BUSINESS PHONE: 31 (0)71 203 6410 MAIL ADDRESS: STREET 1: J.H. OORTWEG 21 STREET 2: 2333 CH LEIDEN CITY: LEIDEN STATE: P7 ZIP: 00000 FORMER COMPANY: FORMER CONFORMED NAME: Pharvaris, B.V. DATE OF NAME CHANGE: 20201029 6-K 1 registration_rights_agre.htm 6-K 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934   For the month of February 2024 Commission File Number: 001-40010 Pharvaris N.V. (Translation of registrant’s name into English) Emmy Noetherweg 2   2333 BK Leiden   The Netherlands (Address of principal executive office)   Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F ☒ Form 40-F ☐   Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐   Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.   Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐   Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.   PHARVARIS N.V.   On February 5, 2024, Pharvaris N.V. (the “Company”) entered into a registration rights agreement (the “Registration Rights Agreement”) with General Atlantic PH B.V. (the “Investor”) relating to the exercised pre-funded warrants (the “Pre-Funded Warrants”) to purchase up to 1,375,000 ordinary shares of the Company, par value €0.12 per share (the “Ordinary Shares”), which Pre-Funded Warrants were acquired by the Investor in an underwritten offering that closed on December 8, 2023.   The Registration Rights Agreement contains customary registration rights, including demand registration rights, with respect to the Ordinary Shares, as well as customary indemnification provisions. The foregoing is a summary description of the Registration Rights Agreement and is qualified in its entirety by the text of the Registration Rights Agreement filed as Exhibit 99.1 to this Current Report on Form 6-K and incorporated herein by reference.   This Report on Form 6-K shall be deemed to be incorporated by reference into the Company’s registration stateme