UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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FORM
CURRENT REPORT
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| Item 1.02 | Termination of a Material Definitive Agreement |
On January 13, 2022, X4 Pharmaceuticals, Inc. (the “Company”) delivered to Aspire Capital Fund, LLC, an Illinois limited liability company (“Aspire Capital”), a notice of termination terminating the Common Stock Purchase Agreement dated October 14, 2020 (the “Aspire Purchase Agreement”) with Aspire Capital effective as of January 14, 2022. The Aspire Purchase Agreement provided that, upon the terms and subject to the conditions and limitations set forth therein, Aspire Capital was committed to purchase up to an aggregate of $50 million of shares of the Company’s common stock over the 36-month term of the Aspire Purchase Agreement at a price per share equal to (i) the lowest sale price of the Company’s common stock on the purchase date or (ii) the arithmetic average of the three (3) lowest closing sale prices for the Company’s common stock during the ten (10) consecutive trading days ending on the trading day immediately preceding the purchase date.
On October 16, 2020, the Company filed with the Securities and Exchange Commission (the “SEC”) a prospectus supplement and accompanying base prospectus registering up to $50 million of shares of common stock (“Aspire Prospectus”) that may have been offered to Aspire Capital from time to time under the Aspire Purchase Agreement and pursuant to the Company’s shelf registration statement on Form S-3 (File No. 333-242372), originally filed with the SEC on August 7, 2020 and declared effective by the SEC on August 19, 2020. From October 16, 2020 through the date of termination, the Company sold no shares of common stock under the Aspire Purchase Agreement. Upon termination, the Company has no further obligations under the Aspire Purchase Agreement and will make no sales pursuant to the Aspire Prospectus.
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.
| X4 PHARMACEUTICALS, INC. | ||||||
| Date: January 14, 2022 | By: | /s/ Derek Meisner | ||||
| Derek Meisner | ||||||
| Chief Legal Officer and Secretary | ||||||