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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): August 19, 2026
KIORA PHARMACEUTICALS, INC.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
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| 001-36672 | 98-0443284 |
| (Commission File Number) | (IRS Employer Identification No.) |
169 Saxony Rd.
Suite 212
Encinitas, CA 92024
(858) 224-9600
(Registrant’s telephone number, including area code)
(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:
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| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ☐ | 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:
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| Title of each class: | | Trading Symbol(s) | | Name of each exchange on which registered: |
| Common Stock, $0.01 par value | | KPRX | | NASDAQ |
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 1.01. Entry Into a Material Definitive Agreement.
License Agreement
Effective August 20, 2026, Kiora Pharmaceuticals, Inc. (the “Company”) entered into an Exclusive License and Development Agreement (the “Agreement”) with Chong Jun Dang Pharmaceutical Corporation (“CKD”) with respect to the Company’s KIO-301 molecular photoswitch product (the “Product”). Under the Agreement, the Company granted to CKD an exclusive, sublicensable license to develop, manufacture, commercialize, and file for regulatory approvals with respect to the Product in South Korea (the “Territory”) for use in the field of retinitis pigmentosa and/or any other disease in ophthalmology (the “Field”).
CKD will be responsible for development and commercialization activities in South Korea. Kiora anticipates that its development and commercialization partners — Laboratoires Théa, Senju Pharmaceutical and CKD — will coordinate efforts to efficiently conduct a single, global Phase 3 clinical trial for KIO-301 in retinitis pigmentosa.
Under the Agreement, CKD will pay the Company an up-front payment of $1.0 million. The Company is also eligible to receive milestone payments upon and subject to the achievement of certain specified clinical development, regulatory and sales milestones. In addition, the Company is eligible to receive double digit royalties based on a specified percentage of net sales of the Product in the Territory, subject to adjustment in certain circumstances. Either party may terminate the Agreement in its entirety upon certain customary events.
The foregoing description of the Agreement is qualified in its entirety by reference to the full text of the Agreement, a copy of which are attached hereto as Exhibit 10.1, and which is incorporated herein in its entirety by reference. The representations, warranties and covenants contained in the Agreement were made only for purposes of the Agreement and as of specific dates, were solely for the benefit of the parties to the Agreement and may be subject to limitations agreed upon by the contracting parties.
Item 7.01 Regulation FD Disclosure.
On August 19, 2026, the Company issued a press release announcing the signing of the Agreement with CKD (the “August 19, 2026 Press Release”). A copy of the press release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.
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.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit Number | | Title |
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10.1†* | | Exclusive License and Development Agreement, effective as of August 20, 2026, by and between Kiora Pharmaceuticals, Inc. and CKD |
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99.1 | | Press Release of Kiora Pharmaceuticals, Inc., dated as of August 19, 2026 |
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| 104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
†Certain confidential portions of this exhibit were omitted because the identified confidential portions (i) are not material and (ii) would be competitively harmful if publicly disclosed.
*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
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.
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| KIORA PHARMACEUTICALS, INC. |
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| By: | /s/ Melissa Tosca |
| | Melissa Tosca |
| | Chief Financial Officer |
| | (Principal financial and accounting officer) |
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| Date: August 19, 2026 |
Kiora Pharmaceuticals Licenses South Korean Ophthalmic Development and Commercialization Rights for KIO-301 to Chong Kun Dang Pharmaceutical Corporation
ENCINITAS, Calif., August 19, 2026 — Kiora Pharmaceuticals, Inc. (NASDAQ: KPRX) (“Kiora”) today announced that it has licensed the development and commercialization rights for KIO-301 in South Korea for ophthalmic indications to Chong Kun Dang Pharmaceutical Corporation (CKD). CKD, based in Seoul, is one of South Korea’s leading pharmaceutical companies. Under the agreement, Kiora will receive a $1 million upfront payment and is eligible to receive development and regulatory milestone payments, as well as royalties on future sales of KIO-301 in South Korea.
“KIO-301 is a molecular photoswitch designed to restore light sensitivity in degenerated retinal cells through a novel and elegant gene mutation-agnostic mechanism,” said Young-Joo Kim, President of CKD. “Retinitis pigmentosa is a rare inherited retinal disease with limited treatment options, leaving the vast majority of patients without access to an appropriate therapy. In South Korea, more than 10,000 people are estimated to be living with the condition. We look forward to working with Kiora and its global partners as KIO-301 advances through development.”
Under the agreement, CKD will be responsible for development and commercialization activities in South Korea. Kiora anticipates that its development and commercialization partners — Laboratoires Théa, Senju Pharmaceutical and CKD — will coordinate efforts to efficiently conduct a single, global Phase 3 clinical trial for KIO-301 in retinitis pigmentosa.
“This agreement expands our development and commercialization network for KIO-301 across major global markets, including the U.S., Europe, Japan, China and now South Korea,” said Brian M. Strem, Ph.D., President and Chief Executive Officer of Kiora Pharmaceuticals. “CKD brings established clinical, regulatory and commercial capabilities that can support development and commercialization of KIO-301 in South Korea, the sole major market in the world that was not partnered until this deal.
“With established global partners in place for KIO-301, we will focus internal resources on advancing KIO-104 for retinal inflammation and fibrosis, evaluating our ion channel modulators for therapeutic applications outside the eye (for instance, in epilepsy), while also evaluating potential strategic transactions to expand our pipeline.”
KO Law PC served as legal counsel to Kiora in connection with the licensing transaction.
About KIO-301
KIO-301 is a molecular photoswitch being developed initially for retinitis pigmentosa, an inherited retinal disease that leads to progressive vision loss. The therapy is designed to restore light sensitivity to retinal ganglion cells after photoreceptors have degenerated. Because KIO-301 is designed to work independent of the underlying genetic mutation, it may have potential applications across multiple inherited retinal diseases, including retinitis pigmentosa, choroideremia and Stargardt disease.
About Kiora Pharmaceuticals
Kiora Pharmaceuticals is a clinical-stage biotechnology company developing advanced therapies for retinal disease. We target critical pathways underlying retinal diseases using innovative small molecules to slow, stop, or restore vision loss. KIO-301 is being developed initially for the treatment of retinitis pigmentosa, with potential to expand into other inherited retinal diseases. It is a molecular photoswitch that has the potential to restore vision in patients with inherited and/or age-related retinal degeneration. KIO-104 is being developed for the treatment of macular edema due to retinal inflammation. It is a next-generation, non-steroidal, immuno-modulatory, and small-molecule inhibitor of dihydroorotate dehydrogenase (DHODH).
In addition to news releases and SEC filings, we expect to post information on our website, www.kiorapharma.com, and social media accounts that could be relevant to investors. We encourage investors to follow us on X and LinkedIn as well as to visit our website and/or subscribe to email alerts.
Forward-Looking Statements
Some of the statements in this press release are "forward-looking" and are made pursuant to the safe harbor provision of the Private Securities Litigation Reform Act of 1995. These "forward-looking" statements include statements relating to, among other things, Kiora's ability to execute on development and commercialization efforts and other regulatory or marketing approval efforts pertaining to Kiora's development-stage products, including KIO-104 and KIO-301, as well as the success thereof, which such approvals or success may not be obtained or achieved on a timely basis or at all, the potential for pipeline expansion, the strategy to pursue a global Phase 3 trial for KIO-301 with Kiora’s commercialization partners, the potential for KIO-301 and KIO-104 to address multiple indications, the potential to receive milestone and royalty payments under the agreement with CKD, the anticipated qualification of KIO-301 for orphan designation in South Korea, and the possibility of future global registration studies and commercialization. These statements involve risks and uncertainties that may cause results to differ materially from the statements set forth in this press release, including, among other things, the ability to conduct clinical trials on a timely basis, market and other conditions and certain risk factors described under the heading "Risk Factors" contained in Kiora's Annual Report on Form 10-K filed with the SEC on March 25, 2026 or described in Kiora's other public filings. Kiora's results may also be affected by factors of which Kiora is not currently aware. The forward-looking statements in this press release speak only as of the date of this press release. Kiora expressly disclaims any obligation or undertaking to release publicly any updates or revisions to such statements to reflect any change in its expectations with regard thereto or any changes in the events, conditions, or circumstances on which any such statement is based, except as required by law.
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