UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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Item 8.01. | Other Events. |
Ampio Pharmaceuticals, Inc. (the “Company”) is party to an At The Market Offering Agreement, dated September 18, 2023 (the “ATM Agreement”) with H. C. Wainwright & Co., LLC (“Wainwright”), under which the Company may, from time to time, issue and sell shares of the Company’s common stock, $0.0001 par value per share (“Common Stock”), through Wainwright as sales agent.
On January 25, 2024, the Company filed a prospectus supplement (the “Prospectus Supplement”) to the base prospectus (“Base Prospectus” and, together with the Prospectus Supplement, the “Prospectus”) included in the Registration Statement on Form S-3 (File No. 333-274558), which became effective under the Securities Act of 1933, as amended, on September 27, 2023, in connection with the ATM Agreement. Pursuant to the Prospectus Supplement, from time to time the Company may offer and sell shares of its common stock having an aggregate gross sales price of up to $1,315,900 through Wainwright under the ATM Agreement.
The shares of the Company’s common stock are registered pursuant to the Registration Statement, and offers of the common stock will be made only by means of a Prospectus. This Current Report on Form 8-K shall not constitute an offer to sell or the solicitation of an offer to buy shares of the Company’s common stock, nor shall there be any sale of the Company’s common stock, in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction.
The legal opinion of Ballard Spahr LLP relating to the shares of the Company’s common stock being offered pursuant to the ATM Agreement and Prospectus Supplement is filed as Exhibit 5.1 to this Current Report on Form 8-K and is incorporated by reference herein.
Item 9.01.Financial Statements and Exhibits.
Exhibit No.Description
5.1Opinion of Ballard Spahr LLP
23.1Consent of Ballard Spahr LLP (contained in Exhibit 5.1)
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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.
| AMPIO PHARMACEUTICALS, INC. |
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Date: January 25, 2024 | By: | /s/ Michael A. Martino |
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| Name: Michael A. Martino |
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| Title: Chief Executive Officer | |