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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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 25, 2021

 

PROVENTION BIO, INC.

 

Commission File Number: 001-38552

 

Delaware

(State or other jurisdiction

of incorporation)

 

81-5245912

(IRS Employer

Identification No.)

 

55 Broad Street, 2nd Floor

Red Bank, New Jersey

(Address of principal executive offices)

 

07701

(Zip Code)

 

(908) 336-0360

(Registrant’s telephone number, including area code)

 

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 communications 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))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol   Name of each exchange on which registered
Common Stock, $0.0001 par value per share   PRVB   The Nasdaq Global Select Market

 

Indicate by check mark whether the registrant is an emerging growth company 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 7.01Regulation FD Disclosure.

 

On May 25, 2021, Provention Bio, Inc. (the “Company” or “Provention Bio”) posted an updated corporate slide presentation in the “Investors” portion of its website at www.proventionbio.com.

 

On May 25, 2021, the Company issued a press release announcing that the U.S. Food and Drug Administration has posted briefing documents for the May 27, 2021 Endocrinologic and Metabolic Drugs Advisory Committee meeting to review the Biologics License Application for teplizumab, Provention Bio’s investigational drug candidate for the delay of Clinical Type 1 Diabetes in at-risk individuals. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

The information in this report furnished pursuant to Item 7.01, including Exhibit 99.1 attached hereto, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. It may only be incorporated by reference in another filing under the Exchange Act or the Securities Act of 1933, as amended, if such subsequent filing specifically references the information furnished pursuant to Item 7.01 of this report.

 

Item 9.01Financial Statements and Exhibits.

 

(d) The following exhibit is furnished with this report:

 

Exhibit No.   Description
     
99.1   Press Release issued by Provention Bio, Inc. on May 25, 2021
104   Cover Page Interactive Data File (formatted as Inline XBRL)

 

 
 

 

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.

 

Date: May 25, 2021 Provention Bio, Inc.
     
    By: /s/ Andrew Drechsler
      Andrew Drechsler
      Chief Financial Officer