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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):
July 31, 2025
Commission File No. 001-14778
Soligenix, Inc.
(Exact name of small business issuer as specified
in its charter)
| delaware |
|
41-1505029 |
(State or other jurisdiction of
incorporation or organization) |
|
(I.R.S. Employer
Identification Number) |
|
29 Emmons Drive,
Suite B-10
Princeton, NJ |
|
08540 |
| (Address of principal executive offices) |
|
(Zip Code) |
(609) 538-8200
(Issuer’s telephone number, including area
code)
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 |
|
Trading Symbol(s) |
|
Name of each exchange on which registered |
| Common Stock, par value $.001 per share |
|
SNGX |
|
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. ¨
On July 31, 2025,
Soligenix, Inc. (the “Company”) issued a press release announcing that it has completed its Phase 2a proof of concept
study evaluating SGX945 (dusquetide) in the treatment of Behçet's Disease and achieved the study objective of demonstrating biological
efficacy. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by
reference.
Safe Harbor for
Forward-Looking Statements
Certain statements contained
in this report may constitute 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, other than statements of historical fact, are statements that could be deemed forward-looking statements,
including statements containing the words “predicts,” “plans,” “expects,” “anticipates,”
“believes,” “goal,” “target,” “estimate,” “potential,” “may,”
“might,” “could,” “see,” “seek,” “forecast,” and similar words. Forward-looking
statements are based on the Company’s current plans and expectations and involve risks and uncertainties which are, in many instances,
beyond the Company’s control, and which could cause actual results to differ materially from those included in or contemplated or
implied by the forward-looking statements. Such risks and uncertainties include, among others, the risks, uncertainties and factors detailed
in the Company’s filings with the U.S. Securities and Exchange Commission (the “SEC”), including in the Company’s
Annual Report for the year ended December 31, 2024 on Form 10-K, which was filed with the SEC, and in other periodic reports
on Form 10-Q and Form 8-K. As a result of such risks, uncertainties and factors, the Company’s actual results may differ
materially from any future results, performance or achievements discussed in or implied by the forward-looking statements contained herein.
The Company is providing the information in this report as of the date hereof and assumes no obligations to update the information included
in this report or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit No. |
|
Description |
| 99.1 |
|
Press Release dated July 31, 2025. |
| 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.
| |
Soligenix, Inc. |
| |
|
| July 31, 2025 |
By: |
/s/ Christopher J. Schaber |
| |
|
Christopher J. Schaber, Ph.D. |
| |
|
President and Chief Executive Officer |
| |
|
(Principal Executive Officer) |
