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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 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 12, 2026
Unicycive Therapeutics, Inc.
(Exact
name of registrant as specified in its charter)
| Delaware |
|
001-40582 |
|
81-3638692 |
| (State
or other jurisdiction of |
|
(Commission
File Number) |
|
IRS
Employer |
| incorporation
or organization) |
|
|
|
Identification
No.) |
1975 W. El Camino Real, Suite 204
Mountain View, CA
94040
(Address
of principal executive offices)
Registrant’s
telephone number, including area code: (650)
351-4495
(Former
name or former address, if changed since last report)
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 |
|
UNCY |
|
Capital Market |
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
communication 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)) |
Indicate
by check mark whether the registrant is an emerging growth company as defined in 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
May 12, 2026, Unicycive Therapeutics, Inc. issued a press release announcing its financial results for the first quarter ended March 31,
2026 and provided a business update. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K.
The
information disclosed under this Item 2.02, including Exhibit 99.1 hereto, is being furnished and shall not be deemed “filed”
for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be incorporated by reference into any
registration statement or other document pursuant to the Securities Act of 1933, as amended, except as expressly set forth in such filing.
Item 9.01.
Financial Statements and Exhibits
(d) Exhibits.
| 99.1 |
|
Press
Release of Unicycive Therapeutics, Inc. dated May 12, 2026. |
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.
Dated:
May 12, 2026
| |
UNICYCIVE THERAPEUTICS, INC. |
| |
|
| |
By: |
/s/
Shalabh Gupta |
| |
|
Shalabh Gupta |
| |
|
Chief Executive Officer |
Exhibit 99.1

Unicycive
Therapeutics Announces First Quarter 2026 Financial Results and Provides Business Update
| - | U.S.
Food and Drug Administration (FDA) review of oxylanthanum carbonate (OLC) New Drug Application
(NDA) resubmission remains on track, with a Prescription Drug User Fee Act (PDUFA) target
action date of June 29, 2026 |
|
| - | Commercial
readiness activities continue in anticipation of the potential commercial launch of OLC |
|
MOUNTAIN
VIEW, Calif., May 12, 2026 -- Unicycive Therapeutics, Inc. (Nasdaq: UNCY), a clinical-stage biotechnology company
developing therapies for patients with kidney disease, today announced its financial results for the first quarter ended March 31, 2026,
and provided a business update.
“As
we approach the June 29th PDUFA target action date, we remain optimistic about the potential approval of OLC and focused on preparations
for the subsequent launch of OLC,” said Shalabh Gupta, M.D., Chief Executive Officer of Unicycive. “Our ongoing dialogue
with the FDA during the review cycle has been constructive and timely. Uncontrolled hyperphosphatemia remains a significant health concern,
affecting nearly 75% of U.S. patients with chronic kidney disease who are undergoing dialysis. OLC has the potential to improve adherence
and phosphorus control with reduced pill burden, compared with currently available phosphate binders.”
Key
Highlights & Upcoming Milestones
| ● | In
January 2026, the Company announced the FDA accepted the resubmission of its NDA for OLC,
an investigational oral phosphate binder for the treatment of hyperphosphatemia in patients
with CKD on dialysis. The FDA set a PDUFA target action date of June 29, 2026. The NDA is
supported by data from three clinical studies (a Phase 1 study in healthy volunteers, a bioequivalence
study in healthy volunteers, and a tolerability study in patients with CKD on dialysis),
multiple preclinical studies, and chemistry, manufacturing, and controls (CMC) data. The
FDA did not raise any concerns regarding the preclinical, clinical, or safety data for OLC
included in the original NDA submission. The December 2025 resubmission was based on progress
made by the third-party manufacturing vendor responsible for the drug product. |
| ● | In
preparation for a potential launch of OLC later this year, the Company continues to strengthen
its commercial infrastructure and advance market readiness initiatives. Unicycive’s
goal is to optimize patient access across all reimbursement settings and intends to provide
dedicated access and reimbursement support services for all patients through Unicycive’s
UniSource™ reimbursement hub. |
Financial
Results for the Quarter Ended March 31, 2026
As
of May 11, 2026, unaudited cash, cash equivalents, and marketable securities
totaled $57.1 million. The Company believes that it has sufficient resources to fund planned operations into 2027.
Research
and Development (R&D) expenses were $1.6 million for the quarter ended March 31, 2026, compared to $2.2 million for the three months
ended March 31, 2025. The decrease in research and development expenses was primarily attributed to a decrease in drug development costs
as well as consulting and professional fees.
General
and Administrative (G&A) expenses were $6.8 million for the quarter ended March 31, 2026, compared to $5.8 million for the three
months ended March 31, 2025. The increase was primarily attributed to an increase in consulting, professional services, and labor costs.
Other
income (expense) was $(4.4) million expense for the quarter ended March 31, 2026, compared to $8.6 million income for the three months
ended March 31, 2025, attributed primarily to an increase in the fair value of the Company’s warrant liability.
Net
comprehensive income (loss) attributable to common stockholders, basic for the quarter ended March 31, 2026, was a $(12.8) million loss,
or $(0.54) per share of common stock, compared to $0.5 million income, or $0.04 per share of common stock, for the three months ended
March 31, 2025. Net comprehensive income (loss) attributable to common stockholders, diluted for the quarter ended March 31, 2026, was
a $(12.8) million loss, or $(0.54) per share of common stock, compared to a $(6.2) million loss, or $(0.50) per share of common stock,
for the three months ended March 31, 2025. The increased net loss for the quarter ended March 31, 2026, was attributed primarily to an
increase in the fair value of the Company’s warrant liability.
About Unicycive
Therapeutics
Unicycive
Therapeutics is a biotechnology company developing novel treatments for kidney diseases. Unicycive’s lead investigational treatment
is oxylanthanum carbonate, a novel phosphate binding agent currently under review by the U.S. Food and Drug Administration (FDA) for
the treatment of hyperphosphatemia in patients with chronic kidney disease who are on dialysis. Unicycive’s second investigational
treatment UNI-494 is intended for the treatment of conditions related to acute kidney injury. It has been granted orphan drug designation
(ODD) by the FDA for the prevention of Delayed Graft Function (DGF) in kidney transplant patients and has completed a Phase 1 dose-ranging
safety study in healthy volunteers. For more information, please visit Unicycive.com and follow us on LinkedIn and X.
Forward-looking
statements
Certain statements in this press release are forward-looking within the meaning of the Private Securities Litigation Reform Act of 1995.
These statements may be identified using words such as “anticipate,” “believe,” “forecast,” “estimated”
and “intend” or other similar terms or expressions that concern Unicycive’s expectations, strategy, plans or intentions.
These forward-looking statements are based on Unicycive’s current expectations and actual results could differ materially. There
are several factors that could cause actual events to differ materially from those indicated by such forward-looking statements. These
factors include, but are not limited to, clinical trials involve a lengthy and expensive process with an uncertain outcome, and results
of earlier studies and trials may not be predictive of future trial results; our clinical trials may be suspended or discontinued due
to unexpected side effects or other safety risks that could preclude approval of our product candidates; our dependence on third parties
for manufacturing; risks related to business interruptions, which could seriously harm our financial condition and increase our costs
and expenses; dependence on key personnel; substantial competition; uncertainties of patent protection and litigation; dependence upon
third parties; market acceptance of our products; and risks related to failure to obtain FDA clearances or approvals and noncompliance
with FDA regulations. Actual results may differ materially from those indicated by such forward-looking statements as a result of various
important factors, including: the uncertainties related to market conditions and other factors described more fully in the section entitled
‘Risk Factors’ in Unicycive’s Annual Report on Form 10-K for the year ended December 31, 2025, and other periodic reports
filed with the Securities and Exchange Commission. Any forward-looking statements contained in this press release speak only as of the
date hereof, and Unicycive specifically disclaims any obligation to update any forward-looking statement, whether as a result of new
information, future events or otherwise.
Investor
Contacts:
Kevin
Gardner
LifeSci Advisors
kgardner@lifesciadvisors.com
Media
Contact:
Layne
Litsinger
Real Chemistry
llitsinger@realchemistry.com
SOURCE: Unicycive
Therapeutics, Inc.
Unicycive
Therapeutics, Inc.
BALANCE
SHEETS
(In
thousands, except for share and per share amounts)
| | |
As
of
December 31,
2025 | | |
As
of
March 31,
2026 | |
| | |
| | |
(Unaudited) | |
| Assets | |
| | |
| |
| Current
assets: | |
| | |
| |
| Cash
and cash equivalents | |
$ | 29,198 | | |
$ | 37,371 | |
| Prepaid
expenses and other current assets | |
| 7,692 | | |
| 8,959 | |
| Marketable
securities | |
| 12,071 | | |
| 17,215 | |
| Total
current assets | |
| 48,961 | | |
| 63,545 | |
| Right
of use asset, net | |
| 108 | | |
| 813 | |
| Property
and equipment, net | |
| 66 | | |
| 48 | |
| Total
Assets | |
$ | 49,135 | | |
$ | 64,406 | |
| | |
| | | |
| | |
| Liabilities
and stockholders’ equity | |
| | | |
| | |
| Current
liabilities: | |
| | | |
| | |
| Accounts
payable | |
$ | 383 | | |
$ | 1,140 | |
| Accrued
liabilities | |
| 1,523 | | |
| 3,052 | |
| Warrant
liability | |
| 16,915 | | |
| 21,695 | |
| Operating
lease liability – current | |
| 117 | | |
| 598 | |
| Total
current liabilities | |
| 18,938 | | |
| 26,485 | |
| Operating
lease liability – long term | |
| — | | |
| 217 | |
| Total
Liabilities | |
| 18,938 | | |
| 26,702 | |
| Commitments
and contingencies (Note 7) | |
| | | |
| | |
| Stockholders’
Equity: | |
| | | |
| | |
| Series
A-2 Prime preferred stock, $0.001 par value per share – 21,388.01 Series A-2 Prime shares authorized at December 31, 2025,
and March 31, 2026; 2,265 Series A-2 Prime shares issued and outstanding at December 31, 2025, and March 31, 2026 | |
| — | | |
| — | |
| Series
B-2 preferred stock, $0.001 par value per share - 50,000 Series B-2 shares authorized at December 31, 2025, and March 31, 2026; zero
Series B-2 shares issued and outstanding at December 31, 2025, and March 31, 2026 | |
| — | | |
| — | |
| Preferred
stock, $0.001 par value per share – 10,000,000 shares authorized at December 31, 2025, and March 31, 2026; zero shares issued
and outstanding at December 31, 2025, and March 31, 2026 | |
| — | | |
| — | |
| Common
stock, $0.001 par value per share – 400,000,000 shares authorized at December 31, 2025, and March 31, 2026; 22,114,245 and
25,237,782 shares issued and outstanding at December 31, 2025, and March 31, 2026, respectively | |
| 22 | | |
| 25 | |
| Accumulated
other comprehensive (loss) income | |
| (1 | ) | |
| 6 | |
| Additional
paid-in capital | |
| 158,001 | | |
| 178,321 | |
| Accumulated
deficit | |
| (127,825 | ) | |
| (140,648 | ) |
| Total
Stockholders’ Equity | |
| 30,197 | | |
| 37,704 | |
| Total
Liabilities And Stockholders’ Equity | |
$ | 49,135 | | |
$ | 64,406 | |
Unicycive
Therapeutics, Inc.
Statements
of Operations and Comprehensive Income (Loss)
(In thousands,
except for share and per share amounts)
(Unaudited)
| | |
Three Months
Ended
March 31,
2025 | | |
Three Months
Ended
March 31,
2026 | |
| Operating
expenses: | |
| | |
| |
| Research
and development | |
$ | 2,171 | | |
$ | 1,607 | |
| General
and administrative | |
| 5,818 | | |
| 6,830 | |
| Total
operating expenses | |
| 7,989 | | |
| 8,437 | |
| Loss
from operations | |
| (7,989 | ) | |
| (8,437 | ) |
| Other
income (expenses): | |
| | | |
| | |
| Interest
income | |
| 226 | | |
| 394 | |
| Interest
expense | |
| (15 | ) | |
| — | |
| Change
in fair value of warrant liability | |
| 8,348 | | |
| (4,780 | ) |
| Total
other income (expenses) | |
| 8,559 | | |
| (4,386 | ) |
| Net
income (loss) | |
| 570 | | |
| (12,823 | ) |
| Other
comprehensive loss: | |
| | | |
| | |
| Unrealized
loss on marketable securities, net | |
| — | | |
| (1 | ) |
| Net
comprehensive income (loss) | |
$ | 570 | | |
$ | (12,824 | ) |
| Net
comprehensive income (loss) attributable to common stockholders, basic | |
$ | 510 | | |
$ | (12,824 | ) |
| Net
comprehensive (loss) attributable to common stockholders, diluted | |
$ | (6,214 | ) | |
$ | (12,824 | ) |
| Net
comprehensive income (loss) per share | |
| | | |
| | |
| Basic | |
$ | 0.04 | | |
$ | (0.54 | ) |
| Diluted | |
$ | (0.50 | ) | |
$ | (0.54 | ) |
| Weighted-average
shares outstanding used in computing net comprehensive income (loss) per share: | |
| | | |
| | |
| Basic | |
| 11,681,881 | | |
| 23,908,153 | |
| Diluted | |
| 12,383,477 | | |
| 23,908,153 | |