TuHURA Biosciences secures $3.2M, extends warrants

TuHURA Biosciences, Inc. reports that it has advanced its previously announced private placement by securing immediate purchases of approximately $3.2 million from certain investors who had deferred part of their commitment.

Rhea-AI Filing Summary

TuHURA Biosciences, Inc. reports that it has advanced its previously announced private placement by securing immediate purchases of approximately $3.2 million from certain investors who had deferred part of their commitment. These investors were originally obligated to buy a remaining portion of a $3.7 million final tranche under a June 2, 2025 securities purchase agreement tied to a larger $12.6 million offering of common stock and warrants.

In return for accelerating the purchase of this final tranche amount, TuHURA agreed to amend existing warrants issued in a 2024 private placement of convertible notes. The company extended the expiration dates of warrants to purchase an aggregate of 1.5 million shares of common stock, moving their expiry out to December 31, 2030. The detailed terms are set out in the final closing and warrant amendment agreements referenced in the report.

Insights

Biotech capital structure and financing analyst

TuHURA accelerates $3.2M financing by extending 1.5M warrants.

TuHURA Biosciences, Inc. previously arranged a private placement totaling about $12.6 million, structured as common stock plus matching warrants. Of this, about $8.9 million had already been funded through July 24, 2025, leaving a final tranche of roughly $3.7 million to be purchased by four deferring investors by December 31, 2025.

On September 5, 2025, those deferral investors agreed to immediately purchase an aggregate of $3.2 million from that remaining tranche. In exchange, TuHURA extended the expiration dates on 2024-vintage warrants covering 1.5 million shares of common stock to December 31, 2030. This shifts some value toward existing warrant holders while bringing in additional near-term capital.

The arrangement ties near-term cash inflow to a longer-dated warrant overhang, so the eventual effect on the share base depends on how many of these warrants are exercised before they expire on December 31, 2030. Subsequent disclosures may detail how this financing supports the company’s operating and development plans.

8-K Event Classification

Item 1.01 — Entry into a Material Definitive Agreement

1 item

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What financing agreement did TuHURA Biosciences (HURA) update in this 8-K?

TuHURA Biosciences updated its June 2, 2025 securities purchase agreement for a private placement totaling approximately $12.6 million of common stock and accompanying warrants.

How much of the final tranche did TuHURA secure from deferral investors?

Deferral investors agreed to immediately purchase an aggregate of approximately $3.2 million from the $3.7 million final tranche that was originally due by December 31, 2025.

What are the key terms of the original TuHURA private placement?

The company agreed to issue 4.76 million common shares plus warrants to buy an equal number of shares at an exercise price of $3.3125, with a combined effective price of $2.65 per share-and-warrant unit, for total gross proceeds of about $12.6 million.

Which warrants did TuHURA Biosciences amend and by how much?

TuHURA amended 2024 warrants issued in a prior private placement of convertible notes, extending the expiration dates of warrants to purchase an aggregate of 1.5 million common shares to December 31, 2030.

Who were the deferral investors in TuHURA’s final tranche?

The deferral investors were Pranabio Investments LLC, Garden Street House, LLC, Thomas C. Mollick, and Matthew Nachtrab, each party to the updated final purchase agreements.

Where can investors find the full terms of TuHURA’s new agreements?

The full terms are contained in the form of Final Closing Agreement and the form of Warrant Amendment Agreement, filed as Exhibits 10.1 and 10.2, and incorporated by reference.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 09/11/2025 - 04:30 PM Learn about SEC filing dates

false0001498382TuHURA Biosciences, Inc./NV00014983822025-09-052025-09-05

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): September 5, 2025

TUHURA BIOSCIENCES, INC.

(Exact name of Registrant as Specified in Its Charter)

Nevada		001-37823		99-0360497
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)
10500 University Center Dr., Suite 110
Tampa, Florida 33612
(Address of Principal Executive Offices, including zip code)
Registrant’s Telephone Number, Including Area Code: (813) 875-6600

N/A

(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, $0.001 par value per share		HURA		The Nasdaq Capital Market

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.

As previously announced, on June 2, 2025, TuHURA Biosciences, Inc. (the “Company”) and investors (the “Purchasers”) entered into a securities purchase agreement (the “Securities Purchase Agreement”) pursuant to which the Company agreed to issue to the Purchasers, in a private placement (the “Offering”), an aggregate of 4.76 million shares (the “Shares”) of the Company’s common stock, par value $0.001 per share (“Common Stock”), together with warrants to purchase an equal number of shares of Common Stock at an exercise price of $3.3125 (the “Warrants”), for an aggregate offering amount of approximately $12.6 million. The combined effective offering price for each Share and accompanying Warrant in the Offering was $2.65.

In addition to the approximately $8.9 million that was purchased in four tranches through July 24, 2025, under the Securities Purchase Agreement, approximately $3.7 million of the Offering (the “Final Tranche Offering Amount”) was required under the Securities Purchase Agreement to be purchased and funded by December 31, 2025 by four Purchasers who had the right defer the purchase of a portion of their Common Stock and Warrants until such time (the “Deferral Investors”). The Deferral Investors were Pranabio Investments LLC, Garden Street House, LLC, Thomas C. Mollick, and Matthew Nachtrab.

On September 5, 2025, each of Deferral Investors and the Company entered into an agreement (the “Final Purchase Agreements”) pursuant to which they agreed to immediately purchase an aggregate of $3.2 million of the Final Tranche Offering Amount in exchange for the Company’s agreement, set forth in a Warrant Amendment Agreement between the Company and each Deferral Investor (the “Warrant Amendment Agreements”), to extend the expiration dates of certain warrants to purchase an aggregate of 1.5 million shares of Company common stock that were issued by the Company’s predecessor in a 2024 private placement of convertible notes (the “2024 Warrants”). Under the Warrant Amendment Agreements, the expiration dates of the 2024 Warrants was extended to December 31, 2030.

The foregoing summaries of the Final Purchase Agreements and the Warrant Amendment Agreements do not purport to be complete and are qualified in their entirety by reference to the form of such documents attached hereto as Exhibits 10.1 and 4.2, respectively, and are each incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No

10.1 Form of Final Closing Agreement.

10.2 Form of Warrant Amendment Agreement.

104 Cover Page Interactive Data File (embedded within the inline XBRL document)

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.

			TUHURA BIOSCIENCES, INC.
Date:	September 11, 2025	By:	/s/ Dan Dearborn
			Name: Dan Dearborn Title: Chief Financial Officer