UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 8.01 Other Events.
On June 26, 2024, Estrella Immunopharma, Inc. (the "Company") filed a Certificate of Ownership and Merger with the Delaware Secretary of State to effect a merger (the "Merger") with its wholly-owned subsidiary, Estrella Biopharma, Inc. ("Estrella"), pursuant to Section 253 of the Delaware General Corporation Law. The Merger was approved by resolutions duly adopted by the unanimous written consent of the Company's board of directors. The Merger became effective at 11:59 PM Eastern Time on June 30, 2024, at which time the separate existence of Estrella ceased, and the Company became the surviving corporation.
The Merger was effected to simplify the Company's corporate structure and streamline its financial reporting. As a result of the Merger, the Company assumed all assets, liabilities, and obligations of Estrella. Additionally, there were no changes in the Company's management, board composition, ownership, amended and restated certificate of incorporation, or amended and restated bylaws as a result of the Merger.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
| Exhibit No. | Description | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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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.
| Estrella Immunopharma, Inc. | ||
| By: | /s/ Cheng Liu | |
| Name: | Dr. Cheng Liu | |
| Title: | Chief Executive Officer | |
| Date: July 1, 2024 | ||
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