STOCK TITAN

XORTX hires IR firm in $2.5M, 3‑month deal

XORTX enters a three-month, US$2.5 million investor relations and marketing agreement with IR Agency LLC, funded from previously returned fees.

(Neutral)
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

XORTX Therapeutics Inc. (XRTX) has re-engaged IR Agency LLC under a new investor relations and marketing consulting agreement following its voluntary delisting from the TSX Venture Exchange. The revised agreement, entered into on September 2, 2026, runs for three months starting September 3, 2026 and provides for up to ten news distribution campaigns to communicate information about the company to the financial community.

In consideration for these services, XORTX agreed to pay IR Agency LLC a fee of US$2.5 million, funded from amounts previously returned to XORTX when an earlier May 2026 investor relations agreement tied to a US$5.0 million public offering was mutually terminated and rescinded in August 2026.

Positive

  • None.

Negative

  • None.
Consulting fee to IR Agency LLC US$2.5 million Fee for three-month investor relations and marketing agreement entered September 2, 2026
Prior public offering size US$5.0 million Public offering referenced in the May 2026 investor relations agreement with IR Agency LLC
Agreement term 3 months Term commencing September 3, 2026 under the revised consulting agreement
News distribution campaigns Up to 10 campaigns Maximum number of news distribution campaigns provided for in the new agreement
Date of revised agreement September 2, 2026 Date XORTX entered into the revised consulting agreement with IR Agency LLC
Term commencement date September 3, 2026 Start date of the three-month investor relations and marketing term
News release date September 8, 2026 Date the related news release and material change report were disseminated
Material Change Report regulatory
"Exhibit 99.2 FORM 51-102F3 MATERIAL CHANGE REPORT Item 1"
A material change report is a public notice that a company must file and share whenever new information or an event is significant enough to likely influence an investor’s decision. Think of it like an urgent update board that tells shareholders about big shifts—such as major deals, leadership changes, sudden losses, or legal issues—so investors can reassess risk and value with the same facts everyone else has.
voluntary delisting regulatory
"following completion of its previously announced voluntary delisting from the TSX"
Voluntary delisting is when a company chooses to remove its shares from a public stock exchange so they no longer trade on that market. For investors this matters because it can make shares harder to buy or sell, reduce public disclosure and price transparency, and often signals a shift in strategy such as going private or moving to a smaller trading venue—similar to a store closing its high‑street shop but continuing to sell by appointment.
investor relations and marketing services financial
"IR Agency LLC will provide investor relations and marketing services to the Company"
news distribution campaigns financial
"provides for up to ten news distribution campaigns"
forward-looking statements regulatory
"This press release contains express or implied forward-looking statements"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.

FAQ

What agreement did XRTX announce with IR Agency LLC in September 2026?

XORTX announced a revised consulting agreement with IR Agency LLC under which IR Agency LLC will provide investor relations and marketing services, including creating company profiles and distributing company news through up to ten news distribution campaigns over a three-month term starting September 3, 2026.

How much will XRTX (XRTX) pay IR Agency LLC under the new agreement?

XORTX agreed to pay IR Agency LLC a US$2.5 million fee for investor relations and marketing services under the three-month consulting agreement, which includes up to ten news distribution campaigns aimed at the financial community.

How is the US$2.5 million IR fee funded for XRTX?

The US$2.5 million fee to IR Agency LLC is funded from amounts that IR Agency LLC previously returned to XORTX when their earlier 2026 investor relations and marketing arrangement was mutually terminated and rescinded, and which XORTX had reserved for investor relations expenditures.

What happened to XRTX’s earlier 2026 investor relations agreement with IR Agency LLC?

In May 2026, XORTX entered an investor relations and marketing agreement with IR Agency LLC related to a US$5.0 million public offering. In August 2026, the parties mutually agreed to terminate and rescind that arrangement, all services were discontinued, and amounts paid were returned to XORTX.

How long is the new investor relations agreement for XRTX and what activities are included?

The revised IR Agency LLC agreement has a three-month term commencing September 3, 2026. It provides for up to ten news distribution campaigns and other investor relations and marketing activities, including creating company profiles and distributing company news to the financial community.

What corporate step did XRTX take before re-engaging IR Agency LLC?

XORTX re-engaged IR Agency LLC following completion of its previously announced voluntary delisting from the TSX Venture Exchange, after deferring investor relations and marketing activities while that delisting process was completed.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

Form 6-K

 

 

 

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of September, 2026.

 

Commission File Number: 001-40858

 

XORTX Therapeutics Inc.

(Translation of registrant’s name into English)

 

3710 – 33rd Street NW, Calgary, Alberta, Canada T2L 2M1

(Address of principal executive office)

 

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

 

Form 20-F ☒       Form 40-F ☐

 

 

 

 

 

 

EXHIBIT INDEX

 

Exhibit   Description
99.1   News Release of XORTX Therapeutics Inc., dated September 8, 2026.
99.2   Material Change Report of XORTX Therapeutics Inc., dated September 8, 2026.

 

1

 

 

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, thereunto duly authorized.

 

Date: September 9, 2026 XORTX Therapeutics Inc.
     
  By: /s/ Mika Grasso
  Name:  Mika Grasso
  Title: Co-Chief Executive Officer

 

 

2

Exhibit 99.1

 

September 8, 2026

 

 

XORTX Re-Engages Investor Relations Program

 

CALGARY, Alberta, Sept. 08, 2026 (GLOBE NEWSWIRE) -- XORTX Therapeutics Inc. (“XORTX” or the “Company”) announces that, following completion of its previously announced voluntary delisting from the TSX Venture Exchange, XORTX has re-engaged IR Agency LLC pursuant to a consulting agreement providing for investor relations and marketing services on substantially the same terms previously disclosed by the Company in its news releases dated May 19, 2026 and August 28, 2026.

 

About XORTX Therapeutics Inc.

 

XORTX is a pharmaceutical company with three clinically advanced products in development: 1) our lead program XRx-026 program for the treatment of gout; 2) XRx-008 program for ADPKD; and 3) XRx-101 for acute kidney and other acute organ injury associated with respiratory virus infections. In addition, the Company is developing XRx-225, a pre-clinical stage program for Type 2 diabetic nephropathy and recently acquired VB4-P5 program, which is currently at the pre-IND stage of development and targets both rare and prevalent forms of kidney disease. XORTX is working to advance products that target aberrant purine metabolism and xanthine oxidase to decrease or inhibit production of uric acid. At XORTX, we are dedicated to developing medications that improve the quality of life and health of individuals with gout and other important diseases.

 

For more information, please contact:

 

Allen Davidoff, Co-CEO Mika Grasso, Co-CEO
adavidoff@xortx.com mgrasso@xortx.com
+1 403 455 7727 +1 949 244 6011

 

Neither Nasdaq has approved or disapproved the contents of this news release. No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein.

 

Forward Looking Statements

 

This press release contains express or implied forward-looking statements pursuant to applicable securities laws. These forward-looking statements include, but are not limited to, statements regarding the investor relations and marketing agreement with IR Agency LLC, the services to be provided thereunder, the anticipated duration of the engagement, the news distribution campaigns contemplated by the agreement, and the Company’s investor relations and marketing activities. These forward-looking statements and their implications are based on the current expectations of management and are subject to a number of factors and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. Such risks, uncertainties and other factors include, but are not limited tothe effectiveness and results of the investor relations and marketing program, the Company’s ongoing compliance with Nasdaq listing standards, and the risks described in the Company’s filings with the U.S. Securities and Exchange Commission and Canadian securities regulators. Except as otherwise required by applicable law and stock exchange rules, XORTX undertakes no obligation to publicly update any forward-looking statements. More detailed information about the risks and uncertainties affecting XORTX is contained in the Company’s public filings available on the SEC’s website and on SEDAR+.

 

 

Source: XORTX Therapeutics Inc.

Exhibit 99.2

 

FORM 51-102F3

MATERIAL CHANGE REPORT

 

Item 1: Name and Address of Company

 

XORTX Therapeutics Inc. (“XORTX” or the “Company”)

3710 – 33rd Street NW

Calgary, Alberta T2L 2M1

 

Item 2: Date of Material Change

 

September 2, 2026

 

Item 3: News Release

 

The news release was disseminated on September 8, 2026, through GlobeNewswire and filed on SEDAR+.

 

Item 4: Summary of Material Change

 

On September 2, 2026, following completion of its previously announced voluntary delisting from the TSX Venture Exchange, the Company entered into a consulting agreement with IR Agency LLC pursuant to which IR Agency LLC will provide investor relations and marketing services to the Company. The agreement has a three-month term commencing September 3, 2026 and provides for up to ten news distribution campaigns. In consideration for the services, the Company agreed to pay a fee of US$2,500,000.

 

Item 5: Full Description of Material Change

 

As previously disclosed, the Company entered into an investor relations and marketing agreement with IR Agency LLC in May 2026 in connection with its US$5.0 million public offering. In August 2026, the parties mutually agreed to terminate and rescind that arrangement, all services were discontinued and the amounts previously paid to IR Agency LLC were returned to the Company. The Company deferred its investor relations and marketing activities while it completed its voluntary delisting from the TSX Venture Exchange.

 

Following completion of the delisting process, on September 2, 2026, the Company entered into a revised consulting agreement with IR Agency LLC pursuant to which IR Agency LLC will provide investor relations and marketing services to communicate information about the Company to the financial community, including the creation of company profiles and the distribution of Company news.

 

The agreement has a term of three months commencing September 3, 2026 and provides for up to ten news distribution campaigns. In consideration for the services, the Company agreed to pay IR Agency LLC a fee of US$2.5 million. The fee is being funded from amounts previously returned to the Company by IR Agency LLC and reserved by the Company for investor relations expenditures.

 

Item 6: Reliance on subsection 7.1(2) of National Instrument 51-102

 

N/A.

 

 

 

 

Item 7: Omitted Information

 

N/A.

 

Item 8: Executive Officer

 

The following executive officer of the Company is knowledgeable about the material change disclosed in this report and may be contacted as follows:

 

Co-Chief Executive Officer

XORTX Therapeutics Inc.

3710 – 33rd Street NW

Calgary, Alberta T2L 2M1

Telephone: +1 (403) 455-7727

Email: adavidoff@xortx.com, mgrasso@xortx.com

 

Item 9: Date of Report

 

September 8, 2026.

 

 

 

Filing Exhibits & Attachments

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