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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): February 24, 2026
PALVELLA
THERAPEUTICS, INC.
(Exact
name of registrant as specified in its charter)
| Nevada |
001-37471 |
30-0784346 |
(State or other jurisdiction of
incorporation) |
(Commission
File Number) |
(IRS Employer
Identification No.) |
| 353 W. Lancaster Avenue, Suite 200 |
|
| Wayne, Pennsylvania |
19087 |
| (Address of principal executive offices) |
(Zip Code) |
Registrant’s telephone number, including
area code: (484) 253-1461
(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 |
|
PVLA |
|
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 2.02 |
Results of Operations and Financial Conditions. |
On February 24, 2026, Palvella Therapeutics,
Inc. (the “Company”) announced that, as of December 31, 2025, the Company had approximately $55.9 million of
cash, cash equivalents and marketable securities. The Company has not yet completed its financial close procedures.
As a result, this amount may differ materially from the amount that will be reflected in the Company’s consolidated financial
statements for the year ended December 31, 2025. This estimate of the Company’s cash, cash equivalents and marketable
securities as of December 31, 2025 is preliminary, has not been audited, does not present all information necessary for an
understanding of the Company’s financial condition as of December 31, 2025 and is subject to change upon completion of the
Company’s financial statement closing procedures. The preliminary financial data included in this Current Report
on Form 8-K has been prepared by, and is the responsibility of, the Company’s management. In
addition, Ernst & Young LLP, the Company’s independent registered public accounting firm, has not audited,
reviewed, compiled, or performed any procedures with respect to this preliminary financial information and does not express an
opinion or any other form of assurance with respect to this preliminary financial information. Additional information and disclosure
would be required for a more complete understanding of the Company’s financial position and results of operations as of
December 31, 2025.
The information furnished pursuant to this Item
2.02 is intended to be furnished and 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, nor shall it
be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as expressly set forth by specific
reference in such filing.
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.
| |
PALVELLA THERAPEUTICS, INC. |
| |
|
|
| Date: February 24, 2026 |
By: |
/s/ Matthew Korenberg |
| |
|
Matthew Korenberg |
| |
|
Chief Financial Officer |
