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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):
May 6, 2026
PRECIPIO,
INC.
(Exact Name of Registrant as Specified in Its Charter)
| Delaware |
|
001-36439 |
|
91-1789357 |
(State of Incorporation) |
|
(Commission File Number) |
|
(I.R.S. Employer Identification No.) |
4 Science Park, New Haven,
CT 06511
(Address of principal
executive offices) (Zip Code)
(203) 787-7888
(Registrant's telephone
number, including area code)
Not
Applicable
(Former name, former address and former fiscal year, if changed since last report date)
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 (see General Instruction A.2.
below):
| ¨ | 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 |
Ticker symbol(s) |
Name of each exchange on which
registered |
| Common Stock, $0.01 par value per share |
PRPO |
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 or Rule 12b-2 of the Securities Exchange
Act of 1934.
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 7.01 |
Regulation FD Disclosure |
On May 6, 2026, Precipio,
Inc (the "Company") announced that management will host a Q1-2026 Shareholder Update Call on May 18th, 2026, at 5:00 PM ET.
The call will include updates on all of the Company’s current core businesses. This shareholders' update will be the first time
the Company will incorporate a dedicated moderated live Q&A session into its quarterly update call. A copy of the letter is attached
hereto as Exhibit 99.1 and incorporated herein by reference.
The information in this Current Report on Form 8-K, including Exhibit
99.1 attached hereto, is being furnished and shall not be deemed “filed” for the 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, nor shall
it be deemed subject to the requirements of amended Item 10 of Regulation S-K, nor shall it be deemed incorporated by reference into any
filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof,
regardless of any general incorporation language in such filing. The furnishing of this information hereby shall not be deemed an admission
as to the materiality of any such information.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
| 99.1 |
Precipio Inc. Press Release May 6, 2026 |
| 104 |
Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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.
| |
PRECIPIO, INC. |
| |
|
| |
By: |
/s/ Ilan Danieli |
| |
Name: |
Ilan Danieli |
| |
Title: |
Chief Executive Officer |
Date: May 6, 2026
Exhibit
99.1
Precipio
Announces Q1-2026 Shareholder Update Call
Conference
Call will be held on May 18th, 2026, at 5:00 PM EST
NEW
HAVEN, CT, (May 6th, 2026) - Specialty cancer diagnostics company Precipio, Inc. (NASDAQ: PRPO), will
be hosting its Q1-2026 shareholder update call on May 18th, 2026, at 5:00 PM ET. The call will include remarks on the company’s
current core businesses, as well as a moderated live Q&A session at the end of the Company remarks.
As
part of Precipio’s ongoing commitment to transparency and shareholder engagement, this call will be the first time the Company
will incorporate a dedicated moderated live Q&A session into its quarterly update call. Management looks forward to addressing investor
questions and providing additional insight into the Company’s performance, strategy, and growth initiatives.
Following
Ilan Danieli’s remarks, the conference call moderator will invite listeners to log into the Q&A system, where they will need
to identify themselves and the organization they represent (or individual investor). Participants who wish to ask a question during the
live call should follow the operator’s instructions.
Listeners
interested in submitting questions in advance can email their questions to investors@precipiodx.com, and management will do its
best to address those questions during the call.
The
conference call may be accessed by calling 646.307.1865. All callers should ask for the Precipio Inc. conference call.
A
replay of the call will be available approximately 24 hours after the call and may be accessed via the Investors page on Precipio's website,
https://www.precipiodx.com/investors/.
About
Precipio
Precipio
is a healthcare biotechnology company focused on cancer diagnostics. Our mission is to address the pervasive problem of cancer misdiagnoses
by developing solutions in the form of diagnostic products and services. Our products and services deliver higher accuracy, improved
laboratory workflow, and ultimately better patient outcomes, which reduce healthcare expenses. Precipio develops innovative technologies
in our laboratory where we design, test, validate, and use these products clinically, improving diagnostic outcomes. Precipio then commercializes
these technologies as proprietary products that serve the global laboratory community and further scales Precipio’s reach to eradicate
misdiagnosis.
Availability
of Other Information About Precipio
For
more information, please visit the Precipio website at https://www.precipiodx.com/ or follow Precipio on X (formerly Twitter)
(@PrecipioDx) and LinkedIn (Precipio) and on Facebook. Investors and others should note that we communicate with
our investors and the public using our company website (https://www.precipiodx.com), including, but not limited to, company disclosures,
investor presentations and FAQs, Securities and Exchange Commission filings, press releases, public conference call transcripts and webcast
transcripts, as well as on X and LinkedIn. The information that we post on our website or on X or LinkedIn could be deemed to be material
information. As a result, we encourage investors, the media and others interested to review the information that we post there on a regular
basis. The contents of our website or social media shall not be deemed incorporated by reference in any filing under the Securities Act
of 1933, as amended.
Forward-Looking
Statements
This
press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended,
and Section 21E of the Securities Exchange Act of 1934, as amended. All statements contained in this press release that do not relate
to matters of historical fact should be considered forward-looking statements, including, without limitation, statements regarding the
targets set herein and related timing. Except for historical information, statements about future volumes, sales, growth, costs, cost
savings, margins, earnings, earnings per share, diluted earnings per share, cash flows, adjusted EBITDA, plans, objectives, expectations,
growth or profitability and our potential to reach financial independence are forward-looking statements based on management’s
estimates, beliefs, assumptions and projections. Words such as “could,” “may,” “expects,” “anticipates,”
“will,” “targets,” “goals,” “projects,” “intends,” “plans,” “believes,”
“seeks,” “estimates,” “predicts,” and variations on such words, and similar expressions that reflect
our current views with respect to future events and operational, economic and financial performance, are intended to identify such forward-looking
statements. These forward-looking statements are only predictions based on management’s current expectations. These statements
are neither promises nor guarantees, but involve known and unknown risks, uncertainties and other important factors that may cause our
actual results, performance or achievements to be materially different from any future results, performance or achievements expressed
or implied by the forward-looking statements, including, but not limited to, the important factors discussed under the caption “Risk
Factors” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025, and our other reports filed with the U.S.
Securities and Exchange Commission. Any such forward-looking statements represent management’s estimates as of the date of this
press release only. While we may elect to update such forward-looking statements at some point in the future, except as required by law,
we disclaim any obligation to do so, even if subsequent events cause our views to change. These forward-looking statements should not
be relied upon as representing our views as of any date subsequent to the date of this press release.
Inquiries:
investors@precipiodx.com
+1-203-787-7888
Ext. 523