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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): August 6, 2026
THERIVA BIOLOGICS, INC.
(Exact name of registrant as specified in its charter)
| Nevada |
|
001-12584 |
|
13-3808303 |
(State or other jurisdiction of
incorporation) |
|
(Commission File No.) |
|
(IRS Employer Identification
No.) |
9605 Medical Center Drive, Suite 270
Rockville, Maryland 20850
(Address of principal executive offices and zip
code)
(301) 417-4364
Registrant’s telephone number, including
area code
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 (see General
Instruction A.2. below):
| |
¨ |
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(b) 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)) |
| |
|
| |
¨ |
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 $0.001 per share |
TOVX |
NYSE American |
Indicate by check mark whether the registrant
is an emerging growth company as defined in in Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2
of the Securities Exchange Act of 1934 (17 CFR §240.12b-2 of this chapter).
Emerging growth company ¨
If an emerging growth company, indicate by checkmark
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 August 6, 2026, Theriva
Biologics, Inc. (the “Company”) issued a press release announcing the dosing of the first patient in the VIRAGE2 clinical
trial, a small proof-of-concept study evaluating more frequent repeated dosing of VCN-01 (zabilugene almadenorepvec) in first-line metastatic
pancreatic ductal adenocarcinoma (“PDAC”) patients treated with standard-of-care (“SoC”) gemcitabine/nab-paclitaxel
chemotherapy. Enrollment into the VIRAGE2 trial is expected to be completed in H2 2026 and initial pharmacodynamic and safety/tolerability
data are anticipated by Q3 2027. Results from this trial will inform the VCN-01 dosing regimen for potential evaluation in a future pivotal
Phase 3 clinical trial.
The VIRAGE2 clinical
trial is based on observations from the VIRAGE Phase 2b clinical trial in metastatic PDAC patients where patients administered 2 doses
of VCN-01 in combination with gemcitabine/nab-paclitaxel SoC chemotherapy exhibited improved overall survival, progression-free survival,
and duration of response compared to patients treated with SoC chemotherapy alone. As previously reported, both European Medicines Agency
(“EMA”) scientific advice and U.S. Food and Drug Administration (“FDA”) meeting feedback recognized the improved
survival in the group treated with 2 doses of VCN-01, and raised the possibility of more frequent, repeated dosing of VCN-01 in combination
with SoC chemotherapy to potentially improve clinical outcomes.
The information in this
Item 7.01 and in the press release furnished as Exhibit 99.1 to this Current Report on Form 8-K shall not be deemed to be “filed”
for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section
or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended, and shall not be incorporated by reference into any filing with
the U.S. Securities and Exchange Commission made by the Company, whether made before or after the date hereof, regardless of any general
incorporation language in such filing. The press release furnished as Exhibit 99.1 to this Current Report on Form 8-K includes “safe
harbor” language pursuant to the Private Securities Litigation Reform Act of 1995, as amended, indicating that certain statements
contained therein are “forward-looking” rather than historical.
Item 8.01. Other Events.
On August 6, 2026, the
Company issued a press release announcing the dosing of the first patient in the VIRAGE2 clinical trial, a small proof-of-concept study
evaluating more frequent repeated dosing of VCN-01 (zabilugene almadenorepvec) in first-line metastatic PDAC patients treated with SoC
gemcitabine/nab-paclitaxel chemotherapy. Enrollment into the VIRAGE2 trial is expected to be completed in H2 2026 and initial pharmacodynamic
and safety/tolerability data are anticipated by Q3 2027. Results from this trial will inform the VCN-01 dosing regimen for potential evaluation
in a future pivotal Phase 3 clinical trial.
The VIRAGE2 clinical
trial is based on observations from the VIRAGE Phase 2b clinical trial in metastatic PDAC patients where patients administered 2 doses
of VCN-01 in combination with gemcitabine/nab-paclitaxel SoC chemotherapy exhibited improved overall survival, progression-free survival,
and duration of response compared to patients treated with SoC chemotherapy alone. As previously reported, both the EMA and the FDA recognized
the improved survival in the group treated with 2 doses of VCN-01, and raised the possibility of more frequent, repeated dosing of VCN-01
in combination with SoC chemotherapy to potentially improve clinical outcomes.
Item 9.01. Financial Statements and Exhibits.
| (d) |
Exhibits. |
| |
|
| |
The following exhibit is furnished with this Current Report on Form 8-K. |
Exhibit
Number |
|
Description |
| 99.1 |
|
Press
Release issued by Theriva Biologics, Inc., dated August 6, 2026 |
| 104 |
|
Cover Page Interactive Data File (embedded within the 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.
| Dated: August 6, 2026 |
THERIVA BIOLOGICS, INC. |
| |
|
|
|
| |
By: |
/s/ Steven A. Shallcross |
| |
|
Name: |
Steven A. Shallcross |
| |
|
Title: |
Chief Executive Officer and Chief Financial Officer |
Exhibit 99.1

Theriva™ Biologics Announces First Patient
Dosed in VIRAGE2 Phase 2a Clinical Trial to Evaluate More Frequent Dosing of VCN-01 (zabilugene almadenorepvec) in First-Line Patients
with Metastatic Pancreatic Ductal Adenocarcinoma
- VIRAGE2 exploratory study designed
to refine the VCN-01 dosing regimen for potential evaluation in a future pivotal Phase 3 clinical trial in metastatic pancreatic ductal
adenocarcinoma (PDAC) -
- Study builds on positive clinical
data from the VIRAGE Phase 2b study and feedback from the European Medicines Agency (EMA) and the U.S. Food and Drug Administration (FDA)
recognizing the potential of repeated VCN-01 dosing to provide clinical benefit -
Rockville,
MD, August 06, 2026 – Theriva™ Biologics (NYSE American: TOVX), a diversified clinical-stage company developing
therapeutics designed to treat cancer and related diseases in areas of high unmet need, today announced
the dosing of the first patient in the VIRAGE2 Phase 2a clinical trial, a small proof-of-concept
study evaluating more frequent repeated dosing of VCN-01 (zabilugene almadenorepvec) in first-line metastatic PDAC patients treated with
standard-of-care gemcitabine/nab-paclitaxel chemotherapy (SoC; see About VIRAGE2 below). Enrollment into the VIRAGE2 trial is
expected to be completed in H2 2026 and initial pharmacodynamic and safety/tolerability data are anticipated by Q3 2027. Results from
this trial will inform the VCN-01 dosing regimen for potential evaluation in a future pivotal Phase 3 clinical trial.
The VIRAGE2 clinical
trial is based on observations from the VIRAGE Phase 2b clinical trial in metastatic PDAC patients where patients administered 2 doses
of VCN-01 in combination with gemcitabine/nab-paclitaxel SoC chemotherapy exhibited improved overall survival, progression-free survival,
and duration of response compared to patients treated with SoC chemotherapy alone. As previously reported, both EMA scientific
advice and FDA meeting feedback recognized the improved survival in the group treated with
2 doses of VCN-01, and raised the possibility of more frequent, repeated dosing of VCN-01 in combination with SoC chemotherapy to potentially
improve clinical outcomes.
“The first patient dosed in VIRAGE2 marks
an important clinical development milestone as the evaluation of more frequent, repeated dosing is a critical step in the advancement
of VCN-01 towards a potential pivotal Phase 3 clinical trial in metastatic PDAC patients,” said Steven A. Shallcross, Chief Executive
Officer of Theriva Biologics. “Our current clinical data indicate that repeated administration of VCN-01 to metastatic PDAC patients
may significantly increase its tumor stroma-degrading effects and further enhance the antitumor immune response. A positive outcome from
the VIRAGE2 trial will enable us to refine the design and dosing regimen of our proposed pivotal Phase 3 clinical trial in metastatic
PDAC patients treated with SoC chemotherapy. Since the tumor stroma is a challenge for multiple classes of cancer therapies, a repeated
VCN-01 dosing regimen may also improve outcomes when combined with other interventions such as immunotherapies, antibody-drug conjugates,
KRAS inhibitors, and emerging targeted cancer treatments.”
About Pancreatic Ductal Adenocarcinoma
Cancer of the pancreas consists of two main histological types: cancer
that arises from the ductal (exocrine) cells of the pancreas or, much less often, cancers may arise from the endocrine compartment of
the pancreas. Pancreatic ductal adenocarcinoma (“PDAC”) accounts for more than 90% of all pancreatic tumors. It can be located
either in the head of the pancreas or in the body/tail. Pancreatic cancer usually metastasizes to the liver and peritoneum. Other less
common metastatic sites are the lungs, brain, kidney, and bone. In its early stages, pancreatic cancer does not typically result in any
characteristic symptoms. In many instances, progressive abdominal pain is the first symptom. Therefore, in most cases, pancreatic cancer
is diagnosed in its late stages (locally advanced non-metastatic or metastatic stage of the disease) when surgical resection and possibly
curative treatment is not possible. It is generally assumed that only 10% of cases are resectable at presentation, whereas 30-40% of patients
are diagnosed at local advanced/unresectable stage and 50-60% present with distant metastases.
About VIRAGE2
VIRAGE2 is a Phase 2a, single-arm, open-label,
clinical trial in 6 evaluable patients with histologically confirmed, newly diagnosed metastatic PDAC enrolled at a single site in Spain.
Patients are intended to receive at least three “macrocycles” of VCN-01 (zabilugene almadenorepvec) and gemcitabine/nab-paclitaxel
standard-of-care (SoC) chemotherapy, followed by SoC gemcitabine/nab-paclitaxel cycles until disease progression. In each VCN-01 macrocycle,
intravenous VCN-01 is administered on day 1 followed by gemcitabine/nab-paclitaxel SoC chemotherapy on days 8, 15, 22, 36, 43, and 50.
Macrocycles are repeated on days 57 and 113. The primary objective of the VIRAGE2 trial is to evaluate whether administration of at least
3 doses of VCN-01, with approximately 2 months between doses, is well tolerated by patients without adversely impacting VCN-01 pharmacodynamics.
Primary endpoints for the trial are the adverse event profile and levels of VCN-01 viral genomes in blood. Secondary endpoints include
objective response rate, duration of response, progression free survival, overall survival, and circulating levels of anti-VCN-01 neutralizing
antibodies. Exploratory endpoints include estimates of potential VCN-01 shedding by measuring VCN-01 viral genomes in sputum and stool.
The study is designed with 80% power to detect a difference in VCN-01 viral genome levels between the second and first VCN-01 doses with
a 2-sided alpha of 0.05. The study is not formally powered for evaluation of clinical efficacy endpoints and is intended to support evaluation
of the potential efficacy of the more frequent repeated dosing regimen in subsequent clinical trials (EUCT: 2026-525566-21-00; NCT07701486).
About VCN-01
VCN-01 (zabilugene almadenorepvec) is a systemically administered oncolytic
adenovirus designed to selectively and aggressively replicate within tumor cells and degrade the tumor stroma that serves as a significant
physical and immunosuppressive barrier to cancer treatment. This unique mode-of-action enables VCN-01 to exert multiple antitumor effects
by (i) selectively infecting and lysing tumor cells; (ii) enhancing the access and perfusion of co-administered chemotherapy products;
and (iii) increasing tumor immunogenicity and exposing the tumor to the patient’s immune system and co-administered immunotherapy
products. Systemic administration enables VCN-01 to exert its actions on both the primary tumor and metastases. With the first patient
dosed in VIRAGE2, VCN-01 has been administered to 143 patients in Company- and investigator-sponsored clinical trials in different cancers,
including PDAC (in combination with chemotherapy), head and neck squamous cell carcinoma (with an immune checkpoint inhibitor), ovarian
cancer (with CAR-T cell therapy), colorectal cancer, and retinoblastoma (by intravitreal injection). VCN-01 has also been made available
for compassionate use in retinoblastoma patients, and 2 patients have been treated in this program. More information on VCN-01 clinical
trials is available at Clinicaltrials.gov.
About Theriva™ Biologics, Inc.
Theriva™ Biologics (NYSE American: TOVX),
is a diversified clinical-stage company developing therapeutics designed to treat cancer and related diseases in areas of high unmet
need. The Company’s subsidiary Theriva Biologics, S.L., has been developing a new oncolytic adenovirus platform designed for intravenous
(IV), intravitreal and antitumoral delivery to trigger tumor cell death, improve access of co-administered cancer therapies to the tumor,
and promote a robust and sustained anti-tumor response by the patient’s immune system. The Company’s lead clinical-stage
candidate is VCN-01 (zabilugene almadenorepvec), an oncolytic adenovirus designed to replicate selectively and aggressively within tumor
cells, and to degrade the tumor stroma barrier that serves as a significant physical and immunosuppressive barrier to cancer treatment.
An exploratory clinical trial remains open with SYN-004 (ribaxamase) which is designed to degrade certain commonly used IV beta-lactam
antibiotics within the gastrointestinal (GI) tract to prevent microbiome damage, thereby limiting overgrowth of pathogenic organisms
such as VRE (vancomycin resistant Enterococci) and reducing the incidence and severity of acute graft-versus-host-disease (aGVHD) in
allogeneic hematopoietic cell transplant (HCT) recipients. Completion of this trial is pending receipt of grant funding or funding through
a partnership or other collaboration. For more information, please visit Theriva™ Biologics’ website at www.therivabio.com.
Forward-Looking Statement
This release contains forward-looking statements within the meaning
of the Private Securities Litigation Reform Act of 1995. In some cases forward-looking statements can be identified by terminology such
as “may,” “should,” “potential,” “continue,” “expects,” “anticipates,”
“intends,” “plans,” “believes,” “estimates,” and similar expressions, and include statements
regarding the potential of repeated VCN-01 dosing to provide clinical benefit; completing enrollment into the VIRAGE2 trial in H2 2026
with initial pharmacodynamic and safety/tolerability data anticipated by Q3 2027; the results from the VIRAGE2 trial informing the VCN-01
dosing regimen for potential evaluation in a future pivotal Phase 3 clinical trial; more frequent, repeated dosing of VCN-01 in combination
with SoC chemotherapy improving clinical outcomes; the evaluation of more frequent, repeated dosing being a critical step in the advancement
of VCN-01 towards a potential pivotal Phase 3 clinical trial in metastatic PDAC patients; repeated administration of VCN-01 to metastatic
PDAC patients significantly increasing its tumor stroma-degrading effects and further enhancing the antitumor immune response; a positive
outcome from the VIRAGE2 trial enabling the Company to refine the design and dosing regimen of its proposed pivotal Phase 3 clinical trial
in metastatic PDAC patients treated with SoC chemotherapy; a repeated VCN-01 dosing regimen improving outcomes when combined with other
interventions such as immunotherapies, antibody-drug conjugates, KRAS inhibitors, and emerging targeted cancer treatments; patients in
the VIRAGE2 clinical trial receiving at least three “macrocycles” of VCN-01 and SoC chemotherapy, followed by SoC gemcitabine/nab-paclitaxel
cycles until disease progression; and the administration of at least 3 doses of VCN-01, with approximately 2 months between doses, being
well tolerated by patients in VIRAGE2 without adversely impacting VCN-01 pharmacodynamics. Important factors that could cause actual results
to differ materially from current expectations include, among others, the Company’s ability to finalize protocols for future clinical
trials evaluating VCN-01; the ability to complete enrollment by H2 2026 and to have initial pharmacodynamic and safety/tolerability data
by Q3 2027; results from this trial informing the VCN-01 dosing regimen for potential evaluation in a future pivotal Phase 3 clinical
trial; results of this trial supporting further clinical development of VCN-01 and supporting the benefits of more frequent repeated
dosing of VCN-01; the Company’s ability to obtain development funding and/or partnerships; the Company’s commencement of planned
clinical trials, which remains subject to sufficient financing; the Company’s ability to raise capital and/or enter into one or
more strategic alternatives, that may include a business combination, merger or reverse merger; the Company’s ability to reach clinical
milestones when anticipated, including the ability to continue to enroll patients as planned; generating clinical data that establishes
VCN-01 may improve patient outcomes in cancer patients; the ability to obtain regulatory approval for commercialization of product candidates
or to comply with ongoing regulatory requirements, including approval of VCN-01 to treat cancer patients; regulatory limitations relating
to the Company’s ability to promote or commercialize its product candidates for the specific indications; acceptance of the Company’s
product candidates in the marketplace; the successful development, marketing or sale of the Company’s products; developments by
competitors that render such products obsolete or non-competitive; the Company’s ability to maintain license agreements; the continued
maintenance and growth of the Company’s patent estate; the ability to continue to remain well financed; and other factors described
in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 and its other filings with the SEC, including subsequent
periodic reports on Forms 10-Q and current reports on Form 8-K. The information in this release is provided only as of the date of this
release, and Theriva Biologics undertakes no obligation to update any forward-looking statements contained in this release on account
of new information, future events, or otherwise, except as required by law.
For further information, please contact:
Investor Relations:
Kevin Gardner
LifeSci Advisors, LLC
kgardner@lifesciadvisors.com
Source: Theriva Biologics, Inc.