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Allarity Therapeutics (NASDAQ: ALLR) wins key DRP patent and secures shareholder backing

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Form Type
8-K

Rhea-AI Filing Summary

Allarity Therapeutics, Inc. reported results from its annual stockholder meeting and announced a newly granted U.S. patent. Stockholders elected Jesper Hoiland as director and ratified Wolf & Company, P.C. as auditor. They also approved an increase in shares available under the 2021 Equity Incentive Plan and an advisory vote on executive compensation.

Holders approved issuing common stock under a January 2026 Common Stock Purchase Agreement with Tumim Stone Capital LLC above the exchange cap, while an amendment to limit certain officer liability did not pass. Separately, the USPTO granted a key U.S. patent for Allarity’s stenoparib-specific DRP companion diagnostic, with a term extending into April 2042, supporting the company’s personalized oncology strategy.

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Insights

Shareholders backed core proposals while a key U.S. patent extends stenoparib’s diagnostic protection to 2042.

Allarity obtained stockholder support for its equity plan expansion and share issuance under the Tumim Stone Capital agreement, preserving access to equity-based incentives and a previously arranged capital source. Routine items such as director election, auditor ratification, and say-on-pay also received approval, while a proposed charter change to limit certain officer liability failed.

The newly granted U.S. patent for the stenoparib Drug Response Predictor companion diagnostic, with a term into April 2042, strengthens intellectual property around selecting patients likely to benefit from stenoparib. The company notes related protection in Europe and Australia into 2039. Actual commercial impact will depend on future clinical validation, regulatory acceptance of the DRP strategy, and successful completion of ongoing Phase 2 studies in ovarian and small cell lung cancer.

Item 5.07 Submission of Matters to a Vote of Security Holders Governance
Results of a shareholder vote on proposals at an annual or special meeting.
Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Meeting quorum 8,364,272 shares (54.10%) Shares of common stock present at annual meeting as of May 7, 2026 record date
Equity plan share increase From 1,521,990 to 2,021,990 shares Amended and Restated 2021 Equity Incentive Plan authorization approved by stockholders
Auditor ratification votes 8,330,862 for; 25,167 against; 8,243 abstentions Ratification of Wolf & Company, P.C. as independent registered public accounting firm for 2026
Tumim share issuance approval 3,168,301 for; 722,610 against; 45,715 abstentions Approval to issue shares under Common Stock Purchase Agreement above exchange cap
Officer liability amendment vote 3,518,072 for; 402,701 against; 15,853 abstentions Amendment to limit liability of certain officers, which did not pass
U.S. DRP patent term Extends into April 2042 Key U.S. patent for stenoparib-specific DRP companion diagnostic granted by USPTO
EU and Australia DRP patent term Extends into 2039 Patent protection for stenoparib DRP in Europe and Australia
Drug Response Predictor (DRP®) medical
"the key U.S. patent covering its proprietary stenoparib-specific Drug Response Predictor (DRP®) companion diagnostic"
A drug response predictor (DRP®) is a laboratory test or computer-based tool that uses biological data from a patient’s tissue or blood to estimate how likely a specific medicine is to work for that person. For investors it matters because such predictors can improve drug trial success rates, speed regulatory approval, and boost commercial adoption by identifying the patients most likely to benefit—think of it as a weather forecast that helps decide whether to carry an umbrella for a given treatment.
companion diagnostic medical
"its stenoparib-specific Drug Response Predictor (DRP®) companion diagnostic"
A companion diagnostic is a medical test designed to identify which patients are likely to benefit from a specific drug or medical treatment, much like a key that shows whether a particular lock will open. For investors, these tests matter because they can increase a drug’s chances of approval and market uptake, create a separate revenue stream, and reduce commercial risk by matching treatments to the patients most likely to respond.
Phase 2 medical
"a Phase 2 clinical-stage pharmaceutical company dedicated to developing stenoparib"
Phase 2 is the mid-stage clinical trial where a new drug or treatment is tested in a larger group of patients to see if it works and to keep checking safety after initial human testing. Think of it as a field test that proves whether a product actually delivers its promised benefit. Investors watch Phase 2 closely because its results strongly influence a medicine’s chances of reaching the market, the size of its potential sales, and the company’s valuation.
platinum resistant medical
"enrolls only platinum resistant or platinum-ineligible patients and is designed to accelerate"
forward-looking statements regulatory
"This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995."
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
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UNITED STATES

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): June 26, 2026

 

ALLARITY THERAPEUTICS, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

  001-41160   87-2147982
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)

 

123 E Tarpon Ave,

Tarpon Springs, FL 34689

(Address of principal executive offices)

 

(401) 426-4664

(Registrant’s telephone number, including area code)

 

Not applicable

(Former name or former address, if changed since 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:

 

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-4(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 $0.0001 per share   ALLR   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 5.07 Submission of Matters to a Vote of Security Holders.

 

On June 26, 2026, Allarity Therapeutics, Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”). At the Annual Meeting, seven proposals were submitted to the Company’s stockholders of record for a vote. These proposals are described in detail in the Company’s Definitive Proxy Statement filed with the U.S. Securities and Exchange Commission on April 30, 2026 (the “Proxy Statement”).

 

At the Annual Meeting, a total of 8,364,272 (or 54.10%) of the Company’s issued and outstanding shares of common stock held of record as of May 7, 2026, the record date for the Annual Meeting, were present either in person or by proxy, which constituted a quorum.

 

The final voting results for each proposal are set forth below. For additional information regarding the proposals, please refer to the Proxy Statement.

 

Proposal 1: The director nominee listed below was duly elected at the Annual Meeting for annual term expiring in 2029 was approved pursuant to the following votes:

 

Nominee   For   Withheld   Broker Non-Votes
Jesper Hoiland   3,748,814   187,812   4,427,646

 

Proposal 2: The appointment of Wolf & Company, P.C. to serve as the Company’s independent registered public accounting firm for 2026 was ratified pursuant to the following votes:

 

For   Against   Abstentions   Broker Non-Votes
8,330,862   25,167   8,243   0

 

Proposal 3: The proposal to amend our Amended and Restated 2021 Equity Incentive Plan, to increase the aggregate number of shares of common stock authorized for grant from 1,521,990 to 2,021,990 was approved pursuant to the following votes:

 

For   Against   Abstentions   Broker Non-Votes
3,083,990   823,336   29,300   4,427,646

 

Proposal 4: The proposal for approval, on an advisory basis, of the compensation of the Company’s executive officers was approved pursuant to the following votes:

 

For   Against   Abstentions   Broker Non-Votes
3,621,297   301,684   13,645   4,427,646

 

1

 

Proposal 5: The proposal to approve the issuance of shares of our common stock pursuant to the Common Stock Purchase Agreement dated January 28, 2026 by and between the Company and Tumim Stone Capital LLC in excess of the Exchange Cap was approved pursuant to the following votes:

 

For   Against   Abstentions   Broker Non-Votes
3,168,301   722,610   45,715   4,427,646

 

Proposal 6: To approve an amendment to our Certificate of Incorporation to limit the liability of certain officers as permitted by Delaware law, did not pass, pursuant to the following votes:

 

For   Against   Abstentions   Broker Non-Votes
3,518,072   402,701   15,853   4,427,646

 

Proposal 7: The proposal to approve the adjournment of the Annual Meeting, if necessary or advisable, to solicit additional proxies in favor of the aforementioned proposals was approved pursuant to the following votes:

 

For   Against   Abstentions   Broker Non-Votes
7,309,857   1,032,786   21,629   0

 

Item 8.01 Other Events.

 

On June 30, 2026, the Company announced that the United States Patent and Trademark Office (USPTO) has granted the key U.S. patent covering its proprietary stenoparib-specific Drug Response Predictor (DRP®) companion diagnostic. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.   Description
99.1   Press Release, dated June 30, 2026.
104   Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

2

 

SIGNATURE

 

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.

 

Allarity Therapeutics, Inc.  
   
Dated: July 1, 2026  
   
By: /s/ Thomas H. Jensen  
  Thomas H. Jensen  
  Chief Executive Officer  

 

3

 

Exhibit 99.1

 

 

Allarity Therapeutics Announces the Grant of Essential U.S. Patent for Its Stenoparib DRP® Companion Diagnostic

 

-Key U.S. patent now protects exclusivity for developing stenoparib with the stenoparib-DRP® until April 2042

 

TARPON SPRINGS, Fla., June 30, 2026 – Allarity Therapeutics, Inc. (“Allarity” or the “Company”) (NASDAQ: ALLR), a Phase 2 clinical-stage pharmaceutical company dedicated to developing stenoparib (2X-121)—a differentiated, dual PARP and WNT pathway inhibitor—today announced that the United States Patent and Trademark Office (USPTO) has granted the key U.S. patent covering its proprietary stenoparib-specific Drug Response Predictor (DRP®) companion diagnostic. The newly granted patent has a term extending into April 2042. The patent grant follows the USPTO’s Notice of Allowance for the stenoparib DRP® companion diagnostic formerly announced by Allarity in April 2026.

 

“This is a critical step for Allarity. With this U.S. patent now granted and providing protection into 2042, we have established an important long-term intellectual property foundation for stenoparib and our DRP® companion diagnostic,” said Thomas Jensen, Chief Executive Officer of Allarity Therapeutics. “Looking ahead, our goal is to use the stenoparib DRP® to help identify the patients most likely to benefit from treatment. This patent provides the foundation for advancing a more precise, patient-selection-driven approach to ovarian cancer and accelerating stenoparib toward FDA approval.”

 

The granted patent covers methods for predicting clinical benefit from stenoparib based on gene-expression profiles derived from tumor samples, as well as methods for selecting patients most likely to benefit from stenoparib treatment using the stenoparib DRP® test. The patent protects Allarity’s long-term commercial strategy, allowing exclusivity for stenoparib when used in concert with the stenoparib DRP® companion diagnostic in the United States into April 2042.

 

Allarity has also secured patent protection for the stenoparib DRP® in Europe and Australia into 2039, with related applications pending in several additional international markets.

 

About Stenoparib/2X-121

 

Stenoparib is an orally available, small-molecule dual-targeted inhibitor of PARP1/2 and tankyrase 1/2. At present, tankyrases are attracting significant attention as emerging therapeutic targets for cancer, principally due to their role in regulating the WNT signaling pathway. Aberrant WNT/β-catenin signaling has been implicated in the development and progression of numerous cancers, especially drug-resistant cancers. By inhibiting PARP and blocking WNT pathway activation, stenoparib’s unique therapeutic action shows potential as a promising therapeutic for many cancer types, including ovarian cancer, small cell lung cancer and colorectal cancer. Allarity has secured exclusive global rights for the development and commercialization of stenoparib, which was originally developed by Eisai Co. Ltd. and was formerly known under the names E7449 and 2X-121. Allarity has completed its first Phase 2 trial for stenoparib in advanced ovarian cancer patients. That trial showed promising and durable clinical benefit in ovarian cancer patients who had 2+ lines of therapy and were given stenoparib twice daily. The updated data from this study were presented at the AACR special conference on advances in ovarian cancer in September 2025. Note that analyses may change as the study fully matures. A new protocol was designed expressly to capitalize on this emerging clinical experience with stenoparib in platinum resistant patients and began enrolling patients in the summer of 2025. This amended protocol enrolls only platinum resistant or platinum-ineligible patients and is designed to accelerate the clinical development of stenoparib toward FDA approval. In parallel, a separate Phase 2 trial evaluating stenoparib in combination with temozolomide for relapsed small cell lung cancer (SCLC) began enrolling patients in early 2026 and is currently enrolling patients across multiple VA sites in the US.

 

About the Drug Response Predictor – DRP® Companion Diagnostic

 

Allarity uses its drug-specific DRP® to select those patients who, by the gene expression signature of their cancer, may have a high likelihood of benefiting from a specific drug. By screening patients before treatment, and only treating those patients with a sufficiently high, drug-specific DRP score, the therapeutic benefit rate may be enhanced. The DRP method builds on the comparison of sensitive vs. resistant human cancer cell lines, including transcriptomic information from cell lines, combined with clinical tumor biology filters and prior clinical trial outcomes. DRP is based on messenger RNA expression profiles from patient biopsies. The DRP® platform has shown an ability to provide a statistically significant prediction of the clinical outcome from drug treatment in cancer patients across dozens of clinical studies (both retrospective and prospective). The DRP platform, which may be useful in all cancer types and is patented for dozens of anti-cancer drugs, has been extensively published in the peer-reviewed literature.

 

Allarity Therapeutics, Inc. | 123 E Tarpon Ave | Tarpon Springs, Florida | U.S.A. | NASDAQ: ALLR | www.allarity.com

 

Page 1 of 2

 

 

About Allarity Therapeutics

 

Allarity Therapeutics, Inc. (NASDAQ: ALLR) is a clinical-stage biopharmaceutical company dedicated to developing personalized cancer treatments. The Company is focused on development of stenoparib, a novel PARP/tankyrase inhibitor for advanced ovarian cancer patients, using its DRP® technology to develop a companion diagnostic that can be used to select those patients expected to derive the greatest clinical benefit from stenoparib. Allarity’s principal operations are located in Denmark and its U.S. business address is in Florida and is committed to addressing significant unmet medical needs in cancer treatment. For more information, visit www.allarity.com.

 

Follow Allarity on Social Media

 

LinkedIn: https://www.linkedin.com/company/allaritytx/

 

Forward-Looking Statements

 

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements provide the Company’s current expectations or forecasts of future events. The words “anticipates,” “believe,” “continue,” “could,” “estimate,” “expect,” “intends,” “may,” “might,” “plan,” “possible,” “potential,” “predicts,” “project,” “should,” “would” and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. These forward-looking statements include, but are not limited to, statements regarding the term, scope, validity, enforceability and commercial value of the Company’s newly granted U.S. patent covering its stenoparib-specific DRP® companion diagnostic, including the patent’s term extending into April 2042; the ability of the patent to protect the use of the stenoparib DRP® test to identify patients most likely to derive clinical benefit from stenoparib treatment; the anticipated contribution of the patent to the Company’s intellectual property and commercial strategy; the potential utility and regulatory acceptance of the DRP® companion diagnostic strategy; and the Company’s plans and ability to advance stenoparib and its companion diagnostic toward clinical development, regulatory approval and commercialization. Any forward-looking statements in this press release are based on management’s current expectations of future events and are subject to multiple risks and uncertainties that could cause actual results to differ materially and adversely from those set forth in or implied by such forward-looking statements. These risks and uncertainties include, but are not limited to, risks related to the scope, validity, enforceability, maintenance and interpretation of the granted patent; the possibility of third-party challenges, administrative proceedings, litigation or other actions affecting the patent or the Company’s intellectual property rights; the possibility that the actual patent term or scope of protection may differ from the Company’s expectations; the Company’s ability to obtain, maintain and enforce intellectual property protection in the United States and other jurisdictions; the potential utility, clinical validation and regulatory acceptance of the DRP® companion diagnostic strategy; the Company’s ability to conduct, enroll and complete its ongoing and future clinical trials; the possibility that prior clinical observations may not be confirmed in ongoing or future studies; the ability of stenoparib to demonstrate sufficient safety, efficacy, tolerability or clinical benefit to support further development or regulatory approval; and the Company’s ability to secure sufficient financial, operational, manufacturing and clinical resources to continue development of stenoparib. For a discussion of other risks and uncertainties, and other important factors, any of which could cause our actual results to differ from those contained in the forward-looking statements, see the section entitled “Risk Factors” in our Form 10-K annual report filed with the Securities and Exchange Commission (the “SEC”) on March 30, 2026, and our Quarterly Report on Form 10-Q for the quarter ended March 31, 2026, filed with the SEC on May 15, 2026, available at the SEC’s website at www.sec.gov, as well as discussions of potential risks, uncertainties and other important factors in the Company’s subsequent filings with the SEC. All information in this press release is as of the date of the release, and the Company undertakes no duty to update this information unless required by law.

 

###

 

Company Contact:

 

investorrelations@allarity.com

 

Media Contact:

 

Thomas Pedersen

Carrotize PR & Communications

+45 6062 9390

tsp@carrotize.com

 

Allarity Therapeutics, Inc. | 123 E Tarpon Ave | Tarpon Springs, Florida | U.S.A. | NASDAQ: ALLR | www.allarity.com

 

Page 2 of 2

 

FAQ

What did Allarity Therapeutics (ALLR) stockholders approve at the 2026 annual meeting?

Stockholders approved electing Jesper Hoiland as director, ratified Wolf & Company, P.C. as auditor, expanded the 2021 Equity Incentive Plan to 2,021,990 shares, and backed an advisory vote on executive compensation, along with authorizing share issuance under the Tumim Stone Capital agreement.

How many Allarity Therapeutics (ALLR) shares were represented at the 2026 annual meeting?

A total of 8,364,272 common shares, or 54.10% of issued and outstanding stock as of May 7, 2026, were present in person or by proxy. This level of participation constituted a quorum, allowing all seven proposals to be validly considered and voted upon.

What change was made to Allarity’s 2021 Equity Incentive Plan?

Stockholders approved increasing the shares authorized for grant under the Amended and Restated 2021 Equity Incentive Plan from 1,521,990 to 2,021,990. The vote was 3,083,990 for, 823,336 against, and 29,300 abstentions, with 4,427,646 broker non-votes reported on this proposal.

Did Allarity Therapeutics (ALLR) stockholders approve the Tumim Stone Capital share issuance?

Yes. Stockholders approved issuing common stock above the exchange cap under the January 28, 2026 Common Stock Purchase Agreement with Tumim Stone Capital LLC. The proposal received 3,168,301 votes for, 722,610 against, 45,715 abstentions, and 4,427,646 broker non-votes recorded.

Which Allarity charter amendment failed to pass at the 2026 meeting?

The proposal to amend Allarity’s Certificate of Incorporation to limit the liability of certain officers, as permitted by Delaware law, did not pass. It received 3,518,072 votes for, 402,701 against, 15,853 abstentions, and 4,427,646 broker non-votes, insufficient for approval.

What patent news did Allarity Therapeutics (ALLR) announce regarding its stenoparib DRP companion diagnostic?

Allarity announced that the USPTO granted a key U.S. patent covering its stenoparib-specific DRP companion diagnostic, with term extending into April 2042. The patent covers methods for predicting clinical benefit and selecting patients for stenoparib treatment based on gene-expression profiles from tumor samples.

In which regions does Allarity have patent protection for the stenoparib DRP companion diagnostic?

Allarity reports patent protection for the stenoparib DRP companion diagnostic in the United States into April 2042, and in Europe and Australia into 2039. Related patent applications are pending in several additional international markets, supporting its longer-term commercialization strategy for stenoparib with DRP selection.

Filing Exhibits & Attachments

4 documents